GeneDx CEO exercises 18,750 RSUs, sells 10,501 shares
GeneDx CEO Katherine Stueland exercised RSUs and sold shares solely to cover tax withholding tied to vesting, while retaining a substantial equity position.
Rhea-AI Filing Summary
GeneDx Holdings Corp. (WGS) reported that Chief Executive Officer Katherine Stueland exercised 18,750 Restricted Stock Units on September 16, 2026, receiving an equal number of shares of Class A Common Stock for no cash consideration as the RSUs settled one-for-one into common shares.
On the same date, she sold an aggregate of 10,501 shares of Class A Common Stock at weighted average prices between $94.23 and $99.305 per share pursuant to a sell to cover transaction to satisfy tax withholding obligations in connection with the RSU vesting, which the company states was not a discretionary sale. Following these sales, she beneficially owned 115,476 shares of Class A Common Stock, RSUs covering up to 280,228 shares, and options to purchase up to 107,610 shares, all vesting according to their terms. No Rule 10b5-1 trading plan is reported.
Positive
- None.
Negative
- None.
Insider Trade Summary
Exercise and sale activity reported; no spread calculated
Exercise and Sale
7 txns
Insider
Stueland Katherine
Role
CHIEF EXECUTIVE OFFICER
Sold
10,501 shs ($1.03M)
Approx. gross sale proceeds
$1.03M
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Restricted Stock Unit F1, F9 | 18,750 | $0.00 | $0.00 |
| Exercise | Class A Common Stock F1 | 18,750 | $0.00 | $0.00 |
| Sale | Class A Common Stock F2, F3 | 1,648 | $94.258 | $155K |
| Sale | Class A Common Stock F2, F4 | 148 | $95.405 | $14K |
| Sale | Class A Common Stock F2, F5 | 1,525 | $96.9009 | $148K |
| Sale | Class A Common Stock F2, F6 | 4,141 | $98.27 | $407K |
| Sale | Class A Common Stock F2, F7, F8 | 3,039 | $98.995 | $301K |
Holdings After Transaction:
Restricted Stock Unit — 37,500 contracts (Direct);
Class A Common Stock — 115,476 shares (Direct)
Footnotes (9)
- F1. Each restricted stock unit ("RSU") represents a contingent right to receive 1 share of the Issuer's Class A Common Stock upon settlement for no consideration.
- F2. The sale reported on this Form 4 represents shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting and settlement of RSUs. The sale was to satisfy tax withholding obligations to be funded by a "sell to cover" transaction and does not represent a discretionary transaction by the Reporting Person.
- F3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $94.23 to $94.855 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the U.S. Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote and in footnotes 4 through 7 of this Form 4.
- F4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $95.29 to $95.52 per share, inclusive.
- F5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $96.445 to $97.40 per share, inclusive.
- F6. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $97.565 to $98.535 per share, inclusive.
- F7. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $98.60 to $99.305 per share, inclusive.
- F8. Following the reported sale undertaken to satisfy tax withholding liabilities, in addition to the 115,476 shares of Class A Common Stock beneficially owned by the Reporting Person, the Reporting Person held RSUs representing contingent rights to receive up to an aggregate 280,228 shares of the Issuer's Class A Common Stock and options to purchase up to an aggregate 107,610 shares of Class A Common Stock, which RSUs and options vest according to their respective terms.
- F9. 6.25% of the total award vested or vests quarterly, with the first tranche vested on June 16, 2023, subject to the Reporting Person's continued service to the Issuer on each vesting date. These RSUs do not have an expiration date; they either vest or are cancelled prior to the vesting date.
Key Figures
RSUs exercised: 18,750 units
Shares sold to cover taxes: 10,501 shares
Sale price ranges: $94.23–$99.305 per share
+4 more
7 metrics
RSUs exercised
18,750 units
Restricted Stock Units settled into Class A Common Stock on September 16, 2026
Shares sold to cover taxes
10,501 shares
Aggregate Class A Common Stock sold on September 16, 2026 in sell-to-cover transactions
Sale price ranges
$94.23–$99.305 per share
Weighted average prices across multiple sale tranches reported in footnotes
Shares beneficially owned post-transaction
115,476 shares
Class A Common Stock beneficially owned by Katherine Stueland after the sell-to-cover sales
RSUs outstanding
280,228 units
RSUs representing contingent rights to receive Class A Common Stock after the reported sale
Stock options outstanding
107,610 options
Options to purchase GeneDx Class A Common Stock held after the reported transactions
Quarterly RSU vesting rate
6.25% per quarter
Portion of the RSU award that vested or vests each quarter starting June 16, 2023
Key Terms
Restricted Stock Unit, sell to cover, weighted average price, beneficially owned, +1 more
5 terms
Restricted Stock Unit financial
"Each restricted stock unit ("RSU") represents a contingent right"
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
sell to cover financial
"to be funded by a "sell to cover" transaction and does not"
Sell to cover is when a person who receives company stock through options or awards sells just enough shares immediately to pay required taxes, exercise costs, or fees, keeping the rest. Think of it like cashing part of a bonus to cover the tax bill so you can keep the remainder. For investors, it can create predictable small selling pressure and slightly change the number of shares actually held by insiders without increasing long‑term dilution.
weighted average price financial
"The price reported in Column 4 is a weighted average price."
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
beneficially owned financial
"in addition to the 115,476 shares of Class A Common Stock beneficially owned"
Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.
contingent right financial
"represents a contingent right to receive 1 share of the Issuer's"
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What did GeneDx (WGS) CEO Katherine Stueland report on this Form 4?
Katherine Stueland reported exercising 18,750 RSUs, receiving the same number of GeneDx Class A Common shares, and selling 10,501 shares on September 16, 2026, in a sell-to-cover transaction for tax withholding tied to the RSU vesting.
What GeneDx (WGS) equity does the CEO hold after these transactions?
After the reported sale, Katherine Stueland beneficially owned 115,476 shares of Class A Common Stock, RSUs representing rights to up to 280,228 shares, and options to purchase up to 107,610 shares of Class A Common Stock.
Were the GeneDx (WGS) CEO’s transactions under a Rule 10b5-1 plan?
The Form 4 indicates no Rule 10b5-1 trading plan for these transactions, and the footnotes describe the sales as sell-to-cover transactions for tax withholding rather than discretionary or plan-based trading.
How did the GeneDx (WGS) RSUs for the CEO vest?
The filing states that 6.25% of the total RSU award vests quarterly, with the first tranche vested on June 16, 2023, subject to Katherine Stueland’s continued service. The RSUs either vest or are cancelled; they do not have an expiration date.
AI-generated analysis. How Rhea-AI works. Not financial advice.
