STOCK TITAN

GeneDx CFO sells 1,285 shares to cover taxes

CFO Kevin Feeley had RSUs vest into shares of WGS and sold part of them to cover tax withholding obligations.

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

GeneDx Holdings Corp. (WGS) reported that Chief Financial Officer Kevin Feeley settled 2,462 Restricted Stock Units into an equal number of shares of Class A Common Stock on September 9, 2026. On the same day, he sold 1,285 shares in a sell-to-cover transaction at a weighted average price of $84.2179 per share to satisfy tax withholding obligations, which the company states was not a discretionary trade. Following this sale, he beneficially owned 41,476 shares of Class A Common Stock and held RSUs for up to 78,864 shares and options for up to 25,906 shares, all vesting according to their terms.

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Insider Feeley Kevin
Role CHIEF FINANCIAL OFFICER
Sold 1,285 shs ($108K)
Approx. gross sale proceeds $108K
Type Security Shares Price Value
Exercise Restricted Stock Unit F1, F5 2,462 $0.00 $0.00
Exercise Class A Common Stock F1 2,462 $0.00 $0.00
Sale Class A Common Stock F2, F3, F4 1,285 $84.2179 $108K
Holdings After Transaction: Restricted Stock Unit — 2,463 contracts (Direct); Class A Common Stock — 41,476 shares (Direct)
Footnotes (5)
  1. 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.
  2. 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.
  3. F3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $84.08 to $84.22 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 range set forth in this footnote.
  4. F4. Following the reported sale undertaken to satisfy tax withholding liabilities, in addition to the 41,476 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 of 78,864 shares of Class A Common Stock and options to purchase up to an aggregate of 25,906 shares of Class A Common Stock, which RSUs and options vest according to their respective terms.
  5. F5. 6.25% of the total award vested or vests quarterly, subject to the Reporting Person's continued service to the Issuer on each vesting date, and with the first tranche vested on March 9, 2023. These RSUs do not have an expiration date; they either vest or are cancelled prior to the vesting date.
RSUs settled into shares 2,462 shares RSUs converted into Class A Common Stock on September 9, 2026
Shares sold 1,285 shares Sell-to-cover transaction for tax withholding on September 9, 2026
Weighted average sale price $84.2179 per share Sales ranged from $84.08 to $84.22 per share
Common shares beneficially owned 41,476 shares Post-transaction Class A Common Stock holdings
RSUs outstanding 78,864 shares Contingent rights to receive Class A Common Stock after the sale
Options outstanding 25,906 shares Options to purchase Class A Common Stock after the sale
RSU vesting rate 6.25% quarterly First tranche vested on March 9, 2023, subject to continued service
Restricted Stock Unit financial
"Each restricted stock unit ("RSU") represents a contingent right to receive 1 share"
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 represent"
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 41,476 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.
tax withholding obligations financial
"sold by the Reporting Person to cover tax withholding obligations in connection"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transactions did WGS CFO Kevin Feeley report on September 9, 2026?

He settled 2,462 RSUs into Class A Common Stock and sold 1,285 shares in a sell-to-cover transaction to satisfy tax withholding obligations related to the RSU vesting.

At what price were GeneDx (WGS) shares sold in the reported Form 4?

The 1,285 shares of WGS Class A Common Stock were sold at a weighted average price of $84.2179 per share, with individual trades ranging from $84.08 to $84.22 per share.

Was the WGS CFO’s September 9, 2026 stock sale a discretionary trade?

No. The company states the sale was to cover tax withholding obligations from RSU vesting and settlement and does not represent a discretionary transaction by the reporting person.

How many WGS shares does CFO Kevin Feeley own after the reported transactions?

After the tax-related sale, he beneficially owned 41,476 shares of WGS Class A Common Stock, plus RSUs representing up to 78,864 shares and options for up to 25,906 shares, subject to their vesting terms.

What RSU vesting schedule applies to the WGS CFO’s award?

For the RSUs reported, 6.25% of the total award vested or vests quarterly, subject to continued service, with the first tranche vested on March 9, 2023. These RSUs either vest or are cancelled and do not have an expiration date.

Did the WGS Form 4 indicate use of a Rule 10b5-1 trading plan?

No Rule 10b5-1 trading plan is reported. The filing’s plan checkbox is unchecked, and the sale is described specifically as a sell-to-cover for tax withholding obligations tied to RSU vesting.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Feeley Kevin

(Last)(First)(Middle)
C/O GENEDX HOLDINGS CORP.
333 LUDLOW ST., NORTH TOWER, 6TH FLOOR

(Street)
STAMFORD CONNECTICUT 06902

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
GeneDx Holdings Corp. [ WGS ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
CHIEF FINANCIAL OFFICER
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/09/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Class A Common Stock09/09/2026M2,462A$0(1)42,761D
Class A Common Stock09/09/2026S(2)1,285D$84.2179(3)41,476(4)D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Unit(1)09/09/2026M2,462 (5) (5)Class A Common Stock2,462$02,463D
Explanation of Responses:
1. 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.
2. 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.
3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $84.08 to $84.22 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 range set forth in this footnote.
4. Following the reported sale undertaken to satisfy tax withholding liabilities, in addition to the 41,476 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 of 78,864 shares of Class A Common Stock and options to purchase up to an aggregate of 25,906 shares of Class A Common Stock, which RSUs and options vest according to their respective terms.
5. 6.25% of the total award vested or vests quarterly, subject to the Reporting Person's continued service to the Issuer on each vesting date, and with the first tranche vested on March 9, 2023. These RSUs do not have an expiration date; they either vest or are cancelled prior to the vesting date.
/s/ Bridget Brown, Attorney-in-Fact09/11/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

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