Welcome to our dedicated page for GeneDx Holdings SEC filings (Ticker: WGS), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
GeneDx Holdings Corp.'s filings document financial results and operating disclosures for a genomics diagnostics company focused on rare disease testing. Form 8-K reports furnish quarterly and annual results, earnings presentations, preliminary revenue and testing-volume guidance, changes in statement presentation, and modifications to non-GAAP financial measure methodology.
The filing record also covers capital structure and governance matters, including a term loan agreement used to refinance existing debt, Class A common stock and Nasdaq-listed warrant disclosures, board composition changes, and definitive proxy materials. Proxy filings describe director elections, executive compensation, equity awards, stockholder voting matters, and related corporate governance policies.
Keith A. Meister, Director and 10% Owner of GeneDx Holdings, reported multiple transactions in company securities on June 18, 2025:
- Acquired 12,924 shares of Class A Common Stock through the conversion of Restricted Stock Units (RSUs) at $0 cost
- Received a new grant of 3,576 RSUs that will vest at the earlier of next annual shareholder meeting or first grant anniversary
- Following transactions, directly owns 20,129 shares and indirectly controls 3,674,913 shares
Indirect ownership includes 333,144 shares through CMLS Holdings LLC, where Meister serves on Board of Managers, and 3,341,769 shares through Corvex Management LP, where he controls the general partner. The transactions demonstrate continued insider investment aligned with long-term shareholder interests.
Keith A. Meister, Director and 10% Owner of GeneDx Holdings, reported multiple transactions in company securities on June 18, 2025:
- Acquired 12,924 shares of Class A Common Stock through the conversion of Restricted Stock Units (RSUs) at $0 cost
- Received a new grant of 3,576 RSUs that will vest at the earlier of next annual shareholder meeting or first grant anniversary
- Following transactions, directly owns 20,129 shares and indirectly controls 3,674,913 shares
Indirect ownership includes 333,144 shares through CMLS Holdings LLC, where Meister serves on Board of Managers, and 3,341,769 shares through Corvex Management LP, where he controls the general partner. The transactions demonstrate continued insider investment aligned with long-term shareholder interests.
Director Jason Ryan of GeneDx Holdings reported multiple transactions in Class A Common Stock on June 18, 2025:
- Acquired 12,924 shares through the conversion of Restricted Stock Units (RSUs) at $0 cost, resulting in direct ownership of 13,054 shares
- Received a new grant of 3,576 RSUs that will vest at the earlier of next annual shareholder meeting or first grant anniversary
- Maintains indirect ownership of 141,356 shares through the Jason Ryan 2024 GRAT
The RSUs represent a contingent right to receive one share of Class A Common Stock upon settlement without consideration. The filing demonstrates continued equity-based compensation for board service and significant insider ownership through both direct holdings and a grantor retained annuity trust structure.
Director Jason Ryan of GeneDx Holdings reported multiple transactions in Class A Common Stock on June 18, 2025:
- Acquired 12,924 shares through the conversion of Restricted Stock Units (RSUs) at $0 cost, resulting in direct ownership of 13,054 shares
- Received a new grant of 3,576 RSUs that will vest at the earlier of next annual shareholder meeting or first grant anniversary
- Maintains indirect ownership of 141,356 shares through the Jason Ryan 2024 GRAT
The RSUs represent a contingent right to receive one share of Class A Common Stock upon settlement without consideration. The filing demonstrates continued equity-based compensation for board service and significant insider ownership through both direct holdings and a grantor retained annuity trust structure.
GeneDx Holdings Corp. (WGS) director Emily M. Leproust reported multiple transactions involving Restricted Stock Units (RSUs) on June 18, 2025:
- Acquired 3,576 new RSUs that vest at the earlier of next annual shareholder meeting or first grant anniversary
- Converted 12,924 RSUs into Class A Common Stock at $0 exercise price
- Following these transactions, directly owns 21,276 shares of Class A Common Stock and 3,576 RSUs
These transactions appear to be part of the company's director compensation program, with RSUs converting to common stock upon vesting. The RSUs represent a contingent right to receive one share of Class A Common Stock upon settlement without consideration. All transactions were reported via Form 4 filing through an attorney-in-fact on June 23, 2025.
GeneDx Holdings Corp. (WGS) director Emily M. Leproust reported multiple transactions involving Restricted Stock Units (RSUs) on June 18, 2025:
- Acquired 3,576 new RSUs that vest at the earlier of next annual shareholder meeting or first grant anniversary
- Converted 12,924 RSUs into Class A Common Stock at $0 exercise price
- Following these transactions, directly owns 21,276 shares of Class A Common Stock and 3,576 RSUs
These transactions appear to be part of the company's director compensation program, with RSUs converting to common stock upon vesting. The RSUs represent a contingent right to receive one share of Class A Common Stock upon settlement without consideration. All transactions were reported via Form 4 filing through an attorney-in-fact on June 23, 2025.
GeneDx Holdings Corp (WGS) director Richard C. Pfenniger Jr. reported multiple transactions involving Restricted Stock Units (RSUs) on June 18, 2025:
- Acquired 3,576 new RSUs that vest at the earlier of next annual shareholder meeting or first grant anniversary
- Converted 12,924 RSUs into Class A Common Stock at $0 exercise price
- Following these transactions, Pfenniger directly owns 41,506 shares of Class A Common Stock and 3,576 RSUs
The transactions were executed under standard director compensation arrangements, with RSUs representing contingent rights to receive one share of Class A Common Stock upon settlement. The filing was submitted by attorney-in-fact Bridget Brown on June 23, 2025.
GeneDx Holdings Corp (WGS) director Richard C. Pfenniger Jr. reported multiple transactions involving Restricted Stock Units (RSUs) on June 18, 2025:
- Acquired 3,576 new RSUs that vest at the earlier of next annual shareholder meeting or first grant anniversary
- Converted 12,924 RSUs into Class A Common Stock at $0 exercise price
- Following these transactions, Pfenniger directly owns 41,506 shares of Class A Common Stock and 3,576 RSUs
The transactions were executed under standard director compensation arrangements, with RSUs representing contingent rights to receive one share of Class A Common Stock upon settlement. The filing was submitted by attorney-in-fact Bridget Brown on June 23, 2025.
GeneDx Holdings Corp. (WGS) director Joshua Ruch reported multiple transactions in a Form 4 filing dated June 28, 2025. Key transactions include:
- Acquisition of 12,924 shares of Class A Common Stock through the conversion of Restricted Stock Units (RSUs) on June 18, 2025, at $0 cost
- Receipt of 3,576 new RSUs on June 18, 2025, which vest at the earlier of next annual shareholder meeting or first grant anniversary
Following these transactions, Ruch's beneficial ownership consists of:
- 29,723 shares held directly
- 194,267 shares held indirectly through various entities: - 14,845 via Kariba LLC - 30,138 via Rugu2 LLC - 149,284 via VAAL Investment Partners Q9 LP
GeneDx Holdings Corp. (WGS) director Joshua Ruch reported multiple transactions in a Form 4 filing dated June 28, 2025. Key transactions include:
- Acquisition of 12,924 shares of Class A Common Stock through the conversion of Restricted Stock Units (RSUs) on June 18, 2025, at $0 cost
- Receipt of 3,576 new RSUs on June 18, 2025, which vest at the earlier of next annual shareholder meeting or first grant anniversary
Following these transactions, Ruch's beneficial ownership consists of:
- 29,723 shares held directly
- 194,267 shares held indirectly through various entities: - 14,845 via Kariba LLC - 30,138 via Rugu2 LLC - 149,284 via VAAL Investment Partners Q9 LP
GeneDx Holdings Corp. (Nasdaq: WGS) filed a Form 8-K to report the results of its 18 June 2025 Annual Meeting of Stockholders.
Director elections: Stockholders elected Class I directors for terms expiring in 2028. Eli D. Casdin received 16,013,641 votes for and 6,823,343 withheld, while Joshua Ruch received 17,211,360 votes for and 5,625,624 withheld; 2,682,501 broker non-votes applied to both nominees.
Auditor ratification: Ernst & Young LLP was reappointed as independent registered public accounting firm for fiscal 2025 with 25,459,253 votes for, 49,423 against and 10,809 abstentions—roughly 99% support.
All agenda items passed. The near-unanimous auditor vote signals confidence in financial oversight, yet the 25-30% withholding against the directors highlights moderate shareholder dissent that the board may need to address. No other material business, financial results or strategic actions were disclosed.