Karen Ann White - Apr 25, 2023 Form 4 Insider Report for GeneDx Holdings Corp. (WGS)

Role: Chief People Officer
Signature: /s/ Bridget Brown, Attorney-in-Fact
Stock symbol: WGS
Transactions as of: Apr 25, 2023
Transactions value $: -$582
Form type: 4
Date filed: 4/27/2023, 05:28 PM
Previous filing: Apr 4, 2023
Next filing: Jun 13, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	WGS	Class A Common Stock	Options Exercise		+4.5K	+8.38%		58.2K	Apr 25, 2023	Direct	F1
transaction	WGS	Class A Common Stock	Sale	-$582	-2.02K	-3.46%	$0.29	56.2K	Apr 26, 2023	Direct	F2, F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	WGS	Restricted Stock Unit	Options Exercise	$0	-4.5K	-10%	$0.00	40.5K	Apr 25, 2023	Class A Common Stock	4.5K		Direct	F1, F4
transaction	WGS	Restricted Stock Unit	Award	$0	+1.8M		$0.00	1.8M	Apr 26, 2023	Class A Common Stock	1.8M		Direct	F1, F5

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
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 $0.281 to $0.3098, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth herein.
F4	6.25% vest in quarterly installments over the four-year period commencing on July 25, 2021 until fully vested, subject to the Reporting Person's continued service to the Issuer on each vesting date.
F5	6.25% vest in quarterly installments over the four-year period commencing on March 16, 2023 until fully vested, subject to the Reporting Person's continued service to the Issuer on each vesting date.