Jason Ryan - 31 Dec 2023 Form 4 Insider Report for GeneDx Holdings Corp. (WGS)

Role: Executive Chairman, Director
Signature: /s/ Devin Schaffer, Attorney-in-Fact
Issuer symbol: WGS
Transactions as of: 31 Dec 2023
Net transactions value: $0
Form type: 4
Filing time: 03 Jan 2024, 16:23:55 UTC
Previous filing: 20 Nov 2023
Next filing: 09 Jan 2024
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	WGS	Class A Common Stock	Options Exercise	$0	+67,780	+1162%	$0.000000	73,614	31 Dec 2023	Direct	F1
holding	WGS	Class A Common Stock						114,742	31 Dec 2023	By Jason Ryan Trust u/a dtd 11/25/2018

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	-21,780	-100%	$0.000000^*	0	31 Dec 2023	Class A Common Stock	21,780		Direct	F1, F2
transaction	WGS	Restricted Stock Unit	Options Exercise	$0	-46,000	-100%	$0.000000^*	0	31 Dec 2023	Class A Common Stock	46,000		Direct	F1, F2

* 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	100% of the underlying awards shall become vested on the earlier of (A) December 31, 2023, and (B) a change in control of the Issuer, subject to the Reporting Person's continued service to the Issuer on such earlier date, or upon a termination of the Reporting Person's service as Executive Chairman of the Board under certain circumstances.