Keith A. Meister - 08 May 2025 Form 4 Insider Report for GeneDx Holdings Corp. (WGS)

Signature
/s/ Keith A. Meister
Issuer symbol
WGS
Transactions as of
08 May 2025
Transactions value $
$5,600,994
Form type
4
Filing time
12 May 2025, 19:46:55
Previous filing
06 May 2025
Next filing
16 May 2025

Reporting Owners (2)

Name Relationship Address Signature Signature date CIK
Meister Keith A. Director, 10%+ Owner C/O CORVEX MANAGEMENT LP, 667 MADISON AVENUE, NEW YORK /s/ Keith A. Meister 12 May 2025 0001307631
Corvex Management LP Director, 10%+ Owner 667 MADISON AVENUE, NEW YORK CORVEX MANAGEMENT LP Name: /s/ Keith Meister Title: Managing Partner 12 May 2025 0001535472

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction WGS Class A Common Stock Purchase $4.41M +79.2K +2.72% $55.69 2.99M 08 May 2025 See footnotes F1, F2, F3
transaction WGS Class A Common Stock Purchase $621K +10.9K +0.36% $56.96 3M 08 May 2025 See footnotes F2, F3, F4
transaction WGS Class A Common Stock Purchase $568K +9.87K +0.33% $57.53 3.01M 08 May 2025 See footnotes F2, F3, F5
holding WGS Class A Common Stock 333K 08 May 2025 See footnote F6
holding WGS Class A Common Stock 7.21K 08 May 2025 Direct F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The price reported in Column 4 is a weighted average price. These shares were bought in multiple transactions within the range of $55.27 to $56.22. The Reporting Persons undertake 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 bought at each separate price within the ranges set forth in footnotes (1), (4), and (5) to this Form 4.
F2 Investment funds advised by Corvex Management LP are the direct holders of 3,008,629 shares of the Class A common stock, par value $0.0001 per share ("Class A Common Stock") of GeneDx Holdings Corp. (the "Issuer") reported herein. Mr. Meister may be deemed to indirectly beneficially own these shares by virtue of Mr. Meister's control of the general partner of Corvex Management LP.
F3 For the purposes of this filing, each of Corvex or Mr. Meister disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein. This filing shall not be deemed an admission that Corvex or Mr. Meister is the beneficial owner of any of the reported securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise.
F4 The price reported in Column 4 is a weighted average price. These shares were bought in multiple transactions within the range of $56.27 to $57.26.
F5 The price reported in Column 4 is a weighted average price. These shares were bought in multiple transactions within the range of $57.28 to $57.86.
F6 CMLS Holdings LLC ("CMLS Holdings") is the record holder of 333,144 shares of the Class A Common Stock reported herein. Mr. Meister is one of two members of the Board of Managers of CMLS Holdings, and Mr. Meister shares voting and investment discretion with respect to the securities held of record by CMLS Holdings reported herein.
F7 The shares of Class A Common Stock reflected as beneficially owned by Mr. Meister include 7,205 shares of Class A Common Stock that were issued upon the vesting of restricted stock units, that were granted to Mr. Meister in connection with his service on the board of directors of the Issuer.