Form 4 for WGS GeneDx Holdings Corp.
Accepted 2023-02-02 00:00:00 ET · period of report 2023-01-31 · accession 0000899243-23-003394 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| I | 2023-02-02 | 2023-01-31 | WGS | Meister Keith A. | Dir, 10% | A - Grant | $0.35 | +77.66M | 97.81M | +386% | +$27.18M |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Class A Common Stock | 2023-01-31 | A | A | 77,663,376 | $0.35 | 97,805,266 | I See footnotes | — | — | (F1) On January 31, 2023, investment funds advised by Corvex Management LP (the "Corvex Funds"), the general partner of which is controlled by Mr. Meister, closed a registered direct offering with GeneDx Holdings Corp (the "Issuer") contemporaneously with the Issuer's underwritten offering at a price of $0.35. (F3) CMLS Holdings LLC ("CMLS Holdings") is the record holder of 10,993,750 shares of the Class A common stock, par value $0.0001 per share ("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 by CMLS Holdings Stock reported herein. (F2) Investment funds advised by Corvex Management LP are the record holders of 86,811,516 shares of the Class A common stock, par value $0.0001 per share ("Class A Common Stock") 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. (F4) For the purposes of this filing, Mr. Meister disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. This filing shall not be deemed an admission that 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. |