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Filing Details

Accession Number:: 0000950170-25-069593
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2025-05-12 19:46:55
Reporting Period:: 2025-05-08

Filing Date:: 2025-05-12
Accepted Time:: 2025-05-12 19:46:55
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1818331	Genedx Holdings Corp.	WGS	()	4

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1307631	A. Keith Meister	C/O Corvex Management Lp 667 Madison Avenue New York NY 10065		No	No	No	No
1535472	Corvex Management Lp	667 Madison Avenue New York NY 10065		No	No	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Class A Common Stock	Acquisiton	2025-05-08	79,236	$55.69	2,987,865	No	4	P	Indirect	See footnotes
Class A Common Stock	Acquisiton	2025-05-08	10,897	$56.96	2,998,762	No	4	P	Indirect	See footnotes
Class A Common Stock	Acquisiton	2025-05-08	9,867	$57.53	3,008,629	No	4	P	Indirect	See footnotes

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Indirect	See footnotes
No	4	P	Indirect	See footnotes
No	4	P	Indirect	See footnotes

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Class A Common Stock	333,144	Indirect	See footnote
Class A Common Stock	7,205	Direct

Footnotes

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.
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.
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.
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.
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.
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.
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.