0001209191-23-027332.txt : 20230504 0001209191-23-027332.hdr.sgml : 20230504 20230504161150 ACCESSION NUMBER: 0001209191-23-027332 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20230502 FILED AS OF DATE: 20230504 DATE AS OF CHANGE: 20230504 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: PFENNIGER RICHARD C JR CENTRAL INDEX KEY: 0001200796 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39482 FILM NUMBER: 23888828 MAIL ADDRESS: STREET 1: 4400 BISCAYNE BLVD. CITY: MIAMI STATE: FL ZIP: 33137 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: GeneDx Holdings Corp. CENTRAL INDEX KEY: 0001818331 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-HEALTH SERVICES [8000] IRS NUMBER: 851966622 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 333 LUDLOW STREET STREET 2: NORTH TOWER, 8TH FLOOR CITY: STAMFORD STATE: CT ZIP: 06902 BUSINESS PHONE: 617 780 8742 MAIL ADDRESS: STREET 1: 333 LUDLOW STREET STREET 2: NORTH TOWER, 8TH FLOOR CITY: STAMFORD STATE: CT ZIP: 06902 FORMER COMPANY: FORMER CONFORMED NAME: Sema4 Holdings Corp. DATE OF NAME CHANGE: 20210721 FORMER COMPANY: FORMER CONFORMED NAME: CM Life Sciences, Inc. DATE OF NAME CHANGE: 20200715 4 1 doc4.xml FORM 4 SUBMISSION X0407 4 2023-05-02 0 0001818331 GeneDx Holdings Corp. WGS 0001200796 PFENNIGER RICHARD C JR C/O GENEDX HOLDINGS CORP. 333 LUDLOW ST, NORTH TOWER, 6TH FLOOR STAMFORD CT 06902 1 0 0 0 0 Class A Common Stock 2023-05-02 4 M 0 30303 0.00 A 30303 D Restricted Stock Unit 2023-05-02 4 M 0 30303 0.00 D Class A Common Stock 60606 0 D Each restricted stock unit represents a contingent right to receive 1 share of the Issuer's Class A Common Stock upon settlement for no consideration. The underlying shares vest as to 1/3 of the total award annually beginning on May 2, 2023 until fully vested, subject to the Reporting Person continuing to provide services to the Issuer on the applicable vesting date. For avoidance of doubt, all numbers above are presented before giving effect to the 33:1 reverse stock split the Issuer's stockholders approved on April 14, 2023, which was previously disclosed in the Current Reports on Form 8-K filed by the Issuer on April 17, 2023 and April 28, 2023, and which shall become effective on May 4, 2023. /s/ Eunkyung Lee, Attorney-in-Fact 2023-05-04 EX-24 2 poa.txt POA DOCUMENT POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS, that the undersigned hereby constitutes and appoints Kevin Feeley, Bridget Brown and Eunkyung Lee as his or her true and lawful attorney-in-fact to: (1) execute for and on behalf of the undersigned, in the undersigned's capacity as a representative of Sema4 Holdings Corp. (the "Company"), any and all Form ID, or Form 3, 4 or 5 reports and any amendments thereto required to be filed by the undersigned in accordance with Section 16(a) of the Securities Exchange Act of 1934 (the "Exchange Act") and the rules thereunder with respect to transactions in the Company's securities; (2) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form ID, or Form 3, 4 or 5 report and any amendments thereto and timely file such reports with the U.S. Securities and Exchange Commission and any stock exchange or similar authority; and (3) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney in-fact on behalf of the undersigned, pursuant to this Power of Attorney, shall be in such form and shall contain such terms and conditions as such attorney in-fact may approve in his or her discretion. The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform each and every act and thing whatsoever requisite, necessary, and proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or his or her substitute or substitutes, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted. The undersigned acknowledges that no such attorney in-fact, in serving in such capacity at the request of the undersigned, is hereby assuming, nor is the Company hereby assuming, any of the undersigned's responsibilities to comply with Section 16 of the Exchange Act. The undersigned agrees that each such attorney-in-fact may rely entirely on information furnished orally or in writing by the undersigned to each such attorney-in-fact. The undersigned also agrees to indemnify and hold harmless the Company and each such attorney-in-fact against any losses, claims, damages or liabilities (or actions in these respects) that arise out of or are based on any untrue statement or omission of necessary facts in the information provided by the undersigned to such attorney-in-fact for purposes of executing, acknowledging, delivering and filing Forms 3, 4 or 5 (including amendments thereto) and agrees to reimburse the Company and each such attorney-in-fact for any legal or other expenses reasonably incurred in connection with investigating or defending against any such loss, claim, damage, liability or action. This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Form 3, 4 or 5 reports with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys in-fact. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 12th day of September, 2022. /s/ Richard Pfenniger