0000899243-23-011456.txt : 20230419
0000899243-23-011456.hdr.sgml : 20230419
20230419173007
ACCESSION NUMBER: 0000899243-23-011456
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20230417
FILED AS OF DATE: 20230419
DATE AS OF CHANGE: 20230419
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Meister Keith A.
CENTRAL INDEX KEY: 0001307631
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39482
FILM NUMBER: 23830870
MAIL ADDRESS:
STREET 1: C/O ICAHN CAPITAL LP
STREET 2: 767 FIFTH AVENUE, SUITE 4700
CITY: NEW YORK
STATE: NY
ZIP: 10153
FORMER NAME:
FORMER CONFORMED NAME: Meister Keith
DATE OF NAME CHANGE: 20041102
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Corvex Management LP
CENTRAL INDEX KEY: 0001535472
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39482
FILM NUMBER: 23830869
BUSINESS ADDRESS:
STREET 1: 667 MADISON AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10065
BUSINESS PHONE: (212) 474 6700
MAIL ADDRESS:
STREET 1: 667 MADISON AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10065
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
2023-04-17
0
0001818331
GeneDx Holdings Corp.
WGS
0001307631
Meister Keith A.
C/O CORVEX MANAGEMENT LP
667 MADISON AVENUE
NEW YORK
NY
10065
1
0
1
0
0001535472
Corvex Management LP
667 MADISON AVENUE
NEW YORK
NY
10065
1
0
1
0
0
Class A Common Stock
2023-04-17
4
A
0
22336624
0.35
A
120141890
I
See footnotes
On April 17, 2023, investment funds advised by Corvex Management LP (the "Corvex Funds") completed a second closing of a registered direct offering with GeneDx Holdings Corp (the "Issuer") at a price of $0.35.
109,148,140 shares of common stock of the Issuer are held for the accounts of the Corvex Funds for which Corvex Management LP ("Corvex") acts as investment adviser. The general partner of Corvex is controlled by Mr. Meister.
CMLS Holdings LLC ("CMLS Holdings") is the record holder of 10,993,750 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 by CMLS Holdings Stock reported herein. Corvex is not an investment adviser to CMLS Holdings.
For the purposes of this filing, each of Mr. Meister and Corvex 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 Mr. Meister or Corvex 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.
/s/ Keith A. Meister
2023-04-19
CORVEX MANAGEMENT LP Name: /s/ Keith Meister Title: Managing Partner
2023-04-19