Form 4: Co-Diagnostics President Reports Routine Stock Vesting and Tax-Related Share Sale

Co-Diagnostics, Inc. President, Richard David Abbott, reported the vesting of restricted stock units and a subsequent mandated sale of shares to cover tax obligations.

Summary

• Richard David Abbott, President of Co-Diagnostics, Inc. (CODX), reported transactions on May 23, 2025.
• He acquired 20,000 shares of Common Stock at a price of $0.00, resulting from the vesting of Restricted Stock Units (RSUs).
• These 20,000 RSUs are part of a larger award of 120,000 RSUs granted on April 26, 2024, under the Co-Diagnostics, Inc. 2015 Long Term Incentive Plan.
• The RSUs are scheduled to vest in 6 equal installments every 6 months, commencing on November 23, 2024.
• Concurrently, Mr. Abbott disposed of 7,180 shares of Common Stock at a price of $0.24 per share.
• This disposition was a 'sell to cover' transaction, mandated by the Issuer's equity incentive plans to satisfy tax withholding obligations related to the RSU vesting, and was not a discretionary trade.
• Following these transactions, Mr. Abbott's direct beneficial ownership of Common Stock is 26,735 shares.
• His direct beneficial ownership of derivative securities (Restricted Stock Units) is 130,438 units.

Sentiment

Score: 7

Explanation: The sentiment is moderately positive. While there's a share disposition, it's a non-discretionary tax-related sale, which is routine. The underlying event is the vesting of RSUs, indicating ongoing executive incentive and retention, which is generally positive for corporate governance and alignment with shareholder interests.

Positives

• The vesting of 20,000 Restricted Stock Units indicates the continued alignment of management's interests with shareholders through equity incentives.
• The RSU award on April 26, 2024, and its vesting schedule demonstrate a long-term incentive plan for key personnel.

Negatives

• A portion of vested shares (7,180 shares) was sold, reducing the direct common stock ownership of the President, although this was a non-discretionary sale for tax purposes.

Future Outlook

The remaining 100,000 restricted stock units from the April 26, 2024 award are expected to vest in 5 additional equal installments every 6 months, following the initial vesting on November 23, 2024.

Management Comments

• The sale of 7,180 shares was mandated by the Issuer's election, under its equity incentive plans, to require the satisfaction of tax withholding obligations to be funded by a 'sell to cover' transaction and does not represent a discretionary trade by the Reporting Person.

Industry Context

This Form 4 filing is a routine disclosure of an insider's equity transactions, specifically related to the vesting of long-term incentive awards. Such transactions are common across all industries for publicly traded companies as part of executive compensation and retention strategies.

Stakeholder Impact

• Shareholders: The report provides transparency on executive compensation and ownership changes, which is standard for corporate governance. The 'sell to cover' transaction is a minor, non-discretionary dilution event.

Next Steps

• Future vesting of the remaining 100,000 restricted stock units in 5 equal installments every 6 months.

Key Dates

Keywords

Co-Diagnostics, CODX, Form 4, Insider Transaction, Beneficial Ownership, Restricted Stock Units, RSU Vesting, Equity Incentive Plan, Tax Withholding, Sell to Cover