Form 4: Quest Diagnostics SVP Executes Pre-Planned Stock Option Exercises and Sales
Insider Transaction Report
A senior executive at Quest Diagnostics completed pre-arranged stock option exercises and subsequent sales of common stock under a Rule 10b5-1 plan.
Summary
- Karthik Kuppusamy, SVP, Clinical Solutions at Quest Diagnostics Inc. (DGX), reported transactions on July 30, 2025, and July 31, 2025.
- On July 30, 2025, Mr. Kuppusamy exercised non-qualified stock options to acquire 3,045 shares of common stock at an exercise price of $86.63 per share.
- Concurrently on July 30, 2025, he sold 3,045 shares of common stock at a price of $167.40 per share.
- Also on July 30, 2025, he exercised non-qualified stock options to acquire an additional 5,224 shares of common stock at an exercise price of $112.17 per share.
- Immediately following, he sold 5,224 shares of common stock at a price of $167.40 per share.
- On July 31, 2025, Mr. Kuppusamy sold an additional 2,210 shares of common stock at a price of $170.00 per share.
- All reported exercises and sales were executed pursuant to a Rule 10b5-1 sales plan adopted by the reporting person.
- Following these transactions, Mr. Kuppusamy's direct beneficial ownership of common stock is 8,450 shares.
- Indirect beneficial ownership includes 358 shares held by a Trust and 1,629 shares in a 401(k) Plan.
Sentiment
Score: 6
Explanation: Neutral to slightly positive. While the executive reduced direct holdings, the sales were pre-planned under a 10b5-1 plan and executed at a significant profit, which is a positive for the executive and does not signal negative company performance.
Positives
- The executive realized a significant profit from the exercise of options and subsequent sale of shares, as the sale prices ($167.40 and $170.00) were substantially higher than the exercise prices ($86.63 and $112.17).
- The transactions were conducted under a Rule 10b5-1 plan, indicating they were pre-scheduled and not reactive to recent non-public information, which can be viewed positively by the market.
Negatives
- The executive's direct beneficial ownership of common stock decreased as a result of these sales.
Future Outlook
NA
Industry Context
This filing is a routine insider transaction report and does not provide specific insights into broader industry trends or competitive dynamics within the diagnostics sector. It reflects an individual executive's compensation and personal financial planning.
Related Party Transactions
- Indirect beneficial ownership includes shares held by a Trust and shares held in the Company's tax-qualified Profit Sharing (401(k)) Plan, which are considered related party holdings.
Stakeholder Impact
- Shareholders: Minimal direct impact as these are routine, pre-planned insider transactions that do not reflect new company-specific information. The executive's profit-taking is a normal part of compensation.
- Employees: No direct impact indicated.
Key Dates
| Date | Description |
|---|---|
| 02/18/2020 | First vesting date for 3,045 non-qualified stock options. |
| 02/18/2021 | Second vesting date for 3,045 non-qualified stock options and first vesting date for 5,224 non-qualified stock options. |
| 02/18/2022 | Final vesting date for 3,045 non-qualified stock options and second vesting date for 5,224 non-qualified stock options. |
| 02/18/2023 | Final vesting date for 5,224 non-qualified stock options. |
| 07/30/2025 | Date of option exercises and common stock sales. |
| 07/31/2025 | Date of additional common stock sales. |
| 08/01/2025 | Signature date of the reporting person's attorney-in-fact. |
| 02/18/2029 | Expiration date for 3,045 non-qualified stock options. |
| 02/18/2030 | Expiration date for 5,224 non-qualified stock options. |
Recommendation
holdThe filing details routine, pre-planned insider transactions (option exercises and subsequent sales) by a senior executive. These transactions are part of a Rule 10b5-1 plan, indicating they were scheduled in advance and do not reflect new material information about the company's performance or outlook. While the executive reduced their direct holdings, the sales were executed at a significant profit relative to the exercise price. This type of filing typically has minimal impact on investment decisions, suggesting a 'hold' recommendation based solely on this information.
Keywords
Quest Diagnostics, DGX, Form 4, Insider Trading, Stock Options, Share Sale, Executive Compensation, 10b5-1 Plan
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