CareDx (CDNA) director logs RSU grant and pre-planned share sale

Rhea-AI Filing Summary

CareDx, Inc. director Hannah Valantine reported both an equity grant and a share sale. On June 12, 2026, she acquired 9,795 shares of Common Stock as a grant with no cash paid, represented by restricted stock units that vest 100% on the earlier of the one-year anniversary of grant or immediately before the first Annual Meeting after the grant date, subject to continuous service. On June 15, 2026, she sold 12,103 shares of Common Stock in an open-market transaction at a weighted average price of $23.1123 per share, with individual sale prices ranging from $23.00 to $23.30. The sale was executed under a pre-arranged Rule 10b5-1 trading plan adopted on December 11, 2025, and she held 36,686 shares directly after the sale.

Insights

Insider trading and governance analyst

Routine director grant and pre-planned sale with modest net share decrease.

Director Hannah Valantine received a grant of 9,795 restricted stock units that vest after one year or before the next Annual Meeting, contingent on continued service. This is standard board compensation with no cash outlay.

She then sold 12,103 shares of CareDx, Inc. Common Stock at a weighted average of $23.1123 per share under a Rule 10b5-1 trading plan adopted on December 11, 2025. The pre-planned nature suggests a routine liquidity event rather than discretionary market timing.

After these transactions she directly owns 36,686 shares. The net change of 2,308 shares relative to the grant is small, indicating these moves are administrative and compensation-related rather than a major repositioning. Overall impact on shareholders appears limited.

Insider Trade Summary 10b5-1

Net Seller: 12,103 shares ($279,728)

Net Sell 2 txns

Insider Valantine Hannah

Role null

Sold 12,103 shs ($280K)

Type	Security	Shares	Price	Value
Sale	Common Stock	12,103	$23.1123	$280K
Grant/Award	Common Stock	9,795	$0.00	--

Holdings After Transaction: Common Stock — 36,686 shares (Direct, null)

Footnotes (1)

1. The reported securities are represented by restricted stock units ("RSUs"), of which the RSUs vests 100% on the earlier of the one year anniversary of grant or the day immediately before the first Annual Meeting that occurs after the grant date., subject to the Reporting Person's continuous service on each applicable vesting date. The sale reported on this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 11, 2025. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $23.00 to $23.30 per share, inclusive. The Reporting Person undertakes 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 sold at each separate price within the range set forth in this footnote.

Key Figures

Shares sold: 12,103 shares Weighted average sale price: $23.1123 per share RSU shares granted: 9,795 shares +2 more

5 metrics

Shares sold 12,103 shares Open-market sale of Common Stock on June 15, 2026

Weighted average sale price $23.1123 per share Sale prices ranged from $23.00 to $23.30

RSU shares granted 9,795 shares Equity grant on June 12, 2026 at $0.00

Post-transaction holdings 36,686 shares Direct ownership after June 15, 2026 sale

Trading plan adoption date December 11, 2025 Rule 10b5-1 plan governing June 15, 2026 sale

Key Terms

restricted stock units ("RSUs"), Rule 10b5-1 trading plan, weighted average price, Annual Meeting, +1 more

5 terms

restricted stock units ("RSUs") financial

"The reported securities are represented by restricted stock units ("RSUs"), of which the RSUs vests 100% on the earlier..."

Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.

Rule 10b5-1 trading plan regulatory

"The sale reported on this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted..."

A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.

weighted average price financial

"The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions..."

Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

Annual Meeting financial

"RSUs vests 100% on the earlier of the one year anniversary of grant or the day immediately before the first Annual Meeting..."

A company's annual meeting is a yearly gathering where owners (shareholders) and the board review performance, ask questions, and vote on key matters like electing directors, approving auditor choices, and sometimes setting pay or dividend policies. For investors it matters because decisions made and votes cast can change who runs the company, influence strategy and payouts, and affect the value or direction of their investment—similar to a homeowners’ meeting where rules and leaders that shape your property’s value are decided.

open-market sale financial

"transaction_action": "open-market sale""

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

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Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

X

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Valantine Hannah

(Last) (First) (Middle)

C/O CAREDX, INC.

8000 MARINA BOULEVARD, 4TH FLOOR

(Street)

BRISBANE CALIFORNIA 94005

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
CareDx, Inc. [ CDNA ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/12/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	06/12/2026		A		9,795(1)	A	$0	48,789	D
Common Stock	06/15/2026		S(2)		12,103	D	$23.1123(3)	36,686	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The reported securities are represented by restricted stock units ("RSUs"), of which the RSUs vests 100% on the earlier of the one year anniversary of grant or the day immediately before the first Annual Meeting that occurs after the grant date., subject to the Reporting Person's continuous service on each applicable vesting date.

2. The sale reported on this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 11, 2025.

3. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $23.00 to $23.30 per share, inclusive. The Reporting Person undertakes 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 sold at each separate price within the range set forth in this footnote.

	/s/ Jeffrey Adam Novack, Attorney-in-Fact	06/16/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transactions did CareDx (CDNA) director Hannah Valantine report?

Hannah Valantine reported a grant of 9,795 restricted stock units and an open-market sale of 12,103 CareDx Common Stock shares. The grant was at no cost, while the sale used a pre-arranged Rule 10b5-1 trading plan at prices around $23 per share.

How many CareDx (CDNA) shares did Hannah Valantine sell and at what price?

She sold 12,103 shares of CareDx Common Stock in the open market at a weighted average price of $23.1123 per share. The filing states individual sale prices ranged from $23.00 to $23.30 per share, with the weighted figure reported in the transaction table.

What stock award did Hannah Valantine receive from CareDx (CDNA)?

She received 9,795 shares of CareDx Common Stock as a grant represented by restricted stock units. These RSUs vest 100% on the earlier of one year after the grant date or immediately before the first Annual Meeting after the grant, subject to continuous service on the vesting date.

Were Hannah Valantine’s CareDx (CDNA) share sales under a Rule 10b5-1 plan?

Yes. The filing notes the 12,103-share sale was effected pursuant to a Rule 10b5-1 trading plan adopted on December 11, 2025. Such plans schedule trades in advance, indicating the sale’s timing was pre-arranged rather than based on day-to-day market conditions.

How many CareDx (CDNA) shares does Hannah Valantine own after these transactions?

Following the reported transactions, she directly owns 36,686 shares of CareDx Common Stock. This figure appears in the post-transaction ownership column for the June 15, 2026 sale and reflects her remaining direct holdings after the open-market disposition.

How do the vesting terms work for Hannah Valantine’s CareDx RSU grant?

The RSUs vest 100% on the earlier of the one-year anniversary of the grant date or the day immediately before the first Annual Meeting following the grant. Vesting is conditioned on her continuous service with CareDx through the applicable vesting date.