Sec Form 4 Filing - James Andrea S. @ Insight Molecular Diagnostics Inc. - 2025-10-31

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
James Andrea S.
2. Issuer Name and Ticker or Trading Symbol
Insight Molecular Diagnostics Inc. [ IMDX]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chief Financial Officer
(Last) (First) (Middle)
C/O INSIGHT MOLECULAR DIAGNOSTICS INC., 2 INTERNATIONAL PLAZA, SUITE 510
3. Date of Earliest Transaction (MM/DD/YY)
10/31/2025
(Street)
NASHVILLE, TN37217
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 10/31/2025 M 50,000 ( 1 ) A $ 0 ( 1 ) 201,231 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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: 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
Restricted Stock Units ( 1 ) 10/31/2025 D 50,000 ( 1 ) ( 2 ) ( 2 ) Common Stock 50,000 ( 1 ) $ 0 ( 1 ) 50,000 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
James Andrea S.
C/O INSIGHT MOLECULAR DIAGNOSTICS INC.
2 INTERNATIONAL PLAZA, SUITE 510
NASHVILLE, TN37217
Chief Financial Officer
Signatures
/s/ Andrea James 11/04/2025
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents an award of performance-based restricted stock units ("RSUs") issued pursuant to the Company's 2018 Equity Incentive Plan. Each RSU represents the right to receive, at settlement, one share of Common Stock.
( 2 )The RSUs vested on the last day of the month upon satisfaction of the "Baby Shelf" performance condition described in the Reporting Person's Employment Agreement, which required that the Company's public float reach at least $75 million such that the Company would no longer be subject to the SEC's "baby shelf" limitations on Form S-3 eligibility. The satisfaction of this condition resulted in the vesting of 50% of the RSUs granted to the Reporting Person, subject to the Reporting Person's continued service.

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).
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