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Co-Diagnostics Securities Class Action Settlement

Settlement Amount
$6,500,000
Claim Deadline
January 6, 2027
Total Fund
$6,500,000
File on the official site → co-diagnosticssecuritieslitigation.com

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Investors who purchased or otherwise acquired Co-Diagnostics, Inc. (NASDAQ: CODX) common stock or call options, or who sold put options, between May 12, 2022 and the close of the market on August 11, 2022 may qualify for a pro rata share of a $6,500,000 securities class action settlement. Claims must be submitted online or postmarked by January 6, 2027. Before you spend time on the form, check the one detail that decides most claims here: under the Plan of Allocation, shares sold at or before the market close on August 11, 2022 have a Recognized Loss Amount of zero. The class period ends at that same close, so an investor who bought and sold entirely inside the class window is in the Class, is bound by the release, and collects $0.00 — only positions still open after that close are compensated. Options count in one direction each, purchased puts and closed-out calls recover nothing, and nothing is distributed if your calculated share comes to less than $10.00. Stock and option claims are added together rather than chosen between. Brokerage records are required for every transaction; there is no document-free route. The Court has not yet approved the settlement and no payment date has been announced.

Do I Qualify?

You may be eligible if:

Documentation is mandatory for every transaction and every holding you report, and this is the most common reason securities claims are delayed or rejected. The Claim Form calls for genuine and sufficient documentation, which it describes as copies of brokerage confirmation slips, monthly brokerage account statements, or an authorized statement from your broker containing the same transactional and holding information. The notice is explicit that neither the parties nor the Claims Administrator has access to your trading records, which is why the Claim Form and the paperwork are required, and that failure to supply them may result in rejection of the claim. There is no document-free tier and no administrator-issued Claim ID that substitutes for records — your own broker paperwork is what gates the claim. If you no longer have those records, the form tells you to obtain copies from your broker. You report positions as well as trades: total common stock holdings at the opening of trading on May 12, 2022, holdings at the close on November 9, 2022, and total purchases between August 12 and November 9, 2022, each documented. Options claimants list beginning and ending open interest by strike price, expiration date and option class symbol. Every purchase and every sale in the period must be listed whether it produced a profit or a loss, because omitting transactions can get a claim rejected. Do not send original documents, keep a copy of everything you submit, and do not use a highlighter on the form or on any supporting document.

File your claim through the official settlement website at co-diagnosticssecuritieslitigation.com before January 6, 2027.

File on the official site → co-diagnosticssecuritieslitigation.com

Opens the court-appointed administrator's site in a new tab.

What Happened?

Lead Plaintiff Stadium Capital LLC sued Co-Diagnostics, Inc. and officers Dwight H. Egan and Brian L. Brown in the U.S. District Court for the Southern District of New York, Case No. 1:22-cv-06978-AS, alleging violations of Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 and SEC Rule 10b-5. The operative complaint alleged that in press releases and on earnings calls the Defendants made material misstatements and omissions about demand for the company's core product, the Logix Smart COVID-19 Test — that demand had already collapsed when the statements were made, so the positive statements about it lacked a reasonable basis, and that the share price fell when the truth emerged. The settlement arrived on the eve of trial after four years of litigation in which the case survived every attempt to end it. The complaint was filed August 16, 2022; the court appointed lead plaintiff and lead counsel on August 9, 2023; the Consolidated Amended Class Action Complaint followed on September 21, 2023; and on February 5, 2024 the court granted in part and denied in part the Defendants' motion to dismiss. The class was certified on November 12, 2024 and the court denied a motion to decertify it on January 24, 2025. On January 14, 2026 the court granted in part the Lead Plaintiff's motion for partial summary judgment and denied the Defendants' summary judgment motion in its entirety, leaving the case set for trial, and Kobre & Kim LLP appeared as trial co-counsel in June 2026. Settlement talks had run alongside the litigation since June 2024; a full-day mediation before Jed Melnick of JAMS on October 18, 2024 ended without a deal, but discussions continued and on July 28, 2026 the parties signed a binding term sheet at $6.5 million. The Stipulation was executed August 14, 2026, the court granted preliminary approval on August 17, 2026, and notice dated September 8, 2026 went out to the Class. None of that is a finding against anyone: the Defendants have denied and continue to deny all assertions of wrongdoing or liability, deny that the Class suffered damages, and deny that the price of Co-Diagnostics securities was artificially inflated, and the notice states the settlement is not an admission or concession. The Settlement Fairness Hearing is set for December 8, 2026 at 2:00 p.m. before the Honorable Arun Subramanian in Courtroom 15A, 500 Pearl Street, New York, NY 10007; the notice cautions that the date and time can change without further notice to the Class. The court has not approved the settlement yet and no payment date has been announced.

How to File Your Claim

  1. File the Claim Form on the official settlement website, co-diagnosticssecuritieslitigation.com, administered by RG/2 Claims Administration, LLC under the Court's direction
  2. The site also carries the Stipulation, the notice, the Plan of Allocation tables and a downloadable Proof of Claim and Release form. Filing is free. The Claim Form must be submitted online or postmarked no later than January 6, 2027 — a mailed form counts as submitted when posted only if it is mailed first class by that date with a postmark on the envelope, otherwise it counts when the administrator actually receives it. Pull your brokerage records for the full window before you start, from the open on May 12, 2022 through the close on November 9, 2022, because you report more than the eligible trades: every purchase, acquisition, sale and free transfer listed chronologically including the ones that lost money, your total common stock holdings at the opening of trading on May 12, 2022, your holdings at the close on November 9, 2022, and your total purchases between August 12 and November 9, 2022. The form asks for those August 12 to November 9, 2022 purchases even though they are expressly not eligible — that is the PSLRA 90-day look-back window, and omitting transactions can get a claim rejected. Options claimants complete the separate call and put schedules with strike price, expiration date, option class symbol and beginning and ending open interest. Mechanical rules that trip people up: do not send original documents, keep a copy of everything, do not use a highlighter on the form or on any supporting document, submit one Claim Form per legal entity combining all of that entity's accounts, and file separately for an IRA or a joint account rather than merging them. Joint owners must both sign, anyone signing as an agent, executor, trustee or guardian must state their capacity and furnish evidence of authority, and the form is signed under penalty of perjury. Claimants with large numbers of transactions may file electronically, but that route requires a signed master Claim Form covering every account on the file, a cover letter attesting to the data's accuracy, proof of authority to sign on clients' behalf and an Excel file in the administrator's required layout — and no electronic file counts as submitted until the administrator issues a written acknowledgment of receipt and acceptance.
  3. Visit the official claim form: https://www.co-diagnosticssecuritieslitigation.com/

How Much Will I Actually Get?

Pro rata cash from the $6,500,000 fund. After deduction of taxes and tax expenses, notice and administration costs, Court-awarded litigation expenses and Court-awarded attorneys' fees, the remaining Net Settlement Fund is divided among claimants whose Claim Forms are found eligible, in proportion to each Authorized Claimant's Recognized Claim. STOCK, CALL OPTIONS AND PUT OPTIONS ARE CUMULATIVE, NOT AN ELECTION: your Recognized Claim is the sum of your Recognized Loss Amounts across all three, reported on the same Claim Form and added together, so a claimant who traded stock and options does not pick one. The notice estimates the average recovery at approximately $0.61 per allegedly damaged share of common stock, $0.17 per allegedly damaged call option and $0.28 per allegedly damaged put option before deductions, and approximately $0.36, $0.10 and $0.16 respectively if the Court approves the fee and expense application — option figures are stated per share of the underlying stock, which is one-hundredth of a contract. Treat all of those as what the notice says they are: averages across a hypothetical in which every eligible investor files, not a per-share entitlement. Payments are strictly pro rata, so if total Recognized Claims exceed the Net Settlement Fund everyone is scaled down proportionally. TWO $10.00 FLOORS APPLY: the fund is allocated only among claimants whose Recognized Claim is $10.00 or greater, and no distribution is made to anyone whose calculated share comes to less than $10.00 — at the estimated $0.36 net per damaged share that takes on the order of twenty-eight or more shares of recognized loss before anything is paid. THE $500,000 CAP COVERS LITIGATION EXPENSES ONLY, NOT ATTORNEYS' FEES, AND NOT THE SETTLEMENT AS A WHOLE: Lead Counsel will separately ask for fees of up to thirty-three and one third percent (33 1/3%) of the Settlement Fund, roughly $2.17 million here, so the two requests together can approach $2.67 million, and Lead Counsel will share 30% of any fee awarded with trial co-counsel Kobre & Kim LLP under a fee-sharing agreement. Class Members are not personally liable for any of it; whatever the Court approves comes out of the fund. Two further caps bind only part of the class rather than the settlement overall: per-share Recognized Loss cannot exceed the $2.08 of alleged artificial inflation, and for anyone still holding at the close on November 9, 2022 the statutory PSLRA 90-day look-back applies, capping recovery against the $3.36 mean closing price over August 12 through November 9, 2022. If money remains at least nine months after the initial distribution and Lead Counsel and the administrator judge a further round cost-effective, there may be an additional distribution to claimants who cashed their checks and would receive at least $10.00; any final remainder goes, subject to Court approval, to one or more non-sectarian 501(c)(3) organizations the Court selects.

Last reviewed: September 18, 2026 | Information verified from court records and official settlement documents.

Frequently Asked Questions

What is the Co-Diagnostics securities class action settlement about?
Lead Plaintiff Stadium Capital LLC alleged that Co-Diagnostics, Inc. and two officers, Dwight H. Egan and Brian L. Brown, made material misstatements and omissions about demand for the company's Logix Smart COVID-19 Test in press releases and on earnings calls, in violation of Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 and SEC Rule 10b-5. The case is Stadium Capital LLC v. Co-Diagnostics, Inc., et al., No. 1:22-cv-06978-AS (S.D.N.Y.). Defendants deny all allegations of wrongdoing and liability, deny that the Class was damaged, and deny that the price of Co-Diagnostics securities was artificially inflated; they agreed to the $6,500,000 settlement solely to avoid the uncertainty, burden and expense of further litigation. No court has found any Defendant liable.
Why would shares sold on or before August 11, 2022 recover nothing?
This is the single most important thing to check before you file. The Plan of Allocation compensates losses caused by one alleged corrective disclosure released after the market closed on August 11, 2022, which the Lead Plaintiff says removed $2.08 of artificial inflation from the stock. The Plan states that for each share purchased from May 13, 2022 through market close on August 11, 2022 and sold at or before market close on August 11, 2022, the Recognized Loss Amount for each such share shall be zero. Because the class period itself ends at that close, an investor who bought and sold entirely inside the class window is a Class Member, is bound by the release, and still recovers $0.00. That is not a drafting error — securities-law damages must be caused by the disclosure of the allegedly misrepresented information, not by ordinary price movement.
Do options count, and does trading both stock and options mean I have to choose?
Options count, but only in one direction each, and there is no choosing. Call options must have been purchased or otherwise acquired during the class period; put options must have been sold (written) during it. Purchased or acquired put options carry a Recognized Loss Amount of zero, and any option series that does not appear on Tables 2 and 3 of the notice is zero as well. When you do qualify on more than one security, the amounts are cumulative rather than an either/or election: your Recognized Claim is the sum of your Recognized Loss Amounts across common stock, call options and put options, all reported on the same Claim Form and added together.
How much is the payment likely to be?
The notice estimates, assuming every eligible investor files, an average recovery of about $0.61 per allegedly damaged share of common stock, $0.17 per allegedly damaged call option and $0.28 per allegedly damaged put option before deductions. If the Court approves the fee and expense request, the notice estimates average costs of about $0.25 per damaged share, $0.07 per damaged call option and $0.12 per damaged put option, leaving roughly $0.36, $0.10 and $0.16 respectively. Option figures are stated per share of the underlying stock, which is one-hundredth of a contract. These are averages across a hypothetical in which everyone files, not a per-share entitlement. Payments are strictly pro rata, and two $10.00 floors apply: the fund is allocated only among claimants whose Recognized Claim is $10.00 or greater, and no distribution is made to anyone whose calculated share comes to less than $10.00.
Is the $500,000 a cap on what the lawyers can be paid?
No, and reading it that way understates counsel's request substantially. The $500,000 ceiling applies to reimbursement of Litigation Expenses only. Attorneys' fees are a separate request of up to thirty-three and one third percent (33 1/3%) of the Settlement Fund, which on a $6,500,000 fund is roughly $2.17 million, so the two together can approach $2.67 million. Lead Counsel will also share 30% of any fee awarded with trial co-counsel Kobre & Kim LLP under a fee-sharing agreement. The Court decides the actual amounts, everything approved is paid out of the fund, and Class Members are not personally liable for any of it.
What proof do I need, and what is the deadline?
Documentation is mandatory for every transaction and holding you report — brokerage confirmation slips, monthly brokerage account statements, or an authorized statement from your broker containing the same transactional and holding information. Neither the parties nor the administrator has access to your trading records, which is why the Claim Form and the paperwork are required, and failure to supply documentation may result in rejection. The Claim Form must be submitted online or postmarked no later than January 6, 2027. Two earlier dates also matter: requests for exclusion and objections must be received by November 17, 2026, and the Settlement Fairness Hearing is set for December 8, 2026 at 2:00 p.m. before the Honorable Arun Subramanian.
When would payments actually go out?
No payment date has been announced and none can be set yet. The Court has granted preliminary approval but has not approved the settlement itself; that decision comes at or after the December 8, 2026 Settlement Fairness Hearing, and the notice warns the hearing date and time can change without a further mailing. The Net Settlement Fund is not distributed until the Court approves both the settlement and a plan of allocation and the time for any rehearing, appeal or review has expired, after which claims processing has to finish. The parties also signed a Confidential Supplemental Agreement letting Defendants terminate the settlement if valid exclusion requests exceed an undisclosed threshold.

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