Securities · Claims Open

$6.5M Co-Diagnostics Securities Settlement: CODX Investors From May–August 2022 Can File a Claim

Published September 17, 2026

Investors who bought Co-Diagnostics (CODX) common stock or call options, or sold put options, between May 12, 2022 and the close of trading on August 11, 2022 may qualify to claim an estimated $0.36 per damaged share from the $6.5 million Co-Diagnostics securities class action settlement. Claims close January 6, 2027, and broker confirmations or account statements are required.

A SARS-CoV-2 rapid test, illustrating the Co-Diagnostics securities class action settlement over COVID-19 test demand

Current Status

Claims are open. The Claim Form must be postmarked or submitted online no later than January 6, 2027, and the deadline to exclude yourself from the Class or to object is November 17, 2026. The court has not approved the settlement yet: the Settlement Fairness Hearing is scheduled for December 8, 2026 at 2:00 p.m. before the Honorable Arun Subramanian in the Southern District of New York, and the notice warns that the date and time can change without a further mailing. No payment date has been announced, and none can be until the court approves the settlement, any appeals are resolved, and the administrator finishes processing claims. Anyone who traded Co-Diagnostics stock or options inside the class period should pull their brokerage records now, because documentation is required for every transaction reported and filing is free.

Status Claims Open settlement fairness hearing December 8, 2026 · not yet approved
Claim Deadline January 6, 2027 postmarked or submitted online · exclusions and objections due November 17, 2026
Estimated Payout ~$0.36 per share estimate only · the notice estimates about $0.61 per allegedly damaged share before fees and roughly $0.25 a share in fees and expenses · about $0.10 per damaged call option and $0.16 per damaged put option on the same basis · payments are pro rata and nothing is distributed below $10
Proof Required Yes broker confirmation slips or account statements for every transaction and holding reported

What Changed Recently?

This 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 on August 16, 2022. The court appointed a 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 on January 24, 2025 the court denied the Defendants' motion to decertify it.

The turning point came on January 14, 2026, when 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. Kobre & Kim LLP appeared as trial co-counsel in June 2026.

Settlement talks had been running alongside the litigation since June 2024. A full-day mediation before Jed Melnick of JAMS on October 18, 2024 ended without a deal, but the discussions continued, and on July 28, 2026 the parties signed a binding term sheet at $6.5 million. The Stipulation was executed on August 14, 2026, the court granted preliminary approval on August 17, 2026, and notice went out to the Class in September 2026.

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. The notice states that the settlement should not be seen as an admission or concession, and that the Defendants agreed to it solely to avoid the uncertainty, burden and expense of further litigation.

What the Case Alleged

The action claimed violations of Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 and SEC Rule 10b-5 against Co-Diagnostics, Inc. and two of its officers, Dwight H. Egan and Brian L. Brown.

The operative complaint alleged that in press releases and on earnings calls with investors the Defendants made material misstatements and omissions about demand for the company's core product, the Logix Smart COVID-19 Test. Specifically, it alleged that at the time of the statements demand for the test had already collapsed, and that the Defendants' positive statements about that demand therefore lacked a reasonable basis. The complaint alleged that when the truth emerged, the share price fell.

These are allegations that were never tested at trial. All Defendants deny them, and no court has found any Defendant liable.

Who Qualifies?

The Class, as certified by the court, covers all persons and entities who purchased the publicly traded securities of Co-Diagnostics during the period from May 12, 2022 through the close of the market on August 11, 2022 (4:00 p.m. ET), inclusive, and were damaged as a result. In practical terms that means investors who bought or otherwise acquired Co-Diagnostics common stock or call options during that window, or who sold (wrote) Co-Diagnostics put options during it.

A few points decide most eligibility questions: Excluded from the Class are the Defendants and their immediate family members; any person, firm, trust, corporation, officer, director or other individual or entity in which any Defendant has a controlling interest or which is related to or affiliated with any Defendant; and the legal representatives, agents, affiliates, heirs, successors-in-interest and assigns of any excluded party. Anyone who validly excludes themselves is also out.

How Much Can You Get?

The settlement creates a $6,500,000 cash fund, deposited into an interest-bearing escrow account. After deduction of taxes and tax expenses, notice and administration costs, court-awarded litigation expenses and court-awarded attorneys' fees, what is left — the Net Settlement Fund — is divided among claimants whose Claim Forms are found eligible.

The notice gives three per-security estimates, all of which assume every eligible investor files. Before any deductions, the estimated average recovery is about $0.61 per allegedly damaged share of common stock, about $0.17 per allegedly damaged call option, and about $0.28 per allegedly damaged put option. Option figures are stated per share of the underlying stock, which is one-hundredth of a contract. If the court approves the fee and expense application, the notice estimates the average cost at 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.

Lead Counsel will ask for attorneys' fees of up to 33 1/3% of the Settlement Fund plus litigation expenses of up to $500,000, and will share 30% of any fee awarded with trial co-counsel under a fee-sharing agreement. Class Members are not personally liable for any of it; whatever the court approves comes out of the fund.

Treat every one of those numbers as what the notice says it is: an average across a hypothetical in which everyone files, not a per-share entitlement. Your actual payment depends on your Recognized Claim relative to everyone else's. Payments are strictly pro rata, so if total Recognized Claims exceed the Net Settlement Fund everyone is scaled down proportionally. And two $10 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.

The Trap: Selling Before August 12 Means a Zero Claim

Being inside the class period is not by itself enough, and this is the detail most likely to surprise an otherwise eligible investor.

The Plan of Allocation compensates losses caused by a single 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. So the plan states plainly that any share of common stock sold at or before the close of trading on August 11, 2022 has a Recognized Loss Amount of zero. The same rule governs options: a call position closed through sale, exercise or expiration at or before that close, or a put position bought back or expired by then, recovers nothing, and any option series that does not appear on Tables 2 and 3 of the notice has a Recognized Loss Amount of zero.

An investor who bought in May 2022 and sold at a real loss in July 2022 is therefore a Class Member, is bound by the release, and still recovers nothing here. That is not an error in the plan — it reflects the securities-law principle that a recoverable loss has to be caused by the disclosure of the allegedly misrepresented information, not by ordinary price movement.

Two smaller quirks are worth knowing before you fill out the form. The plan calculates inflation starting May 13, 2022, because the first allegedly false statement came after market hours on May 12, so inflation would only appear in the price the following trading day. And the form asks for purchases made from August 12 through November 9, 2022 even though they are expressly not eligible: that is the PSLRA 90-day look-back window, whose $3.36 mean closing price caps how much anyone who held through November 9, 2022 can recognize.

What Proof Is Required?

Documentation is mandatory for every transaction and 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. If you no longer have those records, the form tells you to obtain copies from your broker; failure to supply them may result in rejection.

You also report positions, not just trades: 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, 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 — omitting transactions can get a claim rejected.

A few mechanical rules trip people up. Do not send original documents, and keep a copy of everything you submit. 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, and anyone signing as an agent, executor, trustee or guardian has to state their capacity and furnish evidence of their authority. The form is signed under penalty of perjury.

Claimants with large numbers of transactions can file electronically, but the requirements are strict: a signed master Claim Form covering every account on the file, a cover letter attesting to the accuracy of the data, proof of authority to sign on clients' behalf, and an Excel file in the administrator's required layout. No electronic file counts as submitted until the administrator issues a written acknowledgment of receipt and acceptance.

What Is the Deadline?

The Claim Form must be submitted online or postmarked no later than January 6, 2027. A mailed form is treated as submitted when posted if it is mailed first class by that date with a postmark on the envelope; otherwise it counts only when the administrator actually receives it.

Two other dates fall earlier. A written request for exclusion must be received no later than November 17, 2026, and that is the only route that preserves the right to sue separately — with the caveat, stated in the notice, that new claims brought afterward may no longer be timely and could be time-barred. Objections to the settlement, the Plan of Allocation or the fee and expense request are due on the same November 17, 2026 date, as is any notice of intention to appear at the hearing. You cannot exclude yourself by telephone or email, and a request that omits any of the required information is not effective.

How Do You Take Action?

File the Claim Form on the official settlement website, Co-Diagnostics Securities Litigation, administered by RG/2 Claims Administration, LLC under the court's direction. The site also carries the Stipulation, the notice and a downloadable Claim Form. Filing is free.

In practice that means pulling your brokerage records for the full window, from the open on May 12, 2022 through the close on November 9, 2022, before you start; listing every purchase, acquisition, sale and free transfer chronologically, including the ones that lost money; reporting your beginning and ending holdings; and uploading your documentation. Options traders complete the separate call and put schedules, with strike price, expiration date, option class symbol and contract counts.

Brokers and other nominees who held Co-Diagnostics securities for beneficial owners have their own court-ordered obligations — either forward the notice and Claim Form to those owners within ten calendar days of receipt, or give the administrator the owners' names and addresses in the same window — and can seek reimbursement of documented costs.

What Happens Next?

The Settlement Fairness Hearing is set for December 8, 2026 at 2:00 p.m. before the Honorable Arun Subramanian in Courtroom 15A of the Southern District of New York in Manhattan. The court will consider whether the settlement is fair, reasonable and adequate, whether the action should be dismissed with prejudice, whether the Plan of Allocation should be approved, and whether to grant the fee and expense request. The notice cautions that the date and time can change without further notice to the Class, so check the official website before relying on them.

Approval alone does not release money. The Net Settlement Fund is not distributed until the court has approved both the settlement and a plan of allocation and the time for any rehearing, appeal or review has expired. Distributions follow after that, once claims processing is complete.

One termination right is worth knowing about. The parties signed a Confidential Supplemental Agreement that lets the Defendants walk away from the settlement if valid exclusion requests exceed an agreed threshold, which is not disclosed. If money remains in the fund 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; any final remainder goes, subject to court approval, to one or more non-sectarian 501(c)(3) organizations the court selects.

Sources and Verification

• Official settlement website, Claim Form and electronic filing requirements — Co-Diagnostics Securities Litigation, administered by RG/2 Claims Administration, LLC
• Notice of (I) Proposed Settlement; (II) Motion for an Award of Attorneys' Fees and Reimbursement of Litigation Expenses; and (III) Settlement Fairness Hearing, dated September 8, 2026 — the source for the class definition, the $6,500,000 fund, the per-share and per-option recovery estimates, the deadlines, the Plan of Allocation and the inflation and deflation tables — embedded below
• Proof of Claim and Release form and the RG/2 electronic filing requirements, for the documentation rules and the reporting windows
• Stipulation and Agreement of Settlement, executed August 14, 2026, available on the official settlement website
• Notice of Pendency of Class Action, dated March 18, 2025, for the certification history
Stadium Capital LLC v. Co-Diagnostics, Inc. et al., No. 1:22-cv-06978-AS, U.S. District Court for the Southern District of New York (Hon. Arun Subramanian), for the procedural history


Questions

I bought Co-Diagnostics stock during the class period but sold it in July 2022. Do I get anything?

No. Under the proposed Plan of Allocation, any share sold at or before the close of trading on August 11, 2022 has a Recognized Loss Amount of zero. The plan compensates losses caused by the alleged corrective disclosure that came out after the market closed that day, so you had to still be holding the position through it. Buying and selling entirely inside the class period produces no recognized loss even though you are still a Class Member and still bound by the release.

Why does the claim form ask about purchases made after the class period ended?

Purchases from August 12, 2022 through the close of trading on November 9, 2022 fall in the PSLRA 90-day look-back window. The notice says that information is needed to perform the calculations for your claim, but that purchases during that period are not eligible transactions and are not used to calculate Recognized Loss Amounts. You also report your holdings at the open on May 12, 2022 and at the close on November 9, 2022 so the administrator can balance your account.

Is there a minimum payment?

Yes, and there are two of them. The Net Settlement Fund is allocated only among Authorized Claimants whose Recognized Claim comes to $10.00 or more, and no check is issued to anyone whose calculated distribution comes to less than $10.00. The same $10.00 floor applies to any later re-distribution of money left in the fund.

Are call and put options really covered by this settlement?

Yes, within limits. Call options must have been purchased or acquired during the class period, and put options must have been sold or written during it. Positions closed through sale, exercise or expiration at or before the close on August 11, 2022 have a Recognized Loss Amount of zero, as do options that expired before August 12, 2022 and any series that does not appear on Tables 2 and 3 of the notice. Purchased put options and written call options are assigned zero under the plan.

Did a court find that Co-Diagnostics did anything wrong?

No. The Defendants have denied and continue to deny every allegation of wrongdoing or liability, and the notice states that the settlement is not an admission or concession by anyone. The court allowed part of the case to proceed and denied the Defendants' motion for summary judgment, but those are procedural rulings about whether claims could be tried, not findings of liability. The case settled before trial, so nothing was ever decided on the merits.

What happens if I do nothing?

You get no payment and you still give up your claims. Class Members who do not exclude themselves are bound by the judgment and the releases whether or not they file a claim form. Excluding yourself is the only route that preserves a separate lawsuit, and the request had to be received by November 17, 2026 — the notice also warns that new claims filed after that may no longer be timely and could be time-barred.



Official Settlement Notice

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For more class actions keep scrolling below.
Settlement Amount $6,500,000 all cash, held in an interest-bearing escrow account
Case Title Stadium Capital LLC v. Co-Diagnostics, Inc. et al.
Case Number 1:22-cv-06978-AS
Court U.S. District Court, Southern District of New York — Hon. Arun Subramanian
Class Period May 12, 2022 – August 11, 2022 through the close of the market at 4:00 p.m. ET, inclusive · Co-Diagnostics common stock and call options purchased, and put options sold
Final Approval Hearing December 8, 2026 at 2:00 p.m. ET Courtroom 15A, Southern District of New York, Manhattan — the date and time can change without further notice
Administrator RG/2 Claims Administration, LLC

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