STOCK TITAN

Biodesix (BDSX) major holder Jack W. Schuler adds shares via trusts

(Very High)
(Positive)
Form Type
4

Rhea-AI Filing Summary

Biodesix Inc. insider Jack W. Schuler, a more-than-10% shareholder and emeritus director, reported two open-market purchases of common stock through the Jack W. Schuler Living Trust. On August 11, 2026, the trust purchased 13,700 shares at a weighted average price of $24.0081 per share, in multiple trades between $23.965 and $24.32. On August 10, 2026, it purchased 13,900 shares at a weighted average price of $24.2467 per share, in trades between $23.89 and $24.50. The filing also reports an indirect holding of 1,800,000 shares of common stock held by the Jack W. Schuler 2026 GRAT, for which Schuler is sole trustee. Reported amounts reflect exempt transfers between the Living Trust and related GRATs under Rule 16a-13, and the transactions were not executed under a Rule 10b5-1 trading plan.

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Insider SCHULER JACK W
Role 10% Owner
Bought 27,600 shs ($666K)
Type Security Shares Price Value
Purchase Common Stock F4, F3 13,700 $24.0081 $329K
Purchase Common Stock F1, F2, F3 13,900 $24.2467 $337K
holding Common Stock F2, F5 -- -- --
Holdings After Transaction: Common Stock — 540,810 shares (Indirect, By Jack W. Schuler Living Trust); Common Stock — 1,800,000 shares (Indirect, By Jack W. Schuler 2026 GRAT)
Footnotes (5)
  1. F1. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $23.89 to $24.50, 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 purchased at each separate price within the range set forth in this footnote.
  2. F2. Reported amounts have been adjusted to reflect (i) the transfer of 750,000 shares previously held by the Jack W. Schuler 2025 GRAT to the Jack W. Schuler Living Trust on March 25, 2026 and (ii) the transfer of 1,800,000 shares previously held by the Jack W. Schuler Living Trust to the Jack W. Schuler 2026 GRAT on April 1, 2026, each of which was exempt from Section 16 pursuant to Rule 16a-13 under the Securities Exchange Act of 1934, as amended.
  3. F3. Jack W. Schuler is the sole trustee of the Jack W. Schuler Living Trust.
  4. F4. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $23.965 to $24.32, 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 purchased at each separate price within the range set forth in this footnote.
  5. F5. Jack W. Schuler is the sole trustee of the Jack W. Schuler 2026 GRAT.
Shares purchased 2026-08-10 13,900 shares Open-market purchase via Jack W. Schuler Living Trust at weighted average $24.2467
Weighted average price 2026-08-10 $24.2467 per share Purchases executed in multiple trades between $23.89 and $24.50
Shares purchased 2026-08-11 13,700 shares Open-market purchase via Jack W. Schuler Living Trust at weighted average $24.0081
Weighted average price 2026-08-11 $24.0081 per share Purchases executed in multiple trades between $23.965 and $24.32
Total shares bought in Form 4 27,600 shares Sum of the two reported open-market purchases by the Living Trust
Indirect holdings via 2026 GRAT 1,800,000 shares Common stock held by Jack W. Schuler 2026 GRAT after reported adjustments
Exempt transfer from 2025 GRAT 750,000 shares Transferred to the Living Trust, exempt under Rule 16a-13
Grantor Retained Annuity Trust financial
"shares previously held by the Jack W. Schuler 2025 GRAT to the Jack W. Schuler Living Trust"
A grantor retained annuity trust (GRAT) is an estate-planning tool where the person who creates the trust transfers assets into it but receives fixed cash payments (an annuity) from the trust for a set number of years; whatever remains after that term passes to designated beneficiaries. It matters to investors because it can shift future appreciation of assets out of the creator’s taxable estate—like putting an asset into a timed vending machine that pays you fixed amounts while any extra value that grows inside the machine goes to heirs with reduced gift or estate tax consequences.
Rule 16a-13 regulatory
"each of which was exempt from Section 16 pursuant to Rule 16a-13 under the Securities"
weighted average price financial
"The price reported in Column 4 is a weighted average price. These shares were purchased"
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.

FAQ

How many Biodesix (BDSX) shares did Jack W. Schuler buy in this Form 4?

Jack W. Schuler reported open-market purchases totaling 27,600 shares of Biodesix common stock. These were executed in two transactions of 13,900 and 13,700 shares through the Jack W. Schuler Living Trust.

On what dates did Jack W. Schuler purchase Biodesix (BDSX) shares and at what prices?

Schuler’s trust bought Biodesix shares on August 10, 2026 and August 11, 2026. Weighted average prices were $24.2467 on August 10 and $24.0081 on August 11, with individual trades within disclosed price ranges.

Through which entities does Jack W. Schuler hold his Biodesix (BDSX) shares?

Shares are held indirectly through the Jack W. Schuler Living Trust and the Jack W. Schuler 2026 GRAT. Schuler is sole trustee of both entities, and the 2026 GRAT holds 1,800,000 shares of Biodesix common stock.

Were Jack W. Schuler’s Biodesix (BDSX) trades made under a Rule 10b5-1 plan?

The Form 4 indicates the transactions were not made pursuant to a Rule 10b5-1 trading plan. The 10b5-1 checkbox is explicitly unchecked, and no footnote describes these purchases as plan-based.

What transfers between trusts involving Biodesix (BDSX) shares does the Form 4 disclose?

The filing notes adjustments for transfers of 750,000 shares from a 2025 GRAT to the Living Trust and 1,800,000 shares from the Living Trust to the 2026 GRAT. Both transfers were exempt under Rule 16a-13.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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SEC Form 4
FORM 4UNITED 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).
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*
SCHULER JACK W

(Last)(First)(Middle)
PO BOX 531

(Street)
LAKE BLUFF ILLINOIS 60044

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
BIODESIX INC [ BDSX ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
DirectorX10% Owner
Officer (give title below)XOther (specify below)
Emeritus Director
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/10/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock08/10/2026P13,900A$24.2467(1)527,110(2)IBy Jack W. Schuler Living Trust(3)
Common Stock08/11/2026P13,700A$24.0081(4)540,810IBy Jack W. Schuler Living Trust(3)
Common Stock1,800,000(2)IBy Jack W. Schuler 2026 GRAT(5)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $23.89 to $24.50, 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 purchased at each separate price within the range set forth in this footnote.
2. Reported amounts have been adjusted to reflect (i) the transfer of 750,000 shares previously held by the Jack W. Schuler 2025 GRAT to the Jack W. Schuler Living Trust on March 25, 2026 and (ii) the transfer of 1,800,000 shares previously held by the Jack W. Schuler Living Trust to the Jack W. Schuler 2026 GRAT on April 1, 2026, each of which was exempt from Section 16 pursuant to Rule 16a-13 under the Securities Exchange Act of 1934, as amended.
3. Jack W. Schuler is the sole trustee of the Jack W. Schuler Living Trust.
4. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $23.965 to $24.32, 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 purchased at each separate price within the range set forth in this footnote.
5. Jack W. Schuler is the sole trustee of the Jack W. Schuler 2026 GRAT.
/s/ Robin H. Cowie as Attorney-in-Fact for Jack Schuler08/12/2026
** Signature of Reporting PersonDate
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)