Insider Purchase: Jack Schuler Adds 3,488,372 BDSX Shares

Rhea-AI Filing Summary

Insider purchase reported: Jack W. Schuler, a director and more-than-10% owner of Biodesix, Inc. (BDSX), acquired 3,488,372 shares of Biodesix common stock on 08/29/2025 at a reported price of $0.43 per share. After the purchase, Mr. Schuler is shown as beneficially owning 24,406,546 shares indirectly through the Jack W. Schuler Living Trust and an additional 15,000,000 shares indirectly through the Jack W. Schuler 2025 GRAT. The Form 4 was signed by an attorney-in-fact on behalf of Mr. Schuler on 09/03/2025. The filing discloses Mr. Schuler serves as sole trustee for both the Living Trust and the 2025 GRAT.

Positive

• Significant insider purchase: 3,488,372 shares acquired at $0.43 suggests active insider investment
• Clear ownership disclosure: Beneficial ownership reported for Living Trust (24,406,546 shares) and 2025 GRAT (15,000,000 shares)
• Trustee roles disclosed: Filing states Mr. Schuler is sole trustee of both the Living Trust and the 2025 GRAT

Negative

• None.

Insights

Securities Analyst

TL;DR: A principal shareholder and director executed a sizeable open-market purchase of BDSX stock, materially increasing reported indirect holdings.

The reported purchase of 3,488,372 common shares at $0.43 indicates an affiliated insider transaction by Jack W. Schuler, who is identified as both a director and a greater-than-10% owner. Post-transaction beneficial ownership is reported as 24,406,546 shares via the Living Trust plus 15,000,000 shares via the 2025 GRAT. The Form 4 is a standard Section 16 disclosure and is signed by an attorney-in-fact. From a compliance and disclosure standpoint, the filing cleanly reports the acquisition, the price, and the trustee roles; there are no derivative transactions shown.

Corporate Governance Expert

TL;DR: Director and >10% owner disclosed a significant equity purchase and clarified trust trustee roles; documentation appears complete.

The Form 4 clarifies that Mr. Schuler acts as sole trustee for both the Jack W. Schuler Living Trust and the Jack W. Schuler 2025 GRAT, explaining the indirect beneficial ownership entries. The filing shows a direct acquisition code 'P' and lists ownership forms as indirect for the large holdings, consistent with holdings held in trust structures. The signature by an attorney-in-fact is properly dated. No amendments or derivative instruments are reported in this filing.

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).

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 IL 60044

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
BIODESIX INC [ BDSX ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
08/29/2025

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

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

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

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	08/29/2025		P		3,488,372	A	$0.43	24,406,546	I	By Jack W. Schuler Living Trust(1)
Common Stock								15,000,000	I	By Jack W. Schuler 2025 GRAT(2)

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. Jack W. Schuler is the sole trustee of the Jack W. Schuler Living Trust.

2. Jack W. Schuler is the sole trustee of the Jack W. Schuler 2025 GRAT.

	/s/ Robin H. Cowie as Attorney-in-Fact for Jack Schuler	09/03/2025
	** 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.

FAQ

What did Jack W. Schuler report on the Form 4 for BDSX?

He reported acquiring 3,488,372 shares of Biodesix common stock on 08/29/2025 at a price of $0.43 per share.

How many Biodesix shares does Jack W. Schuler beneficially own after the transaction?

The filing shows indirect beneficial ownership of 24,406,546 shares via the Jack W. Schuler Living Trust and 15,000,000 shares via the Jack W. Schuler 2025 GRAT.

What is Jack W. Schuler's relationship to Biodesix (BDSX)?

He is disclosed as a Director and a greater-than-10% owner of the issuer.

When was the Form 4 signed and by whom?

The Form 4 bears a signature by /s/ Robin H. Cowie as Attorney-in-Fact for Jack Schuler dated 09/03/2025.

Does the filing report any derivative securities or option transactions?

No. Table II for derivative securities contains no reported transactions in this filing.