BIODESIX INC SEC Filings

John Patience, a director of Biodesix, Inc. (BDSX), reported receipt of 1,144 restricted stock units (RSUs) effective 09/30/2025. The filing notes a one-for-twenty reverse stock split effective 09/15/2025 and states the reported share figures have been adjusted for that split. The RSUs represent contingent rights to receive one share each and vest in three substantially equal installments on 06/30/2025, 09/30/2025, and 12/31/2025, generally subject to continued service, and have no expiration date. The report discloses indirect holdings through Patience Enterprises LP (107,664 shares), the John Patience Living Trust dated 7/23/1993 (241,480 shares), and holdings attributed to a spouse (2,649 shares). The Form is signed by Robin H. Cowie as attorney-in-fact for John Patience on 10/02/2025.

Biodesix, Inc. reported that it has regained compliance with Nasdaq’s minimum bid price requirement for continued listing on The Nasdaq Global Market. On September 26, 2025, Nasdaq notified the company that its common stock once again meets the rule that requires a closing bid price of at least $1.00 per share for a minimum of ten consecutive business days. This notice closes the earlier deficiency matter that began when the stock traded below $1.00 for 30 consecutive business days.

Amendment No. 9 to a Schedule 13D reports that Jack W. Schuler and related entities now beneficially own 2,151,480 shares of Biodesix, Inc., representing approximately 27.0% of the outstanding common stock on a post-reverse-split basis. The filing notes a one-for-twenty reverse stock split effective September 15, 2025, and discloses recent open-market purchases by Mr. Schuler through the Jack W. Schuler Living Trust: 15,317 shares at a weighted average of $6.0437, 3,056 shares at a weighted average of $6.1695, and 142,045 shares purchased in an at-the-market offering at $7.04 per share for an aggregate of $999,996.80. The source of funds for these purchases was Mr. Schuler's personal funds. Beneficial ownership includes options and vested RSUs exercisable/settling within 60 days totaling 20,735 shares; 1,380,745 shares are held by the Trust and 750,000 by a GRAT, with voting and dispositive powers shared accordingly.

Jack W. Schuler, a director and greater-than-10% owner of Biodesix, purchased 142,045 shares of Biodesix Inc. (BDSX) on 09/19/2025 at a price of $7.04 per share. After the purchase, Mr. Schuler beneficially owns 1,380,745 shares indirectly through the Jack W. Schuler Living Trust and holds an additional 750,000 shares indirectly via the Jack W. Schuler 2025 GRAT. The Form 4 was signed by an attorney-in-fact on 09/23/2025. The filing shows no derivative transactions and indicates Mr. Schuler is sole trustee of both the Living Trust and the 2025 GRAT.

Jack W. Schuler, a director and greater-than-10% holder of Biodesix, reported purchases of the issuer's common stock in two transactions. He acquired 15,317 shares at a weighted average price of $6.0437 and 3,056 shares at a weighted average price of $6.1695, increasing reported beneficial ownership to 1,238,700 shares when combining holdings attributed to the Jack W. Schuler Living Trust and other indirect vehicles.

The filing states these amounts were adjusted for a one-for-twenty reverse stock split and discloses an additional 750,000 shares held indirectly in the Jack W. Schuler 2025 GRAT. The transaction footnotes note purchases occurred at varying prices within disclosed ranges; the reporting was signed by an attorney-in-fact.

Biodesix, Inc. (BDSX) completed a one-for-twenty reverse stock split of its common stock effective at 12:01 a.m. ET on September 15, 2025, and began trading on a split-adjusted basis under a new CUSIP (09075X207). The reverse split was authorized by stockholders at the May 20, 2025 annual meeting permitting a split ratio between 1:2 and 1:20; the Board selected the 1-for-20 ratio on September 4, 2025 and filed the required amendment with the Delaware Secretary of State.

Separately, Biodesix filed a Certificate of Elimination with the Delaware Secretary of State effective September 12, 2025 removing the provisions of the Certificate of Designations for the previously issued Series A Non-Voting Convertible Preferred Stock. The filings referenced include a Certificate of Amendment to the charter and the Certificate of Elimination; the document is signed by the CFO and includes embedded Inline XBRL cover page data.

Biodesix, Inc. disclosed that its board of directors approved a one-for-twenty reverse stock split of its common stock. The reverse split is expected to become effective on September 15, 2025 at 12:01 a.m. Eastern Time, and the shares are expected to begin trading on a split-adjusted basis at market open that same day.

At the effective time, every 20 shares of Biodesix common stock issued and outstanding will automatically convert into 1 share of common stock. Stockholders will receive cash in lieu of fractional shares, based on the Nasdaq closing price on the last trading day before the effective date. Biodesix will make proportionate adjustments to shares underlying outstanding equity awards, shares issuable under equity incentive plans and other agreements, and to the number of shares and exercise prices of its outstanding warrants to reflect the reverse split.

Amendment No. 8 to a Schedule 13D reports that Jack W. Schuler and related entities now beneficially own 39,821,357 shares of Biodesix, Inc., representing approximately 26.0% of the outstanding common stock on a 152,721,438-share base. The filing shows Mr. Schuler holds or has rights to acquire 414,811 shares exercisable within 60 days, 83,152 option shares, and 331,659 settled RSUs exercisable or vesting within 60 days. The filing discloses a purchase on August 29, 2025 by the Trust of 3,488,372 shares at $0.43 per share for an aggregate $1,499,999.96 funded from Mr. Schuler's personal funds. Holdings include 24,406,546 shares in the Jack W. Schuler Living Trust and 15,000,000 shares in the Jack W. Schuler 2025 GRAT. The amendment states no other transactions in the past 60 days.

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.