Caris Life Sciences, Inc. SEC Filings

Caris Life Sciences (CAI) filed a Form 4 reporting an open‑market purchase by its President. On 11/07/2025, the officer bought 400 shares of common stock at $23.85 (transaction code P). Following the trade, the reporting person beneficially owns 460,777 shares, held directly.

Caris Life Sciences (CAI) filed its Q3 2025 10‑Q. Revenue rose to $216.8 million from $101.6 million a year ago, driven mainly by molecular profiling services ($207.6 million). Operating results improved to income of $32.6 million from a loss, with net income of $24.3 million versus a prior-year net loss.

For the nine months, revenue reached $519.1 million (from $282.3 million), while the company recorded a net loss of $150.0 million, reflecting non-operating items including fair value changes and financing effects. Cash, cash equivalents, and restricted cash were $757.0 million at period end, supporting total assets of $984.6 million.

Following its June IPO at $21.00 per share, preferred shares and 2025 convertible notes converted into common stock, and certain warrants were exercised. Shareholders’ equity improved to $478.4 million from a prior deficit, with 282.1 million common shares outstanding as of September 30, 2025.

Caris Life Sciences, Inc. furnished an 8‑K announcing it issued a press release with financial results for the quarter ended September 30, 2025.

The release, dated November 5, 2025, is provided as Exhibit 99.1 and is incorporated by reference solely for Item 2.02. The company states this information is furnished, not filed, under the Exchange Act.

Caris Life Sciences (CAI) amended and restated its bylaws. Effective upon Board approval on October 30, 2025, a shareholder—defined under the Texas Business Organizations Code to include a group acting together—must beneficially own at least 3% of the company’s outstanding common stock at the time a case is filed to institute or maintain a derivative proceeding.

The change is described under Item 5.03 and incorporated into Item 3.03 as a material modification to rights of security holders. The full text of the amended and restated bylaws is provided as Exhibit 3.1.

George Poste, a director of Caris Life Sciences (CAI), reported option exercise and share dispositions on 08/11/2025 resulting in changes to his beneficial ownership.

The filing shows a 125,000-share option exercise at $2.44, recorded as an acquisition. The report also lists two dispositions of common stock: 48,022 shares and 91,495 shares, each at $29.75. Table entries show sequential direct beneficial ownership figures of 359,754, 311,732 and 220,237 following the reported transactions, and an indirect holding of 307,594 shares through a family trust. The filing notes the underlying stock option is fully vested and exercisable, and the form was signed by an attorney-in-fact on behalf of the reporting person.

David Baxley Spetzler, President of Caris Life Sciences (CAI), filed a Form 4 reporting a transaction dated 08/11/2025 in the issuer's common stock. The filing records 63,509 shares and a per-share price of $29.75, and shows 460,377 shares beneficially owned following the reported transaction, held directly. The form was signed by an attorney-in-fact on 08/13/2025.

David D. Halbert, identified as Founder, Chairman and Chief Executive Officer of Caris Life Sciences (CAI), reported a transaction dated 08/11/2025 that disposed of 141,956 shares at $29.75 per share. After the reported transaction, Mr. Halbert directly beneficially owned 2,295,133 shares and indirectly controlled 121,025,002 shares through affiliated entities.

The filing details the composition of the indirect holdings: 101,261,532 shares held by Caris Halbert, L.P., 8,528,805 by ADAPT I Ltd., 8,414,427 by Carisome I, L.P., 645,149 by Caris Investment II Ltd., and 2,175,089 by Caris Investment III Ltd. It also states Mr. Halbert is the managing member or trustee of the entities and that he disclaims beneficial ownership except to the extent of his pecuniary interest.

David D. Halbert and affiliated entities report substantial ownership in Caris Life Sciences. Mr. Halbert directly holds 1,881,294 shares and 2,000,000 fully vested options, and reports shared beneficial ownership of additional shares held by affiliated entities. The filing shows an aggregate of 124,906,296 shares, which the filer states represents 44.1% of the outstanding common stock.

The shared holdings include 101,261,532 shares held by Caris Halbert, L.P. and additional shares held by ADAPT I Ltd., Carisome I, L.P., Caris Investment II Ltd., and Caris Investment III Ltd. The filing explains that voting and investment power flows through Caris Investment Management, LLC and two family trusts, and that the percentage figures are calculated based on 281,224,124 shares outstanding as reflected in the issuer's report plus 218,794 shares issued to Mr. Halbert in settlement of a restricted stock unit.

Caris Life Sciences completed a major financing and reported strong revenue growth while remaining loss-making. Total revenue for the three months ended June 30, 2025 was $181.4 million, up from $100.0 million a year earlier, led by molecular profiling services of $162.9 million. The company closed a pre-IPO financing on April 1, 2025 aggregating $167.7 million and completed an initial public offering on June 20, 2025 that produced net proceeds of $459.5 million plus a $68.9 million over-allotment, contributing to a period-end cash balance of $722.7 million. Net loss was $71.8 million for the quarter and $174.4 million for the six months ended June 30, 2025, with significant other expense items including fair-value adjustments and increased interest expense. All outstanding redeemable convertible preferred shares converted into common stock upon the IPO.