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Broadwood Partners ups Insight Molecular (IMDX) stake in direct stock buy

Filing Impact
(Very High)
Filing Sentiment
(Positive)
Form Type
4

Rhea-AI Filing Summary

Insight Molecular Diagnostics Inc. reported that Broadwood Partners, L.P., a 10% owner, bought additional shares of its common stock. On February 10, 2026, Broadwood Partners agreed to acquire 521,739 common shares from the company in a registered direct offering for $2,999,999, or $5.75 per share, bringing its reported beneficial ownership to 11,931,839 shares.

The filing notes that these shares are directly owned by Broadwood Partners and may be deemed beneficially owned by Broadwood Capital, Inc. and Neal C. Bradsher, who each disclaim beneficial ownership beyond their economic interest. The group also reports warrants currently exercisable for 150,093 common shares.

Positive

  • None.

Negative

  • None.
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*
BROADWOOD PARTNERS, L.P.

(Last) (First) (Middle)
C/O BROADWOOD CAPITAL, INC.
156 WEST 56TH STREET, 3RD FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Insight Molecular Diagnostics Inc. [ IMDX ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
02/10/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X 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, no par value 02/10/2026 P(3) 521,739 A $5.75(3) 11,931,839 D(1)
Common Stock, no par value 02/10/2026 P(3) 0 A $0 11,931,839 I Footnote(1)
Common Stock, no par value 157 D(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
Warrant to Purchase Common Stock $30.6 (4) 04/19/2027 Common Stock 150,093 150,093 D(1)
Warrant to Purchase Common Stock $30.6 (4) 04/19/2027 Common Stock 150,093 150,093 I See Footnote(1)
1. Name and Address of Reporting Person*
BROADWOOD PARTNERS, L.P.

(Last) (First) (Middle)
C/O BROADWOOD CAPITAL, INC.
156 WEST 56TH STREET, 3RD FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
BROADWOOD CAPITAL INC

(Last) (First) (Middle)
156 WEST 56TH STREET, 3RD FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Bradsher Neal C

(Last) (First) (Middle)
C/O BROADWOOD CAPITAL, INC.
156 WEST 56TH STREET, 3RD FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. The reported securities are directly owned by Broadwood Partners, L.P. ("Broadwood Partners") and may be deemed to be beneficially owned by each of: (i) Broadwood Capital, Inc. ("Broadwood Capital"), as General Partner of Broadwood Partners; and (ii) Neal C. Bradsher, as President of Broadwood Capital. Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of its or his pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
2. These securities are directly owned by Neal C. Bradsher.
3. On February 10, 2026, Broadwood Partners entered into a Securities Purchase Agreement with Insight Molecular Diagnostics, Inc. (the "Issuer") pursuant to which Broadwood Partners agreed to acquire 521,739 shares of the Issuer's Common Stock, no par value (the "Common Shares"), from the Issuer in a registered direct offering for a total purchase price of $2,999,999, or $5.75 per Common Share.
4. These warrants are currently exercisable.
Broadwood Partners, L.P., By Broadwood Capital, Inc., By: /s/ Neal C. Bradsher, President 02/12/2026
Broadwood Capital, Inc., By: /s/ Neal C. Bradsher, President 02/12/2026
/s/ Neal C. Bradsher 02/12/2026
** 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 insider transaction did Broadwood Partners report for Insight Molecular Diagnostics (IMDX)?

Broadwood Partners reported buying 521,739 Insight Molecular Diagnostics common shares. The shares were purchased directly from the company in a registered direct offering, increasing the group’s reported beneficial ownership to 11,931,839 shares according to the Form 4 filing.

What was the purchase price Broadwood Partners paid for IMDX shares?

Broadwood Partners agreed to pay $5.75 per Insight Molecular Diagnostics share. The total purchase price for the 521,739 common shares was $2,999,999, reflecting a negotiated registered direct offering between Broadwood Partners and the company rather than an open-market trade.

Who is considered to beneficially own the IMDX shares reported in this Form 4?

The common shares are directly owned by Broadwood Partners, L.P. The filing states they may be deemed beneficially owned by Broadwood Capital, Inc. as general partner and by Neal C. Bradsher as president, although each disclaims beneficial ownership beyond their pecuniary interest.

Did the Form 4 disclose any warrant holdings related to Insight Molecular Diagnostics (IMDX)?

Yes. The Form 4 shows warrants to purchase 150,093 Insight Molecular Diagnostics common shares. These warrants have an exercise price of $30.60 per share and are described as currently exercisable, providing potential additional share exposure for the reporting group.

Was the IMDX share purchase an open-market trade or a direct offering?

The transaction was part of a registered direct offering with Insight Molecular Diagnostics. Footnotes explain that on February 10, 2026, Broadwood Partners entered a Securities Purchase Agreement with the company to acquire 521,739 common shares directly from the issuer.

How many Insight Molecular Diagnostics (IMDX) shares does the reporting group hold after this transaction?

After acquiring 521,739 additional shares, the Form 4 reports that the group’s beneficial ownership stands at 11,931,839 Insight Molecular Diagnostics common shares. This figure reflects holdings attributed to Broadwood Partners and related reporting persons as described in the footnotes.
Insight Molecular Diagnostics Inc.

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0.88%
Diagnostics & Research
In Vitro & in Vivo Diagnostic Substances
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United States
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