Personalis, Inc. filings document regulatory disclosures for a Nasdaq-listed precision oncology genomics company focused on sequencing, data analysis and cancer monitoring tests. Form 8-K reports cover quarterly and annual operating results, clinical test revenue, business highlights, financial guidance and material events involving NeXT Personal and related reimbursement decisions.
The company’s filings also disclose Medicare coverage and rate determinations for NeXT Personal breast and lung cancer surveillance tests, officer appointments and related compensation arrangements, and the registered common stock traded under PSNL. Proxy materials cover board matters, shareholder voting items, executive compensation and governance disclosures for the public company.
Personalis, Inc. asks stockholders to approve its acquisition by Tempus AI through two mergers, after which Personalis would be a wholly owned Tempus subsidiary. The board unanimously recommends votes FOR the merger, merger-compensation and adjournment proposals. The special meeting is November 30, 2026; approval requires a majority of outstanding Personalis shares entitled to vote.
Each eligible Personalis share would convert into Tempus Class A stock at an exchange ratio of 0.3356 if Tempus’s stock price is at or below $48.42, or $16.25 divided by that price if higher. Tempus may elect cash consideration of $16.25 per share for up to 50% of outstanding shares, applied equally across holders and subject to automatic reduction to preserve the intended tax treatment. Personalis may terminate if Tempus’s price is below $46.00 after the exchange ratio is finalized.
The HSR waiting period expired October 2, 2026, and the CMA said on August 13, 2026 that it had no further questions at that stage. Closing remains subject to stockholder approval and other conditions.
Personalis, Inc. is pursuing a proposed merger with Tempus, subject to Personalis stockholder approval and other closing conditions. Tempus filed a Form S-4 registration statement that includes its prospectus and Personalis’s proxy statement/prospectus; after SEC effectiveness, the proxy materials will be sent to Personalis stockholders to seek approval of transaction-related proposals.
Tempus and Personalis, with certain affiliates, jointly filed a Schedule 13E-3. The companies identify possible delay or failure to close, regulatory approvals and clearances, integration, transaction costs, and the timing or realization of synergies as risks; they state that actual outcomes may differ from forward-looking statements.
Personalis, Inc. said its proposed acquisition by Tempus is expected to close in late 2026, subject to the satisfaction of the remaining closing conditions. Under the transaction terms, each Personalis share would convert into the right to receive Tempus Class A common stock and/or cash, at Tempus’ election, less applicable tax withholdings or deductions.
Current employees’ unvested in-the-money options would convert into Tempus options, with share counts and exercise prices adjusted based on the exchange ratio; unvested RSUs would convert into Tempus RSUs with share counts adjusted, and both would retain vesting terms. Vested in-the-money options would be canceled for stock consideration, while out-of-the-money options would be canceled without consideration. Personalis does not anticipate transaction-related layoffs. Benefits open enrollment is scheduled for November 2 to November 13, 2026, with elections effective January 1, 2027. If closing occurs before the end of 2026, 401(k) contributions would be temporarily paused for the remainder of that year.
Personalis, Inc. (PSNL) announced that the Hart-Scott-Rodino waiting period for its proposed merger with Tempus AI expired at 11:59 p.m. Eastern time on October 2, 2026. Under the agreement, a Tempus subsidiary will merge with and into Personalis, followed immediately by Personalis merging into a second Tempus subsidiary. Closing remains subject to Personalis stockholder approval and satisfaction or waiver of the other merger conditions. The virtual stockholder meeting to consider adoption of the merger agreement will be held on a date and at a time to be determined and announced.
Personalis, Inc. reported that the HSR waiting period for its proposed mergers with Tempus AI, Inc. expired at 11:59 p.m. Eastern time on October 2, 2026. The agreement calls for a two-step merger that would leave Personalis, and then Tempus subsidiary Toucan Development, LLC, as wholly owned Tempus subsidiaries.
Closing remains subject to Personalis stockholder approval and satisfaction or waiver of the other conditions in the merger agreement.
Personalis, Inc. (PSNL) reported that Stephen Michael Moore, its SVP and Chief Legal Officer, had 2,068 shares of Common Stock sold on September 18, 2026 at $16.22 per share. According to the filing, these shares were automatically sold to cover tax withholding obligations from the settlement of vested restricted stock units, leaving him with 90,257 directly held shares, and no Rule 10b5-1 plan is reported.
Personalis, Inc. (PSNL) reported that President and CMO Richard Chen recorded an insider transaction on September 18, 2026. He sold 3,998 shares of common stock at $16.22 per share, leaving him with 169,882 shares held directly. According to the footnote, the shares were automatically sold to cover tax withholding obligations from the settlement of vested restricted stock units, and no Rule 10b5-1 trading plan is reported.
Personalis, Inc. (PSNL) director and Chief Executive Officer Christopher M. Hall reported a sale of 7,459 shares of common stock on September 18, 2026, at $16.22 per share. According to the disclosure, the shares were automatically sold to cover a tax withholding obligation from vested restricted stock units, and Hall continued to hold 228,527 shares directly afterward.
Personalis, Inc. (PSNL) reported that its CFO and COO, Aaron Tachibana, had 2,931 shares of common stock sold on September 18, 2026 at $16.22 per share. According to the filing, these shares were automatically sold to cover the tax withholding obligation from the settlement of vested restricted stock units, leaving him with 195,902 shares held directly.
Personalis, Inc. (PSNL) is the subject of a proposed acquisition by Tempus AI, Inc., whose CEO used this investor conference discussion to explain the strategic and financial logic of combining the companies. Tempus highlights Personalis’ whole‑genome MRD assay as “best‑in‑class,” with strong unit growth and rising reimbursement that is expected to lift average selling prices toward about $1,000 per test, comparable to leading peers. Tempus notes that its offer emerged from a competitive sale process where competing bids were within about $0.75 of its $16.25 per‑share proposal, and points to large shareholders, including Tempus and Merck, supporting the deal. The discussion also outlines expectations that combined oncology diagnostics and data businesses can benefit from durable Medicare/Medicaid reimbursement, significant ADLT pricing uplifts in Tempus’ core assays, and robust demand for AI‑ready clinical and molecular data from major biopharma and technology companies.