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Personalis (NASDAQ: PSNL) director granted RSUs and options as board pay

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Personalis, Inc. director Lonnie Shoff reported equity compensation in the form of restricted stock units (RSUs) and stock options. Shoff received 6,250 shares of common stock represented by RSUs at no cash cost, increasing direct common stock holdings to 37,190 shares after the grant.

Shoff was also granted options to buy 37,500 shares of common stock at an exercise price of $6.04 per share, expiring on May 12, 2036. Both the RSUs and options vest 100% on the earlier of one year from the grant date or the day prior to the next annual stockholder meeting, with full vesting accelerated immediately before a qualifying Change in Control.

Positive

  • None.

Negative

  • None.

Insights

Director receives routine RSU and option grants as board compensation.

Director Lonnie Shoff was granted 6,250 RSU-based common shares and options for 37,500 shares at $6.04 per share. These awards are compensation, not open‑market buying or selling, and therefore carry limited signaling value about short‑term views on the stock.

Both awards cliff‑vest after one year or just before the next annual meeting, whichever comes first, and accelerate upon a qualifying Change in Control. This creates long‑term alignment with shareholders while tying value to continued board service rather than immediate trading decisions.

Insider Shoff Lonnie
Role null
Type Security Shares Price Value
Grant/Award Stock Option (right to buy) 37,500 $0.00 --
Grant/Award Common Stock 6,250 $0.00 --
Holdings After Transaction: Stock Option (right to buy) — 37,500 shares (Direct, null); Common Stock — 37,190 shares (Direct, null)
Footnotes (1)
  1. Each share is represented by a restricted stock unit ("RSU"). Each RSU represents a contingent right to receive one share of the Issuer's common stock upon settlement. 100% of the shares subject to the RSU shall vest on the earlier of the one-year anniversary of the grant date or the day prior to the Company's next annual meeting of stockholders occurring after the grant date, subject to the reporting person's Continuous Service (as defined in the Company's 2019 Equity Incentive Plan (the "2019 Plan")) through the vesting date. In the event of a Change in Control (as defined in the 2019 Plan), the shares underlying the RSU shall vest immediately prior to the effectiveness of such Change in Control. 100% of the shares subject to the option shall vest on the earlier of the one-year anniversary of the grant date or the day prior to the Company's next annual meeting of stockholders occurring after the grant date, subject to the reporting person's Continuous Service (as defined in the 2019 Plan) through the vesting date. In the event of a Change in Control (as defined in the 2019 Plan), the shares underlying the option shall vest and become exercisable immediately prior to the effectiveness of such Change in Control.
RSU grant size 6,250 shares Restricted stock units granted to director on May 12, 2026
Options granted 37,500 shares Stock options granted to director on May 12, 2026
Option exercise price $6.04 per share Strike price of stock options expiring May 12, 2036
Common shares after grant 37,190 shares Director’s direct Personalis common stock holdings after RSU grant
Option expiration May 12, 2036 Expiration date of granted stock options
restricted stock unit ("RSU") financial
"Each share is represented by a restricted stock unit ("RSU"). Each RSU represents a contingent right..."
Change in Control financial
"In the event of a Change in Control (as defined in the 2019 Plan), the shares underlying the RSU..."
A "change in control" occurs when the ownership or management of a company shifts significantly, such as through a merger, acquisition, or sale of a large part of its assets. This change can impact how the company is run and may influence its future direction. For investors, it matters because it can affect the company's stability, strategy, and value, often signaling potential changes in investment risk or opportunity.
2019 Equity Incentive Plan financial
"Continuous Service (as defined in the Company's 2019 Equity Incentive Plan (the "2019 Plan"))..."
Stock Option (right to buy) financial
"Stock Option (right to buy) ... underlying security title Common Stock, underlying security shares 37500.0000"
SEC Form 4
FORM 4UNITED 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*
Shoff Lonnie

(Last)(First)(Middle)
C/O PERSONALIS, INC.
6600 DUMBARTON CIRCLE

(Street)
FREMONT CALIFORNIA 94555

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Personalis, Inc. [ PSNL ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/12/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock05/12/2026A6,250(1)A$037,190D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Option (right to buy)$6.0405/12/2026A37,500 (2)05/12/2036Common Stock37,500$037,500D
Explanation of Responses:
1. Each share is represented by a restricted stock unit ("RSU"). Each RSU represents a contingent right to receive one share of the Issuer's common stock upon settlement. 100% of the shares subject to the RSU shall vest on the earlier of the one-year anniversary of the grant date or the day prior to the Company's next annual meeting of stockholders occurring after the grant date, subject to the reporting person's Continuous Service (as defined in the Company's 2019 Equity Incentive Plan (the "2019 Plan")) through the vesting date. In the event of a Change in Control (as defined in the 2019 Plan), the shares underlying the RSU shall vest immediately prior to the effectiveness of such Change in Control.
2. 100% of the shares subject to the option shall vest on the earlier of the one-year anniversary of the grant date or the day prior to the Company's next annual meeting of stockholders occurring after the grant date, subject to the reporting person's Continuous Service (as defined in the 2019 Plan) through the vesting date. In the event of a Change in Control (as defined in the 2019 Plan), the shares underlying the option shall vest and become exercisable immediately prior to the effectiveness of such Change in Control.
/s/ Aaron Tachibana, Attorney-in-Fact05/14/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

FAQ

What equity awards did Personalis (PSNL) director Lonnie Shoff receive?

Lonnie Shoff received 6,250 restricted stock units and stock options on 37,500 shares. The RSUs convert into common stock upon vesting, while the options allow purchasing shares at a fixed $6.04 exercise price if they vest and are exercised before expiration.

At what price can Lonnie Shoff’s new Personalis stock options be exercised?

The newly granted stock options are exercisable at an exercise price of $6.04 per share. This means Shoff can buy Personalis common stock at $6.04 for 37,500 shares if the options vest and are exercised before their May 12, 2036 expiration date.

How and when do Lonnie Shoff’s Personalis RSUs vest?

The 6,250 RSUs vest 100% on the earlier of one year after the grant date or the day before the next annual stockholder meeting. Vesting requires continuous board service, and the underlying shares vest immediately before a qualifying Change in Control event under the 2019 Equity Incentive Plan.

How and when do Lonnie Shoff’s Personalis stock options vest and expire?

The options on 37,500 shares vest 100% on the earlier of one year from grant or the day prior to the next annual meeting. They become fully exercisable at that point, with any unexercised options expiring on May 12, 2036, or earlier if service ends under plan terms.

How many Personalis shares does Lonnie Shoff hold after these grants?

After the RSU grant, Shoff directly holds 37,190 shares of Personalis common stock. In addition, Shoff now holds options covering 37,500 underlying common shares, which become exercisable only after vesting conditions are met and before the stated expiration date in 2036.

Do Lonnie Shoff’s Personalis equity awards accelerate upon a Change in Control?

Yes. Both the RSUs and the stock options fully vest immediately before a qualifying Change in Control. This means all underlying shares from the RSUs and all option shares become vested or exercisable just prior to the transaction’s effectiveness, provided plan definitions and conditions are satisfied.