Seer, Inc.'s SEC filings document material events, operating results, securityholder rights and governance matters for a Nasdaq-listed life sciences company focused on research-use proteomics. Recent 8-K reports cover results of operations and financial condition, material definitive agreements, modifications to securityholder rights, other events and related exhibits.
The filings disclose Seer's Class A common stock, Preferred Stock Purchase Rights, Tax Benefit Preservation Plan for net operating loss and other tax attributes, amendments to that plan, and the completed conversion of Class B common stock into Class A common stock. They also record board and shareholder matters, leadership appointments, and intellectual-property updates related to the Proteograph Product Suite and particle-based protein enrichment.
Seer, Inc. (SEER) said its Special Committee concluded a review of acquisition proposals and unanimously rejected both, with Seer to remain an independent public company. The committee members, independent directors Meeta Gulyani and Nicolas Roelofs, Ph.D., said they considered other strategic alternatives and possible interest from alternative counterparties during a three-month review.
Bradley L. Radoff and Michael Torok, together with certain affiliates, submitted an unsolicited, non-binding proposal on July 28, 2026, to acquire all outstanding Class A common stock for $2.55 per share in cash plus a contingent value right. On July 29, 2026, Seer Chair and Chief Executive Officer Omid Farokhzad submitted a separate unsolicited, non-binding proposal for $2.45 per share in cash plus two separate contingent value rights. The committee said both proposals failed to reflect Seer's intrinsic value and concluded a sale at that time would undervalue the company and its future prospects.
Charles Endweiss, Seer, Inc.’s VP Financial Planning Analysis, reported 107,641 directly held common shares as of October 1, 2026, including 43,149 shares represented by RSUs. He also reported seven directly held employee stock option positions; three are fully vested and immediately exercisable, while footnotes describe vesting schedules for the others. Separate entries identify stock held in custodial accounts for his elder and younger sons.
Seer, Inc. (SEER) announced that David Horn resigned as President, Chief Financial Officer and Treasurer to pursue other interests, effective October 1, 2026. The company states his resignation is not due to any disagreement related to its operations.
Seer has offered to extend the post-termination exercise period of Mr. Horn’s vested and exercisable stock options until one year after his last day of service, subject to plan terms and his signing and not revoking a separation and release agreement. Effective October 1, 2026, the board appointed Omid Farokhzad, M.D., already Chief Executive Officer and Chair, as President, and Charles Endweiss, currently Vice President, Financial Planning & Analysis, as Treasurer, principal financial officer and principal accounting officer.
The company describes Mr. Endweiss’s background in finance and operations at technology companies and confirms he continues under existing compensation arrangements, has entered into its standard-form indemnification agreement, and has no related-party relationships or transactions requiring disclosure.
Seer, Inc. (SEER) reported that its President & CFO, David R. Horn, sold 7,309 shares of Class A Common Stock on 2026-08-18 at an average price of $2.0262 per share. According to the company’s disclosure, the shares were sold to satisfy Mr. Horn’s tax obligations related to vesting of restricted stock units. Following this sale, he directly holds 486,650 shares of Seer Class A Common Stock.
Seer, Inc. reported continued operating losses while tightening expenses in the quarter ended June 30, 2026. Total revenue was $3.1 million, down 23% from $4.1 million a year earlier, driven by lower product and service sales and the absence of related-party revenue. For the first six months, revenue was $5.9 million, down 29% year over year.
Cost controls were significant: research and development expense fell 27% to $17.0 million for the first half and selling, general and administrative expense fell 11% to $19.6 million. As a result, the net loss narrowed to $33.7 million for the first six months of 2026 from $39.4 million in 2025, and operating cash outflow was $25.0 million versus $26.1 million.
Liquidity remains a key strength. As of June 30, 2026, Seer held $209.5 million in cash, cash equivalents and investments and reported no debt, and management believes this will fund operations for at least 12 months. The company also continued a share repurchase program, buying 1.7 million shares for $3.0 million in the first half. Seer is investing in its Proteograph Product Suite while absorbing $3.8 million of losses from its equity investment in PrognomiQ.
Seer, Inc. reported second quarter 2026 results with revenue of $3.1 million, down 23% from $4.1 million a year earlier, reflecting lower product and service revenue amid macroeconomic headwinds and elongated sales cycles. Product revenue was $2.3 million, service revenue $0.7 million, and other revenue $0.1 million.
Gross profit was $1.5 million with a 49% gross margin. Operating expenses declined to $18.3 million from $22.6 million, driven largely by reduced employee compensation and lower stock-based compensation. Net loss improved to $16.9 million from $19.4 million. For the first half of 2026, free cash flow was approximately negative $25.3 million.
The company ended June 30, 2026 with $209.5 million in cash, cash equivalents and investments, and had repurchased approximately 200,000 Class A shares under its buyback program. Seer reaffirmed its 2026 revenue outlook of $16–$18 million, implying low single-digit growth over 2025, and highlighted ongoing IP protection efforts and use of its Proteograph platform in external scientific work.
Seer, Inc. reported results of its 2026 stockholder meeting, where 43,588,172 of 55,315,982 entitled Class A shares were represented, constituting a quorum. Stockholders elected the company’s seven director nominees over the Radoff‑JEC Group’s nominees, ratified Deloitte & Touche LLP as auditor for the year ending December 31, 2026, and approved named executive officer compensation on an advisory basis. Stockholders did not ratify the Tax Benefit Preservation Plan, which would have remained in effect through February 25, 2029.
Seer also disclosed an unsolicited, non‑binding proposal from Chair and CEO Omid Farokhzad, M.D., in his capacity as a stockholder, to acquire all outstanding Class A shares he does not already own for $2.45 per share in cash plus two non‑tradeable contingent value rights. He states the cash price reflects a 41% premium to Seer’s 30‑day volume‑weighted average price as of June 30, 2026, and that full payment of both CVRs could raise the premium to 222%. One CVR could pay up to $0.25 per share based on 2031 revenue milestones; the other could pay up to $2.91 per share based on proceeds from certain sale or strategic transactions within five years of closing, with an additional $5 million in aggregate if such a transaction occurs within 12 months. The proposal is not subject to a financing contingency and contemplates approval by a majority of unaffiliated shares. Seer’s independent directors are forming a Special Committee with outside advisers to evaluate this proposal and alternatives, and the company states no stockholder action is required at this time.
Seer, Inc. received two further revised, unsolicited, non-binding proposals to acquire all outstanding shares of its Class A common stock. A proposal from the Radoff-JEC Group offers $2.55 per share in cash plus a contingent value right. A competing proposal from Chair and CEO Omid Farokhzad, acting in his personal capacity as a stockholder, offers $2.45 per share in cash plus two contingent value rights.
Farokhzad’s revised proposal could deliver up to $7.69 per share, including a tiered Revenue-Linked CVR of up to $0.33 per share tied to 2033 revenue milestones and a tiered Sale-Linked CVR of up to $4.91 per share based on future transaction value, and is not subject to a financing contingency. The cash component reflects a 41% premium to the 30-day volume weighted average price as of June 30, 2026, and the maximum aggregate consideration reflects a 342% premium. A Special Committee of the Board, with its advisors, will review both proposals and other alternatives. The company states that no stockholder action is required at this time.
Seer, Inc. director Nicolas H. Roelofs, PhD received equity awards on July 28, 2026: 16,500 restricted stock units representing Class A Common Stock and a stock option for 25,000 shares at an exercise price of $2.14, expiring July 28, 2036. Both awards vest on the earlier of July 28, 2027 or the day prior to the next annual meeting of stockholders. After the RSU grant, Roelofs directly holds 91,496 Class A shares, plus the option position.
Seer, Inc. director Ro Isaac received two equity awards on July 28, 2026. He was granted 12,375 shares of Class A Common Stock in the form of RSUs that vest on the earlier of July 28, 2027 or the day prior to the next annual stockholders’ meeting. He also received a stock option for 18,750 shares at an exercise price of $2.14 per share, expiring July 28, 2036, with the same vesting schedule. Following the RSU grant, he directly holds 53,375 shares of Class A Common Stock.