Seer (NASDAQ: SEER) CEO details automatic Class B to Class A conversion

Rhea-AI Filing Summary

Seer, Inc. disclosed that its CEO, chair and director converted Class B Common Stock into Class A Common Stock on 12/09/2025. Under the company’s amended and restated certificate of incorporation, each Class B share automatically converted into one Class A share on the first day following the fifth anniversary of the company’s initial public offering.

The reporting person received 1,438,057 Class A shares directly and now holds 2,676,287 Class A shares in direct ownership. A further 2,117,138 Class B shares converted into the same number of Class A shares held indirectly through SAF-BND Trust, for which the reporting person’s spouse serves as trustee, with beneficial ownership disclaimed except to the extent of any pecuniary interest. All reported Class B derivative positions now show a zero balance after the conversion.

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^*

Farokhzad Omid

(Last) (First) (Middle)

C/O SEER, INC.

3800 BRIDGE PARKWAY, SUITE 102

(Street)

REDWOOD CITY CA 94065

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Seer, Inc. [ SEER ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CEO AND CHAIR

3. Date of Earliest Transaction (Month/Day/Year)
12/09/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	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
Class A Common Stock	12/09/2025		C		1,438,057	A	(1)	2,676,287	D
Class A Common Stock	12/09/2025		C		2,117,138	A	(1)	2,117,138	I	See footnote(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
Class B Common Stock	(1)	12/09/2025		C			1,438,057	(1)	(1)	Class A Common Stock	1,438,057(3)	$0	0	D
Class B Common Stock	(1)	12/09/2025		C			2,117,138	(1)	(1)	Class A Common Stock	2,117,138	$0	0	I	See footnote(2)
Class B Common Stock	(1)							(1)	(1)	Class A Common Stock	0(4)		0	I	See footnote(5)

Explanation of Responses:

1. Pursuant to the Issuer's amended and restated certificate of incorporation, as amended, each share of the Issuer's Class B Common Stock automatically converted into one share of Class A Common Stock at the close of business on the first day following the fifth anniversary of the closing of the Issuer's initial public offering.

2. The reported shares are held of record by SAF-BND Trust for which the reporting person's spouse serves as trustee. The reporting person disclaims beneficial ownership of these securities, except to the extent of any pecuniary interest therein, and the filing of this report is not an admission that the reporting person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.

3. Includes 1,303,478 shares previously reported as held of record by Dynamics Group LLC for which the reporting person serves as the sole member ("Dynamics") which were re-registered on September 25, 2024 and are now held of record by the reporting person.

4. Excludes 1,303,478 shares previously reported as held of record by Dynamics which were re-registered on September 25, 2024 and are now held of record by the reporting person.

5. The reported shares were held of record by Dynamics.

	/s/ David Horn, by power of attorney	12/11/2025
	** 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 Seer (SEER) report in this Form 4?

The filing shows that the company’s CEO, chair and director reported an automatic conversion of Class B Common Stock into Class A Common Stock on 12/09/2025, pursuant to Seer’s amended and restated certificate of incorporation.

How many Seer Class A shares does the reporting person own directly after the conversion?

After the automatic conversion on 12/09/2025, the reporting person directly owns 2,676,287 shares of Class A Common Stock.

What indirect Seer holdings are reported in this Form 4?

The report lists 2,117,138 shares of Class A Common Stock held indirectly through SAF-BND Trust, for which the reporting person’s spouse serves as trustee. Beneficial ownership of these securities is disclaimed except to the extent of any pecuniary interest.

What happened to the reporting person’s Class B Common Stock in Seer (SEER)?

Each share of Class B Common Stock automatically converted into one share of Class A Common Stock under Seer’s charter, and the reported Class B derivative positions now show zero balance following the 12/09/2025 conversion.

Was there a cash exercise price for the Seer Class B to Class A conversion?

Table II shows the conversion or exercise price of the Class B derivative securities as $0, indicating the automatic conversion into Class A Common Stock did not involve a stated cash exercise price.

What corporate provision triggered Seer’s Class B to Class A share conversion?

The explanation states that, under the issuer’s amended and restated certificate of incorporation, each Class B share automatically converted into one Class A share at the close of business on the first day following the fifth anniversary of the closing of Seer’s initial public offering.