SEER SEC Filings, Jul 10-30, 2026

Seer, Inc. director Terrance McGuire reported equity awards dated July 28, 2026. He received 16,500 restricted stock units of Class A Common Stock and a stock option for 25,000 shares at an exercise price of $2.14 per share, both vesting on the earlier of July 28, 2027 or the day prior to the next annual meeting of stockholders. Following the RSU grant, he directly holds 128,566 Class A common shares. Certain additional shares are held of record by Strong Bridge, LLC and Polaris Founders Capital Fund I, L.P., entities with which McGuire is associated and in which he has pecuniary interests.

Seer, Inc. director Robert Langer reported equity awards on July 28, 2026. He received a grant of stock options for 25000 shares of Class A Common Stock at an exercise price of $2.1400 per share, expiring on July 28, 2036. He also received 16500 shares represented by restricted stock units that settle in Class A Common Stock. Both the RSUs and the option shares vest on the earlier of July 28, 2027 or the day prior to Seer’s next annual meeting of stockholders. Following these awards, Langer directly holds 821025 shares of Class A Common Stock and 25000 options.

Seer, Inc. director Meeta Gulyani received equity-based compensation on July 28, 2026, including 25,000 stock options with a $2.14 exercise price expiring on July 28, 2036, and 16,500 RSUs. Both awards vest on the earlier of July 28, 2027 or the day before the next annual stockholders’ meeting. After the RSU grant, she directly held 124,043 shares of Class A common stock.

Seer, Inc. is the target of an activist campaign led by the Radoff-JEC Group, which has nominated an alternative director slate and is soliciting votes via a WHITE universal proxy card for the 2026 annual meeting. The group reports owning approximately 7.7% of Seer’s outstanding shares.

The group has submitted its fourth, non-binding proposal to acquire 100% of Seer’s equity for $2.55 per share in cash, which it states is a 51% premium to the unaffected share price on April 10, 2026 and a 29% premium to the July 27, 2026 share price. The proposal also includes a contingent value right (CVR) giving stockholders 85% of net proceeds from any license, sale or other disposition of Seer’s business and assets, including PrognomiQ, with an aim to pay CVR proceeds within six to twelve months after closing. The group describes the offer as not subject to financing conditions, subject to limited confirmatory due diligence, and indicates it will remain open until August 10, 2026, while urging Seer’s two-member Special Committee to run an auction process and engage with the proposal.

Bradley L. Radoff, Michael Torok and affiliates, collectively known as the Radoff-JEC Group, filed proxy materials as part of a contested director election at Seer, Inc. They state they own approximately 7.7% of Seer’s outstanding common stock and are soliciting votes at the 2026 annual meeting using a WHITE universal proxy card.

The group is asking stockholders to support its three director nominees – Howard H. Berman, Ph.D., Luis E. Rinaldini and Joshua S. Horowitz – and to withhold support from incumbent directors Terrance McGuire, Dipchand (Deep) Nishar and Omid Farokhzad, M.D. They also urge voting against ratification of Seer’s Tax Benefit Preservation Plan, which they refer to as an NOL pill. The Radoff-JEC Group argues that Seer should be sold to the highest bidder and that new, independent directors are needed to run a “robust and transparent” review of strategic alternatives aimed at maximizing value for all stockholders.

The Radoff-JEC Group, which reports owning approximately 7.7% of Seer, Inc.’s outstanding common stock, is soliciting votes on a WHITE universal proxy card for three director nominees at Seer’s 2026 annual meeting. The group highlights that proxy advisory firms Glass Lewis and ISS have supported its case for change, with Glass Lewis recommending stockholders vote for nominees Howard H. Berman and Luis E. Rinaldini, withhold support from incumbent directors Terrance McGuire and Dipchand Nishar, and vote against ratification of the NOL pill. The Radoff-JEC Group argues that Seer has experienced prolonged underperformance and operating losses and urges election of its nominees to enhance board independence and oversee a strategic review ahead of the Company’s July 28 annual meeting.

Seer, Inc. reported that a Special Committee of its Board of Directors, composed of independent directors Meeta Gulyani and Nicolas Roelofs, Ph.D., has thoroughly reviewed and unanimously rejected an unsolicited, non-binding proposal received on July 1, 2026 from Chair and CEO Omid Farokhzad, M.D.

The Proposal sought to acquire all outstanding shares of Seer’s Class A common stock for $2.45 per share in cash plus two contingent value rights. After consulting independent advisors, the Special Committee determined the Proposal is not in the best interests of stockholders because it undervalues Seer and does not adequately reflect its long-term growth prospects, noting that the contingent value rights were insufficient to capture the potential value of Seer’s technology.

Seer, Inc. director Dipchand Nishar reported an open-market sale of 10,660 shares of Class A Common Stock at a weighted average price of $2.18 per share on July 8, 2026. The transaction was executed under a Rule 10b5-1 trading plan adopted on August 8, 2025 to cover tax obligations upon vesting and settlement of restricted stock units. Following the sale, he directly holds 59,044 shares.