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. received an unsolicited, non-binding proposal from its Chair and CEO, Omid Farokhzad, M.D., to take the company private by acquiring all outstanding Class A shares he does not already own for $2.45 per share in cash plus two contingent value rights (CVRs).
The cash offer represents a 41% premium to Seer’s 30‑day volume weighted average price as of June 30, 2026, and, assuming full CVR payment, a 222% premium. One CVR can pay up to $0.25 per share based on 2031 revenue milestones, and another can pay up to $2.91 per share based on the value of a qualifying sale or strategic transaction within five years of closing.
The board will form a Special Committee of independent directors, with its own legal and financial advisors, to evaluate this proposal and other alternatives. The proposal is fully financed, subject to due diligence, definitive agreements, customary approvals, and a majority-of-the-minority shareholder vote. Seer stated that no stockholder action is required at this time.
Seer, Inc.: a dissident stockholder group led by Bradley L. Radoff and Michael Torok (the “Radoff-JEC Group”), which collectively owns ~7.7% of Seer, filed a definitive proxy and is soliciting votes at the July 28, 2026 annual meeting to replace three directors with Howard H. Berman, Joshua S. Horowitz and Luis E. Rinaldini. The presentation alleges the incumbent board oversaw a 97.0% share‑price decline since the December 2020 IPO, cumulative reported losses exceeding $465 million, and more than $310 million of cash burned since the IPO. The dissidents say they submitted three fully financed acquisition proposals (up to $2.40 per share plus a CVR) that were rejected without engagement and urge a strategic review, cost cuts, potential repurchases and revocation/ratification of the NOL pill.
Seer, Inc. received a definitive proxy statement from the Radoff-JEC Group seeking to elect an alternate slate of directors at the 2026 annual meeting by soliciting votes using a WHITE universal proxy card.
The Radoff-JEC Group says it collectively owns approximately 7.7% of outstanding shares and on June 24, 2026 urged stockholders to vote for nominees Howard H. Berman, Ph.D., Joshua S. Horowitz and Luis E. Rinaldini, criticizing the current board’s priorities and citing a multi‑year share price decline as background to the contest.
Seer, Inc. proxy contest: the Radoff-JEC Group, which beneficially owns 4,277,528 shares of Class A common stock (approximately 7.7%), filed a supplement to its proxy statement and is soliciting proxies for Seer’s 2026 Annual Meeting to be held virtually on July 28, 2026. The supplement incorporates disclosures from Seer’s definitive proxy statement, states the Record Date as May 29, 2026 with 55,315,982 shares outstanding on that date, and reiterates voting and pre-registration instructions for stockholders, including procedures for stockholders holding shares in “street name.”
The supplement republishes the company’s security ownership table as of May 11, 2026, shows key holders (e.g., Omid Farokhzad 6,918,732 shares, SoftBank 5,135,383 shares, aMoon Growth Fund 4,923,196 shares) and urges stockholders to sign and return the WHITE universal proxy card.