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. CEO and Chair Omid Farokhzad reported new equity awards, including 697,162 Class A RSU-based shares and 512,000 stock options. The 697,162 reported shares are restricted stock units that vest in 16 equal quarterly installments beginning on May 15, 2026. The employee stock option covers 512,000 Class A shares at an exercise price of $1.79 per share, expiring on February 3, 2036; one-fourth vests on February 3, 2027 and the rest vests monthly thereafter. Following these grants, he directly beneficially owns 3,373,449 Class A shares, and an additional 2,117,138 shares are held by SAF-BND Trust for which his spouse is trustee, with beneficial ownership disclaimed except for any pecuniary interest.
Seer, Inc. disclosed that at the close of business on December 9, 2025, each outstanding share of its Class B common stock automatically converted into one share of Class A common stock under its Amended and Restated Certificate of Incorporation. This automatic conversion occurred at 5:00 p.m. Pacific Time and was triggered by the fifth anniversary of the company’s first firm-commitment underwritten public offering.
Immediately following the conversion, there were approximately 56,251,522 shares of Class A common stock outstanding. Former Class B holders now own the same number of Class A shares, which carry one vote per share instead of ten, equalizing voting rights while leaving economic rights unchanged. All converted Class B shares were retired, a Certificate of Retirement was filed in Delaware to reduce authorized capital and authorized Class B shares by the retired amount, and the Class A stock continues to trade on Nasdaq under the ticker “SEER.”
Seer, Inc. reported an insider transaction by a director involving the automatic conversion of 4,088 shares of Class B Common Stock into 4,088 shares of Class A Common Stock on 12/09/2025, coded as a conversion transaction. This occurred under the company’s amended and restated certificate of incorporation, which provides for each Class B share to convert into one Class A share on the first day following the fifth anniversary of the closing of Seer’s initial public offering.
After this transaction, the director is shown as beneficially owning 215,070 Class A shares indirectly through Strong Bridge, LLC, where the director serves as an operating manager, plus 112,066 Class A shares held directly and 78,947 Class A shares held indirectly through Polaris Founders Capital Fund I, L.P. The filing notes that the director and related entities disclaim beneficial ownership of the Polaris-held shares except to the extent of any pecuniary interest.
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.
Seer, Inc. (SEER) officer David R. Horn, who serves as President & CFO, reported a tax-related sale of company stock. On 11/19/2025, he sold 6,797 shares of Class A common stock at a price of $1.9714 per share. The filing notes that these shares were sold to satisfy his tax obligations arising from the vesting of restricted stock units. After this transaction, he beneficially owned 436,802 shares of Seer Class A common stock, held directly.
Seer, Inc. (SEER) reported a routine insider transaction by its CEO and Chair, who is also a director. On 11/19/2025, the executive sold 33,838 shares of Class A common stock at a price of $1.9714 per share.
The company notes that these shares were sold to cover the reporting person's tax obligations arising from the vesting of restricted stock units. Following this transaction, the executive directly beneficially owns 1,238,230 shares of Seer common stock.
Seer, Inc. (SEER) filed its Q3 2025 report, showing steady revenue and narrowed losses. Total revenue was $4.1 million with gross profit of $2.1 million. Operating expenses fell to $21.5 million from $26.3 million a year ago, reducing the quarterly net loss to $18.2 million from $21.3 million. For the first nine months, revenue reached $12.4 million (up 22% year over year) and net loss improved to $57.6 million.
Cash, cash equivalents and investments totaled $251.2 million as of September 30, 2025, and operating cash use was $33.6 million year to date. The company repurchased 1,006,400 shares in Q3 for $2.0 million and 5,232,886 shares year to date for $10.1 million, with $3.1 million remaining under authorization. International sales represented 48% of Q3 revenue, and two customers accounted for 15% and 10% of quarterly revenue.
The company highlighted its May launch of the Proteograph ONE Assay and SP200 instrument. Class B common stock will automatically convert into Class A on December 9, 2025.
Seer, Inc. (SEER) furnished an earnings update by issuing a press release announcing results for the quarter ended September 30, 2025. The press release is attached as Exhibit 99.1 and incorporated by reference for informational purposes. The company stated that the Item 2.02 information and Exhibit 99.1 are furnished, not filed, under the Exchange Act, which means they are not subject to Section 18 liabilities and are not incorporated into other filings by reference. The report was signed by President and Chief Financial Officer David Horn.
Seer, Inc. is soliciting proxies for a Special Meeting to vote on an amendment to its certificate of incorporation to change the date when Class B common stock will automatically convert into Class A common stock (Proposal No. 1) and a related proposal to approve adjournments if additional voting is needed (Proposal No. 2). Stockholders of record may vote by Internet, telephone, mail or virtually during the meeting and can submit questions in advance or in real time. The proxy card designates named proxies who will vote shares per stockholder instructions or, if no instruction is given, in accordance with the board's recommendations. The disclosure lists key beneficial holders and option positions, including reported shared voting power by SoftBank entities with 5,135,383 Class A shares and other institutional holders reporting multi‑million share positions. Aggregated insider holdings and exercisable options within 60 days of September 30, 2025 are reported for directors and named executives.
Seer, Inc. (SEER) director Ro Isaac received equity awards on 09/02/2025 consisting of 41,000 restricted stock units (RSUs) and a stock option for 61,000 shares with a $2.04 exercise price. The RSUs and the option shares vest in three equal annual installments beginning on September 2, 2026, and the option expires September 2, 2035. After the reported transactions, Mr. Isaac beneficially owns 41,000 Class A shares and holds options covering 61,000 shares. The Form 4 was filed by one reporting person and executed under power of attorney.