Filing Analysis
Biodesix, Inc. filed an 8-K to announce its financial and operating results for the second quarter ended June 30, 2026. The filing serves as a placeholder to furnish the earnings press release.
📋 Key Facts
- Report date: August 5, 2026
- Reporting period: Second Quarter ended June 30, 2026
- The company issued a press release (Exhibit 99.1) containing financial and operating results.
- Filed under Item 2.02 (Results of Operations and Financial Condition).
Biodesix, Inc. reported the voting results from its 2026 Annual Meeting of Stockholders held on May 19, 2026. Stockholders elected two Class III directors, approved executive compensation on an advisory basis, selected a one-year frequency for future advisory compensation votes, and ratified KPMG LLP as the independent auditor for 2026.
📋 Key Facts
- The Annual Meeting of Stockholders was held on May 19, 2026.
- As of the March 23, 2026 record date, there were 10,107,219 shares of common stock outstanding and entitled to vote.
- Jean Franchi and Hany Massarany were elected as Class III directors to serve until the 2029 annual meeting.
- Stockholders ratified the appointment of KPMG LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2026.
Biodesix, Inc. announced its financial and operating results for the first quarter ended March 31, 2026, via a press release. The filing serves as a standard quarterly earnings disclosure under Item 2.02.
📋 Key Facts
- The report was filed on May 4, 2026, covering the fiscal quarter ended March 31, 2026.
- The financial results were disclosed through a press release furnished as Exhibit 99.1.
- The information in the filing is furnished under Item 2.02 and is not deemed 'filed' for Section 18 purposes.
Biodesix, Inc. announced its financial and operating results for the fourth quarter and fiscal year ended December 31, 2025. The announcement was made via a press release furnished with the filing.
📋 Key Facts
- Announced Q4 and full year 2025 financial results on February 26, 2026.
- The filing includes Item 2.02 (Results of Operations and Financial Condition).
- A press release was furnished as Exhibit 99.1.
Biodesix, Inc. filed this 8-K/A to recharacterize a previously furnished press release regarding preliminary and unaudited financial results for Q4 and FY2025 as an official filing under Item 2.02.
🚩 Red Flags
- None identified in this specific amendment; recharacterizing from 'furnished' to 'filed' is a technical regulatory adjustment often used to ensure the data is incorporated by reference into future SEC filings.
📋 Key Facts
- The filing is an amendment (8-K/A) to a report filed on January 12, 2026.
- Purpose of filing: To recharacterize preliminary and unaudited financial results for the fourth quarter and year ended December 31, 2025 as 'filed' rather than 'furnished'.
- The company is reporting on its financial condition and results of operations under Item 2.02.
- No other changes were made to the original submission.
Biodesix, Inc. filed an 8-K to announce its financial and operating results for the third quarter ended September 30, 2025. The filing serves as a formal announcement of the earnings release issued on November 3, 2025.
📋 Key Facts
- Report date: November 3, 2025
- Reporting period: Third quarter ended September 30, 2025
- The filing includes a press release as Exhibit 99.1 containing the financial results.
- Company is an emerging growth company.
Biodesix, Inc. has successfully regained compliance with Nasdaq's minimum bid price requirement of $1.00 per share. This resolves the deficiency notice previously issued on March 24, 2025.
🚩 Red Flags
- Historical stock price volatility/weakness (previously trading below $1.00 for 30+ consecutive days).
📋 Key Facts
- Nasdaq notified the Company on September 26, 2025, that it has regained compliance with Nasdaq Listing Rule 5450(a)(1).
- The deficiency originated from the stock closing below $1.00 for 30 consecutive business days.
- Compliance was achieved by maintaining a closing bid price of at least $1.00 for ten consecutive business days.
- Nasdaq has indicated that the matter regarding the minimum bid price requirement is now closed.
Biodesix, Inc. has implemented a 1-for-20 reverse stock split effective September 15, 2025. Additionally, the company eliminated its Series A Non-Voting Convertible Preferred Stock on September 12, 2025.
🚩 Red Flags
- Reverse stock split (typically used to boost share price to meet exchange listing requirements or avoid delisting).
- Elimination of preferred stock series which may indicate restructuring of the capital stack.
📋 Key Facts
- Effective date of reverse split: September 15, 2025, at 12:01 a.m. ET.
- Split ratio: One-for-twenty (1:20).
- New CUSIP number for split-adjusted common stock: 09075X207.
- Fractional shares will be liquidated into cash based on the closing price from the last trading day prior to effectiveness.
- Elimination of Series A Non-Voting Convertible Preferred Stock effective September 12, 2025.
Biodesix, Inc. has announced a 1-for-20 reverse stock split to be effective on September 15, 2025. The move is intended to consolidate shares and adjust the common stock par value.
🚩 Red Flags
- Reverse stock split (often used to combat low share prices or avoid Nasdaq delisting requirements).
📋 Key Facts
- The Board of Directors approved a one-for-twenty (1:20) reverse stock split.
- Effective Date: September 15, 2025, at 12:01 a.m. ET.
- Trading on a split-adjusted basis will begin at market open on September 15, 2025.
- Every 20 shares of Common Stock will be converted into one share.
- Fractional shares will be paid out in cash based on the closing price from the last trading day prior to the effective date.
- Outstanding warrants and equity awards will undergo proportionate adjustments.
Biodesix, Inc. filed an 8-K to announce its financial and operating results for the second quarter ended June 30, 2025.
📋 Key Facts
- Report date: August 7, 2025
- Reporting period: Second Quarter ended June 30, 2025
- The filing includes a press release (Exhibit 99.1) containing the results of operations and financial condition.
Biodesix, Inc. held its 2025 annual meeting of stockholders where shareholders approved a significant reverse stock split with a ratio ranging from 1-for-2 to 1-for-20. The meeting also resulted in the election of two Class II directors and the ratification of KPMG LLP as independent auditors.
🚩 Red Flags
- Approval of a reverse stock split (ratio up to 1-for-20) is often used to boost share price to meet exchange listing requirements or improve market perception.
- The broad range of the split ratio (up to 1-for-20) indicates significant volatility/uncertainty regarding the necessary adjustment.
📋 Key Facts
- Annual Meeting held on May 20, 2025.
- Stockholders approved a reverse stock split ratio between 1-for-2 and 1-for-20, to be determined by the Board of Directors.
- Two Class II director nominees (Lawrence T. Kennedy, Jr. and Matthew Strobeck, Ph.D.) were elected to serve until 2028.
- KPMG LLP was ratified as the independent registered public accounting firm for the fiscal year ending December 31, 2025.
- Shareholders approved an increase in available shares under the Amended and Restated Employee Stock Purchase Plan by 1,451,500 shares.
Biodesix, Inc. filed an 8-K to announce its financial and operating results for the first quarter ended March 31, 2025.
📋 Key Facts
- Reporting period: First Quarter ended March 31, 2025
- Filing date: May 13, 2025
- The filing includes a press release (Exhibit 99.1) detailing financial and operating results.
Biodesix, Inc. announced the planned resignations of two long-standing board members, Dr. Charles Watts and Jack Schuler, effective following the 2025 Annual Meeting on May 20, 2025.
🚩 Red Flags
- Loss of institutional knowledge: Jack Schuler has been a director since 2008 (17 years), representing significant long-term governance experience.
📋 Key Facts
- Dr. Charles Watts is resigning from the Board and the Compensation Committee, effective after the May 20, 2025, Annual Meeting.
- Jack Schuler is resigning from the Board and the Nominating and Corporate Governance Committee, effective after the May 20, 2025, Annual Meeting.
- Dr. Watts has served on the Board since July 2019.
- Mr. Schuler has served on the Board since June 2008 and will transition to a non-voting 'director emeritus' advisory role.
- Both departures are stated to be not due to any disagreements with the Company regarding operations, policies, or practices.
Biodesix, Inc. received a notice from Nasdaq stating the company's common stock has failed to meet the minimum $1.00 bid price requirement for 30 consecutive business days. The company has until September 22, 2025, to regain compliance or face potential delisting.
🚩 Red Flags
- Delisting notice from Nasdaq (Rule 5450(a)(1)).
- Potential for a reverse stock split to artificially inflate the share price.
- Failure to maintain minimum bid price requirement is a sign of significant market devaluation.
📋 Key Facts
- Received written notice from Nasdaq Listing Qualifications Staff on March 24, 2025.
- The deficiency is due to the closing bid price being below $1.00 for the last 30 consecutive business days.
- Initial compliance deadline (Compliance Date) is September 22, 2025.
- To regain compliance, the stock must close at or above $1.00 for at least ten consecutive business days.
- The company may be eligible for an additional 180-day extension if certain market value and listing standards are met.
Biodesix, Inc. filed an 8-K to announce its financial and operating results for the fourth quarter and fiscal year ended December 31, 2024.
📋 Key Facts
- Report date: March 3, 2025
- Reporting period: Q4 and Fiscal Year ended December 31, 2024
- The filing includes a press release (Exhibit 99.1) containing the financial results.
- The company is an emerging growth company.
Biodesix, Inc. issued an 8-K to announce preliminary and unaudited financial results for the fourth quarter and full year ended December 31, 2024.
📋 Key Facts
- Report date: January 10, 2025
- Reporting period: Q4 and Full Year ended December 31, 2024
- The results provided are preliminary and unaudited
- Information is furnished under Item 2.02 and not 'filed' for purposes of Section 18 liability
Biodesix, Inc. filed an 8-K to announce its financial and operating results for the third quarter ended September 30, 2024.
📋 Key Facts
- Report date: November 1, 2024
- Reporting period: Third Quarter ended September 30, 2024
- The filing is a standard earnings release under Item 2.02
- Information is furnished but not 'filed' for purposes of Section 18 of the Exchange Act
Biodesix, Inc. filed an 8-K to disclose the posting of a new corporate presentation on its investor relations website. This is a routine disclosure under Regulation FD.
📋 Key Facts
- The company posted a updated corporate presentation on August 14, 2024.
- The presentation is available via the company's investor relations website.
- The filing was signed by CFO Robin Harper Cowie.
Biodesix, Inc. filed an 8-K to announce its financial and operating results for the second quarter ended June 30, 2024.
📋 Key Facts
- Report date: August 7, 2024
- Reporting period: Second Quarter ended June 30, 2024
- The filing is a standard announcement of quarterly earnings results (Item 2.02).
- The company is an emerging growth company.
Biodesix, Inc. held its 2024 annual meeting of stockholders on May 21, 2024. The company successfully passed all proposals, including the election of three Class I directors and the ratification of KPMG LLP as independent auditors.
🚩 Red Flags
- Issuance of preferred stock to directors and officers (requires shareholder approval for compliance, but indicates potential dilution or related-party compensation structure).
📋 Key Facts
- Annual Meeting held on May 21, 2024.
- Three Class I director nominees (Jon Faiz Kayyem, Scott Hutton, and John Patience) were elected to serve until 2027.
- KPMG LLP was ratified as the independent registered public accounting firm for the fiscal year ending December 31, 2024.
- Stockholders approved the conversion of Series A Non-Voting Convertible Preferred Stock into Common Stock per Nasdaq Listing Rule 5635(d).
- Stockholders approved the issuance of Series A Preferred Stock to certain directors and officers per Nasdaq Listing Rule 5635(c).
Biodesix, Inc. filed an 8-K to announce its financial and operating results for the first quarter ended March 31, 2024.
📋 Key Facts
- Report date: May 8, 2024
- Reporting period: First Quarter ended March 31, 2024
- The filing includes a press release (Exhibit 99.1) detailing financial and operating results.
- Information is furnished under Item 2.02 but not considered 'filed' for purposes of Section 18.
Biodesix, Inc. closed a dual-track capital raise on April 9, 2024, consisting of an underwritten public offering and a concurrent private placement of Series A Non-Voting Convertible Preferred Stock. The combined transaction raised approximately $51.6 million to fund commercial expansion and R&D.
🚩 Red Flags
- Significant dilution: The public offering price ($1.15) is substantially lower than the private placement price ($46.00).
- Potential massive dilution from conversion: Up to 30,434,280 shares of common stock may be issued upon conversion of Series A Preferred Stock.
- Related-party transaction: The private placement involves management and directors as investors.
- Lock-up period: Underwriters have a 90-day lock-up restriction effective from April 5, 2024.
📋 Key Facts
- Closed an underwritten offering of 17,391,832 shares of Common Stock at $1.15 per share (net proceeds ~$18.4M).
- Completed a concurrent private placement of 760,857 shares of Series A Non-Voting Convertible Preferred Stock at $46.00 per share (gross proceeds ~$35.0M).
- The private placement investors include certain members of management and directors.
- Series A Preferred Stock converts into Common Stock at a ratio of 1:40, subject to beneficial ownership limitations.
- Total shares outstanding following the offering is expected to be approximately 113.6 million.
Biodesix, Inc. filed an 8-K to announce its financial and operating results for the fourth quarter and full year ended December 31, 2023.
📋 Key Facts
- Report date: March 1, 2024
- Reporting period: Fourth quarter and fiscal year ended December 31, 2023
- The filing includes a press release (Exhibit 99.1) detailing financial results.
- Information is furnished under Item 2.02 and not considered 'filed' for purposes of Section 18.