UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 8.01—Other Events.
On June 23, 2023, Biodesix, Inc. (the “Company”) commenced a tender offer to exchange eligible stock options for replacement stock options with modified terms pursuant to the Offer to Exchange Eligible Options for New Options, dated June 23, 2023 (the “Exchange Offer”). The Exchange Offer expired at 10:00 p.m., Mountain Time, on Monday, July 24, 2023.
Pursuant to the Exchange Offer, 83 employees elected to exchange outstanding options, and the Company accepted for cancellation options to purchase an aggregate of 757,595 shares of the Company’s common stock (“Common Stock”), representing approximately 99% of the total shares of Common Stock underlying the options eligible for exchange. Following the expiration of the Exchange Offer, on July 24, 2023, the Company granted new options to purchase 156,868 shares of Common Stock, pursuant to the terms of the Exchange Offer and the Company’s 2020 Equity Incentive Plan. The exercise price per share of the stock options granted pursuant to the Exchange Offer was $1.20 per share, which was the closing price per share of Common Stock on The Nasdaq Global Select Market on the grant date of such new stock options. The vesting terms of the new stock options are described in detail in the Exchange Offer.
Item 9.01—Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. |
Description | |
| 104 | Cover Page Interactive File (the cover page tags are embedded within the Inline XBRL document). | |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| BIODESIX, INC. | ||||||
| Dated: July 26, 2023 | By: | /s/ Robin Harper Cowie | ||||
| Name: | Robin Harper Cowie | |||||
| Title: | Chief Financial Officer | |||||