O'Kane Kieran 4

4 · BIODESIX INC · Filed Feb 23, 2026

AI-generated summary of this filing

Updated Feb 24, 2026

Biodesix (BDSX) CCO Kieran O'Kane Sells 535 Shares

What Happened

Kieran O'Kane, Chief Commercial Officer of Biodesix (BDSX), had 1,469 restricted stock units (RSUs) convert to common shares on 2026-02-20 and then sold 535 shares in an open-market transaction on 2026-02-23. The 535-share sale was at $12.78 per share for proceeds of $6,835. The RSU conversion resulted in shares that were automatically sold to cover taxes.

Key Details

Transaction dates and prices:
- 2026-02-20: RSUs converted to 1,469 shares (derivative exercise/vesting).
- 2026-02-20: Shares sold automatically to cover taxes (tax-withholding sale tied to the RSU vesting). The broker-wide weighted average sale price for tax withholding on that date ranged from $12.58 to $13.16 (Reporting Person can provide the per-price breakdown on request).
- 2026-02-23: Open-market sale of 535 shares at $12.78 per share, total proceeds $6,835.
Shares owned after transaction: Not specified in the provided filing.
Notable footnotes:
- F2/F3: The tax-related sales were automatic sales by the issuer’s broker to satisfy withholding; the reported price for those sales is a weighted average across multiple employee sales.
- F4: All share counts reflect a one-for-twenty reverse split effective Sept 15, 2025.
- F5: The RSUs vest in four equal annual installments beginning Feb 20, 2025.
Timeliness: Form 4 was filed on 2026-02-23 for transactions dated 2026-02-20–02-23; no late-filing indication in the provided information.

Context

These were not outright purchases; the 1,469-share conversion was the vesting/settlement of RSUs (a non-cash award), with some or all of those shares sold automatically to cover taxes (a common, routine payroll withholding action). The separate open-market sale of 535 shares reduced the insider’s holdings by that amount. This filing is informational and does not by itself indicate the insider’s intent or future expectations.

Form 4

Period: 2026-02-20

Chief Commercial Officer

Transactions

Exercise/Conversion
Common Stock
[F1]
2026-02-20+1,469→ 10,354 total
Sale
Common Stock
[F2][F3]
2026-02-23$12.78/sh−535$6,835→ 9,819 total
Exercise/Conversion
Restricted Stock Units
[F1][F4][F5]
2026-02-20−1,469→ 4,406 total
→ Common Stock (1,469 underlying)

Footnotes (5)

[F1]Each restricted stock unit (the "RSU") represents a contingent right to receive one share of the Issuer's Common Stock.
[F2]These shares of the Issuer's Common Stock were sold automatically to cover taxes upon the vesting of RSUs.
[F3]The price reported in Column 4 is a weighted average price of all shares sold on the transaction date by the Issuer's broker to cover taxes upon the vesting of RSUs for certain employees of the Issuer, including the Reporting Person. These shares were sold in multiple transactions at prices ranging from $12.58 to $13.16, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
[F4]These numbers have been adjusted to reflect the one-for-twenty reverse stock split effective September 15, 2025.
[F5]These RSUs vest in a series of four successive equal annual installments measured from February 20, 2025, generally subject to the Reporting Person's continued service with the Issuer, and have no expiration date.

Signature

/s/ Robin H. Cowie as Attorney-in-Fact for Kieran O'Kane|2026-02-23

1 file