O'Kane Kieran 4

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.