BIODESIX INC·4

Feb 23, 8:22 PM ET

Hutton Scott 4

4 · BIODESIX INC · Filed Feb 23, 2026

Research Summary

AI-generated summary of this filing

Updated

Biodesix (BDSX) CEO Hutton Scott Sells 1,490 Shares

What Happened

  • Hutton Scott, President & CEO and a director of Biodesix, converted/ exercised 4,844 RSUs into common shares on Feb 20, 2026 (transaction code M). Following the vesting/conversion, 1,490 shares were sold in the open market on Feb 23, 2026 for a weighted average price of $12.78, generating $19,036. The conversion/sale reflects RSU vesting and subsequent tax-withholding sales rather than an independent market purchase.

Key Details

  • Transaction dates: conversion/exercise 2026-02-20; sale 2026-02-23. Filing date: 2026-02-23 (reporting period 2026-02-20).
  • Shares converted/acquired: 4,844 (from RSUs; M = exercise/conversion of a derivative).
  • Shares sold: 1,490 at a weighted average price of $12.78 for proceeds of $19,036. Reported sale prices ranged from $12.58 to $13.16; full breakdown is available on request per the filing.
  • Tax withholding: the filing notes these shares were sold automatically to cover taxes upon RSU vesting (automatic/withholding sale).
  • RSU details: each RSU equals one share; these RSUs vest in four equal annual installments beginning Feb 20, 2025 and have no expiration. Numbers were adjusted for a 1-for-20 reverse split effective Sep 15, 2025.
  • Shares owned after the transaction: not disclosed in the filing.

Context

  • This was not a market buy (which can be a bullish signal) but an automatic sale tied to RSU vesting and tax withholding. For derivative items: "exercised/converted" here means previously granted RSUs became actual shares, and a portion was sold to satisfy tax obligations. The reported weighted average sale price and range reflect multiple trades executed by the issuer’s broker to cover withholding.

Insider Transaction Report

Form 4
Period: 2026-02-20
Hutton Scott
DirectorPresident & CEO
Transactions
  • Exercise/Conversion

    Common Stock

    [F1]
    2026-02-20+4,84450,257 total
  • Sale

    Common Stock

    [F2][F3]
    2026-02-23$12.78/sh1,490$19,03648,767 total
  • Exercise/Conversion

    Restricted Stock Units

    [F1][F4][F5]
    2026-02-204,84414,531 total
    Common Stock (4,844 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 Scott Hutton|2026-02-23

Documents

1 file
  • 4
    form4.xmlPrimary

    FORM 4