Cowie Robin Harper 4

4 · BIODESIX INC · Filed Feb 23, 2026

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Updated Feb 24, 2026

Biodesix (BDSX) CFO Robin Harper Cowie Sells 535 Shares to Cover Taxes

What Happened

Robin Harper Cowie, Chief Financial Officer, reported the conversion/vesting of 1,469 restricted stock units (RSUs) on Feb 20, 2026. Following the vesting, 535 shares were sold in an open-market transaction on Feb 23, 2026 at a weighted average price of $12.78, generating approximately $6,835. The filing shows the RSU conversion/derivative transaction and the subsequent sale to cover tax withholding.

Key Details

Transaction dates: RSU conversion/vesting recorded 2026-02-20; open-market sale recorded 2026-02-23.
Sale: 535 shares sold at a weighted average price of $12.78; total proceeds reported ~$6,835.
Derivative/vesting: 1,469 RSUs converted to common stock (reported as an M-code exercise/conversion).
Tax withholding: Shares were sold/withheld to cover taxes upon RSU vesting (automatic sell-to-cover). The sale price reported is a weighted average; prices for the broker’s multiple trades ranged $12.58–$13.16 (footnote).
Reverse split: All share amounts were adjusted for the one-for-twenty reverse split effective Sept 15, 2025.
Shares owned after transaction: Not specified in the filing.
Timeliness: Form 4 was filed on Feb 23, 2026 for a Feb 20, 2026 vesting/sale — appears timely (filed within the Form 4 reporting window).

Context

These were RSU vesting and related sell-to-cover tax transactions (routine administrative actions), not an independent open-market investment decision. For derivative entries: converting RSUs into shares is common and, when paired with sell-to-cover, typically reflects tax-withholding rather than a directional bet on the stock.

Form 4

Period: 2026-02-20

CFO, Sec'y & Treasurer

Transactions

Exercise/Conversion
Common Stock
[F1]
2026-02-20+1,469→ 16,766 total
Sale
Common Stock
[F2][F3]
2026-02-23$12.78/sh−535$6,835→ 16,231 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 Harper Cowie|2026-02-23

1 file