BIODESIX INC
For the period ended May 20, 2025. Filed Apr 28, 2025.
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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
May 20, 2025 · Filed Apr 28, 2025
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE 14A
(Rule
14a-101)
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934
(Amendment No.
)
| ☒ | Filed by the Registrant |
|---|---|
| ☐ | Filed by a Party other than the Registrant |
Check the appropriate box:
| ☐ | Preliminary Proxy Statement |
|---|---|
| ☐ | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
| ☒ | Definitive Proxy Statement |
| ☐ | Definitive Additional Materials |
| ☐ | Soliciting Material under § 240.14a-12 |
Biodesix, Inc.
(Name of Registrant as Specified in its Charter)
(Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)
Payment of Filing Fee (Check the appropriate box):
| ☒ | No fee required. |
|---|---|
| ☐ | Fee paid previously with preliminary materials. |
| ☐ | Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11. |
Biodesix, Inc.
919 West Dillon Rd.,
Louisville, CO 80027
Notice of 2025 Annual Meeting of Stockholders
Dear Biodesix Stockholders:
You are invited to attend Biodesix, Inc.’s 2025 Annual Meeting of Stockholders (the Annual Meeting).
| Date: | May 20, 2025 (Tuesday) |
|---|---|
| Time: | 1:00 p.m., Mountain Time |
| Virtual Location: | You can attend the Annual Meeting online, including to vote and/or submit questions, at www.proxydocs.com/BDSX. See page 1 of the accompanying proxy statement for additional information regarding participation in the virtual meeting. |
| Items of Business: | At the Annual Meeting, stockholders will be asked to vote: 1. To elect the two Class II directors named in this proxy statement to hold office until the 2028 annual meeting of stockholders; 2. To ratify the appointment of KPMG LLP as our independent registered public accounting firm for the year ending December 31, 2025; 3. To approve an amendment to the Company’s amended and restated certificate of incorporation to effect a reverse stock split of the Company’s Common Stock at a ratio ranging from any whole number between 1-for-2 and 1-for-20 inclusive, as determined by our board of directors in its discretion, subject to our board of directors’ authority to abandon such amendments; 4. To approve the Company’s Amended and Restated Employee Stock Purchase Plan; and 5. To conduct any other business properly brought before the meeting, or any adjournment or postponement thereof. |
| Record Date: | You can participate in the Annual Meeting and vote if you were a stockholder of record as of the close of business on March 24, 2025. |
| Voting: | Your vote is very important to us. Whether or not you plan to attend the virtual Annual Meeting, please ensure your shares are represented by voting promptly. For instructions on how to vote your shares, please refer to the instructions included with this proxy statement and your proxy card. |
By order of the Board of Directors,
Robin Harper Cowie
Chief Financial Officer, Secretary and Treasurer
April 28, 2025
This Notice of 2025 Annual Meeting of Stockholders, the accompanying proxy statement and our 2024 Annual Report on Form 10-K are available on our website at https://investors.biodesix.com/investor-relations in the SEC Filings section, as well as atwww.proxydocs.com/BDSX.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.