Guardant Health, Inc.
For the period ended Jun 17, 2026. Filed Apr 28, 2026.
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Jun 17, 2026 · Filed Apr 28, 2026
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
Filed by the Registrant
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| ☒ | Definitive Proxy Statement |
| ☐ | Definitive Additional Materials |
| ☐ | Soliciting Material Pursuant to §240.14a-12 |
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Palo Alto, California 94304
Dear Guardant Stockholder:
We are pleased to invite you to attend the Guardant Health, Inc. 2026 Annual Meeting of Stockholders to be held on Wednesday, June 17, 2026, at 9:30 a.m. Pacific Time, virtually atwww.virtualshareholdermeeting.com/GH2026.
The last year was a breakout year of growth and execution for Guardant Health®. In 2025, we delivered 363,000 clinical tests and $982 million of revenue, representing 33% year-over-year growth. This strong performance reflected broad-based momentum across Oncology, Screening, and Biopharma & Data and reinforced the strength of our differentiated platform.
In Oncology, our suite of solutions continued to demonstrate strong momentum with another year of record volume and revenue. Guardant360® Liquid continued to extend its late stage therapy selection leadership position fueled by the successful rollout of new Smart applications. In the second quarter of 2025, we also upgraded Guardant360® Tissue onto our Smart platform, expanding genomic breadth, adding RNA capabilities, and dramatically lowering the sample input requirement.
Guardant Reveal® was once again our fastest-growing Oncology product driven by expanded Medicare coverage and new clinical evidence in early stage minimal residual disease. We obtained Medicare coverage for colorectal cancer surveillance in early 2025 and throughout the year we continued to build on the clinical body of evidence with multiple publications and data announcements. In the fourth quarter of 2025, we launched Reveal Therapy Monitoring, marking the first Reveal offering in late-stage cancer with initial applications in immuno-oncology and chemotherapy monitoring. This exciting new use case was met with very strong customer feedback and the synergistictie-in with Guardant360 further strengthens our leading position in the late stage cancer setting.
Our Biopharma & Data business continued to perform at a high level with our partner base expanding to more than 200 companies. We further strengthened our leadership in blood-based companion diagnostics with a number of new approvals and ended the year with 25 regulatory clearances across the United States, Japan, and Europe. The positive results from the SERENA-6 Phase III study by AstraZeneca in June 2025 were an exciting example of the high impact engagement we have with our biopharma partners.
In Screening, 2025 represented the first full year of Shield™ since FDA approval and a major step forward in our mission to detect cancer earlier. We performed approximately 87,000 Shield tests, generating approximately $80 million of Screening revenue during the year. We achieved advanced diagnostic laboratory test (ADLT) status for Shield, securing a $1,495 Medicare reimbursement rate and saw Shield included in the National Comprehensive Cancer Network (NCCN) colorectal cancer screening guidelines. We continued to meaningfully scale the commercial screening team throughout the year and further expanded our commercial reach through collaborations with Quest Diagnostics and PathGroup. We were very encouraged to see real world Shield performance continue to exhibit high adherence throughout the year and were excited to launch our Shield multi-cancer data collection initiative in the fourth quarter.
In summary, 2025 was a breakout year of business execution consistent with our long-term strategy, with strong momentum cross the portfolio and multiple new products and applications setting the company up for 2026 and beyond.
We hope that you will join us at our 2026 Annual Meeting of Stockholders on June 17, 2026. Your continuing interest in Guardant Health is very much appreciated.
Sincerely,
Helmy Eltoukhy
Chairperson of the Board of Directors
and Co-Chief Executive Officer
AmirAli Talasaz
Co-Chief Executive Officer
Palo Alto, California, 94304
NOTICE OF 2026 ANNUAL MEETING OF STOCKHOLDERS
TO BE HELD ON JUNE 17, 2026
To the Stockholders of Guardant Health, Inc.:
NOTICE IS HEREBY GIVEN that the 2026 Annual Meeting of Stockholders (the “Annual Meeting”) of Guardant Health, Inc., a Delaware corporation, will be held on Wednesday, June 17, 2026, at 9:30 a.m. Pacific Time, virtually atwww.virtualshareholdermeeting.com/GH2026.
The Annual Meeting will be held for the following purposes:
| 1. | To elect the two Class II director nominees to serve on the Board of Directors of Guardant Health, Inc. for a three-year term expiring at the 2029 annual meeting of stockholders or until their successors have been elected and qualified. The two nominees for election to the Board of Directors are Ian Clark and Manuel Hidalgo Medina; |
| 2. | To ratify the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for our fiscal year ending December 31, 2026; |
| 3. | To approve, on a non-binding advisory basis, the compensation of our named executive officers, as described in the “Compensation Discussion and Analysis,” executive compensation tables and accompanying narrative disclosures in our proxy materials; |
| 4. | To approve, on a non-binding advisory basis, the frequency of future stockholder advisory votes regarding the compensation of our named executive officers, or say-on-pay votes; and |
| 5. | To consider and take action upon such other matters as may properly come before the Annual Meeting or any adjournment or postponement thereof. |
These matters are more fully described in our proxy materials accompanying this Notice.
We know of no other matters to come before the Annual Meeting. Only stockholders who owned shares of common stock of Guardant Health, Inc. at the close of business on April 20, 2026 are entitled to notice of and to vote on matters brought for vote at the Annual Meeting or at any postponements or adjournments thereof.
You are cordially invited to attend the meeting conducted via live webcast, by registering atwww.virtualshareholdermeeting.com/GH2026. You will not be able to attend the Annual Meeting in person. Whether or not you expect to attend, the Board of Directors respectfully requests that you vote your shares of common stock in the manner described in this proxy statement. You may revoke your proxy in the manner described in this proxy statement at any time before it has been voted at the meeting. Regardless of the number of shares of common stock you own, as a stockholder your role is very important, and the Board of Directors strongly encourages you to exercise your right to vote.
By order of the Board of Directors of Guardant Health, Inc.,
John Saia
Chief Legal Officer and Corporate Secretary
Palo Alto, California
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