Filing Details
- Accession Number:
- 0001209191-20-056750
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2020-11-03 18:24:03
- Reporting Period:
- 2020-06-18
- Accepted Time:
- 2020-11-03 18:24:03
- SEC Url:
- Form 4 Filing
Issuer
| Cik | Name | Symbol | Sector (SIC) | IRS No |
|---|---|---|---|---|
| 1439725 | Biodesix Inc | BDSX | () | 4 |
Insiders
| Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
|---|---|---|---|---|---|---|---|
| 1377832 | Matthew Strobeck | 2970 Wilderness Place, Suite 100 Boulder CO 80301 | Yes | No | No | No |
Reported Non-Derivative Transactions
| Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|---|---|---|---|---|---|
| Common Stock | Acquisiton | 2020-10-30 | 831,747 | $0.00 | 831,747 | No | 4 | C | Direct | |
| Common Stock | Acquisiton | 2020-10-30 | 21,973 | $0.00 | 21,973 | No | 4 | C | Indirect | By Clajer Capital LLC |
| Common Stock | Acquisiton | 2020-10-30 | 18,714 | $14.40 | 40,687 | No | 4 | C | Indirect | By Clajer Capital LLC |
| Common Stock | Acquisiton | 2020-10-30 | 76,631 | $14.40 | 908,378 | No | 4 | C | Direct | |
| Common Stock | Acquisiton | 2020-10-30 | 3,522 | $14.40 | 3,522 | No | 4 | C | Indirect | By UGMA Account |
| Common Stock | Acquisiton | 2020-10-30 | 3,522 | $14.40 | 3,522 | No | 4 | C | Indirect | By UGMA Account |
| Common Stock | Acquisiton | 2020-10-30 | 3,522 | $14.40 | 3,522 | No | 4 | C | Indirect | By UGMA Account |
| Common Stock | Acquisiton | 2020-10-30 | 3,522 | $14.40 | 3,522 | No | 4 | C | Indirect | By UGMA Account |
| Common Stock | Acquisiton | 2020-10-30 | 83,333 | $18.00 | 83,333 | No | 4 | P | Indirect | By Birchview Fund LLC |
| Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|
| No | 4 | C | Direct | |
| No | 4 | C | Indirect | By Clajer Capital LLC |
| No | 4 | C | Indirect | By Clajer Capital LLC |
| No | 4 | C | Direct | |
| No | 4 | C | Indirect | By UGMA Account |
| No | 4 | C | Indirect | By UGMA Account |
| No | 4 | C | Indirect | By UGMA Account |
| No | 4 | C | Indirect | By UGMA Account |
| No | 4 | P | Indirect | By Birchview Fund LLC |
Reported Derivative Transactions
| Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
|---|---|---|---|---|---|---|---|
| Common Stock | Series C Preferred Stock | Disposition | 2020-10-30 | 100,000 | $0.00 | 16,847 | $0.00 |
| Common Stock | Series D Preferred Stock | Disposition | 2020-10-30 | 686,250 | $0.00 | 115,610 | $0.00 |
| Common Stock | Series E Preferred Stock | Disposition | 2020-10-30 | 750,907 | $0.00 | 126,503 | $0.00 |
| Common Stock | Series F Preferred Stock | Disposition | 2020-10-30 | 903,516 | $0.00 | 152,212 | $0.00 |
| Common Stock | Series G Preferred Stock | Disposition | 2020-10-30 | 1,660,268 | $0.00 | 279,699 | $0.00 |
| Common Stock | Series H Preferred Stock | Disposition | 2020-10-30 | 836,231 | $0.00 | 140,877 | $0.00 |
| Common Stock | Series H Preferred Stock | Disposition | 2020-10-30 | 130,433 | $0.00 | 21,973 | $0.00 |
| Common Stock | 3% Convertible Debt due June 2021 | Acquisiton | 2020-06-18 | 0 | $0.00 | 383 | $0.00 |
| Common Stock | 3% Convertible Debt due June 2021 | Acquisiton | 2020-06-18 | 0 | $0.00 | 14,534 | $0.00 |
| Common Stock | 3% Convertible Debt due June 2021 | Acquisiton | 2020-06-18 | 0 | $0.00 | 1,755 | $0.00 |
| Common Stock | 3% Convertible Debt due June 2021 | Acquisiton | 2020-06-18 | 0 | $0.00 | 1,755 | $0.00 |
| Common Stock | 3% Convertible Debt due June 2021 | Acquisiton | 2020-06-18 | 0 | $0.00 | 1,755 | $0.00 |
| Common Stock | 3% Convertible Debt due June 2021 | Acquisiton | 2020-06-18 | 0 | $0.00 | 1,755 | $0.00 |
| Common Stock | 3% Convertible Debt due June 2021 | Disposition | 2020-10-30 | 0 | $0.00 | 18,714 | $14.40 |
| Common Stock | 3% Convertible Debt due June 2021 | Disposition | 2020-10-30 | 0 | $0.00 | 76,631 | $14.40 |
| Common Stock | 3% Convertible Debt due June 2021 | Disposition | 2020-10-30 | 0 | $0.00 | 3,522 | $14.40 |
| Common Stock | 3% Convertible Debt due June 2021 | Disposition | 2020-10-30 | 0 | $0.00 | 3,522 | $14.40 |
| Common Stock | 3% Convertible Debt due June 2021 | Disposition | 2020-10-30 | 0 | $0.00 | 3,522 | $14.40 |
| Common Stock | 3% Convertible Debt due June 2021 | Disposition | 2020-10-30 | 0 | $0.00 | 3,522 | $14.40 |
| Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
|---|---|---|---|---|---|---|
| 0 | No | 4 | C | Direct | ||
| 0 | No | 4 | C | Direct | ||
| 0 | No | 4 | C | Direct | ||
| 0 | No | 4 | C | Direct | ||
| 0 | No | 4 | C | Direct | ||
| 0 | No | 4 | C | Direct | ||
| 0 | No | 4 | C | Indirect | ||
| 0 | 2021-06-30 | No | 4 | A | Indirect | |
| 0 | 2021-06-30 | No | 4 | A | Direct | |
| 0 | 2021-06-30 | No | 4 | A | Indirect | |
| 0 | 2021-06-30 | No | 4 | A | Indirect | |
| 0 | 2021-06-30 | No | 4 | A | Indirect | |
| 0 | 2021-06-30 | No | 4 | A | Indirect | |
| 0 | 2021-06-30 | No | 4 | C | Indirect | |
| 0 | 2021-06-30 | No | 4 | C | Direct | |
| 0 | 2021-06-30 | No | 4 | C | Indirect | |
| 0 | 2021-06-30 | No | 4 | C | Indirect | |
| 0 | 2021-06-30 | No | 4 | C | Indirect | |
| 0 | 2021-06-30 | No | 4 | C | Indirect |
Footnotes
- Every share of Series B Preferred Stock, Series C Preferred Stock, Series D Preferred Stock, Series E Preferred Stock, Series F Preferred Stock, Series G Preferred Stock and Series H Preferred Stock, (collectively, the "Preferred Stock") converted into approximately 0.1684664 shares of Issuer Common Stock ("Common Stock") at the closing of the Issuer's initial public offering ("IPO"). Share numbers gave effect to such conversion. The Preferred Stock had no expiration date.
- The reporting person is an affiliate of Clajer Capital LLC. The reporting person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.
- The reporting person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.
- The reporting person has sole voting and dispositive power with respect to shares held by Birchview Fund, LLC in his capacity as the Chief Executive Officer of such entity. The reporting person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.
- This Convertible Debt paid interest at 3% per annum and was payable in full upon maturity through the conversion to Series H Preferred Stock at 80% of the original issuance price of $1.15 per share. On or before the maturity date and if the Convertible Debt remained unpaid, the outstanding principal and unpaid accrued interest was to be automatically converted into Common Stock at the completion of the IPO at a conversion price equal to 80% of the price per share paid for the Common Stock sold in the IPO. Share numbers give effect to such conversion; debt amount reflects principal only, no interest.
- This transaction occurred prior to the Issuer's initial public offering and is being reported on Form 4 solely for purposes of compliance with Rule 16a-2(a) under the Securities Exchange Act of 1934, as amended. The securities covered by such transaction were previously included on the Reporting Person's Form 3.
- Upon completion of the IPO, the outstanding principal and unpaid accrued interest on this Convertible Debt was automatically converted into Common Stock. Share numbers gave effect to such conversion; debt amount reflects principal only, no interest.
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