Sec Form 3 Filing - PATIENCE JOHN @ BIODESIX INC - 2020-10-27

Insider filing report for Changes in Beneficial Ownership
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FORM 3
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
PATIENCE JOHN
2. Issuer Name and Ticker or Trading Symbol
BIODESIX INC [ BDSX]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chairman
(Last) (First) (Middle)
2970 WILDERNESS PLACE, SUITE 100
3. Date of Earliest Transaction (MM/DD/YY)
10/27/2020
(Street)
BOULDER, CO80301
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Series B Preferred Stock ( 1 ) ( 1 ) ( 1 ) Common Stock 245,042 I ( 2 ) By Patience Enterprises LP ( 2 )
Series B-1 Preferred Stock ( 3 ) ( 3 ) ( 3 ) Common Stock 245,041 I ( 4 ) By John Patience Living Trust dated 7/23/1993 ( 4 )
Series C Preferred Stock ( 1 ) ( 1 ) ( 1 ) Common Stock 112,311 I ( 4 ) By John Patience Living Trust dated 7/23/1993 ( 4 )
Series D Preferred Stock ( 1 ) ( 1 ) ( 1 ) Common Stock 42,117 I ( 2 ) By Patience Enterprises LP ( 2 )
Series D Preferred Stock ( 1 ) ( 1 ) ( 1 ) Common Stock 494,033 I ( 4 ) By John Patience Living Trust dated 7/23/1993 ( 4 )
Series E Preferred Stock ( 1 ) ( 1 ) ( 1 ) Common Stock 136,323 I ( 2 ) By Patience Enterprises LP ( 2 )
Series E Preferred Stock ( 1 ) ( 1 ) ( 1 ) Common Stock 250,109 I ( 4 ) By John Patience Living Trust dated 7/23/1993 ( 4 )
Series F Preferred Stock ( 1 ) ( 1 ) ( 1 ) Common Stock 540,050 I ( 2 ) By Patience Enterprises LP ( 2 )
Series F Preferred Stock ( 1 ) ( 1 ) ( 1 ) Common Stock 514,806 I ( 4 ) By John Patience Living Trust dated 7/23/1993 ( 4 )
Series G Preferred Stock ( 1 ) ( 1 ) ( 1 ) Common Stock 161,242 I ( 2 ) By Patience Enterprises LP ( 2 )
Series G Preferred Stock ( 1 ) ( 1 ) ( 1 ) Common Stock 1,130,715 I ( 4 ) By John Patience Living Trust dated 7/23/1993 ( 4 )
Series H Preferred Stock ( 1 ) ( 1 ) ( 1 ) Common Stock 704,596 I ( 2 ) By Patience Enterprises LP ( 2 )
3% Convertible Debt due June 2021 ( 5 ) ( 5 ) 06/30/2021 Common Stock 81,600 I ( 2 ) By Patience Enterprises LP ( 2 )
3% Convertible Debt due June 2021 ( 5 ) ( 5 ) 06/30/2021 Common Stock 64,416 I ( 4 ) By John Patience Living Trust dated 7/23/1993 ( 4 )
Stock Options (Right to Buy) $ 6.83 ( 6 ) 07/15/2029 Common Stock 35,158 D
Stock Options (Right to Buy) $ 6.83 ( 7 ) 04/14/2030 Common Stock 35,158 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
PATIENCE JOHN
2970 WILDERNESS PLACE, SUITE 100
BOULDER, CO80301
X X Chairman
Signatures
/s/ Robin H. Cowie as Attorney-in-Fact for John Patience 10/27/2020
Signature of Reporting Person Date
Explanation of Responses:
( 1 )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") is convertible into approximately 0.1684664 shares of Issuer Common Stock ("Common Stock") upon the closing of the Issuer's initial public offering ("IPO"). Share numbers give effect to such conversion. The Preferred Stock has no expiration date.
( 2 )The reporting person is the sole general partner of Patience Enterprises LP. The reporting person disclaims beneficial ownership of these securities 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.
( 3 )Every share of Series B-1 Preferred Stock ("B-1 Preferred Stock") is convertible into approximately 0.196 shares of Common Stock. Share numbers give effect to such conversion. The B-1 Preferred Stock has no expiration date.
( 4 )The reporting person is the sole trustee of John Patience Trust (July 23, 1993).
( 5 )This Convertible Debt pays interest at 3% per annum and is 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 is unpaid, the outstanding principal and unpaid accrued interest shall be automatically converted into Common Stock at the completion of the IPO. The conversion price will be equal to 80% of the price per share paid for the Common Stock sold in the IPO. The conversion price is $14.40, or 80% of the $18 price per share paid for the Common Stock sold in the IPO.
( 6 )This option vested in 12 successive, equal monthly installments measured from April 1, 2019.
( 7 )This option vests in 12 successive, equal monthly installments measured from April 1, 2020.

Remarks:
Exhibit List Exhibit 24 - Power of Attorney

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