Welcome to the special meeting for Personalis, Inc. Our host for today's call is Chris Hall, CEO and Director. I will now turn the call over to your host. Mr. Hall, you may begin.
Good morning. I'm Chris Hall, Chief Executive Officer and Director of Personalis. Welcome all of you to Personalis' 2026 Annual Meeting of Stockholders. I wanna thank you all for taking the time to join us, and hope you're safe and well. While this meeting is virtual only, registered stockholders will have the opportunity to ask questions online that are germane to the proposals. They will also have the opportunity to ask questions or make a comment online during the Q&A. Before I call the meeting to order, I'd like to take this opportunity to introduce you to the members of the Personalis Board in attendance on today's call. In addition to myself, there are Karin Eastham, Olivia Bloom, Lonnie Shoff, Ken Widder, and Dr. Woody Myers. I'd also like to thank all of our Board members for their dedication and willingness to serve.
In addition to myself, the members of the management team in attendance today are Richard Chen, our President and Chief Medical Officer, Aaron Tachibana, our Chief Operating Officer and Chief Financial Officer, and Stephen Moore, our Chief Legal Officer, who will serve as Secretary of this meeting and who will read appropriate questions aloud, if any. I'd also like to introduce Jeremy Watson, Makayla Bradford, and Chloe Lau, of BDO USA, the company's independent registered public accounting firm, and Asa Henin of Cooley LLP, the company's external legal counsel, who is available to respond to any appropriate questions. The meeting will now officially come to order. We'll proceed with the formal business of the meeting as set forth in your notice of annual meeting and proxy statement. After the formal part of the meeting, we will give you an opportunity to ask appropriate questions.
Please note that this meeting is being recorded. Will the secretary please report at this time with respect to the mailing of the notice of the meeting?
I have at this meeting an affidavit certifying that on April 2nd, 2026, the notice of the annual meeting of stockholders of the company was duly given to all stockholders of record at the close of business on March 17th, 2026. A copy of the notice and affidavit will be filed with records of this meeting.
At this time, I would like to introduce Lou Larsen, a representative of Broadridge Financial Solutions, Inc. Mr. Larsen has been appointed to act as Inspector of Election at this meeting. Mr. Larsen has taken and subscribed the customary oath of office to execute his duties with strict impartiality. We will file this oath with the records of the meeting. Mr. Larsen's function is to decide upon the qualification of voters, accept their votes, and when all matters of voting is complete, to tally the final votes. Will the Secretary please report at this time with respect to the existence of a quorum?
I have been informed by the inspector of election that proxies have been received for 91,869,300 of the 104,677,900 shares of common stock outstanding on the record date, which represents approximately 88% of the total number of outstanding shares. This constitutes a quorum for the meeting today, and we may now carry out the official business of the meeting.
We will now proceed with the formal business of the meeting. Will the Secretary please open the polls for voting?
Time is now 9:00 A.M. Pacific Time, and the polls are now open for voting for the matters to be presented. The polls will be closed to voting after we go through the matters to be voted on. There are three proposals to be considered today by the stockholders.
The first item of business is the election of two class one nominees for director to hold office until the annual meeting of stockholders in 2029 and until their successors have been duly elected and qualified or until their earlier death, resignation, or removal. In accordance with the provisions of our bylaws, stockholders are required to provide advance notice of their intent to nominate candidates for directors. No stockholders submitted such notice. Therefore, I declare the nominations for directors closed. The nominees for director are Olivia K. Bloom and Woodrow A. Myers, Jr., MD. Are there any questions regarding the election of our class one directors? The second item of business today is the ratification of the selection by the audit committee of the board of directors of BDO USA, P.C.
As the independent registered public accounting firm of the company for the fiscal year ending December 31, 2026. Are there any questions regarding the ratification of the selection of our auditors? Proposal three. The third item of business today is to approve on a non-binding advisory basis the compensation of the company's named executive officers. The stockholders have been asked to approve on a non-binding advisory basis the following resolution. Resolved, that the compensation paid to the company's named executive officers as disclosed pursuant to item 402 of Regulation S-K, including the executive compensation discussion, compensation tables, and narrative discussion in the proxy statement is hereby approved. Are there any questions regarding the compensation of the company's named executive officers? That was the final proposal for today's meeting. The Secretary will now describe the voting procedures.
Voting today is by proxy and electronic voting online at today's meeting. Each share of common stock is entitled to one vote. Any stockholder of record and any beneficial owner who has received a valid proxy from their broker, bank, or other agent who has not voted or who wishes to change his or her vote may do so by clicking on the vote button in the webcast portal and following the instructions provided. Stockholders who have submitted proxies or who have previously voted via the Internet or by phone and who do not wish to change their vote do not need to take further action. Their shares will be voted as previously instructed. If you wish to vote your shares online, please do so now. Proposal polls will be closing shortly. The Inspector of Election will not accept any votes once the polls are closed.
The time is now 9:07 A.M. Pacific Time, and the polls are now closed for voting.
May we have the preliminary results of the voting?
The Inspector of Election has provided us with preliminary results and confirmed that we have received the necessary votes required to pass the following. One, each of Olivia K. Bloom and Woodrow A. Myers Jr., MD, has been elected as a class one director to serve until our 2029 annual meeting of stockholders and until his or her successor is duly elected or qualified, or until his or her earlier death, resignation, or removal. Two, the appointment of BDO USA, P.C. as the independent registered public accounting firm of the company for the fiscal year ending December 31st, 2026 has been ratified. Three, the resolution concerning the advisory vote on the compensation of the company's named executive officers has been approved.
We expect to report our preliminary voting results or, if available to us on a timely basis, our final voting results on a current report on Form 8-K to be filed with the Securities and Exchange Commission within four business days after the end of this meeting. If not reported earlier, we expect to report our final voting results in an amendment to our Form 8-K within four business days after the final results are known to us.
Thank you. With no further business, I hereby adjourn the formal portion of today's meeting. If stockholders have any other appropriate questions, now is the time to ask. Please note, however, that we do not intend to provide any material non-public information during this Q&A, and questions that request such information will not be answered. To ask a question, please submit your question online in the virtual meeting platform. Steve, do we have any appropriate questions?
I see there is a question. The first one is: How would you defend the bonuses to those severed in the layoffs?
Hello, this is Aaron Tachibana. We have not had any layoffs for the better part of three years now. Layoffs occurred in 2023. In where we're at today in 2026 and looking back here into 2025, we've had no layoffs, you know, to speak of. Not really sure what this question is directed towards, but that's how we would respond to the question.
Steve.
Yeah, the company, as it always does, sets a set of aggressive targets for the year, and that's been outlined in the proxy along with the overall bonus payouts.
Steve, do we have another appropriate question?
We do. The next question is: How do we beat Natera? They have more lawyers, are more aggressive, and have 95% market share. We have a superior product, but so did Betamax. How do we not be Betamax?
That's an excellent question. I appreciate that question being answered. We've been following a strategy that we call our win in MRD strategy to to grab a part of this market and and grow aggressively in it. That strategy has been predicated on, first of all, proving the efficacy of our NeXT Personal technology in some of the hardest cancers to detect an MRD signal, breast cancer, lung cancer, to show the community that the power of an ultrasensitive approach makes sense. The second part of the strategy has been to work with some of the top collaborators in the world and follow a strategy of focused on the high-end, medical centers, and we've been executing that flawlessly.
We've published several journals this last year, articles in some of the top-tier journals in the world, and have been working with some of the leading collaborators on a global scale, and we continue to deepen and push forward on that because thought leaders ultimately can help to drive the market. The last part of our strategy, which is unique, is not to try to do this ourselves, but rather to do this in a partner-centric way. We've partnered with Tempus, who's one of the biggest oncology footprint, and they've been integrating this into their sales channel and into their messaging. I think right now, to be quite honest, the results speak for themselves. We've had an excellent year of almost, I think it was, 400% growth last year.
Year -over -year, we ended up with around 16,000 tests that we received. And this year we guided 43,000-45,000 tests, so 250% growth. We just came off an excellent Q1 where we're pacing at the high end of that range. To be quite honest with you, when you look back at what Natera did as they launched their product, we're pretty much on pace at a similar spot, you know, in terms of driving the test in the marketplace. I feel like we're in a good position, but it's also been, you know, managed with responsible disciplined investment and making sure that as we drive and seek reimbursement that we're smart about the resources that we're applying building the business. Steve, are there any other appropriate questions?
Well, it doesn't appear there's a question. I think there's one that indicates that Aaron Tachibana should be commended for stretching cash long enough to successful reimbursement decisions. I don't know if you want to comment on that?
Thank you. Yes, just to comment on that. We ended 2025 with $240 million of cash on our balance sheet. In Q1, we ended with $233 million, we have plenty of cash for 2+ years. The idea here is to ensure that we have enough cash and liquidity to get us through these reimbursement milestones. We've done a super job with getting breast cancer reimbursement. Richard Chen and his team has done a fabulous job with getting that over the hurdle back in November of 2025. In February of this year, we received lung cancer surveillance coverage as well. We've gotten two knocks down here.
We still have more to go. It's important for us to have the liquidity going forward so we can continue to get reimbursement coverage that's gonna drive revenue dollars coming into the company. It's gonna drive margin dollars and margin percent expansion and help reduce our cash usage over time here. We're in a good position.
I think the last question I see, that hasn't already been addressed is, are we aggressively pursuing Claude Code and other agentic coding, so we will not be dinosaurs? I hear there is pushback and inertia on this internally. We need best-in-class agentic tooling to defeat the Natera sharks. Key strategic initiative in my humble opinion.
Appreciate the feedback. We've investigated and continue to integrate AI in all different parts of our business.
I see no further questions.
Thank you all for your attendance at today's meeting and for your continued support of Personalis.
This concludes today's meeting. Thank you for attending. You may now disconnect and have a wonderful rest of your day.