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Filing Details

Accession Number:: 0001217234-20-000148
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2020-08-07 17:56:25
Reporting Period:: 2020-08-05

Accepted Time:: 2020-08-07 17:56:25
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1217234	Caredx Inc.	CDNA	Services-Medical Laboratories (8071)	943316839

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1613855	Peter Maag	C/O Caredx, Inc. 1 Tower Place, 9Th Floor South San Francisco CA 94080	Chief Executive Officer	Yes	Yes	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership
Common Stock	Acquisiton	2020-08-05	3,160	$5.49	425,134	No	4	M	Direct
Common Stock	Acquisiton	2020-08-05	9,848	$5.27	434,982	No	4	M	Direct
Common Stock	Disposition	2020-08-05	600	$34.86	434,382	No	4	S	Direct
Common Stock	Disposition	2020-08-05	5,808	$36.59	428,574	No	4	S	Direct
Common Stock	Disposition	2020-08-05	6,600	$37.11	421,974	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	M	Direct
No	4	M	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Employee Stock Option (right to buy)	Disposition	2020-08-05	3,160	$0.00	3,160	$5.49
Common Stock	Employee Stock Option (right to buy)	Disposition	2020-08-05	9,848	$0.00	9,848	$5.27

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
15,174		2024-11-09	No	4	M	Direct
13,281		2026-01-22	No	4	M	Direct

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Stock	1,000	Indirect	As UTMA custodian for minor child
Common Stock	1,000	Indirect	As UTMA custodian for minor child

Footnotes

The transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person, dated May 5, 2020.
The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $34.56 to $35.16, inclusive. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer or a security holder of the Issuer full information regarding the number of shares purchased at each separate price.
The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $35.68 to $36.615, inclusive. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer or a security holder of the Issuer full information regarding the number of shares purchased at each separate price.
The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $36.7 to $37.545, inclusive. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer or a security holder of the Issuer full information regarding the number of shares purchased at each separate price.
Shares are held of record by the Reporting Person as custodian for a minor child under the Uniform Transfer to Minors Act. The Reporting Person disclaims beneficial ownership of these shares, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
The shares subject to the option vest in three equal installments based upon the Issuer's achievement of certain performance goals as follows: (i) one third vest upon the Issuer's determination, which has been reviewed by the Issuer's independent registered public accounting firm, that the Issuer has achieved $10 million of total cumulative sales of Allosure, its proprietary next-generation sequencing-based test to detect donor-derived, cell-free DNA after transplantation, commencing after the completion of the offer by the Issuer to exchange certain outstanding stock options for new options as more fully described in the Schedule TO-I, filed with the Securities Exchange Commission on October 12, 2017, as amended, and supplemented on October 24, 2017 and November 9, 2017 (the "Exchange Offer"), (ii) one third vest upon the Issuer's determination,
(Continued from footnote 6) which has been reviewed by the Issuer's independent registered public accounting firm, that the Issuer has achieved quarterly revenues of at least $18.75 million for two consecutive fiscal quarters commencing after the completion of the Exchange Offer, and (iii) one third vest in the event the closing sales price of the Issuer's common stock is at or above $5.00 per share, as quoted by NASDAQ, for 10 consecutive trading days after the completion of the Exchange Offer.
1/4th of the shares subject to the option vested on January 22, 2017 and 1/48th of the shares subject to the option vest monthly thereafter.