Personalis, Inc 8-K, filed Jul 9, 2025
Personalis, Inc. (PSNL)
About this 8-K
Personalis, Inc filed this 8-K on July 9, 2025, reporting on events of July 8, 2025.
Items reported
- Item 1.01: Entered into a material agreement
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Item 1.01 Entry into a Material Definitive Agreement.
On July 8, 2025, Personalis, Inc. (the “Company”) and Tempus AI, Inc. (“Tempus”) entered into Amendment No. 4 (the “Amendment”) to the Commercialization and Reference Laboratory Agreement, dated November 25, 2023, by and between the Company (as amended by Amendment No. 1, dated August 16, 2024, Amendment No. 2, dated September 20, 2024, and Amendment No. 3, dated December 13, 2024, the “Tempus Agreement”) pursuant to which the Company authorizes Tempus to market NeXT Personal®, the Company’s ultra-sensitive tumor-informed minimal residual disease test, in a fourth indication, colorectal cancer, on the same terms as Tempus’ marketing of the other indications subject to the Tempus Agreement (breast cancer, lung cancer and immuno-oncology monitoring, together with colorectal cancer, the “Indications”) and the parties extended the term of the Tempus Agreement through November 25, 2029.
In addition, the Amendment includes colorectal cancer as an indication subject to exclusivity in the Tempus Agreement and extends the time period during which the Company will not allow any third party (other than an acquiror of the Company or any affiliates of such acquiror) to market the NeXT Personal® in any of the Indications and Tempus will not market another tumor-informed molecular residual disease assay indicated for use in such indications (whether its own or that of a third party) to December 31, 2028, in each case subject to certain exceptions and to the extent they do not expire earlier (the “Exclusivity Period”).
The Amendment modified the term of certain customary standstill restrictions agreed to by Tempus in the Tempus Agreement such that they will automatically expire on the earlier of (i) June 4, 2027 and (ii) the expiration or termination of the Exclusivity Period.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| Date: July 9, 2025 | Personalis, Inc. | |||||
| By: | /s/ Aaron Tachibana | |||||
| Aaron Tachibana | ||||||
| Chief Financial Officer and Chief Operating Officer | ||||||