Seer (SEER) Proxy filing summary

Executive summary

• Received a highly contingent, non-binding, unsolicited acquisition proposal from Radoff-JEC Group to acquire all outstanding Class A common stock for $2.25 per share in cash plus a contingent value right.

• Board will review the proposal with independent financial and legal advisors to determine the best course of action for all stockholders.

• No stockholder action is required at this time; the Board's formal recommendation will be provided in the definitive proxy statement.

• Forward-looking statements caution that actual results may differ due to risks and uncertainties.

Voting matters and shareholder proposals

• Radoff-JEC Group nominated three director candidates for election at the 2026 Annual Meeting.

• The Corporate Governance and Nominating Committee will review the nominees per company bylaws.

• The Board will present its recommendation on the nominations in the definitive proxy statement for the 2026 Annual Meeting.

Board of directors and corporate governance

• Current board members include Omid Farokhzad, Meeta Gulyani, Robert Langer, Terrance McGuire, Deep Nishar, Isaac Ro, Nicolas Roelofs, and David Horn.

• Additional information on board members and their interests will be included in the 2026 Proxy Statement.

• The Corporate Governance and Nominating Committee is responsible for reviewing director nominations.