Companies BIODESIX INC
BIODESIX (BDSX): executive pay, fiscal 2025
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CEO pay, last three years
- $2,290,546FY2023
- $2,084,873FY2024
- $2,238,470FY2025
CEO total pay was $2,238,470 in fiscal 2025, up from $2,084,873 in fiscal 2024.
FY2025: salary $643,404 · bonus $0 · stock awards $356,849 · option awards $524,437
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Full detail
Every table from the filing. Open any section.
Summary compensation table
| Named executive officer | Salary | Bonus | Stock awards | Option awards | Non-equity incentive | Pension / NQDC | All other | Total |
|---|---|---|---|---|---|---|---|---|
| Scott Hutton | $643,404 | $0 | $356,849 | $524,437 | $710,280 | $0 | $3,500 | $2,238,470 |
| President and Chief Executive Officer | ||||||||
| Kieran O’Kane | 443,048 | 0 | 108,206 | 159,023 | 293,489 | 0 | 3,526 | 1,007,292 |
| Chief Commercial Officer | ||||||||
| Robin Cowie | 443,366 | 0 | 108,206 | 159,023 | 244,707 | 0 | 6,699 | 962,001 |
| Chief Financial Officer, Secretary and Treasurer | ||||||||
A dash means the company reported no figure in that column; 0 means it reported zero. Figures are as printed in the filing, without adjustment.
Three-year trend — total compensation per named executive
| Named executive officer | FY2025 total | FY2024 total | FY2023 total | Δ FY2024→2025 |
|---|---|---|---|---|
| Scott Hutton | $2,238,470 | $2,084,873 | $2,290,546 | ↑ +153,597 |
| Kieran O’Kane | 1,007,292 | 900,645 | 672,666 | ↑ +106,647 |
| Robin Cowie | 962,001 | 875,536 | 844,367 | ↑ +86,465 |
Prior-year totals as disclosed in the corresponding proxy; deltas are computed values with the derivation shown in the register.
Incentive-plan design — the Compensation Discussion & Analysis
Our executive compensation program is intended to align executive compensation with our performance objectives and business strategy and to enable us to attract, motivate, retain and reward executive officers who operate in a highly competitive and technologically challenging environment. The compensation paid or awarded to our executive officers is generally based on the assessment of each individual’s performance compared against the business objectives established for the fiscal year as well as our historical compensation practices.
| CEO STI target (% of salary) | — |
|---|---|
| CEO LTI target (% of salary) | — |
| Independent consultant | — |
| Clawback policy | true |
| Anti-hedging | true |
| Anti-pledging | true |
Equity grants and outstanding awards
No plan-based awards are on file for this fiscal year.
Outstanding equity awards at fiscal year-end 2025
| Executive | Award | Shares unvested | Exercise price | Market value unvested |
|---|---|---|---|---|
| Kieran O’Kane | RSU | 73 | — | $496 |
| Robin Cowie | Option | 140 | 24 | — |
| Robin Cowie | RSU | 157 | — | 1,068 |
| Scott Hutton | RSU | 610 | — | 4,418 |
| Scott Hutton | Option | 610 | 24 | — |
| Robin Cowie | RSU | 2,414 | — | 16,415 |
| Kieran O’Kane | RSU | 2,414 | — | 16,415 |
| Kieran O’Kane | RSU | 3,053 | — | 20,760 |
| Robin Cowie | Option | 3,350 | 39.8 | — |
| Kieran O’Kane | Option | 3,350 | 39.8 | — |
| Robin Cowie | RSU | 4,853 | — | 33,000 |
| Robin Cowie | RSU | 5,875 | — | 39,950 |
| Kieran O’Kane | RSU | 5,875 | — | 39,950 |
| Scott Hutton | RSU | 7,898 | — | 53,706 |
| Robin Cowie | Option | 9,300 | 18.42 | — |
| Kieran O’Kane | Option | 9,300 | 18.42 | — |
| Scott Hutton | Option | 10,965 | 39.8 | — |
| Scott Hutton | RSU | 18,776 | — | 127,677 |
| Scott Hutton | RSU | 19,375 | — | 131,750 |
| Scott Hutton | Option | 30,670 | 18.42 | — |
Director compensation
| Director | Cash fees | Stock awards | Option awards | Non-equity incentive | All other | Total |
|---|---|---|---|---|---|---|
| Jean FranchiIndependent | — | $25,027 | $8,293 | — | — | $33,320 |
| Hany MassaranyIndependent | — | 23,413 | 8,293 | — | — | 31,706 |
| Matthew Strobeck, Ph.DIndependent · Audit · Nominating and Corporate Governance | — | 21,805 | 8,293 | — | — | 30,098 |
| John PatienceIndependent · Board Chair | — | 18,577 | 8,293 | — | — | 26,870 |
| Jon Faiz Kayyem, Ph.DIndependent · Compensation | — | 18,577 | 8,293 | — | — | 26,870 |
| Lawrence T. Kennedy JrIndependent · Audit · Nominating and Corporate Governance | — | 18,577 | 8,293 | — | — | 26,870 |
| Jack SchulerIndependent · Not standing for re-election | — | 0 | 0 | — | — | 0 |
| Scott HuttonEmployee director | — | — | — | — | — | 0 |
| Charles M. Watts, M.DIndependent · Not standing for re-election | — | 0 | 0 | — | — | 0 |
Board fee structure and ownership guideline
| Annual cash retainer | $40,000 |
|---|---|
| Annual equity retainer | $187,500 |
| Per board meeting fee | — |
| Committee chair fees (audit / comp / nom-gov) | 20,000 / 15,000 / 10,000 |
| Stock ownership guideline | — |
Total cost of the board
| Component | FY2025 |
|---|---|
| Cash retainers and fees | $0 |
| Equity awards (grant-date value) | $125,976 |
| All other compensation | $0 |
| Total cost of the board | $125,976 |
Computed as the sum of the director compensation table rows above; inputs and formula shown in the register.
Peer group, and who names BIODESIX as a peer
Companies that benchmark against BDSX
2 companies name BDSX as a compensation peer
- ORASURE TECHNOLOGIES INCOSURFY2025
- SERA PROGNOSTICS, INC.SERAFY2025
Each company listed discloses BDSX in its own benchmarking peer group, as disclosed in each company's most recent proxy statement within the last two proxy seasons. Two companies are therefore absent by design: one that named BDSX in an earlier year and no longer does, and one whose own most recent disclosure is older than the last two seasons.
Chief executive pay against the peer group
Most recent fiscal-year chief executive compensation at each disclosed peer, taken from that company’s own proxy statement.
| Rank | Company | FY | Chief executive | Salary | Stock awards | Option awards | Non-equity incentive | Total |
|---|---|---|---|---|---|---|---|---|
| 1 | BIODESIX INC | 2025 | Scott Hutton | $643,404 | $356,849 | $524,437 | $710,280 | $2,238,470 |
Each peer’s compensation is from its most recently filed proxy; fiscal years differ by company. Each peer’s figures come from its own filings; the subject company is highlighted. Peers whose chief executive compensation is outside our coverage universe are stated as such, never left blank.
Say-on-pay history and pay ratio
| Meeting year | Meeting date | For | Against | Abstain | Support | Outcome |
|---|---|---|---|---|---|---|
| 2026 | 2026-05-19 | 6,618,755 | 283,474 | 11,577 | 95.89% | Passed |
| 2025 | 2025-05-20 | — | — | — | — | — |
| 2024 | 2024-05-21 | — | — | — | — | — |
| 2023 | 2023-05-23 | — | — | — | — | — |
| 2022 | 2022-05-24 | — | — | — | — | — |
| 2021 | 2021-05-26 | — | — | — | — | — |
Rows are labeled by annual-meeting year, with the meeting date beside each; the vote held in a given year acts on the prior fiscal year’s compensation.
Say-on-pay — history, company’s computation
| Meeting year | Meeting date | Approval — company’s computation |
|---|---|---|
| 2026 | 2026-05-19 | 95.89%a |
| 2025 | 2025-05-20 | —b |
| 2024 | 2024-05-21 | —c |
a. Voting standard not stated in the filing.
b. Voting standard not stated in the filing.
c. Voting standard not stated in the filing.
Approval percentages are the company’s own reported computations under its own stated standard, not recomputed by Velarion. Where a company does not state a standard, none is assumed.
Insider trades since the proxy
No insider equity transactions reported since the proxy statement.
Sources (18 citations)
Each figure is listed with the filing it comes from, where it appears in that filing, and the value as printed. Any figure can be independently confirmed against the source.
- Section 01, Scott Hutton. DEF 14A, filed 2026-04-09. Section “2025 Summary Compensation Table”. As printed: 2,238,470. View filing ↗
- Section 01, Kieran O’Kane. DEF 14A, filed 2026-04-09. Section “2025 Summary Compensation Table”. As printed: 1,007,292. View filing ↗
- Section 01, Robin Cowie. DEF 14A, filed 2026-04-09. Section “2025 Summary Compensation Table”. As printed: 962,001. View filing ↗
- Section 08, Jean Franchi. DEF 14A, filed 2026-04-09. Section “Director Compensation”. As printed: 33,320. View filing ↗
- Section 08, Hany Massarany. DEF 14A, filed 2026-04-09. Section “Director Compensation”. As printed: 31,706. View filing ↗
- Section 08, Matthew Strobeck, Ph.D. DEF 14A, filed 2026-04-09. Section “Director Compensation”. As printed: 30,098. View filing ↗
- Section 08, John Patience. DEF 14A, filed 2026-04-09. Section “Director Compensation”. As printed: 26,870. View filing ↗
- Section 08, Jon Faiz Kayyem, Ph.D. DEF 14A, filed 2026-04-09. Section “Director Compensation”. As printed: 26,870. View filing ↗
- Section 08, Lawrence T. Kennedy Jr. DEF 14A, filed 2026-04-09. Section “Director Compensation”. As printed: 26,870. View filing ↗
- Section 08, Jack Schuler. DEF 14A, filed 2026-04-09. Section “Director Compensation”. As printed: 0. View filing ↗
- Section 08, Scott Hutton. DEF 14A, filed 2026-04-09. Section “Director Compensation”. As printed: 0. View filing ↗
- Section 08, Charles M. Watts, M.D. DEF 14A, filed 2026-04-09. Section “Director Compensation”. As printed: 0. View filing ↗
- Section 06, 2026 vote. Form 8-K, filed 2026-05-20. Item 5.07 · say-on-pay result. As reported: 95.89% (votes for as printed: 6,618,755). View filing ↗
- Section 06, 2025 vote. Form 8-K, filed 2025-05-21. Item 5.07 · say-on-pay result. As reported: —. View filing ↗
- Section 06, 2024 vote. Form 8-K, filed 2024-05-23. Item 5.07 · say-on-pay result. As reported: —. View filing ↗
- Section 01 trend, Δ column (computed). Computed. Δ = current-FY total − prior-FY total per named officer.
- Section 09b board cost (computed). Computed. Cash 0 + equity 125,976 + all other 0 = 125,976, summed across the director compensation table rows.
- BIODESIX INC (subject), Section 10b CEO total. DEF 14A, filed 2026-04-09. CEO total compensation as printed in BIODESIX INC's own proxy. As printed: 2,238,470. View filing ↗