8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):

February 29, 2024

Seer, Inc.

(Exact name of registrant as specified in its charter)

Delaware	001-39747	82-1153150
(State or other jurisdiction of	(Commission	(I.R.S. Employer
incorporation)	File Number)	Identification No.)

3800 Bridge Parkway, Suite 102

Redwood City, California 94065

(Address of principal executive offices, including zip code)

650-453-0000

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last reports)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol	Name of each exchange on which registered
Class A Common Stock, par value $0.00001 per share	SEER	The NASDAQ Stock Market LLC (The NASDAQ Global Select Market)

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02 Results of Operations and Financial Condition.

On February 29, 2024, Seer, Inc. (the “Company”) issued a press release (the “Press Release”) announcing results for the quarter and year ended December 31, 2023. A copy of the Press Release is attached as Exhibit 99.1 to this current report on Form 8-K and is incorporated by reference herein.

The information under Item 2.02 in this current report on Form 8-K and the related information in the exhibit attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing.

 

Item 9.01 Financial Statements and Exhibits.

Exhibit No.	Description
99.1	Press Release, dated February 29, 2024.
104	Cover Page from this Current Report on Form 8-K, formatted in Inline XBRL.

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 hereunto duly authorized.

	SEER, INC.
Date: February 29, 2024	By:	/s/ David Horn
		David Horn
		President and Chief Financial Officer

EX-99.1

Exhibit 99.1

Seer Reports Fourth Quarter and Full Year 2023 Financial Results
and Provides Full Year 2024 Outlook

Enhanced access to the Proteograph Product Suite and demonstrated its power with new customer data

REDWOOD CITY, Calif. February 29, 2024 – Seer, Inc. (Nasdaq: SEER), a leading life sciences company commercializing a disruptive new platform for proteomics, today reported financial results for the fourth quarter and full year ended December 31, 2023.

Recent Highlights

•Achieved revenue of $4.4 million for the fourth quarter of 2023, a decrease of 4% over the fourth quarter of 2022, and $16.7 million for the full year 2023, an increase of 8% over the full year 2022

•Shipped 23 instruments during 2023, bringingcumulative instruments shipped to 62 as of December 31, 2023

•Expanded internationally with the addition of four new distributors and partners

•First peer-reviewed customer publication in Nature Communications, demonstrating the power of the Proteograph in pQTL analysis

•Launched the Protein Discovery Catalog with over 10,000 proteins across 1,900 pathways to empower researchers

•Ended the year with approximately $373 million of cash, cash equivalents and investments

“In 2023, our customers continued to demonstrate the powerful biological insight that is uniquely possible by leveraging the Proteograph Product Suite. Recently, we saw our first customer study published in Nature Communications and we expect several more this year,” said Omid Farokhzad, Chair and CEO. “Looking ahead, we are laser focused on translating the incredible performance of our platform and the uniqueness of the data it generates into widespread commercial adoption. I continue to be confident in the substantial long-term opportunity ahead and look forward to updating on our progress throughout 2024.”

Fourth Quarter 2023 Financial Results

Revenue was $4.4 million for the three months ended December 31, 2023, a 3.6% decrease from $4.6 million for the three months ended December 31, 2022. This decrease was primarily due to a decrease in lease revenue related to SP100 instruments, partially offset by an increase in service revenue. Product revenue for the fourth quarter of 2023 was $3.0 million, including $366 thousand of related party revenue, and consisted of sales of SP100 instruments and consumable kits. Service revenue was $1.1 million, including $201 thousand of related party revenue, and primarily consisted of revenue related to the Seer Technology Access Center, and grant and other revenue was $258 thousand.

Gross profit, inclusive of grant and other revenue, was $2.0million and gross margin was 45.1% for the fourth quarter of 2023.

Operating expenses were $24.2 million for the fourth quarter of 2023, including $7.6 million of stock-based compensation, a decrease of 11% as compared to $27.2 million, including $8.2 million of stock-based compensation, for the corresponding prior year period. The decrease in expenses was primarily driven by a decrease in product development costs related to the Proteograph Product Suite, including employee compensation and other related expenses.

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Net loss was $17.8million for the fourth quarter of 2023, as compared to $22.5 million for the corresponding prior year period.

Full Year 2023 Financial Results

Revenue was $16.7 million for the year ended December 31, 2023, an 8% increase from $15.5 million for the year ended December 31, 2022. Product revenue for the full year 2023 was $12.9 million, including $4.4 million of related party revenue. Service revenue was $2.3 million, including $241 thousand of related party revenue, and grant and other revenue was $1.5 million.

Gross profit, inclusive of grant and other revenue, was $8.5 million and gross margin was 51.1% for the full year 2023.

Operating expenses were $112.0 million for the full year 2023, including $34.4 million of stock-based compensation, as compared to $104.3 million, including $33.7 million of stock-based compensation, for the corresponding prior year period.

Net loss was $86.3 million for the full year 2023, as compared to $93.0 million for the corresponding prior year period.

Cash, cash equivalents and investments were $373.1 million as of December 31, 2023.

2024 Guidance

Seer expects full year 2024 revenue to be in the range of $18 million to $20 million, representing growth of 14% at the midpoint over full year 2023.

Webcast Information

Seer will host a conference call to discuss the fourth quarter and full year 2023 financial results on Thursday, February 29, 2024 at 1:30 pm Pacific Time / 4:30 pm Eastern Time. A webcast of the conference call can be accessed at http://investor.seer.bio. The webcast will be archived and available for replay for at least 90 days after the event.

About Seer

Seer is a life sciences company developing transformative products that open a new gateway to the proteome. Seer’s Proteograph Product Suite is an integrated solution that includes proprietary engineered nanoparticles, consumables, automation instrumentation and software to perform deep, unbiased proteomic analysis at scale in a matter of hours. Seer designed the Proteograph workflow to be efficient and easy to use, leveraging widely adopted laboratory instrumentation to provide a decentralized solution that can be incorporated by nearly any lab. Seer’s Proteograph Product Suite is for research use only and is not intended for diagnostic procedures. For more information, please visitwww.seer.bio.

Forward Looking Statements

This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, as amended. Such forward-looking statements are based on Seer’s beliefs and assumptions and on information currently available to it on the date of this press release. Forward-looking statements may involve known and unknown risks, uncertainties and other factors that may cause Seer’s actual results, performance, or achievements to be materially different from those expressed or implied by the forward-looking statements. These statements include but are not limited to statements regarding the Company’s expectations for future results of operations and its financial position,

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business strategy, customer publications and adoption and outlook for fiscal year 2024. ​These and other risks are described more fully in Seer’s filings with the Securities and Exchange Commission (“SEC”) and other documents that Seer subsequently files with the SEC from time to time. Except to the extent required by law, Seer undertakes no obligation to update such statements to reflect events that occur or circumstances that exist after the date on which they were made.

Investor Contact:

Carrie Mendivil

investor@seer.bio

Media Contact:

Patrick Schmidt

pr@seer.bio

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Seer, Inc.

CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except share and per share amounts)

		Three Months Ended December 31,				Year Ended December 31,
		2023		2022		2023		2022
Revenue:
Product	$	2,669	$	1,431	$	8,506	$	8,557
Service		944		708		2,016		913
Related party		567		1,720		4,660		5,215
Grant and other		258		745		1,479		808
Total revenue		4,438		4,604		16,661		15,493
Cost of revenue:
Product		1,663		785		5,398		5,459
Service		390		446		685		495
Related party		204		624		1,430		1,989
Grant and other		180		457		642		457
Total cost of revenue		2,437		2,312		8,155		8,400
Gross profit		2,001		2,292		8,506		7,093
Operating expenses:
Research and development		11,165		12,631		53,019		45,797
Selling, general and administrative		13,068		14,612		58,950		58,531
Total operating expenses		24,233		27,243		111,969		104,328
Loss from operations		(22,232)		(24,951)		(103,463)		(97,235)
Other income (expense):
Interest income		4,720		2,498		17,764		4,602
Other expense		(287)		(73)		(578)		(333)
Total other income		4,433		2,425		17,186		4,269
Net loss	$	(17,799)	$	(22,526)	$	(86,277)	$	(92,966)
Net loss per share attributable to common stockholders, basic and diluted	$	(0.28)	$	(0.36)	$	(1.35)	$	(1.49)
Weighted-average common shares outstanding, basic and diluted		64,157,125		62,805,423		63,850,490		62,433,613

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Seer, Inc.

CONSOLIDATED BALANCE SHEETS

(In thousands, except share and per share amounts)

	December 31,
	2023			2022
ASSETS
Current assets:
Cash and cash equivalents	$	32,499		$	53,208
Short-term investments		283,725			368,031
Accounts receivable, net		4,831			4,315
Related party receivables		559			1,804
Other receivables		1,326			899
Inventory		4,491			4,627
Prepaid expenses and other current assets		3,082			2,098
Total current assets		330,513			434,982
Long-term investments		56,858			5,157
Operating lease right-of-use assets		25,177			27,003
Property and equipment, net		22,193			19,408
Restricted cash		524			524
Other assets		1,004			855
Total assets	$	436,269		$	487,929
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	1,370		$	2,104
Accrued expenses		9,212			8,298
Deferred revenue		206			133
Operating lease liabilities, current		2,295			1,842
Other current liabilities		139			207
Total current liabilities		13,222			12,584
Operating lease liabilities, net of current portion		25,964			28,032
Other noncurrent liabilities		179			320
Total liabilities		39,365			40,936
Commitments and contingencies
Stockholders’ equity:
Preferred stock, $0.00001 par value; 5,000,000 shares authorized as of     December 31, 2023 and 2022; zero shares issued and outstanding     as of December 31, 2023 and 2022		—			—
Class A common stock, $0.00001 par value; 94,000,000 shares authorized     as of December 31, 2023 and 2022; 60,253,707 and 59,366,077 shares     issued and outstanding as of December 31, 2023 and 2022, respectively		1			1
Class B common stock, $0.00001 par value; 6,000,000 shares authorized     as of December 31, 2023 and 2022; 4,044,969 shares     issued and outstanding as of December 31, 2023 and 2022		—			—
Additional paid-in capital		702,868			667,739
Accumulated other comprehensive loss		(192	)		(1,251	)
Accumulated deficit		(305,773	)		(219,496	)
Total stockholders’ equity		396,904			446,993
Total liabilities and stockholders’ equity	$	436,269		$	487,929

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XML

Document and Entity Information	Feb. 29, 2024
Cover [Abstract]
Document Type	8-K
Document Period End Date	Feb. 29, 2024
Entity Registrant Name	Seer, Inc.
Entity File Number	001-39747
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	82-1153150
Entity Address, Address Line One	3800 Bridge Parkway
Entity Address, Address Line Two	Suite 102
Entity Address, City or Town	Redwood City
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	94065
City Area Code	650
Local Phone Number	453-0000
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Class A Common Stock, par value $0.00001 per share
Trading Symbol	SEER
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false
Entity Central Index Key	0001726445
Amendment Flag	false