CareDx Reports Inducement Grant under Nasdaq Listing Rule 5635(c)(4)

BRISBANE, Calif.--(BUSINESS WIRE)--CareDx, Inc. (Nasdaq: CDNA) – The Transplant Company™ (“CareDx” or the “Company”)— a leading precision medicine company focused on the discovery, development, and commercialization of clinically differentiated, high-value healthcare solutions for transplant patients and caregivers — today announced that, on April 7, 2025, CareDx granted to Jennifer Foley, the Company’s newly appointed Chief Product Officer, certain stock awards as an inducement material to Ms. Foley’s employment with CareDx.

CareDx granted Ms. Foley 36,231 restricted stock units (“RSUs”) pursuant to the Company’s 2016 Inducement Equity Incentive Plan, which was approved by the Compensation Committee of the Company’s Board of Directors (the “Compensation Committee”) in May 2016 in accordance with Nasdaq Listing Rule 5635(c)(4). CareDx granted Ms. Foley RSUs with performance-based vesting conditions (“PSUs”) with 15,528 shares subject to the PSU award eligible to vest at target performance levels (the “Target PSUs”) (and 31,056 shares subject to the PSU award eligible to vest at maximum performance levels), pursuant to the Company’s 2019 Inducement Equity Incentive Plan, which was approved by the Compensation Committee in August 2019 in accordance with Nasdaq Listing Rule 5635(c)(4).

The RSUs will vest over four years, with 25% of the RSUs vesting on the first anniversary of Ms. Foley’s employment commencement date, and 1/16^th of the RSUs vesting on each date that is three (3) months thereafter subject to her continued service through each vesting date. The PSUs will have a two-year performance period with one year of additional time-based vesting thereafter. 50% of the Target PSUs will be eligible to vest on February 1, 2026 based on achievement of certain performance goals during 2025 and the remaining 50% of the Target PSUs will be eligible to vest in equal annual installments on each of February 1, 2027 and February 1, 2028 based on the achievement of certain performance goals during 2026, in each case, subject to Ms. Foley’s continued service with the Company through the applicable vesting dates.

CareDx is providing this information in accordance with Nasdaq Listing Rule 5635(c)(4).

About CareDx – The Transplant Company

CareDx, Inc., headquartered in Brisbane, California, is a leading precision medicine solutions company focused on the discovery, development, and commercialization of clinically differentiated, high-value healthcare solutions for transplant patients and caregivers. CareDx offers testing services, products, and digital healthcare solutions along the pre- and post-transplant patient journey and is the leading provider of genomics-based information for transplant patients. For more information, please visit: www.CareDx.com.

Forward Looking Statements

This press release includes forward-looking statements related to CareDx, Inc., including statements regarding the equity grants. These forward-looking statements are based upon information that is currently available to CareDx and its current expectations, speak only as of the date hereof, and are subject to risks and uncertainties that could cause actual results to differ materially from those projected, including general economic and market factors; and other risks discussed in CareDx’s filings with the SEC, including the Annual Report on Form 10-K for the fiscal year ended December 31, 2024 filed by CareDx with the SEC on February 28, 2025 and other reports that CareDx has filed with the SEC. Any of these may cause CareDx’s actual results, performance, or achievements to differ materially and adversely from those anticipated or implied by CareDx’s forward-looking statements. CareDx expressly disclaims any obligation, except as required by law, or undertaking to update or revise any such forward-looking statements.