ISS Recommends Stockholders Vote FOR Radoff-JEC Group Nominees Howard H. Berman and Luis E. Rinaldini, WITHHOLD Support on Seer Directors Terrance McGuire, Dipchand Nishar and Nicolas Roelofs and Vote AGAINST the NOL Pill
Concludes That the Board's Actions "[Raise] Questions About the Ability of the Board to Exercise Independent Oversight" of Chairman and CEO Omid Farokhzad, M.D.
Radoff-JEC Group Urges Stockholders to Vote on the WHITE Proxy Card to Elect All Three of its Independent, Qualified Nominees
HOUSTON, July 17, 2026--(BUSINESS WIRE)--Bradley L. Radoff and Michael Torok (together with certain of their affiliates, the "Radoff-JEC Group" or "we"), who collectively own approximately 7.7% of Seer, Inc.'s (NASDAQ: SEER) ("Seer" or the "Company") outstanding common stock, today announced that leading independent proxy advisory firm Institutional Shareholder Services Inc. ("ISS") has recommended that the Company's stockholders vote on the WHITE proxy card FOR the election of Howard H. Berman, Ph.D. and Luis E. Rinaldini to Seer's Board of Directors (the "Board").
ISS also recommends stockholders WITHHOLD support from incumbent directors Terrance McGuire, Dipchand Nishar, as well as Nominating and Governance Committee Chair Nicolas Roelofs, Ph.D., and vote AGAINST the ratification of the NOL pill.
In its report, ISS affirmed the Radoff-JEC Group's case for urgent boardroom change, stating:1
"The company has lost over 95 percent of its market cap since completing its IPO in late 2020, and there is no convincing indication that a reversal of fortune lies ahead."
"Revenue growth has been muted, operating expenses have remained elevated, and management has forecast that profitability will not be achieved before 2031. In other words, despite past investments and messaging, the company has failed to reach the inflection point necessary for commercial viability."
"There is little evidence to suggest that a meaningful turnaround is imminent, while the company's corporate governance practices have not consistently aligned with shareholders' best interest."
"A number of directors have professional, business, or personal relationships with Farokhzad and amongst themselves that extend beyond their service at the company, raising questions about the ability of the board to exercise independent oversight."
"Ultimately, the board is presenting shareholders with an account that is not supported by the facts."
ISS also highlighted Seer's contradictory statements and posture toward our acquisition proposals as compared to Chairman and CEO Omid Farokhzad, M.D.'s offer: