CDNA

• GAAP net income was $111 million, compared to a net loss of $9 million in Q2 2025.
• Adjusted EBITDA was $25 million, up from $5 million in Q2 2025.
• Company raised 2026 revenue guidance to $490-$500 million and adjusted EBITDA guidance to $66-$78 million.
• Closed sale of Lab Products business to Eurobio Scientific and acquisition of Naveris.

2.02 Results of Operations and Financial Condition · 7.01 Regulation FD Disclosure · 9.01 Financial Statements and Exhibits

• CareDx acquired Naveris, Inc. for $161.8 million in cash, plus up to $100 million in contingent milestone payments, closing July 1, 2026.
• Naveris's NavDx test is the only Medicare-covered MRD test for HPV-positive head and neck and anal cancers, with 130,000+ tests reported.
• Naveris generated approximately $35 million in 2025 revenue, more than doubling year-over-year.
• CareDx says the transactions sharpen focus on U.S. precision medicine testing and expand its addressable market to over $12 billion.

2.01 Completion of Acquisition or Disposition of Assets · 7.01 Regulation FD Disclosure · 9.01 Financial Statements and Exhibits

• Five directors were elected: Class II directors Fred E. Cohen, R. Bryan Riggsbee, and Suresh Gunasekaran; Class III directors Michael D. Goldberg and John W. Hanna, each for one-year terms expiring at the 2027 annual meeting.
• Shareholders ratified Deloitte & Touche LLP as independent auditor for fiscal year 2026.
• Non-binding advisory votes approved executive compensation and favored a one-year frequency for future say-on-pay votes.
• The Plan Amendment was previously adopted by the board on April 21, 2026, subject to shareholder approval, and is filed as Exhibit 10.1.

5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements · 5.07 Submission of Matters to a Vote of Security Holders · 9.01 Financial Statements and Exhibits

• The transaction is expected to close subject to customary conditions, including HSR antitrust clearance and absence of a material adverse effect on Naveris; the deal has a termination date of October 28, 2026.
• CareDx reported Q1 2026 revenue of $118 million, up 39% year-over-year, with GAAP net income of $3 million and adjusted EBITDA of $19 million.
• CareDx raised its full-year 2026 revenue guidance to $447–$465 million and adjusted EBITDA guidance to $43–$57 million.
• The board authorized a new $100 million stock repurchase program, separate from a prior $50 million program authorized in May 2025.

1.01 Entry into a Material Definitive Agreement · 2.02 Results of Operations and Financial Condition · 7.01 Regulation FD Disclosure · 8.01 Other Events · 9.01 Financial Statements and Exhibits

• CareDx entered a Purchase Agreement to sell its Swedish subsidiary CareDx AB and Lab Products business assets to EuroBio Scientific for $170 million in cash, subject to customary adjustments.
• CareDx will provide transition services to EuroBio for at least six months at EuroBio's expense, and EuroBio grants CareDx exclusive perpetual rights to distribute certain post-transplant monitoring IVD tests in North America.
• CareDx announced preliminary Q1 2026 revenue of approximately $118 million (39% year-over-year growth), with Testing Services revenue up 48% and Patient and Digital Solutions up 33%.
• Proceeds are expected to be prioritized for investments supporting CareDx's long-term growth strategy, including potential inorganic investments and possibly returning capital to shareholders.

1.01 Entry into a Material Definitive Agreement · 2.02 Results of Operations and Financial Condition · 7.01 Regulation FD Disclosure · 9.01 Financial Statements and Exhibits

• Full-year 2025 revenue was $380 million, up 14% from $334 million in 2024; GAAP net loss was $21 million, non-GAAP net income was $32 million, and adjusted EBITDA was $32 million.
• The company expects full-year 2026 revenue in the range of $420 million to $444 million and adjusted EBITDA between $30 million and $45 million.
• Keith Kennedy was appointed Chief Financial Officer and Chief Operating Officer, effective February 26, 2026, succeeding Nathan Smith, who resigned for personal reasons.
• Cash, cash equivalents, and marketable securities were approximately $200 million as of December 31, 2025, after $88 million in share repurchases during the year.

2.02 Results of Operations and Financial Condition · 9.01 Financial Statements and Exhibits

• Full year 2025 revenue approximately $380 million, a 14% increase year-over-year.
• Q4 testing services revenue approximately $78 million, up 23% YoY; volume approximately 53,000, up 17%.
• Full year testing services revenue approximately $274 million, up 10% YoY; volume approximately 200,000, up 14%.
• Company repurchased $88 million of shares during 2025 at an average price of $15.16 per share.

2.02 Results of Operations and Financial Condition · 9.01 Financial Statements and Exhibits

• The settlement also resolves the related Delaware Chancery action Edward W. Burns IRA v. Goldberg, et al. (Case No. 2024-0282-NAC).
• The settlement includes corporate governance reforms but no monetary compensation to individual stockholders; there is no claims process.
• A final approval hearing is scheduled for June 30, 2026, at 2:00 p.m. before Judge Trina L. Thompson in San Francisco.
• The parties reached an agreement in principle in July 2025, executed the stipulation on September 26, 2025, and the settlement was filed for preliminary approval that same day.

8.01 Other Events