FMI / Foundation Medicine, Inc. - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

Foundation Medicine, Inc.
US ˙ NASDAQ
HINDI NA ACTIVE ANG SIMBONG ITO

Mga Batayang Estadistika
CIK 1488613
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Foundation Medicine, Inc.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
September 18, 2018 10-Q/A

Quarterly Report - 10-Q/A

10-Q/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q/A Amendment No. 1 (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2018 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Num

September 18, 2018 EX-10.1

Amended and Restated Supply, Service and Support Agreement, by and between the Company and Illumina, Inc., dated June 6, 2018.

EX-10.1 Exhibit 10.1 ***Text Omitted and Filed Separately with the Securities and Exchange Commission Confidential Treatment Requested Under 17 C.F.R. Sections 200.80(b)(4) and 240.24b-2 Execution Version AMENDED AND RESTATED SUPPLY, SERVICE, AND SUPPORT AGREEMENT This Amended and Restated Supply, Service, and Support Agreement (this “Agreement”) is effective as of the date of last signature found

August 10, 2018 15-12B

FMI / Foundation Medicine, Inc. 15-12B

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-36086 FOUNDATION MEDICINE, INC. (Exact name of registrant as specified i

August 9, 2018 EX-10.1

Amended and Restated Supply, Service and Support Agreement, by and between the Company and Illumina, Inc., dated June 6, 2018

Exhibit 10.1 ***Text Omitted and Filed Separately with the Securities and Exchange Commission Confidential Treatment Requested Under 17 C.F.R. Sections 200.80(b)(4) and 240.24b-2 Execution Version AMENDED AND RESTATED SUPPLY, SERVICE, AND SUPPORT AGREEMENT This Amended and Restated Supply, Service, and Support Agreement (this “Agreement”) is effective as of the date of last signature found below (

August 9, 2018 10-Q

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2018 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-36086 FOUNDATION MEDICINE, INC.

August 9, 2018 EX-10.2

China Territory Agreement, by and between the Company and F. Hoffman-La Roche Ltd, dated April 26, 2018.

Exhibit 10.2 ***Text Omitted and Filed Separately with the Securities and Exchange Commission Confidential Treatment Requested Under 17 C.F.R. Sections 200.80(b)(4) and 240.24b-2 Execution Version CHINA TERRITORY AGREEMENT This China Territory Agreement (“Agreement”) is entered into by and between F. Hoffmann-La Roche Ltd, with an office and place of business at Grenzacherstrasse 124, 4070, Basel,

August 3, 2018 S-8 POS

FMI / Foundation Medicine, Inc. FORM S-8 POS

As filed with the Securities and Exchange Commission on August 3, 2018 Registration No.

August 3, 2018 S-8 POS

FMI / Foundation Medicine, Inc. FORM S-8 POS

As filed with the Securities and Exchange Commission on August 3, 2018 Registration No.

August 3, 2018 S-8 POS

FMI / Foundation Medicine, Inc. FORM S-8 POS

As filed with the Securities and Exchange Commission on August 3, 2018 Registration No.

August 3, 2018 S-8 POS

FMI / Foundation Medicine, Inc. FORM S-8 POS

As filed with the Securities and Exchange Commission on August 3, 2018 Registration No.

August 3, 2018 S-8 POS

FMI / Foundation Medicine, Inc. FORM S-8 POS

As filed with the Securities and Exchange Commission on August 3, 2018 Registration No.

July 31, 2018 EX-3.2

Bylaws of the Company (filed herewith).

EX-3.2 Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF FOUNDATION MEDICINE, INC. * * * * * ARTICLE 1 OFFICES Section 1.01. Registered Office. The registered office of the Corporation shall be in the City of Wilmington, County of New Castle, State of Delaware. Section 1.02. Other Offices. The Corporation may also have offices at such other places both within and without the State of Delaware as the Boar

July 31, 2018 8-K

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Termination of a Material Definitive Agreement, Material Modification to Rights of Security Holders, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

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): July 31, 2018 Foundation Medicine, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36086 27-1316416 (State or other jurisdiction of incorporation) (Commis

July 31, 2018 EX-3.1

Amended and Restated Certificate of Incorporation of the Company (filed herewith).

EX-3.1 Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF FOUNDATION MEDICINE, INC. FIRST: The name of the corporation is Foundation Medicine, Inc. (the “Corporation”). SECOND: The address of its registered office in the State of Delaware is 251 Little Falls Drive, City of Wilmington, County of New Castle, Delaware 19808. The name of its registered agent at such address is Corporatio

July 31, 2018 SC 14D9/A

FMI / Foundation Medicine, Inc. SC 14D9/A

SC 14D9/A 1 d553552dsc14d9a.htm SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) (Amendment No. 2) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Foundation Medicine, Inc. (Name of Subject Company) Foundation Medicine, Inc. (Names of Persons Filing Statement) COMMON STOCK, PAR VALUE

July 31, 2018 EX-99.(A)(5)(VII)

Basel, 31 July 2018

Exhibit (a)(5)(vii) Media Release Basel, 31 July 2018 Roche Purchases Shares in Tender Offer for FMI Roche (SIX: RO, ROG; OTCQX: RHHBY) and Foundation Medicine, Inc.

July 31, 2018 SC TO-T/A

FMI / Foundation Medicine, Inc. FORM SC TO-T/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement Under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 3) FOUNDATION MEDICINE, INC. (Name of Subject Company) 062018 Merger Subsidiary, Inc. (Offeror) A Wholly Owned Subsidiary of ROCHE HOLDINGS, INC. (Parent of Offeror) (Names of Filing Persons – Offeror) Co

July 31, 2018 SC 13D/A

FMI / Foundation Medicine, Inc. / ROCHE HOLDING LTD - FORM SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A (Amendment No. 4) Under the Securities Exchange Act of 1934 Foundation Medicine, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 350456100 (CUSIP Number) Beat Kraehenmann Roche Holding Ltd Grenzacherstrasse 124 CH-4070 Basel, Switzerland Telephone: +41-61-688-1111 (

July 31, 2018 SC 13E3/A

FMI / Foundation Medicine, Inc. / Foundation Medicine, Inc. - SC 13E3/A

SC 13E3/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13E-3 (Rule 13e-100) (Amendment No. 2) RULE 13e-3 TRANSACTION STATEMENT UNDER SECTION 13(e) OF THE SECURITIES EXCHANGE ACT OF 1934 Foundation Medicine, Inc. (Name of the Issuer) Foundation Medicine, Inc. (Name of Person(s) Filing Statement) Common Stock, $0.0001 par value per share (Title of Class of Securities) 350465100

July 18, 2018 EX-10.1

Amended and Restated Ex-US Commercialization Agreement, by and between the Company and F. Hoffmann-La Roche Ltd, dated February 28, 2018.

EX-10.1 Exhibit 10.1 ***Text Omitted and Filed Separately with the Securities and Exchange Commission Confidential Treatment Requested Under 17 C.F.R. Sections 200.80(b)(4) and 240.24b-2 Execution Version Amended and Restated Ex-US Commercialization Agreement This Amended and Restated Ex-US Commercialization Agreement is entered into as of February 28, 2018 (the “Restatement Date”) by and between

July 18, 2018 10-Q/A

FMI / Foundation Medicine, Inc. FORM 10-Q/A (Quarterly Report)

Form 10-Q/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q/A Amendment No. 1 (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2018 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission Fi

July 17, 2018 SC 14D9/A

FMI / Foundation Medicine, Inc. SC 14D9/A

SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) (Amendment No. 1) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Foundation Medicine, Inc. (Name of Subject Company) Foundation Medicine, Inc. (Names of Persons Filing Statement) COMMON STOCK, PAR VALUE $0.0001 PER SHARE (Title of Clas

July 17, 2018 SC TO-T/A

FMI / Foundation Medicine, Inc. FORM SC TO-T/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement Under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 2) FOUNDATION MEDICINE, INC. (Name of Subject Company) 062018 Merger Subsidiary, Inc. (Offeror) A Wholly Owned Subsidiary of ROCHE HOLDINGS, INC. (Parent of Offeror) (Names of Filing Persons – Offeror) Co

July 17, 2018 SC 13E3/A

FMI / Foundation Medicine, Inc. / Foundation Medicine, Inc. - SC 13E3/A

SC 13E3/A 1 d522533dsc13e3a.htm SC 13E3/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13E-3 (Rule 13e-100) (Amendment No. 1) RULE 13e-3 TRANSACTION STATEMENT UNDER SECTION 13(e) OF THE SECURITIES EXCHANGE ACT OF 1934 Foundation Medicine, Inc. (Name of the Issuer) Foundation Medicine, Inc. (Name of Person(s) Filing Statement) Common Stock, $0.0001 par value per share (Title o

July 17, 2018 CORRESP

FMI / Foundation Medicine, Inc. CORRESP

CORRESP July 17, 2018 VIA EDGAR Daniel F. Duchovny Special Counsel Office of Mergers and Acquisitions Division of Corporation Finance United States Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Re: Foundation Medicine, Inc. Schedule 13E-3 filed by Foundation Medicine, Inc. Filed July 2, 2018 File No. 005-87922 Schedule 14D-9 filed July 2, 2018 SEC File No. 005-87922 De

July 2, 2018 SC TO-T/A

FMI / Foundation Medicine, Inc. FORM SC TO-T/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement Under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 1) FOUNDATION MEDICINE, INC. (Name of Subject Company) 062018 Merger Subsidiary, Inc. (Offeror) A Wholly Owned Subsidiary of ROCHE HOLDINGS, INC. (Parent of Offeror) (Names of Filing Persons – Offeror) Co

July 2, 2018 EX-99.(A)(5)(VI)

Roche commences tender offer for all shares of Foundation Medicine, Inc. for US$ 137.00 per share in cash

EXHIBIT (a)(5)(vi) Media Release Roche commences tender offer for all shares of Foundation Medicine, Inc.

July 2, 2018 SC 14D9

FMI / Foundation Medicine, Inc. SC 14D9

SC 14D9 Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

July 2, 2018 EX-99.A1I

Offer to Purchase for Cash All Outstanding Shares of Common Stock Foundation Medicine, Inc. $137.00 Net Per Share 062018 Merger Subsidiary, Inc. a wholly owned subsidiary of Roche Holdings, Inc.

EX-(a)(1)(i) Table of Contents Exhibit (a)(1)(i) Offer to Purchase for Cash All Outstanding Shares of Common Stock of Foundation Medicine, Inc.

July 2, 2018 EX-99.A1V

Offer to Purchase for Cash All Outstanding Shares of Common Stock Foundation Medicine, Inc. $137.00 Net per Share Pursuant to the Offer to Purchase Dated July 2, 2018 062018 Merger Subsidiary, Inc. a wholly owned subsidiary of Roche Holdings, Inc.

EX-(a)(1)(v) Exhibit (a)(1)(v) Offer to Purchase for Cash All Outstanding Shares of Common Stock of Foundation Medicine, Inc.

July 2, 2018 EX-99.A1II

LETTER OF TRANSMITTAL to Tender Shares of Common Stock Foundation Medicine, Inc. $137.00 Net per Share Pursuant to the Offer to Purchase Dated July 2, 2018 062018 Merger Subsidiary, Inc. a wholly owned subsidiary of Roche Holdings, Inc.

EX-(a)(1)(ii) Exhibit (a)(1)(ii) LETTER OF TRANSMITTAL to Tender Shares of Common Stock of Foundation Medicine, Inc.

July 2, 2018 EX-99.A1VI

This announcement is neither an offer to purchase nor a solicitation of an offer to sell Shares (as defined below). The Offer (as defined below) is made solely pursuant to the Offer to Purchase dated July 2, 2018 and the related Letter of Transmittal

EX-(a)(1)(vi) Exhibit (a)(1)(vi) This announcement is neither an offer to purchase nor a solicitation of an offer to sell Shares (as defined below).

July 2, 2018 EX-99.A1III

NOTICE OF GUARANTEED DELIVERY to Tender Shares of Common Stock Foundation Medicine, Inc. $137.00 Net per Share Pursuant to the Offer to Purchase Dated July 2, 2018 062018 Merger Subsidiary, Inc. a wholly owned subsidiary of Roche Holdings, Inc.

EX-(a)(1)(iii) Exhibit (a)(1)(iii) NOTICE OF GUARANTEED DELIVERY to Tender Shares of Common Stock of Foundation Medicine, Inc.

July 2, 2018 SC TO-T

FMI / Foundation Medicine, Inc. FORM SC TO-T

SC TO-T 1 dp92982sctot.htm FORM SC TO-T UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement Under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 FOUNDATION MEDICINE, INC. (Name of Subject Company) 062018 Merger Subsidiary, Inc. (Offeror) A Wholly Owned Subsidiary of ROCHE HOLDINGS, INC. (Parent of Offeror) (Names of Filing

July 2, 2018 EX-99.A1IV

Offer to Purchase for Cash All Outstanding Shares of Common Stock Foundation Medicine, Inc. $137.00 Net per Share Pursuant to the Offer to Purchase Dated July 2, 2018 062018 Merger Subsidiary, Inc. a wholly owned subsidiary of Roche Holdings, Inc.

EX-(a)(1)(iv) Exhibit (a)(1)(iv) Offer to Purchase for Cash All Outstanding Shares of Common Stock of Foundation Medicine, Inc.

July 2, 2018 SC 13E3

FMI / Foundation Medicine, Inc. / Foundation Medicine, Inc. - SC 13E3

SC 13E3 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13E-3 (Rule 13e-100) RULE 13e-3 TRANSACTION STATEMENT UNDER SECTION 13(e) OF THE SECURITIES EXCHANGE ACT OF 1934 Foundation Medicine, Inc. (Name of the Issuer) Foundation Medicine, Inc. (Name of Person(s) Filing Statement) Common Stock, $0.0001 par value per share (Title of Class of Securities) 350465100 (CUSIP Number of Cl

July 2, 2018 EX-99.(C).2

CONFIDENTIAL DRAFT INVESTMENT BANKING DIVISION Project Cake Financial Analysis Overview Goldman Sachs & Co. LLC June 18, 2018 Goldman Sachs does not provide accounting, tax, or legal advice. Notwithstanding anything in this document to the contrary,

EX-99.(C).2 Exhibit (c)(2) CONFIDENTIAL DRAFT INVESTMENT BANKING DIVISION Project Cake Financial Analysis Overview Goldman Sachs & Co. LLC June 18, 2018 Goldman Sachs does not provide accounting, tax, or legal advice. Notwithstanding anything in this document to the contrary, and except as required to enable compliance with applicable securities law, you (and each of your employees, representative

June 21, 2018 8-K

Submission of Matters to a Vote of Security Holders

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): June 21, 2018 Foundation Medicine, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36086 27-1316416 (State or other jurisdiction of incorporation) (Commis

June 19, 2018 SC14D9C

FMI / Foundation Medicine, Inc. SC14D9C

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (RULE 14d-101) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(D)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Foundation Medicine, Inc. (Name of Subject Company) Foundation Medicine, Inc. (Name of Person(s) Filing Statement) Common Stock, par value $0.0001 per Share (Title of Class of Securities) 350456100 (CUSIP Number

June 19, 2018 SC14D9C

FMI / Foundation Medicine, Inc. SC14D9C

SC14D9C SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (RULE 14d-101) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(D)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Foundation Medicine, Inc. (Name of Subject Company) Foundation Medicine, Inc. (Name of Person(s) Filing Statement) Common Stock, par value $0.0001 per Share (Title of Class of Securities) 350456100 (CUSIP

June 19, 2018 SC14D9C

FMI / Foundation Medicine, Inc. SC14D9C

SC14D9C SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (RULE 14d-101) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(D)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Foundation Medicine, Inc. (Name of Subject Company) Foundation Medicine, Inc. (Name of Person(s) Filing Statement) Common Stock, par value $0.0001 per Share (Title of Class of Securities) 350456100 (CUSIP

June 19, 2018 EX-99.1

Roche and Foundation Medicine reach definitive merger agreement to accelerate broad availability of comprehensive genomic profiling in oncology

EX-99.1 Exhibit 99.1 Media Release Roche and Foundation Medicine reach definitive merger agreement to accelerate broad availability of comprehensive genomic profiling in oncology • Together, the companies will leverage expertise in genomics and molecular information to enhance the development of personalised medicines and care for patients with cancer • Merger focuses on driving ubiquity of Founda

June 19, 2018 EX-2.1

Agreement and Plan of Merger by and among Foundation Medicine, Inc., Roche Holdings, Inc. and 062018 Merger Subsidiary, Inc., dated June 18, 2018*

EX-2.1 Exhibit 2.1 Execution Version AGREEMENT AND PLAN OF MERGER dated as of June 18, 2018 among FOUNDATION MEDICINE, INC., ROCHE HOLDINGS, INC. and 062018 MERGER SUBSIDIARY, INC. TABLE OF CONTENTS PAGE ARTICLE 1 DEFINITIONS Section 1.01. Definitions 2 Section 1.02. Other Definitional and Interpretative Provisions 10 ARTICLE 2 THE OFFER Section 2.01. The Offer 10 Section 2.02. Company Action 12 A

June 19, 2018 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits

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): June 18, 2018 Foundation Medicine, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36086 27-1316416 (State or other jurisdiction of incorporation) (Commis

June 19, 2018 EX-99.1

AGREEMENT AND PLAN OF MERGER dated as of June 18, 2018 among FOUNDATION MEDICINE, INC., ROCHE HOLDINGS, INC. and 062018 Merger Subsidiary, Inc. TABLE OF CONTENTS

Exhibit 99.1 AGREEMENT AND PLAN OF MERGER dated as of June 18, 2018 among FOUNDATION MEDICINE, INC., ROCHE HOLDINGS, INC. and 062018 Merger Subsidiary, Inc. TABLE OF CONTENTS Page Article 1 Definitions Section 1.01. Definitions 1 Section 1.02. Other Definitional and Interpretative Provisions 10 Article 2 The Offer Section 2.01. The Offer 10 Section 2.02. Company Action 12 Article 3 The Merger Sect

June 19, 2018 SC 13D/A

FMI / Foundation Medicine, Inc. / ROCHE HOLDING LTD - FORM SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A (Amendment No. 3) Under the Securities Exchange Act of 1934 Foundation Medicine, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 350456100 (CUSIP Number) Beat Kraehenmann Roche Holding Ltd Grenzacherstrasse 124 CH-4070 Basel, Switzerland Telephone: +41-61-688-1111 (

June 7, 2018 8-K

Entry into a Material Definitive Agreement

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): June 6, 2018 Foundation Medicine, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36086 27-1316416 (State or other jurisdiction of incorporation) (Commiss

May 2, 2018 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): May 2, 2018 Foundation Medicine, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36086 27-1316416 (State or other jurisdiction of incorporation) (Commissi

May 2, 2018 EX-99.1

Foundation Medicine Announces 2018 First Quarter Results and Recent Highlights

EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE Foundation Medicine Announces 2018 First Quarter Results and Recent Highlights CAMBRIDGE, Mass. –May 2, 2018—Foundation Medicine (NASDAQ:FMI) today reported financial and operational results for the first quarter ended March 31, 2018. Highlights for the quarter included: • Posted revenue of $52.8 million, 101% year-over-year growth; • Reported 21,861 clin

May 2, 2018 EX-10.2

Executive Employee Offer Letter by and between the Company and Michael Doherty, dated December 5, 2016, as amended.

Exhibit 10.2 December 5, 2016 Michael Doherty Re: Employment with Foundation Medicine, Inc. Dear Michael: On behalf of Foundation Medicine, Inc. (“Foundation Medicine” or “the Company”), I am very pleased to offer you the position of Head of Product Development. The terms of your position with the Company are as set forth below in this letter agreement (“Agreement”): 1. Position and Start Date. Yo

May 2, 2018 EX-10.4

Executive Employee Offer Letter by and between the Company and Melanie Nallicheri, dated September 12, 2016.

Exhibit 10.4 September 12, 2016 Melanie Nallicheri Re:Employment with Foundation Medicine, Inc. Dear Melanie: On behalf of Foundation Medicine, Inc. (“Foundation Medicine” or “the Company”), I am very pleased to offer you the position of Chief Business Officer and Head, Biopharma. The terms of your position with the Company are as set forth below in this letter agreement (“Agreement”): 1. Position

May 2, 2018 10-Q

FMI / Foundation Medicine, Inc. 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2018 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-36086 FOUNDATION MEDICINE, INC.

May 2, 2018 EX-10.1

Amended and Restated Ex-US Commercialization Agreement, by and between the Company and F. Hoffmann-La Roche Ltd, dated February 28, 2018.

Exhibit 10.1 ***Text Omitted and Filed Separately with the Securities and Exchange Commission Confidential Treatment Requested Under 17 C.F.R. Sections 200.80(b)(4) and 240.24b-2 Execution Version Amended and Restated Ex-US Commercialization Agreement This Amended and Restated Ex-US Commercialization Agreement is entered into as of February 28, 2018 (the “Restatement Date”) by and between F. Hoffm

May 2, 2018 EX-10.3

Executive Employee Offer Letter by and between the Company and Konstantin Fiedler, dated May 1, 2018.

Exhibit 10.3 150 Second Street, 1st Floor Cambridge Massachusetts 02141 TEL 617.418.2200 FAX 617.418.2201 May 1, 2018 Konstantin Fiedler Re: Employment with FMI Germany GmbH and Foundation Medicine, Inc. Dear Konstantin: As you are aware, you are currently employed as the Managing Director of FMI Germany GmbH, a German corporation (“FMI Germany”) that is a wholly owned subsidiary of Foundation Med

April 27, 2018 DEFA14A

FMI / Foundation Medicine, Inc. DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filedby the Registrant x Filed by a party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(

April 27, 2018 DEF 14A

FMI / Foundation Medicine, Inc. DEF 14A

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitte

March 19, 2018 EX-99.1

Foundation Medicine Announces Final National Coverage Determination (NCD) from the Centers for Medicare & Medicaid Services (CMS), Including Coverage for FoundationOne CDx™ Across All Solid Tumors — Final NCD Significantly Expands Patient Access Beyo

EX-99.1 Exhibit 99.1 NEWS RELEASE Foundation Medicine Announces Final National Coverage Determination (NCD) from the Centers for Medicare & Medicaid Services (CMS), Including Coverage for FoundationOne CDx™ Across All Solid Tumors — Final NCD Significantly Expands Patient Access Beyond the Preliminary NCD — CAMBRIDGE, Mass. – March 18, 2018 - Foundation Medicine, Inc. (NASDAQ:FMI) today announced

March 19, 2018 8-K

FMI / Foundation Medicine, Inc. 8-K (Current Report)

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): March 16, 2018 Foundation Medicine, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36086 27-1316416 (State or other jurisdiction of incorporation) (Commi

March 7, 2018 S-8

FMI / Foundation Medicine, Inc. S-8

S-8 As filed with the Securities and Exchange Commission on March 7, 2018 Registration No.

March 7, 2018 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): March 7, 2018 Foundation Medicine, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36086 27-1316416 (State or other jurisdiction of incorporation) (Commission

March 7, 2018 EX-99.1

Foundation Medicine Announces 2017 Fourth Quarter and Year-End Results, Recent Highlights and 2018 Outlook

Exhibit 99.1 Foundation Medicine Announces 2017 Fourth Quarter and Year-End Results, Recent Highlights and 2018 Outlook CAMBRIDGE, Mass.-(BUSINESS WIRE)-March 7, 2018-Foundation Medicine (NASDAQ:FMI) today reported financial and operational results for the fourth quarter and year ended December 31, 2017. Highlights for the quarter and year included: Fourth quarter revenue of $48.9 million, 70% yea

March 7, 2018 EX-21.1

Subsidiaries of the Company

Exhibit 21.1 SUBSIDIARIES OF REGISTRANT Name State or Country of Incorporation or Organization Foundation Medicine Securities Corporation Massachusetts FMI Germany, GmbH Germany

March 7, 2018 10-K

FMI / Foundation Medicine, Inc. 10-K (Annual Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2017 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-36086 FOUNDATION MEDI

March 7, 2018 EX-10.30

Second Amendment to Ex-U.S. Commercialization Agreement, by and between the Company and F. Hoffmann-La Roche Ltd, dated October 10, 2017

EX-10.30 3 fmi-ex1030431.htm EX-10.30 Exhibit 10.30 ***Text Omitted and Filed Separately with the Securities and Exchange Commission Confidential Treatment Requested Under 17 C.F.R. Sections 200.80(b)(4) and 240.24b-2 SECOND AMENDMENT TO EX-US COMMERCIALIZATION AGREEMENT This Second Amendment to Ex-US Commercialization Agreement (“Second Amendment”), effective as of October 10, 2017 (“Second Amend

March 7, 2018 EX-10.31

Third Amendment to Ex-U.S. Commercialization Agreement, by and between the Company and F. Hoffmann-La Roche Ltd, dated December 20, 2017

Exhibit 10.31 ***Text Omitted and Filed Separately with the Securities and Exchange Commission Confidential Treatment Requested Under 17 C.F.R. Sections 200.80(b)(4) and 240.24b-2 THIRD AMENDMENT TO EX-US COMMERCIALIZATION AGREEMENT This Third Amendment to Ex-US Commercialization Agreement (“Third Amendment”), is entered into as of December 8, 2017 (“Third Amendment Execution Date”) and shall be e

March 7, 2018 EX-10.27

Sixth Amendment to Collaboration Agreement, by and among the Company, F. Hoffmann-La Roche Ltd and Hoffman-La Roche Inc., dated November 1, 2017

EX-10.27 2 fmi-ex1027432.htm EX-10.27 Exhibit 10.27 ***Text Omitted and Filed Separately with the Securities and Exchange Commission Confidential Treatment Requested Under 17 C.F.R. Sections 200.80(b)(4) and 240.24b-2 SIXTH AMENDMENT TO COLLABORATION AGREEMENT This Sixth Amendment (“Sixth Amendment”) to the Collaboration Agreement (the “Agreement”) by and between F. Hoffmann-La Roche Ltd, with an

March 5, 2018 8-K

Entry into a Material Definitive Agreement

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 28, 2018 Foundation Medicine, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36086 27-1316416 (State or other jurisdiction of incorporation) (Co

January 8, 2018 EX-99.1

Foundation Medicine Reports Preliminary 2017 Results Reports Total Revenue of Approximately $152.9 Million, a 31% Year Over Year Increase; Reports 67,375 Clinical Tests in 2017, a 54% Year Over Year Increase Increases Biopharma Revenue Approximately

Exhibit 99.1 Foundation Medicine Reports Preliminary 2017 Results Reports Total Revenue of Approximately $152.9 Million, a 31% Year Over Year Increase; Reports 67,375 Clinical Tests in 2017, a 54% Year Over Year Increase Increases Biopharma Revenue Approximately 27% Year-Over-Year with New and Expanded Collaborations Achieves Significant Milestone with FDA Approval and Preliminary National Coverag

January 8, 2018 EX-99.2

Personalized Cancer Care. Delivered. JP Morgan Healthcare Conference 2018 January 8, 2018 CONFIDENTIAL

EX-99.2 3 a51739267ex992.htm EXHIBIT 99.2 Exhibit 99.2 Personalized Cancer Care. Delivered. JP Morgan Healthcare Conference 2018 January 8, 2018 CONFIDENTIAL Forward Looking Statement January 8, 2018 This presentation contains forward-looking statements about our business. These statements may be identified by words such as “may,” “will,” “should,” “could,” “expect,” “intend,” “plan,” “anticipate,

January 8, 2018 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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): January 8, 2018 Foundation Medicine, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36086 27-1316416 (State or other jurisdiction of incorporation) (Commissi

December 22, 2017 EX-4.2

Form of indenture for subordinated debt securities and the related form of subordinated debt security

EX-4.2 3 d506863dex42.htm EX-4.2 Exhibit 4.2 FOUNDATION MEDICINE, INC. TO Trustee Indenture Dated as of , 20 Subordinated Debt Securities TABLE OF CONTENTS Page ARTICLE ONE - DEFINITIONS AND OTHER PROVISIONS OF GENERAL APPLICATION 1 SECTION 101. Definitions 1 SECTION 102. Compliance Certificates and Opinions 8 SECTION 103. Form of Documents Delivered to Trustee 9 SECTION 104. Acts of Holders 9 SEC

December 22, 2017 EX-12.1

Computation of Ratio of Earnings to Fixed Charges

EX-12.1 Exhibit 12.1 Computation of Ratio of Earnings to Fixed Charges Year ended December 31, Nine months ended September 30, 2016 2015 2014 2017 (in thousands) Net loss $ (113,192 ) $ (89,631 ) $ (52,222 ) $ (123,355 ) Fixed charges: Interest expense on indebtedness 143 — — 286 Noncash interest expense and other — — 3 284 Total fixed charges 143 — 3 570 Net loss plus fixed charges $ (113,049 ) $

December 22, 2017 EX-4.1

Form of indenture for senior debt securities and the related form of senior debt security

EX-4.1 2 d506863dex41.htm EX-4.1 Exhibit 4.1 FOUNDATION MEDICINE, INC. TO Trustee Indenture Dated as of , 20 Senior Debt Securities TABLE OF CONTENTS Page ARTICLE ONE - DEFINITIONS AND OTHER PROVISIONS OF GENERAL APPLICATION 2 SECTION 101. Definitions 2 SECTION 102. Compliance Certificates and Opinions 8 SECTION 103. Form of Documents Delivered to Trustee 8 SECTION 104. Acts of Holders 9 SECTION 1

December 22, 2017 S-3ASR

As filed with the Securities and Exchange Commission on December 22, 2017.

S-3ASR Table of Contents As filed with the Securities and Exchange Commission on December 22, 2017.

December 19, 2017 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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): December 19, 2017 Foundation Medicine, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36086 27-1316416 (State or other jurisdiction of incorporation) (Co

December 1, 2017 8-K

Financial Statements and Exhibits, Other Events

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): November 30, 2017 Foundation Medicine, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36086 27-1316416 (State or other jurisdiction of incorporation) (Commis

December 1, 2017 EX-99.1

FDA Approves Foundation Medicine’s FoundationOne CDx™, the First and Only Comprehensive Genomic Profiling Test for All Solid Tumors Incorporating Multiple Companion Diagnostics --Landmark approval advances personalized cancer care as an estimated 1 i

Exhibit 99.1 FDA Approves Foundation Medicine?s FoundationOne CDx?, the First and Only Comprehensive Genomic Profiling Test for All Solid Tumors Incorporating Multiple Companion Diagnostics -Landmark approval advances personalized cancer care as an estimated 1 in 3 patients across five common advanced cancers are expected to match with an FDA-approved therapy- -The Centers for Medicare and Medicai

November 1, 2017 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): November 1, 2017 Foundation Medicine, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36086 27-1316416 (State or other jurisdiction of incorporation) (Commiss

November 1, 2017 EX-99.1

Foundation Medicine Announces 2017 Third Quarter Results and Recent Highlights

Exhibit 99.1 Foundation Medicine Announces 2017 Third Quarter Results and Recent Highlights CAMBRIDGE, Mass.-(BUSINESS WIRE)-November 1, 2017-Foundation Medicine, Inc. (NASDAQ: FMI) today reported financial and operating results for its third quarter ended September 30, 2017. Results and business highlights for the quarter included: Achieved third quarter revenue of $42.7 million, 45% year-over-ye

November 1, 2017 10-Q

FMI / Foundation Medicine, Inc. 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2017 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-36086 FOUNDATION MEDICINE, INC.

October 10, 2017 EX-99.1

Foundation Medicine Appoints Tom Civik as Chief Commercial Officer

EX-99.1 Exhibit 99.1 NEWS RELEASE Foundation Medicine Appoints Tom Civik as Chief Commercial Officer CAMBRIDGE, Mass. ? October 10, 2017?Foundation Medicine, Inc. (NASDAQ:FMI) today announced the appointment of Tom Civik to the role of chief commercial officer. Mr. Civik brings to Foundation Medicine more than two decades of commercial and operational experience with global biopharmaceutical organ

October 10, 2017 8-K

Foundation Medicine 8-K (Current Report/Significant Event)

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): October 10, 2017 Foundation Medicine, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36086 27-1316416 (State or other jurisdiction of incorporation) (Com

October 10, 2017 EX-10.1

Executive Employee Offer Letter by and between the Company and Tom Civik, dated October 10, 2017

EX-10.1 Exhibit 10.1 150 Second Street, 1st Floor October 6, 2017 Cambridge Massachusetts 02141 VIA ELECTRONIC MAIL TEL 617.418.2200 FAX 617.418.2201 Mr. Tom Civik 261 Oakdale Avenue Mill Valley, CA 94941 Re: Employment with Foundation Medicine, Inc. Dear Tom: On behalf of Foundation Medicine, Inc. (?Foundation Medicine? or ?the Company?), I am very pleased to offer you employment with the Company

September 13, 2017 EX-10.1

Fifth Amendment to Collaboration Agreement, by and among the Company, F. Hoffmann-La Roche Ltd and Hoffman-La Roche Inc., dated September 8, 2017.

EX-10.1 Exhibit 10.1 ***Text Omitted and Filed Separately with the Securities and Exchange Commission Confidential Treatment Requested Under 17 C.F.R. Sections 200.80(b)(4) and 240.24b-2 FIFTH AMENDMENT TO COLLABORATION AGREEMENT This Fifth Amendment (?Fifth Amendment?) to the Collaboration Agreement (the ?Agreement?) by and between F. Hoffmann-La Roche Ltd, with an office and place of business at

September 13, 2017 8-K

Foundation Medicine 8-K (Current Report/Significant Event)

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): September 8, 2017 Foundation Medicine, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36086 27-1316416 (State or other jurisdiction of incorporation) (Co

August 1, 2017 EX-10.1

Amendment Letter Agreement, by and between the Company and Roche Finance Ltd., dated July 31, 2017 (incorporated by reference to Exhibit 10.1 of the Company’s Form 8-K filed on August 1, 2017).

EX-10.1 Exhibit 10.1 Foundation Medicine, Inc. 150 Second Street Cambridge, MA 02141 USA July 31, 2017 Amendment Letter Agreement (the ?Amendment Letter Agreement?) Ladies and Gentlemen, Reference is made to the Credit Facility Agreement, dated August 02, 2016 (the ?Credit Agreement?) and the Side Letter Agreement, dated August 02, 2016 (the ?Side Letter Agreement ?), each by and among Foundation

August 1, 2017 8-K

Foundation Medicine FORM 8-K (Current Report/Significant Event)

Form 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): July 31, 2017 Foundation Medicine, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36086 27-1316416 (State or other jurisdiction of incorporation) (C

August 1, 2017 EX-99.1

Foundation Medicine Announces 2017 Second Quarter Results and Recent Highlights

EX-99.1 Exhibit 99.1 NEWS RELEASE Foundation Medicine Announces 2017 Second Quarter Results and Recent Highlights CAMBRIDGE, Mass. ? August 1, 2017 - Foundation Medicine, Inc. (NASDAQ:FMI) today reported financial and operating results for its second quarter ended June 30, 2017. Results and business highlights for the quarter included: ? Achieved second quarter revenue of $35.0 million, 24% year-o

August 1, 2017 EX-10.1

Second Amendment to Supply and Support Agreement, by and between the Company and Illumina, Inc., dated as of April 11, 2017 (incorporated by reference to Exhibit 10.1 of the Company’s Form 10-Q filed on August 1, 2017)

Exhibit 10.1 AMENDMENT #2 TO SUPPLY, SERVICE, AND SUPPORT AGREEMENT Illumina, Inc., a Delaware corporation having a place of business at 5200 Illumina Way, San Diego, CA 92122 and Foundation Medicine Inc., having a place of business at 150 Second Street, Cambridge, MA 02141, entered into that certain Supply, Service, and Support Agreement dated July 25, 2013, as amended by Amendment #1 dated Octob

August 1, 2017 10-Q

FMI / Foundation Medicine, Inc. 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2017 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-36086 FOUNDATION MEDICINE, INC.

June 27, 2017 CORRESP

Foundation Medicine ESP

CORRESP 1 filename1.htm June 27, 2017 VIA EDGAR Division of Corporation Finance U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Attention: Joel Parker, Senior Assistant Chief Accountant Office of Beverages, Apparel, and Mining Re: Foundation Medicine, Inc. Form 10-K for the fiscal year ended December 31, 2016 Filed March 3, 2017 File No. 001-36086 Dear Mr. Parker: W

June 21, 2017 8-K

Foundation Medicine 8-K (Current Report/Significant Event)

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): June 20, 2017 Foundation Medicine, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36086 27-1316416 (State or other jurisdiction of incorporation) (Commis

May 19, 2017 CORRESP

Foundation Medicine ESP

CORRESP 1 filename1.htm May 19, 2017 VIA EDGAR Division of Corporation Finance U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Attention: Joel Parker, Senior Assistant Chief Accountant Office of Beverages, Apparel, and Mining Re: Foundation Medicine, Inc. Form 10-K for the fiscal year ended December 31, 2016 Filed March 3, 2017 File No. 001-36086 Dear Mr. Parker: We

May 9, 2017 10-Q

Foundation Medicine FORM 10-Q (Quarterly Report)

fmi-10q20170331.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2017 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0

May 9, 2017 EX-99.1

Foundation Medicine Announces 2017 First Quarter Results and Recent Highlights

Exhibit 99.1 Foundation Medicine Announces 2017 First Quarter Results and Recent Highlights CAMBRIDGE, Mass.-(BUSINESS WIRE)-May 9, 2017-Foundation Medicine, Inc. (NASDAQ:FMI) today reported financial and operating results for its first quarter ended March 31, 2017. Results and business highlights for the quarter included: Reported 13,933 clinical tests in the first quarter, 55% year-over-year gro

May 9, 2017 8-K

Foundation Medicine FOUNDATION MEDICINE, INC. 8-K (Current Report/Significant Event)

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): May 9, 2017 Foundation Medicine, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36086 27-1316416 (State or other jurisdiction of incorporation) (Commission F

May 4, 2017 EX-3

POWER OF ATTORNEY

EXHIBIT 3 POWER OF ATTORNEY The undersigned, Daniel J. Donoghue, hereby appoints Mark Buckley his true and lawful attorney-in-fact and agent, with full power to execute and file with the United States Securities and Exchange Commission and any stock exchange or similar authority, for and on his behalf in any and all capacities, any and all reports required to be filed pursuant to Section 13 of the

May 4, 2017 SC 13D/A

FMI / Foundation Medicine, Inc. / Discovery Group I, LLC - SCHEDULE 13D (AMENDMENT NO. 1) Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1)* Foundation Medicine, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Secur

May 4, 2017 EX-2

JOINT FILING AGREEMENT

EXHIBIT 2 JOINT FILING AGREEMENT The undersigned hereby agree to the joint filing of the Amendment No.

May 4, 2017 EX-1

TRANSACTIONS DURING PAST 60 DAYS

EXHIBIT 1 TRANSACTIONS DURING PAST 60 DAYS The Reporting Persons engaged in the following transactions in shares of Common Stock of the Company during the past 60 days.

April 28, 2017 DEFA14A

Foundation Medicine ADDITIONAL MATERIAL

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)

April 28, 2017 DEF 14A

Foundation Medicine DEFINITIVE PROXY STATEMENT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)

April 12, 2017 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Form 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): April 12, 2017 Foundation Medicine, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36086 27-1316416 (State or other jurisdiction of incorporation) (

March 30, 2017 EX-10.11

AMENDMENT #1 TO SUPPLY, SERVICE, AND SUPPORT AGREEMENT

EX-10.11 Exhibit 10.11 ***Text Omitted and Filed Separately with the Securities and Exchange Commission Confidential Treatment Requested Under 17 C.F.R. Sections 200.80(b)(4) and 240.24b-2 AMENDMENT #1 TO SUPPLY, SERVICE, AND SUPPORT AGREEMENT Illumina, Inc., a Delaware corporation having a place of business at 5200 Illumina Way, San Diego, CA 92122 (?Illumina?) and Foundation Medicine Inc., havin

March 30, 2017 10-K/A

Foundation Medicine FORM 10-K/A (Annual Report)

Form 10-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A Amendment No. 1 (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2016 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file nu

March 3, 2017 EX-10.24

Fourth Amendment to Collaboration Agreement, by and among the Company, F. Hoffmann-La Roche Ltd and Hoffman-La Roche Inc., dated December 20, 2016 (incorporated by reference to Exhibit 10.24 of the Company’s Form 10-K filed on March 3, 2017)

EX-10.24 3 fmi-ex1024251.htm EX-10.24 Exhibit 10.24 ***Text Omitted and Filed Separately with the Securities and Exchange Commission Confidential Treatment Requested Under 17 C.F.R. Sections 200.80(b)(4) and 240.24b-2 FOURTH AMENDMENT TO COLLABORATION AGREEMENT This Fourth Amendment (“Fourth Amendment”) to the Collaboration Agreement (the “Agreement”) by and between F. Hoffmann-La Roche Ltd, with

March 3, 2017 EX-21.1

SUBSIDIARIES OF REGISTRANT

EX-21.1 4 fmi-ex211249.htm EX-21.1 Exhibit 21.1 SUBSIDIARIES OF REGISTRANT Name State or Country of Incorporation or Organization Foundation Medicine Securities Corporation Massachusetts FMI Germany, GmbH Germany

March 3, 2017 EX-10.11

AMENDMENT #1 TO SUPPLY, SERVICE, AND SUPPORT AGREEMENT

EX-10.11 2 fmi-ex1011250.htm EX-10.11 Exhibit 10.11 ***Text Omitted and Filed Separately with the Securities and Exchange Commission Confidential Treatment Requested Under 17 C.F.R. Sections 200.80(b)(4) and 240.24b-2 AMENDMENT #1 TO SUPPLY, SERVICE, AND SUPPORT AGREEMENT Illumina, Inc., a Delaware corporation having a place of business at 5200 Illumina Way, San Diego, CA 92122 (“Illumina”) and Fo

March 2, 2017 S-8

Foundation Medicine S-8

S-8 As filed with the Securities and Exchange Commission on March 2, 2017 Registration No.

March 2, 2017 10-K

Foundation Medicine 10-K (Annual Report)

fmi-10k20161231.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2016 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-3

March 2, 2017 EX-99.1

Foundation Medicine Receives Medicare Payment in Non-Small Cell Lung Cancer under a Local Coverage Determination for FoundationOne®, the Company’s Comprehensive Genomic Profiling Assay

Exhibit 99.1 Foundation Medicine Receives Medicare Payment in Non-Small Cell Lung Cancer under a Local Coverage Determination for FoundationOne?, the Company?s Comprehensive Genomic Profiling Assay CAMBRIDGE, Mass.-(BUSINESS WIRE)-March 2, 2017-Foundation Medicine, Inc. (NASDAQ:FMI) today announced that it has received payment from Palmetto GBA, the Company?s Medicare Administrative Contractor (MA

March 2, 2017 8-K

Foundation Medicine FOUNDATION MEDICINE, INC. 8-K (Current Report/Significant Event)

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): March 2, 2017 Foundation Medicine, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36086 27-1316416 (State or other jurisdiction of incorporation) (Commission

February 22, 2017 EX-99.1

Foundation Medicine Announces 2016 Fourth Quarter and Year-End Results, Recent Highlights and 2017 Outlook

Exhibit 99.1 Foundation Medicine Announces 2016 Fourth Quarter and Year-End Results, Recent Highlights and 2017 Outlook CAMBRIDGE, Mass.-(BUSINESS WIRE)-February 22, 2017-Foundation Medicine (NASDAQ:FMI) today reported financial and operational results for the fourth quarter and year ended December 31, 2016. Highlights for the quarter and year included: Fourth quarter revenue of $28.8 million, 11%

February 22, 2017 8-K

Foundation Medicine FOUNDATION MEDICINE, INC. 8-K (Current Report/Significant Event)

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 22, 2017 Foundation Medicine, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36086 27-1316416 (State or other jurisdiction of incorporation) (Commis

February 14, 2017 SC 13G/A

FMI / Foundation Medicine, Inc. / GILDER GAGNON HOWE & CO LLC - SC 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (RULE 13d - 102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (Amendment No. 5)* Foundation Medicine, Inc. (Name of Issuer) Common Stock, par value $0.00001 per share (Title of Class of Securities) 350456100 (CUSIP Number) December 31, 2016 (Da

January 30, 2017 EX-1

TRANSACTIONS DURING PAST 60 DAYS

EXHIBIT 1 TRANSACTIONS DURING PAST 60 DAYS The Reporting Persons engaged in the following transactions in shares of Common Stock of the Company during the past 60 days.

January 30, 2017 EX-3

POWER OF ATTORNEY

EXHIBIT 3 POWER OF ATTORNEY The undersigned, Daniel J. Donoghue, hereby appoints Mark Buckley his true and lawful attorney-in-fact and agent, with full power to execute and file with the United States Securities and Exchange Commission and any stock exchange or similar authority, for and on his behalf in any and all capacities, any and all reports required to be filed pursuant to Section 13 of the

January 30, 2017 EX-2

JOINT FILING AGREEMENT

EXHIBIT 2 JOINT FILING AGREEMENT The undersigned hereby agree to the joint filing of the Schedule 13D to which this Agreement is attached. Dated: January 30, 2017 DISCOVERY EQUITY PARTNERS, L.P. By Daniel J. Donoghue* Daniel J. Donoghue Manager DISCOVERY GROUP I, LLC By Daniel J. Donoghue* Daniel J. Donoghue Manager *By: /s/ Mark Buckley Mark Buckley Attorney-in-Fact for Daniel J. Donoghue

January 30, 2017 SC 13D

FMI / Foundation Medicine, Inc. / Discovery Group I, LLC - SCHEDULE 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. )* Foundation Medicine, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securi

January 9, 2017 8-K

Foundation Medicine FOUNDATION MEDICINE, INC. 8-K (Current Report/Significant Event)

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): January 9, 2017 Foundation Medicine, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36086 27-1316416 (State or other jurisdiction of incorporation) (Commissi

January 9, 2017 EX-99.1

Foundation Medicine Reports Preliminary 2016 Results Achieves Total Revenue of Approximately $116.9 Million, a 25% Year Over Year Increase Reports 43,686 Clinical Tests in 2016, a 32% Year Over Year Increase

Exhibit 99.1 Foundation Medicine Reports Preliminary 2016 Results Achieves Total Revenue of Approximately $116.9 Million, a 25% Year Over Year Increase Reports 43,686 Clinical Tests in 2016, a 32% Year Over Year Increase CAMBRIDGE, Mass.-(BUSINESS WIRE)-January 9, 2017-Foundation Medicine (NASDAQ:FMI) today announced preliminary unaudited total revenue of approximately $28.8 million in the fourth

January 9, 2017 EX-99.2

Partner for the Patient Journey J.P. Morgan Healthcare Conference CONFIDENTIAL 1 Investor Presentation

Exhibit 99.2 Partner for the Patient Journey J.P. Morgan Healthcare Conference CONFIDENTIAL 1 Investor Presentation CONFIDENTIAL Forward Looking Statement These slides and materials, including any accompanying oral presentation, contain forward-looking statements about our business. You should not place undue reliance on forward-looking statements as these statements are based upon our current exp

January 6, 2017 EX-10.1

Employment Agreement by and between the Company and Troy Cox, dated January 5, 2017 (incorporated by reference to Exhibit 10.1 of the Company’s Form 8-K filed on January 6, 2017)

EX-10.1 2 d285878dex101.htm EX-10.1 Exhibit 10.1 150 Second Street, 1st Floor Cambridge Massachusetts 02141 TEL 617.418.2200 FAX 617.418.2201 January 5, 2017 Troy Cox 464 Tehama Street San Francisco, CA 94103 Re: Employment with Foundation Medicine, Inc. Dear Troy: On behalf of Foundation Medicine, Inc. (“Foundation Medicine” or “the Company”), I am very pleased to offer you the position of Chief

January 6, 2017 8-K

Foundation Medicine 8-K (Current Report/Significant Event)

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): January 5, 2017 Foundation Medicine, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36086 27-1316416 (State or other jurisdiction of incorporation) (Comm

January 6, 2017 EX-10.4

Waiver and Consent by and between the Company and Roche Holdings, Inc., dated January 5, 2017 (incorporated by reference to Exhibit 10.4 of the Company’s Form 8-K filed on January 6, 2017)

EX-10.4 5 d285878dex104.htm EX-10.4 Exhibit 10.4 WAIVER AND CONSENT January 5, 2017 WHEREAS, the Board of Directors (the “Board”) of Foundation Medicine, Inc. (the “Company”) desires to appoint Troy Cox as the Company’s Chief Executive Officer, to increase the size of the Board to ten (10) directors (the “Proposed Increase”) and to elect Mr. Cox as a director of the Company, in each case as of Feb

January 6, 2017 EX-10.3

Retention Agreement by and between the Company and Steven Kafka, Ph.D., dated January 5, 2017 (incorporated by reference to Exhibit 10.3 of the Company’s Form 8-K filed on January 6, 2017)

EX-10.3 Exhibit 10.3 January 5, 2017 Steven Kafka Re: Retention Bonus Dear Steve: As you know, Foundation Medicine, Inc. (?Foundation Medicine? or the ?Company?) has hired a new Chief Executive Officer who is expected to begin his employment at Foundation Medicine on February 6, 2017 (the ?New CEO Commencement Date?). At this time, the Company believes that your assistance during the one year peri

January 6, 2017 EX-10.2

Letter Agreement by and between the Company and Michael Pellini, M.D., dated January 5, 2017 (incorporated by reference to Exhibit 10.2 of the Company’s Form 8-K filed on January 6, 2017)

EX-10.2 3 d285878dex102.htm EX-10.2 Exhibit 10.2 January 5, 2017 Michael Pellini, M.D. 33841 Niguel Shores Drive Dana Point, CA 92629 Dear Dr. Pellini: This letter is intended to memorialize the understanding regarding the ending of your employment with Foundation Medicine, Inc. (“Foundation Medicine” or the “Company”) and your continuing role as an active member of the Company’s Board of Director

January 6, 2017 EX-99.1

Foundation Medicine Announces Executive Leadership Transition —Proven biopharma executive and commercial leader, Troy Cox, named as chief executive officer to succeed Michael Pellini, M.D.— —Dr. Pellini named chairman of the company’s Board of Direct

EX-99.1 6 d285878dex991.htm EX-99.1 Exhibit 99.1 NEWS RELEASE Foundation Medicine Announces Executive Leadership Transition —Proven biopharma executive and commercial leader, Troy Cox, named as chief executive officer to succeed Michael Pellini, M.D.— —Dr. Pellini named chairman of the company’s Board of Directors— CAMBRIDGE, Mass. – January 6, 2017 - Foundation Medicine, Inc. (NASDAQ:FMI) today a

December 20, 2016 8-K

Foundation Medicine 8-K (Current Report/Significant Event)

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): December 19, 2016 Foundation Medicine, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36086 27-1316416 (State or other jurisdiction of incorporation) (Co

November 16, 2016 EX-10.5

Master IVD Collaboration Agreement, by and among the Company, F. Hoffmann-La Roche Ltd and Roche Molecular Systems, Inc., dated April 6, 2016 (incorporated by reference to Exhibit 10.5 of the Company’s Form 10-Q/A filed on November 16, 2016)

fmi-ex1059.htm Exhibit 10.5 ***Text Omitted and Filed Separately with the Securities and Exchange Commission Confidential Treatment Requested Under 17 C.F.R. Sections 200.80(b)(4) and 240.24b-2 MASTER ivd collaboration AGREEMENT THIS MASTER IVD COLLABORATION AGREEMENT (this ?Agreement?) is made as of April 6, 2016 (the ?Signing Date?) by and between Foundation Medicine, Inc., a Delaware Corporatio

November 16, 2016 10-Q/A

Foundation Medicine 10-Q/A (Quarterly Report)

fmi-10qa20160630.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q/A Amendment No. 1 (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2016 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commi

November 2, 2016 10-Q

Foundation Medicine FORM 10-Q (Quarterly Report)

fmi-10q20160930.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2016 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file num

November 2, 2016 EX-99.1

Foundation Medicine Announces 2016 Third Quarter Results and Recent Highlights

Exhibit 99.1 Foundation Medicine Announces 2016 Third Quarter Results and Recent Highlights CAMBRIDGE, Mass.-(BUSINESS WIRE)-November 2, 2016-Foundation Medicine, Inc. (NASDAQ:FMI) today reported financial and operating results for its third quarter ended September 30, 2016. Highlights for the quarter included: Achieved third quarter revenue of $29.4 million, 16% year-over-year growth; Reported 11

November 2, 2016 8-K

Foundation Medicine FOUNDATION MEDICINE, INC. 8-K (Current Report/Significant Event)

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): November 2, 2016 Foundation Medicine, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36086 27-1316416 (State or other jurisdiction of incorporation) (Commiss

November 2, 2016 EX-10.2

Third Amendment to Collaboration Agreement, by and among the Company, F. Hoffmann-La Roche Ltd and Hoffman-La Roche Inc., dated July 25, 2016 (incorporated by reference to Exhibit 10.2 of the Company’s Form 10-Q filed on November 2, 2016)

Exhibit 10.2 ***Text Omitted and Filed Separately with the Securities and Exchange Commission Confidential Treatment Requested Under 17 C.F.R. Sections 200.80(b)(4) and 240.24b-2 THIRD AMENDMENT TO COLLABORATION AGREEMENT This Third Amendment (“Third Amendment”) to the Collaboration Agreement (the “Agreement”) by and between F. Hoffmann-La Roche Ltd, with an office and place of business at Grenzac

October 28, 2016 EX-99.1

Foundation Medicine Adds Life Sciences Leader Michael R. Dougherty to its Board of Directors

EX-99.1 Exhibit 99.1 NEWS RELEASE Foundation Medicine Adds Life Sciences Leader Michael R. Dougherty to its Board of Directors CAMBRIDGE, Mass. ? October 27, 2016 - Foundation Medicine, Inc. (NASDAQ:FMI) today announced the election of Michael R. Dougherty to its board of directors. Mr. Dougherty brings more than 30 years of executive and operational leadership to his role as an independent direct

October 28, 2016 8-K

Foundation Medicine FORM 8-K (Current Report/Significant Event)

Form 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): October 26, 2016 Foundation Medicine, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36086 27-1316416 (State or other jurisdiction of incorporation)

October 5, 2016 EX-10.1

Third Amendment to Lease, by and between the Company and ARE-MA Region No. 50, LLC, dated September 30, 2016 (incorporated by reference to Exhibit 10.1 of the Company’s Form 8-K filed on October 5, 2016)

EX-10.1 Third Amendment to Lease ? Foundation Medicine, Inc. Exhibit 10.1 Page 1 THIRD AMENDMENT TO LEASE This Third Amendment to Lease (the ?Amendment?) is made as of September 30, 2016, by and between ARE-MA REGION NO. 50, LLC, a Delaware limited liability company, having an address at 385 East Colorado Boulevard, Suite 299, Pasadena, CA 91101 (?Landlord?), and FOUNDATION MEDICINE, INC., a Delaw

October 5, 2016 EX-10.3

Assignment and Assumption of Lease, by and between the Company and bluebird bio, Inc., dated September 30, 2016 (incorporated by reference to Exhibit 10.3 of the Company’s Form 8-K filed on October 5, 2016)

EX-10.3 Exhibit 10.3 ASSIGNMENT AND ASSUMPTION OF LEASE THIS ASSIGNMENT AND ASSUMPTION OF LEASE (the ?Assignment?) is entered into as of the 30th day of September, 2016, by and between BLUEBIRD BIO, INC., a Delaware corporation (?Assignor?), and FOUNDATION MEDICINE, INC., a Delaware corporation (?Assignee?). A. Assignor, as Tenant, and ARE-MA Region No. 50, LLC, a Delaware limited liability compan

October 5, 2016 EX-10.2

Consent to Assignment, by and among ARE-MA Region No. 50, LLC, bluebird bio, Inc., and the Company dated September 30, 2016 (incorporated by reference to Exhibit 10.2 of the Company’s Form 8-K filed on October 5, 2016)

EX-10.2 Exhibit 10.2 CONSENT TO ASSIGNMENT This Consent to Assignment (this ?Consent?) is made as of September 30, 2016, by ARE-MA REGION NO. 50, LLC, a Delaware limited liability company, having an address of 385 East Colorado Boulevard, Suite 299, Pasadena, California 91101 (?Landlord?), to BLUEBIRD BIO, INC., a Delaware corporation, having an address of 150 Second Street, First Floor, Cambridge

October 5, 2016 8-K

Foundation Medicine 8-K (Current Report/Significant Event)

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): September 30, 2016 Foundation Medicine, Inc. (Exact name of registrant as specified in its charter) DELAWARE 001-36086 27-1316416 (State or other jurisdiction of incorporation) (C

August 3, 2016 10-Q

Foundation Medicine FORM 10-Q (Quarterly Report)

10-Q 1 fmi-10q20160630.htm FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2016 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commiss

August 3, 2016 EX-10.5

MASTER ivd collaboration AGREEMENT

EX-10.5 5 fmi-ex105139.htm EX-10.5 IVD AGREEMENT Exhibit 10.5 ***Text Omitted and Filed Separately with the Securities and Exchange Commission Confidential Treatment Requested Under 17 C.F.R. Sections 200.80(b)(4) and 240.24b-2 MASTER ivd collaboration AGREEMENT THIS MASTER IVD COLLABORATION AGREEMENT (this “Agreement”) is made as of April 6, 2016 (the “Signing Date”) by and between Foundation Med

August 3, 2016 EX-10.2

First Amendment to Collaboration Agreement, by and among the Company, F. Hoffman-La Roche Ltd and Hoffman-La Roche Inc., dated April 6, 2016 (incorporated by reference to Exhibit 10.2 of the Company’s Form 10-Q filed on August 3, 2016).

EX-10.2 2 fmi-ex102136.htm EX-10.2 A1 TO COLLABORATION Exhibit 10.2 ***Text Omitted and Filed Separately with the Securities and Exchange Commission Confidential Treatment Requested Under 17 C.F.R. Sections 200.80(b)(4) and 240.24b-2 FIRST AMENDMENT TO COLLABORATION AGREEMENT This First Amendment (“First Amendment”) to the Collaboration Agreement (the “Agreement”) by and between F. Hoffmann-La Roc

August 3, 2016 EX-10.3

Second Amendment to Collaboration Agreement, by and among the Company, F. Hoffman-La Roche Ltd and Hoffman-La Roche Inc., dated June 16, 2016 (incorporated by reference to Exhibit 10.3 of the Company’s Form 10-Q filed on August 3, 2016)

EX-10.3 3 fmi-ex103137.htm EX-10.3 A2 TO COLLABORATION Exhibit 10.3 ***Text Omitted and Filed Separately with the Securities and Exchange Commission Confidential Treatment Requested Under 17 C.F.R. Sections 200.80(b)(4) and 240.24b-2 SECOND AMENDMENT TO COLLABORATION AGREEMENT This Second Amendment (“Second Amendment”) to the Collaboration Agreement (the “Agreement”) by and between F. Hoffmann-La

August 3, 2016 EX-10.4

First Amendment to Ex-U.S. Commercialization Agreement, by and between the Company and F. Hoffmann-La Roche Ltd, dated May 9, 2016. (incorporated by reference to Exhibit 10.4 of the Company’s Form 10-Q filed on August 3, 2016)

Exhibit 10.4 FIRST AMENDMENT TO EX-US COMMERCIALIZATION AGREEMENT This First Amendment (“First Amendment”) to the Ex-US Commercialization Agreement (the “Agreement”), effective April 7, 2015, by and between F. Hoffmann-La Roche Ltd, with an office and place of business at Grenzacherstrasse 124, 4070, Basel, Switzerland ( “Roche”), on the one hand, and Foundation Medicine, Inc., with an office and

August 2, 2016 EX-99.1

Foundation Medicine Announces 2016 Second Quarter Results and Recent Highlights

EX-99.1 Exhibit 99.1 NEWS RELEASE Foundation Medicine Announces 2016 Second Quarter Results and Recent Highlights CAMBRIDGE, Mass. ? August 2, 2016?Foundation Medicine, Inc. (NASDAQ:FMI) today reported financial and operating results for its second quarter ended June 30, 2016. Highlights for the quarter included: ? Achieved second quarter revenue of $28.2 million, 26% year-over-year growth; ? Repo

August 2, 2016 8-K

Foundation Medicine FORM 8-K (Current Report/Significant Event)

Form 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): August 2, 2016 Foundation Medicine, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36086 27-1316416 (State or other jurisdiction of incorporation) (

August 2, 2016 EX-10.1

Credit Facility Agreement, by and between the Company and Roche Finance Ltd., dated August 2, 2016 (incorporated by reference to Exhibit 10.1 of the Company’s Form 8-K filed on August 2, 2016)

EX-10.1 Exhibit 10.1 Execution Version Confidential Credit Facility Agreement dated August 02, 2016 by and between Foundation Medicine, Inc. 150 Second St, Cambridge, MA 02141, United States of America (FMI or Borrower) and Roche Finance Ltd Grenzacherstrasse 122, 4058 Basel, Switzerland (Roche Finance or Lender) (the Borrower and the Lender, collectively the Parties) Table of Contents 1. Definiti

June 22, 2016 8-K

Foundation Medicine FORM 8-K (Current Report/Significant Event)

Form 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): June 16, 2016 Foundation Medicine, Inc. (Exact name of registrant as specified in its charter) DELAWARE 001-36086 27-1316416 (State or other jurisdiction of incorporation) (C

June 8, 2016 CORRESP

Foundation Medicine ESP

CORRESP June 8, 2016 VIA EDGAR Division of Corporation Finance U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Attention: Craig Arakawa, Accounting Branch Chief, Office of Beverages, Apparel, and Mining Re: Foundation Medicine, Inc. Form 10-K for the fiscal year ended December 31, 2015 Filed March 1, 2016 File No. 001-36086 Dear Mr. Arakawa: We have received the com

May 3, 2016 10-Q

Foundation Medicine 10-Q (Quarterly Report)

10-Q 1 fmi-10q20160331.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2016 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission

May 3, 2016 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): May 3, 2016 Foundation Medicine, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36086 27-1316416 (State or other jurisdiction of incorporation) (Commission F

May 3, 2016 EX-99.1

Foundation Medicine Announces 2016 First Quarter Results and Recent Highlights

Exhibit 99.1 Foundation Medicine Announces 2016 First Quarter Results and Recent Highlights CAMBRIDGE, Mass.-(BUSINESS WIRE)-May 3, 2016-Foundation Medicine, Inc. (NASDAQ:FMI) today reported financial and operating results for its first quarter ended March 31, 2016. Highlights for the quarter included: Achieved first quarter revenue of $30.4 million, 57% year-over-year growth; Reported 8,985 clini

May 3, 2016 EX-10.1

Lease Agreement, by and between the Company and ARE-7030 Kit Creek, LLC, dated April 18, 2016 (incorporated by reference to Exhibit 10.1 of the Company’s Form 10-Q filed on May 3, 2016)

Exhibit 10.1 LEASE AGREEMENT THIS LEASE AGREEMENT (this “Lease”) is made this 18th day of April, 2016, between ARE-7030 KIT CREEK, LLC, a Delaware limited liability company (“Landlord”), and FOUNDATION MEDICINE, INC., a Delaware corporation (“Tenant”). Building: 7010 Kit Creek Road, Research Triangle Park, North Carolina Premises: The Building, containing approximately 48,236 rentable square feet.

April 27, 2016 DEFA14A

Foundation Medicine ADDITIONAL DEFINITIVE MATERIALS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)

April 27, 2016 DEF 14A

Foundation Medicine 14A

DEF 14A 1 fmi-def14a061616.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only

April 12, 2016 8-K

Foundation Medicine FORM 8-K (Current Report/Significant Event)

Form 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): April 6, 2016 Foundation Medicine, Inc. (Exact name of registrant as specified in its charter) DELAWARE 001-36086 27-1316416 (State or other jurisdiction of incorporation) (C

March 28, 2016 8-K

Other Events

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): March 28, 2016 Foundation Medicine, Inc. (Exact name of registrant as specified in its charter) DELAWARE 001-36086 27-1316416 (State or other jurisdiction of incorporation) (Commi

March 1, 2016 10-K

Foundation Medicine FORM 10-K (Annual Report)

Form 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

March 1, 2016 EX-21.1

SUBSIDIARIES OF REGISTRANT

EX-21.1 EXHIBIT 21.1 SUBSIDIARIES OF REGISTRANT Foundation Medicine Securities Corporation, a Massachusetts corporation

February 23, 2016 EX-99.1

Foundation Medicine Announces 2015 Fourth Quarter and Year-End Results, Recent Highlights and 2016 Outlook

Exhibit 99.1 Foundation Medicine Announces 2015 Fourth Quarter and Year-End Results, Recent Highlights and 2016 Outlook CAMBRIDGE, Mass.-(BUSINESS WIRE)-February 23, 2016-Foundation Medicine (NASDAQ: FMI) today reported financial and operational results for the fourth quarter and year ended December 31, 2015. Highlights for the quarter and year included: Fourth quarter revenue of $26.1 million, 39

February 23, 2016 8-K

Foundation Medicine Form 8-K (Current Report/Significant Event)

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 23, 2016 Foundation Medicine, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36086 27-1316416 (State or other jurisdiction of incorporation) (Commis

February 16, 2016 SC 13G/A

FMI / Foundation Medicine, Inc. / Kleiner Perkins Caufield & Byers XIV, LLC - SC 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1 (b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (b) (Amendment No. 2)* Foundation Medicine, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 350465100 (CUSIP Number) December 31, 2015 (Date of Event Which Requires Filing of t

February 12, 2016 SC 13G/A

FMI / Foundation Medicine, Inc. / GILDER GAGNON HOWE & CO LLC - SC 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (RULE 13d - 102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (Amendment No. 4)* Foundation Medicine, Inc. (Name of Issuer) Common Stock, par value $0.00001 per share (Title of Class of Securities) 350456100 (CUSIP Number) December 31, 2015 (Da

February 11, 2016 SC 13G/A

FMI / Foundation Medicine, Inc. / Wellington Management Group LLP - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2 )* Foundation Medicine, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 350465100 (CUSIP Number) December 31, 2015 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which t

January 11, 2016 8-K

Foundation Medicine FOUNDATION MEDICINE, INC. 8-K (Current Report/Significant Event)

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): January 11, 2016 Foundation Medicine, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36086 27-1316416 (State or other jurisdiction of incorporation) (Commiss

January 11, 2016 EX-99.2

2016 J.P. Morgan Annual Healthcare Conference

Exhibit 99.2 2016 J.P. Morgan Annual Healthcare Conference These slides and the accompanying oral presentation contain forward-looking statements and information. These materials, including any accompanying oral presentation, contain forward-looking statements about our business. You should not place undue reliance on forward-looking statements as these statements are based upon our current expect

January 11, 2016 EX-99.1

Foundation Medicine Reports Preliminary 2015 Results and Provides 2016 Business Outlook, including Commercial Launch of its ctDNA Assay Achieves Revenue of Approximately $93.2 Million, a 53% Year Over Year Increase Reports Approximately 33,000 Clinic

Exhibit 99.1 Foundation Medicine Reports Preliminary 2015 Results and Provides 2016 Business Outlook, including Commercial Launch of its ctDNA Assay Achieves Revenue of Approximately $93.2 Million, a 53% Year Over Year Increase Reports Approximately 33,000 Clinical Tests in 2015, a 36% Year Over Year Increase CAMBRIDGE, Mass.-(BUSINESS WIRE)-January 11, 2016-Foundation Medicine (NASDAQ:FMI) today

November 9, 2015 SC 13G/A

FMI / Foundation Medicine, Inc. / GILDER GAGNON HOWE & CO LLC - SC 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (RULE 13d - 102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (Amendment No. 3)* Foundation Medicine, Inc. (Name of Issuer) Common Stock, par value $0.00001 per share (Title of Class of Securities) 350456100 (CUSIP Number) October 31, 2015 (Dat

November 3, 2015 8-K

Foundation Medicine FOUNDATION MEDICINE, INC. 8-K (Current Report/Significant Event)

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): November 3, 2015 Foundation Medicine, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36086 27-1316416 (State or other jurisdiction of incorporation) (Commiss

November 3, 2015 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2015 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file numbe

November 3, 2015 EX-99.1

Foundation Medicine Announces 2015 Third Quarter Results and Recent Highlights Year-over-Year Third Quarter Revenues Grow 54%; FoundationCORE™ Expands to Approximately 60,000 Patient Cases; ctDNA Product Launch on Track

Exhibit 99.1 Foundation Medicine Announces 2015 Third Quarter Results and Recent Highlights Year-over-Year Third Quarter Revenues Grow 54%; FoundationCORE? Expands to Approximately 60,000 Patient Cases; ctDNA Product Launch on Track CAMBRIDGE, Mass.-(BUSINESS WIRE)-November 3, 2015-Foundation Medicine, Inc. (NASDAQ:FMI) today reported financial and operating results for its third quarter ended Sep

August 24, 2015 8-K/A

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

8-K/A 1 d895523d8ka.htm 8-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 2) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 11, 2015 Foundation Medicine, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36086 27-1316416 (Stat

August 24, 2015 EX-10.4

US Education Collaboration Agreement, by and between the Company and Genentech, Inc., dated January 11, 2015 (incorporated by reference to Exhibit 10.4 of the Company’s Form 8-K/A filed on August 24, 2015)

Exhibit 10.4 EXECUTION COPY ***Text Omitted and Filed Separately with the Securities and Exchange Commission Confidential Treatment Requested Under 17 C.F.R. Sections 200.80(b)(4) and 240.24b-2 US Education Collaboration Agreement This Agreement is entered into with effect as of the Effective Date (as defined below) by and between Genentech, Inc. with an office and place of business at 1 DNA Way,

August 24, 2015 EX-10.2

Collaboration Agreement, by and among the Company, F. Hoffman-La Roche Ltd and Hoffman-La Roche Inc., dated January 11, 2015 (incorporated by reference to Exhibit 10.2 of the Company’s Form 8-K/A filed on August 24, 2015)

EX-10.2 Exhibit 10.2 EXECUTION COPY ***Text Omitted and Filed Separately with the Securities and Exchange Commission Confidential Treatment Requested Under 17 C.F.R. Sections 200.80(b)(4) and 240.24b-2 Collaboration Agreement This Agreement is entered into with effect as of the Effective Date (as defined below) by and between F. Hoffmann-La Roche Ltd with an office and place of business at Grenzac

August 24, 2015 EX-10.5

Foundation Medicine/Roche Binding Term Sheet for an In Vitro Diagnostics Collaboration

EX-10.5 5 d895523dex105.htm EX-10.5 Exhibit 10.5 EXECUTION COPY ***Text Omitted and Filed Separately with the Securities and Exchange Commission Confidential Treatment Requested Under 17 C.F.R. Sections 200.80(b)(4) and 240.24b-2 Foundation Medicine/Roche Binding Term Sheet for an In Vitro Diagnostics Collaboration This summary of terms (this “Binding Term Sheet”) between Foundation Medicine, Inc.

August 24, 2015 EX-10.3

Ex-U.S. Commercialization Agreement, by and between the Company and F. Hoffmann-La Roche Ltd, dated January 11, 2015 (incorporated by reference to Exhibit 10.3 of the Company’s Form 8-K/A filed on August 24, 2015)

EX-10.3 3 d895523dex103.htm EX-10.3 Exhibit 10.3 EXECUTION COPY ***Text Omitted and Filed Separately with the Securities and Exchange Commission Confidential Treatment Requested Under 17 C.F.R. Sections 200.80(b)(4) and 240.24b-2 Ex-US Commercialization Agreement This Agreement is entered into with effect as of the Effective Date (as defined below) by and between F. Hoffmann-La Roche Ltd with an o

August 7, 2015 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2015 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 00

July 29, 2015 8-K

Foundation Medicine FOUNDATION MEDICINE, INC. 8-K (Current Report/Significant Event)

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): July 29, 2015 Foundation Medicine, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36086 27-1316416 (State or other jurisdiction of incorporation) (Commission

July 29, 2015 EX-99.1

Foundation Medicine Announces 2015 Second Quarter Results and Recent Highlights Year-over-Year Revenues Grow 55%; FoundationCORE™ Expands to More Than 50,000 Patient Cases; Guidance Updated for 2015

Exhibit 99.1 Foundation Medicine Announces 2015 Second Quarter Results and Recent Highlights Year-over-Year Revenues Grow 55%; FoundationCORE? Expands to More Than 50,000 Patient Cases; Guidance Updated for 2015 CAMBRIDGE, Mass.-(BUSINESS WIRE)-July 29, 2015-Foundation Medicine, Inc. (NASDAQ:FMI) today reported financial and operating results for its second quarter ended June 30, 2015. Highlights

June 23, 2015 8-K

Foundation Medicine FORM 8-K (Current Report/Significant Event)

Form 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): June 18, 2015 Foundation Medicine, Inc. (Exact name of registrant as specified in its charter) DELAWARE 001-36086 27-1316416 (State or other jurisdiction of incorporation) (C

June 16, 2015 SC 13D/A

FMI / Foundation Medicine, Inc. / Google Ventures 2011, L.P. Activist Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (RULE 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (Amendment No. 1)* Foundation Medicine, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 350465100 (CUSIP Number) Jennifer L. Kercher, Esq.

June 10, 2015 CORRESP

Foundation Medicine ESP

Correspondence 150 Second Street, 1st Floor Cambridge Massachusetts 02141 TEL 617.

May 15, 2015 SC 13D/A

FMI / Foundation Medicine, Inc. / THIRD ROCK VENTURES LP - FOUNDATION MEDICINE, INC. Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* Foundation Medicine, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 350465100 (CUSIP Number) Kevin Gillis Third Rock Ventures, LLC 29 Newbury Street, 3rd Floor, Boston, MA 02116 (617) 585-2000 (Name, Addres

May 11, 2015 8-K

Foundation Medicine FOUNDATION MEDICINE, INC. 8-K (Current Report/Significant Event)

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): May 11, 2015 Foundation Medicine, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36086 27-1316416 (State or other jurisdiction of incorporation) (Commission

May 11, 2015 EX-99.1

Foundation Medicine Announces 2015 First Quarter Results and Recent Highlights

Exhibit 99.1 Foundation Medicine Announces 2015 First Quarter Results and Recent Highlights CAMBRIDGE, Mass.-(BUSINESS WIRE)-May 11, 2015-Foundation Medicine, Inc. (NASDAQ:FMI) today reported financial and operating results for its first quarter ended March 31, 2015. Highlights for the quarter included: 7,854 clinical tests reported in the first quarter, 67% year-over-year growth First quarter rev

May 11, 2015 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2015 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0

April 30, 2015 DEFA14A

Foundation Medicine ADDITIONAL DEFINITIVE MATERIALS

DEFA14A 1 brp65761-defa14061815.htm ADDITIONAL DEFINITIVE MATERIALS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confide

April 30, 2015 DEF 14A

Foundation Medicine DEFINITIVE PROXY STATEMENT

DEF 14A 1 brp65951-def14a061815.htm DEFINITIVE PROXY STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential

April 23, 2015 EX-99.2

JOINT FILING AGREEMENT

Exhibit 99.2 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), the undersigned hereby agree to (i) the joint filing on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the common stock, $0.0001 par value per share, of Foundation Medicine, Inc. and (ii) that this Joi

April 23, 2015 SC 13D/A

FMI / Foundation Medicine, Inc. / ROCHE HOLDING LTD - SC 13D/A Activist Investment

SC 13D/A 1 dp55370sc13da-2.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A (Amendment No. 2) Under the Securities Exchange Act of 1934 Foundation Medicine, Inc. (Name of Issuer) Common Stock, 0.0001 par value per share (Title of Class of Securities) 350456100 (CUSIP Number) Beat Kraehenmann Roche Holding Ltd Grenzacherstrasse 124 CH-4070 Basel, S

April 22, 2015 SC 13D

FMI / Foundation Medicine, Inc. / THIRD ROCK VENTURES LP - FOUNDATION MEDICINE, INC. Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Foundation Medicine, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 350465100 (CUSIP Number) Kevin Gillis Third Rock Ventures, LLC 29 Newbury Street, 3rd Floor, Boston, MA 02116 (617) 585-2000 (Name, Address

April 17, 2015 SC 13D

FMI / Foundation Medicine, Inc. / Google Ventures 2011, L.P. - SC 13D Activist Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (RULE 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (Amendment No. )* Foundation Medicine, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 350465100 (CUSIP Number) Jennifer L. Kercher, Esq. 1

April 14, 2015 EX-99.A5VIII

Roche announces final results of tender offer for Foundation Medicine, Inc.

Exhibit (a)(5)(viii) Media Release Basel, 14 April 2015 Roche announces final results of tender offer for Foundation Medicine, Inc.

April 14, 2015 8-K/A

Foundation Medicine FORM 8-K AMENDMENT (Current Report/Significant Event)

Form 8-K Amendment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

April 14, 2015 SC TO-T/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 7 to SCHEDULE TO Tender Offer Statement Under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 FOUNDATION MEDICINE, INC. (Name of Subject Company) ROCHE HOLDINGS, INC. (Names of Filing Persons – Offeror) Common Stock, Par Value $0.0001 Per Share (Title of Class of Securities) 350465100 (Cusip N

April 14, 2015 SC 14D9/A

Foundation Medicine SC 14D9/A

SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Amendment No. 7) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Foundation Medicine, Inc. (Name of Subject Company) Foundation Medicine, Inc. (Names of Persons Filing Statement) COMMON STOCK, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities

April 9, 2015 EX-99.2

JOINT FILING AGREEMENT

Exhibit 99.2 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), the undersigned hereby agree to (i) the joint filing on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the common stock, $0.0001 par value per share, of Foundation Medicine, Inc. and (ii) that this Joi

April 9, 2015 SC 13D/A

FMI / Foundation Medicine, Inc. / ROCHE HOLDING LTD - SCHEDULE 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A (Amendment No. 1) Under the Securities Exchange Act of 1934 Foundation Medicine, Inc. (Name of Issuer) Common Stock, 0.0001 par value per share (Title of Class of Securities) 350456100 (CUSIP Number) Beat Kraehenmann Roche Holding Ltd Grenzacherstrasse 124 CH-4070 Basel, Switzerland Telephone: +41-61-688-1111 (N

April 7, 2015 SC TO-T/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 6 SCHEDULE TO Tender Offer Statement Under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 FOUNDATION MEDICINE, INC. (Name of Subject Company) R

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 6 to SCHEDULE TO Tender Offer Statement Under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 FOUNDATION MEDICINE, INC. (Name of Subject Company) ROCHE HOLDINGS, INC. (Names of Filing Persons – Offeror) Common Stock, Par Value $0.0001 Per Share (Title of Class of Securities) 350465100 (Cusip N

April 7, 2015 EX-3.1

Seventh Amended and Restated Certificate of Incorporation of the Company (incorporated by reference to Exhibit 3.1 of the Company’s Form 8-K filed on April 7, 2015)

EX-3.1 Exhibit 3.1 SEVENTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF FOUNDATION MEDICINE, INC. Foundation Medicine, Inc., a corporation organized and existing under the laws of the State of Delaware (the ?Corporation?), hereby certifies as follows: 1. The name of the Corporation is Foundation Medicine, Inc. The date of the filing of its original Certificate of Incorporation with the Sec

April 7, 2015 EX-16.1

April 7, 2015

EX-16.1 Exhibit 16.1 April 7, 2015 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Ladies and Gentlemen: We have read Item 4.01 of Form 8-K dated April 7, 2015, of Foundation Medicine, Inc. and are in agreement with the statements contained in paragraphs one, two, and three of Item 4.01(a) therein. We have no basis to agree or disagree with other statements of the regist

April 7, 2015 EX-99.(A)(5)(VII)

Roche announces preliminary results of tender offer for Foundation Medicine, Inc.

Media Release Basel, 7 April 2015 Roche announces preliminary results of tender offer for Foundation Medicine, Inc.

April 7, 2015 8-K

Regulation FD Disclosure, Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Material Modification to Rights of Security Holders, Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant

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): April 6, 2015 FOUNDATION MEDICINE, INC. (Exact name of registrant as specified in its charter) DELAWARE 001-36086 27-1316416 (State or other jurisdiction of incorporation) (Commis

April 7, 2015 SC 14D9/A

Foundation Medicine SC 14D9/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Amendment No. 6) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Foundation Medicine, Inc. (Name of Subject Company) Foundation Medicine, Inc. (Names of Persons Filing Statement) COMMON STOCK, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities) 35046510

April 7, 2015 EX-99.1

Foundation Medicine and Roche Complete Strategic Transaction to Advance Molecular Information and Precision Medicine in Oncology —Transaction Closing Results in $250M in Gross Proceeds for Foundation Medicine and Commences R&D and Commercial Agreemen

EX-99.1 Exhibit 99.1 NEWS RELEASE Foundation Medicine and Roche Complete Strategic Transaction to Advance Molecular Information and Precision Medicine in Oncology ?Transaction Closing Results in $250M in Gross Proceeds for Foundation Medicine and Commences R&D and Commercial Agreements with Roche? ?Roche Gains Minority Board Representation and Becomes Majority Shareholder in Foundation Medicine? C

April 3, 2015 SC TO-T/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 5 to SCHEDULE TO Tender Offer Statement Under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 FOUNDATION MEDICINE, INC. (Name of Subject Company) ROCHE HOLDINGS, INC. (Names of Filing Persons – Offeror) Common Stock, Par Value $0.0001 Per Share (Title of Class of Securities) 350465100 (Cusip N

April 2, 2015 8-K

Foundation Medicine FORM 8-K (Current Report/Significant Event)

Form 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): April 2, 2015 FOUNDATION MEDICINE, INC. (Exact name of registrant as specified in its charter) DELAWARE 001-36086 27-1316416 (State or other jurisdiction of incorporation) (C

April 2, 2015 SC 14D9/A

Foundation Medicine SC 14D9/A

SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Amendment No. 5) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Foundation Medicine, Inc. (Name of Subject Company) Foundation Medicine, Inc. (Names of Persons Filing Statement) COMMON STOCK, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities

April 2, 2015 EX-99.1

Foundation Medicine Stockholders Approve Pending Roche Transaction at Special Meeting of Stockholders — Pending Roche Tender Offer Scheduled to Expire at the End of the Day on Monday, April 6, 2015 —

EX-99.1 Exhibit 99.1 NEWS RELEASE Foundation Medicine Stockholders Approve Pending Roche Transaction at Special Meeting of Stockholders ? Pending Roche Tender Offer Scheduled to Expire at the End of the Day on Monday, April 6, 2015 ? CAMBRIDGE, Mass. ?April 2, 2015 ? Foundation Medicine, Inc. (NASDAQ:FMI) today announced that its stockholders approved each proposal presented at the special meeting

March 24, 2015 SC TO-T/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 4 to SCHEDULE TO Tender Offer Statement Under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 FOUNDATION MEDICINE, INC. (Name of Subject Company) ROCHE HOLDINGS, INC. (Names of Filing Persons – Offeror) Common Stock, Par Value $0.0001 Per Share (Title of Class of Securities) 350465100 (Cusip N

March 23, 2015 8-K

Foundation Medicine FORM 8-K (Current Report/Significant Event)

Form 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): March 23, 2015 FOUNDATION MEDICINE, INC. (Exact name of registrant as specified in its charter) DELAWARE 001-36086 27-1316416 (State or other jurisdiction of incorporation) (

March 23, 2015 SC 14D9/A

Foundation Medicine SCHEDULE 14D-9/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Amendment No. 4) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Foundation Medicine, Inc. (Name of Subject Company) Foundation Medicine, Inc. (Names of Persons Filing Statement) COMMON STOCK, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities) 35046510

March 23, 2015 EX-99.1

Foundation Medicine Announces Proposed Changes to its Board of Directors in Connection with the Pending Roche Transaction

EX-99.1 Exhibit 99.1 NEWS RELEASE Foundation Medicine Announces Proposed Changes to its Board of Directors in Connection with the Pending Roche Transaction CAMBRIDGE, Mass. ? March 23, 2015 ? Foundation Medicine, Inc. (NASDAQ:FMI) today announced proposed changes to its Board of Directors in connection with its pending strategic collaboration with Roche. Under the terms of the agreement with Roche

March 23, 2015 EX-99.2

Foundation Medicine Announces Executive Promotions and Expanded Leadership Team to Complement Global Growth Initiatives

EX-99.2 Exhibit 99.2 NEWS RELEASE Foundation Medicine Announces Executive Promotions and Expanded Leadership Team to Complement Global Growth Initiatives CAMBRIDGE, Mass. ? March 23, 2015 ? Foundation Medicine, Inc. (NASDAQ:FMI) today announced four executive promotions and a new leadership appointment to support and accelerate the company?s United States and global commercial and operational grow

March 23, 2015 DEFA14A

Foundation Medicine DEFA14A

DEFA14A 1 d897238ddefa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as

March 19, 2015 DEFA14A

Foundation Medicine DEFA14A

DEFA14A 1 d893781ddefa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as

March 13, 2015 EX-21.1

SUBSIDIARIES OF REGISTRANT

EX-21.1 EXHIBIT 21.1 SUBSIDIARIES OF REGISTRANT Foundation Medicine Securities Corporation, a Massachusetts corporation

March 13, 2015 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2014 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number 001-3

March 12, 2015 8-K

Foundation Medicine 8-K (Current Report/Significant Event)

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): March 11, 2015 Foundation Medicine, Inc. (Exact name of registrant as specified in its charter) DELAWARE 001-36086 27-1316416 (State or other jurisdiction of incorporation) (Commi

March 12, 2015 EX-10.1

Deed of Lease, by and between the Company and BCSP Cambridge Ten Property LLC, dated March 11, 2015 (incorporated by reference to Exhibit 10.1 of the Company’s Form 8-K filed on March 12, 2015)

EX-10.1 Exhibit 10.1 EXHIBIT 1, LEASE DATA Ten Canal Park Cambridge, Massachusetts 02141 (the ?Building?) Execution Date: March 11, 2015 Tenant: Foundation Medicine, Inc., a Delaware corporation Tenant?s Address: 150 Second Street, First Floor Cambridge, Massachusetts 02141 Landlord: BCSP Cambridge Ten Property LLC, a Delaware limited liability company Landlord?s Address: c/o Beacon Capital Partne

March 12, 2015 DEFA14A

Foundation Medicine DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Defin

March 5, 2015 DEFA14A

Foundation Medicine DEFINITIVE ADDITIONAL MATERIALS

DEFA14A 1 d884896ddefa14a.htm DEFINITIVE ADDITIONAL MATERIALS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of

March 2, 2015 EX-99.1

ROCHE EXTENDS TENDER OFFER FOR FMI

Exhibit 99.1 Media Release Basel, 2 March 2015 ROCHE EXTENDS TENDER OFFER FOR FMI Roche (SIX: RO, ROG; OTCQX: RHHBY) today announced that it has extended the expiration of its tender offer to purchase up to 15,604,288 of the outstanding common shares of Foundation Medicine, Inc. (NASDAQ: FMI), at a price of $50.00 per share in cash, to 12:00 midnight, New York City time, at the end of the day on M

March 2, 2015 SC TO-T/A

FMI / Foundation Medicine, Inc. SC TO-T/A - - FORM SC TO-T/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 3 to SCHEDULE TO Tender Offer Statement Under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 FOUNDATION MEDICINE, INC. (Name of Subject Company) ROCHE HOLDINGS, INC. (Names of Filing Persons – Offeror) Common Stock, Par Value $0.0001 Per Share (Title of Class of Securities) 350465100 (Cusip N

March 2, 2015 SC 14D9/A

FMI / Foundation Medicine, Inc. SC 14D9/A - - SC 14D9/A

SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Amendment No. 3) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Foundation Medicine, Inc. (Name of Subject Company) Foundation Medicine, Inc. (Names of Persons Filing Statement) COMMON STOCK, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities

February 26, 2015 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

Form 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 24, 2015 Foundation Medicine, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36086 27-1316416 (State or other jurisdiction of incorporation

February 26, 2015 DEFA14A

FMI / Foundation Medicine, Inc. DEFA14A - - DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

February 26, 2015 EX-99.1

1 THOMSON REUTERS STREETEVENTS | www.streetevents.com | Contact Us © 2015 Thomson Reuters. All rights reserved. Republication or redistribution of Thomson Reuters content, including by framing or similar means, is prohibited without the prior written

EX-99.1 Exhibit 99.1 1 THOMSON REUTERS STREETEVENTS | www.streetevents.com | Contact Us © 2015 Thomson Reuters. All rights reserved. Republication or redistribution of Thomson Reuters content, including by framing or similar means, is prohibited without the prior written consent of Thomson Reuters. ‘Thomson Reuters’ and the Thomson Reuters logo are registered trademarks of Thomson Reuters and its

February 26, 2015 SC 14D9/A

FMI / Foundation Medicine, Inc. SC 14D9/A - - SC 14D9/A

SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Amendment No. 2) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Foundation Medicine, Inc. (Name of Subject Company) Foundation Medicine, Inc. (Names of Persons Filing Statement) COMMON STOCK, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities

February 26, 2015 EX-99.(A)(15)

1 THOMSON REUTERS STREETEVENTS | www.streetevents.com | Contact Us © 2015 Thomson Reuters. All rights reserved. Republication or redistribution of Thomson Reuters content, including by framing or similar means, is prohibited without the prior written

EX-(a)(15) EX - (a)(15) 1 THOMSON REUTERS STREETEVENTS | www.streetevents.com | Contact Us © 2015 Thomson Reuters. All rights reserved. Republication or redistribution of Thomson Reuters content, including by framing or similar means, is prohibited without the prior written consent of Thomson Reuters. ‘Thomson Reuters’ and the Thomson Reuters logo are registered trademarks of Thomson Reuters and i

February 24, 2015 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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 24, 2015 Foundation Medicine, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36086 27-1316416 (State or other jurisdiction of incorporation) (Co

February 24, 2015 EX-99.1

Foundation Medicine Announces 2014 Fourth Quarter and Year-End Results, Recent Highlights and 2015 Outlook

EX-99.1 2 d880440dex991.htm EX-99.1 Exhibit 99.1 NEWS RELEASE Foundation Medicine Announces 2014 Fourth Quarter and Year-End Results, Recent Highlights and 2015 Outlook CAMBRIDGE, Mass. – February 24, 2015 - Foundation Medicine, Inc. (NASDAQ:FMI) today reported financial and operating results for the fourth quarter and year ended December 31, 2014. Highlights for the quarter and year include: • 7,

February 20, 2015 SC TO-T/A

FMI / Foundation Medicine, Inc. SC TO-T/A - - FORM SC TO-T/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 2 to SCHEDULE TO Tender Offer Statement Under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 FOUNDATION MEDICINE, INC. (Name of Subject Company) ROCHE HOLDINGS, INC. (Names of Filing Persons – Offeror) Common Stock, Par Value $0.0001 Per Share (Title of Class of Securities) 350465100 (Cusip N

February 20, 2015 SC 14D9/A

FMI / Foundation Medicine, Inc. SC 14D9/A - - SC 14D9/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Amendment No. 1) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Foundation Medicine, Inc. (Name of Subject Company) Foundation Medicine, Inc. (Names of Persons Filing Statement) COMMON STOCK, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities) 35046510

February 19, 2015 DEF 14A

FMI / Foundation Medicine, Inc. DEF 14A - - DEF 14A

DEF 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

February 17, 2015 SC 13G/A

FMI / Foundation Medicine, Inc. / Kleiner Perkins Caufield & Byers XIV, LLC - SC 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1 (b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (b) (Amendment No. 1)* Foundation Medicine, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 350465100 (CUSIP Number) December 31, 2014 (Date of Event Which Requires Filing of t

February 13, 2015 SC 13G/A

FMI / Foundation Medicine, Inc. / THIRD ROCK VENTURES LP - FOUNDATION MEDICINE - AMEND. #1 Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Foundation Medicine, Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 350465100 (CUSIP Number) December 31, 2014 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate

February 12, 2015 SC 13G/A

FMI / Foundation Medicine, Inc. / Wellington Management Group LLP - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* Foundation Medicine, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 350465100 (CUSIP Number) December 31, 2014 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which t

February 10, 2015 SC 13G/A

FMI / Foundation Medicine, Inc. / GILDER GAGNON HOWE & CO LLC - SCHEDULE 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (RULE 13d - 102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (Amendment No. 2)* Foundation Medicine, Inc. (Name of Issuer) Common Stock, par value $0.00001 per share (Title of Class of Securities) 350456100 (CUSIP Number) December 31, 2014 (Da

February 3, 2015 SC TO-T/A

FMI / Foundation Medicine, Inc. SC TO-T/A - - FORM SC TO-T/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to SCHEDULE TO Tender Offer Statement Under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 FOUNDATION MEDICINE, INC. (Name of Subject Company) ROCHE HOLDINGS, INC. (Names of Filing Persons – Offeror) Common Stock, Par Value $0.0001 Per Share (Title of Class of Securities) 350465100 (Cusip N

February 3, 2015 EX-99.A.5.IV

Media Release

Media Release Basel, 2 February 2015 Roche commences tender offer for up to 15,604,288 shares of Foundation Medicine, Inc.

February 2, 2015 EX-99.A.1.III

NOTICE OF GUARANTEED DELIVERY to Tender Shares of Common Stock Foundation Medicine, Inc. $50.00 Net per Share Pursuant to the Offer to Purchase Dated February 2, 2015 Roche Holdings, Inc. THE OFFER AND WITHDRAWAL RIGHTS EXPIRE AT 12:00 MIDNIGHT, NEW

EX-(a)(1)(iii) Exhibit (a)(1)(iii) NOTICE OF GUARANTEED DELIVERY to Tender Shares of Common Stock of Foundation Medicine, Inc.

February 2, 2015 DEFA14A

FMI / Foundation Medicine, Inc. DEFA14A - - FORM 8-K/A

FORM 8-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 11, 2015 Foundation Medicine, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36086 27-1316416 (State or other Jurisdiction of Incorporat

February 2, 2015 EX-10.3

Ex-US Commercialization Agreement

EX-10.3 Exhibit 10.3 EXECUTION COPY ***Text Omitted and Filed Separately with the Securities and Exchange Commission Confidential Treatment Requested Under 17 C.F.R. Sections 200.80(b)(4) and 240.24b-2 Ex-US Commercialization Agreement This Agreement is entered into with effect as of the Effective Date (as defined below) by and between F. Hoffmann-La Roche Ltd with an office and place of business

February 2, 2015 PRE 14A

FMI / Foundation Medicine, Inc. PRE 14A - - PRE 14A

PRE 14A 1 d858509dpre14a.htm PRE 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: x Preliminary Proxy Statement ¨ Confidential, for Use of the Commissi

February 2, 2015 EX-99.A.1.I

Offer to Purchase for Cash up to 15,604,288 Outstanding Shares of Common Stock Foundation Medicine, Inc. $50.00 Net Per Share Roche Holdings, Inc.

EX-(a)(1)(I) Table of Contents Exhibit (a)(1)(i) Offer to Purchase for Cash up to 15,604,288 Outstanding Shares of Common Stock of Foundation Medicine, Inc.

February 2, 2015 EX-10.4

US Education Collaboration Agreement

EX-10.4 Exhibit 10.4 EXECUTION COPY ***Text Omitted and Filed Separately with the Securities and Exchange Commission Confidential Treatment Requested Under 17 C.F.R. Sections 200.80(b)(4) and 240.24b-2 US Education Collaboration Agreement This Agreement is entered into with effect as of the Effective Date (as defined below) by and between Genentech, Inc. with an office and place of business at 1 D

February 2, 2015 8-K/A

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

FORM 8-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 11, 2015 Foundation Medicine, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36086 27-1316416 (State or other Jurisdiction of Incorporat

Fintel data has been cited in the following publications:
Daily Mail Fox Business Business Insider Wall Street Journal The Washington Post Bloomberg Financial Times Globe and Mail
NASDAQ.com Reuters The Guardian Associated Press FactCheck.org Snopes Politifact
Federal Register The Intercept Forbes Fortune Magazine TheStreet Time Magazine Canadian Broadcasting Corporation International Business Times
Cambridge University Press Investopedia MarketWatch NY Daily News Entrepreneur Newsweek Barron's El Economista