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Item 1. Business

2026-02-24 compared with 2025-02-27 · 474 added, 508 removed, 362 unchanged (73% of the section changed)

We are a team of scientists, engineers, and business professionals focused on discovering and developing first-in-class and best-in-class antibody-based medicines for indications with high unmet medical need.

To address the barriers of conventional antibody drug development, we have built the capabilities to advance innovative, differentiated antibody drug programs, from target to the clinic.

To maximize the value and impact of our work, we are advancing a pipeline of internal programs and strategically partnering with companies that have novel science, innovative technology, or a strong track record of bringing programs through clinical development.

Our first two internal programs, ABCL635 and ABCL575, are currently in late-preclinical studies.

ABCL635 is a potential first-in-class antibody drug candidate for metabolic and endocrine conditions, and ABCL575 is a potential best-in-class antibody drug candidate with broad potential in inflammatory conditions and autoimmune diseases and an initial indication in atopic dermatitis.

We intend to submit Clinical Trial Applications (CTAs), the Canadian equivalent to an Investigational New Drug (IND) submission, for both programs in Q2 2025.

In addition to ABCL635 and ABCL575, we are advancing a pipeline of more than 20 internal discovery programs across multiple modalities and indications.

Our strategy is to build a competitive advantage in the creation of antibody medicines and use that advantage to bring innovative and impactful medicines to patients.

We have several core beliefs that impact how we think about our business:

Investments in technology will improve the quality, speed, and success of antibody drug development.

Long-term value-creation begins with building a company that can create multiple products repeatedly and successfully.

People are the foundation of success.

Building a great company takes time.

We define our strategy and allocate resources to optimize long-term value.

After more than a decade of building our Company and working on over 100 drug discovery programs, we have grown from six entrepreneurial founders in a laboratory, to a high-performing team of approximately 600 people.

We are focused on the development of antibody-based drugs and are committed to improving the way these drugs are discovered, developed, and brought to patients.

As business operators, we think deeply about capital allocation and strive to maximize long-term value by advancing a portfolio of antibody therapeutics both in our internal pipeline and with our strategic partners.

Our strategy is to:

• Build integrated and differentiated antibody discovery and development capabilities that bring next generation antibody therapeutics to the clinic;

• Use those capabilities to bring a portfolio of potential first-in-class and best-in-class programs in areas of high unmet medical need to the clinic for ourselves and for our partners;

• Capture value through our ownership of a portfolio of programs, varying from royalty positions to outright ownership of potential future antibody therapeutics.

Our Business Model

We build and apply our capabilities to solve long-standing problems in drug discovery and development.

As we do, we convert investments in talent and technology into intellectual capital:

intellectual property, know-how, optimized workflows, expertise, data, and ultimately drugs.

We believe this continued accumulation of intellectual capital makes our internal capabilities increasingly effective at discovering and developing future antibody drugs.

Our teams and technology get stronger as we solve each new problem.

Improved capabilities enable and attract new program opportunities.

Our integrated capabilities were built through over 10 years of drug discovery partnerships with some of the industry’s most innovative groups.

Historically, a significant part of our business has been based on partnering.

Partners seeking a competitive advantage approach us with ideas for new antibody drugs and specific problems that need to be solved.

We deliver optimized antibody drug candidates for further preclinical development.

We structure each partner-initiated

program to reflect the needs of the program and the contributions from each partner.

These can take the form of partner-initiated discovery agreements, which include near-term payments, clinical and commercial milestones, and royalties on net sales.

Increasingly, we are entering into co-development agreements where both partners contribute to and co-lead drug discovery and development.

In the future we would anticipate some outlicensing activities of our internal portfolio if we believe that a future partner would be a better sponsor of the prospective drug to the benefit of patients.

The majority of the value of every deal is associated with downstream stakes in the success of a program that accrue in our portfolio.

This is complemented by upfront payments, research fees, and milestones that help manage nearer-term cash requirements of AbCellera.

All together, we believe that these dynamics allow us to deploy capital efficiently across our company.

AbCellera is a clinical-stage biotechnology company focused on discovering and developing first-in-class antibody medicines for indications with high unmet medical need.

We have built a platform for advancing antibody drug programs that we believe provides us with a competitive advantage in addressing challenging, high-value targets such as complex transmembrane proteins and novel modalities including multispecifics and antibody-drug conjugates.

While we historically used our platform for our partners’ programs, we have evolved our strategy to build our own internal pipeline of AbCellera-owned drug assets.

In 2025, we achieved a number of important milestones:

• Initiated clinical trials for our first two internal drug candidates , ABCL635 and ABCL575.

Our lead candidate, ABCL635, is a potential first-in-class non-hormonal medicine for moderate-to-severe vasomotor symptoms (VMS), also known as hot flashes.

It is currently being evaluated in a Phase 2 clinical trial in Canada for the treatment of moderate-to-severe VMS associated with menopause, and we anticipate the topline data readout for the Phase 1/2 study in Q3 2026.

Our second clinical candidate, ABCL575, is being evaluated in a Phase 1 clinical trial in Canada as a potential best-in-class medicine for the treatment of atopic dermatitis and other inflammation and immunology (I&I) conditions.

We anticipate the topline data readout for the Phase 1 study of ABCL575 in Q4 2026.

• Nominated two additional development candidates (DCs) , ABCL688 and ABCL386.

We anticipate initiating Phase 1/2 clinical trials for ABCL688 and ABCL386 in 2027.

• Opened our clinical manufacturing facility , which completes a multi-year investment to build our integrated platform for creating antibody medicines.

As of December 31, 2025, we have approximately $700 million in available liquidity to continue executing on our strategy.

We believe we have the capital to fund our operations beyond the next three years.

We expect to generate losses and negative operating cash flow in the near-to-medium term ahead of revenues generated from out-licensing programs and milestone payments and royalties in the longer term.

Our strategy is to use our competitive advantage to create innovative and impactful medicines for patients.

Our strategy is indication-agnostic.

We evaluate and seek to advance programs where we have confidence in the science;

can pursue a significant commercial opportunity resulting from addressing an unmet medical need;

possess potential for differentiation;

and see a clear development path with early opportunity to retire risk.

By applying these criteria, we have built a pipeline of programs in high-value areas such as endocrinology, women’s health, immunology, autoimmunity, and oncology.

Our pipeline includes two drug candidates in clinical development, two development candidates in Investigational New Drug (IND/Clinical Trial Application (CTA)-enabling activities, and more than 20 active discovery programs across multiple modalities and indications.

A potential first-in-class antibody medicine for the non-hormonal treatment of VMS

Neurokinin-3 Receptor (NK3R), a G protein-coupled receptor (GPCR).

• Lead Indication:

Moderate-to-severe VMS, commonly known as hot flashes, associated with menopause.

• Next Milestone:

Topline data from the Phase 1/2 trial is anticipated in Q3 2026.

A potential best-in-class medicine for the treatment of atopic dermatitis and other immunology and inflammation (I&I) conditions

OX40 Ligand (OX40L).

• Lead Indication:

Atopic dermatitis (AD).

• Next Milestone:

Topline data from the Phase 1 trial anticipated in Q4 2026.

A potential first-in-class antibody medicine for autoimmune conditions

Undisclosed GPCR or Ion Channel.

• Indication:

Autoimmunity.

IND-enabling studies.

• Next Milestone:

Anticipate submission of an IND/CTA for a Phase 1/2 clinical trial in 2027.

A potential first-in-class antibody medicine for oncology

• Indication:

IND-enabling activities.

• Next Milestone:

Anticipate submission of an IND/CTA for a Phase 1/2 clinical trial in 2027.

We have invested approximately $1 billion over nearly 15 years to build a differentiated and vertically-integrated antibody drug platform.

We believe we have a competitive advantage in pursuing challenging, high-value targets, including:

• GPCRs and Ion Channels:

We have developed specialized capabilities to target complex transmembrane proteins.

This is a large and high-value target class that has been difficult to drug with antibodies using traditional methods.

ABCL635 and ABCL688 are the first internal programs from this capability to have advanced into development, and approximately half of our internal programs target these proteins.

• Multispecifics:

We have developed capabilities for multispecific antibodies.

Our T-cell engager (TCE) capabilities comprise a large proprietary panel of CD3-binding antibodies, established high-throughput functional assays, multiformat protein engineering, co-stimulatory modules, and in vivo models.

Over the past four years, we established these capabilities and advanced our understanding of TCE biology.

Our TCE capabilities are being used for internal programs and partnerships.

In 2025, we completed construction of our 130,000-square-foot clinical manufacturing facility in Vancouver and initiated activities at the site.

As compared to outsourcing manufacturing, this facility allows us to control our supply chain, improve flexibility, accelerate timelines, and better protect our intellectual property.

With the opening of our manufacturing facility, we have substantially completed our platform investments, and we have now shifted our focus from building capabilities to building our pipeline.

Our Portfolio & Partnerships

Since 2014 we have used partner-initiated programs to develop and validate our platform, fund the build-out of our infrastructure, and create a diversified portfolio of royalties and other downstream stakes in future antibody medicines being developed by our partners.

As part of our historical business, partners seeking a competitive advantage would approach us with ideas for new antibody drugs and specific problems that needed to be solved.

We would deliver optimized antibodies for further development.

Our partnership agreements to date have commonly included:

(i) near-term payments for access, research, and intellectual property rights;

(ii) downstream payments in the form of clinical and commercial milestones;

and (iii) royalties on net sales of drugs.

The majority of the value of every deal is associated with downstream participation in the success of a program that accrue in our portfolio.

This is complemented by upfront payments, research fees, and milestone payments that contribute nearer-term cash to AbCellera and reflect the conviction of our partner to advance the program.

Since 2023 we have reduced the volume of our discovery partnerships in order to focus resources on our internal pipeline.

While the amount of partnership work has decreased significantly, we continue to execute on programs that were part of multi-year agreements for which we have ongoing obligations.

In addition, we remain open to high-value collaborations.

We believe the portfolio of downstream stakes from our historical partnerships is a substantial financial asset.

We believe the value of this portfolio will increase and be realized as it matures.

As of December 31, 2025, we have started 104 partner-initiated programs with downstream participation.

At the portfolio level, we reduce risk through diversification across discovery programs, therapeutic areas, and partners, making our portfolio risk significantly lower than the risk that is typical of single drug development programs.

We strategically select partners and programs to include in our portfolio based on our assessment of their unique insights or capabilities and their likelihood of success, thereby creating a slice of the market that we believe is enriched for its best parts.

We have also deployed capital to expand and apply our capabilities in drug development areas of high value.

These self-initiated technology-development efforts seek to overcome technical barriers in industry and are now producing wholly owned assets.

We evaluate each internal program on a program-by-program basis to determine if we will advance resulting molecules into preclinical and clinical development ourselves, co-develop them with partners, or out-license them to maximize their clinical and commercial opportunities.

We have developed specific technologies to generate potential first-in-class and best-in-class antibody medicines for well-validated targets in the areas of G-protein-coupled receptors (GPCRs) and ion channels, and T-cell engagers (TCEs).

These capabilities allow us to increasingly initiate drug discovery and development efforts ourselves, giving rise to our internal program pipeline.

We are well-positioned to execute on our business strategy

We believe that companies in our space should be evaluated not on the promise of their technology, but on the output of their platforms.

We believe evidence of a successful platform includes:

• Success in solving discovery problems that are recognized as difficult across the biotechnology industry;

• A growing list of new and expanding partnerships with top-tier drug-developers;

• A growing number of drug candidates discovered on the platform advancing towards and through the clinic – in our own hands or those of our partners.

Since our incorporation in 2012, we have accumulated over 10 years of experience discovering therapeutic antibody candidates and have built substantial capabilities, scale, and expertise.

We estimate that we have invested over $600 million in our internal capabilities and – with over 40 partnerships, and approximately 600 employees – we believe we have earned a significant competitive advantage in the maturity of our technology and the scale of our operations.

We have worked on more than 100 different programs and have succeeded in discovering antibodies against recognized difficult targets.

We have also validated our capabilities both clinically and commercially.

Since 2012, we have generated over $100 million in cumulative earnings and have approximately $840 million in available liquidity as of December 31, 2024 to continue executing on our strategy.

We expect to generate losses and negative operating cash flow in the near-to-medium term ahead of revenues generated from outlicensing- and milestone payments and royalties in the longer term.

Our capabilities and technology (including our Trianni humanized rodent platform) have produced 19 molecules that have reached the clinic.

We have several core beliefs that underpin our business strategy:

• Investments in technology will improve the quality, speed, and success of antibody drug development.

• Maximizing long-term value-creation in biotechnology begins with building a company that can create multiple drugs, repeatedly and successfully.

• Outstanding people are the foundation of success.

• We allocate resources to optimize long-term value, recognizing that building a great company takes time.

Since our founding, we have focused on building a competitive advantage in our platform for antibody drug discovery and development.

We initially advanced this objective by operating as a technology partner, building and testing our capabilities on over 100 programs with the world's leading biopharmaceutical and biotechnology companies.

During that time, we focused on:

• Building integrated and differentiated antibody discovery and development capabilities that bring next generation antibody drug candidates to the clinic;

• Using those capabilities to bring potential first-in-class drug candidates in areas of high unmet medical need to the clinic for ourselves and for our partners;

• Capturing value through our ownership of a portfolio of downstream stakes in potential future antibody medicines.

In late 2023, with our platform near complete, we committed to transitioning from a partnership model to a clinical-stage biotechnology company developing our own pipeline of drug candidates.

In mid 2025, we completed that transition, and brought our first two programs into clinical development.

Our strategy is to use the competitive advantage we have built in antibody drug discovery and development to bring innovative and impactful medicines to patients.

Our pipeline strategy is indication-agnostic.

We evaluate programs with respect to four central questions:

How much confidence do we have in the science?

What is the potential to address a significant unmet need?

How strong is the thesis for differentiation?

To what degree is there a clear and efficient development path with early opportunity to derisk programs?

By applying these criteria, we have built a pipeline of programs in high-value areas such as endocrinology, women’s health, immunology, autoimmunity, and oncology.

We are primarily focused on using our platform to advance an internal pipeline of programs with first-in-class potential.

In 2025, we advanced two drug candidates, ABCL635 and ABCL575, into clinical trials and two development candidates, ABCL688 and ABCL386, into IND-enabling activities (Table 1).

Our Clinical and Preclinical Pipeline

Molecule Status Target Mechanism of Action (MOA)

Lead Indication

Therapeutic Area

ABCL635 Phase 1/2 (Clinical)

Antagonist Vasomotor symptoms associated with menopause

Metabolic endocrine conditions, women’s health

ABCL575 Phase 1 (Clinical)

OX40 ligand (OX40L) Blocking and non-depleting Atopic dermatitis

Immunology & inflammation

ABCL688 IND-enabling Undisclosed Undisclosed Undisclosed Autoimmunity

ABCL386 IND-enabling Undisclosed Undisclosed Undisclosed Oncology

A potential first-in-class antibody medicine for the non-hormonal treatment of VMS

ABCL635 is an investigational antibody drug candidate being developed for the non-hormonal treatment of moderate-to-severe VMS associated with menopause as lead indication.

ABCL635 is a potential first-in-class antibody medicine, and we believe it has the potential to provide several benefits over current non-hormonal treatments, with a path to differentiation in safety, dosing schedule, and efficacy.

ABCL635 is being studied in a Phase 1/2 clinical trial to evaluate safety, tolerability, pharmacokinetics, pharmacodynamics, and the frequency and severity of VMS with subcutaneous doses of ABCL635.

Topline data readout for the Phase 1/2 study of ABCL635 is anticipated in Q3 2026.

ABCL635 is the first internal asset derived from our GPCR and ion channel capabilities.

ABCL635 Mechanism of Action

ABCL635 targets a complex membrane protein on neurons that helps regulate body temperature.

ABCL635 specifically targets NK3R, a clinically validated GPCR expressed on kisspeptin, neurokinin B, and dynorphin (KNDy) neurons in the infundibular nucleus of the hypothalamus (Figures 1, 2, and 3).

The Role of KNDy Neurons in Regulating Body Temperature.

KNDy neurons help maintain body temperature by activating heat dissipation neurons, found in a specialized region of the hypothalamus.

Two signals help balance KNDy neuron activity:

(1) neurokinin B (NKB) activates KNDy neurons by binding to a protein on the cell surface called NK3R, (2) estrogen, produced by the ovaries, inhibits KNDy neurons.

In a reproductive state, these two signals are balanced to maintain normal body temperature.

KNDy Neuron Activity in VMS.

During menopause, the ovaries produce less estrogen, resulting in unbalanced KNDy neuron activity.

NKB continues to activate KNDy neurons, leading to over-activation of heat dissipation neurons and VMS.

Proposed Mechanism of Action for ABCL635.

ABCL635 is an antibody that binds NK3R to prevent activation of KNDy neurons by NKB.

Blocking NKB signaling has been shown to rebalance KNDy neuron activity, helping to reduce VMS associated with menopause.

The proposed mechanism of action for ABCL635 is based on AbCellera non-clinical data and published literature.

Beyond our lead indication in menopausal VMS, we believe the mechanism of ABCL635 has applicability in other conditions.

Specifically, we are exploring the development of ABCL635 for oncology-related VMS.

We currently foresee the initiation of Phase 2 studies in this patient population in 2027, following the completion of our ongoing Phase 1/2 trial.

A potential best-in-class antibody medicine for the treatment of atopic dermatitis and other I&I conditions

ABCL575 is a fully human, half-life extended monoclonal antibody targeting OX40 ligand that is being developed as a potential best-in-class medicine for treating T-cell-mediated autoimmune conditions, with a lead indication in atopic dermatitis.

Antibody-mediated blockade of OX40L is a clinically validated, non-T-cell-depleting mechanism to modulate inflammation.

OX40L blocking is under investigation for a number of conditions, including atopic dermatitis and asthma.

ABCL575 is being studied in a Phase 1 clinical trial in Canada to evaluate safety, tolerability, pharmacokinetics, and pharmacodynamics with subcutaneous doses of ABCL575.

Topline data readout for the Phase 1 study of ABCL575 is anticipated in Q4 2026.

ABCL575 Mechanism of Action

ABCL575 targets multiple immune pathways (Figures 4 and 5).

OX40/OX40L Signaling in Atopic Dermatitis.

Immune cells found in the middle layer of the skin (dermis) function to combat invading pathogens.

In people with atopic dermatitis, these cells become over-stimulated, leading to persistent skin inflammation, dryness, and itch.

OX40 and OX40L are proteins found on the surface of immune cells that help regulate the immune response.

As demonstrated in published literature, in atopic dermatitis, increased OX40/OX40L expression leads to the over-activation of inflammatory pathways, inducing production of inflammatory signals and formation of memory T cells.

Proposed Mechanism of Action for ABCL575.

ABCL575 is an antibody that binds to OX40L to prevent interaction with OX40.

Blocking the OX40/OX40L interaction has been shown to reduce the inflammatory response and help to address symptoms associated with AD.

The proposed mechanism of action for ABCL575 is based on AbCellera non-clinical data and published literature.

We discovered ABCL575 during our collaboration with EQRx Inc.

(“EQRx”) as part of a co-development program that began in 2021.

We took control of the program in September 2023 when EQRx was acquired by Revolution Medicines Inc.

and have since advanced ABCL575 into a Phase 1 clinical trial.

In alignment with our focus on developing potential first-in-class medicines, we presently do not anticipate developing ABCL575 past Phase 1 as a monotherapy.

A potential first-in-class antibody medicine for autoimmune conditions

ABCL688 is an investigational antibody drug candidate targeting an undisclosed multi-pass complex membrane protein for the treatment of an undisclosed indication in autoimmunity.

ABCL688 is the second AbCellera-led program generated using our GPCR and ion channel capabilities, and the program entered IND/CTA-enabling activities in Q2 of 2025.

We anticipate initiating Phase 1/2 clinical trials for ABCL688 in patients in 2027.

A potential first-in-class antibody medicine for oncology

ABCL386 is an investigational antibody drug candidate against an undisclosed target in oncology.

ABCL386 is in IND/CTA-enabling activities, and we anticipate initiating Phase 1/2 clinical trials in patients in 2027.

While our current development plan anticipates milestones for each program, these timelines are subject to inherent clinical development risks, regulatory requirements, and the successful completion of IND/CTA-enabling studies.

The development of antibody-based drugs comes with unique challenges

Antibodies are specialized proteins, adept at binding biological and non-biological targets with high specificity and potency.

This gives antibodies potential tolerability advantages relative to small-molecule-based drugs and makes therapeutic antibodies central to the precision-medicine toolkit.

In addition, the success rates of antibodies in the clinic are driving drug developers of all sizes to invest in antibody drug development.

This gives antibodies potential tolerability advantages relative to small molecule drugs and makes therapeutic antibodies central to the precision medicine toolkit.

In addition, the success rates of antibodies in the clinic are driving drug developers to invest in antibody drug development.

Together, these factors contribute to the rapid growth of the therapeutic antibody market.

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Similarly, obtaining the right antibody for a particular program requires highly specialized capabilities relating to immunization, screening, high-throughput analytics, functional and biophysical characterization, protein engineering, and optimization.

Efficient development of antibody therapies involves the integration of highly

specialized skills, technology, and infrastructure – something that few firms can do successfully.

For this reason, we believe there is a serious structural challenge in the biotechnology industry that makes it difficult to turn biological insights into drugs that are ready for clinical testing.

These problems, inherent in developing new drugs, are hard to solve.

As the biotechnology industry matures and becomes increasingly competitive, the issues are getting more complex.

Solving these problems will open new areas of drug development and has the potential to unlock additional value.

Efficient development of antibody drugs involves the integration of highly specialized skills, technology, and infrastructure – something that few firms can do successfully.

As the biotechnology industry matures and becomes more competitive, we believe it is increasingly important to continue to emphasize innovation in our pipeline, leveraging the technological capabilities of our platform that give us a competitive advantage.

Our founding idea and insight

Our Company was founded to deliberately re-think the optimal approach to discovery and development of new antibody drugs.

This idea originated from deep insights into the structure of our industry and the three essential steps of drug development, which are:

Product ideation .

This step includes basic science and biomedical research to identify disease targets and define the properties of an optimal antibody therapy.

Product creation .

Once ideation is complete, the next step is to create the therapeutic product candidate.

There are three essential steps of drug development:

This step includes basic science and biomedical research to identify disease targets and define the properties of an optimal antibody drug.

Once ideation is complete, the next step is to create the drug candidate.

This step is arguably one of the most complex, regulated, and technologically intensive in any sector, yet this is also the step that is most critical to get right.

Product testing .

Once the drug developer has committed to a therapeutic product, it must be thoroughly tested in patients to demonstrate safety and efficacy.

This is the step that incurs most of the product development spend.

It is also the step that represents the most frequent, and most expensive, point of failure.

We believe there has been chronic underinvestment in developing product-creation capabilities for antibody drug development.

We also believe this step represents significant opportunities for learning and the development of capabilities that are transferable between different drug development projects.

Finally, we believe this is where technology investments can most effectively drive value.

Our integrated capabilities for accelerated drug discovery

Our founders aspired to create a seamless platform for antibody discovery and development, grounded in sound biology, process engineering, and design principles.

Functionally, the goal of these efforts is to systematically produce therapeutic antibodies that meet the many requirements for proceeding into clinical testing.

Over the past decade, we have worked to achieve this vision to break the barriers of conventional antibody discovery and development to advance optimal antibody drug candidates into the clinic.

Once the drug developer has committed to a drug candidate, it must be thoroughly tested in patients to demonstrate safety and efficacy.

This is the step that incurs most of the development spend.

It is also the step that represents a frequent, and the most expensive, point of failure.

We believe there has been chronic underinvestment in developing drug-creation capabilities for antibody medicines.

We also believe this step presents significant opportunities for learning and increasing efficiency in drug development projects.

Finally, we believe this is where our platform investments can most effectively drive value.

Our integrated platform for antibody drug discovery and development

We discover antibodies from natural immune responses, which are pre-enriched for antibodies with higher target-binding specificity and developability than those generated by synthetic methods.

We maximize the search space through proprietary immunization strategies and single-cell screening to generate a wide range of diverse antibodies.

We downselect these antibodies to optimal clinical candidates using robust characterization and developability assessments.

AbCellera integrates expert teams, technology, and facilities with data science and automation to support the optimized workflows that are necessary to move therapeutic programs from concept through to the clinic.

Today, our capabilities allow us to take discovery and development programs through to the delivery of optimal clinical candidates.

To vertically expand, we are integrating process development, manufacturing, and regulatory capabilities into our capabilities.

When complete, we will be able to advance programs from targets to delivery of investigational drug products, complete with data and the regulatory documents necessary to start clinical testing.

We expect these multi-year investments to be completed in 2025, with the first run of our clinical manufacturing facility.

AbCellera brings together data and computational tools

A key pillar of AbCellera is integrating modern software and data science infrastructure.

Across many sectors, data science has revolutionized business performance, but biotechnology has yet to exploit many of its most promising applications.

Our data science efforts primarily aim to make our business more efficient and scalable.

We achieve this by integrating software and data architectures with our experimental work into a much larger engine.

AbCellera integrates data collection, standardization, and storage with a suite of computational tools and an interactive interface that allows our scientists to explore and interpret complex antibody data sets quickly.

Data from every experiment is securely stored in a central database designed to maintain the relationships that exist between different measurement types, samples, protocols, metadata, and antibodies.

Because we do not rely on third-party data, we are able to maintain strict data quality assurance and standardization.

We believe this approach provides an advantage that increases the value of the data resulting from discovery programs, as we can extract informative insights by uncovering hidden relationships within the data.

We believe that managing data and leveraging the proprietary datasets in this way allows us to continually refine our approach to antibody drug development and leverage the benefits of artificial intelligence and machine learning methods.

Our data science infrastructure allows us to make use of artificial intelligence and machine learning methods

Artificial intelligence (“AI”) generally refers to advanced computational methods and algorithms that enable the discovery of data features, patterns, or associations within large and complex data sets that can be used to classify data sets, make predictions, and solve problems.

We currently use AI and machine learning methods extensively emphasizing the automation and scaling of data operations associated with our experimental workflows.

While we believe AI has tremendous potential to accelerate antibody discovery through the prediction, engineering, and potentially even de novo design of antibodies with improved therapeutic properties, we believe many of the claims associated with AI drug discovery are ahead of current capabilities.

What we believe is missing, in most cases, is the data and the experimental capabilities needed to iterate and learn.

Ultimately, we believe it is only through the accumulation of large, complex, and high-quality data sets that the full promise of AI in drug discovery will be realized.

We believe a strong foundation that integrates large-scale experimentation with software and data infrastructure will be required to successfully apply AI and machine learning methods to biological data sets.

We believe this is the only way the necessary data sets can be captured and standardized, while also maintaining the integrity of relationships between different data types.

We also believe the importance and difficulty of developing the necessary robust software and data infrastructure is widely underestimated.

We invest significant resources to build the necessary foundations for successfully using AI and machine learning methods.

We generate large amounts of data throughout each program.

We can capture these large data sets because we (i) prioritize investing in the experimental capabilities and their necessary integrations with software and data science and (ii) use these capabilities frequently in real drug discovery and development programs.

We believe these features of our business will position us to be a leader in applying advanced computation to antibody drug development.

We are building a competitive advantage in going from target to clinic

Already, we find that seamless data capture along an integrated end-to-end workflow allows us to improve our efficiency and ability to predict early in the discovery process how antibodies will behave later in development and manufacturing (Figure 1).

Today, we integrate data from the start of a program to comprehensive characterization of antibody candidates.

We are also investing to connect program data from program launch to manufacturing and clinical testing.

We believe that the additional insights from these data may also allow us to select and advance antibody candidates that are more potent or more easily manufactured.

Our integrated capabilities create a virtuous cycle.

We are completing construction projects that will expand our access to lab, office and manufacturing facilities to support the operation of AbCellera into the foreseeable future.

These facilities allow us to support cell-line development, process development, and GMP manufacturing of antibody therapeutics all with an integrated team.

In May 2020, in support of this effort, we received a commitment for CAD $175.6 million ($125.6 million) in financing from the Government of Canada.

Upon completion of our facilities, we expect to support drug development programs from initiation to fill-finish.

We believe that integrating an optimized manufacturing process with our discovery and protein-engineering capabilities will create synergies in speed and efficiency and will allow us to more rapidly test and validate new antibody therapeutic formats, including bispecific antibodies and antibody conjugates.

We expect to complete this facility and to have GMP manufacturing capabilities in use in 2025.

Using this approach to workflow optimization, we can meaningfully accelerate the speed of antibody drug discovery and development.

To date, we have invested over $600 million in building our infrastructure and expanding our capabilities.

We have also successfully used our capabilities to overcome some of the hardest problems in the biotechnology industry.

As an example, we discovered two antibody therapies for patients with COVID-19 (under emergency use authorization in 2020 and 2022), which we believe was one of the most competitive and time-sensitive drug development efforts in history.

Even as the focus of our company turns to using our capabilities to focus on program development, we continue to invest to refine and enhance our capabilities, with approximately 40% of our total research and development spend in 2024 applied to platform development.

In May 2023 we secured CAD $300 million ($222.3 million) in non-dilutive financing from the Governments of Canada and British Columbia toward an eight-year project to build new capabilities in Canada to develop, manufacture, and deliver antibody medicines to patients through Phase 1 clinical trials and build expertise in translational science, technical operations, and clinical operations and research.

We expect to use the proceeds from the financing to:

Complete the build of our facilities;

Our competitive advantage consists not of a single proprietary technology, but of the integration of proprietary know-how, specialized multidisciplinary teams, and the physical infrastructure necessary to advance programs from target to the clinic.

Our platform integrates data collection, standardization, and storage with a suite of computational tools to drive program decisions and improve productivity.

Data from every experiment is securely stored in a central database designed to

maintain the relationships that exist between different measurement types, samples, protocols, metadata, and antibodies.

We are continually refining our data systems to ensure high data quality and standardization, improve access and flexibility, and integrate artificial intelligence (“AI”) and other computational tools with our experimental workflows.

We have and continue to integrate state-of-the-art AI tools directly into our platform.

We believe that the integration of computational tools is essential for solving the most challenging problems in drug development, particularly in complex target classes.

AI and machine learning methods are used in nearly all of our programs, and we believe these methods have been critical to success in many of our programs.

However, while we view the application of these tools as often necessary, they are never sufficient to produce novel, differentiated drugs.

We recognize AI is not a standalone solution, but rather a powerful tool that must be appropriately coupled with experimental methods.

Since 2012, we have invested approximately $1 billion to build our platform.

This investment has recently culminated in the completion of our 130,000-square-foot clinical manufacturing facility.

This facility enables us to advance antibody drug programs from target selection through to clinical trials, including manufacturing drug substance for early phase trials.

Compared to outsourcing manufacturing, this facility allows us to control our supply chain, improve flexibility, accelerate timelines, and better protect our intellectual property.

We believe that integrating an optimized manufacturing process with our discovery and protein engineering capabilities creates synergies in speed and efficiency and will allow us to more rapidly test and validate new antibody therapeutic formats, including multispecific antibodies and antibody-drug conjugates.

Since 2020, we have received CAD $475.6 million ($347.9 million) in non-dilutive government financing to build our platform and internal pipeline:

• May 2020 - CAD $175.6 million ($125.6 million) from the Government of Canada to expand efforts related to the discovery of antibodies for use in drugs to treat COVID-19, and to build technology and manufacturing infrastructure for antibody drugs.

• May 2023 - CAD $300 million ($222.3 million) from the Governments of Canada and British Columbia toward an eight-year project to build new capabilities in Canada to develop, manufacture, and deliver antibody drug candidates to patients through Phase 1 clinical trials, and build expertise in translational science, technical operations, clinical operations, and research.

We have used, and expect to use, the proceeds from the financing to build our facilities;

establish and validate fully integrated capabilities to take programs from concept to the clinic;

Support the development of up to 17 internal programs up to and through Phase 1 clinical trials.

We have developed specific platform technologies to unlock high-value drug targets, modalities, and classes

As we further build the capabilities, we pursue technology development projects that we believe will open up new market segments in antibody therapeutics by unlocking new drug targets, modalities, and classes.

To date, we have developed two specific technology platforms that we are leveraging to advance both internal and partner-initiated programs.

T-cell engager platform

Our T-cell engager platform leverages hundreds of diverse CD3-binding antibodies to create bispecific antibodies that achieve potent tumor-cell killing with reduced cytokine release, which can help address dose-limiting toxicities.

GPCR and ion channel platform

We are using our platform to develop first-in-class antibody medicines for well-validated complex transmembrane protein targets that have been intractable using traditional approaches.

We are leveraging our capabilities and technology platforms to develop internal programs and advance a pipeline of AbCellera programs with first-in-class and/or best-in-class potential.

We evaluate these programs individually to determine the advisability of entering into preclinical and clinical development ourselves, entering into collaborations with partners, or out-licensing programs to optimize their development and clinical and commercial potential.

In 2023, we advanced two drug programs, ABCL635 and ABCL575, into IND/CTA-enabling studies and announced in 2024 that we would seek clinical trial authorizations for both programs in 2025.

A potential first-in-class medicine for metabolic and endocrine conditions

ABCL635 is an antibody-drug candidate against an undisclosed target with an indication in metabolic and endocrine conditions.

It can potentially be a first-in-class therapy in an addressable market estimated at more than $2 billion in annual sales.

ABCL635 is the first AbCellera-led asset derived from our GPCR- and ion-channel platform.

We anticipate submission of a CTA for ABCL635 in Q2 2025.

A potential best-in-class medicine for atopic dermatitis

ABCL575 is a fully human, half-life extended monoclonal antibody targeting OX40 ligand that is being developed as a potential best-in-class therapy for treating T-cell-mediated autoimmune conditions, such as atopic dermatitis.

Antibody-mediated blockade of OX40L is a clinically validated, non-T cell depleting mechanism to modulate inflammation.

Targeting OX40L has the potential to address a broad range of inflammatory conditions and autoimmune diseases, some of which include colitis/inflammatory bowel disease (IBD), asthma/atopy, and diabetes.

OX40L blocking is under investigation for atopic dermatitis, asthma, alopecia areata, hidradenitis suppurativa (HS).

We discovered ABCL575 during our collaboration with EQRx Inc.

(“EQRx”) as part of a co-development program that began in 2021.

We took control of the program in September 2023 and have advanced ABCL575 into IND/CTA-enabling studies.

ABCL575 has been designed with potency, pharmacokinetics, and developability to support a Q12W or longer dosing schedule, which provides differentiation potential.

We anticipate submission of a CTA for ABCL575 in Q2 2025.

Molecule Status Target Method of Action (MOA) Indication Therapeutic Area

ABCL635 IND/CTA-enabling studies (Preclinical) Undisclosed - GPCR or ion channel Antagonist Undisclosed Metabolic endocrine conditions

ABCL575 IND/CTA-enabling studies (Preclinical) OX40 ligand (OX40L) Blocking and non-depleting ◦ Atopic dermatitis

◦ Other indications in autoimmunity and inflammation

Immunology & inflammation

and support the development of up to 17 internal programs up to and through Phase 1 clinical trials.

We have built a competitive advantage in advancing antibody drug programs from target to the clinic

We have successfully used our capabilities to overcome some of the hardest antibody discovery problems in the biotechnology industry.

In some cases, our platform has allowed for increased speed and boosted the probability of success.

As an example, we discovered two antibody medicines for patients with COVID-19 (which received emergency use authorization in 2020 and 2022), which we believe was one of the most competitive and time-sensitive drug development efforts in history.

More often, our platform has allowed us to succeed in programs where traditional methods have proven inadequate.

For example, we believe our platform is unparalleled in addressing difficult target classes such as GPCRs and ion channels.

This capability has been used in two programs that have been disclosed in our internal pipeline, ABCL635 and ABCL688, providing early evidence that our platform is effective in advancing these types of programs.

Our people are critical to our success

We believe that great and enduring companies are built by strong teams of exceptional people.

For this reason, team-building is a top priority in our business.

We see talent and team-development as an opportunity to build a competitive advantage that amplifies every dimension of our business.

We see investments in our people as investments that are necessary for the success of our Company.

We believe success in our business is built on strong teams of exceptional people.

For this reason, team-building is a top priority, and we invest accordingly.

We build systems to support our people

We believe a strong corporate culture is essential for the recruitment, development, and retention of exceptional employees and teams.

Although leaders must model corporate values and desired behaviors, we do not believe culture can be invented or enforced from the top of an organization.

Although leaders must model corporate values and desired behaviors, we do not believe culture can be invented or enforced only from the top of an organization.

Instead, we see the responsibility for building and stewarding our culture as shared across our entire organization.

We believe culture starts from individuals with shared core values and a common sense of purpose, and that culture emerges and is strengthened through a network of interactions and relationships built on mutual trust and appreciation.

We believe culture starts from individuals with shared core values and a common

sense of purpose, and that culture emerges and is strengthened through a network of interactions and relationships built on mutual trust and appreciation.

Building a winning culture requires investment and continuous diligent effort.

Our Company and our Talent Development team work to develop and deliver the necessary processes, training programs, and events that we believe are essential for our culture to thrive.

Our Company and our Talent Development team work to create and deliver the necessary processes, training programs, and events that we believe are essential for our culture to thrive.

These are designed to:

• Encourage relationship-building across interdisciplinary teams;

• Share information broadly, to promote mutual appreciation and to ensure our employees see how their work and the work of others connects to our overall strategy;

• Establish expectations of high performance;

• Share information broadly, promote mutual appreciation, and ensure our employees see how their work and the work of others connects to our overall strategy;

• Craft mentorship networks and leadership-training systems that help our employees develop strong leadership skills;

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Second, we prioritize the long-term potential of candidates and invest in our team’s continued development.

We believe this framework has allowed us to build an exceptional team at all levels and develop strong leaders that drive our business's continued long-term growth.

We believe this framework has allowed us to build an exceptional team at all levels and develop strong leaders to drive our continued long-term success.

How we structure our pay and compensation packages

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In addition to competitive salaries, equity awards, and performance bonuses, our compensation includes comprehensive healthcare benefits, fitness and active-lifestyle benefits, and retirement-savings contributions.

We grant equity awards, comprising of share options and restricted share units, to all employees.

We grant equity awards, comprising share options and restricted share units, to all employees.

We do this because we believe that shared ownership promotes employee retention, creates alignment, and promotes a sense of shared ownership in the long-term success of our Company.

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We further stress the importance of guidelines and cultural norms that encourage each team-member to find their optimal work-life synergy, aiming for productivity and constant improvement that is sustained over time.

Finally, we believe that our strategy of using technology to impact the lives of patients positively is attractive to top talent who want to spend their days well and who value challenging work with a clear sense of purpose.

Finally, we believe that our strategy of using our platform and capabilities to impact the lives of patients positively is attractive to top talent who want to spend their days well and who value challenging work with a clear sense of purpose.

Our discovery and development capabilities require interdisciplinary talent

Interdisciplinarity is a core feature of our business.

The nature of our work in technology and drug development requires an exceptionally interdisciplinary workforce in its scientific, engineering, and professional skills.

After more than a decade of technology development at the nexus of science, engineering, and computation, we believe we effectively assemble and integrate strong cross-functional teams.

The nature of our work in drug development requires an exceptionally interdisciplinary workforce in its scientific, clinical, manufacturing, engineering, and professional skills.

After more than a decade of building our platform, we believe we effectively assemble and integrate strong cross-functional teams.

This includes teams for drug discovery, drug development, clinical operations, and clinical manufacturing.

As of December 31, 2025, our team comprised approximately 65% scientists, 13% engineers and data scientists, and 22% business professionals.

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Our geographic locations give us an advantage in recruitment

Attracting and retaining large teams of highly trained scientists and engineers is one of the most critical challenges in executing on our strategy.

We believe that we have a significant recruitment advantage by virtue of our largest research facilities being in Vancouver, Canada, and Sydney, Australia.

Both the Vancouver and Sydney regions are consistently ranked amongst the most liveable cities in the world.

Both also have world-class universities that train large pools of talent in fields relevant to our work, including computer science, biochemistry, genomics, engineering, cell biology, and immunology.

We believe the combination of (i) these regions providing access to large talent pools and less-developed biotechnology sectors, and (ii) our willingness to hire for potential and invest in employee training and development are key factors contributing to our success in discovering, attracting, and retaining top talent.

Attracting and retaining large teams of highly trained specialists in drug discovery, development, and manufacturing is one of the most critical challenges in executing on our strategy.

We believe that we have a significant recruitment advantage by virtue of our largest facilities being in Vancouver, Canada, and Sydney, Australia.

Both the Vancouver and Sydney regions

are consistently ranked amongst the most livable cities in the world.

Both cities also have world-class universities that train large pools of talent in fields relevant to our work, including computer science, biochemistry, genomics, engineering, cell biology, and immunology.

We believe the combination of these regions providing access to large talent pools and less-developed biotechnology sectors and our willingness to hire for potential and invest in employee training and development is contributing to our success in discovering, attracting, and retaining top talent.

We foster and enjoy high levels of employee engagement

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In 2025, we had a voluntary turnover rate of 6.7%.

As of December 31, 2024, we had 596 full-time employees in Canada, the United States, and Australia, representing over 45 nationalities.

As of December 31, 2025, we had 562 full-time employees in Canada, Australia, and the United States, representing over 42 nationalities.

OUR MARKET OPPORTUNITY

We believe the biotechnology sector will be one of the most important opportunities for growth and investment over the next 30 years.

The large size and rapid growth of the market for therapeutic antibodies combined with our capabilities represents a large opportunity for our business to make a difference for patients and partners by catalyzing a change in how antibody drugs are discovered and developed.

Therapeutic antibodies are one of the largest and fastest growing classes of drugs

Antibodies are one of the largest and fastest growing classes of drugs and are used across multiple therapeutic areas, such as oncology, inflammation, infectious disease, ophthalmology, cardiovascular disease, autoimmunity, and neurodegeneration.

In 2023, global therapeutic antibody sales approached $300 billion.

This market is expected to grow to well over $450 billion by 2028, representing a five-year compound annual growth rate, or CAGR, of over 10%.

In 2023, around 50 antibody therapeutics achieved blockbuster status, defined as achieving annual sales in excess of $1 billion.

In 2024, therapeutic antibodies also represented 5 out of the world’s 10 top-selling pharmaceutical products.

The mean peak-year sales for currently marketed monoclonal antibody drugs and monoclonal conjugate antibody drugs are estimated at over $3 billion.

In 2024, there were approximately 200 approved antibody therapeutics, with more than 170 in Phase 3 clinical trials worldwide.

Antibodies are one of the largest and fastest growing classes of drugs.

Antibodies are used across multiple therapeutic areas, such as oncology, inflammation, infectious disease, ophthalmology, cardiovascular disease, autoimmunity, and neurodegeneration.

In 2025, global therapeutic antibody sales amounted to approximately $300 billion.

This market is expected to grow to over $500 billion by 2030, representing a five-year compound annual growth rate, or CAGR, of over 10%.

In 2025, around 50 antibody drugs achieved blockbuster status, defined as achieving annual sales in excess of $1 billion.

In 2025, antibody medicines also represented 5 out of the world’s 10 top-selling pharmaceutical products.

The mean peak-year sales for currently marketed monoclonal antibody drugs and monoclonal antibody-drug conjugates are estimated at well over $1 billion.

In 2025, there were over 200 approved antibody-based drugs, with more than 180 in Phase 3 clinical trials worldwide.

Historically, the time for antibody discovery projects to reach Phase 1 clinical trials from target selection has been estimated at approximately 5.5 years.

On average, antibody drugs have taken between seven and ten years to reach market-authorization from the start of Phase 1 clinical trials.

Each year, well over 200 antibody therapeutics enter Phase 1 clinical trials.

Our approach to expanding markets and creating value

We seek to advance a pipeline of first-in-class and/or best-in-class antibody medicines and strategically partner with companies with novel technology or science to advance programs to the clinic.

We believe that we create differentiated value in three main ways:

• Unlock new markets :

Opening new target space and enabling new modalities has the potential to unlock new market segments.

We believe that many of these segments could represent multi-billion-dollar commercial opportunities for our partners.

• Improve discovery speed :

Bringing antibody treatments to market faster than the current industry standard would make a difference for those in need.

We estimate that accelerating the path to market by one year could improve the value of an average approved treatment by more than $100 million in net present value, considering only the impact of bringing cash flows forward.

If we can help a new drug to be first to market, the drug may capture greater market share with the potential to generate billions of dollars in additional therapy sales over the patent life of the product.

• Level the playing field :

With our centralized integrated capabilities, we have removed the need to build discrete discovery and development infrastructure or piece together CROs and CDMOs.

We believe this lowers the barriers to entry in our industry for ourselves and our partners.

For example, we estimate that our capabilities could save innovative biotechnology companies more than a year and tens of millions of dollars in discovery and development efforts at the earliest stages.

We have extensive experience partnering with emerging biotechnology companies, leading pharmaceutical companies, and non-profit and government organizations.

Our partners are specialist scientific ideators and skilled clinical testers that are predominantly based in the United States and Europe.

They seek increased speed and probability of success of their drug development programs.

Each year, over 300 antibody drug candidates enter Phase 1 clinical trials.

OUR PORTFOLIO & PARTNERSHIPS

We have extensive experience partnering with leading pharmaceutical companies, emerging biotechnology companies, and non-profit and government organizations.

Our partnership agreements to date have commonly included:

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(ii) downstream payments in the form of clinical and commercial milestones;

and (iii) royalties on net sales of therapeutics.

We also structure agreements with additional approaches to capture value, including through equity in our business partners and various options for deeper investment in moving therapeutic candidates forward.

We believe the long-term value of our business will be driven by downstream milestone payments and royalties on the net sales of a resulting therapeutic.

As we have grown and developed, we have strategically emphasized agreements where we add more value for partners beyond the initial discovery work.

These programs include more-valuable downstream terms and help maximize the value of our portfolio.

Our partners are specialists who come to us for help to develop clinical candidates

Our partners are specialists with deep knowledge and understanding of their targets.

They seek to use this understanding of target and disease biology to develop therapeutic products for the ultimate benefit of patients.

Biotechnology companies that do not have internal antibody discovery capabilities partner with us to help discover and develop clinical candidates at greater speed, with higher quality, and with a fraction of the capital outlay that has historically been associated with internal discovery efforts.

Leading biopharmaceutical companies with well-developed internal discovery capabilities partner with us to help solve discovery problems that have proven intractable using their platforms.

Our capabilities have made us a strategic partner in the biotechnology industry

We believe we have become a strategic partner in the biotechnology industry, as our integrated discovery and development technology aims to improve the speed and probability of success of antibody drug development.

We leverage our partners’ specialist insights into target biology and use our technology to generate what we believe are optimal clinical candidates for downstream development.

Our investments in full integration also allow us to take a big-picture perspective on antibody drug discovery, starting with the end in mind and optimizing for the final developability of antibodies from the start.

This approach is intended to increase our partners’ probabilities of success in developing an antibody candidate, with a commensurate improvement in their return on investment.

and (iii) royalties on net sales of drugs.

We have also structured agreements with additional approaches to capture value, including through equity in our business partners and various options for deeper investment in moving drug candidates forward.

We believe the long-term value of this portfolio will be driven by downstream milestone payments and royalties on the net sales of a resulting drug.

We are strategic in the selection of our partners

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We believe successful antibody drugs are developed in collaboration with partners who have insights, technology, skills, or experience complementary to our own.

We look for partners with innovative and impactful ideas, strong leadership teams, and the continued ability to raise the capital needed to fund the development of a product candidate.

Being a strategic partner in our industry also allows us to work on the programs that mean the most to partners.

We also seek to work with companies that have the potential to be optimal partners for the final development and commercialization of our pipeline assets.

We look for partners with innovative and impactful ideas, strong leadership teams, and the continued ability to raise the capital needed to fund the development of a drug candidate.

We have also worked with companies that have the potential to be optimal partners for the final development and commercialization of our pipeline assets.

Supporting such partners on their discovery challenges allows us to demonstrate our capabilities and earn trust for future partnerships.

Our agreements emphasize participation in the success of antibody therapeutics

Our agreements emphasize participation in the success and upside of the future antibody therapeutics we help to discover and develop.

Our agreements emphasize participation in the success of antibody medicines

Our agreements emphasize participation in the success and upside of the future antibody medicines we help to discover and develop.

Typical partnership agreements for partner-initiated discovery programs include (i) near-term payments for access, research, and intellectual property rights;

(ii) downstream payments in the form of clinical and commercial milestones;

and (iii) royalties on net sales of therapeutics.

and (iii) royalties on net sales of drugs.

Agreements may include alternative approaches to capture value, including equity in our business partner and various options for deeper investment in moving drug candidates forward.

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Summary Partnership Agreements with Pharmaceutical & Biotechnology Companies that Include Downstream Participation from 2016 to December 31, 2025

Partner # of Targets & Duration Therapeutic Indication or Modality Date Announced

Partner # of Targets & Duration Therapeutic Area Date Announced

Multi-target, multi-year Oncology January 13, 2025

Eli Lilly and Company Multi-target, multi-year Immunology, cardiovascular disease, and neuroscience July 31, 2024

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Most of the programs with our partners will generate milestone payments to us if our partners reach certain preclinical, clinical, regulatory, and commercial milestones.

In addition, programs that create drug candidates which become commercial products may generate royalty payments to us on the net sales of those products.

In addition, programs that create drug candidates that become marketed medicines may generate royalty payments to us on the net sales of those drugs.

We also have other forms of downstream economic participation, including equity and equity-like positions, and options to co-invest.

The following table represents the range of royalty (and equivalent) rates and the hypothetical maximum value of the milestone payments included in our partnership agreements as of December 31, 2024:

The following table represents the range of royalty (and equivalent) rates included in our partnership agreements as of December 31, 2025:

Downstream Participation

Milestones (in billions) 1

Royalty on net sales, 5th to 95th percentile range 1

Preclinical $0.10 2015-2019 contracts 0-4.0%

Clinical $1.11 2020-2023 contracts

Regulatory $1.97

Commercial $5.51 Other downstream participation

Total $8.69 Equity/equity-like positions

2015-2019 contracts 0-4.0%

2020-2025 contracts

Other downstream participation

Equity/equity-like positions

Options to co-invest

1 All programs with downstream participation not probability adjusted

1 Includes range of royalty (and equivalent) rates of each contract, considering step-downs, if any

OUR INDUSTRY STRUCTURE

Ideas for new antibody drugs can come from anywhere

We believe that sound biological insights and new ideas for new antibody drugs are a key input of our work.

As product creators, we compete with other companies for access to ideas.

The complexity and vastness of disease biology means there is no universal approach to generating ideas for new drugs.

Good ideas can come from anywhere.

Academic institutions, venture capital groups, non-government organizations, small biotechnology companies, and large biopharmaceutical companies all have a role to play in driving ideation in our industry.

The standard model for turning ideas into antibody drugs is inefficient

The conventional model for turning ideas into drugs requires biotechnology companies to independently recruit the teams, build the infrastructure, and acquire the technologies needed for product creation.

If these companies end up building such capabilities internally, we estimate that up to $50 million could be spent per company in pursuit of such efforts.

Because these companies would build these capabilities separate from their core area of focus, and because such businesses have limited time to develop these capabilities, we believe that such decentralized capabilities are unable to approach the state of the art in our industry.

Ideation is dominated by innovative biotechnology companies

Small biotechnology companies dominate industry-wide ideation.

Between 2011 and 2021, over 50% of new-drug approvals in the United States originated with smaller biotechnology companies with annual revenues below $500 million.

For blockbuster therapeutics, the probability of the idea originating with a smaller biotechnology company increases to over 60%.

These early-stage companies are often rich in ideas but low on capital and lack the necessary capabilities to efficiently pursue their ideas.

These companies are forced to develop and to use suboptimal technology, or to piece together fragmented point solutions and contract services.

Spread across a number of smaller biotechnology companies, we believe that the costs to advance their ideas – both in capital and in opportunity – can create serious economic barriers and inefficiencies that artificially restrict innovation and damage productivity in our industry.

Our integrated capabilities level the playing field and enables new therapies

We believe our capabilities and business model improves efficiencies in our industry in three main ways:

We prioritize integration over the accumulation of stand-alone tools

We believe that drug development cannot be broken down into a series of independent steps and see the development of new antibody drugs as a single process with one end goal – the rapid delivery of successful medicines to patients.

We prioritize the outcome of an integrated end-to-end workflow over the accumulation of stand-alone tools.

Where other providers in our industry may offer partial solutions or stand-alone instruments, our integrated capabilities offer the creation of new antibody drugs.

By delivering complete and optimized solutions to our partners, we think this perspective gives us a competitive advantage relative to providers of modular solutions.

We empower a more diverse set of innovators

As our centralized infrastructure for antibody drug discovery lowers the barriers to entry in our industry, we create the conditions for smaller biotechnology companies to focus on what is unique and valuable in their businesses,

and to compete on the merits of their ideas.

We believe this dynamic has the potential to catalyze a structural change in how antibody drugs are developed.

We create opportunities for a more-diverse set of innovators and believe that our capabilities have the potential to expand the ecosystem and make our industry more efficient.

We enable new types of antibody therapies

The differentiated capabilities of our capabilities make more and new kinds of antibody discovery possible.

For instance, we believe our technology gives us a unique advantage in the discovery of antibodies that modulate the function of difficult transmembrane protein targets, such as G-protein-coupled receptors (“GPCRs”) and ion channels.

These are two large and well-validated families of drug targets for which antibody discovery using traditional techniques has been extremely difficult.

By unlocking access to these and other types of targets with antibodies, we believe that our capabilities have the potential to grow the market for antibody therapies.

We believe that our platform investments can unlock the technical challenges that are limiting drug discovery in such areas and provide a strong basis for successful internal program development.

The biopharmaceutical industry is characterized by rapidly advancing technologies, intense competition, and a strong emphasis on proprietary products.

While we believe we have built a competitive advantage in the discovery of antibody-based therapeutics, we face potential competition from many different sources, including large and specialty pharmaceutical and biotechnology companies, academic research institutions, governmental agencies and public and private research institutions.

There are several companies developing and marketing treatments that may be approved for the same indications and/or diseases as our programs.

For example, with respect to our ABCL575 candidate:

• Atopic Dermatitis :

Treatments currently approved in some geographies for atopic dermatitis from, amongst others, Regeneron Pharmaceuticals/Sanofi, Lilly, AbbVie Inc., and Pfizer Inc..

Additionally, therapeutics for atopic dermatitis currently in clinical testing are being developed by large pharmaceutical and biotechnology companies including Amgen Inc., Apogee Enterprises Inc.

and Bristol Myers Squibb Co..

We do not yet have clinical data for any of our programs and there can be no assurance that our programs will have similar or comparable results.

In addition, we operate in the global market for solutions that enable the discovery and development of therapeutic antibodies.

The solutions and applications offered by companies operating in this market vary in size, breadth, and scope.

Significant intellectual property barriers restrict these solutions.

Given the broad promise of antibody therapeutics, we face competition from a number of sources, including companies that provide antibody discovery services such as contract research organizations (“CROs”) and companies that provide specialized solutions to antibody discovery using proprietary technologies or platforms.

• Examples of companies that provide antibody discovery and development services include fully integrated CROs that offer contract research, development, and/or manufacturing services include WuXi Biologics Inc., Evotec SE, and Charles River Laboratories International, Inc.

These CROs operate on a large scale and earn fees on research work, but often lack differentiated capabilities at critical steps of antibody discovery and development.

• Examples of companies that use proprietary platforms or technologies to discover antibodies include Adimab LLC, Twist Bioscience Corporation (“Twist Bioscience”), and OmniAb, Inc.

These and similar antibody discovery specialists engage in discovery activities with partners and earn downstream payments based on the value added by their proprietary technology platforms.

Many emerging and established life sciences companies have also been built around technologies that focus on one or a limited number of steps in antibody discovery and development.

These companies provide technological point-solutions that can be integrated into antibody discovery workflows within our partners’ laboratories or at CROs.

An example of a company that provides a technological point-solution that is integrated into antibody discovery workflows is Bruker Cellular Analysis ("Bruker") (on October 3, 2023, PhenomeX, the successor to Berkeley Lights was acquired by Bruker).

They and similar tool-providers place instruments with our potential customers and with CROs that compete directly with our antibody discovery platform.

Such point-solution companies commonly earn revenues on the sale of machines and proprietary reagents, and in some cases also perform discovery services with fees and royalties on downstream products.

For example, Twist Bioscience markets and provides antibody discovery services using the Bruker Beacon platform to its customers.

While we believe we have built a competitive advantage in the discovery of antibody-based drug, we face potential competition from many different sources, including large and specialty pharmaceutical and biotechnology companies, academic research institutions, governmental agencies, and public and private research institutions.

There are several companies developing and marketing treatments that may be approved for the same indications or diseases as our programs.

For example, with respect to our two clinical programs:

• ABCL635 for VMS associated with menopause:

The market for VMS treatments is highly competitive and includes both established therapies and novel drugs in development.

The current standard of care for the treatment of VMS is menopause hormone therapy (MHT), with well-established treatments that are widely available as low-cost generics.

There are two non-hormonal medicines currently approved in some geographies for VMS due to menopause from Astellas Pharma Inc.

and Bayer AG.

There are also other non-hormonal pharmaceutical treatments that are frequently prescribed for VMS relief.

We believe our non-hormonal antibody-based approach may differentiate ABCL635 from other non-hormonal treatment options through potential benefits in safety profile, dosing schedule, and efficacy, though we have not yet established these benefits in a pivotal trial.

• ABCL575 for atopic dermatitis :

The market for atopic dermatitis treatments is highly competitive and includes both established therapies and novel drugs in development.

Antibody medicines currently approved in some geographies for atopic dermatitis from, amongst others, Regeneron Pharmaceuticals/Sanofi, Lilly, AbbVie Inc., and Pfizer Inc.

Additionally, antibody drug candidates for atopic dermatitis currently in clinical testing are being developed by large pharmaceutical and biotechnology companies, including Kyowa Kirin Co., Ltd., Apogee Therapeutics, Inc.

and Bristol-Myers Squibb Company.

We do not yet have final clinical data for any of our programs and there can be no assurance that our programs will have similar or comparable results.

OUR APPROACH TO CAPITAL ALLOCATION

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Our teams think like owners when deciding to allocate time and capital across our business activities.

Cognizant of the specific challenges that characterize biotechnology as a sector, we specialize in addressing hard but tractable engineering problems and avoid staking our fortunes on high-risk science projects.

Cognizant of the specific challenges that characterize biotechnology as a sector, we specialize in addressing hard but tractable antibody discovery and development problems and avoid high-risk science projects.

We believe this is the best way for us to create value, and to do so reliably.

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We allocate capital with a long-term perspective and our largest investments have been in the intellectual capital, infrastructure, and capabilities that we have built over the years.

Using these assets, we make capital-efficient investments in the discovery and development of new antibody drugs, with the largest value tied to their long-term success.

Using these assets, we make capital-efficient investments

in the discovery and development of new antibody drug candidates, with the largest value tied to their long-term success.

In many cases, this results in cash flows that are further in the future.

We do this because we believe that the real value from drug development is realized when drugs deliver value to patients.

This drives our emphasis on sharing in the economics of successful drugs, developed both with our partners and internally.

This drives our emphasis on sharing in the economics of successful drugs, developed both internally and with our partners.

In the long run, we believe this approach has the potential to yield exceptional rates of return.

Consistent with the long timelines for drug product development and testing, we expect the most meaningful additional revenues from our pipeline and portfolio to begin after 2030.

As our economic stakes in drug candidates mature, we believe that the contributions from programs in our portfolio will result in a long-lived stream of strong cash flows and a high rate of return on invested capital.

We accept that cash flows from drug sales will only result when we have created value for patients, i.e.

when the drug candidates that compose our pipeline and portfolio reach the market as successfully commercialized antibody drugs.

This fundamental dynamic applies to our internal, co-development, and partner-led programs.

Our capabilities help us build a valuable portfolio with capital efficiency

Our platform helps us build a valuable pipeline and portfolio with capital efficiency

Building our integrated capabilities and infrastructure has been a focal point of our capital-allocation strategy.

These capabilities now generate our growing pipeline of programs and portfolio of valuable stakes in drug candidates in a capital-efficient manner.

By using our differentiated capabilities to attract business from strategic partners across the biotechnology industry, we believe that discovery partnerships can be used to grow our portfolio without significant capital outlay apart from capability investments.

Increasingly, we are leveraging our capabilities internally to develop a pipeline of assets, at a low marginal cost, against well-validated targets, particularly using our T-cell engager and GPCR & ion-channel platforms.

We believe that our differentiated capabilities in these areas uniquely position us to create first in class assets against these challenging targets.

We select opportunities and partners to maximize the value of our portfolio

As business operators, we understand the value of active portfolio management and how it can be used to enhance value in an industry where not all ideas are equally likely to succeed.

With our dedication to discovery and development, we focus our efforts on developing internal programs where we can leverage our competitive advantage in technology and connecting with strong partners whom we believe have compelling ideas for therapeutics and the capabilities to clinically and commercially develop the drug candidates that we discover either in partnership or through our internal programs.

The largest risk to our portfolio is not wasted effort, but rather the opportunity cost of missing out on potential future blockbuster therapeutics.

To maximize our chances of investing in the most promising opportunities in our industry, we have made substantial investments that we believe will enable us to generate potential first-in-class and best-in-class antibody drugs repeatedly.

Thinking like investors, we believe active management is most impactful when used to screen out weak opportunities.

When partnering, we look for companies with what we believe are innovative and impactful ideas, strong leadership teams, and the continued ability to raise the capital needed to support a drug candidate on its way to and through the clinic.

Being a strategic partner in our industry also allows us to collaborate on the programs that mean the most to partners, where

quality and the speed to the clinic really matter.

We believe this strategy allows us to enrich our portfolio for programs with above-average potential to deliver commercially successful therapeutics.

These capabilities now generate our growing pipeline of internal programs and portfolio of valuable stakes in drug candidates in a capital-efficient manner.

We are using our platform to develop a pipeline of assets, at low marginal cost, against high-value targets such as GPCRs, and ion channels and with novel modalities such as T-cell engagers.

We believe that our differentiated capabilities in these areas uniquely position us to create first-in-class medicines against these challenging targets.

We select opportunities and partners to maximize the value of our pipeline and portfolio

We engage in active portfolio management using a framework that considers science, differentiation, unmet need, and the development path for each program.

We focus our efforts on developing internal programs where we can leverage our competitive advantage in technology.

When launching internal programs, we look for opportunities we believe have the highest potential to generate attractive returns, without adding a constraint of a specific therapeutic area.

In general, we seek to develop medicines that:

• target validated biology;

• pursue a significant commercial opportunity, resulting from addressing an unmet medical need;

In general, we seek to develop medicines where we have confidence in the science;

can pursue a significant commercial opportunity, resulting from addressing an unmet medical need;

possess potential for differentiation;

• offer a clear development path.

We seek to maximize the net present value of our pipeline and portfolio

Contractual rights to royalties, profit shares, and commercial milestones are financial stakes in the commercial success of the drug candidates that we help develop.

We negotiate these stakes as part of our agreements with partners at the outset for partner-initiated programs and when we outlicense pipeline programs.

We believe the near-term and clinical milestone payments we earn from programs are only a small proportion of the expected total value that we ascribe to an individual program.

Instead, for a given program that undergoes clinical development, obtains marketing approval, and is successfully commercialized, we expect the bulk of the revenues to result to be associated with our downstream royalty or profit-share rights and commercial milestone payments.

Our approach is to maximize the expected net present value of our stakes in future antibody drugs.

We believe this approach will maximize free cash flow in the long term and the value of our business overall.

Partnering opens multiple value-creation opportunities

By partnering, we generate opportunities to leverage our differentiated capabilities to contribute value to drug discovery efforts.

The economics we earn on partnered programs scale with the value we bring to each program.

Typically, these economics take the form of near-term payments, clinical and commercial milestone payments, and royalties on or share of the profits from the net sales of a resulting therapeutic.

We increase the value of our portfolio and our business in three ways – by partnering on additional drug development programs;

by contributing more value to the drug development programs we work on;

and by capturing more of the value we contribute to a program.

In addition to the partner-initiated discovery program model which we have entered since the founding of our Company, we have introduced additional program structures.

These aim to unlock additional partnering opportunities, to allow us to develop and deploy additional value-creating capabilities, and to enhance the potential economics in programs where the value we add is particularly large.

Our programs broadly fall into two initiation categories:

Partner-Initiated Programs

In partner-initiated programs, partners come to us with a target in mind and work with us to turn their idea into an antibody drug product.

This is our first category of program, dating back to 2014.

The volume of programs in this category has been high.

As of December 31, 2024, we started 96 partner-initiated programs that include downstream milestones, royalty stakes, or co-ownership.

Through selectively entering into new and expanded strategic partnerships, we continue to add programs to this portfolio.

We work closely with our partners on these programs, leveraging their insight and expertise into target and disease biology and modality while using our discovery and development capabilities to create value.

and see a clear development path with early opportunity to retire risk.

We evaluate our internal programs individually to determine the advisability of pursuing and continuing clinical development ourselves, entering into collaborations with partners, or out-licensing programs to optimize their development and clinical and commercial potential.

When partnering, we look for companies with innovative, impactful ideas, strong leadership teams, experience and expertise in certain therapeutic areas, and the ability to raise the capital needed to support a drug candidate through to commercialization.

We believe this strategy allows us to enrich our portfolio for programs with potential to deliver commercially successful medicines.

Our partnership business was built to maximize the net present value of our pipeline and portfolio

We hold financial interests in the commercial success of the drug candidates we help develop through contractual rights to royalties, profit-sharing, and commercial milestones.

We have negotiated these stakes as part of our agreements with partners at the outset for partner-initiated programs.

We believe the near-term and clinical milestone payments we earn from programs represent only a small share of the expected total value we ascribe to each program.

Instead, for a given program that undergoes clinical development, obtains marketing approval, and is successfully commercialized, we expect the bulk of the revenues to result from our downstream royalty or profit-share rights and commercial milestone payments.

Our approach to partnering has been to maximize the expected net present value of our stakes in future antibody drugs.

We believe this approach will maximize free cash flow over the long term and the overall value of our business.

Our programs broadly fall into two categories:

AbCellera-led Programs

Our growing internal pipeline consists of programs for which AbCellera leads the discovery and development of drug candidates.

AbCellera-led programs account for an increasingly large share of AbCellera’s research and development investments and value.

We anticipate topline data readouts for our two most advanced AbCellera-led programs, ABCL635 and ABCL575, in Q3 and Q4 2026, respectively.

We anticipate submitting INDs/CTAs for the next two AbCellera-led programs, ABCL688 and ABCL386, in 2027 and commencing their clinical development thereafter.

We also anticipate progressing additional internal programs into selection of development candidates for IND-enabling activities within the near-to-medium term.

Decisions on the selection, prioritization, continuation, partnering, or out-licensing of internal programs in our pipeline are supported by:

an ongoing evaluation of the program's expected net present value, taking into account its risks, commercial prospects, development costs, and timelines, while accounting for the opportunity cost relative to other programs, and the constraints of our available capabilities, capital, and resources.

Partner-led Programs

Nearly all partner-led programs as of today started as partner-initiated programs where partners have come to us with a target in mind and have worked with us to turn their idea into an antibody drug candidate.

This is our first program type, dating back to 2014.

The volume of programs of this type was historically high.

As of December 31, 2025, we had started 104 partner-initiated programs that included downstream milestones, royalty stakes, or co-ownership.

Through selectively entering into new and expanded partnerships, we continue to add programs to this portfolio.

We have worked closely with our partners on these programs, leveraging their insights and expertise in target and disease biology and modality, while using our discovery and development capabilities to create value.

Depending on the terms of the program, we may perform work from target specification as far as the delivery of a final drug candidate.

For some large or well-enabled partners, we will hand our work off at an earlier stage, allowing our partner to work with our panel of characterized antibodies while leveraging their proprietary data.

Discovery agreements

To date, the most common structure for partner-initiated programs has been that of a discovery agreement.

Royalties on net sales in our typical discovery agreement are in the low-to-mid-single-digit-percentage-point range.

Because the research fees we earn on the work under such agreements generally more than cover our marginal costs of running these programs, the potential return on our incremental investment in these programs is high.

In the long term, as our portfolio matures and

results in approved therapies, we believe our aggregate economic position from these programs has the potential to produce large revenues at near-100% margin.

Co-development agreements

Another structure for partner-initiated programs is a co-development agreement.

These represent a further amplification of our business model, as they enhance the potential economics in our portfolio by giving us and our partner the option – but not the obligation – to co-invest in developing drug candidates.

We each begin discovery with a 50% stake in the program and can invest to retain our ownership position on a stage-by-stage basis.

Some programs in this category also include equity investments in partner companies.

The investments we make under this type of program are in the form of cost-sharing, where we initially contribute to discovery and development costs in proportion to our level of program ownership.

After completing the initial work phases (typically to identify a development candidate), we and our partner have the option – but not the obligation – to continue co-funding further development of the drug candidate in return for a maintained ownership share.

As a co-owner of these programs, we have complete visibility on data and progress.

We believe this preferential insight into program potential and viability puts us in an attractive position to decide on exercising our option to continue to invest.

If we exercise our option to continue co-development in a program, we invest at cost and at what we believe to be at a discount to the intrinsic value of the incremental stake.

In cases where we do not exercise our option to continue to invest, our stake typically converts to a royalty-and-milestones position, with royalty rates reflecting the value of our contributions to that point.

Our effective royalty position is increased for each staged investment we make in a co-development program.

The royalty rates for these programs are generally higher than for our partner-initiated discovery programs.

The potential for us to assume deeper ownership stakes through a co-development agreement allows us to capture more value from programs to which our capabilities can make an outsized contribution and from programs in which we have a particularly high level of conviction.

One notable effort that started under a partner-initiated co-development agreement is the program to develop antibodies against OX40L.

After our partner EQRx.

was acquired in 2023 by Revolution Medicines, Inc., AbCellera took control of the program and advanced the resulting molecule, ABCL575, into IND/CTA-enabling studies.

AbCellera-initiated Programs

In our technology development work, we prioritize areas where we believe there are multiple high-value therapeutic opportunities to explore.

This allows us to start internal programs to solve widely recognized real-world problems with large economic potential.

Today, we focus on two such technology development efforts that have yielded over 20 AbCellera-initiated programs:

• T-cell engagers :

We have developed our T-cell-engager platform and started internal programs to develop therapeutic antibody candidates against eight important tumor targets.

• GPCR and ion channels :

We have started 10 internal programs associated with our platform investments to unlock difficult target classes like GPCRs and ion channels.

Assets that potentially result from our technology development-associated internal programs are wholly owned by us.

AbCellera may elect to out-license these molecules to partners for final clinical development and commercialization.

Given the high technical barriers these programs need to overcome, we anticipate that any such deals could achieve significant economics in the form of large near-term payments and above-average downstream participation through milestones and royalties.

Precedent suggests that the important assets that we target with our internal programs can be partnered on attractive economic terms.

For example, in 2020, we partnered with Lilly to develop and commercialize COVID-19 antibody assets resulting from our previous internal work on pandemic-response.

From 2020 to 2022, we earned over $950 million in combined royalties from commercial sales of bamlanivimab and bebtelovimab, commercialized by Lilly.

We are leading drug development programs

AbCellera leads the development for all AbCellera-initiated programs that have not been outlicensed and select partner-initiated co-development programs, as in the case of ABCL575 discussed above.

We have invested in the capabilities to successfully conduct late-stage preclinical development of drug candidates as well as the ability to initiate and carry out clinical trials for these internal programs.

While the majority of internal programs are still at an early stage, we anticipate submitting our first two CTAs for ABCL635 and ABCL575 in Q2 2025 and commencing their clinical development thereafter.

We also anticipate progressing additional internal programs into selection of therapeutic antibody candidates for IND/CTA-enabling studies within the near-to-medium term.

As our internal pipeline grows and matures, we expect to direct increasing efforts and resources towards advancing internal programs in clinical development.

The selection, prioritization, and direction of internal programs is supported by an ongoing evaluation of the expected net present value of the program in light of its risks, commercial prospects, development costs, and timelines.

For some large or well-enabled partners, we hand our work off at an earlier stage, allowing our partner to work with our panel of characterized antibodies, while leveraging their proprietary data.

Progress of partner-initiated program starts with downstream participation*.

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Historical results are not necessarily indicative of future results.

Of the 96 partner-initiated programs with downstream participation that we had started as of December 31, 2024, we were still actively leading or co-leading the work on 14 of these programs.

Of the 104 partner-initiated programs with downstream participation that we had started as of December 31, 2025, we were still actively leading or co-leading the work on 14 of them.

For 84 programs, we have successfully completed the agreed scope of work and transferred the resulting antibody sequences and data to our partners for evaluation and further development under their leadership.

For a historical total of six programs – less than 10% – we did not succeed in finding antibodies that met the partner’s target specifications.

To the best of our knowledge, our partners are actively progressing 37 of the 76 programs and have decided not to progress the other 39 programs.

Of the 51 programs that are actively progressing, we believe that 42 are in late-stage discovery, five in preclinical development, and four have reached clinical development.

Overall, we view the progress of the molecules we have discovered in our and our partners’ hands positively.

Over half of all programs with downstream participation that we have started are currently still progressing.

To the best of our knowledge, our partners are actively progressing 34 of the 84 programs and have decided not to progress the remaining 50.

Of the 48 programs that are actively progressing, we believe that 37 are in late-stage discovery, five in preclinical development, and six have reached clinical development.

Overall, we view the progress of the molecules we have discovered, in our hands and those of our partners, positively.

Approximately one half of all programs with downstream participation that we have started are currently still progressing.

Our portfolio and pipeline are well-diversified

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Diversification reduces the risk associated with individual drug development programs.

Because our capabilities are broadly applicable to antibody-based drug development, we can access the full depth and breadth of programs in the biotechnology industry.

Our resulting portfolio of partner-initiated programs and internal pipeline are well-diversified across therapeutic areas (Figure 3), modalities, and partner types.

We believe the current distribution of programs in our portfolio broadly reflects the overall distribution of programs in our industry.

Our large, diversified portfolio of stakes in next-generation antibody therapies.

* As of December 31, 2024

Because our capabilities are broadly applicable to antibody-based drug development, we can access the full depth and breadth of different therapeutic indications and programs in the biotechnology industry.

Our resulting portfolio of stakes in partner-led programs and our internal pipeline are well-diversified across therapeutic areas, modalities, and partner types.

Drivers of value in our portfolio and pipeline

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Program starts .

Each program that we start has the potential to turn an idea into a new marketed therapy.

The investments we have made in our capabilities and capacity for business development allow us to connect with, and credibly pursue, an increasing number of therapeutic ideas in our industry.

We believe that our ability to connect with and pursue such ideas is reflected in the growth in our cumulative number of program starts.

We believe our ability to accelerate drug development timelines and to unlock new types of targets puts us in a position to continue driving business development growth.

In pursuing the growth of our portfolio, we are mindful of the strong connection between commercial success of our programs and our largest payouts, as well as of opportunity costs.

Each program that we start has the potential to turn an idea into a new marketed drug.

The investments we have made in our capabilities and capacity for business development enable us to connect with, and credibly pursue, an increasing number of therapeutic ideas in our industry.

We believe our ability to connect with and pursue such ideas is reflected in the large number of programs we have launched internally and with partners.

We believe our ability to unlock new types of targets puts us in a position to continue driving growth.

In pursuing the growth of our pipeline and portfolio, we are mindful of the strong connection between commercial success of our programs and our largest payouts, as well as of opportunity costs.

We do not aim to maximize our number of program starts.

Instead, we choose to engage with partners and on programs that we believe have the potential to deliver first-in-class and best-in-class antibody therapeutics with strong commercial prospects, be they initiated by a partner or by AbCellera.

Instead, we choose to pursue ideas internally and engage with partners for programs that we believe have the potential to deliver first-in-class antibody drugs with strong commercial prospects, be they initiated by a partner or by us.

Probability of success .

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the therapeutic hypothesis must be valid;

the drug candidate must be optimal-for-purpose ( e.g.

effective, safe, manufacturable);

the drug candidate must be optimal-for-purpose (e.g., effective, safe, manufacturable);

the clinical trials must be designed and run appropriately;

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Failure on any one factor often leads to program failure overall.

Historically, such failures have resulted in success rates for drug development programs estimated to be in the mid-single-digit percentage range.

Through our investments and capabilities, we aim to raise the probability of success of the programs in our portfolio and pipeline.

Historically, such failures have led to success rates for drug development programs estimated at mid-single digit percentages.

Through our investments and capabilities, we aim to raise the probability of success of the programs in our pipeline and portfolio.

The investments we have made are primarily driven by our goal of finding and developing optimal drug candidates and enhancing the likelihood that a program will succeed on this critical factor.

Our investments include the technology development efforts we have made to repeatedly deliver successful drug candidates in areas where particularly high technical challenges and high unmet medical needs exist, such as those associated with T-cell engagers, GPCRs, and ion channels.

Information on the other success factors may be uncertain and limited (or unavailable to us) at the time of program inception.

However, our approach to partner selection and program selection includes evaluating all available information to steer our work toward programs that do not raise concerns on these factors.

As a result, we believe that we are enriching our portfolio for programs with an above-industry-average probability of success.

However, our approach to program and partner selection includes evaluating all available information to steer our work toward programs that do not raise concerns on these factors.

As a result, we believe that we are enriching our pipeline and portfolio for programs with an above-industry-average probability of success.

Development of a commercialized drug from program start is estimated to commonly take from eight to fourteen years, followed by approximately over a decade of patent-protected potential sales.

Within this overall time frame, drug discovery and preclinical development is estimated to typically take three to five years with the remainder taken up largely by clinical development.

With our ongoing investments in our integrated target-to-clinic capabilities, we are aiming to substantially reduce the time required for discovery and development, with a stated goal of – in the future – repeatedly moving from target nomination to an IND (or equivalent) filing in two years or less.

With our investments in our integrated target-to-clinic capabilities, we are aiming to reduce the time required for discovery and development.

Accelerating drug development – beyond the obvious benefit for patients – positively impacts the value of an ultimately successful drug in two ways.

First, it increases the therapeutic’s chance of being first (or next) to market with a large and lasting impact on market share.

First, it increases the drug’s chance of being first (or next) to market with a large and lasting impact on market share.

Second, it brings forward all positive cash flows from a program with a corresponding impact on their net present value.

Notably, some programs in our portfolio may progress faster than average for reasons beyond the speed of our discovery and development capabilities.

This can be the case for therapeutics against rare disease;

Notably, some programs in our pipeline and portfolio may progress faster than average for reasons beyond the speed of our discovery and development capabilities.

This can be the case for therapeutics against rare diseases;

those with breakthrough designation;

drugs that are best-in-class and following a well-understood development path;

in a pandemic response situation (as demonstrated by bamlanivimab and bebtelovimab);

in a pandemic response situation (as demonstrated by bamlanivimab and bebtelovimab, two therapeutic antibodies against COVID-19 discovered by AbCellera);

and in animal therapeutics.

Upfront payments from out-licensing or partnering pipeline assets .

When a drug developer licenses or partners a drug or drug-candidate molecule to another party for further clinical or commercial development, the original owner commonly negotiates an upfront payment.

When a drug developer licenses or partners a drug or drug candidate with another party for further clinical or commercial development, the original owner commonly negotiates an upfront payment.

Such payments reflect a portion of the expected value of the molecule.

As such, the size of such payments typically scales with the drivers of drug- or drug-candidate-value, being importantly expected peak sales if approved, remaining risk to achieve marketed status, and expected additional development and commercialization costs.

As such, the size of such payments related to a drug or drug candidate typically scales with the drivers of its value:

expected peak sales if approved;

remaining risk to achieve marketed status;

and expected additional development and commercialization costs.

Upfront payments are typically negotiated in combination with milestone payments and royalties in an out-licensing or partnering agreement.

AbCellera has the potential to earn significant upfront payments from out-licensing or partnering pipeline assets from both, internal as well as co-development programs.

Market transactions between other drug developers have been reported with upfront payment amounts for T-cell engager molecules in the double-digit-million dollar range while those for potentially more valuable GPCR-targeting drug candidates have shown triple-digit-million dollar amounts, depending on the stage of their pre-clinical or clinical development.

AbCellera has the potential to earn significant upfront payments from out-licensing or partnering pipeline assets from internal programs.

Market transactions between other drug developers have been reported with upfront payment amounts, e.g., for T-cell engagers in the double-digit million-dollar range, while those for potentially more valuable GPCR-targeting drug candidates have shown triple-digit million-dollar amounts, depending on the stage of their preclinical or clinical development.

Commercial sales.

Today’s antibody therapeutics generate average peak sales of approximately $3 billion, following several years of ramping sales after commercialization.

Substantial annual sales typically continue until the therapeutic patents expire.

The average sales of therapeutics are derived from a long-tailed distribution of peak sales.

This distribution

includes some therapeutics with sustained annual sales of tens of billions of dollars and many with annual sales over $1 billion (so-called “blockbusters”), as well as many that have more-limited commercial success.

We aim to position our portfolio with particular exposure to therapeutics with high and very high commercial potential.

Today’s antibody drugs generate average peak sales of well over $1 billion, following several years of ramping sales after commercialization.

Substantial annual sales typically continue until the drug patents expire.

The average sales of drugs fall into a long-tailed distribution of peak sales.

This distribution includes some drugs with sustained annual sales of tens of billions of dollars, many with annual sales over $1 billion (so-called “blockbusters”), and many with more limited commercial success.

We aim to position our portfolio with particular exposure to drug candidates with high and very high commercial potential.

We believe that we can achieve this in three ways:

By achieving the technical breakthroughs that allow us to develop first-in-class or best-in-class drug candidates in high-value therapeutic applications where others have struggled or failed ( e.g.

based on T-cell engagers, GPCRs, ion channels);

By accelerating antibody discovery and preclinical development to increase chances of the resulting therapeutic being first- or next-to-market, with correspondingly large market share (as discussed above);

By following an approach to partner selection and program selection that avoids programs with apparently low commercial potential and clinical development risk.

By achieving the technical breakthroughs that allow us to develop first-in-class drug candidates in high-value therapeutic applications where others have struggled or failed (e.g ., based on GPCRs, ion channels, multispecifics);

By accelerating antibody discovery and preclinical development to increase chances of the resulting drug being first- or next-to-market, with correspondingly large market share (as discussed above);

By following an approach to program and partner selection that avoids programs with apparently low commercial potential and clinical development risk.

Royalty rates .

Royalties are the economic expression of our win-win approach to partnering, tying our financial success in a program to that of our partner and to the benefit that the commercialized drug brings to patients.

Royalties are the economic expression of our win-win approach to partnering, linking our financial success in a program to our partner’s success and to the commercialized drug’s benefit to patients.

Royalties on net sales are nearly 100%-margin revenue to the recipient, less volatile than a share of profits, and inherently protected against inflation.

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• The degree to which we emphasize near-term and milestone payments in the agreement structure.

We add more value to a program when we overcome challenging obstacles, accelerate the program, avoid costs for our partner, and improve the program’s chances of success, e.g.

by providing superior drug candidates.

The investments in our technology and capabilities – including forward integration along the value chain – all enhance the opportunity and ability to add more value to programs.

We add more value to a program when we overcome challenging obstacles, accelerate the program, avoid costs for our partner, and improve the program’s chances of success, e.g., by providing superior drug candidates.

The investments in our technology and capabilities – including forward integration along the value chain – have all enhanced the opportunity and ability to add more value to programs.

A partner’s recognition of the value we add to their program grows with each successful demonstration of our capabilities, either when we can show results from our work, particularly from internal programs, or during the inaugural programs we complete with them.

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Instead, we report on the average and distribution of royalty rates in our portfolio.

Our average royalty rates reflect the increasing value we create for our industry

Our average royalty rates reflect the increasing value we create

The range and progression of our royalty (and equivalent) positions reflect the value that we create and our ability to capture that value.

As of December 31, 2024, we started 96 partner-initiated programs with downstream participation.

As of December 31, 2025, we have started 104 partner-initiated programs with downstream participation.

These 104 programs have a mean royalty rate of 3.3%.

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we note that contracts often include multiple program slots that represent potential future program starts.

Between 2020 and 2024, we negotiated an increased mean royalty rate of 4.2% across our programs with downstream participation signed in the period and our agreement to partner our COVID-19 antibody asset to Lilly.

Between 2020 and 2025, we negotiated an increased mean royalty rate of 4.2% across our programs with downstream participation signed in the period and our agreement to partner our COVID-19 antibody asset to Eli Lilly and Company.

A quarter of these programs signed in the 2020 to 2025 period can achieve royalty rates above 5.0%.

Our position in a partner-initiated co-development program generally reflects our proportionate contribution to the program.

The royalty (or equivalent) rates that apply at each point where we can continue our co-investments depend on

our cumulative contribution to the program's funding.

Our position in a co-development program generally reflects our proportionate contribution to the program.

The royalty (or equivalent) rates that apply at each point where we can continue our co-investments depend on our cumulative contribution to the program's funding.

Even at an early point, the rates we stand to earn from such a program generally exceed the agreed-to royalty rates of our partner-initiated discovery programs.

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In addition to royalty positions, we have included and expect to continue to include other downstream stakes in our agreements for programs.

As is customary in our industry, because drug development and testing spans many years, we typically negotiate clinical and commercial milestone payments as deferred compensation to recognize future value inflection points arising from our work.

For our portfolio of programs under contract and not adjusted for the probability of success, as of December 31, 2024, the total hypothetical value of our clinical and commercial milestone payments was $8.7 billion.

On a case-by-case basis, we may negotiate additional means of capturing value in addition to a reasonable royalty or equivalent position, including equity or equity-like positions, options for deeper investment, or larger near-term payments.

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Intellectual Property

We strive to protect the proprietary technologies that we believe are important to our business, including seeking and maintaining patent protection intended to cover the compositions of matter of our product candidates, their methods of use, related technology, and other inventions that are important to our business.

Our success depends in part on our ability to obtain and maintain intellectual property protection for the components of our discovery and development capabilities and products arising from the same;

We strive to protect the proprietary technologies that we believe are important to our business, including seeking and maintaining patent protection for the compositions of matter of our drug candidates, their methods of use, related technology, and other inventions that are important to our business.

Our success depends in part on our ability to obtain and maintain intellectual property protection for the components of our discovery and development capabilities and drug candidates arising from the same;

to defend and enforce our patents, to preserve the confidentiality of our trade secrets, and to operate without infringing valid and enforceable patents and other proprietary rights of third parties;

and to identify new opportunities for intellectual property protection.

As of December 31, 2024, we owned or exclusively licensed over 100 issued or allowed patents and over 70 pending patent applications worldwide, which includes over 30 issued U.S.

patents and over 10 pending U.S.

patent applications.

As of December 31, 2025, we owned or exclusively licensed more than 110 issued or allowed patents and more than 50 pending patent applications worldwide.

We own registered trademarks and trademark applications for AbCellera, Celium, Orthomab, TetraGenetics, TetraExpress, Trianni, and the Trianni Mouse in the U.S., Canada, Australia, and/or Europe.

Obtaining patent protection is not the only method that we employ to protect our proprietary rights.

Obtaining patent protection is not the only way we protect our proprietary rights.

We also utilize other forms of intellectual property protection, including trademark, copyright, internal know-how, and trade secrets, when those other forms are better suited to protect a particular aspect of our intellectual property.

Our belief is that our comprehensive approach to intellectual property protection strengthens our proprietary rights.

We believe that our comprehensive approach to intellectual property protection strengthens our proprietary rights.

It is our policy to require our employees, consultants, outside scientific collaborators, sponsored researchers and other advisors to execute confidentiality and invention assignment agreements upon accepting employment or consulting relationships with us.

These agreements provide that all confidential information concerning our business or financial affairs developed or made known to the individual during the individual’s relationship with us is to be kept confidential and not disclosed to third parties except in specific circumstances.

These agreements provide that all confidential information concerning our business or financial affairs developed or made known to the individual during the

individual’s relationship with us is to be kept confidential and not disclosed to third parties, except in specific circumstances.

In the case of employees, the agreements provide that all inventions conceived by the individual, related to our current or planned business or research and development or made during normal working hours, on our premises or using our equipment or proprietary information, are our exclusive property.

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Our product to partners is data on the composition of matter of antibodies and their properties.

We enter into contracts that allow us rights to use the data that we generate for the purpose of improving our discovery and development capabilities and fueling machine-learning algorithms.

We enter into contracts that grant us the right to use the data we generate to improve our discovery and development capabilities and fuel machine-learning algorithms.

We maintain strict firewall protocols so target-specific data derived from a partner cannot be used to inform the discovery on another project by a different partner.

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We have developed an expansive patent portfolio with claims related to multiple aspects of our discovery and development capabilities, beginning with our first patent applications exclusively licensed from UBC in 2013.

We continuously assess new ways to improve our technology platform through license or acquisition of third-party patent portfolios, as was the case with our acquisitions of Lineage in 2017 and the OrthoMab platform from Dualogics LLC, or Dualogics, in 2020, our acquisition of Trianni, Inc., or Trianni, in 2020, our acquisition of TetraGenetics, Inc.

in 2021, and our license agreements with Alloy Therapeutics LLC, or Alloy Therapeutics.

Our patent prosecution strategy encompasses the pursuit of protection for our discovery and development capabilities and tangentially related methods.

our acquisition of Trianni, Inc., or Trianni, in 2020;

our acquisition of TetraGenetics, Inc.

and our license agreements with Alloy Therapeutics, Inc., or Alloy Therapeutics.

Our patent prosecution strategy encompasses protecting our discovery and development capabilities and related methods.

In December 2013, we executed a license agreement with UBC, or the UBC License, to gain a worldwide, exclusive license to certain patents, or the UBC Patents, patented at UBC by Dr.

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Under the terms of the UBC License, we paid a CAD $0.1 million initial license fee and pay annual license fees to UBC during the term of the UBC License.

We also pay UBC a low single-digit royalty on our revenue related solely to the use of the technology during antibody screening and a low double digit royalty of our sublicensing revenue during the term of the UBC License.

UBC was also granted a single-digit percent equity position in our company as further consideration for the exclusive license.

We also pay UBC a low double digit royalty of our sublicensing revenue during the term of the UBC License, and, per an amendment to the UBC License, a small one-time payment for each partner program for the use of the technology during antibody screening.

UBC was also granted a low double-digit percent equity position in our company as further consideration for the exclusive license in 2013.

Under the terms of the UBC License, in consultation with UBC we manage the filing, maintenance and prosecution of the licensed patents and we pay all costs associated with the same while we control all litigation associated with the licensed patents.

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This patent family includes patents issued in the U.S.

and Australia and granted in Europe, Japan, and Korea, as well as one pending U.S.

non-provisional patent application and four pending foreign counterpart patent applications.

and Australia and granted in Europe, Japan, and Korea, as well as three pending foreign counterpart patent applications.

Issued patents from this patent family are expected to expire in March 2034, absent any disclaimers or extensions available.

Lastly, the UBC Core Patent license includes a patent family directed toward methods for determining lymphocyte receptor chain pairs, for example, antibody heavy and light chain pairs.

This patent family includes two issued U.S.

patents, two granted patents in Europe, and one granted patent in Canada, as well as one pending U.S.

non-provisional patent application.

This patent family includes three issued U.S.

patents, three granted patents in Europe, and one granted patent in Canada.

Issued patents from this patent family are expected to expire in May 2035, absent any disclaimers or extensions available.

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As part of our agreement to purchase certain assets from Dualogics related to its OrthoMab bispecific antibody platform, we were assigned Dualogics’ interests and rights to that certain Exclusive License Agreement between Dualogics and the University of North Carolina at Chapel Hill, effective February 22, 2019, or the UNC Agreement.

Under the UNC Agreement, we have an exclusive license to UNC’s rights under three patent families.

Under the UNC Agreement, we have a non-exclusive license to UNC’s rights under three patent families.

One patent family is directed toward methods of producing an antigen-binding fragment, or Fab.

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Under the terms of the OrthoMab asset purchase, we granted Dualogics a sublicense under the three patent families to develop, market, sell, and otherwise commercialize its existing programs related to the OrthoMab technology.

Under the terms of the UNC Agreement, we are required to pay UNC an annual license maintenance fee, low single-digit royalties on net sales of clinically approved and other products as well as sublicense fees.

The term of the license and our obligation to pay royalties runs until the last licensed patent expires.

UNC may terminate the agreement governing the license if there is a material breach by us of the agreement and we fail to cure such breach, which breaches include but are not limited to our failure to deliver payment to UNC when due, to provide progress reports, to meet or achieve performance milestones or to possess and maintain insurance, or the execution of a sublicense that complies with the terms of the agreement.

Under the terms of the UNC Agreement, we are required to pay UNC low single-digit royalties on net sales of clinically approved and other drugs as well as sublicense fees.

The term of the license and our obligation to pay royalties continue for the life of the agreement or until the last expiring patent, whichever comes first.

UNC may terminate the agreement

governing the license if we have not practiced the technology for a period of two years, or if there is a material breach by us of the agreement and we fail to cure such breach, which breaches include but are not limited to our failure to deliver payment to UNC when due, to provide progress reports, to meet or achieve performance milestones or to possess and maintain insurance, or the execution of a sublicense that complies with the terms of the agreement.

We may terminate the agreement at any time upon at least 60 days’ notice to UNC.

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In one patent family, the patents are directed to transgenic animals and methods of use.

This patent family includes fourteen issued patents including in the U.S., Australia, the Russian Federation, Europe, India, Israel, Canada, China and Japan.

This patent family includes thirteen issued patents including in the U.S., Australia, the Russian Federation, Europe, India, Israel, Canada, China, and Japan.

Patents issuing from this family are expected to expire in July 2031, absent any disclaimers or extensions available.

Another patent family is directed to enhanced production of immunoglobulins.

This patent family includes six issued patents including in the U.S., Israel, Australia, Europe, and Japan.

There are four pending applications including one in the U.S.

and three in pending foreign counterparts, including Canada, Europe, and Korea.

This patent family includes seven issued patents including in the U.S., Israel, Australia, Europe, Canada, and Japan.

There are three pending applications including one in the U.S.

and two in pending foreign counterparts, including Europe and Australia.

Any patents that issue from this family are expected to expire in February 2037, absent any disclaimers or extensions available.

Another patent family is also directed to enhanced production of immunoglobulins.

This patent family includes two issued patents in Australia and Israel and four pending applications, including in Canada, Europe, China, and Korea.

This patent family includes three issued patents in Australia, Europe, and Israel and two pending applications in Canada and China.

Any patents that issue from this family are expected to expire in August 2036, absent any disclaimers or extensions available.

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Another patent family is directed to transgenic mammals that express canine-based immunoglobulins.

This patent family contains eight pending applications, including in the U.S., Australia, Canada, China, Europe, Israel, Japan, and Korea.

Issued patents from this family are expected to expire in July 2039, absent any disclaimers or extensions available.

Another patent family is directed to transgenic mammals that express bovine-based immunoglobulins.

This patent family contains seven pending applications, including in Australia, Canada, China, Europe, Israel, Japan, and Korea.

This patent family contains five pending applications in Australia, Canada, Europe, Israel, and Korea.

This patent family contains two issued patents in China and Japan.

Issued patents from this family are expected to expire in July 2039, absent any disclaimers or extensions available.

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This patent family includes six issued patents including in the U.S., Canada, Australia, Europe, Israel, and Japan.

There are two pending applications, including in the U.S.

There is one pending application in the U.S.

Issued patents from this family are expected to expire in July 2038, absent any disclaimers or extensions available.

Another patent family is directed to long germline DH gene and long HCDR3 antibodies.

This patent family contains two issued patents, one in Europe and the second in the U.S., and one pending application in the U.S.

This patent family contains one issued patent in the U.S., and one pending application in the U.S.

Issued patents from this family are expected to expire in October 2037, absent any disclaimers or extensions available.

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This patent family contains one issued patent in Europe.

Issued patent is expected to expire in August 2039, absent any disclaimers or extensions available.

The issued patent is expected to expire in August 2039, absent any disclaimers or extensions available.

Another patent family is directed to heavy chain-only antibodies.

This patent family contains eight pending applications, including in Australia, Canada, China, Korea, Israel, Japan, and Europe.

This patent family contains six pending applications, including in Australia, Canada, Korea, Israel, and Japan.

This patent family contains two issued patents in China and Europe.

Issued patents from this family are expected to expire in September 2040, absent any disclaimers or extensions available.

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This patent family has one pending International (PCT) patent application.

Issued patents from this family are expected to expire in October 2044, absent any disclaimers or extensions available.

Our discovery and development capabilities have also directly led to our discovery of novel antibodies to a still undisclosed target.

This portfolio consists of a patent family that is directed to the novel antibodies, and methods of using the antibodies to treat a still undisclosed indication.

Patents issued to this family are expected to expire in October 2044, absent any disclaimers or extensions.

Anti-NK3R Antibodies

Our discovery and development capabilities have also directly led to our discovery of novel anti-NK3R antibodies.

This portfolio consists of a patent family that is directed to novel anti-NK3R antibodies, and methods of using the anti-NK3R antibodies to treat vasomotor symptoms.

This patent family has one pending International (PCT) patent application.

Issued patents from this family are expected to expire in October 2044, absent any disclaimers or extensions available.

We also aim to continue developing our product portfolio.

Patents issued to this family are expected to expire in October 2044, absent any disclaimers or extensions.

We also aim to continue developing our intellectual property portfolio.

We currently own several recently filed pending U.S.

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The protection provided by a patent varies from country to country, and is dependent on the type of patent granted, the scope of the patent claims, and the legal remedies available in a given country.

For a discussion of the risks we face relating to intellectual property, see “Risk Factors—Risks Related to our Intellectual Property—If we are unable to obtain and maintain sufficient intellectual property protection for our technology, including our platform and Celium, our proprietary antibody visualization software, or if the scope of the intellectual property protection obtained is not sufficiently broad, our competitors could develop and commercialize technologies or a platform similar or identical to ours, and our ability to successfully sell our data packages may be impaired.”

For a discussion of the risks we face relating to intellectual property, see “Risk Factors” herein.

Government Regulation

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We are involved in the discovery, development, manufacturing, and clinical trials activities of these prospective future medicines.

As such, we are subject to many regulations, such as those governing our laboratory facilities, drug manufacturing, clinical trials, as well as regulations that apply to businesses in the private sector generally.

In 2025, we will start our own first clinical trial and will be subject to many of the regulations that ordinarily apply to companies in the life sciences, biotechnology and pharmaceutical sectors and industries.

However, we believe that the long-term success of our business depends, in part, on our and our partners’ ability to successfully develop and sell therapeutic products using the antibodies we discover.

The regulations that govern our pharmaceutical and biotechnology partners are those we therefore believe have the most significant impact on our business.

Government authorities in the United States, at the federal, state and local level, and in the European Union, or E.U., and other countries and jurisdictions, extensively regulate, among other things, the research, development, testing, manufacturing, quality control, approval, labeling, packaging, storage, record-keeping, promotion, advertising, distribution, post-approval monitoring and reporting, marketing and export and import of pharmaceutical products, including biological products such as those that our partners develop.

The processes for obtaining marketing approvals in the United States and in foreign countries and jurisdictions, along with subsequent compliance with applicable statutes and regulations and other regulatory authorities, require the expenditure of substantial time and financial resources.

We and our partners will be subject to various regulations in applicable jurisdictions governing, among other things, clinical studies and any commercial sales and distribution of their products.

Whether or not our partners obtain approval from the U.S.

Food and Drug Administration, or FDA, or the European Commission for the E.U.

for a product, they must obtain the requisite approvals from regulatory authorities in foreign countries before the commencement of clinical studies or marketing of the product in those countries.

The requirements and process governing the conduct of clinical studies, product licensing, coverage, pricing and reimbursement vary from country to country.

As such, we are subject to many regulations, including those governing our laboratory facilities, drug manufacturing, clinical trials, and businesses in the private sector more generally.

In 2025, we started our own clinical trials and are subject to many of the regulations that ordinarily apply to companies in the life sciences, biotechnology, and pharmaceutical sectors and industries.

Government authorities in the United States, at the federal, state, and local level, Canada, and in the European Union, or E.U., and other countries and jurisdictions, extensively regulate, among other things, the research, development, testing, manufacturing, quality control, approval, labeling, packaging, storage, record-keeping, promotion, advertising, distribution, post-approval monitoring and reporting, marketing and export and import of pharmaceutical products, including biological drugs such as those that our partners develop.

The processes for obtaining marketing approvals in the United States, Canada and in foreign countries and jurisdictions, along with subsequent compliance with applicable statutes and regulations and other regulatory authorities, require the expenditure of substantial time and financial resources.

We and our partners will be subject to various regulations in applicable jurisdictions governing, among other things, clinical studies and any commercial sales and distribution of their drugs.

Whether or not we and our partners obtain approval from the U.S.

Food and Drug Administration, or FDA, Health Canada, or the European Commission for the E.U.

for a drug, we and they must obtain the requisite approvals from regulatory authorities in foreign countries before the commencement of clinical studies or marketing of the drug candidate in those countries.

The requirements and process

governing the conduct of clinical studies, drug licensing, coverage, pricing and reimbursement vary from country to country.

Review and Approval Process

Biological medicines are subject to regulation under the Federal Food, Drug, and Cosmetic Act, the Public Health Service Act, and other federal, state, local, and foreign statutes and regulations.

Our drug candidates must be approved by the FDA before they may be legally marketed in the United States and by the appropriate foreign regulatory agency before they may be legally marketed in foreign countries.

The process required by the FDA before a biologic may be marketed in the United States generally involves the following:

• Completion of extensive non-clinical (sometimes referred to as preclinical) laboratory tests and preclinical animal trials, and applicable requirements for the humane use of laboratory animals and formulation studies in accordance with applicable regulations, including GLP (Good Laboratory Practices).

• Submission to the FDA of an IND (Investigational New Drug) application, which must become effective before human clinical trials may begin.

• Performance of adequate and well-controlled human clinical trials according to the FDA's regulations commonly referred to as cGCP (current Good Clinical Practice) regulations and any additional requirements for the protection of human research subjects and their health information, to establish the safety and efficacy of the proposed biological drug for its intended use.

• Submission to the FDA of a BLA (Biologics License Application) for marketing approval that includes substantive evidence of safety, purity, and potency from results of non-clinical testing and clinical trials.

• Satisfactory completion of an FDA inspection of the manufacturing facility or facilities where the biological drug is produced to assess compliance with cGMP (current Good Manufacturing Practice) requirements to assure that the facilities, methods, and controls are adequate to preserve the biological drug identity, strength, quality, and purity.

• Potential FDA audit of the non-clinical and clinical study sites that generated the data in support of the BLA.

• FDA review and approval, or licensure, of the BLA.

Clinical Trial Phases

Human clinical trials are typically conducted in sequential phases that may overlap or be combined:

The biological drug candidate is initially introduced into healthy human volunteers and tested for safety.

In the case of some drugs for severe or life-threatening diseases, especially when the drug may be too inherently toxic to ethically administer to healthy volunteers, the initial human testing is often conducted in patients.

The biological drug candidate is evaluated in a limited patient population to identify possible adverse effects and safety risks, to preliminarily evaluate the efficacy of the drug for specific targeted diseases, and to determine dosage tolerance, optimal dosage, and dosing schedule.

Clinical trials are undertaken to further evaluate dosage, clinical efficacy, potency, and safety in an expanded patient population at geographically dispersed clinical study sites.

These clinical trials are intended to establish the overall risk/benefit ratio of the drug and provide an adequate basis for drug labeling.

Ongoing Regulatory Oversight

During all phases of clinical development, regulatory agencies require extensive reporting, monitoring, and auditing of all clinical activities, clinical data, and clinical study investigators.

A sponsor, an institutional review board (“IRB”) or independent ethics committee, the FDA, or other regulatory or monitoring authorities may suspend a clinical study at any time on various grounds, including a finding that the research subjects or patients are being exposed to an unacceptable health risk, or failure to conduct the clinical trial in accordance with regulatory requirements.

Canadian Review and Approval Process

In Canada, biologic drug candidates and research and development activities are primarily regulated by the Food and Drugs Act and its associated rules and regulations, which are enforced by Health Canada.

Health Canada regulates the research, development, testing, manufacture, packaging, storage, recordkeeping, labeling, advertising, promotion, distribution, post-approval monitoring, marketing, and import/export of pharmaceutical products, including biologic drugs.

Regulatory Standards

Regulators require adherence to rigorous standards throughout the development process:

• GLP (Good Laboratory Practices):

Required during preclinical toxicology studies.

• cGCP (current Good Clinical Practice):

Required during clinical development.

• cGMP (current Good Manufacturing Practice):

Required during the manufacture and testing of drug products.

Principal Steps for Drug Approval in Canada

Preclinical Toxicology Studies

Non-clinical studies are conducted in vitro and in animals to evaluate pharmacokinetics, metabolism, and possible toxic effects.

These studies provide evidence of safety before the drug candidate is administered to humans.

Clinical Trial Application (CTA)

Before human clinical trials can begin, a Clinical Trial Application (CTA) must be submitted to Health Canada.

The trial may only proceed after the required number of days has lapsed without objection from Health Canada.

• Biologics Note:

Because biological drugs carry additional risks related to manufacturing complexity and potential adventitious agents, the quality information requirements are more stringent than those for standard small-molecule drugs.

Clinical Trials and Oversight

Human clinical trials are typically conducted in three sequential phases (Phase 1, 2, and 3), similar to the U.S.

• Ethics Review:

In Canada, Research Ethics Boards (REBs) are used instead of Institutional Review Boards (IRBs) to review and approve clinical trial plans.

Progress reports must be submitted at least annually to Health Canada and the applicable REBs, with more frequent reporting required for serious adverse events.

New Drug Submission (NDS)

Upon successful completion of Phase 3 trials, the sponsor assembles all preclinical and clinical data, as well as information regarding chemistry, manufacture, and controls, and submits it to Health Canada as a New Drug Submission (NDS).

• Health Canada reviews the NDS to grant approval to market the drug.

• The review process can take several years and requires substantial financial resources.

Post-Approval Requirements and Monitoring

Even after approval, Health Canada maintains significant oversight:

• Approval Limitations:

Health Canada may limit the approved indications, require specific warnings/contraindications on labels, or mandate post-approval studies and surveillance programs.

• Lot Release:

Biologic drugs are monitored via a lot-release schedule.

High-risk biologics may require every lot to be tested by Health Canada before being released for sale.

• Market Restrictions:

Health Canada may prevent or limit further marketing based on results from post-marketing studies or surveillance.

Additional Regulation

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These and other laws govern our use, handling, and disposal of various biological, chemical, and radioactive substances used in, and wastes generated by, our operations.

If our operations contaminate the environment or expose individuals to hazardous substances, we could be liable for damages and governmental fines.

believe that we are in material compliance with applicable environmental laws and that continued compliance therewith will not adversely affect our business.

If our operations contaminate the environment or expose individuals to hazardous substances, we could be liable for damages and

governmental fines.

We believe that we are in material compliance with applicable environmental laws and that continued compliance therewith will not adversely affect our business.

We cannot predict, however, how changes in these laws may affect our future operations.

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Information on our website is not part of this Annual Report on Form 10-K or any of our other filings with the SEC unless specifically incorporated herein by reference.

In addition, our filings with the SEC may be accessed through the SEC’s website at www.sec.gov.

In addition, our filings with the SEC are available on the SEC’s website at www.sec.gov.

All statements made in any of our filings with the SEC or documents available on our website, including all forward-looking statements or information, are made as of the date of the document in which the statement is included, and we do not assume or undertake any obligation to update any of those statements or documents unless we are required to do so by law.

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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business