What changed in this filing

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Item 1. Financial Statements

2025-11-13 compared with 2025-08-06 · 89 added, 95 removed, 403 unchanged (31% of the section changed)

4 unchanged sentences

Dollars, except share amounts)

June 30, 2025 December 31, 2024

September 30, 2025 December 31, 2024

Current assets:

34 unchanged sentences

ARBUTUS BIOPHARMA CORPORATION

Condensed Consolidated Statements of Operations and Comprehensive Income (Loss)

Condensed Consolidated Statements of Operations and Comprehensive Loss

(In thousands of U.S.

Dollars, except share and per share amounts)

Three Months Ended June 30, Six Months Ended June 30,

Three Months Ended September 30, Nine Months Ended September 30,

2025 2024 2025 2024

8 unchanged sentences

Total operating expenses 9,188 22,779 45,902 66,983

Gain (loss) from operations 1,488 ( 21,583 ) ( 24,211 ) ( 40,946 )

Loss from operations ( 8,659 ) ( 21,440 ) ( 32,870 ) ( 62,386 )

Interest income 952 1,747 3,191 5,121

Interest expense ( 23 ) ( 29 ) ( 79 ) ( 107 )

Foreign exchange gain (loss) 21 ( 8 ) 25 ( 21 )

Foreign exchange (loss) gain ( 12 ) 5 13 ( 16 )

Total other income 917 1,723 3,125 4,998

Net income (loss) $ 2,523 $ ( 19,796 ) $ ( 22,003 ) $ ( 37,671 )

Net income (loss) per common share

Basic $ 0.01 $ ( 0.11 ) $ ( 0.12 ) $ ( 0.21 )

Diluted $ 0.01 $ ( 0.11 ) $ ( 0.12 ) $ ( 0.21 )

Net loss $ ( 7,742 ) $ ( 19,717 ) $ ( 29,745 ) $ ( 57,388 )

Net loss per common share

Basic and diluted $ ( 0.04 ) $ ( 0.10 ) $ ( 0.16 ) $ ( 0.31 )

Weighted average number of common shares

Basic 191,551,282 188,041,489 191,130,631 181,842,519

Diluted 192,399,733 188,041,489 191,130,631 181,842,519

Comprehensive income (loss)

Unrealized (loss) gain on available-for-sale securities $ ( 21 ) $ 63 $ ( 52 ) $ 113

Comprehensive income (loss) $ 2,502 $ ( 19,733 ) $ ( 22,055 ) $ ( 37,558 )

Basic and diluted 191,778,950 188,997,194 191,347,969 184,244,819

Comprehensive loss

Unrealized gain on available-for-sale securities $ 58 $ 218 $ 6 $ 331

Comprehensive loss $ ( 7,684 ) $ ( 19,499 ) $ ( 29,739 ) $ ( 57,057 )

See accompanying notes to the condensed consolidated financial statements.

18 unchanged sentences

Balance June 30, 2025 191,641,511 $ 1,417,110 $ 82,628 $ ( 1,368,575 ) $ ( 48,187 ) $ 82,976

Stock-based compensation expense — — 1,263 — — 1,263

Issuance of common shares pursuant to exercise of options 296,202 1,371 ( 577 ) — — 794

Issuance of common shares pursuant to ESPP 15,952 79 ( 29 ) — — 50

Unrealized gain on available-for-sale securities — — — — 58 58

Net loss — — — ( 7,742 ) — ( 7,742 )

Balance September 30, 2025 191,953,665 $ 1,418,560 $ 83,285 $ ( 1,376,317 ) $ ( 48,129 ) $ 77,399

See accompanying notes to the condensed consolidated financial statements.

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Balance June 30, 2024 188,739,044 $ 1,403,334 $ 81,751 $ ( 1,314,323 ) $ ( 48,308 ) $ 122,454

Stock-based compensation expense — — 2,160 — — 2,160

Issuance of common shares pursuant to exercise of options 593,321 3,996 (2,406) — — 1,590

Issuance of common shares pursuant to ESPP 105,770 265 ( 80 ) — — 185

Unrealized gain on available-for-sale securities — — — — 218 218

Net loss — — — ( 19,717 ) — ( 19,717 )

Balance September 30, 2024 189,438,135 $ 1,407,595 $ 81,425 $ ( 1,334,040 ) $ ( 48,090 ) $ 106,890

See accompanying notes to the condensed consolidated financial statements.

2 unchanged sentences

(In thousands of U.S.

Six Months Ended June 30,

Nine Months Ended September 30,

OPERATING ACTIVITIES

27 unchanged sentences

Effect of foreign exchange rate changes on cash and cash equivalents 13 ( 16 )

Increase in cash and cash equivalents 1,082 36,503

(Decrease) / Increase in cash and cash equivalents ( 13,922 ) 5,561

Cash and cash equivalents, beginning of period 36,330 26,285

11 unchanged sentences

(Moderna) and against Pfizer Inc.

and BioNTech SE (collectively, Pfizer/BioNTech) for their use of the Company’s patented lipid nanoparticle (LNP) delivery technology in their COVID-19 messenger ribonucleic acid interference (mRNA)-LNP vaccines.

With respect to the Moderna lawsuit in the United States, the summary judgment phase of the case began in July 2025 and a trial date has been set for March 2026.

and BioNTech SE (collectively, Pfizer/BioNTech) for their use of the Company’s patented lipid nanoparticle (LNP) technology in their COVID-19 messenger ribonucleic acid interference (mRNA)-LNP vaccines.

With respect to the Moderna lawsuit in the United States, fact discovery, expert discovery and summary judgment briefing have been completed and a trial date has been set for March 2026.

In March 2025, the Company, along with Genevant Sciences GmbH and/or its affiliates (collectively, Genevant), filed five international lawsuits against Moderna in connection with the use of the Company’s LNP technology in Moderna’s COVID-19 mRNA-LNP vaccines and, in the Unified Patent Court, also other Moderna products that use the same LNP technology, including Moderna’s respiratory syncytial virus (RSV) vaccines.

The first major hearings in the international lawsuits are expected in the first half of calendar year 2026.

With respect to the Pfizer/BioNTech lawsuit, the claim construction hearing occurred in December 2024, and fact discovery is ongoing.

The court has not provided guidance for the timing of its ruling in the claim construction hearing, which could potentially come in 2025.

At June 30, 2025, the Company had an aggregate of $ 98.1 million in cash, cash equivalents and investments in marketable securities.

The Company had no outstanding debt as of June 30, 2025.

Public oral hearings for the two cases in the Unified Patent Court are scheduled for May 2026, and the trial in the Canadian case is set to begin in September 2027.

With respect to the Pfizer/BioNTech lawsuit, the court issued a claim construction ruling in September 2025, which construed the disputed claim terms in a manner the Company generally considers to be favorable.

At September 30, 2025, the Company had an aggregate of $ 93.7 million in cash, cash equivalents and investments in marketable securities.

The Company had no outstanding debt as of September 30, 2025.

The Company believes it has sufficient cash resources to fund its operations for at least the next 12 months.

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These statements should be read in conjunction with the Company’s audited consolidated financial statements and notes thereto for the year ended December 31, 2024 included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024.

These unaudited condensed consolidated financial statements include the accounts of Arbutus Biopharma Corporation and its one wholly-owned subsidiary, Arbutus Biopharma, Inc., and reflect, in the opinion of management, all adjustments and reclassifications necessary to fairly present the Company’s financial position as of June 30, 2025 and December 31, 2024, the Company’s results of operations for the three and six months ended June 30, 2025 and 2024, and the Company’s cash flows for the six months ended June 30, 2025 and 2024.

These unaudited condensed consolidated financial statements include the accounts of Arbutus Biopharma Corporation and its one wholly-owned subsidiary, Arbutus Biopharma, Inc., and reflect, in the opinion of management, all adjustments and reclassifications necessary to fairly present the Company’s financial position as of September 30, 2025 and December 31, 2024, the Company’s results of operations for the three and nine months ended September 30, 2025 and 2024, and the Company’s cash flows for the nine months ended September 30, 2025 and 2024.

Such adjustments are of a normal recurring nature.

The results of operations for the three and six months ended June 30, 2025 are not necessarily indicative of the results for the full year.

The results of operations for the three and nine months ended September 30, 2025 are not necessarily indicative of the results for the full year.

These unaudited condensed consolidated financial statements follow the same significant accounting policies as those described in the notes to the audited consolidated financial statements of the Company for the year ended December 31, 2024, except as described below under the section entitled “Recent Accounting Pronouncements.”

All intercompany balances and transactions have been eliminated.

Net income (loss) per share

Net income (loss) per share is calculated based on the weighted average number of common shares outstanding.

Diluted net income (loss) per share is calculated using the treasury stock method and reflects the effect of all potentially dilutive securities (outstanding stock options and restricted stock units).

The number of weighted average shares used in the calculation of net income per share for the three months ended June 30, 2025 was as follows:

Three Months Ended June 30, 2025

Weighted average shares:

Basic shares 191,551,282

Potentially dilutive shares from equity-based compensation plans 848,451

Diluted shares 192,399,733

Diluted net loss per share does not differ from basic net loss per share for the six months ended June 30, 2025 or the three and six months ended June 30, 2024 since the effect of including potential common shares would be anti-dilutive as the Company was in a net loss position.

Total antidilutive securities that were excluded from the computation of diluted weighted-average shares outstanding were as follows:

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

Outstanding stock options and restricted stock units 14,348,427 21,539,688 16,086,902 20,446,983

Net loss per share

Net loss per share is calculated based on the weighted average number of common shares outstanding.

Diluted net loss per share does not differ from basic net loss per share for the three and nine months ended September 30, 2025 and 2024 since the effect of including potential common shares would be anti-dilutive as the Company was in a net loss position.

For the nine months ended September 30, 2025, potential common shares of 14.9 million pertaining to outstanding stock options and unvested restricted stock units were excluded from the calculation of net loss per share.

A total of approximately 18.7 million outstanding stock options and unvested restricted stock units were excluded from the calculation for the nine months ended September 30, 2024.

Revenue from collaborations and licenses

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Deferred revenue not expected to be recognized as revenue within the 12 months following the balance sheet date is classified as a long-term liability.

In accordance with ASC Topic 210-20, Balance Sheet - Offsetting (ASC 210-20) the Company’s deferred revenue is offset by a contract asset as further discussed in Note 9.

In accordance with ASC Topic 210-20, Balance Sheet - Offsetting (ASC 210-20) the Company’s deferred revenue was offset by a contract asset as further discussed in Note 9.

Recent accounting pronouncements

24 unchanged sentences

To determine the fair value of the contingent consideration (Note 8), the Company uses a probability weighted assessment of the likelihood the milestones would be met and the estimated timing of such payments, and then the potential contingent payments are discounted to their present value using a probability adjusted discount rate that reflects the early stage nature of the development program, the time to complete the program development, and overall biotech indices.

The Company determined the fair value of the contingent consideration was $ 10.8 million as of June 30, 2025 and the increase of $ 0.6 million from December 31, 2024 has been recorded as a component of total operating expenses in the condensed consolidated statements of operations and comprehensive income (loss) for the six months ended June 30, 2025.

The Company determined the fair value of the contingent consideration was $ 11.1 million as of September 30, 2025 and the increase of $ 0.8 million from December 31, 2024 has been recorded as a component of total operating expenses in the condensed consolidated statements of operations and comprehensive income (loss) for the nine months ended September 30, 2025.

The assumptions used in the discounted cash flow model are level 3 inputs as defined above.

There were no changes in the assumptions as of June 30, 2025 compared to December 31, 2024.

The Company assessed the sensitivity of the fair value measurement to changes in these

unobservable inputs, and determined that changes within a reasonable range would not result in a materially different assessment of fair value.

There were no changes in the assumptions as of September 30, 2025 compared to December 31, 2024.

The Company assessed the sensitivity of the fair value measurement to changes in these unobservable inputs, and determined that changes within a reasonable range would not result in a materially different assessment of fair value.

The following tables present information about the Company’s assets and liabilities that are measured at fair value on a recurring basis, and indicates the fair value hierarchy of the valuation techniques used to determine such fair value:

Level 1 Level 2 Level 3 Total

As of June 30, 2025 (in thousands)

As of September 30, 2025 (in thousands)

Cash and cash equivalents $ 22,408 $ — $ — $ 22,408

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(in thousands)

Six Months Ended June 30, 2025 $ 10,225 $ 559 $ 10,784

Six Months Ended June 30, 2024 $ 7,600 $ 391 $ 7,991

Nine Months Ended September 30, 2025 $ 10,225 $ 827 $ 11,052

Nine Months Ended September 30, 2024 $ 7,600 $ 735 $ 8,335

See Note 4 for additional information regarding the fair value of the Company’s investments in marketable securities.

3 unchanged sentences

Gross Unrealized Loss (1)

As of June 30, 2025 (in thousands)

As of September 30, 2025 (in thousands)

Cash equivalents

18 unchanged sentences

(1) Gross unrealized gain (loss) is pre-tax and is reported in accumulated other comprehensive income (loss).

The contractual term to maturity of the $ 60.7 million of short-term marketable securities held by the Company as of June 30, 2025 is less than one year.

As of June 30, 2025, the Company held no long-term marketable securities.

The contractual term to maturity of the $ 71.3 million of short-term marketable securities held by the Company as of September 30, 2025 is less than one year.

As of September 30, 2025, the Company held no long-term marketable securities.

As of December 31, 2024, the Company’s $ 86.3 million of short-term marketable securities had contractual maturities of less than one year, while the Company held no long-term marketable securities.

At June 30, 2025 and December 31, 2024, the Company had 20 and 6 , respectively, available-for-sale investment debt securities in an unrealized loss position without an allowance for credit losses.

Unrealized losses on the Company’s investments in debt securities have not been recognized into income as the issuers’ bonds are of high credit quality and the decline in fair value is largely due to market conditions and/or changes in interest rates.

At September 30, 2025 and December 31, 2024, the Company had 8 and 6 , respectively, available-for-sale investment debt securities in an unrealized loss position without an allowance for credit losses.

Unrealized losses on the Company’s investments in debt securities have not been recognized into income as the issuers’ securities are of high credit quality and the decline in fair value is largely due to market conditions and/or changes in interest rates.

The Company does not intend to sell and it is more likely than not that the Company will not be required to sell the securities prior to the anticipated recovery of their amortized cost basis.

The issuers continue to make timely interest payments on the bonds.

The fair value is expected to recover as the bonds approach maturity.

Accrued interest receivable on investments in marketable securities of $ 0.1 million and $ 0.3 million at June 30, 2025 and December 31, 2024, respectively, is included in prepaid expenses and other current assets.

The Company had zero realized gains for the three and six months ended June 30, 2025 and less than $ 0.1 million realized gains for both the three and six months ended June 30, 2024.

The issuers continue to make timely interest payments on the securities.

The fair value is expected to recover as the securities approach maturity.

Accrued interest receivable on investments in marketable securities of $ 0.3 million at September 30, 2025 and December 31, 2024 is included in prepaid expenses and other current assets.

The Company had realized gains of less than $ 0.1 million during both the three and nine months ended September 30, 2025 and 2024.

See Note 3 for additional information regarding the fair value of the Company’s investments in marketable securities.

7 unchanged sentences

Additionally, if Genevant receives proceeds from an action for infringement by any third parties of the Company’s intellectual property licensed to Genevant, the Company would be entitled to receive, after deduction of litigation costs, 20 % of the proceeds received by Genevant or, if less, tiered low single-digit royalties on net sales of the infringing product (inclusive of the proceeds from litigation or settlement, which would be treated as net sales).

Notwithstanding the preceding, in March 2025, Genevant and the Company agreed that the Company be entitled to any award of damages in (or any proceeds of settlement of) certain pending patent litigation against Moderna and certain affiliates that specifically accuses Moderna of infringement related to Moderna’s vaccine for RSV known as mRESVIA ™ , and that, in the event there is no such specific allocation to mRESVIA in such award or settlement, the parties will discuss an appropriate allocation in good faith.

Notwithstanding the preceding, in March 2025, Genevant and the Company agreed that the Company be entitled to any award of damages in (or any proceeds of settlement of) certain pending patent litigation against Moderna and certain affiliates that is specifically allocated to Moderna’s vaccine for RSV known as mRESVIA ™ , and that, in the event there is no such specific allocation to mRESVIA in such award or settlement, the parties will discuss an appropriate allocation in good faith.

The Company accounts for its interest in Genevant as equity securities without readily determinable fair values.

Accordingly, an estimate of the fair value of the securities is based on the original cost less previously recognized equity method losses, less impairments, plus or minus changes resulting from observable price changes in orderly transactions for identical or a similar Genevant securities.

As of June 30, 2025, the carrying value of the Company’s investment in Genevant was zero and the Company owned approximately 16 % of the common equity of Genevant.

As of September 30, 2025, the carrying value of the Company’s investment in Genevant was zero and the Company owned approximately 16 % of the common equity of Genevant.

Accounts payable and accrued liabilities

Accounts payable and accrued liabilities are comprised of the following:

June 30, 2025 December 31, 2024

September 30, 2025 December 31, 2024

(in thousands)

7 unchanged sentences

The Board also decided to exit the Company’s corporate headquarters in Warminster, Pennsylvania and to discontinue in-house scientific research.

As a result, the Company recorded a one-time restructuring charge of $ 12.4 million in the first quarter of 2025, of which there was $ 0.4 million in severance and benefit costs and $ 0.3 million of lease-related operation expenses accrued as of June 30, 2025.

As a result, the Company recorded a one-time restructuring charge of $ 12.4 million in the first quarter of 2025, of which there was $ 0.5 million in severance and benefit costs and $ 0.3 million of lease-related operation expenses accrued as of September 30, 2025.

Sale of future royalties

7 unchanged sentences

The discount, as well as $ 1.5 million of transaction costs, will be amortized as interest expense based on the projected balance of the liability as of the beginning of each period.

As of June 30, 2025, the Company estimated an effective annual interest rate of approximately 2.5 %.

As of September 30, 2025, the Company estimated an effective annual interest rate of approximately 2.3 %.

Over the course of the Agreement, the actual interest rate will be affected by the amount and timing of royalty revenue recognized and changes in the timing of forecasted royalty revenue.

2 unchanged sentences

As royalties are remitted to OMERS from Alnylam, the balance of the recognized liability is effectively repaid over the life of the Agreement.

From the inception of the royalty sale through June 30, 2025, the Company has recorded an aggregate of $ 25.9 million of non-cash royalty revenue for royalties earned by OMERS.

From the inception of the royalty sale through September 30, 2025, the Company has recorded an aggregate of $ 26.3 million of non-cash royalty revenue for royalties earned by OMERS.

There are a number of factors that could materially affect the amount and timing of royalty payments from Alnylam, none of which are within the Company’s control.

During the six months ended June 30, 2025, the Company recognized non-cash royalty revenue of $ 1.0 million and related non-cash interest expense of less than $ 0.1 million.

During the six months ended June 30, 2024, the Company recognized non-cash royalty revenue of $ 1.2 million and related non-cash interest expense of less than $ 0.1 million.

The table below shows the activity related to the net liability for the six months ended June 30, 2025 and 2024:

Six Months Ended June 30,

During the nine months ended September 30, 2025, the Company recognized non-cash royalty revenue of $ 1.2 million and related non-cash interest expense of less than $ 0.1 million.

During the nine months ended September 30, 2024, the Company recognized non-cash royalty revenue of $ 1.7 million and related non-cash interest expense of less than $ 0.1 million.

The table below shows the activity related to the net liability for the nine months ended September 30, 2025 and 2024:

Nine Months Ended September 30,

(in thousands)

12 unchanged sentences

The contingent consideration is a financial liability and is measured at its fair value at each reporting period, with any changes in fair value from the previous reporting period recorded in the condensed consolidated statements of operations and comprehensive income (loss) (see Note 3).

The fair value of the contingent consideration was $ 10.8 million as of June 30, 2025.

The fair value of the contingent consideration was $ 11.1 million as of September 30, 2025.

Collaborations, contracts and licensing agreements

1 unchanged sentence

Qilu Pharmaceutical Co., Ltd.

In December 2021, the Company entered into a technology transfer and licensing agreement (the Qilu License Agreement) with Qilu Pharmaceutical Co., Ltd.

In December 2021, the Company entered into a technology transfer and license agreement (the Qilu License Agreement) with Qilu Pharmaceutical Co., Ltd.

(Qilu), pursuant to which the Company granted Qilu a sublicensable, royalty-bearing license, under certain intellectual property owned by the Company, which was non-exclusive as to development and manufacturing and exclusive with respect to commercialization of imdusiran, including pharmaceutical products that include imdusiran, for the treatment or prevention of hepatitis B in China, Hong Kong, Macau and Taiwan (Greater China and Taiwan).

11 unchanged sentences

In June 2025, the Company and Qilu mutually agreed to conclude the strategic partnership and terminated the Qilu License Agreement and related agreements, and the Company now once again holds global rights for imdusiran.

As no obligations remain under the Qilu License Agreement, the Company recognized all previously deferred revenue of $9.6 million in the second quarter of 2025.

As no obligations remain under the Qilu License Agreement, the Company recognized all previously deferred revenue in the second quarter of 2025.

For the period of time the Qilu License Agreement was effective, it fell under the scope of ASC 808 as both parties were active participants in the arrangement and were exposed to significant risks and rewards.

9 unchanged sentences

Any such adjustments were recorded on a cumulative catch-up basis, which affect revenues and earnings in the period of adjustment.

The following table outlines the transaction price and the changes to the related liability balance:

Transaction Price Cumulative Collaboration Revenue Recognized Deferred License Revenue

(in thousands)

Combined performance obligation $ 50,445 $ 50,445 $ —

Less contract asset —

Total deferred license revenue $ —

Due to the conclusion of the strategic partnership with Qilu, the Company recognized the remainder of the $ 9.6 million of deferred revenue during the three months ended June 30, 2025.

The Company also recognized $ 0.5 million of revenue based on labor hours expended by the Company on its Manufacturing Obligations during the six months ended June 30, 2025.

The Company recognized $ 0.5 million and $ 0.8 million during the three and six months ended June 30, 2024, respectively, related to labor hours expended.

Due to the conclusion of the strategic partnership with Qilu, the Company recognized the remainder of the $ 9.6 million of deferred revenue during the nine months ended September 30, 2025.

The Company also recognized $ 0.5 million of revenue based on labor hours expended by the Company on its Manufacturing Obligations during the nine months ended September 30, 2025.

The Company recognized $ 0.1 million and $ 0.9 million during the three and nine months ended September 30, 2024, respectively, related to labor hours expended.

The Company incurred $ 0.6 million of incremental costs in obtaining the Qilu License Agreement, which was capitalized in other current assets and other assets and amortized as a component of general and administrative expense commensurate with the recognition of the combined performance obligation.

During the three months ended June 30, 2025, the Company recognized the $0.1 million remaining amortization expense, for a total amortization expense for the six months ended June 30, 2025 of $0.2 million.

The Company recognized amortization expense of less than $ 0.1 million for both the three and six months ended June 30, 2024.

The Company recognized the remainder of the amortization expense at the conclusion of the strategic partnership, recognizing a total of $0.2 million of amortization expense during the nine months ended September 30, 2025.

The Company recognized amortization expense of less than $ 0.1 million for both the three and nine months ended September 30, 2024.

Until the conclusion of the strategic partnership with Qilu, the Company reevaluated the transaction price and the total estimated labor hours expected to be incurred to satisfy the performance obligations and adjusted the deferred revenue at the end of each reporting period, which resulted in changes to the amount of collaboration revenue recognized and deferred revenue.

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This clinical trial was amended to include a treatment arm with the addition of an approved PD-1 monoclonal antibody inhibitor, nivolumab (Opdivo ® ).

The Company is responsible for managing this Phase 2a proof-of-concept clinical trial, subject to oversight by a joint development committee comprised of representatives from the Company and Barinthus.

The Company and Barinthus retain full rights to their respective product candidates and will split all costs associated with the clinical trial.

The Company incurred $ 0.3 million and $0.6 million of expenses, net of Barinthus’s 50% share, during the three and six months ended June 30, 2025, respectively, and $ 0.5 million and $1.0 million during the three and six months ended June 30, 2024, respectively, and reflected those costs in research and development in the condensed consolidated statements of operations and comprehensive income (loss).

The Company was responsible for managing this Phase 2a proof-of-concept clinical trial, subject to oversight by a joint development committee comprised of representatives from the Company and Barinthus.

The Company and Barinthus retain full rights to their respective product candidates and split all costs associated with the clinical trial.

The Company incurred $ 0.4 million and $0.9 million of expenses, net of Barinthus’s 50% share, during the three and nine months ended September 30, 2025, respectively, and $ 0.5 million and $1.7 million during the three and nine months ended September 30, 2024, respectively, and reflected those costs in research and development in the condensed consolidated statements of operations and comprehensive income (loss).

Royalty Entitlements

9 unchanged sentences

If this royalty entitlement reverts to the Company, it has the potential to provide an active royalty stream or to be otherwise monetized again in full or in part.

From the inception of the royalty sale through June 30, 2025, an aggregate of $ 25.9 million of royalties have been earned by OMERS.

From the inception of the royalty sale through September 30, 2025, an aggregate of $ 26.3 million of royalties have been earned by OMERS.

The Company also is receiving a second royalty interest of 0.75 % to 1.125 % on global net sales of ONPATTRO, with 0.75 % applying to sales greater than $ 500 million, originating from a settlement agreement and subsequent license agreement with Acuitas.

1 unchanged sentence

Revenues are summarized in the following table:

Three Months Ended June 30, Six Months Ended June 30,

Three Months Ended September 30, Nine Months Ended September 30,

2025 2024 2025 2024

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Effective March 26, 2025, the Company terminated its Open Market Sale Agreement with Jefferies LLC (Jefferies) dated December 20, 2018, as amended (the Sale Agreement), under which the Company could offer and sell common shares, from time to time.

Prior to the termination of the Sale Agreement, the Company did not issue any common shares pursuant to the Sale Agreement during the six months ended June 30, 2025.

During the three and six months ended June 30, 2024, the Company issued 7,833,922 and 16,499,999 common shares pursuant to the Sale Agreement, respectively, resulting in net proceeds of $ 22.4 million and $ 44.1 million, respectively.

Prior to the termination of the Sale Agreement, the Company did not issue any common shares pursuant to the Sale Agreement during the nine months ended September 30, 2025.

The Company did not issue any common shares pursuant to the Sale Agreement during the three months ended September 30, 2024.

During the nine months ended September 30, 2024, the Company issued 16,499,999 common shares pursuant to the Sale Agreement, resulting in net proceeds of $ 44.1 million.

Stock-based compensation

The table below summarizes information about the Company’s stock-based compensation for the three and six months ended June 30, 2025 and 2024 and the expense recognized in the condensed consolidated statements of operations:

Three Months Ended June 30, Six Months Ended June 30,

The table below summarizes information about the Company’s stock-based compensation for the three and nine months ended September 30, 2025 and 2024 and the expense recognized in the condensed consolidated statements of operations:

Three Months Ended September 30, Nine Months Ended September 30,

2025 2024 2025 2024

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The chief operating decision maker uses net loss to monitor budget versus actual results and to evaluate the overall cash burn of the business.

Three Months Ended June 30, Six Months Ended June 30,

Three Months Ended September 30, Nine Months Ended September 30,

2025 2024 2025 2024

4 unchanged sentences

AB-101-001 Phase 1a/1b clinical trial expense 1,134 2,931 4,771 8,927

Other early research and development programs expense 58 1,447 298 1,551

Other research and development programs expense 377 145 675 1,696

General and administrative expense 3,044 4,537 12,204 17,396

3 unchanged sentences

Interest income 952 1,746 3,191 5,120

Segment net income (loss) $ 2,523 $ ( 19,796 ) $ ( 22,003 ) $ ( 37,671 )

Segment net loss $ ( 7,742 ) $ ( 19,717 ) $ ( 29,745 ) $ ( 57,388 )

Adjustments and reconciling items — — — —

Consolidated net income (loss) $ 2,523 $ (19,796) $ (22,003) $ (37,671)

Consolidated net loss $ (7,742) $ (19,717) $ (29,745) $ (57,388)

(1) Other segment expense includes the change in the fair value of contingent consideration, non-cash interest expenses and foreign currency exchange gains and losses.

2 unchanged sentences

The Board also decided to exit the Company’s corporate headquarters in Warminster, Pennsylvania and to discontinue in-house scientific research.

In connection with these actions, the Company incurred a one-time restructuring charge in the first quarter of 2025 of $ 12.4 million and $ 0.2 million in the second quarter of 2025, which includes approximately $ 6.1 million of cash severance and continued benefits paid, $ 2.3 million of non-cash expense related to the modification of equity awards, non-cash impairment charges for leasehold improvements and laboratory equipment of $ 1.9 million and $ 0.9 million, respectively, $ 0.9 million related to impairment of the right-of-use asset associated with the lease of the Company’s corporate headquarters and a $ 0.4 million accrual of lease-related operating expenses.

As of June 30, 2025, there was $ 0.4 million of accrued restructuring costs for severance payments and a $ 0.3 million accrual of lease-related operating expenses included in accounts payable and accrued liabilities.

In connection with these actions, the Company incurred a one-time restructuring charge in the first quarter of 2025 of $ 12.4 million and $12.6 million for the nine months ended September 30, 2025, which included approximately $ 6.1 million of cash severance and continued benefits paid, $ 2.4 million of non-cash expense related to the modification of equity awards, non-cash impairment charges for leasehold improvements and laboratory equipment of $ 1.9 million and $ 0.9 million, respectively, $ 0.9 million related to impairment of the right-of-use asset associated with the lease of the Company’s corporate headquarters and a $ 0.4 million accrual of lease-related operating expenses.

As of September 30, 2025, there was $ 0.5 million of accrued restructuring costs for severance payments and a $ 0.3 million accrual of lease-related operating expenses included in accounts payable and accrued liabilities.

Related Party Transaction

8 unchanged sentences

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What changed 10-Q

Item 1. Financial Statements