What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2025-08-12 compared with 2025-05-13 · 131 added, 70 removed, 239 unchanged (46% of the section changed)

18 unchanged sentences

Total current liabilities

Noncurrent liabilities

Term loan, noncurrent

Other noncurrent liabilities

Total liabilities

3 unchanged sentences

200,000,000 shares authorized;

77,825,450 and 72,352,701 shares issued and outstanding as of March 31, 2025 and December 31 2024, respectively

85,076,300 and 72,352,701 shares issued and outstanding as of June 30, 2025 and December 31 2024, respectively

Additional paid-in capital

8 unchanged sentences

Three Months Ended

Six Months Ended

Operating expenses:

10 unchanged sentences

Income tax expense (benefit)

Other comprehensive income — unrealized gain on short-term investments

Other comprehensive income — unrealized loss on short-term investments

Comprehensive loss

13 unchanged sentences

Issuance of common stock in at-the-market offerings, net

Unrealized (loss) gain on short-term investments

Unrealized loss on short-term investments

Balance at March 31, 2025

Stock-based compensation

Exercise of stock options

Vesting of restricted stock awards including withholding, net

Issuance of common stock in at-the-market offerings, net

Unrealized loss on short-term investments

Balance at June 30, 2025

The accompanying notes are an integral part of the unaudited consolidated financial statements.

10 unchanged sentences

Issuance of common stock upon exercise of warrants

Unrealized (loss) gain on short-term investments

Unrealized loss on short-term investments

Balance at March 31, 2024

Stock-based compensation

Exercise of stock options

Vesting of restricted stock awards including withholding, net

Unrealized loss on short-term investments

Balance at June 30, 2024

The accompanying notes are an integral part of the unaudited consolidated financial statements.

2 unchanged sentences

(In thousands)

Three Months Ended

Six Months Ended

CASH FLOWS FROM OPERATING ACTIVITIES:

3 unchanged sentences

Accretion of discounts on short-term investments

Loss (gain) on foreign currency exchange

Amortization of debt discount and costs

Loss on foreign currency exchange

Deferred income tax benefit

9 unchanged sentences

Purchases of short-term investments

Net cash used in investing activities

Purchases of property and equipment

Net cash provided by (used in) investing activities

CASH FLOWS FROM FINANCING ACTIVITIES:

1 unchanged sentence

Proceeds from exercises of warrants

Proceeds from term loan

Payment for debt issuance costs

Proceeds from issuance of common stock in at-the-market offerings, net

6 unchanged sentences

Cash, cash equivalents and restricted cash at end of period

SUPPLEMENTAL CASH FLOW INFORMATION:

Cash paid for interest

Cash received from income tax refunds

SUPPLEMENTAL NON-CASH ACTIVITIES:

Deferred offering costs in accrued expenses and other current liabilities

Debt issuance cost in accrued expenses and other current liabilities

Operating lease liability and right-of-use asset addition

The accompanying notes are an integral part of the unaudited consolidated financial statements.

5 unchanged sentences

The Company is a late clinical-stage biopharmaceutical company focused on developing novel peptide-based therapeutics for liver and cardiometabolic diseases.

The Company’s lead program is pemvidutide (formerly known as ALT-801), a GLP-1/glucagon dual receptor agonist for the treatment of metabolic dysfunction-associated steatohepatitis (“MASH”), obesity, Alcohol Use Disorder (“AUD”) and Alcohol Liver Disease (“ALD”).

The Company’s lead program is pemvidutide (formerly known as ALT-801), a GLP-1/glucagon dual receptor agonist for the treatment of metabolic dysfunction-associated steatohepatitis (“MASH”), Alcohol Use Disorder (“AUD”), Alcohol-Associated Liver Disease (“ALD”) and obesity.

The Company may also pursue additional indications for pemvidutide that leverage its differentiated clinical profile.

13 unchanged sentences

Summary of Significant Accounting Policies

During the three months ended March 31, 2025, there have been no significant changes to the Company’s summary of significant accounting policies contained in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024, as filed with the SEC on February 27, 2025.

During the six months ended June 30, 2025, there have been no significant changes to the Company’s summary of significant accounting policies contained in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024, as filed with the SEC on February 27, 2025.

Use of Estimates

4 unchanged sentences

However, actual results could differ from those estimates.

During the three months ended March 31, 2025, the Company has recorded a discrete tax benefit of approximately $ 0.7 million, related to a portion of carryback claims with the State of Maryland of which the Company previously held an uncertain tax position against.

Other than the discrete tax benefit discussed above, due to a full valuation allowance, the Company did no t record an income tax expense (benefit) for either of the three months ended March 31, 2025 and 2024.

During the six months ended June 30, 2025, the Company has recorded a discrete tax benefit of approximately $ 0.7 million, related to a portion of carryback claims with the State of Maryland of which the Company previously held an uncertain tax position against.

Other than the discrete tax benefit discussed above, due to a full valuation allowance, the Company did no t record an income tax expense (benefit) for either of the three and six months ended June 30, 2025 and 2024.

The Company calculates its quarterly income tax provision based on estimated, annual effective tax rates applied to ordinary income (or loss) and other known items computed and recognized as they occur.

The Company’s total provision is based on the United States statutory rate, increased by state and foreign taxes and reduced by a full valuation allowance on the Company’s deferred tax assets.

On July 4, 2025, the One Big Beautiful Bill Act (“OBBBA”) was enacted in the U.S.

The OBBBA includes significant provisions, such as the permanent extension of certain expiring provisions of the Tax Cuts and Jobs Act, modifications to the international tax framework and the restoration of favorable tax treatment for certain business provisions.

The legislation has multiple effective dates, with certain provisions effective in 2025 and others implemented through 2027.

The Company is currently assessing its impact on our consolidated financial statements;

however, it does not expect the OBBBA Act to have a material impact on our estimated annual effective tax rate in 2025.

Debt discount and issuance costs

The Company accounts for fees paid to lenders, as compensation for services beyond their role as a creditor, and third parties whose costs are directly related to issuing debt as debt issuance cost.

Amounts paid to the lender as a reduction in the proceeds received are considered a discount on the issuance.

Debt issuance costs and discounts related to term loans are reported as a direct deduction from the outstanding debt and amortized over the term of the loan using the effective interest method as an additional interest expense.

Fair Value Measurements

The Company’s assets measured at fair value on a recurring basis as of March 31, 2025, consisted of the following (in thousands):

Fair Value Measurement at March 31, 2025

Cash equivalents - money market funds

Short-term investments

During the six months ended June 30, 2025, the Company recognized approximately $ 0.1 million realized net loss from the sales of available-for-sale debt securities that were classified as short-term investments.

These investments had an insignificant amount of unrealized net loss that was reclassified out of other comprehensive income.

As of June 30, 2025, the Company had no assets and liabilities measured at fair value on a recurring basis.

The Company’s assets measured at fair value on a recurring basis as of December 31, 2024 consisted of the following (in thousands):

3 unchanged sentences

Short-term investments have been initially valued at the transaction price and subsequently valued at the end of each reporting period utilizing third party pricing services or other market observable data (Level 2).

The pricing services utilize industry standard valuation models, including both income and market-based approaches and observable market inputs to determine value.

The pricing services

utilize industry standard valuation models, including both income and market-based approaches and observable market inputs to determine value.

The Company’s short-term investments have a maturity date of one year or less.

Short-term investments with quoted prices as of March 31, 2025, as shown below (in thousands):

March 31, 2025

Unrealized Gain

Amortized Cost

Unrealized (Loss) Gain

United States treasury securities

Commercial paper and corporate debt securities

Asset backed securities

Agency debt securities

Short-term investments with quoted prices as of December 31, 2024 as shown below (in thousands):

8 unchanged sentences

Agency debt securities

As of March 31, 2025 and December 31, 2024, none of the unrealized losses on the Company’s short-term investments are a result of credit loss, therefore, any unrealized losses were recognized in OCI.

As of March 31, 2025 and December 31, 2024, the Company had $ 0.4 million accrued interest on short-term investments included in “Accounts and other receivables” on the accompanying Consolidated Balance Sheets.

As of December 31, 2024, none of the unrealized losses on the Company’s short-term investments were a result of credit loss;

therefore, any unrealized losses were recognized in OCI.

As of December 31, 2024, the Company had $ 0.4 million accrued interest on short-term investments included in “Accounts and other receivables” on the accompanying Consolidated Balance Sheets.

There was no such accrued interest on short-term investments as of June 30, 2025.

The carrying amounts of the Company’s debt approximate fair value because the rates are floating rates based on the prime lending rate, which approximates market rates (see Note 5).

These represent Level 2 fair value measurement as the Company has determined the valuation of the liabilities can be obtained from readily available pricing sources via independent providers for market transactions involving similar liabilities.

Separate disclosure is required for assets and liabilities measured at fair value on a recurring basis from those measured at fair value on a non-recurring basis.

Assets recorded at fair value on a non-recurring basis, such as property and equipment and intangible assets are recognized at fair value when they are impaired.

During the three months ended March 31, 2025 and year ended December 31, 2024, the Company had no assets or liabilities that were measured at fair value on a non-recurring basis.

During the six months ended June 30, 2025 and year ended December 31, 2024, the Company had no assets or liabilities that were measured at fair value on a non-recurring basis.

Accrued Expenses

Accrued expenses and other current liabilities consist of the following (in thousands):

March 31, 2025

June 30, 2025

December 31, 2024

5 unchanged sentences

Total accrued expenses and other current liabilities

Noncurrent Liabilities

The Company’s noncurrent liabilities are summarized as follows (in thousands):

March 31, 2025

On May 13, 2025 (“Closing Date”), the Company and certain of its subsidiaries entered into a Loan and Security Agreement (“Loan Agreement”) with Hercules Capital, Inc.

(“Hercules”) and the lenders party thereto, pursuant to which the lenders will make available up to four tranches of term loans in an aggregate principal amount of $ 100.0 million (the “Term Loan”), subject to certain terms and conditions.

Under the terms of the Loan Agreement, the first Term Loan tranche was drawn down on the Closing Date in an aggregate principal amount of $ 15.0 million.

Upon the achievement of certain milestones and subject to other terms and conditions set out in the Loan Agreement, (i) the second Term Loan tranche will be made available in an aggregate

principal amount of up to $ 25.0 million and (ii) the third Term Loan tranche will be made available in an aggregate principal amount of up to $ 15.0 million.

The fourth Term Loan tranche will be made available in an aggregate principal amount of up to $ 45.0 million subject to the approval of the lenders.

The Term Loan will mature on January 1, 2029 (the “Maturity Date”).

The Term Loan bears interest equal to the greater of (a) the prime rate as reported in The Wall Street Journal plus 2.45 % and (b) (i) 9.95 % until December 31, 2025, and (ii) 9.45 % thereafter (the “Interest Rate”).

The Company may make payments of interest only through June 1, 2027, which will be extended to December 1, 2027, June 1, 2028, or December 1, 2028, if certain conditions described in the Loan Agreement are met.

Thereafter, the Company is obligated to make payments that will include installments of principal and interest through the Maturity Date.

The Loan Agreement includes customary representations and warranties and covenants associated with the Term Loan.

Such terms include (1) covenants concerning financial and other reporting obligations, and (2) certain limitations on indebtedness, liens, investments, distributions (including dividends), collateral, transfers, mergers or acquisitions, taxes, corporate changes, and deposit accounts.

Compliance with the financial covenant will be conditionally waived pursuant to the terms of the Loan Agreement when the Company’s market capitalization exceeds $ 800 million.

The Loan Agreement includes customary events of default, including payment defaults, breaches of representations and warranties, breaches of covenants following any applicable cure period and the occurrence of certain events that could reasonably be expected to have a “material adverse effect” as set forth in the Loan Agreement.

As of June 30, 2025, the Company was in compliance with the covenants under the Loan Agreement.

The obligation under the Loan Agreement is secured by a security interest in substantially all of the Company’s assets and the assets of its subsidiaries that are co-borrowers or guarantors.

Upon the occurrence of an event of default, Hercules will be entitled to exercise remedies, including acceleration of the Term Loan obligations and foreclosure on collateral.

The Loan Agreement provides for a prepayment charge equal to 3.0 % of the outstanding principal balance of the Term Loan if prepayment is made within the twelve months after closing, 2.0 % if within the twenty-four months after closing, 1.0 % if within the thirty-six months after closing and 0.0 % thereafter.

The Loan Agreement provides for an end of term charge of 6.25 % of the funded loan amount, due at the earlier of prepayment or maturity.

Pro-rata payment of any earned end of term charge will be due upon any partial prepayment (the “End of Term Charge”).

In addition, the Loan Agreement requires the Company to pay a facility charge of 1.0 % of the Term Loan funded due at the Closing Date and of each subsequent Term Loan tranche at the time such tranche is funded.

The Company accounted for the End of Term Charge, Facility Charge, and other direct costs incurred in connection with the Loan Agreement as a debt discount and issuance costs, and they are being amortized over the term of the loan using the effective interest method.

The effective interest rate on the Term Loan is 14.4 %.

The Company incurred interest expense on the Term Loan, including debt discount and issuance costs amortization, of $ 0.3 million during the three and six months ended June 30, 2025.

The Term Loan consists of the following (in thousands):

June 30, 2025

December 31, 2024

Term loan principal amount

End of term charge

Unamortized discount and issuance costs

Total term loan

current portion of term loan

Total term loan, net of current portion

Future principal loan payments on the currently outstanding Term Loan as of June 30, 2025 are as follows (in thousands):

2025 - remainder of the year

Total future principal payments

End of term charge

Unamortized discount and issuance costs

Current portion of term loan

Total term loan, net of current portion

Other Noncurrent Liabilities

The Company’s other noncurrent liabilities are summarized as follows (in thousands):

June 30, 2025

December 31, 2024

Research and development incentive credit

1 unchanged sentence

Conditional economic incentive grants

Total noncurrent liabilities

Total other noncurrent liabilities

Stockholders’ Equity

The Amended and Restated Certificate of Incorporation, as amended (“Charter”), authorized the Company to issue 200,000,000 shares of common stock, par value $ 0.0001 per share.

As of March 31, 2025, the Company had 77,825,450 shares of common stock issued and outstanding .

As of June 30, 2025, the Company had 85,076,300 shares of common stock issued and outstanding .

Each share of common stock entitles the holder to one vote on all matters submitted to a vote of the Company’s stockholders.

1 unchanged sentence

The Charter also authorized the Company to issue 1,000,000 shares of preferred stock, par value $ 0.0001 per share.

As of March 31, 2025, the Company had no shares of preferred stock issued and outstanding .

As of June 30, 2025, the Company had no shares of preferred stock issued and outstanding .

At-the-Market Offerings

3 unchanged sentences

The Company capitalized approximately $ 0.3 million of other offering costs which will offset the proceeds received from the shares sold under the 2025 Agreement.

During the three months ended March 31, 2025, the Company has sold 805,502 shares of common stock under the 2025 Agreement resulting in approximately $ 4.6 million in proceeds, net of $ 0.2 million commission and other offering costs, and as of March 31, 2025, $ 145.3 million remained available to be sold under the 2025 Agreement.

As of March 31, 2025, there was $ 0.3 million deferred offering costs included in prepaid expenses and other current assets on the accompanying consolidated balance sheets.

During the six months ended June 30, 2025, the Company has sold 8,052,064 shares of common stock under the 2025 Agreement resulting in approximately $ 42.4 million in proceeds, net of $ 1.4 million commission and other offering costs, and as of June 30, 2025, $ 106.2 million remained available to be sold under the 2025 Agreement.

As of June 30, 2025, there was $ 0.2 million deferred offering costs included in prepaid expenses and other current assets on the accompanying consolidated balance sheets.

On February 28, 2023, the Company entered into an Equity Distribution Agreement (the “2023 Agreement”) with Evercore Group L.L.C., JMP Securities LLC and B.

1 unchanged sentence

All 2023 Shares offered and sold in the 2023 Offering were issued pursuant to the Company’s Registration Statement on Form S-3 filed with the SEC on February 28, 2023.

During the three months ended March 31, 2025, the Company has sold 4,467,866 shares of common stock under the 2023 Agreement resulting in approximately $ 30.2 million in proceeds, net of $ 1.0 million commission and other offering costs.

Since inception through the expiration of the 2023 Agreement in February 2025, the Company sold a total of 26,129,903 shares of common stock resulting in approximately $ 126.8 million in net proceeds.

As of March 31, 2025, there were no remaining shares available under the 2023 Agreement as the 2023 Agreement was terminated.

During the six months ended June 30, 2025, the Company has sold 4,467,866 shares of common stock under the 2023 Agreement resulting in approximately $ 30.2 million in proceeds, net of $ 1.0 million commission and other offering costs.

Since inception through the expiration of the 2023 Agreement in February 2025, the Company sold 26,129,903 shares of common stock under the 2023 Agreement, resulting in approximately $ 126.8 million in proceeds, As of June 30, 2025, there were no remaining shares available under the 2023 Agreement as the 2023 Agreement was terminated.

Stock-Based Compensation

4 unchanged sentences

The Company’s stock option awards generally vest over four years and typically have a contractual life of ten years .

As of March 31, 2025, there was $ 23.9 million of unrecognized compensation cost related to stock options, which is expected to be recognized over a weighted-average period of 3.0 years.

During the three months ended March 31, 2025, the Company granted 1,842,450 stock options with a weighted average exercise price of $ 6.71 and per share weighted average grant date fair value of $ 5.48 .

Information related to stock options outstanding as of March 31, 2025, is as follows (in thousands, except share, exercise price, and contractual term):

As of June 30, 2025, there was $ 21.0 million of unrecognized compensation cost related to stock options, which is expected to be recognized over a weighted-average period of 2.8 years.

During the six months ended June 30, 2025, the Company granted 1,954,950 stock options with a weighted average exercise price of $ 6.61 and per share weighted average grant date fair value of $ 5.41 .

Information related to stock options outstanding as of June 30, 2025 is as follows (in thousands, except share, exercise price, and contractual term):

Weighted-Average

5 unchanged sentences

Forfeited or expired

Outstanding, March 31, 2025

Exercisable, March 31, 2025

Vested and expected to vest, March 31, 2025

Outstanding, June 30, 2025

Exercisable, June 30, 2025

Vested and expected to vest, June 30, 2025

Restricted Stock Units (RSUs)

During the three months ended March 31, 2025, the Company granted 466,700 shares of RSUs with a weighted average grant date fair value of $ 6.88 which vest over four years .

As of March 31, 2025, the Company had unvested RSUs of 1,053,337 shares with total unrecognized compensation expense of $ 7.6 million, which the Company expects to recognize over a weighted average period of approximately 3.1 years.

During the three months ended March 31, 2025, the Company issued 165,259 shares of unrestricted common stock as a result of the vesting of 264,153 RSUs, net of 98,894 shares of common stock withheld to satisfy tax withholding obligations.

During the six months ended June 30, 2025, the Company granted 481,700 shares of RSUs with a weighted average grant date fair value of $ 6.85 which vest over four years .

As of June 30, 2025, the Company had unvested RSUs of 1,039,950 shares with total unrecognized compensation expense of $ 6.8 million, which the Company expects to recognize over a weighted average period of approximately 2.9 years.

During the six months ended June 30, 2025, the Company issued 167,880 shares of unrestricted common stock as a result of the vesting of 267,903 RSUs net of 100,023 shares of common stock withheld to satisfy tax withholding obligations.

2019 Employee Stock Purchase Plan (“ESPP”)

Under the ESPP, employees purchased 32,872 shares for $ 0.2 million during the three months ended March 31, 2025.

Under the ESPP, employees purchased 32,872 shares of the Company’s common stock for $ 0.2 million during the six months ended June 30, 2025.

Stock-based Compensation Expense

Stock-based compensation expense is classified in the unaudited consolidated statements of operations and comprehensive loss for the three months ended March 31, 2025 and 2024 as follows (in thousands):

Stock-based compensation expense is classified in the unaudited consolidated Statements of Operations and Comprehensive Loss for the three and six months ended June 30, 2025 and 2024 as follows (in thousands):

Three Months Ended

Six Months Ended

Research and development

1 unchanged sentence

Net Loss Per Share

Because the Company has reported net loss attributable to common stockholders for the three months ended March 31, 2025 and 2024, basic and diluted net loss per share attributable to common stockholders in each period are the same.

Because the Company has reported net loss attributable to common stockholders for the three and six months ended June 30, 2025 and 2024, basic and diluted net loss per share attributable to common stockholders in each period are the same.

Basic net loss per share attributable to common stockholders is computed by dividing the net loss attributable to common stockholders by the weighted average numbers of shares of common stock outstanding for the period.

2 unchanged sentences

Potential common shares, issuable upon conversion, vesting, or exercise of unvested RSUs and stock options, that are excluded from the computation of diluted weighted-average shares outstanding, as they are anti-dilutive, are as follows:

Three Months Ended

Three and Six Months Ended

Common stock options

6 unchanged sentences

As part of the agreement, the Company is obligated to make payments of up to $ 80.0 million upon the achievement of specified worldwide net sales of all products developed using the technology acquired from Spitfire Pharma, Inc.

(the “Sales Milestone”) within ten years following the approval of a new drug application filed with the U.S.

(the “Sales Milestone”) within ten years following the approval of a new drug application filed with the U.

Food and Drug Administration (the “FDA”).

1 unchanged sentence

Accordingly, the Company will recognize the Sales Milestones when the contingency is probable and the amount can be reasonably estimated.

On June 4, 2024, a shareholder derivative complaint was filed in federal district court in the District of Delaware, purportedly on behalf of the Company, naming as defendants three of the Company’s executive officers and eight of the

Company’s board members, which is now captioned In re Altimmune, Inc.

Stockholder Derivative Litigation , No.

12 unchanged sentences

On February 3, 2025, pursuant to a joint stipulation of the parties, the court ordered that the Derivative Action be dismissed without prejudice and the case was closed.

On August 5, 2025, a class action complaint was filed in federal district court in the District of Maryland, Southern Division, naming as defendants the Company and two of the Company’s executive officers, captioned Collier v.

Altimmune, Inc., et al.

8:25-cv-02581 (D.

Md.) (the “Collier Class Action”).

The Collier Class Action alleges that the defendants violated Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, as amended, and Rule 10b-5 thereunder, by making false and misleading statements and omissions of material fact to the investing public including the plaintiff and class members, who purchased or otherwise acquired the Company’s common stock between August 10, 2023 and June 25, 2025, including relating to pemvidutide and our IMPACT Phase 2b trial of pemvidutide in MASH.

The plaintiff and class members seek, among other things, to have the action maintained as a class action under Rule 23 of the Federal Rules of Civil Procedure and for the defendants to pay damages, interest, and an award of costs, including attorneys’ fees.

The Company intends to defend vigorously against this litigation.

The Company is a party in various contracts and subject to disputes, litigation, and potential claims arising in the ordinary course of business, none of which are currently reasonably possible or probable of material loss.

1 unchanged sentence

The Company is a late clinical-stage biopharmaceutical company focused on developing novel peptide-based therapeutics for liver and cardiometabolic diseases.

The Company’s lead program is pemvidutide, a GLP-1/glucagon dual receptor agonist for the treatment of MASH, obesity, AUD and ALD.

The Company’s lead program is pemvidutide, a GLP-1/glucagon dual receptor agonist for the treatment of MASH, AUD, ALD and obesity.

To date, the Company has not generated any revenue from the sale of any products.

3 unchanged sentences

The Company evaluated subsequent events through the issuance date of the financial statements on this quarterly report on Form 10-Q.

During April 2025 and through the date of the issuance of the financial statements, the Company raised $ 16.3 million in net proceeds through the issuance of 3,278,902 shares of common stock pursuant to the 2025 Offering.

On May 13, 2025 (“Closing Date”), the Company entered into a Loan and Security Agreement (“Loan Agreement”) with Hercules Capital, Inc.

The first Term Loan tranche was made on the Closing Date in an aggregate principal amount of $ 15.0 million.

Upon the achievement of certain milestones and subject to other terms and conditions set out in the Loan Agreement, (i) the second Term Loan tranche will be made available in an aggregate principal amount of up to $ 25.0 million and (ii) the third Term Loan tranche will be made available in an aggregate principal amount of up to $ 15.0 million.

The fourth Term Loan tranche will be made available in an aggregate principal amount of up to $ 45.0 million subject to the approval of the lenders.

The Term Loan will mature on June 1, 2029 (the “Maturity Date”).

The Term Loan bears interest equal to the greater of (a) the prime rate as reported in The Wall Street Journal plus 2.45 % and (b) (i) 9.95 % until December 31, 2025, and (ii) 9.45 % thereafter.

The Company may make interest-only payments for an initial period of up to 24 months from the Closing Date, which may be extended up to 42 months upon achievement of certain milestones and subject to other terms and conditions set out in the Loan Agreement (the “Interest-Only Period”).

After the Interest-Only Period, the Company will be required to repay in equal monthly installments the principal and interest until the Maturity Date.

During July 2025 and through the date of the issuance of the financial statements, the Company raised $ 12.8 million in net proceeds through the issuance of 3,141,233 shares of common stock pursuant to the 2025 Offering.

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-Q

Item 1. Financial Statements