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What changed 10-Q

Item 1. Financial Statements

2025-11-06 compared with 2025-08-12 · 115 added, 81 removed, 289 unchanged (40% of the section changed)

3 unchanged sentences

(In thousands, except share and per-share amounts)

September 30,

Current assets:

20 unchanged sentences

200,000,000 shares authorized;

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

95,598,665 and 72,352,701 shares issued and outstanding as of September 30, 2025 and December 31 2024, respectively

Additional paid-in capital

8 unchanged sentences

Three Months Ended

Six Months Ended

Nine Months Ended

September 30,

September 30,

Operating expenses:

10 unchanged sentences

Income tax expense (benefit)

Other comprehensive income — unrealized loss on short-term investments

Other comprehensive income — unrealized gain (loss) on short-term investments

Comprehensive loss

13 unchanged sentences

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

Unrealized loss on short-term investments

Unrealized (loss) gain on short-term investments

Balance at March 31, 2025

3 unchanged sentences

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

Unrealized loss on short-term investments

Unrealized (loss) gain on short-term investments

Balance at June 30, 2025

Stock-based compensation

Exercise of stock options

Issuance of common stock from Employee Stock Purchase Plan

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

Unrealized (loss) gain on short-term investments

Balance at September 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 on short-term investments

Unrealized (loss) gain on short-term investments

Balance at March 31, 2024

2 unchanged sentences

Vesting of restricted stock awards including withholding, net

Unrealized loss on short-term investments

Unrealized (loss) gain on short-term investments

Balance at June 30, 2024

Stock-based compensation

Exercise of stock options

Vesting of restricted stock awards including withholding, net

Issuance of common stock from Employee Stock Purchase Plan

Unrealized (loss) gain on short-term investments

Balance at September 30, 2024

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

2 unchanged sentences

(In thousands)

Six Months Ended

Nine Months Ended

September 30,

CASH FLOWS FROM OPERATING ACTIVITIES:

17 unchanged sentences

Purchases of property and equipment

Net cash provided by (used in) investing activities

Net cash used in investing activities

CASH FLOWS FROM FINANCING ACTIVITIES:

15 unchanged sentences

SUPPLEMENTAL NON-CASH ACTIVITIES:

Debt issuance cost in accrued expenses and other current liabilities

Operating lease liability and right-of-use asset addition

5 unchanged sentences

Altimmune, Inc., headquartered in Gaithersburg, Maryland, United States, together with its subsidiaries (collectively, the “Company” or “Altimmune”) is a late clinical-stage biopharmaceutical company incorporated under the laws of the State of Delaware.

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”), Alcohol Use Disorder (“AUD”), Alcohol-Associated Liver Disease (“ALD”) and obesity.

The Company is developing novel peptide-based therapeutics for liver and cardiometabolic diseases.

The Company’s lead program is pemvidutide (formerly known as ALT-801), a balanced 1:1 glucagon/GLP-1 dual receptor agonist for the treatment of metabolic dysfunction-associated steatohepatitis (“MASH”), alcohol use disorder (“AUD”) and alcohol-associated liver disease (“ALD”).

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 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.

During the nine months ended September 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

1 unchanged sentence

GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes.

Significant estimates and assumptions made in the accompanying condensed consolidated financial statements include, but are not limited to, the valuation of share-based awards, income taxes, prepaids, and accruals for research and development activities.

Significant estimates

and assumptions made in the accompanying condensed consolidated financial statements include, but are not limited to, the valuation of share-based awards, income taxes, prepaids, and accruals for research and development activities.

The Company bases its estimates on historical experience and on various other assumptions that are believed to be reasonable.

However, actual results could differ from those estimates.

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.

During the nine months ended September 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 nine months ended September 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.

3 unchanged sentences

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.

The Company is currently assessing its impact on our consolidated financial statements and will continue to evaluate the full impact of these legislative changes as additional guidance becomes available;

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

Debt discount and issuance costs

3 unchanged sentences

Fair Value Measurements

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 September 30, 2025 consisted of the following (in thousands):

Fair Value Measurement at September 30, 2025

Cash equivalents - money market funds

Cash equivalents - agency debt securities

Cash equivalents - commercial paper

Cash equivalents - US treasury

Short-term investments

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 September 30, 2025 as shown below (in thousands):

September 30, 2025

Unrealized Gain

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 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.

During the nine months ended September 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 September 30, 2025 and 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 other comprehensive income.

As of September 30, 2025 and December 31, 2024, the Company had $ 0.7 million and $ 0.4 million, respectively, accrued interest on short-term investments included in “Accounts and other receivables” on the accompanying Consolidated Balance Sheets.

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) and represents a Level 2 fair value measurement.

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 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.

During the nine months ended September 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):

June 30, 2025

September 30, 2025

December 31, 2024

8 unchanged sentences

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.

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.

7 unchanged sentences

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.

As of September 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.

6 unchanged sentences

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 Company incurred interest expense on the Term Loan, including debt discount and issuance costs amortization, of $ 0.5 million and $ 0.8 million during the three and nine months ended September 30, 2025, respectively.

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

June 30, 2025

September 30, 2025

December 31, 2024

5 unchanged sentences

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):

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

2025 - remainder of the year

6 unchanged sentences

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

June 30, 2025

September 30, 2025

December 31, 2024

5 unchanged sentences

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

As of September 30, 2025, the Company had 95,598,665 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 June 30, 2025, the Company had no shares of preferred stock issued and outstanding .

As of September 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 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.

During the nine months ended September 30, 2025, the Company has sold 18,524,709 shares of common stock under the 2025 Agreement resulting in approximately $ 81.9 million in proceeds, net of $ 2.7 million commission and other offering costs, and as of September 30, 2025, $ 65.4 million remained available to be sold under the 2025 Agreement.

As of September 30, 2025, there was $ 0.1 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 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.

During the nine months ended September 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 September 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 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):

As of September 30, 2025, there was $ 20.2 million of unrecognized compensation cost related to stock options, which is expected to be recognized over a weighted-average period of 2.6 years.

During the nine months ended September 30, 2025, the Company granted 2,672,150 stock options with a weighted average exercise price of $ 5.86 and per share weighted average grant date fair value of $ 4.74 .

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

Weighted-Average

5 unchanged sentences

Forfeited or expired

Outstanding, June 30, 2025

Exercisable, June 30, 2025

Vested and expected to vest, June 30, 2025

Outstanding, September 30, 2025

Exercisable, September 30, 2025

Vested and expected to vest, September 30, 2025

Restricted Stock Units (RSUs)

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.

During the nine months ended September 30, 2025, the Company granted 577,700 shares of RSUs with a weighted average grant date fair value of $ 6.31 which vest over four years .

As of September 30, 2025, the Company had unvested RSUs of 1,135,950 shares with total unrecognized compensation expense of $ 6.3 million, which the Company expects to recognize over a weighted average period of approximately 2.7 years.

During the nine months ended September 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 of the Company’s common stock for $ 0.2 million during the six months ended June 30, 2025.

Under the ESPP, employees purchased 71,342 shares of the Company’s common stock for $ 0.3 million during the nine months ended September 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 and six months ended June 30, 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 nine months ended September 30, 2025 and 2024 as follows (in thousands):

Three Months Ended

Six Months Ended

Nine Months Ended

September 30,

September 30,

Research and development

1 unchanged sentence

Net Loss Per Share

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.

Because the Company has reported net loss attributable to common stockholders for the three and nine months ended September 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 and Six Months Ended

Three and Nine Months Ended

September 30,

Common stock options

10 unchanged sentences

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.

1:24-cv-669 (D.

Del.) (the “Derivative Action”).

The complaint is based upon allegations that are similar to those alleged in a class action complaint previously filed against us In re Altimmune, Inc.

Securities Litigation , No.

24-cv-01315 (D.

Md.) (the “Class Action”) and alleges claims for contribution, breaches of fiduciary duty, unjust enrichment, and waste of corporate assets based on the defendants purportedly making or causing to be made false and misleading statements and omissions of material fact between December 1, 2023 and April 26, 2024.

The complaint seeks unspecified monetary relief, exemplary damages, restitution, contribution, and costs, as well as equitable relief.

A similar shareholder derivative complaint, captioned Alaraidah v.

Garg, et al., No.

1:24-cv-00772 (D.

Del.), was filed in the same court by another plaintiff on July 1, 2024, based upon substantially similar allegations, and alleges claims for contribution, breach of fiduciary duties, unjust enrichment, abuse of control, gross mismanagement, and waste of corporate assets and seeks unspecified monetary relief, restitution, costs, and equitable relief.

These actions were consolidated for all purposes on July 18, 2024 into the Derivative Action.

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.

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, which is now captioned In re Altimmune, Inc.

Securities Litigation , Case No.

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.

Md.) (the “Securities Class Action”).

The Securities 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.

On October 16, 2025, the court appointed lead plaintiffs for the litigation.

On October 29, 2025, the court entered an order requiring lead plaintiffs to file an amended complaint by November 26, 2025, and for defendants to file an answer or notice of intent to file a motion to dismiss such amended complaint by December 10, 2025.

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.

On September 29, 2025, a shareholder derivative complaint was filed in federal district court in the District of Maryland, purportedly on behalf of the Company, naming as defendants two of the Company’s then-executive officers and eight of the Company’s current and former board members, captioned Alaraidah v.

Altimmune, Inc., et al ., No.

8:25-cv-03223 (D.

Md.) (the “Derivative Action”).

The complaint is based upon allegations that are similar to those alleged in a class action complaint previously filed against us in the Securities Class Action and alleges claims for violations of

Section 14(a) of the Securities Exchange Act of 1934, breaches of fiduciary duty, unjust enrichment, abuse of control, gross mismanagement, waste of corporate assets, and contribution under Sections 10(b) and 21D of the Securities Exchange Act of 1934 based on the defendants purportedly making or causing to be made false and misleading statements and omissions of material fact between August 10, 2023 and June 25, 2025.

The complaint seeks unspecified monetary relief, restitution, costs, and equitable relief.

The Company intends to defend vigorously against this litigation.

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

Segment Information

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, AUD, ALD and obesity.

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

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

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 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.

During October 2025 and through the date of the issuance of the financial statements, the Company raised $ 33.8 million in net proceeds through the issuance of 8,743,720 shares of common stock pursuant to the 2025 Offering.

On November 5, 2025, (the “Amendment Closing”), the Company entered into an amendment to the Loan Agreement with Hercules and the lenders party thereto, pursuant to which the lenders will, subject to certain terms and conditions, increase the availability under the Term Loan from an aggregate principal amount of $ 100.0 million to $ 125.0 million.

The Term Loan, as amended, is structured in four tranches.

As disclosed in Note 5, the first Term Loan tranche was drawn down on the Closing Date in an aggregate principal amount of $ 15.0 million.

The second Term Loan tranche was drawn down on the Amendment Closing in an aggregate principal amount of $ 20.0 million.

Upon the achievement of certain milestones and subject to other terms and conditions set out in the Loan Agreement, as amended, the third Term Loan tranche will be made available in an aggregate principal amount of up to $ 10.0 million.

The fourth Term Loan tranche will be made available in an aggregate principal amount of up to $ 80.0 million subject to the approval of the lenders.

The Term Loan, as amended, bears interest equal to the greater of (a) 9.70 % per annum and (b) the prime rate as reported in The Wall Street Journal plus 2.45 % per annum.

The interest-only period has been extended to 30 months from May 13, 2025.

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.