ARDELYX, INC. 10-Q

ITEM 5. OTHER INFORMATION Entry into a Material Definitive Agreement On April 28, 2026, Ardelyx, Inc. (the Company) entered into a Sixth Amendment (the Sixth Amendment) to the Loan and Security Agreement, originally dated February 23, 2022, by and among the Company, as borrower, SLR Investment Corp. (SLR), as collateral agent and the lenders party thereto (as later amended, amended and restated, supplemented or otherwise modified from time to time). Pursuant to the Sixth Amendment, among other things, (i) a portion of $200.0 million in outstanding principal previously allocated among the outstanding Term A through C Loans (collectively, the Revised Loans) was refinanced with a new Term H Loan; (ii) the maturity date for the Revised Loans has been extended from July 1, 2028 to July 1, 2030 (the New Maturity Date), which is the maturity date applicable for each other term loan; (iii) the interest-only payment period for the Revised Loans has been extended until the New Maturity Date; (iv) the interest rates for the Revised Loans, the Term H Loan, and the Term F and Term G Loans will have a collectively reduced interest rate, at the sum of 4.55% plus the greater of (a) the 1-month SOFR reference rate or (b) 3.5%; (v) the Company will retain the option to draw the Term F and Term G Loans, each in the amount of $50.0 million, at the Company’s election by June 30, 2026 and December 20, 2026, respectively; and (vi) certain negative covenants and other conditions were amended to provide additional flexibility to the Company. On the closing date of the Sixth Amendment, the Company paid approximately $1.9 million in final fees and prepayment fees in connection with the partial paydown of the Term A through C Loans. The Company is obligated to pay a final fee with respect to each of the outstanding amounts under each of the term loans, upon the earliest to occur of (i) the New Maturity Date, (ii) the acceleration of the applicable term loan or (iii) the prepayment, refinancing, substitution or replacement of the applicable term loan. This final fee is 4.95% for the Term A through E loans, 3.45% for the Term F and Term G Loans and 2.50% for the new Term H Loan. The above summary of the material terms of the Sixth Amendment does not purport to be complete and is qualified in its entirety by reference to the Sixth Amendment, a copy of which is filed as Exhibit 10.3 to this Quarterly Report on Form 10-Q and incorporated by reference herein. Trading Plans During the three months ended March 31, 2026, our Section 16 officers and directors adopted or terminated contracts, instructions or written plans for the purchase or sale of our securities as noted below. Name and Title of Director or Officer Action Date Trading Arrangement Total Shares Available to be Sold Expiration Date Rule 10b5-1* Non-Rule 10b5-1** Laura Williams , Chief Patient Officer Adoption March 19, 2026 X 298,382 March 15, 2027 * Intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) ** Not intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) 61 Table of Contents ITEM 6. EXHIBITS Exhibit Incorporated by Reference Filed Number Exhibit Description Form Date Number Herewith 3.1 Amended and Restated Certificate of Incorporation. 8-K 06/24/2024 3.1 3.2 Certificate of Amendment to Amended and Restated Certificate of Incorporation. 8-K 06/20/2023 3.1 3.3 Second Amended and Restated Bylaws. 8-K 08/04/2025 3.1 31.1 Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. X 31.2 Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. X 32.1* Certification of Chief Executive Officer and Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. X 10.1# Offer Letter, dated February 18, 2026, by and between Ardelyx, Inc. and Felecia Ettenberg. X 10.2# Offer Letter, date d March 2 , 2026 , b y and between Ardelyx, Inc. and Rajani Dinavahi , M .D . X 10.3 Sixth Amendment to Loan and Security Agreement, dated April 28 , 202 6 , by and among the Company, SLR Investment Corp., as collateral agent, and the lenders party thereto . X 101 The following financial statements, formatted in Inline Extensible Business Reporting Language (XBRL): (i) Condensed Balance Sheets as of March 31, 2026 and December 31, 2025, (ii) Condensed Statements of Operations and Comprehensive Loss for the three months ended March 31, 2026 and 2025, (iii) Condensed Statements of Changes in Stockholders’ Equity for the three months ended March 31, 2026 and 2025, (iv) Condensed Statements of Cash Flows for the three months ended March 31, 2026 and 2025, and (v) Notes to Unaudited Condensed Financial Statements. X 104 Cover Page Interactive Data File, formatted in Inline XBRL and contained in Exhibit 101. X _______________________________ # Indicates management contract or compensatory plan. * The certifications attached as Exhibit 32.1 that accompany this Quarterly Report on Form 10-Q are deemed furnished and not filed with the SEC and are not to be incorporated by reference into any filing of Ardelyx, Inc. under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, whether made before or after the date of this Quarterly Report on Form 10-Q, irrespective of any general incorporation language contained in such filing. 62 Table of Contents SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. Ardelyx, Inc. Date: April 30, 2026 By: /s/ Joseph Reilly Joseph Reilly Senior Vice President and Chief Accounting Officer (Principal Accounting Officer) 63 Table of Contents SUMMARY OF ABBREVIATED TERMS Throughout this Quarterly Report on Form 10-Q, we have used terms which are defined below: 2025 Form 10-K Annual Report on Form 10-K for the year ended December 31, 2025 filed with the SEC on February 19, 2026 HCR HealthCare Royalty Partners IV, L.P. 340B Program Public Health Service’s 340B Drug Pricing Program HCR Agreement Royalty and Sales Milestone Interest Acquisition Agreement AAKP American Association of Kidney Patients HHS Department of Health and Human Services ACA Affordable Care Act HIPAA Health Insurance Portability and Accountability Act of 1996, as amended, and regulations promulgated thereunder AI Technologies Artificial intelligence, machine learning and certain automated decision-making technologies HRSA Health Resources and Services Administration AMP average manufacturer price IBS-C irritable bowel syndrome with constipation ANDA abbreviated New Drug Application IND Investigational New Drug API active pharmaceutical ingredient IRA Inflation Reduction Act of 2022 AstraZeneca AstraZeneca AB IRB Institutional Review Board ASU Accounting Standards Update IT information technology CCPA California Consumer Privacy Act, as amended by the California Privacy Rights Act Jefferies Jefferies LLC cGMP current Good Manufacturing Practice Knight Knight Therapeutics, Inc. CIC chronic idiopathic constipation Kyowa Kirin Kyowa Kirin Co., Ltd. CKD chronic kidney disease MDRP Medicaid Drug Rebate Program CME Chicago Mercantile Exchange MIPPA Medicare Improvements for Patients and Providers Act CMO contract manufacturing organization METiS METiS Therapeutics, Inc. CMS Centers for Medicare & Medicaid Services MHLW Ministry of Health, Labour and Welfare CRO contract research organization NCE new chemical entity Customers collectively, major wholesalers, specialty pharmacies and GPOs (IBSRELA) and specialty wholesaler (XPHOZAH) NDA New Drug Application DPF EU-US Data Privacy Framework NHE3 sodium hydrogen exchange 3 EEA European Economic Area NMPA National Medical Products Administration ESPP Employee Stock Purchase Plan NMQF National Minority Quality Forum ESRD End-Stage Renal Disease NOL net operating loss ESRD PPS End-Stage Renal Disease Prospective Payment System Non-FAMP Non-Federal Average Manufacturer Price EU Patent Package European Patent Package OLC Oxylanthanum Carbonate Exchange Act the Securities Exchange Act of 1934, as amended R&D research and development FASB Financial Accounting Standards Board REMS Risk Evaluation and Mitigation Strategy FDA Food and Drug Administration RSU restricted stock units FFDCA Federal Food, Drug, and Cosmetic Act SEC Securities and Exchange Commission Fosun Pharma Shanghai Fosun Pharmaceutical Industrial Development Co. Ltd. SLR SLR Investment Corp. FSS Federal Supply Schedule SOFR Secured Overnight Financing Rate FTC Federal Trade Commission TDAPA Transitional Drug Add-on Payment Adjustment GCP Good Clinical Practice UPC European Unified Patent Court GDPR European Union General Data Protection Regulation U.S. United States GLP Good Laboratory Practice USPTO U.S. Patent and Trademark Office GPO group purchasing organization VA Department of Veterans Affairs GTN gross-to-net 64