BridgeBio Oncology Therapeutics, Inc. 10-K

Item 7A. Quantitative and Qualitative Disclosures About Market Risk. We are a smaller reporting company, as defined by Rule 12b-2 under the Securities and Exchange Act of 1934, as amended ( “ Exchange Act ” ), and are not required to provide the information under this item. 114 Table of Contents Item 8. Financial Stateme nts and Supplementary Data. Report of Independent Registered Public Accounting Firm (PCAOB ID No. 34) 116 Consolidated Balance Sheets as of December 31, 2025 and 2024 117 Consolidated Statements of Operations for the years ended December 31, 2025 and 2024 118 Consolidated Statements of Comprehensive Loss for the years ended December 31, 2025 and 2024 119 Consolidated Statements of Redeemable Convertible Preferred Stock and Stockholders’ Equity (Deficit) for the years ended December 31, 2025 and 2024 120 Consolidated Statements of Cash Flows for the years ended December 31, 2025 and 2024 121 Notes to Consolidated Financial Statements 122 115 Table of Contents REPORT OF INDEPENDENT REGISTE RED PUBLIC ACCOUNTING FIRM To the shareholders and the Board of Directors of BridgeBio Oncology Therapeutics, Inc. Opinion on the Financial Statements We have audited the accompanying consolidated balance sheets of BridgeBio Oncology Therapeutics, Inc. (the “Company”) as of December 31, 2025 and 2024, the related consolidated statements of operations, comprehensive loss, redeemable convertible preferred stock and stockholders' equity (deficit), and cash flows, for each of the two years then ended, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2025 and 2024, and the results of its operations and its cash flows for the years then ended, in conformity with accounting principles generally accepted in the United States of America. Basis for Opinion These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control over financial reporting. Accordingly, we express no such opinion. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion. /s/ Deloitte & Touche LLP San Francisco, CA March 5, 2026 We have served as the Company's auditor since 2024. 116 Table of Contents BridgeBio Oncology Therapeutics, Inc. Consolidated Balance Sheets (In thousands, except shares and per share data) December 31, December 31, 2025 2024 Assets Current assets: Cash and cash equivalents $ 373,687 $ 30,851 Short-term marketable securities 51,773 124,780 Receivables from related parties 386 81 Prepaid expenses and other current assets 6,550 2,981 Total current assets 432,396 158,693 Property and equipment, net 956 490 Operating lease right-of-use asset 2,330 — Other non-current assets 12,567 4,986 Restricted cash 132 132 Total assets $ 448,381 $ 164,301 Liabilities, Redeemable Convertible Preferred Stock, and Stockholders’ Equity (Deficit) Current liabilities: Accounts payable $ 1,374 $ 3,074 Accrued compensation and benefits 5,746 3,821 Accrued research and development liabilities 25,951 8,276 Accrued professional services 674 655 Payables to related parties 534 483 Operating lease liability, current 522 — Other accrued liabilities 240 166 Participation right liability — 3,105 Total current liabilities 35,041 19,580 Operating lease liability, noncurrent 2,244 — Total liabilities 37,285 19,580 Commitments and contingencies (Note 7) Redeemable convertible preferred stock, $ 0.0001 par value; no shares authorized, issued and outstanding as of December 31, 2025; 36,386,702 shares authorized, issued and outstanding as of December 31, 2024; liquidation preference of $ 347,227 as of December 31, 2024 — 323,358 Stockholders’ equity (deficit): Preferred stock, $ 0.0001 par value; 10,000,000 shares authorized as of December 31, 2025; no shares issued and outstanding as of December 31, 2025; no shares authorized, issued and outstanding as of December 31, 2024 — — Common stock, $ 0.0001 par value; 500,000,000 and 41,341,250 shares authorized as of December 31, 2025 and December 31, 2024, respectively; 79,991,768 and 28,415 shares issued and outstanding as of December 31, 2025 and December 31, 2024, respectively 8 — Additional paid-in capital 767,639 43,538 Accumulated deficit ( 356,567 ) ( 222,523 ) Accumulated other comprehensive income 16 348 Total stockholders’ equity (deficit) 411,096 ( 178,637 ) Total liabilities, redeemable convertible preferred stock, and stockholders’ equity (deficit) $ 448,381 $ 164,301 The accompanying notes are an integral part of these consolidated financial statements. 117 Table of Contents BridgeBio Oncology Therapeutics, Inc. Consolidated Statements of Operations (In thousands, except shares and per share data) Year Ended December 31, 2025 2024 Operating expenses: Research and development (1) $ 121,199 $ 73,107 General and administrative (2) 24,620 7,756 Total operating expenses 145,819 80,863 Loss from operations ( 145,819 ) ( 80,863 ) Other income (expense), net: Interest income 11,343 6,377 Income from transition services agreements (3) 1,192 775 Change in fair value of participation right liability ( 725 ) ( 564 ) Other income (expense) ( 35 ) — Total other income (expense), net 11,775 6,588 Net loss $ ( 134,044 ) $ ( 74,275 ) Net loss per share attributable to common stockholders, basic and diluted $ ( 4.30 ) $ ( 5,756.41 ) Weighted-average number of shares used in computing net loss per share attributable to common stockholders, basic and diluted 31,144,775 12,903 (1) Research and development expenses include related party amounts of $ 849 and $ 8,917 for the years ended December 31, 2025 and 2024, respectively. (2) General and administrative expenses include related party amounts of $ 8,407 and $ 2,779 for the years ended December 31, 2025 and 2024, respectively. (3) Income from transition services agreements includes related party amounts of $ 0 and $ 775 for the years ended December 31, 2025 and 2024, respectively. The accompanying notes are an integral part of these consolidated financial statements. 118 Table of Contents BridgeBio Oncology Therapeutics, Inc. Consolidated Statements of Comprehensive Loss (In thousands) Year Ended December 31, 2025 2024 Comprehensive loss, net of tax: Net loss $ ( 134,044 ) $ ( 74,275 ) Unrealized gains (losses) on marketable securities ( 332 ) 348 Comprehensive loss $ ( 134,376 ) $ ( 73,927 ) The accompanying notes are an integral part of these consolidated financial statements. 119 Table of Contents BridgeBio Oncology Therapeutics, Inc. Consoli dated Statements of Redeemable Convertible Preferred Stock and Stockholders’ Equity (Deficit) (In thousands, except share data) Redeemable Convertible Preferred Stock Common Stock Additional Paid-In Accumulated Accumulated Other Comprehensive Total Stockholders’ Equity Shares Amount Shares Amount Capital Deficit Income (Deficit) Balances as of December 31, 2023 129,580,878 $ 104,808 124,726 $ — $ 32,607 $ ( 148,248 ) $ — $ ( 115,641 ) Reverse recapitalization ( 118,060,371 ) — ( 113,637 ) — — — — — Balances as of December 31, 2023 11,520,507 104,808 11,089 $ — $ 32,607 $ ( 148,248 ) $ — $ ( 115,641 ) Issuance of Series A redeemable convertible preferred stock to BridgeBio Pharma for cash consideration 525,976 5,090 — — 825 — — 825 Issuance of Series B redeemable convertible preferred stock for cash consideration, net of issuance costs 22,585,007 196,720 — — — — — — Conversion of related party payables into Series A redeemable convertible preferred stock issued to BridgeBio Pharma 1,755,212 16,740 — — 3,000 — — 3,000 Deemed contribution from BridgeBio Pharma upon forgiveness of related party payables — — — — 3,698 — — 3,698 Contribution from BridgeBio Pharma — — — — 1,062 — — 1,062 Exercise of common stock options for cash — — 17,326 52 52 Stock-based compensation — — — — 2,294 — — 2,294 Unrealized gain on marketable securities — — — — — — 348 348 Net loss — — — — — ( 74,275 ) — ( 74,275 ) Balances as of December 31, 2024 36,386,702 $ 323,358 28,415 $ — $ 43,538 $ ( 222,523 ) $ 348 $ ( 178,637 ) Conversion of Series B redeemable convertible preferred stock into common stock ( 21,783 ) ( 189 ) 21,783 — 189 — — 189 Issuance of Series B redeemable convertible preferred stock for cash consideration and settlement of participation right liability 2,509,446 26,052 — — — — — — Conversion of redeemable convertible preferred stock into common stock ( 38,874,365 ) ( 349,221 ) 38,874,365 4 349,217 — — 349,221 Issuance of common stock in connection with reverse recapitalization and PIPE Financing, net of issuance costs — — 40,272,147 4 361,008 — — 361,012 Common stock issued to related party — — 784,720 — 7,769 — 7,769 Exercise of common stock options for cash — — 10,338 — 45 45 Stock-based compensation — — — — 5,873 — — 5,873 Unrealized losses on marketable securities — — — — — — ( 332 ) ( 332 ) Net loss — — — — — ( 134,044 ) — ( 134,044 ) Balances as of December 31, 2025 — $ — 79,991,768 $ 8 $ 767,639 $ ( 356,567 ) $ 16 411,096 The accompanying notes are an integral part of these consolidated financial statements. 120 Table of Contents BridgeBio Oncology Therapeutics, Inc. Consolid ated Statements of Cash Flows (In thousands) Year Ended December 31, 2025 2024 Operating activities Net loss $ ( 134,044 ) $ ( 74,275 ) Adjustments to reconcile net loss to net cash used in operating activities: Depreciation of property and equipment 280 208 Stock-based compensation 5,873 4,425 Fair value of common stock issued to related party 7,769 — Change in fair value of participation right liability 725 564 Net accretion of premiums on marketable securities ( 1,260 ) ( 1,543 ) Amortization of right-of-use assets 330 — Changes in operating assets and liabilities: Prepaid expenses and other current assets ( 3,417 ) ( 1,018 ) Other non-current assets ( 7,581 ) ( 3,576 ) Accounts payable ( 1,840 ) 2,498 Accrued compensation and benefits 1,925 2,696 Accrued research and development liabilities 17,675 4,901 Accrued professional services ( 102 ) 518 Operating lease liabilities ( 47 ) — Other accrued liabilities 74 141 Balances due to and from related parties ( 254 ) 9,434 Net cash used in operating activities ( 113,894 ) ( 55,027 ) Investing activities Maturities of marketable securities 157,859 31,544 Purchases of marketable securities ( 83,925 ) ( 154,431 ) Change in related party receivables related to cash pooling arrangement — 2,406 Purchases of property and equipment ( 606 ) ( 49 ) Net cash provided by (used in) investing activities 73,328 ( 120,530 ) Financing activities Proceeds from reverse recapitalization and PIPE Financing 373,457 — Payment of deferred transaction costs ( 12,322 ) — Issuance of Series A redeemable convertible preferred stock — 5,915 Issuance of Series B redeemable convertible preferred stock, net of issuance costs 22,222 199,261 Contribution from BridgeBio Pharma — 1,062 Exercise of common stock options for cash 45 52 Net cash provided by financing activities 383,402 206,290 Net increase in cash, cash equivalents, and restricted cash 342,836 30,733 Cash, cash equivalents, and restricted cash at beginning of period 30,983 250 Cash, cash equivalents, and restricted cash at end of period $ 373,819 $ 30,983 Supplemental disclosures of non-cash investing and financing activities: Settlement of participation right liability upon issuance of Series B redeemable convertible preferred stock $ 3,830 $ — Right-of-use asset recognized in exchange for operating lease liabilities $ 2,706 $ — Unpaid property and equipment included in accounts payable $ 140 $ — Deferred de-SPAC transaction costs included in accrued professional services $ 123 $ — Conversion of related party payables into Series A redeemable convertible preferred stock issued to BridgeBio Pharma $ — $ 19,740 Deemed contribution from BridgeBio Pharma upon forgiveness of related party payables $ — $ 3,698 Initial recognition of participation right liability in connection with issuance of Series B redeemable convertible preferred stock $ — $ 2,541 Non-cash transfers of property and equipment from BridgeBio Pharma $ — $ 54 The accompanying notes are an integral part of these consolidated financial statements. 121 Table of Contents BridgeBio Oncology Therapeutics, Inc. Notes to Consolidated Financial Statements 1. Orga nization Descripti on of the Business BridgeBio Oncology Therapeutics, Inc. (“BBOT,” the “Company,” “we,” “our,” or “us”), formerly known as Helix Acquisition Corp. II (“Helix”), is a clinical-stage biopharmaceutical company advancing a next-generation pipeline of novel small molecule therapeutics targeting RAS and Phosphoinositide 3-kinase (“PI3K”) malignancies. BBOT is headquartered in South San Francisco, California. de-SPAC Transaction On February 28, 2025, TheRas Inc. (“Legacy BBOT”), a privately held Delaware corporation, entered into a definitive business combination agreement (“Business Combination Agreement”) with Helix, a publicly traded special purpose acquisition company (“SPAC”) listed on Nasdaq under the ticker symbol “HLXB.” On August 11, 2025 (the “Closing”), Helix II Merger Sub, Inc., a wholly-owned subsidiary of Helix, merged with and into Legacy BBOT, with Legacy BBOT surviving the merger as a wholly-owned subsidiary of Helix (“Merger”). In connection with the Merger, Helix changed its name to BridgeBio Oncology Therapeutics, Inc., and the combined company became listed on Nasdaq under the new ticker symbol “BBOT” (“de-SPAC Transaction”). Immediately prior to the closing of the de-SPAC Transaction, Helix issued and sold shares of its common stock to investors in a private placement financing for an aggregate purchase price of $ 260.9 million (“PIPE Financing”). The de-SPAC Transaction was accounted for as a reverse recapitalization with Legacy BBOT being the accounting acquirer, and Helix identified as the acquired company for accounting purposes (see Note 3). Accordingly, prior to the Closing, all historical financial information presented in the consolidated financial statements represents the balances and activity of Legacy BBOT. At the Closing, each outstanding share of Legacy BBOT common stock was exchanged for shares of BBOT common stock based on a ratio of approximately 0.0889 (“Consideration Ratio”). For periods prior to the Closing, the reported share and per share information has been retroactively adjusted to reflect the Consideration Ratio. Material Related Party Transactions BridgeBio Pharma, Inc. is a commercial-stage biopharmaceutical company founded to discover, create, test, and deliver transformative medicines to treat patients who suffer from genetic diseases. BridgeBio Pharma, Inc. and its controlled entities (collectively, “BridgeBio Pharma”) were related parties of Legacy BBOT prior to the Closing and remained related parties of the Company after the Closing. As discussed in Note 13, the Company had material related party transactions with BridgeBio Pharma during the periods presented in these consolidated financial statements. Basis of Presentation and Principles of Consolidation These consolidated financial statements are prepared in accordance with generally accepted accounting principles in the United States (“US GAAP”). All costs, as well as assets and liabilities directly associated with the Company’s business activity, are included in the consolidated financial statements. In connection with the de-SPAC Transaction, as the successor entity following the Closing, BBOT became the reporting entity and consolidates the balances and activity of Legacy BBOT. The financial information presented in these consolidated financial statements reflects the balances and results of operations of the combined entity post-Merger. Prior to the Closing, all references to BBOT or the Company are related to the balances and activity of Legacy BBOT. All intercompany balances have been eliminated in consolidation. From its inception through the issuance of the Series B on April 30, 2024, Legacy BBOT had been majority-owned and controlled by BridgeBio Pharma. Prior to April 30, 2024, the Company operated as part of BridgeBio Pharma. From inception through April 30, 2024, these consolidated financial statements have been derived from BridgeBio Pharma’s historical accounting records and are presented on a carve-out basis. The consolidated statement of operations includes allocations of certain general and administrative expenses to the Company from BridgeBio Pharma. The allocations have been determined on a reasonable basis. The related transactions are discussed further in Note 13. Following the Series B issuance, no individual investor or related party group held a controlling financial interest in the Company, and BBOT has operated independently from BridgeBio Pharma. Subsequent to April 30, 2024 and prior to the de-SPAC Transaction, the financial information included in these consolidated financial statements relates to Legacy BBOT on a standalone basis. 122 Table of Contents BridgeBio Oncology Therapeutics, Inc. Notes to Consolidated Financial Statements Liquidity Since its inception through December 31, 2025, the Company has incurred net losses. As of December 31, 2025, the Company had an accumulated deficit of $ 356.6 million and incurred net losses of $ 134.0 million and $ 74.3 million during the years ended December 31, 2025 and 2024, respectively. As of December 31, 2025, the Company had a balance of cash, cash equivalents, and marketable securities of $ 425.5 million. The Company believes that its existing cash, cash equivalents, and marketable securities will be sufficient to support operations for at least one year from the issuance date of these consolidated financial statements. The Company expects to incur additional losses and negative cash flows for the foreseeable future as it continues its research and development efforts, advances its product candidates through preclinical and clinical development, enhances its approach and programs, expands its product pipeline, seeks regulatory approval, prepares for commercialization, hires additional personnel, protects its intellectual property, operates as a public company, and grows its business. The Company will need to raise additional capital to support its continuing operations and pursue its long-term business plan, including the development and commercialization of its product candidates if approved. Financing activities may include, but are not limited to, public or private equity offerings, debt financings, potential collaborations, licensing agreements, or other sources. Such activities are subject to significant risks and uncertainties. 2. Summary of Signifi cant Accounting Policies Concentration of C redit Risk and Other Risks and Uncertainties Cash, cash equivalents, marketable securities, and restricted cash are financial instruments that subject us to significant concentrations of credit risk. These financial instruments are held in financial institutions in the United States. At times, the amounts on deposit may exceed federally insured limits. We believe that these financial institutions are financially sound, and, accordingly, minimal credit risk exists with respect to the amounts deposited. The Company has not experienced any credit losses associated with its balances in such accounts during the years ended December 31, 2025 and 2024. We are subject to certain risks and uncertainties, and we believe that changes in any of the following areas could have a material adverse effect on future financial position or results of operations: ability to obtain future financing, regulatory approval and market acceptance of, and reimbursement for, product candidates, performance of third-party contract research organizations and manufacturers upon which we rely, protection of our intellectual property, litigation or claims against us based on intellectual property, patent, product, regulatory, clinical or other factors, and our ability to attract and retain employees necessary to support our growth. We depend on third-party manufacturers to supply products for research and development activities in our programs. Specifically, we rely on and expect to continue relying on a small number of manufacturers to supply our requirements for active pharmaceutical ingredients and formulated drugs related to these programs. A significant interruption in the supply of active pharmaceutical ingredients and formulated drugs could adversely affect these programs. Use of Es timates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, and disclosure of contingent liabilities at the date of the consolidated financial statements, and the reported amounts of expenses during the reporting period. Significant estimates and assumptions made in the accompanying consolidated financial statements include, but are not limited to: • Accruals for research and development activities and contingent clinical, development, regulatory, and sales-based milestone payments in our in-licensing agreements, • The fair value of redeemable convertible preferred stock and common stock prior to the de-SPAC Transaction, • The fair value of share-based awards and participation right liability, • Recoverability of deferred tax assets, • Allocations of operating expenses, including stock-based compensation prior to April 30, 2024, and • The determination of the incremental borrowing rate used in lease-related calculations. We base our estimates on historical experience and various other reasonable assumptions. Actual results may differ from those estimates or assumptions. 123 Table of Contents BridgeBio Oncology Therapeutics, Inc. Notes to Consolidated Financial Statements Cash, Cash Equivalents, and Restricted Cash The Company considers all highly liquid investments purchased with a maturity of three months or less at the date of purchase to be cash equivalents. As of December 31, 2025 and 2024, cash equivalents mainly consisted of money market funds, and restricted cash represents security deposits in the form of a letter of credit issued in connection with the Company’s lease agreement. The cash, cash equivalents, and restricted cash included the following balances (in thousands): December 31, December 31, 2025 2024 Cash $ 624 $ 185 Cash equivalents 373,063 30,666 Restricted cash 132 132 Total cash, cash equivalents, and restricted cash $ 373,819 $ 30,983 Marketable Securities Marketable securities presented in these consolidated financial statements are classified as available-for-sale. Our available for-sale securities are carried at fair value with the unrealized gains and losses included in accumulated other comprehensive income as a component of stockholders’ equity (deficit) until realized. Realized gains and losses are calculated using the specific identification method and recorded as interest income in the consolidated statement of operations. The Company reports the accrued interest receivable as a component of prepaid and other assets on its consolidated balance sheet, which is presented separately from available-for-sale securities. The Company does not measure an allowance for credit losses on accrued interest receivable and instead writes it off if an issuer defaults or is expected to default on payments. For available-for-sale securities in an unrealized loss position, the Company first assesses whether it intends to sell, or if it is more likely than not that it will be required to sell, the security before recovery of its amortized cost basis. If either of the criteria regarding intent or requirement to sell is met, the security’s amortized cost basis is written down to fair value through income or loss. For available-for-sale securities that do not meet the above criteria, the Company evaluates whether the decline in fair value has resulted from credit losses or other factors. In making this assessment, the Company considers the severity of the impairment, changes in interest rates, market conditions, changes to the underlying credit ratings, and forecasted recovery, among other factors. The credit-related portion of unrealized losses and any subsequent improvements are recorded in interest income through an allowance account. Any impairment that has not been recorded through an allowance for credit losses is included in other comprehensive income or loss. No allowance for credit losses has been recorded as of December 31, 2025 and 2024 . Fair Value Measurements Assets and liabilities recorded at fair value on a recurring basis in the consolidated balance sheets are categorized based on the level of judgment associated with the inputs used to measure their fair values. Fair value is defined as the exchange price that would be received for an asset or an exit price that would be paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. The authoritative guidance on fair value measurements establishes a three-tier fair value hierarchy for disclosure of fair value measurements as follows: • Level 1 — Observable inputs such as unadjusted, quoted prices in active markets for identical assets or liabilities at the measurement date; • Level 2 — Inputs, other than quoted prices included in Level 1, that are either directly or indirectly observable for the asset or liability. These include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active; and • Level 3 — Unobservable inputs supported by little or no market activity and significant to the fair value of the assets or liabilities. 124 Table of Contents BridgeBio Oncology Therapeutics, Inc. Notes to Consolidated Financial Statements To the extent that the valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment we exercise in determining fair value is greatest for instruments categorized in Level 3. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. Due to their short-term nature, the carrying amounts of cash, cash equivalents, prepaid expenses and other current assets, accounts payable, and other accrued liabilities in the accompanying consolidated balance sheet approximate their fair values. Leases The Company determines if an arrangement contains a lease at inception and the classification of the lease on the commencement date. An arrangement contains a lease if there is an identified asset and if the Company controls the use of the identified asset throughout the period of use. The Company determines whether leases meet the classification criteria of a finance or operating lease considering: (1) whether the lease transfers ownership of the underlying asset to the lessee at the end of the lease term, (2) whether the lease grants the lessee an option to purchase the underlying asset that the lessee is reasonably certain to exercise, (3) whether the lease term is for a major part of the remaining economic life of the underlying asset, (4) whether the present value of the sum of the lease payments and residual value guaranteed by the lessee equals or exceeds substantially all of the fair value of the underlying asset, and (5) whether the underlying asset is of such a specialized nature that it is expected to have no alternative use to the lessor at the end of the lease term. As of December 31, 2025, our lease population consisted of real estate operating leases. Lease right-of-use assets and lease liabilities are recognized at the lease commencement date based on the present value of the future minimum lease payments over the lease term at the commencement date. Right-of-use assets also include any initial direct costs incurred and any lease payments made on or before the lease commencement date, less any lease incentives received. Lease incentives are included in the calculation of lease liability as of the commencement date to the extent it is probable that the Company will utilize them. In determining the present value of its lease liabilities, the Company uses its incremental borrowing rate when the rate implicit in the lease is not readily determinable, based on information available as of the lease commencement date. The Company’s incremental borrowing rate is based on the rate of interest that the Company would have to pay to borrow on a collateralized basis over a similar term, an amount equal to the lease payments in a similar economic environment, and the determination of the rate requires the Company to make certain assumptions and judgments, including on its synthetic credit rating. Leases may include options to extend or early terminate the lease term. If the Company, using judgment, is reasonably certain that an option will be exercised, then the option will be included in the calculation of the lease term. The Company elected to combine lease and non-lease components for office leases, and not to recognize right-of-use assets or lease liabilities for short-term leases. A short-term lease is a lease that, at the commencement date, has a lease term of 12 months or less and does not include an option to purchase the underlying asset that the lessee is reasonably certain to exercise. Lease expense for operating leases is recognized on a straight-line basis over the lease term. Property and Equipment, net Property and equipment are stated at cost, net of accumulated depreciation. Depreciation of property and equipment is calculated using the straight-line method over the asset’s estimated useful life. Our property and equipment consist of lab equipment with an estimated useful life of 5 years and leasehold improvements amortized over the shorter of 5 years or the remaining lease term. Maintenance and repairs that do not improve or extend the life of the assets are expensed when incurred. Depreciation expense for property and equipment was $ 0.3 million and $ 0.2 million during the years ended December 31, 2025 and 2024 , respectively. Impairment of Long-Lived Assets Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability is measured by comparing the carrying amount of an asset group to the future net undiscounted cash flows the assets are expected to generate. If the carrying amount of an asset group exceeds its estimated future cash flows, an impairment charge is recognized in the amount by which the carrying amount of the asset group exceeds the fair value of the asset group. No impairment charges related to long-lived assets have been recorded during the years ended December 31, 2025 and 2024 . Segments The Company operates in one operating and reportable segment within the United States, developing oncology therapies through various related development projects. All of the Company’s assets are located in the United States. The single operating segment conclusion is further supported by the Company’s organizational and management structure and other factors. The Company’s chief operating decision-maker is its Chief Executive Officer, who manages operations, allocates resources, and evaluates financial performance using a top-down 125 Table of Contents BridgeBio Oncology Therapeutics, Inc. Notes to Consolidated Financial Statements approach and by setting and reviewing company-wide targets. Subsequent to the completion of the de‑SPAC transaction, during the third fiscal quarter of 2025, the Company changed the segment information regularly provided to the chief operating decision maker to the below aggregated grouping of expense categories, which is the basis on which the chief operating decision-maker assesses segment performance and allocates resources . The prior period information has been recast to reflect this update. The chief operating decision-maker reviews research and development expenses by the following significant categories presented in the table below (in thousands): Year ended December 31, 2025 2024 Research and development trials and consumables expenses $ 84,578 $ 36,680 Payroll and personnel expenses 26,616 24,077 Facilities and other expenses 10,005 12,350 Total research and development $ 121,199 $ 73,107 Since the Company operates in a single operating and reportable segment represented by the entire entity, significant segment expenses are provided to the chief operating decision-maker using the same basis as presented in the consolidated statements of operations, including the research and development itemization above. Net loss is the key measure of segment profit and loss that the chief operating decision-maker uses to allocate resources, assess performance, monitor expenditures, and conduct budget versus-actual-analysis. The chief operating decision-maker does not review assets at a different level or category other than the amounts disclosed in the Company’s consolidated balance sheets. Receivables from and Payables to Related Parties Receivables from and payables to related parties represent the amounts due to and from various BridgeBio Pharma entities, which are expected to be settled in cash within 12 months from the reporting date. Prior to April 30, 2024, receivables from related parties represented receivables under the centralized cash management balances used by BridgeBio Pharma for cash management and to finance its operations. These arrangements may not reflect how the Company would have financed its operations had it been a separate, standalone entity during the applicable periods. Changes in related-party receivables arising from cash pooling arrangements are presented as investing activities in the consolidated statements of cash flows. Subsequent to April 30, 2024, receivables from related parties represent amounts due from various BridgeBio Pharma entities for services rendered by the Company under the transition services agreement. Payables to related parties represent the amounts due for various research and development and administrative services performed by BridgeBio Pharma to the Company. Prior to April 30, 2024, none of BridgeBio Pharma’s third-party debt and related interest has been attributed to the Company because the Company is not the legal obligor of the debt, and the borrowings are not specifically identifiable to the Company. Subsequent to April 30, 2024, the Company continued its relationship with various BridgeBio Pharma entities, which remain related parties. While the nature of these interactions shifted from centralized cash management to services provided under the transition services agreement, the resulting receivables and payables reported separately as current assets or liabilities in the consolidated balance sheets. Research and Development Expenses Research and development costs are expensed as incurred. Research and development expenses consist of salaries, benefits, and other personnel-related costs, including stock-based compensation, laboratory supplies, preclinical studies, clinical trials, and related clinical manufacturing costs, costs related to manufacturing preparations, fees paid to other entities to conduct certain research and development activities on our behalf, and allocated facility and other related costs. Non-refundable advance payments for goods or services that will be used or rendered for future research and development activities are deferred and capitalized as prepaid expenses until the related goods are delivered or services are performed. Accrued Research and Development Liabilities We record accruals for estimated costs of research and development activities performed by third-party service providers, including preclinical studies, clinical trials, and contract manufacturing. We record the estimated costs of research and development activities based on the estimated amount of services provided but not yet invoiced and include these costs in accrued research and development liabilities in the consolidated balance sheets and within research and development expenses in the consolidated statements of operations and comprehensive loss. These costs are a significant component of our research and development expenses. Examples of estimated research and development expenses that we accrue include: • Fees paid to contract research organizations (“CROs”) in connection with preclinical and toxicology studies and clinical trials; 126 Table of Contents BridgeBio Oncology Therapeutics, Inc. Notes to Consolidated Financial Statements • Fees paid to investigative sites in connection with clinical trials; • Fees paid to contract manufacturing organizations in connection with the production of product and clinical trial materials; and • Professional service fees for consulting and related services. We base our expense accruals for clinical trials on estimates of services received and efforts expended under contracts with multiple research institutions and CROs that conduct and manage clinical trials on our behalf. The financial terms of these agreements vary from contract to contract and may result in uneven payment flows. Payments under some of these contracts depend on factors such as patient enrollment and the completion of clinical trial milestones. Our service providers generally invoice us monthly in arrears for services performed. In accruing service fees, we estimate the period over which services will be performed and the level of effort to be expended in each period. If we do not identify costs we have already incurred, or if we underestimate or overestimate the level of services performed or the costs of those services, our actual expenses could differ from our estimates. We record advance payments to service providers as prepaid assets. We record accruals for the estimated costs of third-party contract manufacturing activities. The financial terms of these agreements are negotiable, vary from contract to contract, and may result in uneven payment flows to our vendors. Payments under the contracts include upfront payments and milestone payments, which depend on factors such as the completion of certain stages of the manufacturing process. To recognize an expense, we assess whether the production process is sufficiently defined to be the delivery of a good or a service, given that processes and yields are developing and less certain. If we consider the process to be the delivery of a good, we recognize the expense when the drug product is delivered, or we otherwise bear the risk of loss. If we consider the process to be the delivery of a service, we recognize expenses based on our best estimates of the contract manufacturer’s progress through the contract stages. We base our estimates on the best information available at the time. However, additional information may become available to us, enabling us to make a more accurate estimate in future reporting periods. In this event, we may be required to record adjustments to research and development expenses in future reporting periods when the actual level of activity becomes more certain. Any increases or decreases in cost are generally considered to be changes in estimates and will be reflected in research and development expenses in the reporting period identified. General and Administrative Expenses General and administrative expenses represent salaries, benefits, and other personnel-related costs, including stock-based compensation, fair value of common stock issued to BridgeBio Pharma (Note 13), costs related to third-party service providers, and professional and legal fees. Asset Acquisitions The Company measures and recognizes asset acquisitions that are not deemed to be business combinations based on the cost to acquire the assets, which includes transaction costs. Goodwill is not recognized in asset acquisitions. The costs allocated to acquire in-process research and development (“IPR&D”) with no alternative future use are expensed as research and development as of the asset acquisition date. Contingent consideration payments for asset acquisitions include development, regulatory, and sales-based milestone payments due upon the occurrence of a specific event. Contingent payments are recognized when the milestone is met unless the contingent consideration meets the definition of a derivative, in which case the amount becomes part of the cost of the asset acquired. No ne of the contingent payments represented a derivative through December 31, 2025. Upon recognition of the contingent consideration payment, the amount is expensed as research and development expense if it relates to IPR&D with no alternative future use or capitalized if it relates to a developed product, which is generally when clinical trials have been completed and regulatory approval obtained. Milestone Payments Under In-Licensing Agreements Under our in-licensing agreements, the Company is required to pay development, regulatory, and sales-based milestone payments upon the achievement of certain substantive milestones . We recognize development milestones once they are achieved. Stock-Based Compensation Stock-based compensation is recorded in research and development expenses or general and administrative expenses based on the grantee's function. 127 Table of Contents BridgeBio Oncology Therapeutics, Inc. Notes to Consolidated Financial Statements Prior to April 30, 2024, stock-based compensation recorded included the following components: • Amounts related to equity and liability-classified awards issued by BridgeBio Pharma to non-employees of the Company engaged in its research and development activities. These amounts were initially credited to liability and subsequently settled by the Company through the conversion of related-party payables into the Series A redeemable convertible preferred stock (“Series A”). • Amounts related to equity-based awards issued by BridgeBio Pharma and allocated to the Company based on the carve-out expense allocation methodology (refer to Note 13). These amounts were not expected or required to be settled in cash and were credited to stockholders’ equity (deficit), within additional paid-in capital. Subsequent to April 30, 2024, stock-based compensation includes expenses related to common stock options granted by the Company. The associated stock-based compensation is generally recognized on a straight-line basis over the requisite service period, which is generally the vesting period. Forfeitures of share -based awards are accounted for as they occur. The fair value of stock options is estimated on the grant date using the Black-Scholes option-pricing model, which requires certain assumptions further discussed below: • Fair Value of Common Stock — Prior to the de-SPAC Transaction, the fair value of the Company’s common stock was determined by the board of directors (“Board”) with input from management and consideration of third-party valuation reports. In the absence of a public trading market, and as a clinical-stage company with no significant revenues, the Company believes that it was appropriate to consider a range of factors to determine the fair market value of the common stock at each grant date. In addition, the Company considered various objective and subjective factors, along with input from the independent third-party valuation firm. The factors included (1) the achievement of the development milestones by the Company; (2) the significant risks associated with the Company’s stage of development; (3) capital market conditions for comparable, privately held, early-stage life science companies; (4) the Company’s available liquidity, financial condition, and results of operations; (5) the sales of the Company’s shares to third parties, such as the Series B financing; and (6) the preferential rights of the redeemable convertible preferred stockholders. Following the de-SPAC Transaction, the Company became a public entity and derives fair value of its common stock from quoted prices on the Nasdaq. • Expected Dividend Yield — The Company has historically paid no dividends and does not anticipate paying dividends in the future. • Expected Equity Volatility — The Company does not have sufficient trading history for its common stock and has computed expected volatility based on the historical volatility of a representative group of public companies with similar characteristics to the Company (e.g., public entities of similar size, complexity, stage of development, and industry focus). The historical volatility is commensurate with the expected term assumption. • Risk-Free Interest Rate — The risk-free interest rate is determined by reference to the U.S. Treasury yield curve in effect at the time of award grant for the expected term of the award. • Expected Term — The Company uses the simplified method to calculate the expected term for options granted to employees as it does not have sufficient historical exercise data to provide a reasonable basis for estimating the expected term. Participation Right Liability The participation right liability represented the right granted to a third party to potentially participate in future Series B offerings at a fixed price of $ 8.8554 per share. The participation right was a freestanding instrument substantially similar to a written call option on the Series B shares that may be redeemed outside of the Company’s control. As such, the Company classified the participation right as a liability, remeasured at fair value, until its full exercise and settlement, which occurred in April 2025. Changes in the fair value of the participation right liability are presented separately in the consolidated statements of operations. On the settlement date, in April 2025, the participation right liability was remeasured to the intrinsic value of the shares issued and reclassified to temporary equity. Accrued Milestone Compensation Arrangements During the year ended December 31, 2024, we had performance-based milestone compensation arrangements with certain employees and consultants, whose vesting is contingent upon meeting various regulatory and development milestones, with fixed monetary amounts known at inception that can be settled upon achievement of certain contingent milestones in the form of (1) cash, (2) equity of BridgeBio Pharma, or (3) cash or equity of BridgeBio Pharma or the Company at the issuer’s sole election. No performance milestone awards that may be settled in the Company’s shares or related liabilities were outstanding during the year ended December 31, 2025. 128 Table of Contents BridgeBio Oncology Therapeutics, Inc. Notes to Consolidated Financial Statements For arrangements that involve settlement by cash or equity of BridgeBio Pharma or the Company at their sole election, the Company classifies the milestone compensation arrangements as liability-classified awards when they are assessed as probable of achievement due to the possible fixed monetary settlement outcomes. The arrangements could also result in a settlement with a variable number of shares based on the then-current stock price at the achievement date of each contingent milestone, should we elect to settle in equity. We record accruals for the compensation expense arising from each development milestone when the specific contingent development milestone is probable of achievement, and such accruals are measured at each reporting period. We estimate the probability of achieving such milestones based on the progression and expected outcome of the related clinical programs. We base our estimates on the best available information at that time. However, additional information may become available to us which may allow us to make a more accurate estimate in future periods. In this event, we may be required to record adjustments to milestone compensation expenses in future periods. Any increases or decreases in such expenses are generally considered to be changes in estimates and will be reflected in the reporting period identified. Income Taxes Income taxes are accounted for under the asset-and-liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the carrying amounts of existing assets and liabilities in the consolidated financial statements, their respective tax bases, and net operating loss and tax credit carryforwards. Deferred tax assets and liabilities are determined based on the difference between the carrying amounts under U.S. GAAP and the tax basis of assets and liabilities and are measured using the enacted tax rate expected to apply to taxable income in the years in which the differences are expected to be reversed. Deferred tax assets are reduced by a valuation allowance if it is more likely than not that some portion or all of the deferred tax asset will not be realized. We evaluate our deferred tax assets regularly to determine whether adjustments to the valuation allowance are appropriate due to changes in facts or circumstances, such as changes in expected future pre-tax earnings, tax law, interactions with taxing authorities, and developments in case law. In making this evaluation, we rely on our recent history of pre-tax earnings or losses. Our material assumptions include forecasts of future pre-tax earnings and the nature and timing of future deductions and income represented by deferred tax assets and liabilities, all of which involve judgment. Although we believe our estimates are reasonable, we are required to exercise significant judgment in determining the appropriate valuation allowance for deferred tax assets. We recognize uncertain income tax positions at the largest amount that is more likely than not to be sustained upon audit by the relevant taxing authority. Changes in recognition or measurement are reflected in the period in which judgment occurs. Our policy is to recognize interest and penalties related to the underpayment of income taxes as a component of the provision for income taxes. To date, no interest or penalties have been recorded concerning unrecognized tax benefits. Net Loss per Share Attributable to Common Stockholders Prior to the Closing of the de-SPAC Transaction, the Company applied the two-class method to compute net loss per share, as it had issued redeemable convertible preferred stock that met the definition of participating securities. The two-class method required income available to common shareholders for the period to be allocated between common and participating securities based upon their respective rights to receive dividends as if all income for the period had been distributed. Upon the de-SPAC Transaction, the outstanding redeemable convertible preferred stock was converted into common stock, and the two-class method is no longer applicable. Basic net loss per share attributable to common shareholders is computed by dividing the net loss attributable to common shareholders by the weighted average number of common shares outstanding for the period. Diluted net loss per share attributable to common stockholders is computed by dividing the net loss attributable to common stockholders by the weighted average number of common shares outstanding, adjusted for the effect of potentially dilutive common shares, including stock options and other equity-linked instruments. Potentially dilutive common shares are not assumed to be issued if their effect is anti-dilutive. As such, in periods in which the Company reported a net loss, diluted net loss per share attributable to common stockholders was the same as basic net loss per share attributable to common stockholders because the effects of potentially dilutive securities were anti-dilutive. Redeemable Convertible Preferred Stock The Company initially records redeemable convertible preferred stock at fair value on the dates of issuance, less issuance costs. Prior to the de-SPAC Transaction, the preferred stockholders, as a group, controlled the Company’s Board and had the ability to initiate a deemed liquidation event, such as a change in control or transfer of substantially all of the Company’s assets. Upon a deemed liquidation event, the preferred stockholders as a group could cause the redeemable convertible preferred stock to be redeemed for cash and other assets available for distribution. Based on these considerations, the redeemable convertible preferred stock was classified in temporary equity outside of the stockholders’ equity (deficit) in the accompanying consolidated balance sheets. Subsequent adjustments to the carrying values of the 129 Table of Contents BridgeBio Oncology Therapeutics, Inc. Notes to Consolidated Financial Statements redeemable convertible preferred stock classified in temporary equity are made only if it becomes probable that such liquidation events would occur, causing the shares to become redeemable. No such adjustments were made since the underlying events were not probable while the redeemable convertible preferred stock was outstanding. The Company also evaluated the features of its redeemable convertible preferred stock to determine whether they required bifurcation from the underlying shares by assessing whether they were clearly and closely related to the underlying shares and whether they met the definition of a derivative. The Company concluded that no features of its outstanding redeemable convertible preferred stock required bifurcation and separate accounting. In determining if an extinguishment or modification of changes to the temporary equity-classified preferred stock had occurred, the Company had elected a policy to evaluate if changes added, deleted, or significantly changed a substantive contractual term (e.g., one that was at least reasonably possible of being exercised), or fundamentally changed the nature of the redeemable convertible preferred stock. This evaluation considered both the expected economics and the business purpose of the amendment. Other Comprehensive Income or Loss Other comprehensive income or loss represents the change in the Company’s stockholders’ equity (deficit) from all sources other than investments by or distributions to stockholders. The Company’s other comprehensive income or loss is the result of unrealized gains and losses on marketable securities. Deferred de-SPAC Transaction Costs The Company capitalized certain directly attributable legal, accounting, and other third-party fees associated with the de-SPAC Transaction as deferred transaction costs. Upon Closing of the de-SPAC Transaction, the associated costs capitalized by the Company were recorded to additional paid-in capital as a reduction of the proceeds from the de-SPAC Transaction. Emerging Growth Company Status The Company intends to operate as an emerging growth company (“EGC”), as defined in the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”). Under the JOBS Act, EGCs can delay adopting new or revised accounting standards as of effective dates for private companies. The Company historically operated as part of BridgeBio Pharma and adopted new accounting pronouncements using the same timeline as BridgeBio Pharma. The Company has elected to use this extended transition period for complying with new or revised accounting standards that have different effective dates for public and private companies until the earlier of the date that it (i) is no longer an EGC or (ii) affirmatively and irrevocably opts out of the extended transition period provided in the JOBS Act. As a result, these consolidated financial statements may not be comparable to companies that comply with the new or revised accounting pronouncements as of the effective dates for public companies. Recently Adopted Accounting Pronouncements In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures (“ASU 2023-09”), which requires public entities to disclose specific categories in the effective tax rate reconciliation, as well as additional information for reconciling items that exceed a quantitative threshold. ASU 2023-09 also requires all entities to disclose income taxes paid disaggregated by federal, state, and foreign taxes and further disaggregated for specific jurisdictions that exceed 5 % of total income taxes paid, among other expanded disclosures. The Company adopted the guidance using a retrospective approach in these annual consolidated financial statements for the year ending December 31, 2025 . The adoption of this new guidance resulted in additional disclosures presented in Note 11 to these consolidated financial statements. Recently Issued Accounting Pronouncements In November 2024, the FASB issued ASU 2024-03, Income Statement — Reporting Comprehensive Income (Topic 220): Disaggregation of Income Statement Expenses (“ASU 2024-03”), which requires public entities to provide disaggregated disclosures of certain expense captions presented on the face of the income statement into specific categories within the footnotes to the financial statements. ASU 2024-03 is effective for the Company’s annual periods beginning on January 1, 2027, and interim periods beginning on January 1, 2028, with early adoption permitted. The ASU may be applied either on a prospective or retrospective basis. The Company is currently evaluating the impact of adopting this new accounting guidance on its consolidated financial statements and related disclosures. 130 Table of Contents BridgeBio Oncology Therapeutics, Inc. Notes to Consolidated Financial Statements In May 2025, the FASB issued Accounting Standards Update No. 2025-03, Business Combinations (Topic 805) and Consolidation (Topic 810): Determining the Accounting Acquirer in the Acquisition of a Variable Interest Entity (“ASU 2025-03”). ASU 2025-03 changes how companies determine the accounting acquirer in certain business combinations involving variable interest entities. The new guidance requires considering the factors used for other acquisition transactions to assess which party is the accounting acquirer. ASU 2025-03 is effective for the Company’s annual reporting periods beginning on January 1, 2027. Early adoption is permitted. The Company is currently evaluating the impact of adopting this new accounting guidance on its consolidated financial statements and related disclosures. In May 2025, the FASB issued Accounting Standards Update No. 2025-04, Compensation – Stock Compensation (Topic 718) and Revenue from Contracts with Customers (Topic 606): Clarifications to Share-Based Consideration Payable to a Customer (“ASU 2025-04”). ASU 2025-04 revises the definition of a performance condition, eliminates the forfeiture policy election for service conditions, and clarifies that the variable consideration constraint in Topic 606 does not apply to share-based consideration payable to customers. The new guidance requires entities to consistently account for share-based awards granted to customers by clarifying the treatment of vesting conditions and ensuring alignment with Topic 606 and Topic 718. ASU 2025-04 is effective for fiscal years beginning after December 15, 2026, including interim periods within those fiscal years. Early adoption is permitted. The Company is currently evaluating the impact of adopting this new accounting guidance on its consolidated financial statements and related disclosures. In July 2025, the FASB issued ASU No. 2025-05, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses for Accounts Receivable and Contract Assets (“ASU 2025-05”). ASU 2025-05 provides an optional practical expedient for estimating future credit losses based on current conditions as of the balance sheet date and assuming those conditions do not change over the remaining life of the accounts receivable. The amendments in ASU 2025-05 are effective for fiscal years beginning after December 15, 2025, including interim periods within those fiscal years. The Company is currently evaluating the impact of adopting this new accounting guidance on its consolidated financial statements and related disclosures. In September 2025, the FASB issued ASU 2025-07, Derivatives and Hedging (Topic 815) and Revenue from Contracts with Customers (Topic 606) (“ASU 2025-07”). The guidance refines the scope of Topic 815 to clarify which contracts are subject to derivative accounting. The guidance also provides clarification under Topic 606 for share-based payments from a customer in a revenue contract. The amendments in ASU 2025-07 are effective for fiscal years beginning after December 15, 2026, and interim reporting periods, with early adoption permitted. The Company is currently evaluating the impact of the adoption of ASU 2025-07 on its consolidated financial statements and related disclosures. In December 2025, the FASB issued ASU 2025-12, Codification Improvements (“ASU 2025-12”). ASU 2025-12 provides for technical corrections, clarifications and other minor improvements to a variety of Topics. This guidance is effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods within those annual reporting periods and may be adopted on a prospective or retrospective basis on an issue-by-issue basis, except changes to Topic 260, Earnings Per Share are required to be applied retrospectively . Early adoption is permitted on an issue-by-issue basis. The Company is currently evaluating the impact of ASU 2025-12 on its consolidated financial statements and related disclosures. 131 Table of Contents BridgeBio Oncology Therapeutics, Inc. Notes to Consolidated Financial Statements 3. PIPE Financing a nd de-SPAC Transaction Immediately prior to the de-SPAC Transaction described in Note 1, Helix issued and sold to investors in the PIPE Financing 24,343,711 shares of its common stock for gross proceeds of $ 260.9 million. In connection with the de-SPAC Transaction, Helix redomiciled as a Delaware corporation and de-registered from the Register of Companies in the Cayman Islands, and Legacy BBOT became a wholly-owned subsidiary of Helix. As a result, BBOT, as the combined company, received $ 112.3 million in net proceeds from the Trust account previously held by Helix. The Company incurred total transaction costs of $ 12.4 million consisting of legal, accounting, and other professional fees, of which $ 0.1 million remained unpaid as of December 31, 2025. The Company’s total de-SPAC Transaction costs were recorded to additional paid-in capital as a reduction of the deemed proceeds from the PIPE Financing and the Trust Account. Upon the Closing of the de-SPAC Transaction, the following occurred with respect to the equity of Legacy BBOT: • Each outstanding share of Legacy BBOT redeemable convertible preferred stock issued and outstanding as of the Closing date was converted into Legacy BBOT common stock. • The shares of Legacy BBOT common stock that were issued and outstanding immediately prior to the Closing were cancelled and converted into the right to receive 38,924,563 shares of the Company’s common stock at the Consideration Ratio; • All outstanding and unexercised Legacy BBOT common stock options were converted into an aggregate of 4,078,552 common stock options of the Company with the same terms and conditions, adjusted based on the Consideration Ratio. Immediately after the Closing, the Company’s outstanding common stock included the following components: Shares Legacy BBOT common stock 38,924,563 Helix common stock subject to redemption prior to the Closing 18,400,000 Redemption of Helix common stock ( 7,119,750 ) Helix common stock held by the Sponsor 4,648,186 Common stock of Helix issued in the PIPE Financing 24,343,711 Total common stock issued and outstanding 79,196,710 The de-SPAC Transaction was accounted for as a reverse recapitalization under US GAAP because Legacy BBOT was identified as the accounting acquirer and Helix as the accounting acquiree for financial reporting purposes. Accordingly, these consolidated financial statements of the Company are presented as a continuation of the financial statements of Legacy BBOT. The de-SPAC Transaction is presented as the issuance of common stock by BBOT for the net assets of Helix and proceeds from the PIPE Financing, accompanied by a recapitalization and a change in the reporting entity. The net assets of Helix were recorded at historical cost as of the Closing date, with no goodwill or other intangible assets recognized. Legacy BBOT was determined to be the accounting acquirer based on the following facts and circumstances as of the Closing date: • Legacy BBOT stockholders comprised a relative majority of the voting power of BBOT; • Legacy BBOT stockholders received the ability to influence decisions regarding the election and removal of members of BBOT’s board of directors; • Legacy BBOT stockholders received the right to appoint the majority of the BBOT board of directors; • Legacy BBOT’s operations prior to the de-SPAC Transaction comprised the only ongoing operations of BBOT; • BBOT substantially assumed the Legacy BBOT name; • Legacy BBOT’s headquarters became BBOT’s headquarters; • Legacy BBOT’s senior management comprised the senior management of BBOT; and • Prior to the Closing, Helix did not meet the definition of a business. 132 Table of Contents BridgeBio Oncology Therapeutics, Inc. Notes to Consolidated Financial Statements 4. Fair Value Mea surements and Disclosures The following tables summarize the Company’s assets and liabilities measured at fair value on a recurring basis by level within the valuation hierarchy (in thousands): December 31, 2025 Level 1 Level 2 Level 3 Total Assets Cash equivalents: Money market funds $ 366,348 $ — $ — $ 366,348 Commercial paper — 5,484 — 5,484 Total cash equivalents $ 366,348 $ 5,484 $ — $ 371,832 Marketable securities: Commercial paper $ — $ 7,313 $ — $ 7,313 Corporate debt securities — 44,460 — 44,460 Total marketable securities $ — $ 51,773 $ — $ 51,773 Total assets $ 366,348 $ 57,257 $ — $ 423,605 December 31, 2024 Level 1 Level 2 Level 3 Total Assets Cash equivalents: Money market funds $ 30,666 $ — $ — $ 30,666 Total cash equivalents $ 30,666 $ — $ — $ 30,666 Marketable securities: Treasury bills $ 30,932 $ — $ — $ 30,932 Commercial paper — 5,876 — 5,876 Corporate debt securities — 87,972 — 87,972 Total marketable securities $ 30,932 $ 93,848 $ — $ 124,780 Total assets $ 61,598 $ 93,848 $ — $ 155,446 Liability Participation right liability $ — $ — $ 3,105 $ 3,105 Total liabilities $ — $ — $ 3,105 $ 3,105 Money market funds and treasury bills are highly liquid and actively traded marketable securities that generally transact at a stable $ 1.00 net asset value, representing their estimated fair value. The fair value of marketable securities is based upon observable market inputs obtained from third-party pricing services. The pricing services use industry-standard valuation models and observable inputs, including reported trades, broker-dealer quotes, bids or offers on the same or similar securities issuer, credit spreads, benchmark securities, prepayment and default projections based on historical data, and other observable inputs. As of December 31, 2025 and 2024, the Company’s marketable securities have maturities of less than one year and are classified as current assets. The following table summarizes the activity of the Company’s participation right liability, which was previously measured using unobservable inputs through its settlement in April 2025 (in thousands): Balance as of December 31, 2024 $ 3,105 Change in fair value of participation right liability 725 Settlement of participation right liability ( 3,830 ) Balance as of December 31, 2025 $ — As of the settlement date, the fair value of the participation right liability approximated the intrinsic value per Series B share issued. The fair value per Series B share was estimated using the Probability-Weighted Expected Return Method (“PWERM”). Under the PWERM, we considered various liquidity events, including the de-SPAC Transaction, an initial public offering, and a sale of the Company, assigned probability to each liquidity scenario, and estimated the fair value per Series B share using the following assumptions: Probability of a qualifying liquidity event 15.0 % – 50.0 % Expected term, years 0.29 – 1.67 Discount rate 20.0 % 133 Table of Contents BridgeBio Oncology Therapeutics, Inc. Notes to Consolidated Financial Statements The following tables summarize the amortized cost and fair value of the Company’s cash equivalents and marketable securities by major investment category for the periods indicated (in thousands): December 31, 2025 Amortized Cost Basis Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Marketable securities: Commercial paper $ 7,311 $ 2 $ — $ 7,313 Corporate debt securities 44,446 18 ( 4 ) 44,460 Total marketable securities $ 51,757 $ 20 $ ( 4 ) $ 51,773 December 31, 2024 Amortized Cost Basis Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Marketable securities: Treasury bills $ 30,825 $ 107 $ — $ 30,932 Commercial paper 5,857 19 — 5,876 Corporate debt securities 87,750 222 — 87,972 Total marketable securities $ 124,432 $ 348 $ — $ 124,780 There were no unrealized gains or losses on cash equivalents as of December 31, 2025, and December 31, 2024 . There were no marketable securities in an unrealized loss position as of December 31, 2024. Unrealized losses on marketable securities were nominal as of December 31, 2025 , and were attributable to changes in interest rates rather than credit deterioration. The Company does not intend to sell securities and it is not more likely than not that it will be required to sell them before recovery of amortized cost, the losses were considered temporary. No allowance for credit losses was recorded as of December 31, 2025 and December 31, 2024 , the Company invests in high-quality short-term instruments, all of which have maturities under one year and no history of credit deterioration. 5. In-Licensing and C ollaboration Agreements From time to time, the Company enters into asset purchase and license agreements with third parties as a purchaser or licensee. These arrangements are generally accounted for as asset acquisitions, as the fair value of the consideration is concentrated in a single identifiable asset or group of similar identifiable assets. Given their stage of development, these assets typically have no alternative future use and are expensed as of the acquisition date. The Regents of the University of California License Agreements In September 2016, the Company entered into a license agreement with Regents of the University of California, San Francisco (“UCSF”) and was granted certain worldwide exclusive licenses to use the licensed compounds (the “UCSF License”). The UCSF License was subsequently amended and terminated in June 2021. However, certain terms survived the termination of the UCSF License. Upon a change of control or an initial public offering, Legacy BBOT was required to make a payment to UCSF (“Indexed Milestone Payment”). The Company believes that no such payment will be due now or in the future. Under the UCSF License, UCSF received a right but not an obligation to purchase up to 10 % of securities in any offering on the same terms as other investors (“Participation Right”), which survived the termination of the UCSF License. Because UCSF was not notified of the Series B financing at the time it was completed in May 2024, the Participation Right was extended through March 29, 2025. As a result, UCSF received the right to purchase up to 2,509,446 shares of the Series B redeemable convertible preferred stock at the original issue price of $ 8.8554 per share. As of December 31, 2024, the Company recognized a liability of $ 22.2 million in connection with the Participation Right. In March 2025, UCSF elected to exercise the Participation Right in full. The Participation Right was settled in full in April 2025 (Note 8) and was no longer outstanding as of December 31, 2025. Leidos Biomedical Research License and Cooperative Research and Development Agreements In March 2017, the Company entered into a cooperative research and development agreement (“Leidos CRADA”) with Leidos Biomedical Research, Inc. (“Leidos”). The Company and Leidos executed subsequent amendments to the Leidos CRADA between January 2018 and September 2025 to clarify the scope and provide for term extensions. In December 2018, the Company and Leidos entered into a license agreement (“Initial Leidos License”), under which the Company was granted certain worldwide exclusive licenses to use the licensed compounds for its drug discovery and development initiatives. The Initial Leidos License was terminated in 2021. The Company and Leidos 134 Table of Contents BridgeBio Oncology Therapeutics, Inc. Notes to Consolidated Financial Statements subsequently entered into three additional license agreements (“Additional Leidos Licenses”), including two related to KRAS G12C inhibitor and P13Ka breaker compounds that were executed in August 2022, and one related to the PanKRAS inhibitor executed in December 2023. The Leidos CRADA, Initial Leidos License, and Additional Leidos Licenses are referred to as the “Leidos Agreements.” In December 2025, the Company and Leidos executed an amendment to extend the expiration date of the Leidos CRADA by nine months to September 2026 . In December 2025, the Company and Leidos amended the Leidos Agreements to introduce an additional $ 1.5 million in contingent development milestone payments. Under the Additional Leidos Licenses, the Company previously incurred initial upfront fees of $ 1.8 million. The Company is required to pay Leidos annual license maintenance fees of $ 0.5 million, as well as royalties on net sales for such licensed compounds calculated using low single-digit percentages of annual net sales of licensed products. The Company’s obligation to pay royalties continues on a country-by-country basis until the expiration of all licensed patent rights covering licensed products in such country. Leidos is also entitled to receive a low double-digit percentage of the sublicensing income received by the Company. As of December 31, 2025, the Company is obligated to make contingent milestone payments totaling up to $ 25.9 million upon the achievement of certain clinical and regulatory milestones. As of December 31, 2025, the Company recorded a $ 0.5 million liability for milestones that had been achieved but remained unpaid, which is included in the accrued research and development liabilities in the consolidated balance sheet. For the years ended December 31, 2025 and 2024, the Company recognized research and development expenses of $ 3.0 million and $ 3.6 million, respectively, in connection with the Leidos Agreements. Lawrence Livermore National Security License and Cooperative Research and Development Agreements In May 2018, the Company entered into a cooperative research and development agreement (“LLNS CRADA”) with Lawrence Livermore National Security, LLC (“LLNS”) to explore new knowledge therapeutics possibilities to KRAS drug discovery utilizing LLNS’s high-performance computing systems. The Company and LLNS executed subsequent amendments to the LLNS CRADA between December 2019 and November 2025 to clarify the scope and provide for term extensions. In July 2022, the Company entered into an exclusive patent license agreement for KRAS G12C inhibitors and an exclusive patent license agreement for PI3Kα breaker compounds. In December 2024, the Company entered into an exclusive license agreement with LLNS for research and development of a Pan KRAS inhibitor. These three agreements are collectively referred to as the LLNS Agreements. In July 2025, BBOT entered into an exclusive license agreement with LLNS for research and development of Pan KRAS inhibitor for non-oncology indications. In November 2025, the Company and LLNS executed three separate amendments to the existing agreements for Pan KRAS inhibitors, PI3Kα breakers, and KRAS G12C inhibitors. These amendments were made to include new patent applications within the scope of patent rights. In November 2025, the Company and LLNS executed an amendment to extend the LLNS CRADA expiration date by six months to June 2026. Upon execution of the LLNS Agreements, the Company paid initial upfront cash fees of $ 0.2 million. In addition, under the terms of the LLNS Agreements, the Company is required to pay LLNS certain annual license maintenance fees of $ 0.1 million and royalties to LLNS on net sales for such licensed compounds. With respect to such royalty obligations, the Company agreed to pay LLNS low single-digit percentage tiered royalties on annual net sales of licensed products, with a minimum royalty requirement ranging between $ 0.1 million and $ 0.5 million, depending on the anniversary of the first commercial sale of the products. The Company’s obligation to pay royalties continues on a country-by-country basis until the expiration of all licensed patent rights covering licensed products in such country. LLNS is also entitled to receive half of the Company's sublicensing income, capped at $ 2.0 million per year for each indication. As of December 31, 2025, the Company is required to make contingent milestone payments totaling up to $ 21.1 million upon the achievement of certain clinical, regulatory, and sales milestones. For the years ended December 31, 2025 and 2024, the Company recognized research and development expenses of $ 0.8 million and $ 2.1 million, respectively, in connection with the LLNS Agreements. 6. I ncome from Transition Services Agreement In August 2025, we entered into a transition services agreement (“TSA”) with an unrelated party (“TSA Party”) to provide certain services unrelated to our principal operations, which represent the only performance obligation under this arrangement. For the year ended December 31, 2025, the Company recorded $ 1.2 million in connection with the TSA, which is presented separately as other income from transition services agreements in the consolidated statements of operations. The corresponding amounts for the year ended December 31, 2024 represent income from a different transition services agreement with BridgeBio Pharma (Note 13). 7. Commitments and Contingencies Other Research and D evelopment Agreements We may also enter into contracts in the normal course of business with contract research organizations for clinical trials, with contract manufacturing organizations for clinical supplies, and with other vendors for preclinical studies, supplies, and other services and products for operating purposes. These contracts generally provide for termination on notice with potential termination charges. 135 Table of Contents BridgeBio Oncology Therapeutics, Inc. Notes to Consolidated Financial Statements Cash Bonus with P erformance Conditions In May 2024, the Company committed to making a $ 3.0 million cash payment to an executive contingent upon the consummation of an equity financing, a change-in-control transaction, an initial public offering, or a reverse merger with a SPAC. The Company recorded a $ 3.0 million performance cash bonus payment to the executive upon closing of the de-SPAC Transaction, which was paid during the year ended December 31, 2025. Indemni fication In the ordinary course of business, we may provide indemnifications of varying scope and terms to vendors, lessors, business partners, Board members, officers, and other parties with respect to certain matters, including, but not limited to, losses arising out of breach of such agreements, services to be provided by us, our negligence or willful misconduct, violations of law, or intellectual property infringement claims made by third parties. No material demands have been made upon us to provide indemnification under such agreements, and thus, there are no claims that we are aware of that could have a material effect on our consolidated financial statements. Contin gencies Liabilities for loss contingencies arising from claims, assessments, litigation, fines, penalties, and other sources are recorded when it is probable that a liability has been incurred and the amount can be reasonably estimated. There are no matters currently outstanding for which any liabilities have been accrued. The Company is not currently involved in any legal actions that could have a material effect on the Company’s financial position, results of operations, or liquidity . 8. Redeemable Convertible Prefe rred Stock and Stockholders’ Equity (Deficit) Redeemable Convert ible Preferred Stock In February 2025, one investor elected to voluntarily convert 21,783 shares of the Series B redeemable convertible preferred stock into common stock. In March 2025, UCSF elected to exercise the Participation Right, and the Company settled the Participation Right in full in April 2025 through the issuance of 2,509,446 Series B shares for cash proceeds of $ 22.2 million, and the amount credited to redeemable convertible preferred stock included the settlement date fair value of the participation right liability of $ 3.8 million. In August 2025, the Company’s outstanding redeemable convertible preferred stock was converted into common stock , immediately before the Closing of the de-SPAC Transaction discussed in Note 3. As of December 31, 2024, the redeemable convertible preferred stock consisted of the following balances (in thousands, except share and per share amounts): As of December 31, 2024 Shares Authorized Shares Issued and Outstanding Original Issue Price Per Share Carrying Value Aggregate Liquidation Preference Series Seed 800,061 800,061 $ 1.2508 $ 1,001 $ 1,001 Series A 13,001,634 13,001,634 $ 11.2467 125,637 146,226 Series B 22,585,007 22,585,007 $ 8.8554 196,720 200,000 Total 36,386,702 36,386,702 $ 323,358 $ 347,227 Prior to the August 2025 conversion, the holders of the redeemable convertible preferred stock were entitled to different rights, preferences, privileges, and restrictions regarding voting, dividends, liquidation, conversion, and redemption. Voting Rights Each share of the redeemable convertible preferred stock had voting rights equal to the number of shares of common stock into which it was convertible. The holders of redeemable convertible preferred stock voted together with the holders of common stock as a single class. Dividends The holders of the redeemable convertible preferred stock were entitled to receive noncumulative dividends at an annual rate of 8.0 % of the original issuance price per share of the respective series when declared by the Company’s Board prior and in preference to any dividends on common stock. The holders of the redeemable convertible preferred stock had priority and were entitled to participate in any 136 Table of Contents BridgeBio Oncology Therapeutics, Inc. Notes to Consolidated Financial Statements distributions to the holders of common stock on an as-converted basis. No dividends have been declared or paid by the Company since its inception and through December 31, 2025. Redemption Shares of the redeemable convertible preferred stock were contingently redeemable upon the occurrence of certain change in control events that were outside the Company’s control, including a sale, lease, transfer, or other disposition of all or substantially all of the Company’s assets, merger with a special purpose acquisition company or with a public company (“Deemed Liquidation Event”). The following stockholders group were each required to vote to initiate or waive such redemption: (i) the holders of a majority of the then outstanding shares of the redeemable convertible preferred stock, voting together as a single class on an as-converted into common stock basis (“Requisite Holders”), and (ii) the holders of a majority of the then outstanding shares of the Series B, voting as a separate class (“Requisite Series B Holders”). Subsequent adjustments to the carrying values of the liquidation preferences were only required to be made if it became probable that such a liquidation event would occur. No subsequent measurement adjustments were recorded through August 2025. Liquidation Preference In the event of any liquidation, dissolution, or winding up of the Company, either voluntary or involuntary, and upon a Deemed Liquidation Event, the holders of the redeemable convertible preferred stock were entitled to receive, with equal priority among them, prior and in preference to any distribution of any of the Company’s assets to the holders of common stock, an amount equal to the greater of (a) the original issue price per share of redeemable convertible preferred stock of the respective series then outstanding, plus any declared or accrued but unpaid dividends, or (b) an amount payable on an as-converted into common stock basis. After payment of the preferential amounts to the holders of the redeemable convertible preferred stock, the remaining assets of the Company available for distribution were to be distributed among the holders of common stock in proportion to the number of shares then held. Conversion Rights At the option of the holder, each share of the redeemable convertible preferred stock was convertible at any time into such number of shares of common stock as determined by dividing the original issue price per share of the respective series by the applicable conversion price. The initial conversion price per share was equal to the original issue price per share of the respective series. The conversion price of the redeemable convertible preferred stock was subject to adjustments for recapitalizations and under anti-dilution provisions contained in the Company’s amended and restated certificate of incorporation. All outstanding shares of the redeemable convertible preferred stock were subject to automatic conversion into shares of common stock, at the applicable conversion price, upon either of the following: (a) the closing of the sale of shares of common stock at a price per share of at least $ 17.7109 , as adjusted to reflect the Consideration Ratio, in a firm-commitment underwritten public offering under the Securities Act of 1933, as amended, resulting in at least $ 100.0 million of proceeds to the Company, net of the underwriting discount and commissions, and on a qualified stock exchange, or (b) the date and time, or the occurrence of an event, specified by the Requisite Holders and the Requisite Series B Holders, voting or consenting as two separate groups. Commo n Stock Amendment to C ertificate of Incorporation In April 2025, the Company amended and restated its certificate of incorporation to increase the authorized redeemable convertible preferred stock from 36,386,702 to 38,896,148 shares and the authorized common stock from 41,341,250 to 44,008,427 shares. In August 2025, in connection with the de-SPAC Transaction, the Company filed a new certificate of incorporation that authorized the issuance of up to 510,000,000 shares with a par value of $ 0.0001 per share, including 500,000,000 shares of common stock, and 10,000,000 shares of undesignated preferred stock. 137 Table of Contents BridgeBio Oncology Therapeutics, Inc. Notes to Consolidated Financial Statements Shares Reserv ed for Issuance The Company had the following shares reserved for issuance: December 31, December 31, 2025 2024 Common stock options issued and outstanding 9,035,498 3,641,671 Redeemable convertible preferred stock on an as-converted into common stock basis — 36,386,702 Shares available for issuance under the stock option and incentive plan 459,417 474,374 Shares available for issuance under the employee stock purchase plan 895,607 — Shares available for issuance under the inducement plan 1,046,940 — Shares issuable under the participation right — 2,509,446 Total 11,437,462 43,012,193 9. Leases In November 2024, the Company entered into an agreement for the lease of approximately 10,934 square feet of office space in South San Francisco, California, for 61 months. The Company has the option to renew for an additional four-year term. The renewal option was not reasonably certain to be exercised by the Company and was excluded from the lease term. The lease commenced in March 2025 and will expire in April 2030 . The associated lease costs were not material during the year ended December 31, 2025. As of December 31, 2025, the weighted-average remaining lease term for the Company’s lease was 4.3 years, and the discount rate used was 7.40 %. The following table presents the amortization of the Company’s lease liabilities (in thousands): Fiscal year ended December 31: 2026 705 2027 730 2028 755 2029 782 2030 263 Total lease payments $ 3,235 Less: imputed interest ( 469 ) Total operating lease liabilities $ 2,766 Short-term lease costs were $ 1.1 million and $ 1.5 million for the years ended December 31, 2025 and 2024 , respectively. 10. Stock-Base d Compensation Stock-based compensation is included under the following expense categories presented in the consolidated statements of operations (in thousands): Year ended December 31, 2025 2024 Research and development $ 3,551 $ 3,073 General and administrative 2,322 1,352 Total $ 5,873 $ 4,425 Stock-based compensation is comprised of the following components, as further described below (in thousands): Year ended December 31, 2025 2024 Common stock options issued by the Company $ 5,873 $ 1,355 Performance-based milestone awards — 1,125 Equity awards issued by BridgeBio Pharma — 1,006 Amounts recognized under the carve-out methodology — 939 Total $ 5,873 $ 4,425 138 Table of Contents BridgeBio Oncology Therapeutics, Inc. Notes to Consolidated Financial Statements Common Stock Options Issued and Other Equity-Based Awards Issued by the Company 2016 Equit y Incentive Plan In January 2017, the Company adopted the 2016 Equity Incentive Plan (“2016 Plan”). The 2016 Plan provides for the grant of stock-based incentive awards, including common stock options and other forms of stock-based compensation. Any cancelled or forfeited awards under the 2016 Plan become available for future issuances. As of December 31, 2025 , no shares were reserved for future issuance under the 2016 Plan. 2025 Stock Option and Incentive Plan In August 2025, the Company adopted the 2025 Stock Option and Incentive Plan (“2025 Plan”). The 2025 Plan provides for the grant of equity and equity-based incentive awards, such as stock options and other forms of stock-based compensation, to officers, employees, directors, and consultants. Any cancelled or forfeited awards under the 2025 Plan become available for future issuances. As of December 31, 2025 , 459,417 shares were available for future grants under the 2025 Plan. 2025 Employee Stock Purchase Plan In August 2025, the Company adopted the 2025 Employee Stock Purchase Plan (“ESPP”). Under the ESPP, eligible employees may purchase shares of the Company's common stock through payroll deductions at a price equal to 85 % of the fair market value of the common stock on the offering date or the exercise date, whichever is less. As of December 31, 2025, 895,607 shares were available for future grants under the ESPP, and no offering periods had started. 2025 Inducement Plan In October 2025, the Company adopted the 2025 Inducement Plan (“2025 Inducement Plan”) to be used for grants of equity-based awards to individuals who were not previously its employees or directors as an inducement for entry into employment. Any cancelled or forfeited awards under the 2025 Inducement Plan become available for future issuances. As of December 31, 2025, 1,046,940 shares were available for future grants under the Inducement Plan. Outstanding C ommon Stock Options The Company had the following common stock options outstanding: Number of Options Weighted-Average Exercise Price Weighted-Average Remaining Contractual Term (Years) Aggregate Intrinsic Value (In thousands) Outstanding as of December 31, 2024 3,641,671 $ 4.24 9.5 $ 3,437 Granted 5,751,509 9.90 Exercised ( 10,338 ) 4.39 Forfeited and cancelled ( 347,344 ) 5.54 Outstanding as of December 31, 2025 9,035,498 $ 7.79 9.0 $ 42,771 Exercisable as of December 31, 2025 1,680,981 $ 5.25 8.0 $ 12,228 The aggregate intrinsic value in the above table is calculated as the difference between the estimated fair value of the Company’s common stock and the exercise price of the underlying stock options as of each reporting date. As of December 31, 2025 , a total of 1,730,153 common stock options included provisions for accelerated vesting in connection with a qualified change in control of the Company. These instruments included 1,507,214 options, with vesting if the grantee is terminated without cause, as defined in the 2016 Plan, or for good reason, as defined in the grant terms, within 12 months following such a transaction. The remaining 222,939 options vest immediately upon the occurrence of a qualified change in control, excluding events such as an initial public 139 Table of Contents BridgeBio Oncology Therapeutics, Inc. Notes to Consolidated Financial Statements offering or other bona fide financing transactions. The closing of the de-SPAC Transaction described in Note 1 did not constitute a qualified change in control event under these definitions. The weighted-average grant-date fair value of common stock options granted during the year ended December 31, 2025 was $ 6.70 per share. The weighted-average grant-date fair value of common stock options vested and forfeited during the year ended December 31, 2025 was $ 3.38 per share and $ 3.69 per share, respectively. As of December 31, 2025, there was $ 41.2 million of unrecognized stock-based compensation related to unvested common stock options, which is expected to be recognized over a weighted- average period of 3.3 years. The weighted-average grant-date fair value of common stock options granted during the year ended December 31, 2024 was $ 2.81 per share. The weighted-average grant-date fair value of common stock options vested and forfeited during the year ended December 31, 2024 was, in each case, $ 2.70 per share. The fair value of stock options gran ted during the years ended December 31, 2025 and 2024 was estimated at the grant date using the Black-Scholes option pricing model based on the following assumptions: Year ended December 31, 2025 2024 Expected term, years 5.66 - 6.08 6.02 - 6.08 Expected volatility 71.3 % - 74.1 % 70.2 % - 70.9 % Expected dividends — — Risk-free interest rate 3.7 % - 3.8 % 3.6 % - 4.5 % Performance-Based Miles tone Awards of the Company In May 2024, the Company granted a performance award of $ 1.1 million to an executive. This award could be settled in the form of cash or equity at the Company’s sole discretion, and the associated amount is classified as stock-based compensation within research and development expenses. The underlying milestone was achieved, and this award was settled in cash during the year ended December 31, 2024. No performance milestone awards that may be settled in the Company’s shares or related liabilities were outstanding during the year ended December 31, 2025. Equity Awards Iss ued by BridgeBio Pharma Prior to April 30, 2024, the Company operated as part of BridgeBio Pharma, and certain non-employees received restricted stock units of BridgeBio Pharma as compensation for research and development services related to the Company’s operations. The Company recognized the grant date fair value of these awards as expenses over the applicable vesting term, with a corresponding credit to related party liability. The Company subsequently reimbursed BridgeBio Pharma for these charges through the conversion of these amounts into shares of Series A redeemable convertible preferred stock. Amounts Recognized under t he Carve-Out Methodology The amounts recognized under the carve-out methodology represent allocated stock-based compensation for certain management and administrative services provided by BridgeBio Pharma (Note 13). 11. Inco me Taxes The Company accounts for income taxes in accordance with authoritative guidance, which requires the use of the asset and liability method. Under this method, deferred income tax assets and liabilities are determined based upon the difference between the consolidated financial statement carrying amounts and the tax basis of assets and liabilities and are measured using the enacted tax rate expected to apply to taxable income in the years in which the differences are expected to be reversed. The Company’s net losses for the years ended December 31, 2025 and 2024 have been derived in the United States. No current or deferred income taxes were recorded, and n o material income tax payments were made during the years ended December 31, 2025 and 2024. 140 Table of Contents BridgeBio Oncology Therapeutics, Inc. Notes to Consolidated Financial Statements The following table presents a reconciliation of the statutory federal rate and our effective tax rate (in thousands, except percentages): Year Ended December 31, 2025 Year Ended December 31, 2024 Amounts Percentages Amounts Percentages Income tax benefit at statutory rate $ ( 28,149 ) 21.0 % $ ( 15,598 ) 21.0 % Changes in valuation allowance 29,126 ( 21.7 )% 13,748 ( 18.5 )% Tax credits ( 2,499 ) 1.9 % ( 2,777 ) 3.7 % Change in unrecognized tax benefits 625 ( 0.5 )% 694 ( 0.9 )% Nontaxable and nondeductible items 1,181 ( 0.9 )% 136 ( 0.2 )% Initiation of standalone operations — — 3,797 ( 5.1 )% Other adjustments ( 284 ) 0.2 % — — Income tax benefit at effective rate $ — — % $ — — % Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. The following table presents the significant components of the Company’s deferred tax assets and liabilities for the periods presented (in thousands) : December 31, December 31, 2025 2024 Deferred tax assets: Net operating loss carryforwards $ 42,732 $ 13,699 Property and equipment 49 — Accruals and reserves 1,525 557 Amortization of intangibles not recognized under GAAP 2,515 1,081 Stock-based compensation 1,509 274 Capitalized research and experimental expenditures 32,237 25,641 Tax credits 6,490 3,939 Other 825 — Gross deferred tax assets 87,882 45,19 1 Valuation allowance ( 87,182 ) ( 45,180 ) Deferred tax assets, net of valuation allowance 700 11 Deferred tax liabilities: Property and equipment — ( 11 ) Other ( 700 ) — Deferred tax liabilities ( 700 ) ( 11 ) Net deferred tax assets $ — $ — As of December 31, 2025, the Company has federal net operating loss carryforwards of approximately $ 148.8 million, to reduce future taxable income. The federal net operating losses generated prior to 2018 amounting to $ 4.9 million will begin to expire in 2036 , losses generated after 2018 amounting to $ 143.9 million will carry over indefinitely and would be subject to an 80% taxable income limitation in the year utilized. As of December 31, 2025, the Company has state net operating loss carryforwards of approximately $ 129.8 million, to reduce future taxable income. State net operating losses will generally begin to expire in 2036 . As of December 31, 2025, the Company has federal research and development credit carryforwards of approximately $ 6.7 million, to offset future tax liability. The credit carryforwards will begin to expire in 2039 . As of December 31, 2025, the Company has state research and development credit carryforwards of approximately $ 1.9 million, to offset future tax liability. The credit carryforwards are not subject to expiration. A valuation allowance is provided for deferred tax assets where the recoverability of the assets is uncertain. The determination to provide a valuation allowance is dependent upon the assessment of whether it is more likely than not that sufficient future taxable income will be generated to utilize the deferred tax assets. Based on the weight of the available evidence, which includes the Company’s historical operating losses and forecast of future losses, the Company provided a full valuation allowance against the Company’s deferred tax assets resulting from the tax loss and credits carried forward. 141 Table of Contents BridgeBio Oncology Therapeutics, Inc. Notes to Consolidated Financial Statements Utilization of the Company’s net operating loss and credit carryforwards may be subject to a substantial annual limitation due to an ownership change limitations as provided by Section 382 of the Internal Revenue Code of 1986, as amended, and similar state provisions. The annual limitation may result in the expiration of net operating losses and credits before utilization. In the event that the Company had a change of ownership, utilization of the net operating loss and tax credit carryforwards may be restricted. A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows (in thousands): Year Ended December 31, 2025 2024 Beginning balance at December 31, 2024 $ 1,313 $ 442 Reductions of prior year positions ( 4 ) ( 13 ) Additions based on tax positions related to current year 855 884 Ending balance at December 31, 2025 $ 2,164 $ 1,313 As of December 31, 2025 and 2024 , the Company has no t recorded interest and penalties associated with its unrecognized tax benefits. If recognized, the unrecognized gross tax benefits would not reduce the annual effective tax rate because the Company has recorded a valuation allowance on its deferred tax assets. The Company currently has no federal or state tax examinations in progress, and all years are open for examination by federal and state authorities due to the losses carrying over. 12. Net Loss Per Share A ttributable to Common Stockholders The following common stock equivalents were excluded from the computation of diluted net loss per share as their impact would have been anti-dilutive: As of December 31, 2025 2024 Common stock options issued and outstanding 9,035,498 3,641,671 Redeemable convertible preferred stock on an as-converted into common stock basis — 36,386,702 Shares issuable under the participation right — 2,509,446 Total 9,035,498 42,537,819 13. Related Party Transactions Redeemable Conve rtible Preferred Stock All shares of the Series Seed redeemable convertible preferred stock and Series A redeemable convertible preferred stock were issued to BridgeBio Pharma and became common stock of the Company upon the Closing of the de-SPAC Transaction. Common Stock Issued to BridgeBio Pharma In August 2025, the Company executed an amendment to the transition services agreement with BridgeBio Pharma (“TSA Amendment”). Under the TSA Amendment, BBOT agreed to issue 784,720 shares of the Company’s common stock to BridgeBio Pharma by October 31, 2025 (“TSA Shares”) as a one-time charge related to the Closing of the de-SPAC Transaction. The promise to issue the TSA Shares represented a nonreciprocal transfer since the Company did not receive a commensurate value in exchange for the TSA Shares and was treated as a non-pro-rata distribution to a related party. During the year ended December 31, 2025, the Company recorded $ 7.8 million, included in general and administrative expenses in the consolidated statements of operations using the closing price of its common stock as of the TSA Amendment date. The promise to issue the TSA Shares was concluded to be equity-classified, and the corresponding credit was recorded to additional paid-in capital. The TSA Shares were issued and became outstanding in October 2025. Under the TSA Amendment, the issuance of the TSA Shares was not contingent on any condition other than the passage of time, and these shares are treated as outstanding for basic and diluted net loss per share calculation purposes from the TSA Amendment date. 142 Table of Contents BridgeBio Oncology Therapeutics, Inc. Notes to Consolidated Financial Statements Collaborative Arrangement with Related Party In July 2025, the Company executed a research and collaboration agreement (“RCA”) with a related party (“RCA Party”) to grant a license over its intellectual property with respect to the new indication being developed by the RCA Party (“RCA License”) and perform certain research and development activities (“RCA Service”) intended to achieve an acceptance of an investigational new drug application that will be owned and further developed by the RCA Party. During the year ended December 31, 2025, the Company recognized $ 0.6 million in connection with the RCA, which is included as a reduction to research and development expenses in the consolidated statements of operations. Related Party In come and Expenses During the year ended December 31, 2025, the Company recognized $ 0.8 million in research and development expenses and $ 8.4 million in general and administrative expenses for the services provided by BridgeBio Pharma under the transition services agreement and related amendments. General and administrative expenses for the year ended December 31, 2025 include the grant date fair value of the TSA Shares issued to BridgeBio Pharma of $ 7.8 million . During the year ended December 31, 2024, the Company recognized $ 8.9 million in research and development expenses and $ 2.8 million in general and administrative expenses for the services provided by BridgeBio Pharma. During the year ended December 31, 2024, the Company recognized $ 0.8 million in income from services rendered to BridgeBio Pharma under the transition services agreement executed after the Series B financing to facilitate the Company’s transition to standalone operations. No such related party income from transition services agreements was recognized during the year ended December 31, 2025. Allocated Ope rating Expenses Prior to April 30, 2024, the Company operated as part of BridgeBio Pharma. Costs and expenses directly attributable to the Company’s operations were recorded in the Company’s ledger with a corresponding liability, based on their nature. The Company also utilized certain general and administrative functions of BridgeBio Pharma that were not recorded in its ledger. These general and administrative expenses represent the costs of doing business that would have been incurred if the Company were to operate on a standalone basis. These general and administrative expenses were recorded in these consolidated financial statements using the carve-out operating expense allocation methodology. The allocation process used a percentage of the operating expenses incurred by the Company in each period compared to the total operating expenses incurred by all BridgeBio Pharma entities. This percentage was then applied to the applicable general and administrative expenses incurred by BridgeBio Pharma to calculate the amounts attributable to the Company’s operations. The Company is not contractually required to reimburse BridgeBio Pharma or its controlled entities for the allocated operating expenses, including stock-based compensation. As such, the allocated operating expenses are presented as a deemed contribution from BridgeBio Pharma to the Company and were credited to additional paid-in capital. The corresponding amounts are presented as constructive cash inflows from financing activities in the consolidated statements of cash flows. For the year ended December 31, 2024, the allocated general and administrative expenses calculated using the carve-out methodology included $ 1.1 million for other administrative expenses and $ 0.9 million for stock-based compensation. These allocated expenses were recorded only through April 30, 2024 . 143 Table of Contents Item 9. Changes in and Disagree ments With Accountants on Accounting and Financial Disclosure None. Item 9A. Co ntrols and Procedures Evaluation of Disclosure Controls and Procedures We maintain disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) that are designed to ensure that information required to be disclosed in our reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported within the time period specified in the SEC’s rules and forms, and that such information is accumulated and communicated to management, including our Chief Executive Officer (principal executive officer) and Chief Financial Officer (principal financial officer), as appropriate, to allow timely decisions regarding required disclosure. Management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objective and management necessarily applies its judgment in evaluating the cost-benefit relationship of possible controls and procedures. Our management carried out an evaluation, under the supervision and with the participation of our Chief Executive Officer and Chief Financial Officer, of the effectiveness of our disclosure controls and procedures, as defined in Rules 13a–15(e) and 15d–15(e) of the Exchange Act, as of December 31, 2025. Based on the evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures were effective at the reasonable assurance level as of December 31, 2025. Management’s Report on Internal Controls Over Financial Reporting Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Rule 13a-15(f) under the Exchange Act. Our internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of our financial statements for external reporting purposes in accordance with generally accepted accounting principles. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, assessed the effectiveness of our internal control over financial reporting as of December 31, 2025. In making this assessment, our management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control — Integrated Framework (2013). Based on our evaluation under the COSO framework, we believe that our internal controls over financial reporting were effective as of December 31, 2025. Attestation Report of the Registered Public Accounting Firm Our independent registered accounting firm is not required to opine on the effectiveness of our internal control over financial reporting pursuant to Section 404 of Sarbanes-Oxley Act of 2002 until we are no longer either an “emerging growth company” as defined in the JOBS Act or a smaller reporting company as defined by Rule 12b-2 of the Exchange Act that does not otherwise also qualify as an “accelerated filer” or “large accelerated filer” for SEC reporting purposes. Changes in Internal Control over Financial Reporting Except for the changes to remediate the previous material weakness described below, there have been no changes in our internal control over financial reporting identified in connection with the evaluation required by Rule 13a-15(d) and 15d-15(d) of the Exchange Act that occurred during the quarter ended December 31, 2025 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting. 144 Table of Contents Material Weakness Remediation As previously reported, management identified a material weakness in BBOT’s internal control over financial reporting for the years ended December 31, 2024 and 2023, related to BBOT not having sufficient full-time accounting personnel, (i) to enable appropriate reviews over the financial close and reporting process, (ii) to allow for an appropriate segregation of duties, (iii) to perform an effective risk assessment process, and (iv) with the requisite experience and technical accounting knowledge to identify, review and resolve complex accounting issues under U.S. GAAP. In order to remediate the material weakness, management implemented measures to ensure that control deficiencies contributing to the material weakness were remediated, such that these controls were designed, implemented and operating effectively. The remediation actions included: • Hired additional accounting personnel to ensure segregation of duties and appropriate review over the financial close and reporting process, • Engaged third-party consultants and specialists, as needed, for complex accounting issues, • Developed enhanced risk assessment procedures to identify and address financial reporting risks, • Revised and implemented new controls, including updating documentation, • Provided training to appropriate personnel relating to the importance and execution of controls, • Engaged internal and external resources to assist with remediation and monitor remediation progress. As a result of these efforts, management determined that the previously identified material weakness was remediated as of December 31, 2025. Item 9B. Other Information During the fourth quarter ended December 31, 2025, none of our directors or officers (as defined in Rule 16a-1(f) of the Exchange Act) adopted or terminated any contract, instruction or written plan for the purchase or sale of our securities intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act or any “non-Rule 10b5-1 trading arrangement” (as defined in Item 408(c) of Regulation S-K). Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections Not applicable. 145 Table of Contents PART III Item 10. Directors, Execut ive Officers and Corporate Governance. Except as set forth below, the information required by this Item is incorporated by reference from our definitive proxy statement for our 2026 Annual Meeting of Stockholders to be filed with the SEC within 120 days after the end of our fiscal year ended December 31, 2025. We have adopted a written code of business conduct and ethics that applies to our directors, officers and employees, including our principal executive officer, principal financial officer, principal accounting officer, controller or persons performing similar functions. A current copy of the code is posted on the Corporate Governance section of our website, located at https://investors.bbotx.com/corporate-governance/documents-charters . If we make any substantive amendments to, or grant any waivers from, the code of business conduct and ethics for our principal executive officer, principal financial officer, principal accounting officer, controller or persons performing similar functions, or any officer or director, we will disclose the nature of such amendment or waiver on our website or in a current report on Form 8-K. Item 11. Exec utive Compensation. The information required by this Item is incorporated by reference from our definitive proxy statement for our 2026 Annual Meeting of Stockholders to be filed with the SEC within 120 days after the end of our fiscal year ended December 31, 2025, except as to information disclosed therein pursuant to Item 402(v) of Regulation S-K relating to pay versus performance. Item 12. Security O wnership of Certain Beneficial Owners and Management and Related Stockholder Matters. The information required by this Item is incorporated by reference from our definitive proxy statement for our 2026 Annual Meeting of Stockholders to be filed with the SEC within 120 days after the end of our fiscal year ended December 31, 2025. Item 13. Certain R elationships and Related Transactions, and Director Independence. The information required by this Item is incorporated by reference from our definitive proxy statement for our 2026 Annual Meeting of Stockholders to be filed with the SEC within 120 days after the end of our fiscal year ended December 31, 2025. Item 14. Princ ipal Accounting Fees and Services. Our independent public accounting firm is Deloitte & Touche, LLP , San Francisco, CA , PCAOB Auditor ID 34 . The information required by this Item is incorporated by reference from our definitive proxy statement for our 2026 Annual Meeting of Stockholders to be filed with the SEC within 120 days after the end of our fiscal year ended December 31, 2025. 146 Table of Contents Item 15. Exhibits and Financial Statement Schedules 1. Financial Statements Information in this response to this Item 15 is included in Part II, Item 8 of this Annual Report on Form 10-K. 2. Financial Statement Schedules All schedules are omitted because the required information is shown in the consolidated financial statements or notes thereto. 3. Exhibits The exhibits required by Item 601 of Regulation S-K and Item 15 (b) of this Annual Report on Form 10-K are listed in the Exhibit Index immediately preceding the signature page. The exhibits listed in the Exhibit Index are incorporated by reference herein. Item 16. Form 10-K Summary Not applicable. 147 Table of Contents EXHIBIT INDEX Number Description 2.1 Business Combination Agreement, by and among Helix Acquisition Corp. II, TheRas, Inc. and Helix II Merger Sub, Inc., dated as of February 28, 2025 (incorporated by reference to Annex A in the Registrant’s proxy statement/prospectus filed on July 9, 2025). 2.2 Amendment No. 1 to Business Combination Agreement, by and among Helix Acquisition Corp. II, TheRas, Inc. and Helix Merger Sub, Inc., dated as of June 17, 2025 (incorporated by reference to Annex A in the Registrant’s proxy statement/prospectus filed on July 9, 2025). 3.1 BridgeBio Oncology Therapeutics, Inc. Certificate of Incorporation (incorporated by reference to Exhibit 3.1 the Registrant’s Current Report on Form 8-K filed on August 12, 2025). 3.2 BridgeBio Oncology Therapeutics, Inc. Bylaws (incorporated by reference to Exhibit 3.2 the Registrant’s Current Report on Form 8-K filed on August 12, 2025). 4.1 Specimen Common Stock Certificate of BridgeBio Oncology Therapeutics, Inc. (incorporated by reference to Exhibit 4.1 in the Registrant’s proxy statement/prospectus filed on July 9, 2025). 4.2* Description of Securities. 10.1 Amended and Restated Registration Rights Agreement dated as of August 11, 2025 (incorporated by reference to Exhibit 10.1 the Registrant’s Current Report on Form 8-K filed on August 12, 2025). 10.2 Form of Subscription Agreement, dated February 28, 2025, by and between Helix Acquisition Corp. II and each PIPE Investor (incorporated by reference to Annex E in the Registrant’s proxy statement/prospectus filed on July 9, 2025). 10.3 Lock-Up Agreement, dated as of August 11, 2025, by and between Helix Acquisition Corp. II, Helix Holdings II, LLC, certain investment vehicles of Cormorant Asset Management, LP, certain existing shareholders of the Company, and other persons and entities (incorporated by reference to Exhibit 10.3 the Registrant’s Current Report on Form 8-K filed on August 12, 2025). 10.4# Transition Services Agreement, by and between TheRas, Inc. and BridgeBio Services, Inc., as of April 30, 2024 (incorporated by reference to Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q filed on November 12, 2025). 10.5# Amendment No. 1 to Transition Services Agreement, by and between TheRas, Inc. and BridgeBio Services, Inc., as of August 27, 2024 (incorporated by reference to Exhibit 10.2 to the Registrant’s Quarterly Report on Form 10-Q filed on November 12, 2025). 10.6# Amendment No. 2 to Transition Services Agreement, by and between TheRas, Inc. and BridgeBio Services, Inc., as of October 1, 2024 (incorporated by reference to Exhibit 10.3 to the Registrant’s Quarterly Report on Form 10-Q filed on November 12, 2025). 10.7# Amendment No. 3 to Transition Services Agreement, by and between TheRas, Inc. and BridgeBio Services, Inc., as of January 1, 2025 (incorporated by reference to Exhibit 10.4 to the Registrant’s Quarterly Report on Form 10-Q filed on November 12, 2025). 10.8# Amendment No. 4 to Transition Services Agreement, by and between TheRas, Inc. and BridgeBio Services, Inc., as of April 1, 2025 (incorporated by reference to Exhibit 10.5 to the Registrant’s Quarterly Report on Form 10-Q filed on November 12, 2025). 10.9# Amendment No. 5 to Transition Services Agreement, by and among TheRas, Inc., BridgeBio Services, Inc., BridgeBio Oncology Therapeutics, Inc. and BridgeBio Pharma LLC as of August 11, 2025 (incorporated by reference to Exhibit 10.6 to the Registrant’s Quarterly Report on Form 10-Q filed on November 12, 2025). 10.10# Amendment No. 6 to Transition Services Agreement, by and among TheRas, Inc., BridgeBio Services, Inc., BridgeBio Oncology Therapeutics, Inc. and BridgeBio Pharma LLC as of August 29, 2025 (incorporated by reference to Exhibit 10.7 to the Registrant’s Quarterly Report on Form 10-Q filed on November 12, 2025). 10.11*# Amendment No. 7 to Transition Services Agreement, by and among TheRas, Inc., BridgeBio Services, Inc., BridgeBio Oncology Therapeutics, Inc. and BridgeBio Pharma LLC as of October 1, 2025. 10.12^ Employee Offer Letter, dated April 30, 2024, by and between TheRas, Inc. and Eli Wallace (incorporated by reference to Exhibit 10.12 to the Registrant’s Current Report on Form 8-K filed on August 12, 2025). 10.13^ Amendment to Employee Offer Letter, dated September 30, 2024, by and between TheRas, Inc. and Eli Wallace (incorporated by reference to Exhibit 10.13 to the Registrant’s Current Report on Form 8-K filed on August 12, 2025). 10.14^ Employee Offer Letter, dated April 30, 2024, by and between TheRas, Inc. and Pedro Beltran (incorporated by reference to Exhibit 10.14 to the Registrant’s Current Report on Form 8-K filed on August 12, 2025). 10.15^ Employee Offer Letter, dated August 12, 2024, by and between TheRas, Inc. and Yong Ben (incorporated by reference to Exhibit 10.15 to the Registrant’s Current Report on Form 8-K filed on August 12, 2025). 10.16^ Employment Agreement, dated August 11, 2025, by and between the Registrant and Eli Wallace (incorporated by reference to Exhibit 10.16 to the Registrant’s Current Report on Form 8-K filed on August 12, 2025). 148 Table of Contents 10.17^ Employment Agreement, dated August 11, 2025, by and between the Registrant and Pedro Beltran (incorporated by reference to Exhibit 10.17 to the Registrant’s Current Report on Form 8-K filed on August 12, 2025). 10.18^ Employment Agreement, dated August 11, 2025, by and between the Registrant and Yong Ben (incorporated by reference to Exhibit 10.18 to the Registrant’s Current Report on Form 8-K filed on August 12, 2025). 10.19^ Employment Agreement, dated August 11, 2025, by and between the Registrant and Uneek Mehra (incorporated by reference to Exhibit 10.19 to the Registrant’s Current Report on Form 8-K filed on August 12, 2025). 10.20^ TheRas, Inc. 2016 Equity Incentive Plan and forms of award agreements thereunder (incorporated by reference to Exhibit 10.20 to the Registrant’s Current Report on Form 8-K filed on August 12, 2025). 10.21^ BridgeBio Oncology Therapeutics, Inc. 2025 Stock Option and Incentive Plan and forms of award agreements thereunder (incorporated by reference to Exhibit 10.21 to the Registrant’s Registration Statement on Form S-1 (No. 333-289940) filed on August 29, 2025). 10.22^ BridgeBio Oncology Therapeutics, Inc. 2025 Employee Stock Purchase Plan (incorporated by reference to Exhibit 10.22 to the Registrant’s Current Report on Form 8-K filed on August 12, 2025). 10.23^ BridgeBio Oncology Therapeutics, Inc. Executive Severance Plan (incorporated by reference to Exhibit 10.23 to the Registrant’s Current Report on Form 8-K filed on August 12, 2025). 10.24^ BridgeBio Oncology Therapeutics, Inc. Senior Executive Cash Incentive Bonus Plan (incorporated by reference to Exhibit 10.24 to the Registrant’s Current Report on Form 8-K filed on August 12, 2025). 10.25*^ BridgeBio Oncology Therapeutics, Inc. Amended and Restated Non-Employee Director Compensation Policy. 10.26 Form of Director Indemnification Agreement (incorporated by reference to Exhibit 10.26 to the Registrant’s Current Report on Form 8-K filed on August 12, 2025). 10.27 Form of Officer Indemnification Agreement (incorporated by reference to Exhibit 10.27 to the Registrant’s Current Report on Form 8-K filed on August 12, 2025). 10.28# Stevenson-Wydler (15 USC 3710a) Cooperative Research and Development Agreement, dated as of May 22, 2018, by and between Lawrence Livermore National Security, LLC (the “LLNS”) and BBOT, as amended by that certain Amendment No. 1 to the Cooperative Research and Development Agreement, dated as of December 2, 2019, by and between LLNS and BBOT, as further amended by that certain Amendment No. 2 to the Cooperative Research and Development Agreement, dated as of May 21, 2021, by and between LLNS and BBOT, as further amended by that certain Amendment No. 3 to the Cooperative Research and Development Agreement, dated as of June 22, 2022, by and between LLNS and BBOT, as further amended by that certain Amendment No. 4 to the Cooperative Research and Development Agreement, dated as of December 21, 2023, by and between LLNS and BBOT, as further amended by that certain Amendment No. 5 to the Cooperative Research and Development Agreement, dated as of May 20, 2025, by and between LLNS and BBOT (incorporated by reference to Exhibit 10.14 in the Registrant’s proxy statement/prospectus filed on July 9, 2025). 10.29# Limited Exclusive Patent License Agreement, dated as of July 7, 2022, by and between BBOT and LLNS (incorporated by reference to Exhibit 10.15 in the Registrant’s proxy statement/prospectus filed on July 9, 2025). 10.30# Limited Exclusive Patent License Agreement, dated as of July 7, 2022, by and between BBOT and LLNS (incorporated by reference to Exhibit 10.16 in the Registrant’s proxy statement/prospectus filed on July 9, 2025). 10.31# Limited Exclusive Patent License Agreement, dated as of December 20, 2024, by and between BBOT and LLNS (incorporated by reference to Exhibit 10.17 in the Registrant’s proxy statement/prospectus filed on July 9, 2025). 10.32# Patent License Agreement, dated as of August 5, 2022, by and between BBOT and The Frederick National Laboratory for Cancer Research, operated by Leidos Biomedical Research, Inc. (incorporated by reference to Exhibit 10.18 in the Registrant’s proxy statement/prospectus filed on July 9, 2025). 10.33# Patent License Agreement, dated as of August 5, 2022, by and between BBOT and The Frederick National Laboratory for Cancer Research, operated by Leidos Biomedical Research, Inc. (incorporated by reference to Exhibit 10.19 in the Registrant’s proxy statement/prospectus filed on July 9, 2025). 10.34# Patent License Agreement, dated as of December 20, 2023, by and between BBOT and The Frederick National Laboratory for Cancer Research, operated by Leidos Biomedical Research, Inc. (incorporated by reference to Exhibit 10.20 in the Registrant’s proxy statement/prospectus filed on July 9, 2025). 149 Table of Contents 10.35# Cooperative Research and Development Agreement (“Agreement”), dated March 3, 2017, between Frederick National Laboratory for Cancer Research (FNLCR) Operated by Leidos Biomedical Research, Inc. (“Leidos”) and BBOT, as amended by Amendment No. 1 to Agreement dated January 19, 2018, by and between Leidos and BBOT, as further amended by Amendment No. 2 to Agreement dated January 2, 2019, by and between Leidos and BBOT, as further amended by Amendment No. 3 to Agreement dated November 14, 2019, by and between Leidos and BBOT, as further amended by Amendment No. 4 to Agreement dated January 13, 2020, by and between Leidos and BBOT, as further amended by Amendment No. 5 to Agreement dated September 22, 2021, by and between Leidos and BBOT, as further amended by Amendment No. 6 to Agreement dated March 27, 2023, by and between Leidos and BBOT, as further amended by Amendment No. 7 to Agreement dated August 20, 2024, by and between Leidos and BBOT (incorporated by reference to Exhibit 10.21 in the Registrant’s proxy statement/prospectus filed on July 9, 2025), as further amended by Amendment No. 8 to Agreement dated September 2, 2025, by and between Leidos and BBOT, as further amended by Amendment No. 9 to Agreement dated December 3, 2025, by and between Leidos and BBOT. 10.36*# Amendment No. 1 to Patent License Agreement for PI3Kα Breakers, by and between TheRas, Inc. and Lawrence Livermore National Security, LLC, as of November 18, 2025 10.37*# Amendment No. 1 to Patent License Agreement for PAN-Kras Inhibitors, by and between TheRas, Inc. and Lawrence Livermore National Security, LLC, as of November 18, 2025 10.38*# Amendment No. 1 to Patent License Agreement for KRAS G12C Inhibitors, by and between TheRas, Inc. and Lawrence Livermore National Security, LLC, as of November 18, 2025 10.39*# Amendment No. 1 to Patent License Agreement – Exclusive License Number 0401, by and between TheRas, Inc. and Leidos, dated as of December 23, 2025. 10.40*# Amendment No. 1 to Patent License Agreement – Exclusive License Number 0421, by and between TheRas, Inc. and Leidos, dated as of December 23, 2025. 10.41*# Amendment No. 1 to Patent License Agreement – Exclusive License Number 0486, by and between TheRas, Inc. and Leidos, dated as of December 23, 2025. 14.1* Code of Business Conduct and Ethics. 19.1* Insider Trading Policy. 21.1 Subsidiaries of the Registrant (incorporated by reference to Exhibit 21.1 to the Registrant’s Current Report on Form 8-K filed on August 12, 2025). 23.1* Consent of Deloitte & Touche, LLP as an independent registered public accounting firm. 24.1* Power of Attorney (included on signature page to this Annual Report). 31.1* Certification of Principal Executive Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. 31.2* Certification of Principal Financial Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. 32.1+* Certification of Principal Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. 32.2+* Certification of Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. 97.1* Compensation Recovery Policy. 101.INS Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because XBRL tags are embedded within the Inline XBRL document. 101.SCH Inline XBRL Taxonomy Extension Schema With Embedded Linkbase Documents 104 Cover Page Interactive Data File (embedded within the Inline XBRL document and contained in Exhibit 101) * Filed herewith. # Portions of this exhibit have been omitted because they are both (i) not material and (ii) the type of information that the registrant treats as private or confidential. † Certain schedules and exhibits have been omitted pursuant to Item 601(b)(2) of Regulation S-K. The registrant agrees to furnish supplementally a copy of any omitted schedule or exhibit to the Commission upon request. ^ Indicates management contract or compensatory plan. + This certification will not be deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liability of that section. Such certification will not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except to the extent specifically incorporated by reference into such filing. 150 Table of Contents SIG NATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this Annual Report to be signed on its behalf by the undersigned, thereunto duly authorized. BRIDGEBIO ONCOLOGY THERAPEUTICS, INC. Date: March 5, 2026 By: /s/ Eli Wallace Eli Wallace Chief Executive Officer Date: March 5, 2026 By: /s/ Uneek Mehra Uneek Mehra Chief Financial Officer Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. POWER OF ATTORNEY AND SIGNATURES KNOW ALL BY THESE PRESENT, that each individual whose signature appears below hereby constitutes and appoints each of Eli Wallace and Uneek Mehra, as such person’s true and lawful attorney-in-fact and agent with full power of substitution and resubstitution, for such person in such person’s name, place and stead, in any and all capacities, to sign any and all amendments (including post-effective amendments) to this Form 10-K, and to file the same, with all exhibits thereto, and all documents in connection therewith, with the Commission granting unto each said attorney-in-fact and agent full power and authority to do and perform each and every act and thing requisite and necessary to be done in and about the premises, as fully to all intents and purposes as such person might or could do in person, hereby ratifying and confirming all that any said attorney-in-fact and agent, or any substitute or substitutes of any of them, may lawfully do or cause to be done by virtue hereof. Pursuant to the requirements of the Securities Act, this Registration Statement has been signed by the following person in the capacities and on the date indicated. NAME TITLE DATE /s/ Eli Wallace Chief Executive Officer and Director March 5, 2026 /s/ Uneek Mehra Chief Financial Officer March 5, 2026 /s/ Jake Bauer Director March 5, 2026 /s/ Bihua Chen Director March 5, 2026 /s/ Michelle Doig Director March 5, 2026 /s/ Raymond Kelleher Director March 5, 2026 /s/ Neil Kumar Director March 5, 2026 /s/ Frank P. McCormick Director March 5, 2026 /s/ Praveen Tipirneni Director March 5, 2026 151