What changed in this filing

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Item 1. Financial Statements

2025-08-07 compared with 2025-05-06 · 117 added, 86 removed, 331 unchanged (38% of the section changed)

9 unchanged sentences

Operating lease right-of-use asset, net

Liabilities and Stockholders’ Equity

Liabilities and Stockholders’ Equity (Deficit)

Current liabilities:

2 unchanged sentences

Total current liabilities

Operating lease liabilities, less current portion

Liability to licensor

2 unchanged sentences

Commitments and contingencies (Note 6)

Stockholders’ equity:

Stockholders’ equity (deficit):

Preferred stock, $ 0.0001 par value;

200,000,000 shares authorized at March 31, 2025

200,000,000 shares authorized at June 30, 2025

and December 31, 2024;

0 shares issued and outstanding at March 31, 2025

0 shares issued and outstanding at June 30, 2025

and December 31, 2024

1 unchanged sentence

350,000,000 shares authorized at

March 31, 2025 and December 31, 2024;

June 30, 2025 and December 31, 2024;

58,721,588 and 58,099,164

shares issued and outstanding at March 31, 2025 and December 31, 2024

shares issued and outstanding at June 30, 2025 and December 31, 2024

Class B common stock, $ 0.0001 par value;

15,368,569 shares authorized at

March 31, 2025 and December 31, 2024;

June 30, 2025 and December 31, 2024;

0 shares issued and outstanding at

March 31, 2025 and December 31, 2024

June 30, 2025 and December 31, 2024

Additional paid-in capital

Accumulated deficit

Total stockholders’ equity

Total liabilities and stockholders’ equity

Total stockholders’ equity (deficit)

Total liabilities and stockholders’ equity (deficit)

See accompanying notes.

2 unchanged sentences

(in thousands, except share and per share amounts)

Three Months Ended March 31,

Three Months Ended June 30,

Six Months Ended June 30,

Operating expenses:

3 unchanged sentences

Loss from operations

Other income:

Other income (loss):

Interest income

Gain on warrant liability

Total other income

Gain (loss) on warrant liability

Total other income (loss)

Net loss and comprehensive loss

3 unchanged sentences

BioAtla, Inc.

Unaudited Condensed Statements of Stockholders’ Equity

Unaudited Condensed Statements of Stockholders’ Equity (Deficit)

(in thousands, except share amounts)

Three Months Ended March 31, 2025

Three Months Ended June 30, 2025

Stockholders’

Balance at December 31, 2024

Equity (Deficit)

Balance at March 31, 2025

Stock-based compensation expense

Issuance of common stock under equity incentive plans, net of shares withheld for taxes

Issuance of common stock for Employee Stock Purchase Plan

Taxes related to net share settlement of equity awards

Balance at June 30, 2025

Three Months Ended June 30, 2024

Stockholders’

Equity (Deficit)

Balance at March 31, 2024

Three Months Ended March 31, 2024

Stock-based compensation expense

Issuance of common stock under equity incentive plans, net of shares withheld for taxes

Issuance of common stock for Employee Stock Purchase Plan

Taxes related to net share settlement of equity awards

Balance at June 30, 2024

See accompanying notes.

BioAtla, Inc.

Unaudited Condensed Statements of Stockholders’ Equity (Deficit)

(in thousands, except share amounts)

Six Months Ended June 30, 2025

Stockholders’

Equity (Deficit)

Balance at December 31, 2024

3 unchanged sentences

Taxes related to net share settlement of equity awards

Balance at March 31, 2024

Balance at June 30, 2025

Six Months Ended June 30, 2024

Stockholders’

Equity (Deficit)

Balance at December 31, 2023

Stock-based compensation expense

Issuance of common stock under equity incentive plans, net of shares withheld for taxes

Issuance of common stock for Employee Stock Purchase Plan

Taxes related to net share settlement of equity awards

Balance at June 30, 2024

See accompanying notes.

2 unchanged sentences

(in thousands)

Three Months Ended March 31,

Six Months Ended June 30,

Cash flows from operating activities

8 unchanged sentences

Net cash used in operating activities

Cash flows from investing activities

Purchases of property and equipment

Net cash used in investing activities

Cash flows from financing activities

Payment of financing costs

Proceeds from issuance of common stock under Employee Stock Purchase Plan

Payments for taxes related to net settlement of equity awards

Net cash used in financing activities

Net cash provided by (used in) financing activities

Net decrease in cash and cash equivalents

2 unchanged sentences

Supplemental disclosure of non-cash investing and financing activities

Accrued severance included in accounts payable and accrued expenses

Unpaid deferred financing costs

Increase in right-of-use assets and operating lease liabilities resulting from contract modification

Tax related to net settlement of equity awards included in accounts payable and

13 unchanged sentences

Basis of Presentation

The unaudited condensed financial statements as of March 31, 2025, and for the three months ended March 31, 2025 and 2024, have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission (“SEC”), and with accounting principles generally accepted in the United States (“GAAP”) applicable to interim financial statements.

The unaudited condensed financial statements as of June 30, 2025, and for the three and six months ended June 30, 2025 and 2024, have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission (“SEC”), and with accounting principles generally accepted in the United States (“GAAP”) applicable to interim financial statements.

These unaudited condensed financial statements have been prepared on the same basis as the audited financial statements and include all adjustments, consisting of only normal recurring accruals, which in the opinion of management are necessary to present fairly the Company’s financial position as of the interim date and results of operations for the interim periods presented.

3 unchanged sentences

The Company has incurred cumulative operating losses and negative cash flows from operations since its inception and expects to continue to incur significant expenses and operating losses for the foreseeable future as it continues development of its product candidates.

As of March 31, 2025, the Company had an accumulated deficit of $ 501.4 million .

As of June 30, 2025, the Company had an accumulated deficit of $ 520.1 million .

The Company plans to continue to fund its losses from operations and capital funding needs through public or private equity or debt financings, or other sources.

1 unchanged sentence

Any of these actions could materially harm the Company’s business, results of operations and future prospects.

In January 2023, the Company entered into an Open Market Sale Agreement (the “Sales Agreement”) with Jefferies LLC pursuant to which the Company may, from time to time at its sole discretion, sell shares of the Company’s common stock, with aggregate gross sales proceeds of up to $ 100.0 million, pursuant to the Company’s then-effective shelf registration statement on Form S-3 (File No.

333-262528) which expired in February 2025.

The Company has not sold any shares of its common stock under the Sales Agreement as of March 31, 2025.

Management is required to perform a two-step analysis of the Company’s ability to continue as a going concern.

7 unchanged sentences

The most significant estimates in the Company’s financial statements relate to revenue recognition, accruals for research and development costs, and equity-based compensation.

These estimates and assumptions are based on current facts, historical experience and various other factors believed to be reasonable under the circumstances, the results of which

form the basis for making judgments about the carrying values of assets and liabilities and the recording of revenue and expenses that are not readily apparent from other sources.

These estimates and assumptions are based on current facts, historical experience and various other factors believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the recording of revenue and expenses that are not readily apparent from other sources.

Actual results may differ materially and adversely from these estimates.

34 unchanged sentences

Diluted net loss per share is computed by dividing the net loss by the weighted-average number of common shares and dilutive common stock equivalents outstanding for the period determined using the treasury-stock method.

Dilutive common stock equivalents are comprised of RSUs, common stock options outstanding under the Company’s stock option plan, and contingently issuable shares under the BioAtla, Inc.

Dilutive common stock equivalents are comprised of common stock warrants, RSUs, common stock options outstanding under the Company’s stock option plan, and contingently issuable shares under the BioAtla, Inc.

Employee Stock Purchase Plan (the “ESPP”).

Potentially dilutive securities not included in the calculation of diluted net loss per common share because to do so would be anti-dilutive are as follows (in common stock equivalents):

As of March 31,

As of June 30,

Common stock warrants

2 unchanged sentences

Recent Accounting Pronouncements

There were no new accounting standards that had a material impact on the Company’s financial statements during the three months ended March 31, 2025.

In November 2023, the Financial Accounting Standards Board (FASB) issued Accounting Standard Update (“ASU”) No.

2023 07, “Segment Reporting (Topic 280) - Improvements to Reportable Segment Disclosures,” which is intended to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses.

Effective January 1, 2024, the Company adopted the new standard on a retrospective basis for annual periods, and interim periods beginning for the first quarter of 2025.

The Company has included the new disclosures in Note 11 to the financial statements.

In December 2023, the FASB issued ASU No.

There were no new accounting standards that had a material impact on the Company’s financial statements during the six months ended June 30, 2025.

In December 2023, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (“ASU”) No.

2023-09, “Income Taxes (Topic 740):

21 unchanged sentences

Accrued research and development

Accrued severance

Other accrued expenses

Restructuring

In March 2025, the Company implemented a corporate restructuring, which included a reduction in force, designed to improve the Company’s operating model and cost structure to set up the Company for long-term success.

In March 2025, the Company implemented a corporate restructuring, which included a reduction in force, designed to improve the Company’s operating model and cost structure.

In connection with the restructuring, the Company implemented a reduction in workforce of approximately 30 %, which was initiated in the first quarter of 2025.

The Company recorded restructuring costs of $ 0.6 million during the three months ended March 31, 2025, of which $ 0.5 million is included in research and development expense and $ 0.1 million is included in general administrative expense in the condensed statements of operations and comprehensive loss.

The Company recorded restructuring costs of $ 0 and $ 0.6 million, during the three and six months ended June 30, 2025, respectively, of which $ 0.5 million is included in research and development expense and $ 0.1 million is included in general administrative expense for the six months ended June 30, 2025 in the condensed statements of operations and comprehensive loss.

Restructuring costs primarily consisted of employee severance, continuing healthcare benefits and other employee-related costs.

The Company expects these benefits will be substantially paid out during the second quarter of 2025.

These benefits were fully paid out during the second quarter of 2025.

The following table presents the changes in the Company's restructuring liability (in thousands):

3 unchanged sentences

Cash payments

Balance at March 31, 2025

Balance at June 30, 2025

Fair Value Measurements

9 unchanged sentences

When quoted market prices are available in active markets, the fair value of assets and liabilities is estimated within Level 1 of the valuation hierarchy.

If quoted prices are not available, then fair values are estimated by using pricing models, quoted prices of

assets and liabilities with similar characteristics, or discounted cash flows within Level 2 of the valuation hierarchy.

If quoted prices are not available, then fair values are estimated by using pricing models, quoted prices of assets and liabilities with similar characteristics, or discounted cash flows within Level 2 of the valuation hierarchy.

In cases where Level 1 or Level 2 inputs are not available, the fair values are estimated by using inputs within Level 3 of the hierarchy.

4 unchanged sentences

The following tables present information about the Company’s financial assets and liabilities measured at fair value on a recurring basis and indicate the level of the fair value hierarchy utilized to determine such fair values (in thousands):

As of March 31, 2025

As of June 30, 2025

Cash equivalents

4 unchanged sentences

Warrant Liability

As of March 31, 2025, Level 3 liabilities include the warrant liability which resulted from warrants being issued on December 20, 2024 (as further described in Note 7), which did not meet the criteria for equity classification in accordance with ASC Subtopic 815-40, Derivatives and Hedging - Contracts in Entity’s Own Equity (“ASC 815-40”), and are therefore accounted for as liabilities at fair value.

As of June 30, 2025, Level 3 liabilities include the warrant liability which resulted from warrants being issued on December 20, 2024 (as further described in Note 7), which did not meet the criteria for equity classification in accordance with Accounting Standards Codification (“ASC”) Subtopic 815-40, Derivatives and Hedging - Contracts in Entity’s Own Equity (“ASC 815-40”), and are therefore accounted for as liabilities at fair value.

The Company estimates the fair value of its warrants using significant unobservable inputs, which represent Level 3 measurements within the fair value hierarchy.

7 unchanged sentences

Dividend yield

The following table presents the changes in the fair value of Level 3 liabilities for the year ended March 31, 2025 (in thousands):

The following table presents the changes in the fair value of Level 3 liabilities for the year ended June 30, 2025 (in thousands):

Warrant Liability

1 unchanged sentence

Change in fair value of warrant liability

Balance at March 31, 2025

Changes in the fair value of the liability-classified warrants are recognized as a component of other income, net in the statement of operations.

Balance at June 30, 2025

Changes in the fair value of the liability-classified warrants are recognized as a component of other income (loss) in the statement of operations.

No transfers between levels have occurred during the periods presented.

The Company has a single operating lease for its corporate headquarters and laboratory space in San Diego, California.

The lease expires in July 2025 and the Company has an option to extend the term of the lease for an additional five years .

Additionally, the lease includes certain rent abatemen t, rent escalations, tenant improvement allowances and additional charges for common area maintenance and other costs.

In June 2025, the Company entered into an amendment to the lease which reduced the leased space and extended the lease term for the remaining space through November 2030.

Pursuant to the amended lease, the Company also has the option to re-lease the vacated space and also has a one-time option to extend the lease term by an additional three years .

The amended lease includes certain rent abatement, rent escalations, tenant improvement allowances and additional charges for common area maintenance and other costs.

Under the relevant guidance, the Company reassessed the lease classification and remeasured the lease liability as of the effective date of modification and recognized a lease liability and ROU asset of approximately $ 6.0 million on the Company’s condensed balance sheets.

The components of lease expense included in the Company’s condensed statements of operations and comprehensive loss include (in thousands):

Three Months Ended March 31,

Three Months Ended June 30,

Six Months Ended June 30,

Operating lease expense

2 unchanged sentences

Variable lease costs are primarily related to payments made to lessors for common area maintenance, property taxes, insurance, and other operating expenses.

The Company did not have any short-term leases or finance leases for the three months ended March 31, 2025 and 2024.

The Company did not have any short-term leases or finance leases for the three and six months ended June 30, 2025 and 2024.

The weighted average remaining lease term and weighted average discount rate for operating leases were as follows:

As of March 31,

As of June 30,

Weighted average remaining lease term (in years)

1 unchanged sentence

Supplemental cash flow information related to leases under which the Company is the lessee was as follows (amounts in thousands):

Three Months Ended March 31,

Three Months Ended June 30,

Six Months Ended June 30,

Cash paid for amounts included in the measurement of operating leases

Maturities of operating lease liabilities as of March 31, 2025 were as follows (in thousands):

Nine months ending December 31, 2025

Maturities of operating lease liabilities as of June 30, 2025 were as follows (in thousands):

Six months ending December 31, 2025

Total future lease payments

5 unchanged sentences

Stockholders’ Equity

December 2024 Offering and Warrant Issuance

In December 2024, the Company closed on an offering (the “December 2024 Offering”) of 9,679,158 shares of common stock at a price of $ 0.9520 per share with accompanying warrants to purchase up to 9,679,158 shares of common stock, which have an exercise price of $ 1.19 per share (the “Warrants”).

The gross proceeds from the December 2024 Offering were approximately $ 9.2 million, before deducting $ 0.7 million of placement agent fees and other offering expenses payable by the Company.

As discussed in Note 4, the Company recorded a liability at fair value related to the issuance of the Warrants, with changes in fair value each reporting period recognized as a component of other income (loss) in the Company’s unaudited condensed statements of operations and comprehensive loss.

The accompanying Warrants became exercisable on June 20, 2025 and will expire five years from the date of initial exercisability.

There were 9,679,158 Warrants outstanding and exercisable at June 30, 2025.

2020 Equity Incentive Plan

The Company may grant awards of common stock under the 2020 Equity Incentive Plan (the “2020 Plan”) to the Company’s employees, consultants and non-employee directors pursuant to option awards, stock appreciation rights awards, restricted stock awards, restricted stock unit awards, performance stock awards, performance stock unit awards and other stock-based awards.

As of March 31, 2025 and December 31, 2024 , the total number of common shares authorized for issuance under the 2020 Plan was 12,273,892 and 10,735,431 , respective ly.

As of June 30, 2025 and December 31, 2024 , the total number of common shares authorized for issuance under the 2020 Plan was 12,273,892 and 10,735,431 , respective ly.

On January 1st of each year, commencing with the first January 1st following the effective date of the 2020 Plan, the shares authorized for issuance under the 2020 Plan shall be increased by a number of shares equal to the lesser of 4 % of the total number of shares outstanding on the immediately preceding December 31 and such lesser number of shares determined by the Company’s board of directors.

1 unchanged sentence

Awards under the 2020 Plan generally vest at 25 % one year from the vesting commencement date and ratably each month thereafter for a period of 36 months , subject to continuous service.

Stock-based compensation expense for the three months ended March 31, 2025 and 2024 has been reported in the condensed statements of operations and comprehensive loss as follows (in thousands):

Stock-based compensation expense for the three and six months ended June 30, 2025 and 2024 has been reported in the condensed statements of operations and comprehensive loss as follows (in thousands):

Three Months Ended

Six Months Ended

Research and development

1 unchanged sentence

Restricted Stock Units

The following table summarizes RSU activity under the 2020 Plan for the three months ended March 31, 2025:

The following table summarizes RSU activity under the 2020 Plan for the six months ended June 30, 2025:

Weighted - Average

Outstanding at December 31, 2024

Outstanding at March 31, 2025

As of March 31, 2025, total unrecognized stock-based compensation expense for RSUs w as $ 3.2 million, which is expected to be recognized over a remaining weighted-average period of approximately 3.4 years.

Outstanding at June 30, 2025

As of June 30, 2025, total unrecognized stock-based compensation expense for RSUs w as $ 2.8 million, which is expected to be recognized over a remaining weighted-average period of approximately 3.2 years.

Stock Options

The following table summarizes stock option activity under the 2020 Plan for the three months ended March 31, 2025:

The following table summarizes stock option activity under the 2020 Plan for the six months ended June 30, 2025:

Weighted - Average

1 unchanged sentence

Balance at December 31, 2024

Balance at March 31, 2025

Vested and expected to vest at March 31, 2025

Exercisable at March 31, 2025

As of March 31, 2025 , total unrecognized stock-based compensation cost for unvested common stock options was $ 6.4 million, which is expected to be recognized over a remaining weighted-average period of approximately 1.76 years.

There were no stock

options granted during the three months ended March 31, 2025.

The total fair value of options vested during the three months ended March 31, 2025 was $ 1.4 million.

Balance at June 30, 2025

Vested and expected to vest at June 30, 2025

Exercisable at June 30, 2025

As of June 30, 2025 , total unrecognized stock-based compensation cost for unvested common stock options was $ 4.7 million, which is expected to be recognized over a remaining weighted-average period of approximately 1.53 years.

There were no stock options granted during the six months ended June 30, 2025.

The total fair value of options vested during the six months ended June 30, 2025 was $ 2.4 million.

Upon option exercise, the Company issues new shares of its common stock.

1 unchanged sentence

The ESPP permits participants to purchase common stock through payroll deductions of up to 15 % of their eligible compensation.

As of March 31, 2025 and December 31, 2024, a total of 3,035,873 shares and 2,281,600 shares, respectively, of common stock were authorized for issuance under the ESPP.

As of June 30, 2025 and December 31, 2024, a total of 3,035,873 shares and 2,281,600 shares, respectively, of common stock were authorized for issuance under the ESPP.

The number of shares of common stock authorized for issuance will automatically increase on January 1 of each calendar year, from January 1, 2021 through January 1, 2030 by the least of (i) 1.0 % of the total number of common shares of our common stock outstanding on December 31 of the preceding calendar year (calculated on a fully diluted basis), (ii) 929,658 common shares or (iii) a number determined by the Company’s board of directors that is less than (i) and (ii).

The Company did not issue any shares of common stock under the ESPP during the three months ended March 31, 2025 and 2024.

As of March 31, 2025, 2,446,165 shares o f common stock remained available for issuance under the ESPP.

Stock-based compensation expense related to the ESPP for the three months ended March 31, 2025 and 2024 was immaterial.

The Company issued 135,472 and 191,020 shares of common stock under the ESPP during the six months ended June 30, 2025 and 2024, respectively.

As of June 30, 2025, 2,310,693 shares o f common stock remained available for issuance under the ESPP.

Stock-based compensation expense related to the ESPP for the three and six months ended June 30, 2025 and 2024 was immaterial.

Common Stock Reserved for Future Issuance

13 unchanged sentences

As consideration for this amendment, the Company agreed to pay BeiGene mid-single digit royalties on sales worldwide and on a limited basis will share in any upfront and milestone payments received through a sublicense of evalstotug.

The Company reclassified its then remaining $ 19.8 million of deferred revenue as a long-term liability which is expected to settle as licensing payments are made to BeiGene in accordance with the resulting amendment.

The Company reclassified its then remaining $ 19.8 million of deferred revenue as a

long-term liability which is expected to settle as licensing payments are made to BeiGene in accordance with the resulting amendment.

In the event the license is terminated, the liability will be extinguished with no further payment to BeiGene.

The Company did no t recognize any revenue related to the collaboration agreement with BeiGene during the three months ended March 31, 2025 and 2024 .

The Company had a $ 19.8 million Liability to Licensor as of March 31, 2025 and December 31, 2024.

The Company did no t recognize any revenue related to the collaboration agreement with BeiGene during the three and six months ended June 30, 2025 and 2024 .

The Company had a $ 19.8 million liability to licensor as of June 30, 2025 and December 31, 2024.

License Agreement with Context Therapeutics Inc.

10 unchanged sentences

Variable consideration related to royalties will be recognized when the related sales occur.

All variable consideration remains fully constrained as of March 31, 2025.

All variable consideration remains fully constrained as of June 30, 2025.

Further, the Company determined that there were no significant financing components, noncash consideration, or amounts that may be refunded to the customer.

1 unchanged sentence

Additional revenue will be recognized for development milestone payments, the sales milestone payments, and the royalty payments if and when the constraints are resolved.

The Company did no t recognize any revenue related to the Context License Agreement for the three months ended March 31, 2025 and 2024 .

The Company did no t recognize any revenue related to the Context License Agreement for the three and six months ended June 30, 2025 and 2024 .

Related Party Transactions

11 unchanged sentences

The Company is the principal in the Context License Agreement and in the Himalaya Agreement, and will record revenues and expenses on a gross basis given that the Company had full discretion in setting consideration pricing in the Context License Agreement, the Company will be primarily responsible for providing the License, and Himalaya has no obligation to be a part of any of the fulfillment activities.

For the three months ended March 31, 2025 , the Company did not recognize any expense related to the transactions with Himalaya, compared to $ 0.1 million for the three months ended March 31, 2024.

The Company did not have any amounts due to Himalaya as of March 31, 2025 .

For the three and six months ended June 30, 2025 , the Company did not recognize any expense related to the transactions with Himalaya, compared to $ 0.1 million and $ 0.3 million for the three and six months ended June 30, 2024.

The Company did not have any amounts due to Himalaya as of June 30, 2025 .

The Company maintains a defined contribution 401(k) plan available to eligible employees.

11 unchanged sentences

Three Months Ended

Six Months Ended

(in thousands)

15 unchanged sentences

Total general and administrative expenses

Interest and other income

Interest and other income (loss)

Net loss and comprehensive loss

Subsequent Events

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

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

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

The Company is currently assessing the impact of the OBBBA on its financial statements.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements