BioAtla, Inc. 10-Q

Item 1 . Financial Statements. BioAtla, Inc. Condensed Balance Sheets (in thousands, except par value and share amounts) June 30, 2025 December 31, 2024 (unaudited) Assets Current assets: Cash and cash equivalents $ 18,207 $ 49,046 Prepaid expenses and other current assets 2,406 2,186 Total current assets 20,613 51,232 Property and equipment, net 380 678 Operating lease right-of-use asset, net 5,973 512 Other assets 163 — Total assets $ 27,129 $ 52,422 Liabilities and Stockholders’ Equity (Deficit) Current liabilities: Accounts payable and accrued expenses $ 15,795 $ 13,704 Operating lease liabilities 805 836 Total current liabilities 16,600 14,540 Operating lease liabilities, less current portion 5,240 — Liability to licensor 19,806 19,806 Warrant liability 2,228 3,811 Total liabilities 43,874 38,157 Commitments and contingencies (Note 6) Stockholders’ equity (deficit): Preferred stock, $ 0.0001 par value; 200,000,000 shares authorized at June 30, 2025 and December 31, 2024; 0 shares issued and outstanding at June 30, 2025 and December 31, 2024 — — Common stock, $ 0.0001 par value; 350,000,000 shares authorized at June 30, 2025 and December 31, 2024; 58,721,588 and 58,099,164 shares issued and outstanding at June 30, 2025 and December 31, 2024 6 6 Class B common stock, $ 0.0001 par value; 15,368,569 shares authorized at June 30, 2025 and December 31, 2024; 0 shares issued and outstanding at June 30, 2025 and December 31, 2024 — — Additional paid-in capital 503,333 500,298 Accumulated deficit ( 520,084 ) ( 486,039 ) Total stockholders’ equity (deficit) ( 16,745 ) 14,265 Total liabilities and stockholders’ equity (deficit) $ 27,129 $ 52,422 See accompanying notes. 1 BioAtla, Inc. Unaudited Condensed State ments of Operations and Comprehensive Loss (in thousands, except share and per share amounts) Three Months Ended June 30, Six Months Ended June 30, 2025 2024 2025 2024 Operating expenses: Research and development expense $ 13,684 $ 16,198 $ 26,039 $ 35,050 General and administrative expense 4,963 5,774 10,222 11,379 Total operating expenses 18,647 21,972 36,261 46,429 Loss from operations ( 18,647 ) ( 21,972 ) ( 36,261 ) ( 46,429 ) Other income (loss): Interest income 233 900 633 2,123 Gain (loss) on warrant liability ( 297 ) — 1,583 — Total other income (loss) ( 64 ) 900 2,216 2,123 Net loss and comprehensive loss $ ( 18,711 ) $ ( 21,072 ) $ ( 34,045 ) $ ( 44,306 ) Net loss per common share, basic and diluted $ ( 0.32 ) $ ( 0.44 ) $ ( 0.58 ) $ ( 0.92 ) Weighted-average shares of common stock outstanding, basic and diluted 58,504,396 48,214,893 58,377,516 48,151,176 See accompanying notes. 2 BioAtla, Inc. Unaudited Condensed Statements of Stockholders’ Equity (Deficit) (in thousands, except share amounts) Three Months Ended June 30, 2025 Common Stock Additional Paid-in Accumulated Total Stockholders’ Shares Amount Capital Deficit Equity (Deficit) Balance at March 31, 2025 58,401,147 $ 6 $ 501,914 $ ( 501,373 ) $ 547 Stock-based compensation expense — — 1,377 — 1,377 Issuance of common stock under equity incentive plans, net of shares withheld for taxes 184,969 — — — — Issuance of common stock for Employee Stock Purchase Plan 135,472 — 47 — 47 Taxes related to net share settlement of equity awards — — ( 5 ) — ( 5 ) Net loss — — — ( 18,711 ) ( 18,711 ) Balance at June 30, 2025 58,721,588 $ 6 $ 503,333 $ ( 520,084 ) $ ( 16,745 ) Three Months Ended June 30, 2024 Common Stock Additional Paid-in Accumulated Total Stockholders’ Shares Amount Capital Deficit Equity (Deficit) Balance at March 31, 2024 48,106,317 $ 5 $ 489,208 $ ( 439,497 ) $ 49,716 Stock-based compensation expense — — 2,496 — 2,496 Issuance of common stock under equity incentive plans, net of shares withheld for taxes 28,801 — — — — Issuance of common stock for Employee Stock Purchase Plan 191,020 — 244 — 244 Taxes related to net share settlement of equity awards — — ( 14 ) — ( 14 ) Net loss — — — ( 21,072 ) ( 21,072 ) Balance at June 30, 2024 48,326,138 $ 5 $ 491,934 $ ( 460,569 ) $ 31,370 See accompanying notes. 3 BioAtla, Inc. Unaudited Condensed Statements of Stockholders’ Equity (Deficit) (in thousands, except share amounts) Six Months Ended June 30, 2025 Common Stock Additional Paid-in Accumulated Total Stockholders’ Shares Amount Capital Deficit Equity (Deficit) Balance at December 31, 2024 58,099,164 $ 6 $ 500,298 $ ( 486,039 ) $ 14,265 Stock-based compensation expense — — 3,022 — 3,022 Issuance of common stock under equity incentive plans, net of shares withheld for taxes 486,952 — — — — Issuance of common stock for Employee Stock Purchase Plan 135,472 — 47 — 47 Taxes related to net share settlement of equity awards — — ( 34 ) — ( 34 ) Net loss — — — ( 34,045 ) ( 34,045 ) Balance at June 30, 2025 58,721,588 $ 6 $ 503,333 $ ( 520,084 ) $ ( 16,745 ) Six Months Ended June 30, 2024 Common Stock Additional Paid-in Accumulated Total Stockholders’ Shares Amount Capital Deficit Equity (Deficit) Balance at December 31, 2023 48,077,599 $ 5 $ 486,930 $ ( 416,263 ) $ 70,672 Stock-based compensation expense — — 4,796 — 4,796 Issuance of common stock under equity incentive plans, net of shares withheld for taxes 57,519 — — — — Issuance of common stock for Employee Stock Purchase Plan 191,020 — 244 — 244 Taxes related to net share settlement of equity awards — — ( 36 ) — ( 36 ) Net loss — — — ( 44,306 ) ( 44,306 ) Balance at June 30, 2024 48,326,138 $ 5 $ 491,934 $ ( 460,569 ) $ 31,370 See accompanying notes. 4 BioAtla, Inc. Unaudited Condensed Statements of Cash Flows (in thousands) Six Months Ended June 30, 2025 2024 Cash flows from operating activities Net loss $ ( 34,045 ) $ ( 44,306 ) Adjustments to reconcile net loss to net cash used in operating activities: Depreciation and amortization 298 469 Change in fair value of warrant liability ( 1,583 ) — Stock-based compensation 3,022 4,796 Changes in operating assets and liabilities: Prepaid expenses and other assets ( 383 ) 258 Accounts payable and accrued expenses 2,535 ( 10,924 ) Right-of-use assets and lease liabilities, net ( 252 ) ( 314 ) Net cash used in operating activities ( 30,408 ) ( 50,021 ) Cash flows from financing activities Payment of financing costs ( 444 ) — Proceeds from issuance of common stock under Employee Stock Purchase Plan 47 244 Payments for taxes related to net settlement of equity awards ( 34 ) ( 32 ) Net cash provided by (used in) financing activities ( 431 ) 212 Net decrease in cash and cash equivalents ( 30,839 ) ( 49,809 ) Cash and cash equivalents, beginning of period 49,046 111,471 Cash and cash equivalents, end of period $ 18,207 $ 61,662 Supplemental disclosure of non-cash investing and financing activities Increase in right-of-use assets and operating lease liabilities resulting from contract modification $ 5,999 $ — Tax related to net settlement of equity awards included in accounts payable and accrued expenses $ — $ 4 See accompanying notes. 5 BioAtla, Inc. Notes to Unaudited Condensed Financial Statements 1. Organization and Summary of Significant Accounting Policies Organization BioAtla, LLC was formed in Delaware in March 2007 and was converted to a Delaware corporation in July 2020 and renamed BioAtla, Inc. (the “Company”). The Company has a proprietary platform for creating biologics, including its conditionally active biologics (“CAB” or “CABs”). CABs have been designed to be active only under certain conditions found in diseased tissue, while remaining inactive in normal tissue. The Company is currently in clinical development of several CAB drug candidates including: its two lead CAB antibody drug conjugates (“CAB ADC”), mecbotamab vedotin (BA3011), a CAB ADC targeting AXL and ozuriftamab vedotin (BA3021), a CAB ADC targeting ROR2; evalstotug (BA3071), a CAB anti-CTLA-4 antibody; and BA3182 (CAB-EpCAM x CAB-CD3), a CAB bispecific antibody targeting EpCAM. Basis of Presentation 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. Interim results are not necessarily indicative of results for a full year or future periods. These unaudited condensed financial statements should be read in conjunction with the Company’s audited financial statements for the year ended December 31, 2024 , included in its Annual Report on Form 10-K filed with the SEC on March 28, 2025. Liquidity and Going Concern 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 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. If the Company is not able to secure adequate additional funding, the Company may be forced to make reductions in spending, extend payment terms with suppliers, liquidate assets where possible, or suspend or curtail planned programs. Any of these actions could materially harm the Company’s business, results of operations and future prospects. Management is required to perform a two-step analysis of the Company’s ability to continue as a going concern. Management must first evaluate whether there are conditions and events that raise substantial doubt about the Company’s ability to continue as a going concern (Step 1). If management concludes that substantial doubt is raised, management is also required to consider whether its plans alleviate that doubt (Step 2). Management’s assessment concluded that there is substantial doubt about the Company’s ability to continue as a going concern for a period of at least one year from the issuance date of these financial statements. The Company has prepared its financial statements on a going concern basis, which assumes that the Company will realize its assets and satisfy its liabilities in the normal course of business. The accompanying financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classifications of liabilities that may result from the outcome of the uncertainty concerning the Company’s ability to continue as a going concern. Use of Estimates The preparation of the Company’s financial statements requires it to make estimates and assumptions that impact the reported amounts of assets, liabilities, revenues and expenses and the disclosure of contingent assets and liabilities in the Company’s condensed financial statements and accompanying notes. 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. Actual results may differ materially and adversely from these estimates. To the extent there are material differences between the estimates and actual results, the Company’s future results of operations will be affected. 6 Cash and Cash Equivalents The Company considers all highly liquid investments with original maturities of 90 days or less at the date of purchase to be cash equivalents. Cash equivalents consist of highly rated securities including U.S. Government and U.S. Treasury money market funds, which are unrestricted as to withdrawal or use. Financial instruments that potentially subject the Company to a significant concentration of credit risk consist primarily of cash and cash equivalents. The Company maintains deposits in federally insured financial institutions in excess of federally insured limits and may invest cash that is not required for immediate operating needs in highly liquid instruments that bear minimal risk. The Company has not experienced any losses in such accounts and management believes that the Company is not exposed to significant credit risk due to the financial position of the depository institutions in which those deposits are held. Stock-Based Compensation Stock-based compensation expense represents the grant date fair value of equity awards, consisting of stock options, restricted stock units (“RSUs”) and employee stock purchase plan rights, over the requisite service period of the awards (usually the vesting period) on a straight-line basis. The Company estimates the fair value of stock option grants and employee stock purchase plan rights using the Black-Scholes option pricing model. T he fair value of RSUs is based on the closing sales price of the Company’s common stock on the date of grant. Equity award forfeitures are recognized as they occur. Leases The Company determines if an arrangement is a lease at inception. An arrangement is or contains a lease if it conveys the right to control the use of an identified asset for a period of time in exchange for consideration. If a lease is identified, classification is determined at lease commencement. Operating lease liabilities are recognized at the present value of the future lease payments at the lease commencement date. The Company’s leases do not provide an implicit interest rate and therefore the Company estimates its incremental borrowing rate to discount lease payments. The incremental borrowing rate reflects the interest rate that the Company would have to pay to borrow on a collateralized basis an amount equal to the lease payments in a similar economic environment over a similar term. Operating lease right-of-use (“ROU”) assets are based on the corresponding lease liability adjusted for any lease payments made at or before commencement, initial direct costs, and lease incentives. Renewals or early terminations are not accounted for unless the Company is reasonably certain to exercise these options. Operating lease expense is recognized and the ROU asset is amortized on a straight-line basis over the lease term. Variable lease costs are recognized as incurred and are not included in the calculation of the ROU asset or the related lease liability. The Company has a single lease agreement with lease and non-lease components, which are accounted for as a single lease component. Payments for short-term leases, defined as leases with a term of twelve months or less, are expensed on a straight-line basis over the lease term. The Company does not currently have any short-term leases. Operating leases are included in operating lease right-of-use assets, and operating lease liabilities on the Company’s balance sheets. The Company does not have any finance leases. Comprehensive Loss Comprehensive loss is defined as a change in equity during a period from transactions and other events and circumstances from non-owner sources, and consists of net loss and other comprehensive gain (loss). There have been no items qualifying as other comprehensive loss and, therefore, for all periods presented, the Company’s comprehensive loss was the same as its reported net loss. Net Loss Per Share Basic net loss per common share is computed by dividing the net loss by the weighted-average number of common shares outstanding for the period, without consideration for potentially dilutive securities. 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 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”). 7 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 June 30, 2025 2024 Common stock warrants 9,679,158 — Common stock options 5,912,471 6,265,480 Restricted stock units 2,606,513 1,605,982 ESPP shares 68,727 57,683 Total 18,266,869 7,929,145 Recent Accounting Pronouncements 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): Improvements to Income Tax Disclosures.” ASU 2023-09 requires disaggregated information about a reporting entity's effective tax rate reconciliation as well as information on income taxes paid. ASU 2023-09 is effective for public entities with annual periods beginning after December 15, 2024, with early adoption permitted. The Company is currently evaluating the impact of this guidance on its financial statements. In November 2024, the FASB issued ASU No. 2024-03, “Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses,” which requires public entities, at annual and interim reporting periods, to disclose in a tabular format additional information about specific expense categories in the notes to the financial statements. ASU 2024-03 is effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027, with early adoption permitted. The Company is currently evaluating the impact of this guidance on its financial statements. 2. Balance Sheet Details Prepaid expenses and other current assets consist of the following (in thousands): June 30, 2025 December 31, 2024 Prepaid research and development $ 1,672 $ 1,739 Prepaid insurance 414 — Other prepaid expenses and current assets 320 447 Total $ 2,406 $ 2,186 Property and equipment consist of the following (in thousands): Useful life (years) June 30, 2025 December 31, 2024 Furniture, fixtures and office equipment 3 - 7 $ 1,721 $ 1,721 Laboratory equipment 5 2,280 2,280 Leasehold improvements 2 - 3 3,680 3,680 7,681 7,681 Less accumulated depreciation and amortization ( 7,301 ) ( 7,003 ) Total $ 380 $ 678 8 Accounts payable and accrued expenses consist of the following (in thousands): June 30, 2025 December 31, 2024 Accounts payable $ 4,643 $ 1,902 Accrued compensation 1,609 2,726 Accrued research and development 8,828 8,033 Other accrued expenses 715 1,043 Total $ 15,795 $ 13,704 3. 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. 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 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. 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): Restructuring Liability Balance at December 31, 2024 $ — Restructuring charges 556 Cash payments ( 556 ) Balance at June 30, 2025 $ — 4. Fair Value Measurements The Company’s financial instruments consist of cash and cash equivalents, accounts payable and accrued expenses, and warrants to purchase common stock. The carrying amounts of the Company’s cash and cash equivalents and accounts payable and accrued expenses are considered to be representative of their respective fair values due to their short-term nature. The accounting guidance defines fair value, establishes a consistent framework for measuring fair value and expands disclosure for each major asset and liability category measured at fair value on either a recurring or non-recurring basis. Fair value is defined as an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, the accounting guidance establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows: Level 1: Observable inputs such as quoted prices in active markets. Level 2: Inputs, other than the quoted prices in active markets that are observable either directly or indirectly. Level 3: Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. 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. 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. 9 The Company has determined the estimated fair value of its financial instruments based on appropriate valuation methodologies; however, considerable judgment is required to develop these estimates. Accordingly, these estimated fair values are not necessarily indicative of the amounts the Company could realize in a current market exchange. The estimated fair values can be materially affected by using different assumptions or methodologies. The methods and assumptions used in estimating the fair values of financial instruments are based on carrying values and future cash flows. 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 June 30, 2025 Level 1 Level 2 Level 3 Total Assets Cash equivalents $ 17,707 $ — $ — $ 17,707 Liabilities Warrants $ — $ — $ 2,228 $ 2,228 As of December 31, 2024 Level 1 Level 2 Level 3 Total Assets Cash equivalents $ 38,822 $ — $ — $ 38,822 Liabilities Warrants $ — $ — $ 3,811 $ 3,811 Cash Equivalents Cash equivalents are comprised of money market funds, which are classified within Level 1 of the fair value hierarchy because they are valued using quoted market prices in active markets. Warrant Liability 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. The Company estimated the fair value of the warrants using the Black-Scholes option pricing model. The significant inputs used in the valuation models to measure the fair value of the warrants are as follows: Valuation Date June 30, 2025 December 31, 2024 Common stock price $ 0.40 $ 0.59 Risk-free rate 3.79 % 4.40 % Expected term (in years) 4.98 5.47 Expected volatility 97.2 % 94.6 % Dividend yield 0.0 % 0.0 % 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 Balance at December 31, 2024 $ 3,811 Change in fair value of warrant liability ( 1,583 ) Balance at June 30, 2025 $ 2,228 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. 10 5. Leases The Company has a single operating lease for its corporate headquarters and laboratory space in San Diego, California. 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 June 30, Six Months Ended June 30, 2025 2024 2025 2024 Operating lease expense $ 331 $ 261 $ 592 $ 521 Variable lease expense 215 211 395 371 Total lease expense, net $ 546 $ 472 $ 987 $ 892 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 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 June 30, 2025 2024 Weighted average remaining lease term (in years) 5.4 1.00 Weighted average discount rate percentage 9.00 % 3.50 % Supplemental cash flow information related to leases under which the Company is the lessee was as follows (amounts in thousands): Three Months Ended June 30, Six Months Ended June 30, 2025 2024 2025 2024 Cash paid for amounts included in the measurement of operating leases $ 557 $ 279 $ 845 $ 836 Maturities of operating lease liabilities as of June 30, 2025 were as follows (in thousands): Operating lease Six months ending December 31, 2025 122 2026 1,484 2027 1,528 2028 1,574 2029 1,621 Thereafter 1,530 Total future lease payments 7,859 Less: imputed interest ( 1,814 ) Total operating lease liabilities $ 6,045 6. Commitments and Contingencies From time to time, the Company may be subject to various claims and suits arising in the ordinary course of business. The Company is not currently a party to any legal proceedings the outcome of which the Company believes, if determined adversely to the Company, would individually or in the aggregate have a material adverse effect on the Company’s business, operating results or financial condition. 11 7. 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 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. The maximum term of the options granted under the 2020 Plan is no more than ten years . 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 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 June 30, Six Months Ended June 30, 2025 2024 2025 2024 Research and development $ 567 $ 1,164 $ 1,342 $ 2,243 General and administrative 810 1,332 1,680 2,553 Total $ 1,377 $ 2,496 $ 3,022 $ 4,796 Restricted Stock Units The following table summarizes RSU activity under the 2020 Plan for the six months ended June 30, 2025: Number of Shares Weighted - Average Grant Date Fair Value Outstanding at December 31, 2024 1,553,000 $ 2.48 Granted 1,863,000 $ 0.32 Vested ( 561,482 ) $ 2.33 Forfeited ( 248,005 ) $ 1.09 Outstanding at June 30, 2025 2,606,513 $ 1.10 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. 12 Stock Options The following table summarizes stock option activity under the 2020 Plan for the six months ended June 30, 2025: Number of Options Weighted - Average Exercise Price Per Share Weighted -Average Remaining Contractual Term (In Years) Aggregate Intrinsic Value Balance at December 31, 2024 6,096,046 $ 7.65 7.59 $ — Forfeited ( 149,159 ) $ 5.55 Expired ( 34,416 ) $ 2.12 Balance at June 30, 2025 5,912,471 $ 7.73 6.88 $ — Vested and expected to vest at June 30, 2025 5,912,471 $ 7.73 6.88 $ — Exercisable at June 30, 2025 4,372,552 $ 8.91 6.67 $ — 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. Employee Stock Purchase Plan (“ESPP”) The ESPP permits participants to purchase common stock through payroll deductions of up to 15 % of their eligible compensation. 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 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 Common stock reserved for future issuance are as follows in common equivalent shares: June 30, 2025 December 31, 2024 Warrants for the purchase of common stock 9,679,158 9,679,158 Common stock options and restricted stock units issued and outstanding 8,518,984 7,649,046 Awards available for future issuance under the 2020 Plan 1,261,376 1,154,335 Awards available for future issuance under the ESPP 2,310,693 1,691,892 Total common stock reserved for future issuance 21,770,211 20,174,431 8. Collaboration, License and Option Agreements Global Co-Development and Collaboration Agreement with BeiGene In April 2019, the Company entered into a Global Co-Development and Collaboration agreement (the “BeiGene Collaboration”) with BeiGene, Ltd. and BeiGene Switzerland GmbH (collectively “BeiGene”), for the development, manufacturing and commercialization of evalstotug (BA3071). The BeiGene Collaboration was amended several times between 2019 and 2021 and the Company received a total of $ 25.0 million in non-refundable payments from BeiGene during that time. In November 2021, the BeiGene Collaboration was terminated, subject to survival of certain provisions, and BeiGene handed back rights to know-how and materials received under the amended BeiGene Collaboration. As a result, the Company is responsible for the global development and commercialization of evalstotug. 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 13 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 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. In September 2024, the Company entered into a License Agreement (the “Context License Agreement”) with Context Therapeutics Inc. (“Context”). Under the terms of the Context License Agreement, BioAtla granted Context an exclusive, worldwide license to develop, manufacture and commercialize two licensed antibodies, including BA3362 (renamed by Context as CT-202), the Company’s Nectin-4 x CD3 T cell engaging (“TCE”) bispecific antibody (the “License”). The Company also transferred know-how, including any necessary materials Context would need to perform research and development. In exchange for the License, the Company is eligible to receive up to $ 133.5 million in aggregate payments, including an upfront cash payment and potential development, regulatory and commercial milestones, as well as tiered mid-single digit to low double-digit royalties on future net sales of the products. In connection with the execution of the Context License Agreement, the Company also entered into an agreement with Himalaya Therapeutics SECZ, a related party (See Note 9). A single performance obligation was identified under the Context License Agreement comprised of BioAtla’s promise to transfer the License. Context is responsible for developing BA3362 and for global regulatory filings and commercialization. Context will bear all costs associated with the research, development, and commercialization of any products. In accordance with Topic 606, the Company determined the transaction price of the agreement is limited to the up-front payment received, and excluded the variable consideration of development and sale milestone payments and royalties as they are fully constrained. As part of the Company’s evaluation of the milestone constraints, the Company determined the achievement of such milestones are contingent upon success in future developments, regulatory approvals and commercial activities, which are not within its control and are uncertain at this stage. Variable consideration related to royalties will be recognized when the related sales occur. 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. Management determined that the transfer of the License did not meet any of the criteria for recognizing revenue over time, and therefore revenue was recognized at the point in time that the Context License Agreement was executed and the License was transferred to Context. 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 and six months ended June 30, 2025 and 2024 . 14 9. Related Party Transactions Himalaya Therapeutics SEZC Clinical Trial Services Agreement In January 2024, the Company entered into an amended Clinical Trial Services Agreement (as so amended, the “Clinical Trial Services Agreement”) with Himalaya Therapeutics SEZC (“Himalaya”). Under the Clinical Trial Services Agreement, BioAtla paid Himalaya for the services related to the initiation of clinical trials for evalstotug in China for a period of 12 months. All payments have been made under the Clinical Trial Services Agreement as of December 31, 2024. Global Transaction Agreement In September 2024, the Company entered into a Global Transaction Agreement (the “Himalaya Agreement”) with Himalaya. BioAtla and Himalaya had previously entered into an Amended and Restated Exclusive Rights Agreement (the “Amended Rights Agreement”) in January of 2020. Pursuant to the Amended Rights Agreement, Himalaya controls rights to develop, manufacture and commercialize certain assets, including BA3362 which was licensed to Context (see Note 8), in certain territories as further specified in the Amended Rights Agreement. Pursuant to the Himalaya Agreement, Himalaya consented to BioAtla’s execution and performance of the Agreement, and granted to BioAtla an exclusive, worldwide, sublicensable license for those impacted products and intellectual property. Further, as set forth in the Amended Rights Agreement and further clarified in the Himalaya Agreement, BioAtla agreed to pay, subject to any applicable tax withholdings, to Himalaya (i) a mid-teens percentage of all upfront payments and development milestones received by BioAtla from Context under the Context License Agreement; and (ii) a specified percentage of any and all sales milestones and/or royalties based upon Net Sales (as defined in the Context License Agreement) in the People’s Republic of China and the Special Administrative Regions of Hong Kong, Macao and Taiwan that BioAtla receives from Context under the Context License Agreement. 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 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 . 10. 401(k) Plan The Company maintains a defined contribution 401(k) plan available to eligible employees. Employee contributions are voluntary and are determined on an individual basis, limited to the maximum amount allowable under federal tax regulations. The Company, at its discretion, may make certain matching contributions to the 401(k) plan. To date, the Company has no t made any matching contributions. 11. Segment Information Operating segments are identified as components of an enterprise about which separate discrete financial information is available for evaluation by the chief operating decision-maker in making decisions regarding resource allocation and assessing performance. The Company is a clinical-stage biopharmaceutical company and has not generated any product revenue from its CAB antibody-based products. The Company’s operations are organized and reported as a single reportable segment, which includes all activities related to the discovery, development, and commercialization of its CAB products. The Company’s CODM, its chief executive officer, reviews operating results on an aggregate basis and manages the operations as a single operating segment. The measure of segment assets is reported on the balance sheets as total assets. The CODM evaluates performance and allocates resources based on net income or loss that also is reported on the condensed statements of operations and comprehensive loss as net loss, and cash used in operations. 15 The following table provides R&D expenses by program with a reconciliation to net loss for the periods indicated, which are regularly reviewed by the CODM: Three Months Ended June 30, Six Months Ended June 30, 2025 2024 2025 2024 (in thousands) Program expenses: Mecbotamab vedotin, BA3011 (CAB AXL-ADC) $ 3,051 $ 3,500 $ 5,992 $ 8,833 Ozuriftamab vedotin, BA3021 (CAB ROR2-ADC) 1,208 2,023 3,285 4,564 Evalstotug, BA3071 (CAB CTLA-4) 3,045 2,447 3,224 5,055 BA3182 (CAB EpCAM x CAB CD3) 2,136 1,206 3,076 2,377 Other CAB Programs 728 1,629 1,799 3,258 Total program expenses 10,168 10,805 17,376 24,087 Personnel and related 2,145 3,347 5,603 6,770 Equity-based compensation 567 1,164 1,342 2,244 Facilities and other 804 882 1,718 1,949 Total research and development expenses 13,684 16,198 26,039 35,050 General and administrative expenses Personnel and related 1,577 1,938 3,680 3,906 Equity-based compensation 810 1,332 1,680 2,553 Facilities and other 2,576 2,504 4,862 4,920 Total general and administrative expenses 4,963 5,774 10,222 11,379 Interest and other income (loss) ( 64 ) 900 2,216 2,123 Net loss and comprehensive loss $ ( 18,711 ) $ ( 21,072 ) $ ( 34,045 ) $ ( 44,306 ) 12. 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. 16