What changed in this filing

/stocks — the workspaceLOADING

Item 2. Management’s Discussion and Analysis

2026-03-10 compared with 2025-12-11 · 411 added, 164 removed, 115 unchanged (83% of the section changed)

16 unchanged sentences

2 - Results of Operations .

This section provides an analysis of our results of operations for the first quarter of fiscal 2025

in comparison to the first quarter of fiscal 2024.

This section provides an analysis of our results of operations for the first half and second quarter

of fiscal 2026 in comparison to the first half and second quarter of fiscal 2025.

3 - Financial Liquidity and Capital Resources.

18 unchanged sentences

are not limited to, those described in our other SEC filings.

BriaCell Therapeutics Corp.

or the “Company”) is a clinical-stage biotechnology company that is developing novel immunotherapies to transform cancer care.

Immunotherapies have come to the forefront in the fight against cancer as they harness the body’s own immune system to recognize

and destroy cancer cells.

The Company is currently advancing its Bria-IMT™ targeted immunotherapy in combination with an immune

check point inhibitor (Retifanlimab) in a pivotal 1 Phase 3 study in metastatic breast cancer (listed on ClinicalTrials.gov

as NCT06072612 ).

Bria-IMT™ is currently under Fast Track Designation by the U.S.

Food and Drug Administration

(the “FDA”) intended to accelerate the review process of novel treatments that address unmet medical needs.

Positive completion

of the pivotal study, following review by FDA, could lead to full approval of the Bria-IMT™ immune checkpoint inhibitor combination

in metastatic breast cancer.

BriaCell has reported benchmark-beating patient survival and clinical benefit in metastatic breast cancer

with median overall survival of 13.4 months in BriaCell’s metastatic breast cancer patients vs.

6.7-9.8 months 2 for similar

patients reported in the literature in its Phase 2 study of Bria-IMT™ combination study with retifanlimab.

Additionally, BriaCell

reported median overall survival of 16.5 months in Phase 2 Bria-IMT™ study patients treated in combination with immune checkpoint

inhibitor in patients treated with the Phase 3 formulation since 2022 (post-COVID).

A completed Bria-IMT™ Phase 1/2 combination

study with retifanlimab (an anti-PD1 antibody manufactured by Incyte) confirmed tolerability and early-stage efficacy (listed on ClinicalTrials.gov

as NCT03328026 ).

BriaCell Phase 1/2 Study of Bria-OTS™,

BriaCell’s personalized off-the-shelf immunotherapy, also known as Bria-BRES™, in metastatic breast cancer is ongoing (listed

on ClinicalTrials.gov as NCT06471673 ).

The first patient treated with 4 inoculations of cells (single agent) demonstrated

complete resolution of a lung metastasis.

BriaCell is currently developing Bria-OTS™ and its advanced form, Bria-OTS+™, as

a platform technology for personalized off-the-shelf immunotherapies for numerous types of cancer.

In September 2024, the Company announced

BriaCell had received positive feedback from its Pre-Investigational New Drug Application (Pre-IND) meeting with FDA for Bria-PROS+™

for prostate cancer.

Therapeutics Corp.

(“Briacell” or the “Company”) is a clinical-stage biotechnology company that is developing

novel immunotherapies to transform cancer care.

Immunotherapies have come to the forefront in the fight against cancer as they harness

the body’s own immune system to recognize and destroy cancer cells.

The Company is currently advancing its Bria-IMT™ targeted

immunotherapy in combination with an immune check point inhibitor (Retifanlimab) in a pivotal 1 Phase 3 study in metastatic

breast cancer (listed on ClinicalTrials.gov as NCT06072612 ).

Bria-IMT™ is currently under Fast Track Designation

Food and Drug Administration (the “FDA”) intended to accelerate the review process of novel treatments that address

unmet medical needs.

Positive completion of the pivotal study, following review by FDA, could lead to full approval of the Bria-IMT™

immune checkpoint inhibitor combination in metastatic breast cancer.

has reported benchmark-beating patient survival and clinical benefit in metastatic breast cancer with median overall survival of 13.4

months in BriaCell’s metastatic breast cancer patients vs.

6.7-9.8 months 2 for similar patients reported in the literature

in its Phase 2 study of Bria-IMT™ combination study with retifanlimab.

Additionally, BriaCell reported median overall survival

of 16.5 months in Phase 2 Bria-IMT™ study patients treated in combination with immune checkpoint inhibitor in patients treated

with the Phase 3 formulation since 2022 (post-COVID).

A completed Bria-IMT™ Phase 1/2 combination study with retifanlimab (an anti-PD1

antibody manufactured by Incyte) confirmed tolerability and early-stage efficacy (listed on ClinicalTrials.gov as NCT03328026 ).

Phase 1/2 Study of Bria-OTS™, BriaCell’s personalized off-the-shelf immunotherapy, also known as Bria-BRES™, in metastatic

breast cancer is ongoing (listed on ClinicalTrials.gov as NCT06471673 ).

The first patient treated with 4 inoculations of

cells (single agent) demonstrated complete resolution of a lung metastasis.

is currently developing Bria-OTS™ and its advanced form, Bria-OTS+™, as a platform technology for personalized off-the-shelf

immunotherapies for numerous types of cancer.

The Company announced BriaCell had received positive feedback from its Pre-Investigational

New Drug Application (Pre-IND) meeting with FDA for Bria-PROS+™ for prostate cancer.

the period from August 1, 2025 through to the date of this report, we announced a number of corporate, financing and R&D developments.

4 unchanged sentences

commencing trading on the Toronto Stock Exchange and Nasdaq on that date.

Throughout this time period, there

were several important updated on the ongoing pivotal Phase 3 study of Bria-IMT™ in patients with advanced metastatic breast cancer,

including accelerating enrollment, adding additional clinical sites, and several positive Data Safety Monitoring Board meetings.

of these are detailed below.

also strengthened our non-dilutive funding and external collaborations.

8 unchanged sentences

in breast cancer, and is intended to help accelerate clinical development of Bria-OTS+ across multiple cancer indications.

continued to advance our pivotal Phase 3 clinical study of Bria-IMT™ plus an immune checkpoint inhibitor (CPI) in metastatic breast

cancer (MBC).

On October 13, 2025, we announced plans to present positive biomarker data from this ongoing trial at the ESMO 2025 Congress,

highlighting that biomarkers identified in our prior Phase 2 study showed similar trends in the Phase 3 setting, and that a delayed-type

hypersensitivity response appeared to be associated with longer progression-free survival in a blinded analysis of Phase 3 patients,

with no new safety or tolerability issues identified.globenewswire.com On October 21, 2025, we reported that 79 clinical sites across

states were enrolling patients in the Phase 3 study, including new participation by Dartmouth Cancer Center, Cedars-Sinai Medical

Center and Winship Cancer Institute of Emory University, and indicated that top-line data could be available as early as the first half

of 2026, subject to event accrual.globenewswire.com On October 22, 2025, we disclosed that the independent Data Safety Monitoring Board

(DSMB) had issued a fourth consecutive positive recommendation following review of safety data from the Phase 3 trial, identifying no

safety concerns and recommending that the study continue without modification;

the trial is being conducted under U.S.

FDA Fast Track

also expanded our clinical data-generation activities for Bria-IMT at major oncology conferences.

In November and December 2025, we announced

a series of forthcoming presentations at the 2025 San Antonio Breast Cancer Symposium (SABCS®).

On November 18 and November 25, 2025,

we reported that three BriaCell posters had been accepted, which together will present updated overall survival data from the Phase 2

study of Bria-IMT plus CPI in MBC and positive biomarker findings from the pivotal Phase 3 study.app.researchpool.com+1 On December 2,

2025, we confirmed that these SABCS presentations, scheduled for December 10, 2025, will highlight survival and clinical benefit data

from the Phase 2 program as well as key Phase 3 biomarker data, and reiterated that an interim overall survival analysis in the pivotal

Phase 3 trial is expected in the first half of 2026.

parallel, we continued to develop our next-generation Bria-OTS+™ off-the-shelf cell-based immunotherapy platform.

On October 3,

2025, we announced plans to present preclinical data on Bria-OTS+ at the Society for Immunotherapy of Cancer (SITC) 2025 Annual Meeting,

followed on November 4, 2025 by a release describing a SITC poster to showcase anti-tumor activity of Bria-OTS+ in breast and prostate

cancer models, and the ongoing GMP manufacturing of lead candidates Bria-BRES+ and Bria-PROS+ in preparation for clinical trials.globenewswire.com+2BriaCell+2

On November 7, 2025, we reported preclinical results presented at SITC 2025 indicating that Bria-OTS+ induced rapid and durable anti-cancer

activity in preclinical models by engaging both innate and adaptive immune responses, and that both Bria-BRES+ and Bria-PROS+ increased

tumor cell cytotoxicity in these models.

we continued to broaden our pipeline beyond cell-based immunotherapies.

On November 20, 2025, we announced a collaboration between our

subsidiary BriaPro Therapeutics Corp.

and Receptor.AI to apply Receptor.AI’s artificial intelligence platform to design highly

selective anti-cancer kinase inhibitor candidates.

The collaboration is intended to expand BriaPro’s small-molecule oncology pipeline

and complements our existing cell-based programs, with the goal of accelerating development of next-generation cancer therapeutics with

improved efficacy and safety profiles.

of Operations for the Three Months Ended October 31, 2025, and 2024

Three months ended

November 25, 2025, BriaCell highlighted positive Phase 2 & Phase 3 clinical data at SABCS® 2025 with poster presentations at

the San Antonio Breast Cancer Symposium (December 10, 2025) will highlight positive Phase 2 safety and efficacy signals and positive

biomarker findings in both the Phase 2 and the pivotal Phase 3 studies.On December 9 , 2025, BriaCell announced that patient

enrollment is on track for 1H2026 topline data readout with over 230 patients screened and over 160 patients enrolled in BriaCell’s

pivotal Phase 3 study in metastatic breast cancer (MBC).

Survival Results of Phase II Bria-IMT Allogenic Whole Cell-Based Cancer Vaccine

positive Phase 2 data continue to support the potentially meaningful clinical benefit of the Bria-IMT regimen and the ongoing pivotal

Phase 3 study is further evaluating this immunotherapy and the role of biomarkers in predicting patient response.

Th1-biased cytokine signatures as biomarkers of clinical benefit following SV-BR-1-GM cancer vaccination in breast cancer.

data suggests that Th1 biased cytokines and chemokines may serve as potential predictive biomarkers of clinical responses to the Bria-IMT

regimen in metastatic breast cancer.

of the posters are available at https://briacell.com/scientific-publications/ .

December 10, 2025, BriaCell presented three posters highlighting robust survival and clinical benefit data in Phase 2, plus positive

key biomarker data from the pivotal Phase 3 study of Bria-IMT™ plus immune check point inhibitor (CPI) at the San Antonio Breast

Cancer Symposium (SABCS®) 2025.

Data from the Phase 3 study continues to support biomarkers to identify patients who benefit from

treatment with BriaCell’s regimen.

Additionally, maturing Phase 2 study data continues to support meaningful clinical benefit of

the Bria-IMT regimen with outstanding long-term survival.

Importantly, no toxicity related discontinuations was reported in the Phase

Summaries of the studies are shown here.

December 18, 2025, BriaCell announced that its Phase 3 Bria-IMT™ clinical trial in metastatic breast cancer was prominently and

independently featured in the Nature Medicine Year In Review’s publication, “ Eleven clinical trials that will shape medicine

Nature Medicine asked leading researchers to name their top clinical trial for 2026, from long-awaited vaccines for infectious

diseases to new treatments for advanced cancers and long COVID.

BriaCell’s Phase 3 clinical trial in metastatic breast cancer featured

as “clinical trial to watch in 2026”

January 27, 2026, BriaCell Highlighted extended >18-47 months survival in Phase 2 metastatic breast cancer patients.

9 of 25 BriaCell

patients treated since 2022 remained alive >18-47 months post enrollment, markedly exceeding benchmarks reported for standard of care

therapies in similar patient populations.

No Bria-IMT™ related discontinuations was reported to that date.

Bria-IMT regimen continues

under Fast Track Designation from US FDA.

positive Phase 2 survival data highlighted multiple patients surpassing expected benchmarks for metastatic breast cancer and survival

length over 18 months in 9 cases as of their last assessment.

Ongoing Long-Term Survivors

Patient/Subtype

Months Since Study Start

Number of Prior Regimens

Cycles of Bria-IMT

01-009/ER+/PR+/HER2low

07-001/ER+/PR+/HER2low

15-001/ER+/PR-/HER2-

11-018/ER+/PR+/HER2+

(Highlighted below)

including ENHERTU

15-005/ER+/PR+/HER2-

(Highlighted below)

15-006/ER+/PR-/HER2-

(Highlighted below)

including TRODELVY

15-004/ER+/PR+/HER2-

11-019/ER+/PR+/HER2low

including TRODELVY

07-014/ER+/PR+/HER2low

including TRODELVY

that Trodelvy and Enhertu are antibody-drug conjugates recently approved for late-stage breast cancer.

Comparable analysis of 1- and 2-year survival for the BriaCell Phase 2 study using the Phase 3 formulation since 2022 independent

of subsequent treatment

Breast cancer

% Survival at:

lines of therapy

Bria-IMT ™ plus CPI

Cortes et al.

Bardia et al.

Rugo et al (TPC) 4

Rugo et al (Trodelvy) 4

Cortes J, et al.

Annals of Oncology 2018 (estimated from Kaplan-Meier curve)

Kazmi S, et al.

Breast Cancer Res Treat.

Bardia A, et al.

J Clin Oncol.

2024 (estimated from Kaplan-Meier curve)

Rugo HS, et al.

2023 (estimated from Kaplan-Meier curve)

Abbreviations:

hormone receptor-positive

Triple-negative breast cancer (lacks or has low levels of the estrogen receptor, progesterone receptor, and human epidermal growth factor

receptor 2 (HER2))

Human epidermal growth factor receptor 2 positive

hormone receptor-positive and human epidermal growth factor receptor 2 negative

Treatment of Physicians Choice

January 28, 2026, BriaCell reported patients’ images showing regression and resolution of metastasized tumors and immune activation

in patients with orbital (eye), temporal lobe (brain), liver, and spinal involvement.

Survival details on these and other select patients

in its Phase 2 study, along with comparable populations, were previously reported.

below confirm clinical responses seen in patients with metastatic orbital (eye), temporal (brain), liver, and spine lesions.

Patient 11-018

66-year-old woman with ER+/PR+/HER2+ metastatic breast cancer, heavily pretreated with 8 prior lines of therapy, including an antibody-drug

conjugate (Enhertu), remains alive 27 months post-enrollment.

At baseline, she presented with metastatic involvement of the right orbit

(behind the eye), right temporal lobe of the brain and multiple skeletal sites.

Following treatment, she achieved complete resolution

of the temporal lobe metastasis, substantial improvement in the orbital lesion and stable disease in the bone.

She remained on study

for 26 months after initiating treatment and receiving 35 cycles of therapy.

Images though 20 months for this patient have been previously

described (link).

Shown here are updated images through 2 years with measurements superimposed (through 18 months for the temporal lobe

brain metastases).

1 Images ( Patient 11-018) :

Bria-IMT treatment resulted in complete resolution of the right temporal lobe lesion and continued

regression of the right orbital (behind the eye) tumor.

Measurements of lesion sizes are shown.

SA = short axis.

Patient 15-005 :

44-year-old woman with ER+/PR+/HER2- metastatic breast cancer, previously treated with 5 prior lines of therapy.

At baseline, she presented

with metastases to the spine.

She completed 6 cycles of therapy achieving stable disease as her best response and remains in survival

follow-up 27 months after study entry.

BriaCell Treatment Image A :

CD8 ImmunoPET image

Pre-treatment

imaging of cervical (neck) lymph nodes with moderate uptake indicating presence of some CD8+ cytotoxic (“killer”) T cells.

BriaCell Treatment Image B :

CD8 ImmunoPET image

treatment enhancement of cervical (neck) lymph nodes indicating immune system activation and increased presence of CD8+ cytotoxic T cells.

2 Images ( Patient 15-005) :

CD8 ImmunoPET images pre (A) and post (B) Bria-IMT treatment

Patient 15-006 :

64-year-old woman with ER+/PR-/HER2- metastatic breast cancer, heavily pre-treated with 8 prior lines of therapy, including the antibody-drug

conjugate Trodelvy, remains alive 25 months post-enrollment.

At baseline, presented with hepatic metastasis.

BriaCell Treatment Image A :

A liver metastasis (lower arrow) is “cold,” indicating minimal to no CD8+ cytotoxic T cells

in the tumor while enlarged lymph nodes (upper arrow) show moderate uptake.

BriaCell Treatment Image B :

Swelling (induration) around the metastasis (lower arrow) demonstrates the liver metastasis has become

“hot”, indicating marked CD8+ cytotoxic T cell infiltration while further lymph node enlargement is consistent with increased

activity (upper arrow) indicating increased CD8+ T cells.

3 Images ( Patient 15-006) :

Combined MRI and CD8 ImmunoPET images Pre (A) and Post (B) Bria-IMT treatment

Phase 2 study enrolled 54 heavily pre-treated metastatic breast cancer patients (median six prior therapies) who received the Bria-IMT

regimen plus a checkpoint inhibitor.

Of these, 37 patients were treated with the same formulation now being evaluated in the pivotal

Phase 3 study (NCT06072612).

Significantly, no Bria-IMT related discontinuations have been reported to date.No Bria-IMT™ related

discontinuations reported to date.

Bria-IMT regimen continues under Fast Track Designation from US FDA.

and Bria-OTS+

November 7, 2025, BriaCell presented robust anti-cancer activity of Bria-OTS+ in breast and prostate cancer models at the Society for

Immunotherapy of Cancer (SITC) 2025.

Bria-OTS+ represents a novel, cost-effective, off-the-shelf potent next generation cancer therapy

Next generation Bria-OTS+ platform demonstrated rapid, potent and durable anti-cancer activity by activating both innate and

adaptive immune responses.

Increased tumor cell cytotoxicity induced by both Bria-BRES+™ (breast cancer) and Bria-PROS+™

(prostate cancer) was reported.

In summary, preclinical data reinforces broad potential of Bria-OTS+ platform across multiple indications.

BriaCell added that lead candidates Bria-BRES+ (breast cancer) and Bria-PROS+ (prostate cancer) are completing GMP manufacturing for

planned clinical trials.

As a reminder, $2 million National Cancer Institute (NCI) Small Business Innovative Research (SBIR) award supports

manufacturing and planned clinical evaluation of Bria-PROS+.

January 13, 2026, BriaCell reported sustained complete resolution of lung metastasis in Bria-OTS Patient (Figure 1 as shown below).

sustained complete resolution of lung metastasis was observed in Bria-OTS Phase 1/2a metastatic breast cancer study.

No treatment limiting

toxicities reported.

The patient maintained stable disease at all other evaluable sites.

Treatment with Bria-OTS monotherapy resulted in 100% resolution of tumor in the right lung of the metastatic breast cancer (MBC) patient

following 2 months of therapy and confirmed at 4, 6, and 11 months of therapy 1 (axial and coronal views)

18, 2026, the Company and BriaPro Therapeutics Corp.

(“ BriaPro ”), a announced that we have entered into a definitive

purchase agreement (the “ Purchase Agreement ”) pursuant to which BriaPro has agreed to purchase BriaCell’s exclusive

license to develop and commercialize Soluble CD80 (“ sCD80 ”) as a biologic agent for the treatment of cancer and other

associated assets (the “ Transaction ”).

BriaCell originally secured

the exclusive license from the University of Maryland, Baltimore County (“ UMBC ”) on August 2, 2022.

technology, originally developed by Suzanne Ostrand-Rosenberg, Ph.D., Emeritus Faculty at UMBC, and member of BriaCell’s scientific

advisory board, is titled “Soluble CD80 as a Therapeutic to Reverse Immune Suppression in Cancer Patients” and is covered

under USPN 8,956,619 B2, USPN 9,650,429 B2, and USPN 10,377,810 B2.

In animal models, sCD80 was well-tolerated and stopped

tumor growth by potentially restoring natural anti-tumor immunity (see Lucas A Horn, et al.

and Samuel T Haile et al.

collaboration with Dr.

Ostrand-Rosenberg).

Additionally, strong anti-tumor activity of sCD80 has been reported in multiple tumor types

(see Lucas A Horn, et al.).

Importantly, as demonstrated in the same studies, sCD80’s unique actions may involve both awakening

and boosting the immune system to recognize and destroy tumor cells.

The Transaction

terms of the Purchase Agreement, BriaPro gains the worldwide rights to develop and commercialize sCD80 as a therapeutic agent for the

treatment of cancer, while UMBC holds all rights, title and interest in the inventions and the patent, except for certain rights retained

by the United States Government.

BriaPro will pay 2% royalties to UMBC upon the commercialization of the product plus other development

As part of the Transaction,

BriaCell will make available to BriaPro up to $3 million to fund research and development efforts (the “ Credit Facility ”).

Each drawdown under the Credit Facility will be subject to BriaCell’s approval regarding the use of funds.

As consideration

for the transfer of the exclusive license and the Credit Facility, BriaPro will issue to BriaCell 23,972,589 Common Shares at an aggregate

value of approximately C$1.18M, increasing BriaCell’s interest in BriaPro to approximately 78% post-transaction.

The Transaction

is expected to close by the end of March 2026, subject to certain conditions including (i) approval of the disinterested

shareholders of BriaPro, and (ii) receipt of a third-party valuation confirming that the Transaction is occurring at fair market

Shareholder Approval

In accordance

with Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“ MI

61-101 ”), the resolution approving the Purchase Agreement must be approved by a simple majority of votes cast by shareholders,

present in person or represented by proxy and entitled to vote at the Meeting, excluding the votes cast by any “interested party”

(as defined in MI 61-101).

As a 10% shareholder with an interest in the Transaction, BriaCell's shareholdings in BriaPro will be excluded

Formal Valuation Requirements

of the formal valuation requirement of MI 61-101, BriaPro intends to rely on the specified markets exemptions set forth in subsection

5.5(b) of MI 61-101, as none of its securities are listed or quoted on a specified senior exchange.

formal valuation is not required under applicable securities laws, as a matter of good governance and best corporate practice, BriaPro

intends to obtain a valuation from an independent third-party valuator as a condition to closing, verifying and validating that Transaction

is occurring at fair market value.

On March 5, 2026, the disinterested shareholders of BriaPro approved the Transaction.

of Operations for the Three and Six Months Ended January 31, 2026, and 2025

Three months ended January 31,

Operating expenses:

7 unchanged sentences

Net loss for the period

$ (8,278,328 )

$ (5,829,276 )

Net loss attributable to non-controlling interest

6 unchanged sentences

following is a breakdown of our research and development costs by nature of expenses:

months ended October 31,

Clinical trial sites and investigational

months ended January 31,

Clinical trial

sites and investigational drug costs

Wages and salaries

1 unchanged sentence

Professional fees

Share-based compensation

the three-month period ended October 31, 2025, total research and development expenses were $6,683,643, compared to $3,665,341 for the

three-month period ended October 31, 2024.

The increase was primarily driven by higher clinical trial sites and investigational drug

costs, which rose from $2,439,667 in 2024 to $4,863,199 in 2025.

The increase reflects the progression of the pivotal Phase 3 trial,

including higher patient-related costs, expanded site activity, and increased investigational product usage.

Wages and salaries increased

from $949,089 in 2024 to $1,303,702 in 2025, reflecting higher headcount and additional personnel required to support clinical operations

and ongoing development programs.

Laboratory rent increased to $124,610 in 2025, compared to $114,330 in 2024, due to expanded utilization

of laboratory space and related facility charges.

Supplies increased from $99,430 in 2024 to $276,657 in 2025, reflecting increased consumable

usage driven by greater clinical and laboratory activity during the current period.

Depreciation expense was consistent year over year

at $22,839 for both periods.

Professional fees increased from $7,268 in 2024 to $9,205 in 2025, primarily due to higher consulting, regulatory,

and scientific support related to advancing clinical development.

Share-based compensation increased from $32,718 in 2024 to $83,431

in 2025, reflecting a higher level of equity-based awards outstanding during the period.

the three-month period ended January 31, 2026, total research and development expenses were $6,053,689, compared to $5,684,777 for

the three-month period ended January 31, 2025.

Clinical trial sites and investigational drug costs decreased modestly year over

year, primarily reflecting decreased reliance of third-party vendors in our trials as we expand our in-house headcount to advance

our trials, which also explains the increase in wages and salaries as detailed below.

The increase in total research and development

expenses was primarily driven by wages and salaries, which rose from $1,292,021 in 2025 to $1,881,893 in 2026, reflecting higher

headcount and additional personnel required to support clinical operations and ongoing development programs.

Laboratory rent

increased to $130,500 in 2026, compared to $114,330 in 2025, due to expanded utilization of laboratory space and related facility

Supplies increased from $85,264 in 2025 to $134,974 in 2026, reflecting increased consumable usage driven by greater

clinical and laboratory activity during the current period.

Depreciation expense was consistent year over year at $22,839 for both

Professional fees increased from $1,908 in 2025 to $4,944 in 2026, primarily due to higher consulting, regulatory, and

scientific support related to advancing clinical development.

Share-based compensation increased from $50,839 in 2025 to $79,016 in

2026, reflecting a higher level of equity-based awards outstanding during the period.

clinical trial expenses are broken down as follows:

Three months ended

Bria-IMT™ Pivotal Phase 3 study

months ended January 31,

Pivotal Phase 3 study

Bria-IMT™ Phase 1/2a

Bria-OTS™ Phase 1/2a

Clinical trial expenses for the three months ended October 31, 2025, were

$4,944,193, compared to $2,708,091 during the same period in 2024.

The increase reflects higher spending across both the Bria-IMT™

pivotal Phase 3 program and the Bria-OTS™ Phase 1/2a program.

Phase 3 costs increased as the study advanced, enrolled more patients, and required greater clinical

support, while Bria-OTS™ expenses rose substantially as the program moved into the clinic.

Together, these programs account for the majority of the year-over-year increase in clinical trial expenses.

For the three-month period

ended October 31, 2025, Bria-IMT™ Pivotal Phase 3 Study costs were $3,792,951, compared to $2,446,461 in 2024.

reflects the study moving into a more cost-intensive stage, with higher charges related to CRO services, enrolling and treating more

patients, central lab work, and clinical supply management.

Several scheduled billing milestones also fell within the current

quarter, contributing to the higher spend as the Phase 3 program progresses.

For the three-month period ended October 31, 2025, Bria-IMT™ Phase

1/2a expenses were $163,204, compared to $184,042 in 2024.

The decrease reflects the continued wind-down of the program following its

completion in fiscal 2024, with current-period activity limited to residual close-out and data-related tasks.

Costs remain modest and

are expected to taper further as final wrap-up items are completed.

For the three-month period

ended October 31, 2025, Bria-OTS™ Phase 1/2a expenses were $988,038, compared to $77,588 in 2024.

The substantial increase

reflects the rapid advancement of the OTS program as we move into the clinic.

Current-period costs include expanded preclinical

development activities, enrolling and treating more patients, GMP manufacturing of Bria-BRES+ and Bria-PROS+, and increased

regulatory, analytical, and operational work needed to support the next-generation Bria-OTS+ platform.

The investment aligns with

the program’s progression toward first-in-human evaluation and the broader expansion of OTS across multiple solid tumor

trial expenses for the three months ended January 31, 2026, were $5,008,171, compared to $3,923,559 during the same period in 2025.

increase reflects continued investment in the Bria-IMT™ pivotal Phase 3 program and ongoing advancement of the Bria-OTS™

Phase 1/2a program as it progresses through early clinical development.

Together, these programs account for the majority of the year-over-year

increase in clinical trial expenses.

For the three-month

period ended January 31, 2026, Bria-IMT™ Pivotal Phase 3 Study costs were $3,874,242, compared to $3,642,650 in 2025.

reflects the study’s continued progression through an advanced, cost-intensive stage, including expanded patient enrollment, increased

clinical site activity, CRO services, central laboratory work, and clinical supply management.

The level of spending is consistent with

maintaining study momentum as the program advances toward planned interim analyses.

the three-month period ended January 31, 2026, Bria-IMT™ Phase 1/2a expenses were $197,203, compared to $215,301 in 2025.

reflects the continued wind-down of the program following completion of primary activities in fiscal 2024, with current-period costs

primarily related to residual close-out procedures, data management, and limited follow-up activities.

Expenses are expected to remain

modest as final wrap-up items are completed.

the three-month period ended January 31, 2026, Bria-OTS™ Phase 1/2a expenses were $936,726, compared to $65,608 in 2025.

The substantial

increase reflects continued advancement of the OTS program in early clinical development.

Current-period costs include expanded development

and manufacturing activities, GMP production of Bria-BRES+ and Bria-PROS+, regulatory and analytical support, and operational activities

necessary to support ongoing evaluation of the next-generation Bria-OTS+ platform.

The increased investment aligns with the program’s

progression and the expansion of OTS across multiple solid tumor indications.

and Administrative Expenses

For the three-month period ended October 31, 2025, general and administrative

expenses were $1,639,300, compared to $1,487,491 for the same period in 2024.

The increase was driven primarily by higher shareholder

communications costs and increased wages and salaries, partly offset by lower professional fees, consulting, insurance, and travel expenses.

income (expenses), net

For the three-month period ended

October 31, 2025, the Company recorded net financial income of $158,646, compared to $11,714 in the same period of 2024.

is mainly attributable to higher interest income and an unrealized gain on short-term investments during the current period.

three-month period ended October 31, 2025, financial income was comprised of $48,482 of interest income, an $89,487 unrealized gain on

short-term investments, and a $20,677 foreign exchange gain.

For the three-month period ended October 31, 2024, financial income consisted

of $13,050 of interest income and a $1,336 foreign exchange loss.

The year-over-year increase reflects higher cash and cash equivalents

available for investment, resulting in increased interest income, as well as unrealized gains recognized on the Company’s short-term

investment portfolio during the current quarter.

the three-month period ended January 31, 2026, general and administrative expenses were $1,477,577, compared to $1,484,666 for the same

period in 2025.

The decrease was primarily driven by lower share-based compensation, professional fees, consulting, shareholder communications,

and travel expenses, partially offset by higher wages and salaries, regulatory, filing and transfer agent fees, insurance, and other

general administrative costs.

For the three-month period ended January 31, 2026, the Company recorded

net financial income of $84,589, compared to $67,358 in the same period of 2025.

The increase is mainly attributable to higher foreign

exchange losses offset by higher interest income.

For the three-month period ended January 31, 2026, financial income was comprised of

$105,638 of interest income, and a $21,049 foreign exchange loss.

(loss) for the period

For the three-month period ended October 31, 2025, the Company reported

For the three-month period ended January 31, 2026, the Company reported

a net loss of $7,296,893, compared to $6,337,828 for the same period in 2025.

The higher loss primarily reflects increased research and

development spending as the Company continued to advance its pivotal Phase 3 trial, including higher clinical-site activity, investigational

product costs, and supporting operational infrastructure.

These increased development expenses were partially offset by improved financial

income during the period.

The higher loss primarily reflects higher operating expenses,

including increased research and development spending as the Company continued to advance its pivotal Phase 3 trial, including higher

clinical-site activity, investigational product costs, and supporting operational infrastructure.

of Operations for the Six Months Ended January 31, 2026 and 2025

Six months ended January 31,

Operating Expenses:

Research, development, and clinical trial expenses

General and administrative expenses

Total operating expenses

Operating loss

Financial income, net

Change in fair value of the warrant liability

Share of loss on equity investments

Net loss for the period

Net loss attributable to non-controlling interest

Net loss for the period attributable to BriaCell

Net loss per share attributable to BriaCell – basic and diluted

Weighted average number of shares used in computing net basic earnings per share of common stock

Weighted average number of shares used in computing net diluted earnings per share of common stock

Development, and Clinical Trial Costs

costs are comprised primarily of (i) salaries and wages to Company employees at our laboratory;

and (ii) Clinical trials and investigational

drug costs, which include the testing and manufacture of our investigational drugs and costs of our clinical trials.

following is a breakdown of our research, development, and clinical trial costs by nature of expenses:

months ended January 31,

Clinical trial

sites and Investigational drug costs

Wages and salaries

Laboratory Rent

Professional fees

the six-month period ended January 31, 2026, research, development, and clinical trial expenses were $12,737,332, compared to $9,350,118

for the same period in 2025.

The increase was primarily driven by higher clinical trial site and investigational drug costs, which rose

from $6,557,243 in 2025 to $8,662,722 in 2026 as the Company advanced its clinical programs.

Wages and salaries increased from $2,241,110

in 2025 to $3,185,595 in 2026, reflecting increased headcount and personnel supporting clinical and development activities.

rent increased to $255,110 in 2026 from $228,660 in 2025 due to expanded use of facilities.

Supplies increased to $411,631 in 2026 from

$184,694 in 2025, reflecting higher clinical and laboratory activity.

Depreciation expense remained consistent year over year at $45,678.

Professional fees increased to $14,149 in 2026 from $9,176 in 2025 due to increased consulting and support for clinical operations.

compensation increased to $162,447 in 2026 from $83,557 in 2025, reflecting a higher level of equity-based awards outstanding during

trial expenses for the period are as follows:

months ended January 31,

Pivotal Phase 3 study

Bria-IMT™ Phase 1/2a

trial expenses for the six months ended January 31, 2026, were $9,952,363, compared to $6,631,649 during the same period in 2025.

increase reflects sustained investment in the Bria-IMT™ pivotal Phase 3 program and significant advancement of the Bria-OTS™

Phase 1/2a program as it progresses through early clinical development.

These programs continue to be the primary drivers of the year-over-year

increase in clinical trial expenses.

the six-month period ended January 31, 2026, Bria-IMT™ Pivotal Phase 3 Study costs were $7,667,192, compared to $6,089,111 in 2025.

The increase reflects continued patient enrollment, expansion of clinical sites, increased clinical site activity, CRO services, central

laboratory testing, and clinical supply management associated with the ongoing progression of the Phase 3 study.

Spending levels during

the period are consistent with maintaining operational momentum as the trial advances toward planned interim analyses.

For the six-month period ended

January 31, 2026, Bria-IMT™ Phase 1/2a expenses were $360,407, compared to $399,343 in 2025.

The decrease reflects the continued

wind-down of the program following completion of primary activities in fiscal 2024.

Current-period costs primarily relate to residual

close-out procedures, data management, and limited follow-up activities.

Expenses are expected to decline further as final wrap-up activities

For the six-month

period ended January 31, 2026, Bria-OTS™ Phase 1/2a expenses were $1,924,764, compared to $143,195 in 2025.

The substantial increase

reflects continued advancement of the OTS program into early clinical development.

Costs incurred during the period include expanded

development and manufacturing activities, GMP production of Bria-BRES+ and Bria-PROS+, regulatory and analytical support, and operational

activities necessary to support ongoing evaluation of the next-generation Bria-OTS+ platform.

The increased investment aligns with the

program’s progression and expansion across multiple solid tumor indications.

and Administrative Expenses

For the six-month period ended January 31, 2026, general and administrative expenses amounted to $3,116,877, compared

to $2,972,157 for the same period in 2025.

The increase was primarily driven by higher wages and salaries, regulatory and filing fees,

insurance, and other administrative costs, partially offset by lower consulting, professional fees, and travel expenses.

For the six-month period ended January 31, 2026, financial income amounted

to $243,235, compared to $79,072 for the six-month period ended January 31, 2025.

Financial income for the 2026 period consisted of $243,607

in interest income and a $372 foreign exchange loss.

In comparison, financial income for the 2025 period included $59,882 in interest

income and a $19,190 foreign exchange gain.

The increase in financial income from 2025 to 2026 was primarily due to higher interest income,

reflecting increased cash and cash equivalents available for investment in interest-bearing funds.

for the period

The Company reported a loss of $15,575,221 for the six-month period

ended January 31, 2026, compared to $12,167,104 for the same period in 2025.

The increase in loss was primarily driven by higher research,

development and clinical trial expenses, which rose to $12,737,332 in 2026 from $9,350,118 in 2025 as the Company advanced its clinical

This was partially offset by higher financial income in the current period, including increased interest income and a lower

foreign exchange loss.

Capital Resources and Going Concern Uncertainty

3 unchanged sentences

upon its ability to continue to raise adequate financing and to commence profitable operations in the future.

of October 31, 2025, and a positive working capital balance of $8,030,634 (July 31, 2025 positive balance of $15,948,588).

of October 31, 2025, the Company has total assets of $13,075,050 (July 31, 2025 - $ 21,649,706), a positive working capital of $8,030,634

(July 31, 2025 – positive balance of $15,948,588) and an accumulated deficit of $119,953,129 (July 31, 2025 - negative balance

of $ 111,755,564).

of October 31, 2025, the Company’s capital resources consist primarily of cash and cash equivalents, comprising mostly

As of January 31, 2026, the company had a positive working capital

balance of $28,993,334 (July 31, 2025 positive balance of $15,948,588).

As of January 31, 2026, the Company has total assets of $33,594,454

(July 31, 2025 - $ 21,649,706), a positive working capital of $28,993,334 (July 31, 2025 – positive balance of $15,948,588) and

an accumulated deficit of $127,174,949 (July 31, 2025 - negative balance of $ 111,755,564).

of January 31, 2026, the Company’s capital resources consist primarily of cash and cash equivalents, comprising mostly

of cash on deposit with banks, investments in money market funds, investments in U.S.

24 unchanged sentences

our focus on our Phase 3 Bria-IMT™ pivotal study in advanced metastatic breast cancer.

the period ended October 31, 2025, the Company’s overall position of cash and cash equivalents decreased by $7,779,796 from the

period ended July 31, 2025 (including effects of foreign exchange).

This decrease in cash can be

attributed to the following:

Company’s net cash used in operating activities during the period ended October 31, 2025, was $7,704,796 as compared to $6,955,076

for the period ended October 31, 2024.

gained in financing activities for the period ended October 31, 2025, was nil as compared to 11,960,252 for the period ended October

During the period ended January 31, 2026, the Company’s overall

position of cash and cash equivalents increased by $19,409,820 from the period ended July 31, 2025 (including effects of foreign exchange).

This increase in cash can be attributed to the following:

The Company’s net cash used in operating activities during the

period ended January 31, 2026, was $15,672,094 as compared to $12,875,298 for the period ended January 31, 2025.

gained in financing activities for the period ended January 31, 2026, was 27,874,441 as compared to 17,176,863 for the period ended January

Sheet Arrangements

4 unchanged sentences

Accounting Policies Adopted

Company did not adopt any new accounting policies during the period ended October 31, 2025.

Company did not adopt any new accounting policies during the period ended January 31, 2026.

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 2. Management’s Discussion and Analysis