What changed in this filing

/stocks — the workspaceLOADING

Item 2. Management’s Discussion and Analysis

2026-08-10 compared with 2026-05-13 · 145 added, 73 removed, 205 unchanged (52% of the section changed)

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our unaudited condensed consolidated financial statements and related notes included in this Quarterly Report on Form 10-Q for the three months ended March 31, 2026 (this “Quarterly Report”) and the audited consolidated financial statements and notes thereto as of and for the year ended December 31, 2025 and the related Management’s Discussion and Analysis of Financial Condition and Results of Operations, both of which are contained in our Annual Report on Form 10-K for the year ended December 31, 2025 (“Annual Report”), filed with the Securities and Exchange Commission (“SEC”) on March 23, 2026.

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our unaudited condensed consolidated financial statements and related notes included in this Quarterly Report on Form 10-Q for the three and six months ended June 30, 2026 (this “Quarterly Report”) and the audited consolidated financial statements and notes thereto as of and for the year ended December 31, 2025 and the related Management’s Discussion and Analysis of Financial Condition and Results of Operations, both of which are contained in our Annual Report on Form 10-K for the year ended December 31, 2025 (“Annual Report”), filed with the Securities and Exchange Commission (“SEC”) on March 23, 2026.

Unless the context requires otherwise, references in this Quarterly Report to “we,” “us,” and “our” refer to Bionano Genomics, Inc.

19 unchanged sentences

In executing on our commercialization strategy, we expanded the utilization of our OGM systems (our Saphyr system and our Stratys system) and:

• Grew our installed base to 399 as of March 31, 2026, an increase of approximately 5% from a total installed base of 379 as of March 31, 2025.

• Grew our installed base to 397 as of June 30, 2026, an increase of approximately 5% from a total installed base of 378 as of June 30, 2025.

Installed base represents the global number of OGM instruments installed at end-customer locations and therefore having the technology to process OGM.

• Sold 8,178 flowcells in the three-month period ended March 31, 2026, an increase of approximately 17% from 6,994 flowcells sold in the same period of 2025.

• Sold 9,219 flowcells in the three-month period ended June 30, 2026, an increase of approximately 27 % from 7,233 flowcells sold in the same period of 2025.

Sold 17,397 flowcells in the six-month period ended June 30, 2026, an increase of approximately 22% from 14,227 flowcells sold in the same period of 2025.

The OGM cartridge is the consumable that packages nanochannel arrays for DNA linearization.

In its current form, the OGM cartridge can comprise one, two or three flowcells per cartridge.

In its current form, the OGM cartridge can comprise one or three flowcells per cartridge.

Flowcells sold refers to the units of genome mapping consumables used for analyzing one genome, purchased by customers to process samples for optical genome mapping.

1 unchanged sentence

We are subject to additional risks and uncertainties as a result of adverse geopolitical and macroeconomic developments, such as recent and potential future bank failures, ongoing international conflicts, related sanctions, any effects of global pandemics and uncertain market conditions, including inflation and supply chain disruptions, and international trade policies (including trade protection measures, such as tariffs, sanctions and other trade barriers), changes in monetary and fiscal policy, United States political developments and other sources of instability, which have not had a material impact on our business and financial results to date, but could result in a material impact to our business or financial results in the future.

Additionally, we have experienced a slowdown in our Asia Pacific business, including as a result of headwinds in the region, which negatively impacted our manufacturing partners who are reliant on government funding.

While our manufacturing partners in the Asia Pacific region have obtained some approvals from the National Medical Products Administration, and are waiting on more, we do not anticipate that the funding headwinds will change in the near term.

Also, we have seen, and expect to continue to see, an impact on our costs due to higher computing component costs, specifically memory, which may result in material cost pressures and supply constraints in future periods.

Additionally, for the three months ended June 30, 2026, we experienced slower growth in our Asia Pacific business, including as a result of headwinds in the region.

We do not anticipate that these headwinds will change in the near term.

We closely monitor and comply with various applicable guidelines and legal requirements in the jurisdictions in which we operate.

In the past, we have experienced supply chain challenges, attributable to such adverse geopolitical and macroeconomic developments including increased costs to secure certain component parts in our products and to produce our products at our contract manufacturers.

During the three months ended March 31, 2026, we did not experience material increases in our supply chain costs, but we may experience such increases in future fiscal periods.

During the six months ended June 30, 2026, we did not experience overall material increases in our supply chain costs, but we have and may continue to experience increases in our computing component costs, specifically memory, and may experience increases in future fiscal periods for other parts of our business as well.

We expect our costs to remain high for the foreseeable future.

As global economic conditions recover, business activity may not recover as quickly as anticipated, and it is not possible at this time to estimate the long-term impact that these and related events could have on our business, as the impact will depend on future developments, which are highly uncertain and cannot be predicted.

As global economic conditions continue to be volatile, business activity may not grow as quickly as anticipated, and it is not possible at this time to estimate the long-term impact that these and related events could have on our business, as the impact will depend on future developments, which are highly uncertain and cannot be predicted.

For instance, product demand may be reduced due to an economic recession, a decrease in corporate capital expenditures, prolonged unemployment, high inflation rates, labor shortages, reduction in consumer confidence, adverse geopolitical and macroeconomic developments, or any similar negative economic condition.

2 unchanged sentences

We generate product revenue from sales of our OGM and Ionic ® Purification systems and consumables, which includes our instruments, and our VIA software.

VIA software is our replacement to our NxClinical software.

Like NxClinical, VIA has a simple integrated workflow for visualization, interpretation and reporting of NGS and microarray data.

VIA additionally incorporates OGM data to that workflow creating a standard software tool for use across molecular pathology and cytogenomics applications.

VIA has a simple integrated workflow for visualization, interpretation and reporting of NGS, microarray and OGM data to create a standard software tool for use across molecular pathology and cytogenomics applications.

We currently sell our systems for research use only applications and our customers are primarily laboratories associated with academic and governmental research institutions, academic and commercial clinical laboratories, as well as pharmaceutical, biotechnology and contract research companies.

In addition, we provide instruments to certain customers at no cost under our reagent rental program, and the customers agree to purchase minimum quantities of consumables.

In addition, we provide instruments to certain customers under our reagent rental program, where the cost of the instrument is factored into the price of a consumable and, the customer agrees to purchase minimum quantities of consumables.

Consumable revenue consists of sales of reagents and chips necessary to process a sample.

We believe that the growth in our consumable sales has been primarily driven by increased clinical adoption, and we expect future growth will continue to be driven by clinical adoption and increased utilization at existing and new clinical sites.

Sales of our VIA software, which provides customers with solutions for analysis, interpretation and reporting of genomics data, are made on a subscription basis.

2 unchanged sentences

The following table presents our revenue for the periods indicated (in thousands):

Three Months Ended March 31,

Three Months Ended June 30,

Six Months Ended June 30,

Product revenue

4 unchanged sentences

Asia Pacific includes China, Japan, South Korea, Singapore, India and Australia.

Three Months Ended March 31,

Three Months Ended June 30,

Six Months Ended June 30,

Cost of Revenue

10 unchanged sentences

We have incurred losses in each year since our inception.

Our net loss was $8.3 million and $3.1 million for the three months ended March 31, 2026 and 2025, respectively.

As of March 31, 2026, we had an accumulated deficit of $727.9 million.

Our net loss was $7.4 million and $15.7 million for the three and six months ended June 30, 2026, respectively.

As of June 30, 2026, we had an accumulated deficit of $735.3 million.

We expect to continue to incur significant expenses and operating losses as we:

11 unchanged sentences

We do not intend to make further announcements regarding this process unless and until the board of directors approves a specific transaction or otherwise determines that further disclosure is appropriate.

Comparison of the Three Months Ended March 31, 2026 and 2025

The following table sets forth our results of operations for the three months ended March 31, 2026 and 2025 (in thousands):

Three Months Ended March 31,

Comparison of the Three Months Ended June 30, 2026 and 2025

The following table sets forth our results of operations for the three months ended June 30, 2026 and 2025 (in thousands):

Three Months Ended June 30,

Period-to-Period Change

15 unchanged sentences

Loss before income taxes

Provision for income taxes

Three Months Ended March 31,

Benefit (provision) for income taxes

Three Months Ended June 30,

Period-to-Period Change

2 unchanged sentences

Total revenue

Total revenue increased by $0.2 million, or 4% to $6.7 million for the three months ended March 31, 2026, as compared to $6.5 million for the same period in 2025, driven primarily by an increase in instrument, consumables, service and other revenue.

Instrument revenue increased by $0.3 million, or 40%, to $1.0 million for the three months ended March 31, 2026, as compared to $0.7 million for the three months ended March 31, 2025, due to an increase in the number of OGM and Ionic instruments sold.

For the three months ended March 31, 2026, our installed base grew to 399 OGM systems compared to the 379 OGM systems for the three months ended March 31, 2025, which represented a 5% increase year-over-year as compared to a 9% year-over-year increase in the prior year.

In September 2024, we announced a change in our business strategy to focus on driving utilization and adoption of OGM from our existing installed base, with less emphasis on new placements of our OGM systems.

We expected that this change in strategy would slow the pace of our instrument revenue growth when compared to historical growth rates.

Consumables revenue increased by $0.7 million, or 20%, to $3.9 million for the three months ended March 31, 2026, as compared to $3.2 million for the three months ended March 31, 2025.

The increase is primarily driven by an increase in both the number and the average selling price of flowcells sold, partially offset by certain supply constraints due to manufacturing delays that were initiated in the fourth quarter of 2025.

For the three months ended March 31, 2026, we sold 8,178 flowcells, an increase of approximately 17% from 6,994 flowcells sold in the same period of 2025.

Software revenue decreased by $0.8 million, or 40%, to $1.2 million for the three months ended March 31, 2026, as compared to $2.1 million for the three months ended March 31, 2025.

Total revenue increased by $1.4 million, or 21% to $8.2 million for the three months ended June 30, 2026, as compared to $6.7 million for the same period in 2025, driven primarily by an increase in instrument, consumables, service and other revenue, partially offset by a decrease in software revenue.

Instrument revenue increased by $0.6 million, or 46%, to $2.0 million for the three months ended June 30, 2026, as compared to $1.4 million for the three months ended June 30, 2025, due to an increase in the number of OGM and Ionic instruments sold.

As of June 30, 2026, our installed base grew to 397 OGM systems compared to the 378 OGM systems as of June 30, 2025, which represented a 5% increase year-over-year.

Consumables revenue increased by $1.0 million, or 31%, to $4.3 million for the three months ended June 30, 2026, as compared to $3.3 million for the three months ended June 30, 2025.

For the three months ended June 30, 2026, we sold 9,219 flowcells, an increase of approximately 27% from 7,233 flowcells sold in the same period of 2025.

Software revenue decreased by $0.3 million, or 16%, to $1.4 million for the three months ended June 30, 2026, as compared to $1.6 million for the three months ended June 30, 2025.

The decrease is primarily attributed to a decrease in the number of VIA software licenses sold.

Service and other revenue increased by $0.1 million, or 31%, to $0.6 million for the three months ended March 31, 2026, as compared to $0.5 million for the three months ended March 31, 2025.

The change in service and other revenue was immaterial.

Cost of Revenue, Gross Profit, and Gross Margin ($ in thousands)

Three Months Ended June 30,

Period-to-Period Change

Cost of revenue:

Cost of product revenue

Cost of service and other revenue

Total cost of revenue

Gross profit (loss):

Service and other

Total gross profit

Gross margin:

Service and other

Total gross margin

Cost of product revenue increased by $0.6 million or 18%, to $3.7 million for the three months ended June 30, 2026, as compared to $3.2 million for the three months ended June 30, 2025.

The increase was primarily attributable to higher instrument and consumable sales.

We expect cost of product revenue to vary with sales volume and product mix.

Product gross profit increased by $0.8 million, or 26%, to $4.0 million for the three months ended June 30, 2026, compared to $3.2 million for the three months ended June 30, 2025.

The increase was primarily driven by an increase in instrument and consumable sales, offset by a decrease in software sales.

Research and Development (“R&D”) Expenses

R&D expenses increased by $0.1 million, or 2%, to $3.0 million for the three months ended June 30, 2026, as compared to $2.9 million for the same period in 2025.

The increase was primarily due to increases of $0.2 million in salaries, wages and benefits driven by a slight increase in headcount and an increase in salaries and bonuses which were not offered during the same period in 2025 due to the cost savings initiatives announced in 2024;

an increase of $0.3 million in professional and consulting fees, including increases in costs incurred to support development of the Stratys system and foundry expenses.

These increases were offset by decreases in our internal consumption of inventory, materials and supplies, depreciation, and rent and facilities costs by a combined total of $0.3 million.

Lastly, in the prior period we recognized a loss on disposal of assets of $0.2 million which did not reoccur in the current period.

Selling, General and Administrative Expenses

Selling, general and administrative (“SG&A”) expenses increased by $0.2 million, or 2%, to $8.5 million for the three months ended June 30, 2026, as compared to $8.3 million for the same period in 2025.

The increase was primarily due to $0.5 million in combined one-time executive transition costs and an increase in salaries and accrued bonuses, and a $0.2 million increase in information technology, travel, rent and facility costs.

These increases were partially offset by a $0.5 million decrease in professional and consulting fees which is primarily marketing, software, and legal expenses.

Interest Income

Interest income decreased by $0.1 million, or 47%, to $0.1 million for the three months ended June 30, 2026, as compared to $0.3 million for the same period in 2025 resulting from a reduction in investments offset by higher returns.

Other Income (Expense)

Other expense was $0.3 million for the three months ended June 30, 2026, as compared to other income of $0.7 million for the same period in 2025.

The year-over-year change was primarily attributable to the following:

• Fair value remeasurement:

We recognized a net loss of $0.3 million from the changes in the fair value of the convertible debentures during the three months ended June 30, 2026, as compared to a net loss of $0.6 million for the same period in 2025.

• Government credit and other income:

Other income decreased by $1.3 million in 2026, primarily due to receipt of an Employee Retention Credit (“ERC”) refundable tax credit received during the three months ended June 30, 2025 from the Internal Revenue Services (“IRS”) for eligible businesses affected by the COVID-19 pandemic.

See Note 5 (Debt) and Note 8 (Investments and Fair Value Measurements) in the accompanying notes to our unaudited condensed consolidated financial statements included elsewhere in this Quarterly Report for further discussion.

Comparison of the Six Months Ended June 30, 2026 and 2025

The following table sets forth our results of operations for the six months ended June 30, 2026 and 2025 (in thousands):

Six Months Ended June 30,

Period-to-Period Change

Product revenue

Service and other revenue

Total revenue

Cost of revenue:

Cost of product revenue

Cost of service and other revenue

Total cost of revenue

Research and development

Selling, general and administrative

Total operating expenses

Loss from operations

Other income (expenses):

Interest income

Other income (expenses)

Total other income (expenses)

Loss before income taxes

Provision for income taxes

Six Months Ended June 30,

Period-to-Period Change

Total product revenue

Services and other

Total revenue

Total revenue increased by $1.7 million, or 13% to $14.9 million for the six months ended June 30, 2026, as compared to $13.2 million for the same period in 2025, driven primarily by an increase in instrument, consumables, service and other revenue partially offset by a decrease in software revenue.

Instrument revenue increased by $0.9 million, or 44%, to $3.0 million for the six months ended June 30, 2026, as compared to $2.1 million for the six months ended June 30, 2025, due to an increase in the number of OGM and Ionic instruments sold.

As of June 30, 2026, our installed base grew to 397 OGM systems compared to the 378 OGM systems as of June 30, 2025, which represented a 5% increase year-over-year.

Consumables revenue increased by $1.7 million, or 25%, to $8.2 million for the six months ended June 30, 2026, as compared to $6.5 million for the six months ended June 30, 2025.

For the six months ended June 30, 2026, we sold 17,397 flowcells, an increase of approximately 22% from 14,227 flowcells sold in the same period of 2025.

Software revenue decreased by $1.1 million, or 30%, to $2.6 million for the six months ended June 30, 2026, as compared to $3.7 million for the six months ended June 30, 2025.

The decrease is primarily attributed to a decrease in the number of VIA samples sold.

Service and other revenue increased by $0.2 million, or 22%, to $1.1 million for the six months ended June 30, 2026, as compared to $0.9 million for the six months ended June 30, 2025.

The increase was primarily due to an increase in clinical service offerings from Bionano Laboratories, in addition to an increase in extended warranty and maintenance sales.

Cost of Revenue, Gross Profit, and Gross Margin ($ in thousands)

Three Months Ended March 31,

Six Months Ended June 30,

Period-to-Period Change

9 unchanged sentences

Total gross margin

Cost of product revenue increased by $0.2 million or 5%, to $3.2 million for the three months ended March 31, 2026, as compared to $3.1 million for the three months ended March 31, 2025.

Cost of product revenue increased by $0.7 million, or 12%, to $6.9 million for the six months ended June 30, 2026, as compared to $6.2 million for the six months ended June 30, 2025.

The increase was primarily attributable to higher instrument and consumable sales.

We expect cost of product revenue to vary with sales volume and product mix.

Cost of service and other revenue decreased by $0.2 million, or 51%, to $0.2 million for the three months ended March 31, 2026, as compared to $0.5 million for the three months ended March 31, 2025.

Cost of service and other revenue decreased by $0.2 million, or 37%, to $0.4 million for the six months ended June 30, 2026, as compared to $0.6 million for the six months ended June 30, 2025.

The prior year period included a non-recurring increase in warranty expense associated with a refinement of the Company’s warranty reserve calculation methodology, while the current-year period reflects more normalized warranty expense levels.

Product gross profit decreased by $0.1 million, or 2%, to $2.9 million for the three months ended March 31, 2026, compared to $3.0 million for the three months ended March 31, 2025.

The decrease was primarily driven by a decrease in software sales and an increase in lower margin instrument sales, offset by an increase in consumable sales.

Service and other gross profit increased by $0.4 million to $0.4 million for the three months ended March 31, 2026, compared to a gross loss of $(0.01) million for the three months ended March 31, 2025.

Product gross profit increased by $0.7 million, or 12%, to $6.9 million for the six months ended June 30, 2026, compared to $6.1 million for the six months ended June 30, 2025.

The increase was primarily driven by an increase in instrument and consumable sales, offset by a decrease in software sales.

Service and other gross profit increased by $0.4 million, or 133% to $0.7 million for the six months ended June 30, 2026, compared $0.3 million for the six months ended June 30, 2025.

The increase in service and other gross profit was primarily driven by the non-recurring increase in warranty expense recognized in the prior period.

1 unchanged sentence

Research and Development (“R&D”) Expenses

R&D expenses increased by $0.8 million, or 32%, to $3.1 million for the three months ended March 31, 2026, as compared to $2.4 million for the same period in 2025.

R&D expenses increased by $0.8 million, or 16%, to $6.1 million for the six months ended June 30, 2026, as compared to $5.3 million for the same period in 2025.

The increase was primarily due to increases of $0.4 million in salaries, wages and benefits driven by a slight increase in headcount and an increase in salaries and bonuses which were not offered during the same period in 2025 due to the cost savings initiatives announced in 2024;

1 unchanged sentence

Lastly, we increased internal consumption of inventory, materials and supplies by $0.1 million.

These increases were partially offset by a decrease in depreciation, rent and facility costs of $0.4 million

Selling, General and Administrative Expenses

Selling, general and administrative (“SG&A”) expenses decreased by $1.0 million, or 11%, to $8.0 million for the three months ended March 31, 2026, as compared to $9.0 million for the same period in 2025.

The decrease was primarily due to a net decrease of headcount-related expenses of $0.3 million including a reduction in stock-based compensation due to a reduction in the number of grants awarded, offset by an increase in salaries and accrued bonuses, and a $1.3 million decrease in professional and consulting fees which is primarily

marketing, software, and legal expenses.

These decreases were partially offset by the absence of a $0.4 million gain on lease modification recorded in the prior period and a $0.2 million increase in information technology, travel, rent and facility costs.

SG&A expenses decreased by $0.8 million, or 5%, to $16.6 million for the six months ended June 30, 2026, as compared to $17.4 million for the same period in 2025.

The decrease was primarily due to a $1.8 million decrease in professional and consulting fees which is primarily marketing, software, and legal expenses, a $0.7 million decrease in stock-based compensation driven by a decrease in our stock price, and a $0.2 million reduction in the amount of property, plant, and equipment disposed of in the current period as compared to the prior period.

These decreases were offset by an increase of $1.0 million in combined one-time executive transition costs and an increase in salaries and accrued bonuses, the absence of a $0.5 million gain on lease modification recorded in the prior period, and a $0.4 million increase in information technology, travel, rent and facility costs.

Interest Income

Interest income decreased by $0.1 million, or 23%, to $0.2 million for the three months ended March 31, 2026, as compared to $0.3 million for the same period in 2025 resulting from a reduction in investments offset by higher returns.

Interest income decreased by $0.2 million, or 35%, to $0.4 million for the six months ended June 30, 2026, as compared to $0.6 million for the same period in 2025 resulting from a reduction in investments offset by higher returns.

Other Income (Expense)

Other expense was $(0.6) million for the three months ended March 31, 2026, as compared to other income of $5.1 million for the same period in 2025.

The decrease in other income (expense) was primarily driven by a change in the fair value remeasurements.

We recognized a net loss of $0.5 million from the changes in the fair value of the convertible debentures during the three months ended March 31, 2026, as compared to a (net gain) of $5.1 million for the same period in 2025.

Other expense was $1.0 million for the six months ended June 30, 2026, as compared to other income of $5.8 million for the same period in 2025.

The year-over-year change was primarily attributable to the following:

• Fair value remeasurement:

We recognized a net loss of $0.7 million from the changes in the fair value of the convertible debentures during the six months ended June 30, 2026, as compared to a net gain of $4.5 million for the same period in 2025.

• Government credit and other income:

Other income decreased by $1.5 million in 2026, primarily due to receipt of an ERC refundable tax credit received during the six months ended June 30, 2025 from the IRS for eligible businesses affected by the COVID-19 pandemic.

1 unchanged sentence

Since our inception, we have incurred net losses and negative cash flows from operations.

We incurred net losses of $8.3 million and $3.1 million, and used $5.7 million and $2.8 million of cash from our operating activities for the three months ended March 31, 2026 and 2025, respectively.

As of March 31, 2026, we had an accumulated deficit of $727.9 million, cash and cash equivalents of $3.4 million, $11.0 million in short-term investments and $10.3 million in restricted cash and short-term investments.

We incurred net losses of $15.7 million and $10.0 million, and used $10.4 million and $6.3 million of cash from our operating activities for the six months ended June 30, 2026 and 2025, respectively.

As of June 30, 2026, we had an accumulated deficit of $735.3 million, cash and cash equivalents of $3.7 million, $6.2 million in short-term investments and $0.5 million in restricted cash.

Sources of Liquidity and Capital Resources

In the three months ended March 31, 2026, we generated cash flows from sales of common stock and other equity instruments.

In the six months ended June 30, 2026, we generated cash flows from sales of common stock and other equity instruments.

We anticipate that future sources of liquidity will principally come from sales of common stock and other equity instruments, borrowings from credit facilities and revenue from our commercial operations.

12 unchanged sentences

As consideration for the Amendment, the Company issued to the Holders approximately 83,000 shares of its common stock (the “Private Placement Shares”).

As of March 31, 2026, the Company reported $10.2 million of Debentures at fair value, which is classified as current on the unaudited condensed consolidated balance sheet.

For the three months ended March 31, 2026, the Company paid $0.3 million in interest and zero in principal redemption amounts on the Debentures.

As of March 31, 2026, the Company may be required to redeem up to $10.3 million of principal and expects to pay an additional $0.2 million in interest on the Debentures for the remainder of 2026.

The $10.3 million outstanding principal balance was redeemed in full shortly after the May 24, 2026 maturity date, and no principal remained outstanding under the Debentures as of June 30, 2026.

For the six months ended June 30, 2026, the Company paid $0.5 million in interest and $10.3 million in principal redemption amounts on the Debentures.

See Note 5 (Debt) in the accompanying notes to our unaudited condensed consolidated financial statements included elsewhere in this Quarterly Report for further information.

1 unchanged sentence

If this were to occur, the value available to our various stakeholders, including our creditors and stockholders, is uncertain and trading prices for our securities may bear little or no relationship to the actual recovery, if any, by holders of our securities in bankruptcy proceedings, if any.

This estimate assumes the inclusion of the amount equal to the outstanding principal amount of the Debentures.

Our existing cash and cash equivalents and short-term investments will not be sufficient for us to achieve cash-flow break even, and we expect to need to seek additional capital.

3 unchanged sentences

We expect such expenditures to continue throughout the balance of 2026.

As of March 31, 2026, we had $3.4 million in cash and cash equivalents, $11.0 million in short-term investments and $10.3 million in restricted cash and short-term investments.

The amount we are required to hold as restricted cash or restricted investments is equal to the lesser of (a) $11.0 million and (b) the then outstanding principal balance of the Debentures.

As of March 31, 2026, the Company had $10.3 million of principal outstanding under the Debentures.

As of June 30, 2026, we had $3.7 million in cash and cash equivalents, $6.2 million in short-term investments and $0.5 million in restricted cash.

As of June 30, 2026, the Company had fully redeemed the outstanding principal balance under the Debentures.

Based on recurring losses from operations incurred since inception and the expectation of continued operating losses, we anticipate our available cash balance will not be sufficient to operate our business for the next twelve months from the issuance of this Quarterly Report.

7 unchanged sentences

Even if we raise additional capital, we may also be required to modify, delay or abandon some of our plans which could have a material adverse effect on our business, operating results and financial condition and our ability to achieve our intended business objectives.

In addition, our estimate as to the sufficiency of our current cash, cash equivalents and short-term investments and our current operating plan as discussed above are based on assumptions that may prove to be wrong, and we could deplete our capital resources sooner than

we currently anticipate.

See Note 1 (Organization and Basis of Presentation) in the accompanying notes to our unaudited condensed consolidated financial statements included elsewhere in this Quarterly Report for more information.

5 unchanged sentences

The following table sets forth the cash flow from operating, investing and financing activities for the periods presented (in thousands):

Three Months Ended March 31,

Six Months Ended June 30,

Net cash provided by (used in):

5 unchanged sentences

Our cash flows from operating activities are also significantly influenced by our use of cash for operating expenses to support the growth of our business.

We have historically experienced negative cash flows from operating activities as we have developed our technology, expanded our business and built our infrastructure, and this may continue in the future.

We have historically experienced negative cash flows from operating activities as we have developed our technology, expanded our business and built our

infrastructure, and this may continue in the future.

As discussed above, we anticipate our available cash balance will not be sufficient for the next twelve months from the issuance of this report.

3 unchanged sentences

however, our financial condition may result in certain additional restructuring or advisory expenses which may result in our corporate expenditures increasing, potentially materially, and we may observe fluctuations in the cash used in operating activities on a quarterly basis to sustain our current commercial offerings.

Net cash used in operating activities was $5.7 million during the three months ended March 31, 2026, as compared to $2.8 million during the same period in 2025.

Net cash used in operating activities was $10.4 million during the six months ended June 30, 2026, as compared to $6.3 million during the same period in 2025.

The increase in cash used in operating activities of $4.1 million was primarily attributed to an increase in inventory purchases and an increase in salaries, wages, and benefits driven by a slight increase in headcount and an increase in accrued salaries, wages, and bonuses.

2 unchanged sentences

We expect to continue to incur additional costs for capital expenditures related to these efforts in future periods.

During the three months ended March 31, 2026, net cash provided by investing activities was $5.5 million, as compared to net cash used in investing activities was $14.1 million during the same period in 2025.

The increase in cash provided by investing activities of $19.5 million was primarily attributed to the maturity of $54.1 million in available for sale securities, which was offset by the purchase of available for sale securities of $48.7 million

during the three months ended March 31, 2026, as compared to the maturity of $50.7 million in available for sale securities, which was offset by a higher purchase of available for sale securities of $64.8 million during the same period in 2025.

During the six months ended June 30, 2026, net cash provided by investing activities was $19.1 million, as compared to net cash used in investing activities was $12.1 million during the same period in 2025.

The increase in cash provided by investing activities of $31.2 million was primarily attributed to the maturity of $99.3 million in available for sale securities, which was offset by the purchase of available for sale securities of $80.1 million during the six months ended June 30, 2026, as compared to the maturity of $104.6 million in available for sale securities, which was offset by a higher purchase of available for sale securities of $116.6 million during the same period in 2025.

Financing Activities

Net cash provided by financing activities was $0.7 million during the three months ended March 31, 2026 as compared to $10.9 million during the same period in 2025, a decrease of $10.2 million.

During the three months ended March 31, 2026, the Company made no principal payments towards the convertible debentures payable, as compared to principal payments of $1.5 million during the same period in 2025, and $0.7 million in gross proceeds from executing sales under our at-the-market facilities with H.C.

Wainwright & Co., LLC (“Wainwright”) during the three months ended March 31, 2026, as compared to $13.3 million in gross proceeds from executing sales under our at-the-market facilities with Cowen and Company, LLC (“Cowen”) during the same period in 2025.

Net cash used in financing activities was $9.0 million during the six months ended June 30, 2026 as compared to net cash provided by financing activities of $12.4 million during the same period in 2025, a decrease of $21.4 million.

During the six months ended June 30, 2026, the Company fully redeemed the outstanding principal balance of $10.3 million of the convertible debentures payable, as compared to principal payments of $3.0 million during the same period in 2025, and $1.3 million in gross proceeds from executing sales under our at-the-market facilities with H.C.

Wainwright & Co., LLC (“Wainwright”) during the six months ended June 30, 2026, as compared to $16.4 million in gross proceeds from executing sales under our at-the-market facilities with Cowen and Company, LLC (“Cowen”) and Wainwright during the same period in 2025.

Capital Resources

As of March 31, 2026, we had approximately $3.4 million in cash and cash equivalents, $11.0 million in short-term investments, $10.3 million in restricted cash and short-term investments and working capital of $17.7 million.

The amount we are required to hold as restricted cash or restricted investments is equal to the lesser of (a) $11.0 million and (b) the then outstanding principal balance of the Debentures (as defined in Note 5 (Debt) to our unaudited condensed consolidated financial statements).

As of March 31, 2026, the Company had $10.3 million of principal outstanding under the Debentures.

As of June 30, 2026, we had approximately $3.7 million in cash and cash equivalents, $6.2 million in short-term investments, $0.5 million in restricted cash and working capital of $14.8 million.

As of June 30, 2026, the Company had fully redeemed the outstanding principal balance under the Debentures.

In order to fund our future operations, on March 10, 2023, we filed a universal shelf registration statement (the “Shelf Registration Statement”) with the SEC, which provides for aggregate offerings of up to $400.0 million of common stock, preferred stock, debt securities and warrants or any combination thereof.

2 unchanged sentences

On February 21, 2025, the Company entered into an At The Market Offering Agreement (the “ATM Agreement”) with Wainwright, pursuant to which the Company may offer and sell, from time to time at its sole discretion, shares of its common stock having an aggregate offering price of up to $75.0 million, through or to Wainwright, acting as sales agent or principal, pursuant to the Shelf Registration Statement.

During the three months ended March 31, 2026, the Company sold approximately 0.5 million shares of common stock under the ATM Agreement at an average share price of $1.32 per share and received gross proceeds of approximately $0.7 million before deducting offering costs of $0.03 million.

During the six months ended June 30, 2026, the Company sold approximately 1.0 million shares of common stock under the ATM Agreement at an average share price of $1.28 per share and received gross proceeds of approximately $1.3 million before deducting offering costs of $0.05 million.

Under the rules of the SEC, the Shelf Registration Statement was set to become unavailable to register the offer or sale of new securities beginning on May 10, 2026.

7 unchanged sentences

Pursuant to General Instruction I.B.6 of Form S-3, for so long as our public float is less than $75 million, the amount we can raise through primary public offerings of securities in any twelve-month period using shelf registration statements is limited to one-third of our public float.

our public float increases or decreases, the number of securities we may sell under our shelf registration statements in accordance with General Instruction I.B.6 of Form S-3 will also increase or decrease, respectively.

If our public float increases or decreases, the number of securities we may sell under our shelf registration statements in accordance with General Instruction I.B.6 of Form S-3 will also increase or decrease, respectively.

If our public float increases above $75.0 million such that we may sell additional amounts under the ATM Agreement and the ATM Prospectus, we will file another amendment to the ATM Prospectus prior to making additional sales in excess of the limitations of General Instruction I.B.6 of Form S-3.

8 unchanged sentences

Historically, revisions to our estimates have not resulted in a material change to our financial statements.

During the three months ended March 31, 2026, there have been no changes to our critical accounting policies and estimates as described in our Annual Report.

During the six months ended June 30, 2026, there have been no changes to our critical accounting policies and estimates as described in our Annual Report.

Recent Accounting Pronouncements

3 unchanged sentences

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