What changed in this filing

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Item 1. Financial Statements

2025-08-13 compared with 2025-05-14 · 145 added, 96 removed, 412 unchanged (37% of the section changed)

3 unchanged sentences

(In Thousands, Except Per Share Amounts)

March 31, 2025 December 31, 2024

June 30, 2025 December 31, 2024

Current assets:

38 unchanged sentences

200,000 shares authorized;

82,841 shares and 81,850 shares issued and outstanding as of March 31, 2025 and December 31, 2024, respectively

90,254 shares and 81,850 shares issued and outstanding as of June 30, 2025 and December 31, 2024, respectively

Additional paid-in capital 652,391 629,673

7 unchanged sentences

(In Thousands, Except Per Share Amounts)

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

Product revenue $ 7,380 $ 6,259 $ 13,439 $ 15,810

5 unchanged sentences

Selling, general and administrative 12,317 15,671 24,672 28,531

Asset impairment and other charges — 165 — 165

Total costs and operating expenses 28,190 30,711 56,219 59,672

2 unchanged sentences

Interest and other expense, net

( 984 ) ( 985 ) ( 1,926 ) ( 1,500 )

Loss before income taxes ( 13,262 ) ( 22,745 ) ( 33,939 ) ( 34,239 )

7 unchanged sentences

(In Thousands)

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

Net loss $ ( 13,272 ) $ ( 22,755 ) $ ( 33,960 ) $ ( 34,260 )

7 unchanged sentences

Common Stock Additional

Capital Accumulated Other Comprehensive Income (Loss)

Accumulated Deficit Total Stockholders' Equity

Three Months Ended June 30, 2025 Shares Amount

Balance as of April 1, 2025

82,841 $ 8 $ 633,101 $ 14 $ ( 583,494 ) $ 49,629

Issuance of common stock upon release of stock awards 17 — — — — —

Issuance of common stock under employee stock purchase plan 151 — 317 — — 317

Issuance of common stock in connection with an equity sales agreement, net of issuance costs of $ 826

7,245 1 16,441 — — 16,442

Stock-based compensation — — 2,532 — — 2,532

Net loss — — — — ( 13,272 ) ( 13,272 )

Other comprehensive loss — — — ( 17 ) — ( 17 )

Balance as of June 30, 2025

90,254 $ 9 $ 652,391 $ ( 3 ) $ ( 596,766 ) $ 55,631

Common Stock Additional

Capital Accumulated Other Comprehensive Loss Accumulated Deficit Total Stockholders' Equity

Three Months Ended June 30, 2024 Shares Amount

Balance as of April 1, 2024

70,554 $ 7 $ 588,311 $ ( 16 ) $ ( 509,035 ) $ 79,267

Issuance of common stock upon release of stock awards 236 — — — — —

Issuance of common stock under employee stock purchase plan 124 — 260 — — 260

Stock-based compensation — — 4,682 — — 4,682

Net loss — — — — ( 22,755 ) ( 22,755 )

Other comprehensive loss — — — ( 7 ) — ( 7 )

Balance as of June 30, 2024

70,914 $ 7 $ 593,253 $ ( 23 ) $ ( 531,790 ) $ 61,447

See accompanying notes to the unaudited condensed consolidated financial statements.

Codexis, Inc.

Condensed Consolidated Statements of Stockholders' Equity

(In Thousands)

Common Stock Additional

Capital Accumulated Other Comprehensive Income (Loss) Accumulated Deficit Total Stockholders' Equity

Three Months Ended March 31, 2025 Shares Amount

Six Months Ended June 30, 2025 Shares Amount

Balance as of January 1, 2025

2 unchanged sentences

Issuance of common stock upon release of stock awards 669 — — — — —

Issuance of common stock under employee stock purchase plan 151 — 317 — — 317

Issuance of common stock in connection with an equity sales agreement, net of issuance costs of $ 826

7,245 1 16,441 — — 16,442

Stock-based compensation — — 4,911 — — 4,911

1 unchanged sentence

Other comprehensive loss — — — ( 55 ) — ( 55 )

Balance as of March 31, 2025

Balance as of June 30, 2025

90,254 $ 9 $ 652,391 $ ( 3 ) $ ( 596,766 ) $ 55,631

Common Stock Additional

Capital Accumulated Other Comprehensive Income (Loss) Accumulated Deficit Total Stockholders' Equity

Three Months Ended March 31, 2024 Shares Amount

Capital Accumulated Other Comprehensive Loss Accumulated Deficit Total Stockholders' Equity

Six Months Ended June 30, 2024 Shares Amount

Balance as of January 1, 2024

3 unchanged sentences

Issuance of common stock warrants in connection with debt issuance — — 859 — — 859

Issuance of common stock under employee stock purchase plan 124 — 260 — — 260

Stock-based compensation — — 7,853 — — 7,853

1 unchanged sentence

Other comprehensive loss — — — ( 23 ) — ( 23 )

Balance as of March 31, 2024

Balance as of June 30, 2024

70,914 $ 7 $ 593,253 $ ( 23 ) $ ( 531,790 ) $ 61,447

3 unchanged sentences

(In Thousands)

Three Months Ended March 31,

Six Months Ended June 30,

Operating activities:

5 unchanged sentences

Provision (recovery) for credit losses ( 113 ) —

Asset impairment and other charges — 165

Non-cash interest expense 572 345

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Proceeds from exercises of stock options 1,098 281

Proceeds from issuance of stock under employee stock purchase plan 317 327

Proceeds from issuance of common stock in connection with equity sales agreements 17,268 —

Costs incurred in connection with equity sales agreements ( 718 ) ( 403 )

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Net cash provided by financing activities 27,859 29,084

Net decrease in cash, cash equivalents and restricted cash ( 944 ) ( 7,071 )

Net increase (decrease) in cash, cash equivalents and restricted cash

7,496 ( 46,523 )

Cash, cash equivalents and restricted cash at the beginning of the period 20,829 66,697

5 unchanged sentences

Capital expenditures incurred but not yet paid $ 48 $ 768

The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the unaudited condensed consolidated balance sheets as of March 31, 2025 and 2024 to the total of the same such amounts shown above in the unaudited condensed consolidated statements of cash flows:

Transfer from property and equipment to assets held for sale

The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the unaudited condensed consolidated balance sheets as of June 30, 2025 and 2024 to the total of the same such amounts shown above in the unaudited condensed consolidated statements of cash flows:

Cash and cash equivalents $ 26,761 $ 18,595

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Total cash, cash equivalents and restricted cash $ 28,325 $ 20,174

This table excludes short-term investments of $ 41.5 million and $ 27.5 million as of March 31, 2025 and 2024, respectively.

Total cash, cash equivalents, and short-term investments as of March 31, 2025 and 2024 were $ 59.8 million and $ 85.5 million, respectively.

This table excludes short-term investments of $ 39.6 million and $ 54.6 million as of June 30, 2025 and 2024, respectively.

Total cash, cash equivalents, and short-term investments as of June 30, 2025 and 2024 were $ 66.3 million and $ 73.2 million, respectively.

See accompanying notes to the unaudited condensed consolidated financial statements.

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The condensed consolidated balance sheet at December 31, 2024 has been derived from the audited consolidated financial statements at that date, but does not include all disclosures, including notes, required by GAAP for complete financial statements.

The significant accounting policies used in preparation of the unaudited condensed consolidated financial statements for the three months ended March 31, 2025 and 2024, are consistent with those discussed in Note 2 to the audited consolidated financial statements in the Company’s 2024 Annual Report on Form 10-K and are updated below as necessary.

The significant accounting policies used in preparation of the unaudited condensed consolidated financial statements for the three and six months ended June 30, 2025 and 2024, are consistent with those discussed in Note 2 to the audited consolidated financial statements in the Company’s 2024 Annual Report on Form 10-K.

There have been no significant changes in our significant accounting policies or critical accounting estimates since December 31, 2024.

The unaudited condensed consolidated financial statements have been prepared on the same basis as the audited consolidated financial statements and, in the opinion of management, reflect all adjustments of a normal recurring nature considered necessary to present fairly our financial position as of March 31, 2025 and results of operations for the interim periods presented.

The unaudited condensed consolidated financial statements have been prepared on the same basis as the audited consolidated financial statements and, in the opinion of management, reflect all adjustments of a normal recurring nature considered necessary to present fairly our financial position as of June 30, 2025 and results of operations for the interim periods presented.

The interim results are not necessarily indicative of the results for any future interim period or for the entire year.

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Actual results could differ from those estimates and such differences may be material to the condensed consolidated financial statements.

Short-term Investments

We classify all marketable debt securities that have effective maturities of three months or less from the date of purchase as cash equivalents and those with effective maturities of greater than three months as short-term investment securities in the condensed consolidated balance sheets.

We determine the appropriate classification of our short-term investments at the time of purchase and reevaluate such designation at each balance sheet date.

We have classified and accounted for our short-term investments as available-for-sale.

After consideration of our risk versus reward objectives, as well as our liquidity requirements, we may sell these debt securities prior to their effective maturities.

We carry these short-term investments at fair value, and report the unrealized gains and losses, net of taxes, as a component of stockholders’ equity, except for the changes in allowance for expected credit losses, which are included in “Interest and other expense, net” in the unaudited condensed consolidated statements of operations.

We determine any realized gains or losses on the sale of short-term investments on a specific identification method, and we record such gains and losses as a component of “Interest income” in the unaudited condensed consolidated statements of operations.

Short-term investments are reviewed periodically for allowances for credit losses and impairment.

When evaluating the investments, the Company reviews factors such as the extent to which the fair value of the security is less than the amortized cost basis, adverse conditions specifically related to the security, the financial condition of the issuer, the Company’s intent to sell, and whether it would be more likely than not that the Company would be required to sell the investments before the recovery of the amortized cost basis.

Accounting Pronouncements

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The standard was adopted beginning January 1, 2025 on a prospective basis.

2023-09 will become effective in the Company’s Annual Report on Form 10-K for the year ending December 31, 2025 and we are continuing to evaluate whether adoption of this standard will have a material impact on our unaudited condensed consolidated financial statements and related disclosures.

Aside from the recently adopted accounting pronouncements described above and recently issued accounting pronouncements not yet adopted and described below, there were no recent accounting pronouncements or changes in accounting pronouncements during the three months ended March 31, 2025, that are of significance or potential significance to us.

2023-09 will become effective in the Company’s Annual Report on Form 10-K for the year ending December 31, 2025 and we are continuing to evaluate whether adoption of this standard will have a material impact on our consolidated financial statements and related disclosures.

Aside from the recently adopted accounting pronouncement described above and recently issued accounting pronouncements not yet adopted and described below, there were no recent accounting pronouncements or changes in accounting pronouncements during the three and six months ended June 30, 2025, that are of significance or potential significance to us.

Recently issued accounting pronouncements not yet adopted

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Disaggregated information is as follows (in thousands):

Three Months Ended March 31,

Primary geographical markets:

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

Primary geographical markets:

APAC $ 6,580 $ 4,966 $ 8,116 $ 12,224

Americas 6,352 1,046 8,440 8,289

EMEA 2,396 1,967 6,315 4,539

Total revenues $ 15,328 $ 7,979 $ 22,871 $ 25,052

Contract Balances

The following table presents balances of contract assets, unbilled receivables, and contract liabilities (in thousands):

March 31, 2025 December 31, 2024

Contract assets $ 1,788 $ 4,375

The following table presents balances of unbilled receivables, contract assets, and contract liabilities (in thousands):

June 30, 2025 December 31, 2024

Unbilled receivables $ 3,315 $ 3,208

Contract assets $ 1,279 $ 4,375

Contract liabilities:

deferred revenue $ 200 $ 450

We ha d no a sset impairment charges related to financial assets in the three months ended March 31, 2025 and 2024.

The decrease in contract assets was primarily due to decreases in product revenue from contracts subject to over time revenue recognition.

We had no asset impairment charges related to financial assets in the three and six months ended June 30, 2025 and 2024.

The increase in unbilled receivables was primarily due to the timing of billings.

The increase in deferred revenue was primarily due to the timing of recognition of revenue.

As of March 31, 2025, we have $ 3.4 million of short-term unbilled receivables presented as unbilled receivables within current assets and $ 0.4 million of long-term unbilled receivables that is included within the other non-current assets line item in the condensed consolidated balance sheets.

The decrease in contract assets was primarily due to decreases in product revenue from contracts subject to over time revenue recognition.

The decrease in deferred revenue was primarily due to the timing of recognition of revenue.

As of June 30, 2025, we have $ 3.0 million of short-term unbilled receivables presented as unbilled receivables within current assets and $ 0.3 million of long-term unbilled receivables that is included within the other non-current assets line item in the condensed consolidated balance sheets.

As of December 31, 2024 , we had $ 2.8 million of short-term unbilled receivables presented as unbilled receivables within current assets and $ 0.5 million of long-term unbilled receivables that is included within the other non-current assets line item in the condensed consolidated balance sheets.

We recognized the following revenues (in thousands):

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

Revenue recognized in the period for:

2025 2024 2025 2024

Amounts included in contract liabilities at the beginning of the period:

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Changes in the estimated transaction price allocated to performance obligations satisfied in prior periods ( 400 ) ( 695 ) ( 13 ) ( 543 )

Revenue recognized on performance obligations previously completed upon the customer achieving a milestone

4,700 — 4,700 —

Performance obligations satisfied from new activities in the period - contract revenue 10,888 8,545 17,934 25,095

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The following table includes estimated revenue expected to be recognized in the future related to performance obligations that are unsatisfied or partially unsatisfied at the end of the reporting periods.

The estimated revenue does not include contracts with original durations of one year or less, amounts of variable consideration attributable to royalties, or contract renewals that are unexercised as of March 31, 2025.

Th e balances in the table below are partially based on judgments involved in estimating future orders from customers subject to the exercise of material rights pursuant to respective contracts as of March 31, 2025 (in thousands):

The balances in the table below a re partially based on judgments involved in estimating future orders from customers subject to the exercise of material rights pursuant to respective contracts as of June 30, 2025 (in thousands):

Remainder of 2025

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The following shares were not considered in the computation of diluted net loss per share because their effect was anti-dilutive (in thousands):

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

Shares issuable under the Equity Incentive Plan and ESPP (1)

13,516 12,893 13,516 12,893

424 424 424 424

Total potentially dilutive securities 13,940 13,317 13,940 13,317

( 1) Included 386,635 and 568,224 of anti-dilutive potential common shares from ESPP for the three months ended March 31, 2025 and 2024, respectively.

( 1) Included anti-dilutive potential common shares from ESPP of 688,219 and 604,997 for the three and six months ended June 30, 2025 and 2024, respectively.

(2) Pertains to the warrants issued in connection with the Innovatus Loan.

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We adjust the carrying value of non-marketable equity securities which have been remeasured during the period and recognize resulting gains or losses as a component of interest and other expense, net in the unaudited condensed consolidated statements of operations.

There was no remeasurement event for our investments in non-marketable equity securities that occurred during the three months ended March 31, 2025 and 2024.

We recognized no realized gains or losses during the three months ended March 31, 2025 and 2024.

There was no remeasurement event for our investments in non-marketable equity securities that occurred during the three and six months ended June 30, 2025 and 2024.

We recognized no realized gains or losses during the three and six months ended June 30, 2025 and 2024.

The following table presents the carrying value of our non-marketable equity securities (in thousands):

March 31, 2025 December 31, 2024

June 30, 2025 December 31, 2024

seqWell 2,416 2,416

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Fair Value Measurements

The following tables show the Company’s cash, cash equivalents, and short-term investments by significant investment category as of March 31, 2025 and December 31, 2024 (in thousands):

March 31, 2025

The following tables show the Company’s cash, cash equivalents, and short-term investments by significant investment category as of June 30, 2025 and December 31, 2024 (in thousands):

June 30, 2025

Amortized Cost Unrealized Gains Unrealized Losses Fair Value Cash and Cash Equivalents Short-term Investments

5 unchanged sentences

Corporate debt 8,258 — ( 3 ) 8,255 — 8,255

agency securities 1,995 1 — 1,996 — 1,996

treasury securities 18,385 3 ( 2 ) 18,386 — 18,386

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We limit the credit risk associated with our cash equivalents and short-term investments by placing them with banks and institutions we believe are highly credit-worthy and investing in highly-rated investments.

As of March 31, 2025 and December 31, 2024, the contractual maturity of all investments held was less than one year.

During the three months ended March 31, 2025 and 2024, we did no t recognize any significant credit losses no r other-than-temporary impairment losses on our short-term investments.

As of June 30, 2025 and December 31, 2024, the contractual maturity of all investments held was less than one year.

During the three and six months ended June 30, 2025 and 2024, we did no t recognize any significant credit losses no r other-than-temporary impairment losses on our short-term investments.

Balance Sheet Details

Inventories consisted of the following (in thousands):

March 31, 2025 December 31, 2024

June 30, 2025 December 31, 2024

Work in process — 29

1 unchanged sentence

Total inventories $ 1,945 $ 1,799

$ 1,781 $ 1,799

Prepaid expenses and other current assets

As of March 31, 2025, prepaid expenses and other current assets consisted of prepaid expenses of $ 3.7 million and other current assets of $ 0.5 million.

As of June 30, 2025, prepaid expenses and other current assets consisted of prepaid expenses of $ 3.4 million and other current assets of $ 0.1 million.

As of December 31, 2024, prepaid expenses and other current assets consisted of prepaid expenses of $ 3.7 million and other current assets of $ 0.5 million.

1 unchanged sentence

Property and equipment, net consisted of the following (in thousands):

March 31, 2025 December 31, 2024

June 30, 2025 December 31, 2024

Laboratory equipment $ 37,931 $ 35,949

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Depreciation expense included in both research and development expenses and selling, general and administrative expenses in the unaudited condensed consolidated statements of operations was as follows (in thousands):

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

Research and development $ 1,181 $ 1,020 $ 2,127 $ 2,052

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Total depreciation expense $ 1,302 $ 1,239 $ 2,460 $ 2,491

$ 1,158 $ 1,252

Other Accrued Liabilities

Other accrued liabilities consisted of the following (in thousands):

March 31, 2025 December 31, 2024

Accrued purchases $ 2,544 $ 2,908

June 30, 2025 December 31, 2024

Accrued professional and outside service fees 2,014 3,064

Other 177 251

Accrued purchases $ 1,325 $ 2,908

Total other accrued liabilities $ 3,406 $ 6,223

Stock-based Compensation

Equity Incentive Plans

In April 2025, our Board of Directors (the “Board”) approved the second amendment to the Codexis Inc.

2019 Incentive Award Plan, as amended (the “2019 Plan”) which amendment became effective upon stockholders' approval at the Annual Meeting of the Company’s stockholders in June 2025.

The second amendment provided for an increase in the number of shares authorized and available for issuance under the 2019 Plan by 8,000,000 shares, resulting in an increase to the total shares authorized and available for issuance under the 2019 Plan from 15,897,144 shares to 23,897,144 shares.

Employee Stock Purchase Plan

In April 2023, our Board of Directors approved an employee stock purchase plan (as may be amended from time to time, the “ESPP”) which became effective upon approval at the 2023 Annual Meeting.

In April 2023, our Board approved an employee stock purchase plan (as may be amended from time to time, the “ESPP”) which became effective upon approval at the 2023 Annual Meeting.

The ESPP allows eligible employees of the Company to purchase shares of our common stock through payroll deductions.

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The first offering period of the ESPP commenced in December 2023.

No shares of our common stock were purchased under the ESPP during the three months ended March 31, 2025 and 2024.

As of March 31, 2025, 1,736,843 shares of common stock were available for future issuance under the ESPP.

We recognized $ 0.1 million of stock-based compensation expenses related to the ESPP for each of the three months ended March 31, 2025 and 2024.

As of March 31, 2025, the total unrecognized stock-based compensation expense, net of expected forfeitures, related to the ESPP was $ 0.4 million and is expected to be recognized over the remaining offering period.

For the three and six months ended June 30, 2025 and 2024, 151,490 and 123,889 shares of our common stock were purchased under the ESPP, respectively.

As of June 30, 2025, 1,585,353 shares of common stock were available for future issuance under the ESPP.

We recognized $ 0.1 million and $ 0.2 million of stock-based compensation expenses related to the ESPP for the three and six months ended June 30, 2025, respectively, and $ 0.1 million for the three and six months ended June 30, 2024.

As of June 30, 2025, the total unrecognized stock-based compensation expense, net of expected forfeitures, related to the ESPP was $ 1.0 million and is expected to be recognized over the remaining offering period.

Stock-Based Compensation Expense

Stock-based compensation expense is included in the unaudited condensed consolidated statements of operations as follows (in thousands):

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

Cost of product revenue $ 57 $ 101 $ 118 $ 216

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The following table presents total stock-based compensation expense by security type included in the unaudited condensed consolidated statements of operations (in thousands):

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

Stock options $ 1,478 $ 2,117 $ 2,833 $ 3,631

RSUs and RSAs 919 1,317

Restricted stock units (“RSUs”) and RSAs 936 1,152 1,855 2,469

Performance-contingent restricted stock units (“PSUs”) — — — 247

Performance based options (“PBOs”) — 1,341 — 1,357

ESPP 118 72 223 149

Total $ 2,532 $ 4,682 $ 4,911 $ 7,853

As of March 31, 2025, unr ecognized stock-based compensation expense, net of expected forfeitures, was $ 12.3 million related to unvested stock options and $ 5.6 million related to unvested RSUs and RSAs.

On June 29, 2024, we entered into an Advisory Services Agreement with a former executive of the Company.

Pursuant to the advisory agreement, the exercise period for the former executive’s vested stock options and performance-based options was also extended.

The modification resulted in a stock-based compensation expense of $ 2.0 million recognized in selling, general and administrative expenses for the three and six months ended June 30, 2024.

As of June 30, 2025, unrecognized stock-based compensation expense, net of expected forfeitures, was $ 11.1 million related to unvested stock options, and $ 6.3 million related to unvested RSUs and RSAs.

Stock-based compensation expense for these awards will be recognized through 2029.

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Exercise of Options

For the three months ended March 31, 2025 and March 31, 2024, we issued 339,142 and 72,856 shares, respectively, upon option exercises at a weighted-average exercise price of $ 3.09 and $ 1.97 per share, respectively, with net cash proceeds of $ 1.0 million and $ 0.1 million, respectively.

For the six months ended June 30, 2025 and June 30, 2024, we issued 339,142 and 75,856 shares, respectively, upon option exercises at a weighted-average exercise price of $ 3.09 and $ 1.97 per share, respectively, with net cash proceeds of $ 1.0 million and $ 0.1 million, respectively.

Sales Agreements

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On April 24, 2024, we terminated the EDA.

No shares of our common stock were issued and sold pursuant to the EDA during the three months ended March 31, 2024.

No shares of our common stock were issued and sold pursuant to the EDA during the three and six months ended June 30, 2024 .

On May 2, 2024, we entered into a Controlled Equity Offering℠ Sales Agreement (the “Cantor Sales Agreement”) with Cantor Fitzgerald & Co., as sales agent (“Cantor”), under which Cantor, at our discretion and at such times that we may determine from time to time, may sell up to a maximum of $ 75.0 million of shares of our common stock.

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In 2024, 10,440,000 shares of our common stock were issued and sold pursuant to the Cantor Sales Agreement, all during the third quarter of 2024, and we received net proceeds of $ 29.7 million after Cantors’ commissions and direct offering expenses.

During the three months ended March 31, 2025, no shares of our common stock were issued and sold pursuant to the Cantor Sales Agreement.

As of March 31, 2024, $ 43.7 million remained available for sale under the Cantor Sales Agreement.

During the three and six months ended June 30, 2025, 7,244,966 shares of our common stock were issued and sold pursuant to the Cantor Sales Agreement and we received gross proceeds of $ 17.3 million, or $ 16.4 million in net proceeds after the Cantors’ commissions and direct offering expenses of $ 0.8 million.

As of June 30, 2025, $ 26.4 million remained available for sale under the Cantor Sales Agreement.

Commitments and Contingencies

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The Company has entered into operating leases primarily for office and laboratory space.

Lease costs amounts included in the measurement of lease obligations and other information related to non-cancellable operating leases were as follows (in thousands):

Three Months Ended March 31,

Lease cost amounts included in the measurement of lease obligations and other information related to non-cancellable operating leases were as follows (in thousands):

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

Operating lease cost (1)

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Weighted-average discount rate 7.0 %

Three Months Ended March 31,

Six Months Ended June 30,

Cash paid (in thousands):

Operating cash flows from operating leases $ 2,428 $ 2,357

As of March 31, 2025, our maturity analysis of annual undiscounted cash flows of the non-cancellable operating leases are as follows (in thousands):

As of June 30, 2025, our maturity analysis of annual undiscounted cash flows of the non-cancellable operating leases are as follows (in thousands):

Years Ending December 31, Operating Leases

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The timing of completion of service arrangements is subject to variability in estimates of the time required to complete the work.

As of March 31, 2025, the future minimum payments that we expect to pay, including potential obligations under services agreements subject to risk of cancellation by us, is minimal.

As of June 30, 2025, the future minimum payments that we expect to pay, including potential obligations under services agreements subject to risk of cancellation by us, is nil.

Legal Proceedings

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Innovatus Loan Agreement

On February 13, 2024 (the “Closing Date”), we entered into a five-year term loan and security agreement (the “Loan Agreement”) with Innovatus Life Sciences Lending Fund I, LP (“Innovatus”), an affiliate of Innovatus Capital Partners, LLC, for an aggregate principal amount of up to $ 40.0 million and with a maturity date of February 13, 2029 (the “Innovatus Loan”).

The Innovatus Loan consists of two tranches, of which the first tranche of $ 30.0 million was funded on February 13, 2024.

We will be eligible to draw down the second tranche of $ 10.0 million upon achievement of certain milestones including certain pre-specified revenue thresholds and subject to a payment of a facility fee equal to 1.00 % of the amount of such term loan.

On February 13, 2024 (the “Closing Date”), we entered into a five -year term loan and security agreement (the “Loan Agreement”) with Innovatus Life Sciences Lending Fund I, LP (“Innovatus”), an affiliate of Innovatus Capital Partners, LLC, for an aggregate principal amount of up to $ 40.0 million funded in two tranches with a maturity date of February 13, 2029 (the “Innovatus Loan”).

The first tranche of $ 30.0 million was funded on February 13, 2024 and the second tranche of $ 10.0 million was funded on June 27, 2025 upon achievement of certain milestones including certain pre-specified revenue thresholds.

Both tranches were subject to a payment of a facility fee equal to 1.00 % of the amount of such term loan.

The floating per annum interest rate of the Innovatus Loan is equal to the sum of (a) the greater of (i) prime rate published in the Money Rates section of the Wall Street Journal and (ii) 7.50 % , plus (b) 3.25 %;

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The Innovatus Loan is secured by perfected first priority liens on the Company's assets, and the Loan Agreement includes a negative pledge by the Company which prohibits the Company from permitting liens to be placed upon the Company's intellectual property in favor of any party other than Innovatus.

In connection with the issuance of the Innovatus Loan, we recorded a debt discount of $ 1.3 million and capitalized debt issuance costs of $ 0.6 million during the first quarter of 2024 .

In connection with the funding of the first tranche of the Innovatus Loan in February 2024, we recorded a debt discount of $ 1.3 million and capitalized debt issuance costs of $ 0.6 million during the first quarter of 2024 .

Additionally, in connection with the funding of the second tranche of the Innovatus Loan in June 2025, we recorded a debt discount of $ 0.1 million during the second quarter of 2025 .

The discount and issuance costs will be amortized over the life of the Innovatus Loan.

Interest expense for the Innovatus Loan for the three months ended March 31, 2025 and 2024 was $ 0.9 million and $ 0.5 million , respectively, and is inclusive of non-cash amortization of the debt discount, debt issuance costs, payable in-kind interest, and accretion of final payment.

The carrying amount of the Innovatus Loan approximates fair value given its recent issuance and the interest rate is based on the current prime rate.

The effective interest rate for the Innovatus Loan was 13.1 % as of March 31, 2025 .

Interest expense for the Innovatus Loan for the three and six months ended June 30, 2025 was $ 1.0 million and $ 1.9 million, respectively, and for the three and six months ended June 30, 2024 was $ 1.0 million and $ 1.5 million, respectively.

This is inclusive of non-cash amortization of the debt discount, debt issuance costs, payable in-kind interest, and accretion of final payment.

The carrying amount of the Innovatus Loan approximates fair value given the interest rate is based on the current prime rate.

The effective interest rate for the Innovatus Loan was 12.7 % as of June 30, 2025 .

Additionally, in connection with entering into the Innovatus Loan, we entered into a Warrant Agreement with Innovatus on February 13, 2024 and issued to Innovatus a warrant to purchase an aggregate of 424,028 shares of the Company’s common stock at an exercise price of $ 2.83 per share.

3 unchanged sentences

The Company accounts for the amortization of the debt discount and issuance costs utilizing the effective interest method.

Long-term debt consisted of the following at March 31, 2025 (in thousands):

March 31, 2025

Long-term debt consisted of the following at June 30, 2025 (in thousands):

June 30, 2025

Face value of debt $ 40,000

21 unchanged sentences

Percentage of Total Revenues for the

Three Months Ended March 31,

Customer A 34 % *

Customer B 17 % 10 %

Customer C 15 % 15 %

Customer D * 35 %

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

21 % * 14 % *

19 % 18 % 18 % 16 %

10 % 18 % * *

* Percentage was less than 10%

1 unchanged sentence

Percentage of Accounts Receivables as of

March 31, 2025 December 31, 2024

Customer C 39 % 16 %

Customer E 36 % 18 %

Customer F * 12 %

Customer G * 10 %

June 30, 2025 December 31, 2024

* Percentage was less than 10%

Identifiable long-lived assets by location was as follows (in thousands):

March 31, 2025 December 31, 2024

June 30, 2025 December 31, 2024

United States $ 42,370 $ 43,098

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

What changed 10-Q

Item 1. Financial Statements