What changed in this filing

/stocks — the workspaceLOADING

Item 2. Management’s Discussion and Analysis

2026-08-06 compared with 2026-05-07 · 79 added, 63 removed, 313 unchanged (31% of the section changed)

18 unchanged sentences

(1) A Phase 1b/2 clinical trial in atopic dermatitis is being conducted by Angel Pharmaceuticals, the Company’s partner in China.

(2) The Company did not conduct Phase 1 studies for these specific indications, but is planning to initiate Phase 2 studies for these indications based on the Phase 1 Atopic Dermatitis study.

(2) The Company did not conduct Phase 1 studies for these specific indications, but is planning to initiate a Phase 1b study and a Phase 2 study for HS and Asthma, respectively, based on the Phase 1 Atopic Dermatitis study.

Soquelitinib (CPI-818), ITK Inhibitor.

19 unchanged sentences

We believe, based on our preclinical and Phase 1/1b data from our T cell lymphoma

clinical trial, that soquelitinib has the potential to reprogram normal immune responses that also could be beneficial for the treatment of certain autoimmune, inflammatory and allergic diseases.

clinical trial, that soquelitinib has the potential to rebalance normal immune responses that also could be beneficial for the treatment of certain autoimmune, inflammatory and allergic diseases.

Overactive Th2 and Th17 cells are known to play a role in autoimmune, inflammatory and allergic diseases, which can potentially be ameliorated by selective ITK inhibition by blocking Th2 and Th17 function and their production of inflammatory cytokines such as IL4, IL5, IL13, IL17 and others.

36 unchanged sentences

Secondary endpoints include objective response rate, overall survival and duration of response.

The study permits patients receiving the standard chemotherapy to cross-over to the soquelitinib treatment arm after disease progression is documented.

An interim futility analysis is planned after a defined number of progression events occurs.

It is anticipated that this will occur sometime in early 2027.

Leading academic and private medical centers with significant experience in lymphoma research are participating in the trial, including investigators who have conducted other Phase 3 clinical trials in T cell lymphoma and authored many peer-reviewed articles on lymphomas.

8 unchanged sentences

The clinical trial was planned to enroll 64 patients into one of four dosing cohorts in a 3:1 ratio (12 active and 4 placebo) to receive either soquelitinib or placebo.

The cohorts were designed to sequentially enroll and to examine 100 mg oral twice per day, 200 mg oral once per day, 200 mg oral twice per day and 400 mg oral once per day.

The cohorts were designed to sequentially enroll and to examine 100

mg oral twice per day, 200 mg oral once per day, 200 mg oral twice per day and 400 mg oral once per day.

Patients would be treated for 28 days and are then followed for an additional 30 days with no therapy.

The primary endpoints included safety and tolerability, and efficacy, measured by improvement in Eczema Area and Severity Index (“EASI”)

score, Investigator Global Assessment (“IGA”), reduction in itch and various cytokine biomarkers.

The primary endpoints included safety and tolerability, and efficacy, measured by improvement in Eczema Area and Severity Index (“EASI”) score, Investigator Global Assessment (“IGA”), reduction in itch and various cytokine biomarkers.

EASI scores are also evaluated by the percent of patients that achieve a specified percent reduction in EASI score – EASI 50 for patients that achieved a 50% reduction;

6 unchanged sentences

In cohort 3, the 200 mg BID cohort, the percent reduction in mean EASI score at 28 days was 71.1% for patients receiving soquelitinib and 42.1% for patients receiving placebo.

On January 20, 2026, we announced positive results from cohort 4 of our randomized, blinded, placebo-controlled Phase 1 clinical trial evaluating soquelitinib in patients with moderate to severe atopic dermatitis.

Based on the encouraging results from cohorts 1-3, cohort 4 was prospectively redesigned to support and potentially extend the clinical results obtained in the initial cohorts.

Cohort 4 was expanded to enroll 24 patients randomized 1:1 to receive soquelitinib 200 mg BID (the same dose as cohort 3) or placebo, and the treatment period was extended to 56 days from the 28-day treatment period used for cohorts 1-3.

The cohort 4 data demonstrated favorable safety and efficacy results consistent with results from cohorts 1-3, including a deepening of responses in cohort 4 over the 8-week treatment period compared to the 4-week treatment period.

The results also showed clinical activity in patients who had received prior systemic therapies, including patients resistant to therapies like dupilumab and JAK inhibitors.

We believe the data to-date also support the novel proposed mechanism of action with ITK inhibition, which is designed to act upstream and regulate multiple T cell functional pathways.

We believe the immune rebalancing shown thus far by soquelitinib shows its potential in a wide range of inflammatory and immune diseases.

Based on these positive results, we have initiated a Phase 2 trial evaluating soquelitinib in patients with moderate to severe atopic dermatitis that have failed at least one prior topical or systemic therapy.

As of January 15, 2026, enrollment in cohort 4 was completed and all soquelitinib treated patients (n=12) had completed the 56-day treatment course.

8 unchanged sentences

Two placebo patients experienced disease flares requiring therapy during the 56-day treatment period compared to none in the soquelitinib group.

Final data was presented at the Society for Investigative Dermatology (“SID”) Annual Meeting in May 2026.

Figure 1 below summarizes the efficacy results for cohorts 1 through 4 evaluating EASI 75, EASI 90 and IGA 0 or 1.

12 unchanged sentences

Numbers at the top of the graphs indicate numbers of patients evaluated at the various time points.

As of January 15, 2026, not all patients had completed the 30-day post treatment follow up.

Figure 3A and 3B below show the response curves for soquelitinib and placebo patients across all patients in cohorts 1-4 and in patients in cohorts 3-4 only, also segmented into sub-groups by those who had or had not received prior systemic therapies.

18 unchanged sentences

The data show maintenance or improvement in EASI out to 3 months beyond the treatment period and an increase of circulating Treg cells.

The biomarker data suggest that soquelitinib induced an immune system rebalancing involving Treg cells.

Percent Reduction in Mean EASI for Cohort 3 and percent change in Treg cells for cohorts 1-3.

7 unchanged sentences

This biomarker data suggest that soquelitinib induced an immune system rebalancing involving Th1, Th2, Th17 and Treg cells.

As of January 15, 2026, no new safety signals had been observed.

No new safety signals had been observed.

Reported adverse events occurred in 41.7% of soquelitinib patients and 41.7% of placebo patients;

2 unchanged sentences

No significant lab abnormalities were seen.

Biomarker highlights and immunologic studies from the soquelitinib Phase 1 atopic dermatitis clinical trial were also presented at the SID Annual Meeting in May 2026.

The results from these studies support soquelitinib’s mechanism of action, including the potential for drug-free remissions:

● Blocking Th2 and Th17 function and their related downstream cytokines (IL-4, IL-5, IL-13).

● Increasing persistent Treg cells, both during treatment and in the post-treatment, drug-free period, by regulating the switch to Treg cells from Th17 cells.

● Inhibiting JAK-STAT signaling, upregulating SOCS3 (suppressor of cytokine signaling 3 protein, a negative regulator of JAK-STAT signaling) and reducing JAK1 and STAT6.

In March 2026, we initiated a Phase 2 clinical trial of soquelitinib for the treatment of atopic dermatitis.

The trial is anticipated to enroll approximately 200 patients with moderate-to-severe atopic dermatitis that have failed at least one prior topical or systemic therapy.

The trial is anticipated to enroll four cohorts of 50 patients each, with soquelitinib doses of:

The trial is blinded and is anticipated to enroll four cohorts of 50 patients each, with soquelitinib doses of:

200 mg once per day;

3 unchanged sentences

The treatment period is anticipated to be 12 weeks with a 90-day follow-up period with no treatment.

The primary endpoint of the trial is the percent change from baseline in EASI score at week 12.

Angel Pharmaceuticals, our partner in China, is enrolling a Phase 1b/2 clinical trial evaluating soquelitinib in patients with moderate-to-severe atopic dermatitis.

2 unchanged sentences

Depending on the results from the Phase 1b portion of the study, an additional 60-90 patients will be enrolled in the Phase 2 portion of the study.

The trial is open at several leading dermatology centers in China who

have been involved in global registration trials.

The trial is open at several leading dermatology centers in China who have been involved in global registration trials.

The study is being conducted in close collaboration with Corvus.

Results from the initial cohorts are anticipated late this year.

Results from the cohort 1 (100mg twice per day, 200 mg once per day and placebo) are anticipated late this year.

Soquelitinib for treatment of other immune diseases.

Based on results from our on-going and completed studies, we are planning to conduct additional clinical trials to evaluate soquelitinib for the treatment of other immune diseases, including a Phase 1b clinical trial in hidradenitis suppurativa and a Phase 2 clinical trial in asthma.

Start-up activities for these clinical trials have begun and we anticipate both will be initiated later this year.

Beyond our current and planned clinical trials for soquelitinib, we also continue to advance our next-generation ITK inhibitor preclinical product candidates, which were designed to deliver precise T-cell modulation that is optimized for specific immunology indications.

9 unchanged sentences

Interim results from this trial were reported at the European Society of Clinical Oncology meeting in October 2025.

The deep response rate was 34%, demonstrating an improvement compared to historical data for the combination of ipilimumab and nivolumab alone, though not statistically significant at this point in time.

The deep response rate was 34%, demonstrating an improvement compared to historical data for the combination of ipilimumab and nivolumab alone, though not statistically significant.

Patients with stable or responding disease continue to be followed.

3 unchanged sentences

In both preclinical and in vivo studies, mupadolimab has demonstrated binding to various immune cells and the enhancement of immune responses by activating B cells.

While we believe mupadolimab has the potential to be an important new therapeutic agent with a novel proposed mechanism of action to support its development for the treatment of a broad range of cancers and infectious diseases, we are waiting to initiate a potential Phase 2 randomized clinical trial in order to prioritize the development of our other two lead product candidates

infectious diseases, we are waiting to initiate a potential Phase 2 randomized clinical trial in order to prioritize the development of our other two lead product candidates.

To date, the majority of our efforts have been focused on the research, development and advancement of soquelitinib, ciforadenant, and mupadolimab, and we have not generated any revenue from product sales and, as a result, we have incurred significant losses.

We expect to continue to incur significant research and development and general and administrative expenses related to our operations.

Our net loss for the three months ended March 31, 2026 was $13.7 million, and net income for the three months ended March 31, 2025 was $15.2 million, which includes non-operating income of $25.1 million associated with a change in fair value of warrant liability.

As of March 31, 2026, we had an accumulated deficit of $426.0 million.

Our net loss for the three and six months ended June 30, 2026 and 2025 was $18.0 million and $31.7 million, respectively.

Our net loss for the three months ended June 30, 2025 was $8.0 million and our net income for the six months ended June 30, 2025 was $7.2 million, which includes non-operating income of $27.1 million associated with a change in fair value of warrant liability.

As of June 30, 2026, we had an accumulated deficit of $443.9 million.

We expect our losses will increase as we continue our development of, seek regulatory approval for and, if approved, begin to commercialize soquelitinib, ciforadenant and mupadolimab, and as we develop other product candidates.

Even if we achieve profitability in the future, we may not be able to sustain profitability in subsequent periods.

Since our inception and through March 31, 2026, we have funded our operations primarily through the sale and issuance of stock, including through our initial public offering (“IPO”) in March 2016 and subsequent follow-on public offerings, including a follow-on public offering of common stock which was completed on January 23, 2026 and resulted in aggregate net proceeds of approximately $189.4 million.

up to $100.0 million, through an at-the-market equity offering program under which Jefferies will act as our sales agent.

Since our inception and through June 30, 2026, we have funded our operations primarily through the sale and issuance of stock, including through our initial public offering (“IPO”) in March 2016 and subsequent follow-on public offerings, including a follow-on public offering of common stock which was completed on January 23, 2026 and resulted in aggregate net proceeds of approximately $189.4 million.

On August 6, 2024, we entered into an Open Market Sale Agreement SM (the “2024 Sales Agreement”) with Jefferies LLC (“Jefferies”) to sell shares of our common stock, from time-to-time, with aggregate gross sales proceeds of up to $100.0 million, through an at-the-market equity offering program under which Jefferies will act as our sales agent.

The issuance and sale of shares of common stock pursuant to the 2024 Sales Agreement are deemed an “at-the-market” offering under the Securities Act of 1933, as amended.

1 unchanged sentence

In connection with the January 2026 follow-on public offering, we suspended the at-the-market offering with respect to the 2024 Sales Agreement and, on March 13, 2026, entered into an Amended and Restated Open Market Sale Agreement SM (the “Amended Sales Agreement”), with Jefferies, which amends and restates the 2024 Sales Agreement to increase the maximum aggregate offering price of shares of our common stock from $100.0 million to $200.0 million.

During the three months ended March 31, 2026, we did not sell any shares of common stock under our at-the-market offering program.

As of March 31, 2026, $200.0 million remained available for sale under the Amended Sales Agreement.

During the six months ended June 30, 2026, we did not sell any shares of common stock under our at-the-market offering program.

As of June 30, 2026, $200.0 million remained available for sale under the Amended Sales Agreement.

Our three product candidates, soquelitinib, ciforadenant and mupadolimab, are in clinical development by us and/or our partner, Angel Pharmaceuticals.

8 unchanged sentences

As a result, we may face difficulties raising capital through sales of our common stock and any such sales may be on unfavorable terms.

Our inability to raise capital as and when needed would have a negative impact on our financial condition and our ability to pursue our business strategy.

Our inability to raise capital as and when needed would have a negative impact on

our financial condition and our ability to pursue our business strategy.

We will need to generate significant revenue to achieve profitability, and we may never do so.

As of March 31, 2026, we had capital resources consisting of cash, cash equivalents and marketable securities of approximately $236.7 million.

As of June 30, 2026, we had capital resources consisting of cash, cash equivalents and marketable securities of approximately $215.2 million.

Based on our currently available cash resources and our currently planned level of operations and cash flows, we expect that our cash resources will be sufficient to enable us to advance our programs into the second quarter of 2028.

7 unchanged sentences

Our significant accounting policies are described in Note 2 to our consolidated financial statements for the year ended December 31, 2025 included in our Annual Report on Form 10-K filed with the SEC on March 12, 2026.

There have been no material changes to our significant accounting policies during the three months ended March 31, 2026 from those discussed in our Annual Report on Form 10-K.

There have been no material changes to our significant accounting policies during the six months ended June 30, 2026 from those discussed in our Annual Report on Form 10-K.

Components of Results of Operations

13 unchanged sentences

● enrollment and completion of our ongoing Phase 3 potentially registrational clinical trial for soquelitinib in PTCL;

● completion of our ongoing Phase 1 clinical trial for soquelitinib in atopic dermatitis;

● completion of our Phase 1b/2 clinical trial with ciforadenant in collaboration with the Kidney Cancer Research Consortium;

● enrollment and completion of our Phase 2 clinical trial for soquelitinib in atopic dermatitis;

18 unchanged sentences

Three Months Ended

Six Months Ended

Operating expenses:

7 unchanged sentences

Loss from equity method investment

Net income (loss)

Net (loss) income

Research and Development Expenses

Research and development expenses for the three months ended March 31, 2026 and 2025 consisted of the following costs by program as well as unallocated employee costs and overhead costs (specific program costs consist solely of external costs) (in thousands):

Research and development expenses for the three and six months ended June 30, 2026 and 2025 consisted of the following costs by program as well as unallocated employee costs and overhead costs (specific program costs consist solely of external costs) (in thousands):

Three Months Ended

Six Months Ended

Other programs

Unallocated employee and overhead costs

For the three months ended March 31, 2026, the increase in soquelitinib costs of $2.4 million as compared to the three months ended March 31, 2025, primarily consisted of an increase of $3.0 million in clinical trial expenses and an increase of $0.7 million in other outside service costs, which were partially offset by a decrease of $1.3 million in drug manufacturing costs.

For the three months ended March 31, 2026, the increase other programs costs were negligible.

For the three months ended March 31, 2026, the increase in unallocated costs of $1.3 million as compared to the three months ended March 31, 2025, primarily consisted of an increase of $1.3 million in personnel and related costs and an increase of $0.1 million in other outside service costs, which were partially offset by a decrease of $0.1 million in facilities related costs.

For the three months ended June 30, 2026, the increase in soquelitinib costs of $6.3 million as compared to the three months ended June 30, 2025, primarily consisted of an increase of $3.2 million in clinical trial expenses, an increase of $2.4 million in other outside service costs and in increase of $0.7 million in drug manufacturing costs.

For the six months ended June 30, 2026, the increase in soquelitinib costs of $8.7 million as compared to the six months ended June 30, 2025, primarily consisted of an increase of $6.3 million in clinical trial expenses and an increase of $3.0 million in other outside service costs, which were partially offset by a decrease of $0.6 million in drug manufacturing costs.

For the three and six months ended June 30, 2026, the increases in other programs costs were negligible.

For the three months ended June 30, 2026, the increase in unallocated costs of $1.9 million as compared to the three months ended June 30, 2025, primarily consisted of an increase in personnel and related costs.

For the six months ended June 30, 2026, the increase in unallocated costs of $3.1 million as compared to the six months ended June 30, 2025, primarily consisted of an increase of $3.2 million in personnel and related costs, which were partially offset by a decrease of $0.1 million in facilities related cost.

General and Administrative Expense

For the three months ended March 31, 2026, the increase in general and administrative expenses of $1.2 million as compared to the three months ended March 31, 2025, primarily consisted of an increase of $1.0 million in personnel and related costs and an increase of $0.2 million in outside service costs.

For the three months ended June 30, 2026, the increase in general and administrative expenses of $0.9 million as compared to the three months ended June 30, 2025, primarily consisted of an increase in personnel and related costs.

For the six months ended June 30, 2026, the increase in general and administrative expenses of $2.2 million as compared to the six months ended June 30, 2025, primarily consisted of an increase of $1.9 million in personnel and related costs and an increase of $0.3 million in outside service costs.

Interest Income and Other Expense, net

For the three months ended March 31, 2026, the increase in interest income and other expense, net of $1.3 million as compared to the three months ended March 31, 2025, primarily consisted of an increase in interest income earned due to an increase in cash equivalents and marketable securities.

For the three months ended June 30, 2026, the increase in interest income and other expense, net of $1.4 million as compared to the three months ended June 30, 2025, primarily consisted of an increase in interest income earned due to an increase in cash equivalents and marketable securities.

For the six months ended June 30, 2026, the increase in interest income and other expense, net of $2.7 million as compared to the six months ended June 30, 2025, primarily consisted of an increase in interest income earned due to an increase in cash equivalents and marketable securities.

Change in fair value of warrant liabilities

For the three months ended March 31, 2026, the change in fair value of warrant liability was zero as all common warrants had been exercised as of June 30, 2025.

For the three months ended March 31, 2025, the change in fair value of warrant liability of $25.1 million represents a decrease in the fair value of common warrants from December 31, 2024 to March 31, 2025, which was primarily due to a decrease in the market price of the Company’s common stock.

For the three and six months ended June 30, 2026, the change in fair value of warrant liability was zero as all common warrants had been exercised as of June 30, 2025.

Loss from equity method investment

For the three months ended March 31, 2026, the increase in loss from equity method investment of $0.1 million as compared to the three months ended March 31, 2025, primarily consisted of an increase in Angel Pharmaceuticals’ loss for the three months ended March 31, 2026.

For the three months ended June 30, 2026, the increase in loss from equity method investment of $0.3 million as compared to the three months ended June 30, 2025, primarily consisted of an increase in Angel Pharmaceuticals’ loss for the three months ended June 30, 2026.

For the six months ended June 30, 2026, the increase in loss from equity method investment of $0.4 million as compared to the six months ended June 30, 2025, primarily consisted of an increase in Angel Pharmaceuticals’ loss for the six months ended June 30, 2026.

Liquidity and Capital Resources

As of March 31, 2026, we had cash, cash equivalents and marketable securities of $236.7 million, and an accumulated deficit of $426.0 million.

Since our inception and through March 31, 2026, we have funded our operations primarily through the sale and issuance of preferred and common stock, including through our IPO in March 2016, in which we raised net proceeds of approximately $70.6 million, a follow-on offering of our common stock in March 2018, in which we raised net proceeds of approximately $64.9 million, a follow on offering of our common stock in February 2021, in which we raised net proceeds of approximately $32.0 million, and a registered direct offering in May 2024, in which we sold shares of our common stock, pre-funded warrants and common stock warrants for net proceeds of approximately $30.3 million and proceeds of $54.3 million from the exercise of common stock warrants.

As of June 30, 2026, we had cash, cash equivalents and marketable securities of $215.2 million, and an accumulated deficit of $443.9 million.

Since our inception and through June 30, 2026, we have funded our operations primarily through the sale and issuance of preferred and common stock, including through our IPO in March 2016, in which we raised net proceeds of approximately $70.6 million, a follow-on offering of our common stock in March 2018, in which we raised net proceeds of approximately $64.9 million, a follow on offering of our common stock in February 2021, in which we raised net proceeds of approximately $32.0 million, and a registered direct offering in May 2024, in which we sold shares of our common stock, pre-funded warrants and common stock warrants for net proceeds of approximately $30.3 million and proceeds of $54.3 million from the exercise of common stock warrants.

On January 23, 2026, we completed a follow-on offering of common stock, which resulted in aggregate net proceeds of approximately $189.4 million.

In connection with the January 2026 follow-on offering, we suspended the at-the-market offering with respect to the 2024 Sales Agreement and, on March 13, 2026, entered into the Amended Sales Agreement, with Jefferies, which amends and restates the 2024 Sales Agreement to increase the maximum aggregate offering price of shares of our common stock from $100.0 million to $200.0 million.

During the three months ended March 31, 2026, we did not sell any shares of common stock under our at-the-market offering program.

As of March 31, 2026, $200.0 million remained available for sale under the Amended Sales Agreement.

During the six months ended June 30, 2026, we did not sell any shares of common stock under our at-the-market offering program.

As of June 30, 2026, $200.0 million remained available for sale under the Amended Sales Agreement.

Funding Requirements

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

We have an accumulated deficit of $426.0 million through March 31, 2026.

We have an accumulated deficit of $443.9 million through June 30, 2026.

We do not expect positive cash flows from operations in the foreseeable future, if ever.

11 unchanged sentences

In addition, as a condition to providing additional funds to us, future investors may demand, and may be granted, rights superior to those of existing stockholders.

ability to acquire, sell or license intellectual property rights and other operating restrictions that could adversely impact our ability to conduct our business.

If we incur indebtedness, we could become subject to covenants that would restrict our operations and potentially impair our competitiveness, such as limitations on our ability to incur additional debt, limitations on our ability to acquire, sell or license intellectual property rights and other operating restrictions that could adversely impact our ability to conduct our business.

Additionally, any future collaborations we enter into with third parties may provide capital in the near term, but we may have to relinquish valuable rights to our product candidates or grant licenses on terms that are not favorable to us.

4 unchanged sentences

We have based our projections of operating capital requirements on assumptions that may prove to be incorrect and we may use all our available capital resources sooner than we expect.

Because of the numerous risks and uncertainties associated with research, development and commercialization of product candidates, we are unable to estimate the exact amount of our operating capital requirements.

Because of the numerous risks and uncertainties associated with research, development and commercialization of product candidates, we are unable to

estimate the exact amount of our operating capital requirements.

Our future capital requirements depend on many factors, including:

8 unchanged sentences

The following table summarizes our cash flows for the periods indicated (in thousands):

Three Months Ended

Six Months Ended

Net cash provided by (used in):

2 unchanged sentences

Financing activities

Net increase (decrease) in cash and cash equivalents

Net increase in cash and cash equivalents

Cash Flows from Operating Activities

Cash used in operating activities during the three months ended March 31, 2026 was $10.4 million, which primarily consisted of a net loss of $13.7 million, adjusted by net non-cash transactions of $3.3 million, that primarily

consisted of $2.7 million of stock-based compensation expense and $0.6 million of loss from equity method investment;

Cash used in operating activities during the six months ended June 30, 2026 was $25.8 million, which primarily consisted of net loss of $31.7 million, adjusted by net non-cash transactions of $6.8 million, that primarily consisted of $5.3 million of stock-based compensation expense and $1.3 million of loss from equity method investment;

an increase of $4.3 million in prepaid and other current assets;

2 unchanged sentences

and an increase of $2.7 million in accrued and other current liabilities.

Cash used in operating activities during the three months ended March 31, 2025 was $8.3 million, which primarily consisted of a net income of $15.2 million, adjusted by net non-cash transactions of $23.6 million, that primarily consisted of $1.3 million of stock-based compensation expense, $0.5 million of loss from equity method investment and a decrease of $25.1 million in the fair value of warrant liability;

an increase of $1.2 million in prepaid and other current assets;

a decrease of $1.3 million in accounts payable;

Cash used in operating activities during the six months ended June 30, 2025 was $14.0 million, which primarily consisted of net income of $7.2 million, adjusted by net non-cash transactions of $24.3 million, that primarily consisted of $2.5 million of stock-based compensation expense, $0.9 million of loss from equity method investment and a decrease of $27.1 million in the fair value of warrant liability;

a decrease of $1.1 million in prepaid and other current assets;

an increase of $0.6 million in accounts payable;

an increase of $1.3 million in accrued and other current liabilities;

and a decrease of $0.1 million in operating lease liability net of operating lease right-of-use assets amortization.

and a decrease of $0.1 million in operating lease right-of-use asset.

Cash Flows from Investing Activities

During the three months ended March 31, 2026.

net cash flows used in investing activities was $144.8 million, which primarily consisted of purchases of marketable securities of $161.7 million and purchases of property and equipment of $0.1 million, which were partially offset by maturities of marketable securities of $17.0 million.

During the three months ended March 31, 2025.

net cash flows provided by investing activities was $4.2 million, which primarily consisted of maturities of marketable securities of $12.0 million, which were partially offset by purchases of marketable securities of $7.7 million.

During the six months ended June 30, 2026, net cash flows used in investing activities was $150.8 million, which primarily consisted of purchases of marketable securities of $209.5 million, purchases of property and equipment

of $0.7 million and an investment in Angel Pharmaceuticals of $5.0 million, which were partially offset by maturities of marketable securities of $64.3 million.

During the six months ended June 30, 2025, net cash flows used in investing activities was $16.1 million, which primarily consisted of purchases of marketable securities of $47.2 million and purchases of property and equipment of $0.2 million, which were partially offset by maturities of marketable securities of $31.3 million.

Cash Flows from Financing Activities

During the three months ended March 31, 2026, cash provided by financing activities was $190.7 million, which primarily consisted of net proceeds of $189.4 million from the January 2026 follow-on public offering and proceeds of $1.3 million from the exercise of stock options.

During the three months ended March 31, 2025, cash provided by financing activities was $0.3 million, which primarily consisted of proceeds from the exercise of stock options.

During the six months ended June 30, 2026, cash provided by financing activities was $190.9 million, which primarily consisted of net proceeds of $189.4 million from the January 2026 follow-on public offering and proceeds of $1.5 million from the exercise of stock options.

During the six months ended June 30, 2025, cash provided by financing activities was $36.0 million, which primarily consisted of proceeds of $35.7 million from the exercise of common warrants and proceeds of $0.3 million from the exercise of stock options.

Contractual Obligations

There have been no material changes outside the ordinary course of our business to our contractual obligations during the three months ended March 31, 2026, as compared to those disclosed in our Annual Report on Form 10-K filed with the SEC on March 12, 2026.

There have been no material changes outside the ordinary course of our business to our contractual obligations during the six months ended June 30, 2026, as compared to those disclosed in our Annual Report on Form 10-K filed with the SEC on March 12, 2026.

Critical Accounting Estimates

There have been no changes to our critical accounting estimates during the three months ended March 31, 2026, as compared to those disclosed in our Annual Report on Form 10-K filed with the SEC on March 12, 2026.

There have been no changes to our critical accounting estimates during the six months ended June 30, 2026, as compared to those disclosed in our Annual Report on Form 10-K filed with the SEC on March 12, 2026.

Smaller Reporting Company and Non-Accelerated Filer Status

Based on the market value of our common stock held by our non-affiliates as of June 30, 2026, we will no longer be a “smaller reporting company.” Accordingly, we will cease to be eligible to use the requirements for a smaller reporting company beginning with our Quarterly Report on Form 10-Q for the quarter ended March 31, 2027, and will thus be subject to additional disclosure and compliance requirements.

Because we remain eligible to use the requirements for smaller reporting companies through December 31, 2026, we will continue to be a non-accelerated filer as of December 31, 2026 and will remain a “non-accelerated filer” until December 31, 2027.

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