Erasca, Inc. 10-Q

Item 1 . Financial Statements. Erasca, Inc. Condensed Consolidated Balance Sheets (In thousands, except share and par value amounts) (Unaudited) June 30, December 31, 2026 2025 Assets Current assets: Cash and cash equivalents $ 42,542 $ 73,805 Short-term marketable securities 226,196 202,270 Prepaid expenses and other current assets 9,704 10,164 Total current assets 278,442 286,239 Long-term marketable securities 115,533 65,721 Property and equipment, net 11,916 13,303 Operating lease assets 27,476 29,030 Restricted cash 408 408 Other assets 1,279 1,453 Total assets $ 435,054 $ 396,154 Liabilities and Stockholders' Equity Current liabilities: Accounts payable $ 2,022 $ 981 Accrued expenses and other current liabilities 26,108 22,464 Operating lease liabilities 5,441 5,066 Total current liabilities 33,571 28,511 Operating lease liabilities, net of current portion 39,273 42,073 Other liabilities 341 399 Total liabilities 73,185 70,983 Commitments and contingencies (Note 11) Stockholders' equity: Preferred stock, $ 0.0001 par value; 80,000,000 shares authorized at June 30, 2026 and December 31, 2025; no shares issued and outstanding at June 30, 2026 and December 31, 2025 — — Common stock, $ 0.0001 par value; 800,000,000 shares authorized at June 30, 2026 and December 31, 2025; 312,556,206 and 284,159,076 shares issued and outstanding at June 30, 2026 and December 31, 2025, respectively 31 28 Additional paid-in capital 1,482,815 1,216,724 Accumulated other comprehensive (loss) income ( 1,249 ) 628 Accumulated deficit ( 1,119,728 ) ( 892,209 ) Total stockholders' equity 361,869 325,171 Total liabilities and stockholders' equity $ 435,054 $ 396,154 The accompanying notes are an integral part of these condensed consolidated financial statements. 1 Erasca, Inc. Condensed Consolidated Statements of Operations and Comprehensive Loss (In thousands, except share and per share amounts) (Unaudited) Three Months Ended June 30, Six Months Ended June 30, 2026 2025 2026 2025 Operating expenses: Research and development $ 35,900 $ 21,170 $ 63,165 $ 47,139 In-process research and development — 7,500 150,000 7,500 General and administrative 11,719 9,455 22,365 19,116 Total operating expenses 47,619 38,125 235,530 73,755 Loss from operations ( 47,619 ) ( 38,125 ) ( 235,530 ) ( 73,755 ) Other income (expense) Interest income 3,603 4,330 8,052 9,070 Other expense, net ( 63 ) ( 81 ) ( 41 ) ( 157 ) Total other income (expense), net 3,540 4,249 8,011 8,913 Net loss $ ( 44,079 ) $ ( 33,876 ) $ ( 227,519 ) $ ( 64,842 ) Net loss per share, basic and diluted $ ( 0.14 ) $ ( 0.12 ) $ ( 0.74 ) $ ( 0.23 ) Weighted-average shares of common stock used in computing net loss per share, basic and diluted 311,336,806 283,355,730 307,846,523 283,308,273 Other comprehensive income (loss): Unrealized (loss) gain on marketable securities, net ( 550 ) ( 213 ) ( 1,877 ) 10 Comprehensive loss $ ( 44,629 ) $ ( 34,089 ) $ ( 229,396 ) $ ( 64,832 ) The accompanying notes are an integral part of these condensed consolidated financial statements. 2 Erasca, Inc. Condensed Consolidated Statements of Stock holders’ Equity (In thousands, except share data) (Unaudited) Accumulated Additional Other Total Common Stock Paid-in Comprehensive Accumulated Stockholders' Shares Amount Capital Income (Loss) Deficit Equity Balance at December 31, 2025 284,159,076 $ 28 $ 1,216,724 $ 628 $ ( 892,209 ) $ 325,171 Issuance of common stock in underwritten offering, net 25,875,000 3 242,703 — — 242,706 Exercise of stock options 772,812 — 1,958 — — 1,958 Stock-based compensation expense — — 8,460 — — 8,460 Net loss — — — — ( 183,440 ) ( 183,440 ) Unrealized loss on marketable securities, net — — — ( 1,327 ) — ( 1,327 ) Balance at March 31, 2026 310,806,888 $ 31 $ 1,469,845 $ ( 699 ) $ ( 1,075,649 ) $ 393,528 Exercise of stock options 1,143,041 — 2,595 — — 2,595 Issuance of common stock under the Employee Stock Purchase Plan 606,277 — 769 — — 769 Stock-based compensation expense — — 9,606 — — 9,606 Net loss — — — — ( 44,079 ) ( 44,079 ) Unrealized loss on marketable securities, net — — — ( 550 ) — ( 550 ) Balance at June 30, 2026 312,556,206 $ 31 $ 1,482,815 $ ( 1,249 ) $ ( 1,119,728 ) $ 361,869 Accumulated Additional Other Total Common Stock Paid-in Comprehensive Accumulated Stockholders' Shares Amount Capital Income (Loss) Deficit Equity Balance at December 31, 2024 283,218,344 $ 28 $ 1,190,729 $ 405 $ ( 767,663 ) $ 423,499 Exercise of stock options 47,372 — 33 — — 33 Stock-based compensation expense — — 6,713 — — 6,713 Net loss — — — — ( 30,966 ) ( 30,966 ) Unrealized gain on marketable securities, net — — — 223 — 223 Balance at March 31, 2025 283,265,716 $ 28 $ 1,197,475 $ 628 $ ( 798,629 ) $ 399,502 Exercise of stock options 63,332 — 43 — — 43 Issuance of common stock under the Employee Stock Purchase Plan 321,091 — 404 — — 404 Stock-based compensation expense — — 6,398 — — 6,398 Net loss — — — — ( 33,876 ) ( 33,876 ) Unrealized loss on marketable securities, net — — — ( 213 ) — ( 213 ) Balance at June 30, 2025 283,650,139 $ 28 $ 1,204,320 $ 415 $ ( 832,505 ) $ 372,258 The accompanying notes are an integral part of these condensed consolidated financial statements. 3 Erasca, Inc. Condensed Consolidated Statements of Cash Flows (In thousands) (Unaudited) Six Months Ended June 30, 2026 2025 Cash flows from operating activities: Net loss $ ( 227,519 ) $ ( 64,842 ) Adjustments to reconcile net loss to net cash used in operating activities: Depreciation and amortization 1,439 1,609 Stock-based compensation expense 18,066 13,111 In-process research and development expenses 150,000 7,500 Accretion on marketable securities, net ( 1,274 ) ( 3,485 ) Realized gain from sales of marketable securities, net ( 47 ) — Changes in operating assets and liabilities: Prepaid expenses and other current and long-term assets 1,175 516 Accounts payable 970 1,195 Accrued expenses and other current and long-term liabilities 3,408 ( 6,628 ) Operating lease assets and liabilities, net ( 871 ) ( 1,062 ) Net cash used in operating activities ( 54,653 ) ( 52,086 ) Cash flows from investing activities: Purchases of marketable securities ( 253,170 ) ( 67,204 ) Maturities of marketable securities 78,050 122,827 Sales of marketable securities 100,826 — In-process research and development ( 150,000 ) ( 5,500 ) Purchases of property and equipment ( 44 ) ( 113 ) Net cash (used in) provided by investing activities ( 224,338 ) 50,010 Cash flows from financing activities: Proceeds from issuance of common stock in underwritten offering 258,750 — Issuance costs associated with underwritten offering ( 16,044 ) — Payments of deferred offering costs ( 300 ) — Proceeds from the exercise of stock options 4,553 76 Proceeds from issuance of common stock under the Employee Stock Purchase Plan 769 404 Net cash provided by financing activities 247,728 480 Net decrease in cash, cash equivalents, and restricted cash ( 31,263 ) ( 1,596 ) Cash, cash equivalents, and restricted cash at beginning of the period 74,213 68,147 Cash, cash equivalents, and restricted cash at end of the period $ 42,950 $ 66,551 Supplemental disclosure of noncash investing and financing activities: Amounts accrued for in-process research and development $ — $ 2,000 Amounts accrued for deferred offering costs $ 241 $ — The accompanying notes are an integral part of these condensed consolidated financial statements. 4 Erasca, Inc. Notes to C ondensed Consolidated Financial Statements (Unaudited) Note 1. Organization and basis of presentation Organization and nature of operations Erasca, Inc. (Erasca or the Company) is a clinical-stage precision oncology company singularly focused on discovering, developing, and commercializing therapies for patients with RAS/MAPK pathway-driven cancers. The Company has assembled a RAS/MAPK pathway-focused pipeline comprising modality-agnostic programs aligned with its three therapeutic strategies of: (1) targeting key upstream and downstream signaling nodes in the RAS/MAPK pathway; (2) targeting RAS directly; and (3) targeting escape routes that emerge in response to treatment. The Company was incorporated under the laws of the State of Delaware on July 2, 2018, as Erasca, Inc., and is headquartered in San Diego, California. In September 2020, the Company established a wholly-owned Australian subsidiary, Erasca Australia Pty Ltd (Erasca Australia), in order to conduct clinical activities in Australia for its development candidates. In November 2020, the Company entered into an agreement and plan of merger with Asana BioSciences, LLC (Asana) and ASN Product Development, Inc. (ASN) (the Asana Merger Agreement), pursuant to which ASN became the Company's wholly-owned subsidiary. In March 2021, the Company established a wholly-owned subsidiary, Erasca Ventures, LLC (Erasca Ventures), to make investments in early-stage biotechnology companies that are aligned with the Company’s mission and strategy. Since inception, the Company has devoted substantially all of its efforts and resources to organizing and staffing the Company, business planning, raising capital, identifying, acquiring, and in-licensing the Company’s product candidates, establishing its intellectual property portfolio, conducting research, preclinical studies, and clinical trials, establishing arrangements with third parties for the manufacture of its product candidates and related raw materials, and providing general and administrative support for these operations. As of June 30, 2026, the Company had $ 384.3 million in cash, cash equivalents, and marketable securities. As of June 30, 2026, the Company had an accumulated deficit of $ 1.1 billion. The Company has incurred significant operating losses and negative cash flows from operations. From its inception through June 30, 2026, the Company’s financial support has primarily been provided from the sale of its convertible preferred stock and the sale of its common stock in its initial public offering (IPO), underwritten offerings, a private placement of common stock, and "at the market" offerings. The Company expects to use its cash, cash equivalents, and marketable securities to fund research and development, working capital, and other general corporate purposes. The Company does not expect to generate any revenues from product sales unless and until the Company successfully completes development and obtains regulatory approval for any of its product candidates, which will not be for at least the next several years, if ever. Accordingly, until such time as the Company can generate significant revenue from sales of its product candidates, if ever, the Company expects to finance its cash needs through equity offerings, debt financings, or other capital sources, including potential collaborations, licenses, or other similar arrangements. However, the Company may not be able to secure additional financing or enter into such other arrangements in a timely manner or on favorable terms, if at all. The Company’s failure to raise capital or enter into such other arrangements when needed would have a negative impact on the Company’s financial condition and could force the Company to delay, limit, reduce, or terminate its research and development programs or other operations, or grant rights to develop and market product candidates that the Company would otherwise prefer to develop and market itself. The Company believes its cash, cash equivalents, and marketable securities as of June 30, 2026 , together with the net proceeds of $ 593.5 million received from the Company's underwritten offering, which closed in July 2026, will be sufficient for the Company to fund operations for at least one year from the issuance date of these condensed consolidated financial statements. July 2026 underwritten offering In July 2026, the Company completed the sale and issuance of 36,142,857 shares of its common stock, including the exercise in full by the underwriters of their option to purchase 4,714,285 shares of its common stock, at a price to the public of $ 17.50 per share (the July 2026 Offering). The aggregate net proceeds from the July 2026 Offering were $ 593.5 million, net of underwriting discounts and commissions and estimated offering costs of $ 38.9 million. 5 Basis of presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with US generally accepted accounting principles (US GAAP) for interim financial information and pursuant to Form 10-Q and Article 10 of Regulation S-X of the Securities and Exchange Commission (SEC). Accordingly, they do not include all of the information and notes required by US GAAP for complete financial statements. Any reference in these notes to applicable guidance is meant to refer to US GAAP as found in the Accounting Standards Codification (ASC) and Accounting Standards Updates (ASU) promulgated by the Financial Accounting Standards Board (FASB). The Company’s condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries, Erasca Australia, ASN, and Erasca Ventures. All intercompany balances and transactions have been eliminated. Note 2. Summary of significant accounting policies Use of estimates The preparation of the Company’s condensed consolidated financial statements in conformity with US GAAP requires the Company to make estimates and assumptions that impact the reported amounts of assets, liabilities, expenses, and the disclosure of contingent assets and liabilities in the condensed consolidated financial statements and accompanying notes. Accounting estimates and management judgments reflected in the condensed consolidated financial statements include, but are not limited to, the accrual of research and development expenses, stock-based compensation expense, the fair value of long-lived assets, the fair value of equity investments, and the incremental borrowing rate for determining the operating lease asset and liability. Management evaluates its estimates on an ongoing basis. Although estimates are based on the Company’s historical experience, knowledge of current events, and actions it may undertake in the future, actual results may ultimately materially differ from these estimates and assumptions. Unaudited interim financial information The accompanying condensed consolidated balance sheet as of June 30, 2026, the condensed consolidated statements of operations and comprehensive loss for the three and six months ended June 30, 2026 and 2025, the condensed consolidated statements of stockholders’ equity for the three and six months ended June 30, 2026 and 2025, and the condensed consolidated statements of cash flows for the six months ended June 30, 2026 and 2025 are unaudited. The unaudited condensed consolidated interim financial statements have been prepared on the same basis as the audited annual consolidated financial statements and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary for the fair statement of the Company’s condensed consolidated financial position as of June 30, 2026 and the condensed consolidated results of its operations and cash flows for the three and six months ended June 30, 2026 and 2025. The condensed consolidated financial data and other information disclosed in these notes related to the three and six months ended June 30, 2026 and 2025 are unaudited. The condensed consolidated results for the three and six months ended June 30, 2026 are not necessarily indicative of results to be expected for the year ending December 31, 2026, any other interim periods, or any future year or period. These unaudited condensed consolidated financial statements should be read in conjunction with the Company's audited consolidated financial statements included in its Annual Report on Form 10-K for the year ended December 31, 2025 filed with the SEC on March 12, 2026 . Concentration of credit risk and off-balance sheet risk Financial instruments which potentially subject the Company to significant concentration of credit risk consist of cash and cash equivalents and marketable securities. The Company maintains deposits in federally insured financial institutions in excess of federally insured limits. The Company has not experienced any losses in such accounts, and management believes that the Company is not exposed to significant credit risk due to the financial position of the depository institutions in which those deposits are held. The Company’s investment policy includes guidelines for the quality of the related institutions and financial instruments and defines allowable investments that the Company may invest in, which the Company believes minimizes the exposure to concentration of credit risk. 6 Cash, cash equivalents, and restricted cash Cash and cash equivalents include cash in readily available checking and savings accounts, money market funds, and commercial paper. The Company considers all highly liquid investments with an original maturity of three months or less from the date of purchase to be cash equivalents. The Company had deposited cash of $ 408,000 as of June 30, 2026 and December 31, 2025 to secure a letter of credit in connection with the lease of the Company’s facilities (see Note 10). The Company has classified the restricted cash as a noncurrent asset on its condensed consolidated balance sheets. The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the condensed consolidated balance sheets that sum to the total of the same amounts shown in the condensed consolidated statements of cash flows (in thousands): June 30, 2026 2025 Cash and cash equivalents $ 42,542 $ 66,143 Restricted cash 408 408 Total cash, cash equivalents, and restricted cash $ 42,950 $ 66,551 Marketable securities and investments The Company classifies all marketable securities as available-for-sale, as the sale of such securities may be required prior to maturity. Management determines the appropriate classification of its marketable securities at the time of purchase. Marketable securities with original maturities beyond three months at the date of purchase and which mature at, or less than 12 months from, the balance sheet date are classified as short-term marketable securities. Available-for-sale securities are carried at fair value, with the unrealized gains and losses reported as accumulated other comprehensive income (loss) until realized. The amortized cost of available-for-sale debt securities is adjusted for amortization of premiums and accretion of discounts to maturity. Such amortization and accretion are included in interest income. The Company regularly reviews all of its marketable securities for declines in fair value. The review includes the consideration of the cause of the impairment, including the creditworthiness of the security issuers, the number of securities in an unrealized loss position, the severity of the unrealized loss(es), whether the Company has the intent to sell the securities, and whether it is more likely than not that the Company will be required to sell the securities before the recovery of their amortized cost basis. If the decline in fair value is due to credit-related factors, a loss is recognized in net income; whereas, if the decline in fair value is not due to credit-related factors, the loss is recorded in other comprehensive income (loss). Realized gains and losses on available-for-sale securities are included in other income (expense), net. The cost of securities sold is based on the specific identification method. Interest and dividends on securities classified as available-for-sale are included in interest income. Accrued interest related to the Company's available-for-sale securities is presented within prepaid expenses and other current assets on the Company's condensed consolidated balance sheets. For purposes of identifying and measuring credit-related impairments, the Company’s policy is to exclude applicable accrued interest from both the fair value and the amortized cost basis of available-for-sale securities and to not measure an allowance for credit loss for accrued interest. The Company has elected to write-off any uncollectible accrued interest as a reversal of interest income in a timely manner, which the Company considers to be in the period in which it determines the accrued interest will not be collected by the Company. To date, the Company has not written off any accrued interest associated with its available-for-sale securities. Through its wholly-owned subsidiary, Erasca Ventures, the Company has also invested in equity securities of companies whose securities are not publicly traded and whose fair value is not readily available. These investments are recorded using cost minus impairment, plus or minus changes in their estimated fair values resulting from observable price changes in orderly transactions for the identical or a similar investment of the same issuer. Investments in equity securities without readily determinable fair values are assessed for potential impairment on a quarterly basis based on qualitative factors. These investments are included in other assets in the Company's condensed consolidated balance sheets. 7 Fair value measurements Certain assets and liabilities are carried at fair value under US GAAP. Fair value is defined as an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. Financial assets and liabilities carried at fair value are classified and disclosed in one of the following three levels of the fair value hierarchy, of which the first two are considered observable and the last is considered unobservable: Level 1—Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. Level 2—Quoted prices for similar assets and liabilities in active markets, quoted prices in markets that are not active, or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability. Level 3—Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e., supported by little or no market activity). Recently issued accounting pronouncements not yet adopted From time to time, new accounting pronouncements are issued by the FASB or other standard setting bodies that the Company adopts as of the specified effective date. The Company qualifies as an “emerging growth company” as defined in the Jumpstart Our Business Startups Act of 2012 (JOBS Act) and has elected not to “opt out” of the extended transition related to complying with new or revised accounting standards, which means that when a standard is issued or revised and it has different application dates for public and nonpublic companies, the Company can adopt the new or revised standard at the time nonpublic companies adopt the new or revised standard and can do so until such time that the Company either (i) irrevocably elects to “opt out” of such extended transition period or (ii) no longer qualifies as an emerging growth company. In November 2024, the FASB issued ASU No. 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses, which is intended to improve the disclosures of expenses by providing more detailed information about the types of expenses in commonly presented expense captions. The standard is effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027. Early adoption is permitted. The standard can be applied either prospectively or retrospectively. The Company is currently evaluating the impact of the standard on the presentation of its consolidated financial statements and related disclosures. 8 Note 3. Fair value measurements The following tables summarize the Company’s financial assets measured at fair value on a recurring basis and their respective input levels based on the fair value hierarchy (in thousands): Fair value measurements as of June 30, 2026 using Quoted prices in Significant Significant active markets other unobservable June 30, for identical observable inputs 2026 assets (level 1) inputs (level 2) (level 3) Assets: Money market funds (1) $ 37,457 $ 37,457 $ — $ — US treasury securities (2) 96,620 96,620 — — US government agency securities (2) 47,797 — 47,797 — Corporate debt securities (2) 12,565 — 12,565 — Commercial paper (2) 69,214 — 69,214 — US treasury securities (3) 87,630 87,630 — — US government agency securities (3) 27,903 — 27,903 — Total fair value of assets $ 379,186 $ 221,707 $ 157,479 $ — (1) Included as cash and cash equivalents on the condensed consolidated balance sheets. (2) Included as short-term marketable securities on the condensed consolidated balance sheets. (3) Included as long-term marketable securities on the condensed consolidated balance sheets. Fair value measurements as of December 31, 2025 using Quoted prices in Significant Significant active markets other unobservable December 31, for identical observable inputs 2025 assets (level 1) inputs (level 2) (level 3) Assets: Money market funds (1) $ 62,229 $ 62,229 $ — $ — Commercial paper (1) 4,986 — 4,986 — US treasury securities (2) 99,914 99,914 — — US government agency securities (2) 74,563 — 74,563 — Commercial paper (2) 27,793 — 27,793 — US treasury securities (3) 47,780 47,780 — — US government agency securities (3) 17,941 — 17,941 — Total fair value of assets $ 335,206 $ 209,923 $ 125,283 $ — (1) Included as cash and cash equivalents on the condensed consolidated balance sheets. (2) Included as short-term marketable securities on the condensed consolidated balance sheets. (3) Included as long-term marketable securities on the condensed consolidated balance sheets. The carrying amounts of the Company’s financial instruments, including cash, prepaid expenses and other current assets, accounts payable, and accrued expenses and other current liabilities, approximate fair value due to their short maturities. Cash equivalents consist of money market funds and commercial paper, short-term marketable securities consist of US treasury securities, US government agency securities, corporate debt securities, and commercial paper, and long-term marketable securities consist of US treasury securities and US government agency securities. The Company obtains pricing information from its investment manager and generally determines the fair value of marketable securities usi ng standard observable inputs, including benchmark yields, reported trades, broker/dealer quotes, issuer spreads, two-sided markets, and bid and/or offers. No transfers between levels have occurred during the periods presented. 9 Note 4. Marketable securities The following tables summarize the Company’s marketable securities accounted for as available-for-sale securities (in thousands, except years): June 30, 2026 Maturity Amortized Unrealized Unrealized Estimated (in years) cost gains losses fair value US treasury securities 1 or less $ 96,795 $ 32 $ ( 207 ) $ 96,620 US government agency securities 1 or less 47,830 5 ( 38 ) 47,797 Corporate debt securities 1 or less 12,594 — ( 29 ) 12,565 Commercial paper 1 or less 69,365 — ( 151 ) 69,214 US treasury securities 1 - 2 88,260 — ( 630 ) 87,630 US government agency securities 1 - 2 28,134 — ( 231 ) 27,903 Total $ 342,978 $ 37 $ ( 1,286 ) $ 341,729 December 31, 2025 Maturity Amortized Unrealized Unrealized Estimated (in years) cost gains losses fair value US treasury securities 1 or less $ 99,640 $ 274 $ — $ 99,914 US government agency securities 1 or less 74,345 218 — 74,563 Commercial paper 1 or less 27,769 24 — 27,793 US treasury securities 1 - 2 47,725 55 — 47,780 US government agency securities 1 - 2 17,884 57 — 17,941 Total $ 267,363 $ 628 $ — $ 267,991 The following table presents fair values and gross unrealized losses for those available-for-sale securities that were in an unrealized loss position as of June 30, 2026, aggregated by category and the length of time that the securities have been in a continuous loss position (in thousands): June 30, 2026 Unrealized losses less than 12 months Unrealized losses 12 months or greater Total Fair value Unrealized losses Fair value Unrealized losses Fair value Unrealized losses US treasury securities $ 150,686 $ ( 837 ) $ — $ — $ 150,686 $ ( 837 ) US government agency securities 56,201 ( 269 ) — — 56,201 ( 269 ) Corporate debt securities 12,565 ( 29 ) — — 12,565 ( 29 ) Commercial paper 69,214 ( 151 ) — — 69,214 ( 151 ) Total $ 288,666 $ ( 1,286 ) $ — $ — $ 288,666 $ ( 1,286 ) As of June 30, 2026, there were 50 available-for-sale securities with an estimated fair value of $ 288.7 million in gross unrealized loss positions, none of which were in an unrealized loss position for more than 12 months. A s of December 31, 2025 , there were no available-for-sale securities that were in an unrealized loss position. As of June 30, 2026, unrealized losses on available-for-sale securities are not attributed to credit risk. The Company believes that an allowance for credit losses is unnecessary because the unrealized losses on certain of the Company’s available-for-sale securities are due to market factors and changes in interest rates. Additionally, the Company does not intend to sell the securities nor is it more likely than not that the Company will be required to sell the securities before recovery of their amortized cost basis. Accrued interest on the Company’s available-for-sale securities was $ 2.5 million as of June 30, 2026 and December 31, 2025 and is included in prepaid expenses and other current assets on the condensed consolidated balance sheets. 10 Note 5. Property and equipment, net Property and equipment, net consisted of the following (in thousands): June 30, December 31, 2026 2025 Laboratory equipment $ 4,355 $ 4,429 Furniture and fixtures 3,712 3,712 Leasehold improvements 16,313 16,313 Computer equipment and software 1,562 1,510 Property and equipment 25,942 25,964 Less accumulated depreciation and amortization ( 14,026 ) ( 12,661 ) Property and equipment, net $ 11,916 $ 13,303 Depreciation and amortization expense related to property and equipment was $ 716,000 and $ 1.4 million for the three and six months ended June 30, 2026 , respectively, and $ 787,000 and $ 1.6 million for the three and six months ended June 30, 2025 , respectively. Note 6. Accrued expenses and other current liabilities Accrued expenses and other current liabilities consisted of the following (in thousands): June 30, December 31, 2026 2025 Accrued research and development expenses $ 16,733 $ 10,045 Accrued compensation 8,110 12,073 Accrued professional services 960 232 Accrued deferred offering costs 170 — Other accruals and current liabilities 135 114 Total $ 26,108 $ 22,464 Note 7. License agreements Guangzhou Joyo Pharmatech Co., Ltd In May 2024, the Company entered into an exclusive license agreement (the Joyo License Agreement) with Guangzhou Joyo Pharmatech Co., Ltd. (Joyo) under which the Company was granted an exclusive, worldwide (except mainland China, Hong Kong, and Macau), royalty-bearing license to certain patent and other intellectual property rights owned or controlled by Joyo to develop, manufacture, and commercialize certain pan-RAS inhibitors in all fields of use. Pursuant to the Joyo License Agreement, the Company had an option to expand the territory of the license to include mainland China, Hong Kong, and Macau by making a $ 50.0 million payment to Joyo on or prior to the first dosing of the first patient in a Phase 2 clinical trial by either the Company or Joyo, or a payment of $ 150.0 million after the first dosing of the first patient in a Phase 2 clinical trial by either the Company or Joyo and before filing a new drug application (or the foreign equivalent) by either the Company or Joyo. In March 2026, the Company sent Joyo notice that the Company was exercising its option to expand its territory under the Joyo License Agreement to include mainland China, Hong Kong, and Macau, and based upon feedback from Joyo that Joyo had dosed the first patient in a Phase 2 clinical trial, the Company made the corresponding $ 150.0 million payment (less applicable withholding amounts) to Joyo. The Company has the right to sublicense (through multiple tiers) its rights under the Joyo License Agreement, subject to certain limitations and conditions, and is required to use commercially reasonable efforts to commercialize licensed products in the United States. 11 Under the Joyo License Agreement, in 2024, the Company made an upfront cash payment to Joyo of $ 12.5 million. The Company is obligated to make development and regulatory milestone payments of up to $ 57.5 million and commercial milestone payments of up to $ 125.0 million upon the achievement of the corresponding milestones. The Company is also obligated to pay tiered royalties on net sales of all licensed products, in the low- to mid-single digit percentages, subject to certain reductions. For the three and six months ended June 30, 2026 , the Company recorded IPR&D expense of $ 0 and $ 150.0 million, respectively, related to the Company's exercise of the option to expand its territory under the Joyo License Agreement. For the three and six months ended June 30, 2025 , the Company recorded $ 7.5 million in IPR&D expense related to the achievement of milestones. Medshine Discovery Inc. In May 2024, the Company entered into an exclusive license agreement (the Medshine License Agreement) with Medshine Discovery Inc. (Medshine) under which the Company was granted an exclusive, worldwide, royalty-bearing license to certain patent and other intellectual property rights owned or controlled by Medshine to develop, manufacture, and commercialize certain pan-KRAS inhibitors in all fields of use. The Company has the right to sublicense (through multiple tiers) its rights under the Medshine License Agreement, subject to certain limitations and conditions, and is required to use commercially reasonable efforts to commercialize licensed products in certain geographical markets. Under the Medshine License Agreement, in 2024, the Company made an upfront cash payment to Medshine of $ 10.0 million. The Company is obligated to make development and regulatory milestone payments of up to $ 30.0 million and commercial milestone payments of up to $ 130.0 million upon the achievement of the corresponding milestones. The Company is also obligated to pay a low-single digit percentage royalty on net sales of all licensed products, subject to certain reductions. No IPR&D expense was recorded in connection with the Medshine License Agreement during the three and six months ended June 30, 2026 and 2025. Novartis Pharma AG In December 2022, the Company entered into an exclusive license agreement (as amended, the Novartis Agreement) with Novartis Pharma AG (Novartis) under which the Company was granted an exclusive, worldwide, royalty-bearing license to certain patent and other intellectual property rights owned or controlled by Novartis to develop, manufacture, use, and commercialize naporafenib in all fields of use. In May 2025, in connection with the Company’s expectation that ERAS-0015 and ERAS-4001 would both become clinical stage programs, the Company conducted a broader pipeline review. Following this review, in order to prioritize organizational focus and resources to advance its differentiated RAS-targeting franchise, the Company decided to evaluate strategic alternatives for its naporafenib program. After evaluating the clinical progress of the Company’s RAS franchise, the Company made a decision to stop development of naporafenib. In March 2026, the Company sent a notice to Novartis to terminate the Novartis Agreement, with an effective termination date of June 3, 2026 . In connection with such termination, the Company and Novartis entered into a termination agreement pursuant to which Novartis and the Company have agreed that the Company shall continue to ensure that the patients currently enrolled in the SEACRAFT-1 and SEACRAFT-2 trials will be permitted to continue to receive treatment for the foreseeable future. No IPR&D expense was recorded in connection with the Novartis Agreement during the three and six months ended June 30, 2026 and 2025. As of June 30, 2026 and December 31, 2025 , no milestones had been accrued for any license agreement as the underlying contingencies were not probable or estimable. Note 8. Stockholders' equity Common stock Holders of the Company's common stock are entitled to one vote for each share held on the applicable record date with respect to all matters submitted to a vote of stockholders, including the election of directors, and do not have cumulative voting rights. Common stockholders are entitled to receive dividends, as may be declared by the Company’s board of directors. As of June 30, 2026 , no dividends had been declared. 12 Common stock reserved for future issuance Common stock reserved for future issuance consisted of the following as of June 30, 2026 and December 31, 2025: June 30, December 31, 2026 2025 Stock options issued and outstanding 57,641,453 47,461,519 Awards available for future grant 15,636,814 13,524,648 Shares available for purchase under the ESPP 3,206,455 3,812,732 Total 76,484,722 64,798,899 January 2026 underwritten offering In January 2026, the Company completed the sale and issuance of 25,875,000 shares of its common stock, including the exercise in full by the underwriters of their option to purchase 3,375,000 shares of its common stock, at a price to the public of $ 10.00 per share (the January 2026 Offering). The aggregate net proceeds from the January 2026 Offering were $ 242.7 million, net of underwriting discounts and commissions and offering costs of $ 16.0 million. ATM offerings In August 2022, the Company entered into an Open Market Sale Agreement (the Sale Agreement) with Jefferies LLC (the Agent), pursuant to which the Company could offer and sell shares of its common stock having an aggregate offering price of up to $ 200 million from time to time, in an “at-the-market offering” (ATM Program) through the Agent. Sales of the shares of common stock were made at prevailing market prices at the time of sale, or as otherwise agreed with the Agent. Pursuant to the Sale Agreement, the Agent received a commission from the Company of up to 3.0 % of the gross proceeds of shares of common stock sold under the Sale Agreement. No shares of the Company's common stock were sold under the ATM Program during the three and six months ended June 30, 2025. In August 2025, the Company entered into an Amended and Restated Open Market Sale Agreement (the 2025 Sale Agreement) with the Agent, pursuant to which the Company may offer and sell shares of the Company’s common stock having an aggregate offering price of up to $ 200 million from time to time, in the ATM Program through the Agent. Sales of the shares of common stock, if any, will be made at prevailing market prices at the time of sale, or as otherwise agreed with the Agent. The Agent will receive a commission from the Company of up to 3.0 % of the gross proceeds of any shares of common stock sold under the 2025 Sale Agreement. No shares of the Company's common stock were sold under the ATM Program during the three and six months ended June 30, 2026. As of June 30, 2026 , the Company had $ 200.0 million of shares available for sale under the ATM Program. Note 9. Stock-based compensation In July 2021, the Company’s board of directors adopted and the Company’s stockholders approved the Company’s 2021 Incentive Award Plan (the 2021 Plan), which became effective in connection with the IPO. Upon the adoption of the 2021 Plan, the Company ceased making equity grants under its 2018 Equity Incentive Plan (the 2018 Plan). Under the 2021 Plan, the Company may grant stock options, restricted stock, restricted stock units, stock appreciation rights, and other stock or cash-based awards to individuals who are then employees, officers, directors or non-employee consultants of the Company. A total of 15,150,000 shares of common stock were initially reserved for issuance under the 2021 Plan. In addition, the number of shares of common stock available for issuance under the 2021 Plan may be increased annually on the first day of each calendar year during the term of the 2021 Plan, beginning in 2022, by an amount equal to the lesser of (i) 5 % of the shares of common stock outstanding on the final day of the immediately preceding calendar year or (ii) such smaller number of shares as determined by the Company’s board of directors or an authorized committee of the board of directors. As of June 30, 2026, there were 15,636,814 stock-based awards available for future grant under the 2021 Plan. 13 Subsequent to July 2021, no further awards will be granted under the 2018 Plan and all future stock-based awards will be granted under the 2021 Plan. To the extent outstanding options or restricted stock granted under the 2018 Plan are cancelled, forfeited, repurchased, or otherwise terminated without being exercised or becoming vested, and would otherwise have been returned to the share reserve under the 2018 Plan, the number of shares underlying such awards will be available for future grant under the 2021 Plan. Options granted are exercisable at various dates as determined upon grant and will expire no more than ten years from their date of grant. Stock options generally vest over a four-year term. The exercise price of each option shall be determined by the Company’s board of directors based on the estimated fair value of the Company’s stock on the date of the option grant. The exercise price shall not be less than 100 % of the fair market value of the Company’s common stock at the time the option is granted. For holders of more than 10% of the Company’s total combined voting power of all classes of stock, incentive stock options may not be granted at less than 110 % of the fair market value of the Company’s common stock on the date of grant and for a term that exceeds five years . Early exercise was permitted for certain grants under the 2018 Plan. Stock options A summary of the Company’s stock option activity under the 2021 Plan and 2018 Plan is as follows (in thousands, except share and per share data and years): Weighted- Weighted- average remaining Aggregate average contractual intrinsic Shares exercise price term (years) value Outstanding at December 31, 2025 47,461,519 $ 3.24 7.55 $ 61,659 Granted 12,095,787 10.39 Exercised ( 1,915,853 ) 2.38 Canceled — — Outstanding at June 30, 2026 57,641,453 $ 4.29 7.61 $ 808,594 Options exercisable at June 30, 2026 31,270,789 $ 3.35 6.66 $ 468,155 The weighted-average grant date fair value of options granted for the three and six months ended June 30, 2026 was $ 10.09 and $ 7.36 , respectively, and for the three and six months ended June 30, 2025 was $ 1.02 and $ 1.25 , respectively. As of June 30, 2026, the unrecognized compensation cost related to unvested stock option grants was $ 100.8 million and is expected to be recognized as expense over approximately 2.63 years. The intrinsic value of the options exercised for the three and six months ended June 30, 2026 was $ 13.1 million and $ 17.3 million, respectively. The intrinsic value of the options exercised for the three and six months ended June 30, 2025 was $ 58,000 and $ 132,000 , respectively. The assumptions used in the Black-Scholes option pricing model to determine the fair value of the employee and nonemployee stock option grants were as follows: Three Months Ended June 30, Six Months Ended June 30, 2026 2025 2026 2025 Risk-free interest rate 4.06 %- 4.25 % 3.96 %- 4.04 % 3.72 %- 4.25 % 3.96 %- 4.43 % Expected volatility 77.93 %- 81.79 % 80.33 %- 82.36 % 73.54 %- 81.79 % 79.48 %- 82.36 % Expected term (in years) 5.50 - 6.06 5.50 - 6.02 5.28 - 6.08 5.28 - 6.08 Expected dividend yield --% -- % -- % -- % 14 Effective May 21, 2024, and in accordance with the terms of the 2021 Plan, the Company's board of directors approved a stock option repricing (the Option Repricing) whereby the exercise price of each Repriced Option (as defined below) was reduced to $ 2.35 per share, the closing stock price on May 21, 2024. For purposes of the Option Repricing, “Repriced Options” are 7,478,918 outstanding stock options as of May 21, 2024 (vested and unvested) granted under the 2021 Plan and held by those eligible employees of the Company identified by the Company's board of directors, excluding the Company’s Section 16 officers (the Chairman and Chief Executive Officer, the Chief Financial Officer and Chief Business Officer, the Chief Medical Officer, and the Chief Legal Officer) and the Company's board of directors. To the extent a Repriced Option was exercised prior to the Premium End Date (as defined below), the eligible employee was required to pay the original exercise price per share of the Repriced Options in connection with any exercise of the Repriced Option. The “Premium End Date” means the earliest of (i) May 21, 2026; (ii) the date of a change in control of the Company; (iii) the date of the eligible employee’s death or disability; or (iv) the date of the eligible employee’s termination without cause, provided that such termination without cause occurs after May 21, 2025. Except for the reduction in the exercise prices of the Repriced Options as described above, the Repriced Options retained their existing terms and conditions as set forth in the 2021 Plan and the applicable award agreements. All repriced options retained their original vesting schedule. The Option Repricing resulted in $ 1.1 million of incremental cost, which was calculated using the Black-Scholes option pricing model, of which $ 559,000 of the incremental cost was recognized on a straight-line basis through the Premium End Date, and $ 558,000 of the incremental cost will be recognized on a straight-line basis over the greater of the period through the Premium End Date or the remaining service period. The incremental cost is included in general and administrative expense and research and development expense on the condensed consolidated statements of operations and comprehensive loss. Employee stock purchase plan In July 2021, the Company’s board of directors adopted and the Company’s stockholders approved the Company's 2021 Employee Stock Purchase Plan (the ESPP), which became effective in connection with the IPO. The ESPP permits participants to contribute up to a specified percentage of their eligible compensation during a series of offering periods of 24 months , each comprised of four six-month purchase periods, to purchase the Company’s common stock. The purchase price of the shares will be 85 % of the fair market value of the Company’s common stock on the first day of trading of the applicable offering period or on the applicable purchase date, whichever is lower. A total of 1,260,000 shares of common stock was initially reserved for issuance under the ESPP. In addition, the number of shares of common stock available for issuance under the ESPP may be increased annually on the first day of each calendar year during the term of the ESPP, beginning in 2022, by an amount equal to the lesser of (i) 1% of the shares of common stock outstanding on the final day of the immediately preceding calendar year or (ii) such smaller number of shares as determined by the Company’s board of directors or an authorized committee of the board of directors. The Company recognized stock-based compensation expense related to the ESPP of $ 278,000 and $ 464,000 during the three and six months ended June 30, 2026, respectively, and $ 247,000 and $ 461,000 during the three and six months ended June 30, 2025, respectively. As of June 30, 2026, the unrecognized compensation cost related to the ESPP was $ 905,000 and is expected to be recognized as expense over approximately 1.02 years. As of June 30, 2026 and December 31, 2025, $ 121,000 and $ 67,000 has been withheld on behalf of employees for future purchase under the ESPP, respectively, and is included in accrued expenses and other current liabilities on the condensed consolidated balance sheets. The Company issued and sold 606,277 shares under the ESPP during the three and six months ended June 30, 2026 and 321,091 shares under the ESPP during the three and six months ended June 30, 2025. The assumptions used in the Black-Scholes option pricing model to determine the fair value of the stock to be purchased under the ESPP were as follows: Three Months Ended June 30, Six Months Ended June 30, 2026 2025 2026 2025 Risk-free interest rate 3.81 %- 4.05 % 3.97 %- 4.32 % 3.81 %- 4.05 % 3.97 %- 4.32 % Expected volatility 97.28 %- 136.99 % 76.13 %- 92.99 % 97.28 %- 136.99 % 76.13 %- 92.99 % Expected term (in years) 0.5 - 2.0 0.5 - 2.0 0.5 - 2.0 0.5 - 2.0 Expected dividend yield --% -- % -- % -- % 15 Stock-based compensation expense The allocation of stock-based compensation for all stock awards was as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2026 2025 2026 2025 Research and development $ 4,891 $ 2,938 $ 9,061 $ 6,056 General and administrative 4,715 3,460 9,005 7,055 Total $ 9,606 $ 6,398 $ 18,066 $ 13,111 Note 10. Leases Operating leases The Company has facility leases for laboratory and office space under non-cancellable and cancellable operating leases with various expiration dates through 2032 . Lease costs were comprised of the following (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2026 2025 2026 2025 Operating lease cost $ 1,795 $ 1,815 $ 3,594 $ 3,646 Variable lease cost 1,067 1,026 1,818 2,169 Sublease income ( 710 ) ( 715 ) ( 1,420 ) ( 1,428 ) Total lease cost $ 2,152 $ 2,126 $ 3,992 $ 4,387 The Company paid $ 3.0 million and $ 3.3 million in cash for operating leases, net of cash received from subleases, that is included in the operating activities section of the condensed consolidated statements of cash flows for the six months ended June 30, 2026 and 2025, respectively. The weighted-average remaining lease term and the weighted-average discount rate of the Company’s operating leases were 5.91 years and 8.99 %, respectively, at June 30, 2026 . The weighted-average remaining lease term and the weighted-average discount rate of the Company’s operating leases were 6.39 years and 8.98 %, respectively, at December 31, 2025. The weighted-average remaining lease term does not include any renewal options at the election of the Company. The Company’s lease agreements do not contain any material residual value guarantees or material restrictive covenants. Facility leases In September 2020, the Company entered into a lease agreement for approximately 60,000 square feet of laboratory and office space in San Diego, California, which represented a portion of a new facility that was under construction and which was subsequently amended in March 2021 to expand the rented premises by approximately 18,000 square feet (the 2020 Lease). The construction and design of the asset was the primary responsibility of the lessor. The Company was involved in certain aspects of construction and design for certain interior features and leasehold improvements that are beneficial to the Company to better suit its business needs and intended purpose of the space. The lease is accounted for as an operating lease and commenced in August 2021 . In April 2022, the 2020 Lease was modified to amend the rent commencement date from February 2022 to May 2022 . The 2020 Lease, as amended, has a term of 10.75 years and includes aggregate monthly payments to the lessor of approximately $ 51.6 million beginning in May 2023 with a rent escalation clause, and a tenant improvement allowance of approximately $ 16.8 million. The Company is responsible for its share of operating expenses based on actual operating expenses incurred by the landlord. The 2020 Lease is cancellable at the Company’s request after the 84 th month with 12 months written notice and a lump-sum cancellation payment of $ 2.5 million. The termination option has not been included in the Company's operating lease assets and liabilities. As discussed in Note 2, the Company provided a letter of credit to the lessor for $ 408,000 , which expires July 29, 2032 . 16 In December 2021, the Company entered into a lease agreement for approximately 30,000 square feet of office and laboratory space in South San Francisco, California. The lease is accounted for as an operating lease with the associated operating lease assets and liabilities recorded upon commencement, which occurred in July 2022 . T he non-cancellable operating lease has an initial term of 124 months with an option to extend the lease term by 5 years at the then-current market rates and includes aggregate monthly payments to the lessor of approximately $ 34.4 million beginning in November 2022 with a rent escalation clause and a tenant improvement allowance of approximately $ 8.2 million. The renewal option has not been included in the Company's operating lease assets and liabilities. The Company is responsible for its share of operating expenses based on actual operating expenses incurred by the landlord. The construction and design of the tenant improvements was the primary responsibility of the lessor. While the Company was involved in certain aspects of construction and design for certain interior features and leasehold improvements that are beneficial to the Company to better suit its business needs and intended purpose of the space, all construction was handled directly by the landlord. The Company was not deemed to be the accounting owner of the tenant improvements prior to or after the construction period. All payments made by the Company for landlord-owned tenant improvements were recorded as prepaid rent on the condensed consolidated balance sheets prior to lease commencement and included in the operating lease asset upon lease commencement. The Company paid a security deposit of $ 874,000 in December 2021 that was recorded as other assets in the condensed consolidated balance sheets. In July 2025, $ 656,000 of the security deposit was returned to the Company per the terms of the lease agreement. As of June 30, 2026 , $ 218,000 remains as a security deposit included in other assets in the condensed consolidated balance sheets. In January 2024, the Company entered into an agreement to sublease the second floor of its corporate headquarters in San Diego, California (the January 2024 Sublease). Pursuant to the January 2024 Sublease, the subleased space was approximately 11,000 square feet of office space with a sublease term of three years which included an option for the subtenant to renew for an additional year and an early termination clause. In June 2025, the Company and the subtenant entered into a termination agreement that terminated the January 2024 Sublease in July 2025 . In July 2024, the Company entered into an agreement to sublease the first floor of its corporate headquarters (the July 2024 Sublease). Pursuant to the July 2024 Sublease, the subleased space is approximately 18,000 square feet of office space with a sublease term of 61 months beginning in October 2024. The July 2024 Sublease includes an option for the subtenant to renew for an additional year and an early termination clause. In September 2024, the Company entered into an agreement to sublease a portion of the third floor of its corporate headquarters (the September 2024 Sublease). Pursuant to the September 2024 Sublease, the subleased space was approximately 5,000 square feet of laboratory space with a sublease term of one year , which included an option for the subtenant to renew for an additional year. In July 2025, the September 2024 Sublease was amended to: (i) add approximately 5,000 square feet of laboratory space on the third floor and approximately 11,000 square feet of office space on the second floor to the subleased space; and (ii) to extend the term of the September 2024 Sublease through December 31, 2027 . The amendment to the September 2024 Sublease includes an option for the subtenant to renew for an additional year. The Company determined the subleases to be operating leases. Therefore, the Company recognizes sublease income on a straight-line basis over the lease term in its condensed consolidated statements of operations and comprehensive loss as a reduction to lease costs because the subleases are outside of the Company's normal business operations. The Company will continue to account for the operating lease assets and related liabilities of the original lease as it did prior to the commencement of the subleases. The Company recorded a reduction to lease costs of $ 710,000 and $ 1.4 million related to income from these subleases during the three and six months ended June 30, 2026 , respectively, and $ 715,000 and $ 1.4 million during the three and six months ended June 30, 2025, respectively. 17 Future minimum lease payments and sublease receipts under operating leases as of June 30, 2026 are as follows (in thousands): Operating Lease Payments Operating Sublease Receipts Year ending December 31, 2026 (remaining six months) $ 4,570 $ 1,456 2027 9,199 2,970 2028 9,277 1,448 2029 9,572 1,237 2030 9,878 — Thereafter 15,649 — Total lease payments or sublease receipts $ 58,145 $ 7,111 Less: Amount representing interest ( 13,431 ) Operating lease liabilities $ 44,714 Note 11. Commitments and contingencies Liabilities for loss contingencies arising from claims, assessments, litigation, fines, penalties, and other sources are recorded when it is probable that a liability has been incurred and the amount can be reasonably estimated. The Company has no t recorded any amounts for loss contingencies as of June 30, 2026. The Company records legal expenses associated with such contingencies as incurred. On June 10, 2026, a purported securities class action complaint was filed against the Company and certain of its officers in the United States District Court for the Southern District of California. The complaint alleges violations of the federal securities laws and seeks damages, costs, and other unspecified relief. No lead plaintiff has been appointed, and no class has been certified. The Company believes the claims are without merit and intends to defend the matter vigorously. The outcome of any such legal proceedings, regardless of the merits, is inherently uncertain. In addition, litigation and related matters are costly and may divert the attention of the Company’s management and other resources that would otherwise be engaged in other activities. If the Company is unable to prevail in any such legal proceedings, its business, results of operations, liquidity, and financial condition could be adversely affected. Note 12. Income taxes No provision for federal, state or foreign income taxes has been recorded for the three and six months ended June 30, 2026 and 2025 . The Company has incurred net operating losses for all the periods presented and has no t reflected any benefit of such net operating loss carryforwards in the accompanying condensed consolidated financial statements due to uncertainty around utilizing these tax attributes within their respective carryforward periods. The Company has recorded a full valuation allowance against all of its deferred tax assets as it is not more likely than not that such assets will be realized in the near future. The Company’s policy is to recognize interest expense and penalties related to income tax matters as tax expense. For the three and six months ended June 30, 2026 and 2025 , the Company has no t recognized any interest or penalties related to income taxes. Note 13. Net loss per share The following table summarizes the computation of basic and diluted net loss per share of the Company (in thousands, except share and per share data): Three Months Ended June 30, Six Months Ended June 30, 2026 2025 2026 2025 Net loss $ ( 44,079 ) $ ( 33,876 ) $ ( 227,519 ) $ ( 64,842 ) Weighted-average shares of common stock used in computing net loss per share, basic and diluted 311,336,806 283,355,730 307,846,523 283,308,273 Net loss per share, basic and diluted $ ( 0.14 ) $ ( 0.12 ) $ ( 0.74 ) $ ( 0.23 ) 18 The Company’s potentially dilutive securities, which include options to purchase common stock and shares purchasable under the ESPP, have been excluded from the computation of diluted net loss per share as the effect would be to reduce the net loss per share. Therefore, the weighted-average number of common shares outstanding used to calculate both basic and diluted net loss per share is the same. The Company excluded the following potential common shares, presented as amounts outstanding at each period end, from the computation of diluted net loss per share for the periods indicated because including them would have had an anti-dilutive effect: June 30, June 30, 2026 2025 Options to purchase common stock 57,641,453 47,790,988 Estimated shares purchasable under the ESPP 854,763 1,521,200 Total potentially dilutive shares 58,496,216 49,312,188 Note 14. Segment information The Company operates and manages its business as a single operating and reportable segment focused on the discovery and development of precision medicines for the benefit of patients with cancer. The Company's chief operating decision maker (CODM) is the chief executive officer and the CODM manages and allocates resources to the Company on a consolidated basis. Managing and allocating resources on a consolidated basis enables the CODM to assess the overall level of resources available, including cash, cash equivalents, and marketable securities, and how to best deploy these resources based on unmet medical need, scientific data, probability of successful development, market potential, and other considerations to best support the long-term growth of the business. The CODM assesses performance for the segment based on net loss, which is reported on the condensed consolidated statements of operations and comprehensive loss as consolidated net loss. The measure of segment assets is reported on the condensed consolidated balance sheets as total consolidated assets. The CODM uses cash forecast models in deciding how to invest into the segment. Such cash forecast models are reviewed to assess the consolidated operating results and performance. Net loss is used to monitor budget versus actual results. Monitoring budgeted versus actual results is used in assessing performance of the segment and in establishing cash forecast models. Significant segment expenses provided to the CODM are the same as presented on the condensed consolidated statements of operations and comprehensive loss as research and development expenses and general and administrative expenses. Note 15. Subsequent event July 2026 underwritten offering In July 2026, the Company completed the sale and issuance of 36,142,857 shares of its common stock, including the exercise in full by the underwriters of their option to purchase 4,714,285 shares of its common stock, at a price to the public of $ 17.50 per share. The aggregate net proceeds from the July 2026 Offering were $ 593.5 million, net of underwriting discounts and commissions and estimated offering costs of $ 38.9 million. 2026 Employment Inducement Incentive Award Plan Effective August 10, 2026, the Board approved the adoption of the Company’s 2026 Employment Inducement Incentive Award Plan (the Inducement Plan) and reserved 6,200,000 shares of the Company's common stock for issuance pursuant to equity awards granted under the Inducement Plan. The Inducement Plan was adopted without stockholder approval pursuant to Nasdaq Listing Rule 5635(c)(4) and the related guidance under Nasdaq IM 5635-1 (the Inducement Award Rules). The Inducement Plan provides for the grant of equity-based awards, including nonstatutory stock options, restricted stock units, restricted stock, stock appreciation rights, performance shares, and performance stock units, and its terms are substantially similar to the 2021 Plan, but with such other terms and conditions intended to comply with the Nasdaq inducement award exception or to comply with the Nasdaq acquisition and merger exception. 19 In accordance with the Inducement Award Rules, awards under the Inducement Plan may only be made to individuals not previously employees or non-employee directors of the Company (or following such individuals’ bona fide period of non-employment with the Company), as an inducement material to the individuals’ entry into employment with the Company or being rehired following a bona fide period of interruption of employment by the Company, or, to the extent permitted by the Inducement Award Rules, in connection with a merger or acquisition. Effective August 10, 2026, Charles S. Fuchs, M.D., M.P.H., was appointed President, Research & Development of the Company. In connection with his employment, the Company granted a stock option award to purchase 1,300,000 shares of the Company’s common stock at an exercise price of $ 18.12 per share. 1,278,520 of the stock options were granted under the Inducement Plan and the remaining options were granted under the 2021 Plan. 20