Item 1. Financial Statements
Item 1. Financial Statements
Mineralys Therapeutics, Inc.
Condensed Balance Sheets
(in thousands, except share and per share amounts)
March 31, December 31,
2026 2025
(unaudited)
Assets
Current assets:
Cash and cash equivalents $ 112,779 $ 172,921
Investments 533,281 483,714
Prepaid and other current assets 6,410 4,751
Total current assets 652,470 661,386
Property and equipment, net 32 38
Other assets 360 382
Total assets $ 652,862 $ 661,806
Liabilities and stockholders’ equity
Current liabilities:
Accounts payable $ 1,116 $ 2,017
Accrued liabilities 13,602 13,096
Total current liabilities 14,718 15,113
Commitments and contingencies (Note 4)
Stockholders’ equity:
Common stock, $ 0.0001 par value; 500,000,000 shares authorized as of March 31, 2026 and December 31, 2025; 82,454,950 and 81,536,557 shares issued and outstanding as of March 31, 2026 and December 31, 2025, respectively
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Additional paid-in capital 1,134,644 1,103,854
Accumulated deficit ( 496,508 ) ( 457,169 )
Total stockholders’ equity 638,144 646,693
Total liabilities and stockholders’ equity $ 652,862 $ 661,806
The accompanying notes are an integral part of these condensed financial statements.
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Mineralys Therapeutics, Inc.
Condensed Statements of Operations
(in thousands, except share and per share data)
(unaudited)
Three Months Ended
March 31,
2026 2025
Operating expenses:
Research and development $ 24,365 $ 37,879
General and administrative 20,975 6,568
Total operating expenses 45,340 44,447
Loss from operations ( 45,340 ) ( 44,447 )
Interest income, net 5,996 2,239
Other income (expense) 5 ( 3 )
Total other income, net 6,001 2,236
Net loss $ ( 39,339 ) $ ( 42,211 )
Net loss per share attributable to common stockholders, basic and diluted $ ( 0.47 ) $ ( 0.79 )
Weighted-average shares used in computing net loss per share attributable to common stockholders, basic and diluted 82,834,752 53,163,551
The accompanying notes are an integral part of these condensed financial statements.
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Mineralys Therapeutics, Inc.
Condensed Statements of Stockholders’ Equity
(in thousands, except share data)
(unaudited)
Common Stock Additional
Paid-In Capital Accumulated
Deficit Total
Stockholders’ Equity
Shares Amount
Balance as of December 31, 2024 49,821,915 $ 5 $ 493,770 $ ( 302,518 ) $ 191,257
Issuance of common stock in public offering, net of offering costs of $ 12,509
14,907,406 1 188,740 — 188,741
Issuance of common stock from stock option exercises 146,907 — 123 — 123
Stock-based compensation — — 3,645 — 3,645
Net loss — — — ( 42,211 ) ( 42,211 )
Balance as of March 31, 2025 64,876,228 $ 6 $ 686,278 $ ( 344,729 ) $ 341,555
Common Stock Additional
Paid-In Capital
Accumulated
Deficit Total
Stockholders’ Equity
Shares Amount
Balance as of December 31, 2025 81,536,557 $ 8 $ 1,103,854 $ ( 457,169 ) $ 646,693
Issuance of common stock pursuant to ATM Agreement, net of issuance costs and shelf offering costs of $ 82
568,320 — 20,187 — 20,187
Issuance of common stock from stock option exercises 350,073 — 4,055 — 4,055
Stock-based compensation — — 6,548 — 6,548
Net loss — — — ( 39,339 ) ( 39,339 )
Balance as of March 31, 2026 82,454,950 $ 8 $ 1,134,644 $ ( 496,508 ) $ 638,144
The accompanying notes are an integral part of these condensed financial statements.
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Mineralys Therapeutics, Inc.
Condensed Statements of Cash Flows
(in thousands)
(unaudited)
Three Months Ended
March 31,
2026 2025
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss $ ( 39,339 ) $ ( 42,211 )
Adjustments to reconcile net loss to net cash used in operating activities:
Stock-based compensation 6,548 3,645
Accretion of discount on held-to-maturity securities ( 4,625 ) ( 1,046 )
Depreciation and amortization 6 15
Changes in operating assets and liabilities:
Accrued interest receivable 289 52
Prepaid, other current assets, and other assets
( 1,948 ) ( 4,396 )
Accounts payable and accrued liabilities ( 402 ) ( 1,546 )
Net cash used in operating activities ( 39,471 ) ( 45,487 )
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of marketable securities ( 347,443 ) ( 127,876 )
Maturities of marketable securities 302,500 35,000
Net cash used in investing activities ( 44,943 ) ( 92,876 )
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from issuance of common stock pursuant to ATM Agreement, net of ATM issuance costs
20,218 —
Proceeds from stock option exercises 4,055 123
Payment of shelf offering costs
( 1 ) ( 10 )
Proceeds from issuance of common stock in public offering, net of offering costs — 189,166
Net cash provided by financing activities 24,272 189,279
Net increase (decrease) in cash and cash equivalents ( 60,142 ) 50,916
Cash and cash equivalents - beginning 172,921 114,091
Cash and cash equivalents - ending (1)
$ 112,779 $ 165,007
Supplemental Disclosure of Non-Cash Financing Activities:
Public offering and shelf offering costs included in accounts payable and accrued liabilities $ 7 $ 289
(1) Cash and cash equivalents as of March 31, 2026 exclude investments of $ 533.3 million. Cash, cash equivalents, and investments amounted to $ 646.1 million as of March 31, 2026.
The accompanying notes are an integral part of these condensed financial statements.
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Mineralys Therapeutics, Inc.
Notes to Condensed Financial Statements
(unaudited)
Note 1. Nature of Business
Mineralys Therapeutics, Inc. (the Company) is a biopharmaceutical company focused on developing medicines to target diseases driven by dysregulated aldosterone. The Company’s product candidate, lorundrostat, is a proprietary, orally administered, aldosterone synthase inhibitor that the Company is developing for the treatment of cardiorenal conditions affected by dysregulated aldosterone, including hypertension and related comorbidities, such as chronic kidney disease and obstructive sleep apnea. The Company has completed two pivotal clinical trials of lorundrostat for hypertension, one Phase 2 clinical trial in hypertensive participants with chronic kidney disease, and one Phase 2 clinical trial in hypertensive participants with obstructive sleep apnea. The Company submitted a New Drug Application (NDA) to the U.S. Food and Drug Administration (FDA) in December 2025 for lorundrostat for the treatment of hypertension in combination with other antihypertensive drugs. The FDA accepted the NDA submission and provided the Company with a Prescription Drug User Fee Act target date of December 22, 2026 for lorundrostat. The Company was incorporated as a Delaware corporation in May 2019, and it is headquartered in Radnor, Pennsylvania. The Company’s operations to date have been limited to business planning, raising capital, in-licensing, conducting preclinical and clinical trials, and performing research and development and other activities.
Liquidity and Capital Resources
Since its inception, the Company has not generated any revenue from product sales or other sources and has incurred significant operating losses and negative cash flows from operations. The Company’s primary uses of cash to date have been to fund research and development activities, business planning, establishing and maintaining the Company’s intellectual property portfolio, hiring personnel, raising capital, and providing general and administrative support for these operations. As of March 31, 2026, the Company had an accumulated deficit of $ 496.5 million and cash, cash equivalents, and investments of $ 646.1 million. For the three months ended March 31, 2026, the Company had a net loss of $ 39.3 million and net cash used in operating activities of $ 39.5 million.
Since inception, the Company has funded its operations by raising aggregate gross proceeds of approximately $ 1.1 billion from the sale of the Company’s common stock, convertible preferred stock, pre-funded warrants, and convertible notes. The Company has a limited operating history, and the sales and income potential of its business is unproven. The Company expects to continue to incur substantial losses for the foreseeable future as a result of the Company’s research and development and other activities. Additional funding will be required to continue with the Company’s planned research and development and commercial launch activities. The Company expects to finance its operations through equity offerings, debt financings, and other capital sources, including potential strategic collaborations, licensing, and other similar arrangements. The Company believes that its cash, cash equivalents, and investments as of March 31, 2026 will be sufficient to allow the Company to fund operations for at least twelve months from the issuance date of these condensed financial statements.
Note 2. Summary of Significant Accounting Policies
Basis of Presentation
The unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States (U.S. GAAP) and applicable rules and regulations of the U.S. Securities and Exchange Commission (SEC) for interim reporting. As permitted under those rules and regulations, certain footnotes or other financial information normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. These condensed financial statements have been prepared on the same basis as the annual financial statements and, in the opinion of management, reflect all adjustments, consisting only of normal recurring adjustments, which are necessary for a fair presentation of the Company’s financial information. These unaudited condensed financial statements should be read in
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Mineralys Therapeutics, Inc.
Notes to Condensed Financial Statements
(unaudited)
conjunction with the audited financial statements and related notes in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025.
Any reference in these notes to applicable guidance is meant to refer to authoritative U.S. GAAP as found in the Accounting Standards Codification (ASC) and Accounting Standards Updates (ASU) of the Financial Accounting Standards Board (FASB).
Segment Information
The Company operates in one operating segment for the purposes of assessing performance, making operating decisions, and allocating Company resources. The Company’s chief operating decision maker (CODM) is its chief executive officer, who considers net loss to evaluate overall expenses associated with conducting research and development activities, which includes evaluating the progress of ongoing clinical trials and the planning and execution of current and future research and development and other activities. Further, the CODM reviews and utilizes functional expenses (research and development and general and administrative) as reported in the statements of operations to manage the Company’s operations. Other segment items included in net loss are interest income, net and other income (expense). These measures of performance, significant expenses, and other items are each reflected in the condensed statements of operations. The accounting policies of the segment are the same as those described below. The measure of segment assets is reported on the condensed balance sheets as total assets. All assets are held in the United States.
Use of Estimates
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates. Estimates have been used in the following areas, among others: research and development accruals and income taxes.
Cash and Cash Equivalents
All highly liquid investments that have maturities of 90 days or less at the date of purchase are classified as cash equivalents. The Company’s cash and cash equivalents balances as of March 31, 2026 and December 31, 2025 include cash balances and amounts held primarily in interest-bearing money market accounts and U.S. Treasury bills. As of March 31, 2026 and December 31, 2025, the Company did no t have any restricted cash balances. The following table provides a reconciliation of cash and cash equivalents as reported in the condensed statements of cash flows to the condensed balance sheets (in thousands):
March 31, December 31,
2026 2025
Cash $ 1,150 $ 1,030
Cash equivalents 111,629 171,891
Total cash and cash equivalents $ 112,779 $ 172,921
Concentration of Credit Risk
The Company has no significant off-balance sheet concentrations of credit risk, such as foreign currency exchange contracts, option contracts, or other hedging arrangements. Financial instruments that potentially subject the Company to concentrations of credit risk primarily consist of cash balances in several accounts with three financial institutions that, from time to time, are in excess of federally insured limits.
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Mineralys Therapeutics, Inc.
Notes to Condensed Financial Statements
(unaudited)
Fair Value Measurements
The Company is required to disclose information on all assets and liabilities reported at fair value that enables an assessment of the inputs used in determining the reported fair values. ASC Topic 820, Fair Value Measurement, establishes a hierarchy of inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the observable inputs be used when available.
Observable inputs are inputs that market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Company’s assumptions about the inputs that market participants would use in pricing the asset or liability and are developed based on the best information available in the circumstances. The fair value hierarchy applies only to the valuation inputs used in determining the reported fair value and is not a measure of the investment credit quality. The three levels of the fair value hierarchy are described below:
• Level 1 – quoted prices in active markets for identical assets and liabilities
• Level 2 – other significant observable inputs (including quoted prices for similar assets and liabilities, interest rates, credit risk, etc.)
• Level 3 – significant unobservable inputs (including the Company’s own assumptions in determining the fair value of assets and liabilities)
For certain financial instruments, including cash and cash equivalents, prepaid expenses, accounts payable, and certain accrued liabilities, the recorded amount approximates estimated fair value due to their relatively short maturity period. Refer to Note 3. “ Fair Value of Financial Instruments ” for additional details of the Company’s financial instruments.
Investments
The Company generally invests its excess cash in money market funds and investment-grade short- and long-term fixed-income debt securities, such as U.S. Treasury bills. Such investments are included in cash and cash equivalents and investments in the condensed balance sheets. The Company determines the appropriate classification of securities at the time of purchase and re-evaluates such designation as of each balance sheet date. Securities are classified as held-to-maturity when the Company has the positive intent and ability to hold the securities to maturity. Held-to-maturity securities are carried at amortized cost, adjusted for the accretion of discounts using the interest method.
The Company invested in marketable securities during the three months ended March 31, 2026 and 2025, and no impairment charges were recorded. For held-to-maturity investments, the Company periodically reviews each individual security position that has an unrealized loss, or impairment, to determine if that impairment is other-than-temporary. If the Company believes an impairment of a security position is other than temporary, based on available quantitative and qualitative information as of the report date, the loss will be recognized within total other income, net in the Company’s condensed statements of operations, and a new cost basis in the investment will be established.
Deferred Offering Costs
The Company capitalizes certain legal, professional, accounting, and other third-party fees that are directly associated with in-process equity issuances as deferred offering costs until such equity issuances are consummated. After consummation of the equity issuance, these costs are recorded as a reduction in the capitalized amount associated with the equity issuance. Should the equity issuance be abandoned, the deferred offering costs are expensed immediately as a charge to operating expenses in the condensed statements of operations. Deferred offering costs as of each of March 31, 2026 and December 31, 2025 were $ 0.2 million. Such costs are classified in other assets on the condensed balance sheets.
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Mineralys Therapeutics, Inc.
Notes to Condensed Financial Statements
(unaudited)
Stock-Based Compensation
The Company accounts for its stock-based compensation awards in accordance with ASC Topic 718, Compensation – Stock Compensation (ASC 718). ASC 718 requires share-based payment arrangements to be recognized in the condensed statements of operations based on their grant date fair values. The Company’s stock-based awards are subject only to service-based vesting conditions. The Company measures restricted common stock awards using the difference, if any, between the purchase price per share of the award and the fair value of the Company’s common stock at the date of the grant or modification. Restricted stock unit awards are measured at the grant date fair value based on the closing price of the Company’s common stock on the date of the grant. The Company estimates the fair value of its stock option awards using the Black-Scholes option pricing model, which requires the input of assumptions, including (i) the expected stock price volatility, (ii) the calculation of the expected term of the award, (iii) the risk-free interest rate, and (iv) expected dividends.
Volatility — Due to the Company’s limited operating history and a lack of company-specific historical and implied volatility data, the Company has based its estimate of expected volatility on the historical volatility of a group of similar publicly-traded companies. The Company believes that the companies in the group were most representative of the Company and had characteristics similar to its own, including stage of product development, a focus on the life sciences industry, and other economic and industry characteristics.
Expected Term — The Company uses the simplified method to calculate the expected term, as it does not have sufficient historical exercise data to provide a reasonable basis upon which to estimate the expected term for options granted, and utilizes the contractual term for options granted.
Risk-Free Interest Rate — The risk-free interest rate is based on a treasury instrument whose term is consistent with the expected life of the stock options.
Expected Dividends — To date, the Company has not issued any dividends and does not expect to issue dividends over the life of the options and therefore has estimated the dividend yield to be zero.
Subsequent to the closing of the Company’s initial public offering of its common stock in February 2023, the Company determines the fair market value of its common stock using the closing price of its common stock as reported on the Nasdaq Global Select Market.
Compensation expense related to time-based awards, including restricted stock units, is recognized on a straight-line basis by recognizing the grant date fair value over the requisite service period, which is generally the vesting term. Management evaluates its award grants and modifications and will adjust the fair value if any are determined to be spring-loaded. The Company accounts for forfeitures as they occur.
Net Loss Per Share
The Company’s basic net loss per share attributable to common stockholders is calculated by dividing the net loss attributable to common stockholders by the weighted-average number of shares of common stock outstanding for the period. The diluted net loss per share attributable to common stockholders is computed by giving effect to all potential common stock equivalents outstanding for the period, determined using the treasury stock method. For purposes of this calculation, unvested restricted stock awards, restricted stock units, and stock options to purchase common stock are considered to be common stock equivalents but have been excluded from the calculation of diluted net loss per share attributable to common stockholders as their effect is anti-dilutive. The weighted-average number of common shares used in the basic and diluted net loss per share attributable to common stockholders calculations includes the weighted-average pre-funded warrants outstanding during the period, as they are exercisable at any time for nominal cash consideration. The following table sets forth the
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Mineralys Therapeutics, Inc.
Notes to Condensed Financial Statements
(unaudited)
potential common shares excluded from the calculation of net loss per share attributable to common stockholders because their inclusion would be anti-dilutive:
Three Months Ended
March 31,
2026 2025
Outstanding options 7,420,692 6,778,317
Unvested restricted stock units 702,948 —
Unvested restricted stock awards 64,714 309,028
Total 8,188,354 7,087,345
Recently Issued Accounting Pronouncements
From time to time, new accounting pronouncements are issued by the FASB or other standard-setting bodies and adopted by the Company as of the specified effective date. Unless otherwise discussed, the Company believes the impact of recently issued standards that are not yet effective will not have a material impact on its financial position or results of operations upon adoption.
In November 2024, the FASB issued ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses (ASU 2024-03), and in January 2025, the FASB issued ASU 2025-01, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Clarifying the Effective Date, which clarified the effective date of ASU 2024-03. ASU 2024-03 will require the Company to disclose additional information about specific expense categories in the notes to the financial statements on an annual and interim basis. ASU 2024-03 is effective for the Company's fiscal year 2027 and may be adopted on a prospective or retrospective basis. Early adoption is permitted. The Company is evaluating the impact of ASU 2024-03 on its disclosures. While the Company expects that additional disaggregated disclosures will be required upon adoption, the guidance will not affect the recognition or measurement of expenses.
Note 3. Fair Value of Financial Instruments
The following table presents financial instruments measured at fair value on a recurring basis based on the fair value hierarchy as of March 31, 2026 and December 31, 2025 (in thousands):
March 31, December 31,
2026 2025
Level 1
Assets
Cash equivalents
Money market funds $ 111,629 $ 161,943
There were no transfers within the fair value hierarchy during the periods presented.
The following methods and assumptions were used by the Company in estimating the fair values of each class of financial instrument disclosed herein:
Money Market Funds — The carrying amounts of money market funds reported as cash and cash equivalents in the condensed balance sheets approximate their fair values due to their short-term nature. The fair values of money market funds are determined by Level 1 inputs utilizing quoted prices (unadjusted) in active markets for identical assets.
U.S. Treasury Bills — As of March 31, 2026 and December 31, 2025, the Company had short-term U.S. Treasury bills. Fair values of these securities are determined by Level 2 inputs utilizing quoted prices
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Mineralys Therapeutics, Inc.
Notes to Condensed Financial Statements
(unaudited)
(unadjusted) in active markets for similar assets. The following table presents information about the Company’s investments in held-to-maturity U.S. Treasury bills as of each reported date (in thousands):
As of March 31, 2026
Balance Sheet Location Original Maturities Amortized
Cost Estimated
Fair Value
Investments between 3 and 12 months $ 533,281 $ 533,211
As of December 31, 2025
Balance Sheet Location Original Maturities Amortized
Cost Estimated
Fair Value
Cash and cash equivalents less than 3 months $ 9,948 $ 9,948
Investments between 3 and 12 months 483,714 483,891
Total $ 493,662 $ 493,839
Note 4. Commitments and Contingencies
Tanabe License Agreement
In July 2020, the Company entered into an exclusive license agreement (the Tanabe License) with Tanabe Pharma Corporation (Tanabe) (formerly Mitsubishi Tanabe Pharma Corporation), pursuant to which Tanabe granted the Company an exclusive, worldwide, royalty-bearing, sublicensable license under Tanabe’s patent and other intellectual property rights to exploit products incorporating lorundrostat (formerly MT-4129) (Lorundrostat Product) for the prevention, treatment, diagnosis, detection, monitoring, or predisposition testing with respect to indications, diseases, and conditions in humans. Pursuant to the Tanabe License, the Company paid Tanabe a $ 1.0 million upfront fee and development milestone payments of $ 9.0 million in the aggregate. The Company has remaining obligations to pay Tanabe commercial milestone payments of up to $ 155.0 million in the aggregate upon first commercial sale and upon meeting certain annual sales targets, as well as additional commercial milestone payments of up to $ 10.0 million for a second indication. Additionally, the Company is obligated to pay Tanabe tiered royalties at percentages ranging from the mid-single digits to ten percent ( 10 %) of aggregate net sales of each Lorundrostat Product on a Lorundrostat Product-by-Lorundrostat Product and country-by-country basis, until the later of (i) the expiration of the last-to-expire valid Tanabe patent claim covering a Lorundrostat Product, (ii) ten years from the first commercial sale of a Lorundrostat Product, or (iii) the expiration of regulatory exclusivity in such country. Such royalties are subject to reduction under specified conditions, including lack of patent coverage and generic competition.
The Company has no remaining development milestone obligations under the Tanabe License and did not incur any development or commercial expenses pursuant to the Tanabe License during the three months ended March 31, 2026 and 2025.
The Company is obligated to use commercially reasonable efforts to conduct and complete the development activities and to file for regulatory approval for at least one Lorundrostat Product in a major market country and consider in good faith developing at least one Lorundrostat Product in a non-major market country. If the Company elects to sublicense its rights under the Tanabe License to a third party with respect to exploitation of lorundrostat or any Lorundrostat Product in certain countries in Asia, the Company has agreed to negotiate such a sublicense first, for a specified period of time, with Tanabe, if Tanabe notifies the Company that it would like to obtain such a sublicense. The Company also agreed not to commercialize any competing product prior to three years following the first commercial sale of the first Lorundrostat Product in any country without Tanabe’s prior consent.
Unless terminated earlier, the Tanabe License will continue until the expiration of all of the Company’s royalty obligations to Tanabe. The Company may terminate the Tanabe License for any or no reason upon 90 or 180 days’ prior written notice to Tanabe, depending on whether the Lorundrostat Product has received
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Mineralys Therapeutics, Inc.
Notes to Condensed Financial Statements
(unaudited)
regulatory approval. Tanabe may terminate the Tanabe License if the Company or its affiliates or sublicensees initiate a challenge to the patent rights licensed to the Company by Tanabe. In addition, either party may terminate the Tanabe License in the event of an uncured material breach by or bankruptcy of the other party, subject to certain notice and cure periods, or upon the other party’s bankruptcy or insolvency.
Litigation
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. From time to time, the Company may become involved in legal proceedings arising in the ordinary course of business. The Company was not subject to any material legal proceedings during the three months ended March 31, 2026 and 2025, and no material legal proceedings are currently pending or threatened.
Indemnification Agreements
In the ordinary course of business, the Company may provide indemnification of varying scope and terms to vendors, lessors, business partners, and other parties with respect to certain matters including, but not limited to, losses arising from breach of such agreements or intellectual property infringement claims made by third parties. In addition, the Company has entered into indemnification agreements with officers of the Company and members of its board of directors that will require the Company, among other things, to indemnify them against certain liabilities that may arise by reason of their status or service as officers or directors. The maximum potential amount of future payments the Company could be required to make under these indemnification agreements is, in many cases, unlimited. To date, the Company has not incurred any material costs as a result of such indemnifications. The Company is not aware of any claims under indemnification arrangements, and it has not accrued any material liabilities related to such obligations in its condensed financial statements as of March 31, 2026 and December 31, 2025.
Note 5. Accrued Liabilities
Accrued liabilities consisted of the following (in thousands):
March 31, December 31,
2026 2025
Research and development expenses $ 4,587 $ 3,460
Compensation and benefits 2,312 5,540
Professional fees and other 6,703 4,096
Total $ 13,602 $ 13,096
Note 6. Capital Stock
As of March 31, 2026, the Company had reserved authorized shares of common stock for future issuance as follows:
March 31,
2026
Common stock options outstanding 7,420,692
Shares available for grant under the 2023 Plan 2,866,922
Shares available for grant under the ESPP 2,067,084
Restricted stock units outstanding
702,948
Pre-funded warrants issued and outstanding 549,755
Shares available for grant under the 2025 Inducement Plan 539,748
Total 14,147,149
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Mineralys Therapeutics, Inc.
Notes to Condensed Financial Statements
(unaudited)
At-the-Market Equity Offering Sales Agreements
On November 10, 2025, the Company entered into an ATM Equity Offering Sales Agreement (the ATM Agreement) with BofA Securities, Inc., Evercore Group L.L.C., and Goldman Sachs & Co. LLC, pursuant to which the Company may sell shares of its common stock having an aggregate offering price of up to $ 300.0 million from time to time. During the three months ended March 31, 2026, the Company sold pursuant to the ATM Agreement an aggregate of 568,320 shares of common stock at a weighted-average price of $ 35.66 per share for aggregate net proceeds of approximately $ 20.2 million after deducting commissions and offering expenses. There were no sales of common stock pursuant to the ATM Agreement during the three months ended March 31, 2025. From inception of the ATM Agreement and through March 31, 2026, the Company sold an aggregate of 2,720,508 shares of common stock at a weighted-average price of $ 41.45 per share for aggregate net proceeds of approximately $ 112.4 million after deducting commissions and offering expenses. As of March 31, 2026, approximately $ 187.2 million of shares remained available for sale pursuant to the ATM Agreement.
On March 21, 2024, the Company entered into an ATM Equity Offering Sales Agreement (the Prior ATM Agreement) with BofA Securities, Inc. and Evercore Group L.L.C. Effective November 9, 2025, the Prior ATM Agreement was terminated in connection with the execution of the ATM Agreement. There were no sales of common stock pursuant to the Prior ATM Agreement during each of the three months ended March 31, 2026 and March 31, 2025. From inception of the Prior ATM Agreement and through its termination effective November 9, 2025, the Company sold an aggregate of 1,914,040 shares of common stock at a weighted-average price of $ 14.32 per share for aggregate net proceeds of approximately $ 27.3 million after deducting commissions and offering expenses.
Note 7. Stock-Based Compensation
2023 Incentive Award Plan
The Company grants equity awards under the 2023 Incentive Award Plan (the 2023 Plan). During the three months ended March 31, 2026, the Company began granting restricted stock units under the 2023 Plan.
2025 Employment Inducement Incentive Award Plan
The Company maintains the 2025 Employment Inducement Incentive Award Plan (the 2025 Inducement Plan), under which non‑qualified stock options and restricted stock units may be granted in connection with the commencement of employment. During the three months ended March 31, 2026, the Company began granting restricted stock units under the 2025 Inducement Plan.
2020 Equity Incentive Plan
The 2020 Equity Incentive Plan (the 2020 Plan) continues to govern the terms of outstanding awards, although no new awards are granted under the plan.
As of March 31, 2026, the Company had the following balances by plan:
Options
Outstanding Unvested
Restricted Stock Awards Unvested
Restricted Stock Units Shares Available
for Grant
2023 Plan 6,841,701 — 568,040 2,866,922
2025 Inducement Plan
325,344 — 134,908 539,748
2020 Plan 253,647 64,714 — —
Total 7,420,692 64,714 702,948 3,406,670
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Mineralys Therapeutics, Inc.
Notes to Condensed Financial Statements
(unaudited)
2023 Employee Stock Purchase Plan
The Company maintains the 2023 Employee Stock Purchase Plan (the ESPP) under which eligible employees may purchase shares of common stock through payroll deductions. As of March 31, 2026, the Company had 2,067,084 shares available for issuance, and 57,839 cumulative shares had been issued under the ESPP.
Total stock-based compensation expense recognized was allocated as follows (in thousands):
Three Months Ended
March 31,
2026 2025
Research and development $ 2,476 $ 1,628
General and administrative 4,072 2,017
Total
$ 6,548 $ 3,645
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.