MYRIAD GENETICS INC 10-Q

Item 1. Financial Statements. MYRIAD GENETICS, INC. AND SUBSIDIARIES Condensed Consolidated Balance Sheets (unaudited) (in millions) June 30, 2026 December 31, 2025 ASSETS Current assets: Cash and cash equivalents $ 115.2 $ 149.6 Trade accounts receivable 109.5 115.3 Inventory 30.6 30.6 Prepaid taxes 1.8 12.0 Prepaid expenses and other current assets 31.9 25.1 Total current assets 289.0 332.6 Operating lease right-of-use assets 50.0 49.4 Property, plant and equipment, net 108.9 114.0 Intangible assets, net 139.0 153.4 Goodwill 47.1 51.6 Other assets 4.9 5.6 Total assets $ 638.9 $ 706.6 LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable $ 30.4 $ 30.0 Accrued liabilities 93.0 96.9 Current maturities of operating lease liabilities 7.3 6.9 Total current liabilities 130.7 133.8 Long-term debt 120.7 119.9 Noncurrent operating lease liabilities 82.5 83.0 Other long-term liabilities 1.1 1.9 Total liabilities 335.0 338.6 Commitments and contingencies Stockholders’ equity: Common stock, 95.6 and 93.5 shares outstanding at June 30, 2026 and December 31, 2025, respectively 1.0 0.9 Additional paid-in capital 1,502.1 1,489.0 Accumulated other comprehensive income 0.8 0.8 Accumulated deficit ( 1,200.0 ) ( 1,122.7 ) Total stockholders' equity 303.9 368.0 Total liabilities and stockholders’ equity $ 638.9 $ 706.6 See accompanying notes to Condensed Consolidated Financial Statements. 4 Table of Contents MYRIAD GENETICS, INC. AND SUBSIDIARIES Condensed Consolidated Statements of Operations (unaudited) (in millions, except per share amounts) Three months ended June 30, Six months ended June 30, 2026 2025 2026 2025 Revenue $ 190.7 $ 213.1 $ 391.1 $ 409.0 Cost of revenue 63.7 61.3 126.5 123.0 Gross profit 127.0 151.8 264.6 286.0 Costs and expenses: Research and development expense 25.0 25.6 52.1 53.1 Sales and marketing expense 83.1 71.9 156.7 141.1 General and administrative expense 57.8 66.8 120.0 133.3 Goodwill and long-lived asset impairment charges — 316.7 5.4 316.7 Total operating expenses 165.9 481.0 334.2 644.2 Operating loss ( 38.9 ) ( 329.2 ) ( 69.6 ) ( 358.2 ) Other income (expense): Interest income 0.4 0.2 1.1 0.5 Interest expense ( 4.1 ) ( 1.5 ) ( 8.2 ) ( 2.3 ) Other — ( 0.1 ) — — Total other expense, net ( 3.7 ) ( 1.4 ) ( 7.1 ) ( 1.8 ) Loss before income tax ( 42.6 ) ( 330.6 ) ( 76.7 ) ( 360.0 ) Income tax expense (benefit) 0.6 ( 0.1 ) 0.6 ( 29.4 ) Net loss $ ( 43.2 ) $ ( 330.5 ) $ ( 77.3 ) $ ( 330.6 ) Net loss per share: Basic and diluted $ ( 0.46 ) $ ( 3.57 ) $ ( 0.82 ) $ ( 3.59 ) Weighted average shares outstanding: Basic and diluted 94.8 92.5 94.2 92.0 See accompanying notes to Condensed Consolidated Financial Statements. 5 Table of Contents MYRIAD GENETICS, INC. AND SUBSIDIARIES Condensed Consolidated Statements of Comprehensive Loss (unaudited) (in millions) Three months ended June 30, Six months ended June 30, 2026 2025 2026 2025 Net loss $ ( 43.2 ) $ ( 330.5 ) $ ( 77.3 ) $ ( 330.6 ) Change in foreign currency translation adjustment, net of tax 0.1 0.5 — 0.7 Comprehensive loss $ ( 43.1 ) $ ( 330.0 ) $ ( 77.3 ) $ ( 329.9 ) See accompanying notes to Condensed Consolidated Financial Statements. 6 Table of Contents MYRIAD GENETICS, INC. AND SUBSIDIARIES Condensed Consolidated Statements of Stockholders’ Equity (unaudited) (in millions) Common stock Additional paid-in capital Accumulated other comprehensive income (loss) Accumulated deficit Myriad Genetics, Inc. Stockholders’ equity BALANCES AT DECEMBER 31, 2024 $ 0.9 $ 1,457.8 $ ( 0.8 ) $ ( 756.8 ) $ 701.1 Issuance of common stock under stock-based compensation plans, net of shares exchanged for withholding tax — ( 5.8 ) — — ( 5.8 ) Stock-based compensation expense — 9.5 — — 9.5 Net loss — — — ( 0.1 ) ( 0.1 ) Other comprehensive income, net of tax — — 0.2 — 0.2 BALANCES AT MARCH 31, 2025 $ 0.9 $ 1,461.5 $ ( 0.6 ) $ ( 756.9 ) $ 704.9 Issuance of common stock under stock-based compensation plans, net of shares exchanged for withholding tax — 2.5 — — 2.5 Stock-based compensation expense — 10.7 — — 10.7 Net loss — — — ( 330.5 ) ( 330.5 ) Other comprehensive income, net of tax — — 0.5 — 0.5 BALANCES AT JUNE 30, 2025 $ 0.9 $ 1,474.7 $ ( 0.1 ) $ ( 1,087.4 ) $ 388.1 BALANCES AT DECEMBER 31, 2025 $ 0.9 $ 1,489.0 $ 0.8 $ ( 1,122.7 ) $ 368.0 Issuance of common stock under stock-based compensation plans, net of shares exchanged for withholding tax — ( 2.9 ) — — ( 2.9 ) Stock-based compensation expense — 6.5 — — 6.5 Net loss — — — ( 34.1 ) ( 34.1 ) Other comprehensive loss, net of tax — — ( 0.1 ) — ( 0.1 ) BALANCES AT MARCH 31, 2026 $ 0.9 $ 1,492.6 $ 0.7 $ ( 1,156.8 ) $ 337.4 Issuance of common stock under stock-based compensation plans, net of shares exchanged for withholding tax 0.1 2.3 — — 2.4 Stock-based compensation expense — 7.2 — — 7.2 Net loss — — — ( 43.2 ) ( 43.2 ) Other comprehensive income, net of tax — — 0.1 — 0.1 BALANCES AT JUNE 30, 2026 $ 1.0 $ 1,502.1 $ 0.8 $ ( 1,200.0 ) $ 303.9 See accompanying notes to Condensed Consolidated Financial Statements. 7 Table of Contents MYRIAD GENETICS, INC. AND SUBSIDIARIES Condensed Consolidated Statements of Cash Flows (unaudited) (in millions) Six months ended June 30, 2026 2025 CASH FLOWS FROM OPERATING ACTIVITIES: Net loss $ ( 77.3 ) $ ( 330.6 ) Adjustments to reconcile net loss to net cash used in operating activities: Depreciation and amortization 25.0 28.5 Non-cash lease expense 2.1 5.6 Stock-based compensation expense 13.7 20.2 Unrecognized tax benefits — ( 31.5 ) Impairment of goodwill and long-lived assets 5.4 316.7 Other non-cash adjustments 1.9 0.3 Changes in assets and liabilities: Prepaid expenses and other current assets ( 6.9 ) 0.3 Trade accounts receivable 5.7 ( 15.4 ) Prepaid taxes 10.2 2.1 Other assets ( 0.3 ) ( 0.5 ) Accounts payable 2.9 3.6 Accrued liabilities ( 6.4 ) ( 29.2 ) Net cash used in operating activities ( 24.0 ) ( 29.9 ) CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ( 7.5 ) ( 8.1 ) Capitalization of intangible assets ( 2.2 ) ( 7.1 ) Net cash used in investing activities ( 9.7 ) ( 15.2 ) CASH FLOWS FROM FINANCING ACTIVITIES: Proceeds from common stock issued under stock-based compensation plans 2.8 2.7 Payment of tax withheld for common stock issued under stock-based compensation plans ( 3.3 ) ( 5.8 ) Proceeds from revolving credit facility — 40.0 Repayment of revolving credit facility — ( 20.5 ) Payment on finance leases ( 0.3 ) ( 0.2 ) Net cash (used in) provided by financing activities ( 0.8 ) 16.2 Effect of foreign exchange rates on cash, cash equivalents, and restricted cash — 0.7 Net decrease in cash, cash equivalents, and restricted cash ( 34.5 ) ( 28.2 ) Cash, cash equivalents, and restricted cash at beginning of the period 151.3 111.9 Cash, cash equivalents, and restricted cash at end of the period $ 116.8 $ 83.7 See accompanying notes to Condensed Consolidated Financial Statements. 8 Table of Contents NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) 1. BASIS OF PRESENTATION Myriad Genetics, Inc. (together with its subsidiaries, the “Company” or “Myriad”) is a leading molecular diagnostics and precision medicine company committed to advancing health and well-being for all. The Company develops and commercializes molecular tests that help patients and providers uncover genetic insights. Myriad tests assess the risk of developing disease or disease progression and guide treatment decisions across medical specialties where molecular insights can significantly improve patient care, support earlier detection, enable more precise treatment and contribute to lowering healthcare costs. The Company’s principal executive office is located in Salt Lake City, Utah. The accompanying Condensed Consolidated Financial Statements for the Company have been prepared in accordance with United States ("U.S.") generally accepted accounting principles (“GAAP”) for interim financial information and pursuant to the applicable rules and regulations of the Securities and Exchange Commission (“SEC”). All intercompany accounts and transactions have been eliminated in consolidation. In the opinion of management, the accompanying financial statements contain all adjustments (consisting of normal and recurring accruals) necessary to present fairly all financial statements in accordance with GAAP. The accompanying Condensed Consolidated Financial Statements should be read in conjunction with the Company’s audited Consolidated Financial Statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025 (the “Form 10-K”). The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements, as well as the reported amounts of revenue and expenses during the reporting period. The Company has historically experienced some seasonality in its business, including due to factors such as the timing of deductibles resetting or being met. While the Company continues to experience periodic fluctuations in quarterly revenues, these variations are increasingly influenced by other factors such as the timing of customer activity, reimbursement dynamics, and broader market conditions. As a result, the Company believes that current operating results may not be indicative of results to be expected for any other interim period or for the full year. Recent Accounting Pronouncements In September 2025, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2025-07, Derivatives and Hedging (Topic 815) and Revenue from Contracts with Customers (Topic 606): Derivatives Scope Refinements and Scope Clarification for Share-Based Noncash Consideration from a Customer in a Revenue Contract. The guidance in ASU 2025-07 refines the scope of derivative accounting under Accounting Standards Codification ("ASC") 815 by expanding an existing scope exception to exclude certain non-exchange traded contracts with underlyings based on the operations or activities of one of the contract parties from derivative classification. ASU 2025-07 also provides guidance under Topic 606 on the accounting for share-based noncash consideration received from a customer in a revenue contract, including measurement and timing considerations. ASU 2025-07 is effective for annual and interim periods beginning after December 15, 2026, with early adoption permitted. The Company is currently evaluating the impact of adopting ASU 2025-07. In September 2025, the FASB issued ASU 2025-06, Targeted Improvements to the Accounting for Internal-Use Software , which amends certain aspects of the accounting for and disclosure of software costs under ASC 350-40, Internal-Use Software Accounting & Capitalization . ASU 2025-06 makes targeted modifications to ASC 350-40 by changing the cost capitalization threshold, eliminating accounting consideration of software project development stages and enhancing the guidance around the "probable-to-complete" threshold as well as modifying website development costs guidance. ASU 2025-06 is effective for annual and interim periods beginning after December 15, 2027, with early adoption permitted. The Company is currently evaluating the impact of adopting ASU 2025-06. 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 , requiring public entities to disclose additional information about specific expense categories in the notes to the financial statements on an interim and annual basis. ASU 2024-03 is effective for fiscal years beginning after December 15, 2026, and for interim periods within annual reporting periods beginning after December 15, 2027, with early adoption permitted. The Company is currently evaluating the impact of adopting ASU 2024-03. Reclassifications Certain prior period amounts have been reclassified to conform with the current period presentation. The reclassifications have no impact on the Company's total assets, total liabilities, stockholders' equity, net loss, comprehensive loss or cash flows. 9 Table of Contents 2. REVENUE The Company primarily generates revenue by performing molecular diagnostic testing, primarily derived from the following categories of products: Cancer Care Continuum (MyRisk, BRACAnalysis CDx, MyChoice CDx, Prolaris + AI, Precise Tumor, and Precise MRD), Prenatal Health (Foresight, Prequel, FirstGene and SneakPeek), and Mental Health (GeneSight). Certain products previously presented within separate Hereditary Cancer and Tumor Profiling categories during the prior year periods are now collectively reported within the Cancer Care Continuum category. Revenue is recorded at the estimated transaction price. Control is transferred and revenue is recognized once test results are released to the healthcare provider and/or patient. The following table presents details regarding the composition of the Company’s total revenue by product type and by geographical region, either U.S. or rest of world (“RoW”): Three Months Ended June 30, 2026 2025 (in millions) U.S. RoW Total U.S. RoW Total Cancer Care Continuum $ 100.9 $ 13.2 $ 114.1 $ 112.9 $ 14.8 $ 127.7 Prenatal Health 39.8 — 39.8 47.5 0.1 47.6 Mental Health 36.8 — 36.8 37.8 — 37.8 Total revenue $ 177.5 $ 13.2 $ 190.7 $ 198.2 $ 14.9 $ 213.1 Six months ended June 30, 2026 2025 (in millions) U.S. RoW Total U.S. RoW Total Cancer Care Continuum $ 207.7 $ 26.6 $ 234.3 $ 214.3 $ 29.0 $ 243.3 Prenatal Health 81.7 — 81.7 96.7 0.2 96.9 Mental Health 75.1 — 75.1 68.8 — 68.8 Total revenue $ 364.5 $ 26.6 $ 391.1 $ 379.8 $ 29.2 $ 409.0 In determining the transaction price, the Company includes an estimate of the expected amount of consideration to be received. The estimate of revenue is affected by, among other factors, assumptions for changes in payor mix, payor collections, current customer contractual requirements, experience with collections from third-party payors, and changes in medical policies. When assessing the total consideration for insurance carriers and patients, revenue is further constrained for estimated refunds. The Company reserves certain amounts in Accrued liabilities in the Condensed Consolidated Balance Sheets in anticipation of requests for refunds of payments made previously by insurance carriers, which are accounted for as reductions in Revenue in the Condensed Consolidated Statements of Operations and Comprehensive Loss. Cash collections for certain tests delivered may differ from rates estimated due to changes in the estimated transaction price for contractual adjustments, obtaining updated information from payors and patients that was unknown at the time the performance obligation was met, settlements with third-party payors, or as a result of third-party payors disputing bills or denying payment for tests that the Company has performed, among other reasons. As a result of this new information, the Company updates its estimate of the amounts to be recognized for previously delivered tests. During the three and six months ended June 30, 2026, the Company recognized $ 11.0 million and $ 8.0 million in reductions to revenue, respectively, for tests in which the performance obligation of delivering the test results was met in prior periods. During the three and six months ended June 30, 2025, the impact of the amounts to be recognized for tests in which the performance obligation was met in a prior period was not material to the Condensed Consolidated Statements of Operations. 10 Table of Contents 3. FAIR VALUE MEASUREMENTS The fair value of the Company’s financial instruments reflects the amounts that the Company estimates it will receive in connection with the sale of an asset or pay in connection with the transfer of a liability in an orderly transaction between market participants at the measurement date (exit price). The fair value hierarchy prioritizes the use of inputs used in valuation techniques into the following three levels: Level 1—quoted prices in active markets for identical assets and liabilities. Level 2—observable inputs other than quoted prices in active markets for identical assets and liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Some of the Company’s marketable securities primarily utilize broker quotes in a non-active market for valuation of these securities. Level 3—unobservable inputs. The carrying amounts of certain financial instruments—including cash and cash equivalents, accounts receivable, accounts payable, and accrued expenses—approximate their fair values due to their short-term maturities. Additionally, the carrying value of our long-term debt as of June 30, 2026, approximates its fair value due to the debt’s floating interest rate based on prevailing market rates. The Company's fair value measurements related to impairment testing for goodwill and certain intangible assets were determined using Level 3 unobservable inputs; see Note 5, "Goodwill and Intangible Assets" for further discussion. 4. PROPERTY, PLANT AND EQUIPMENT, NET The property, plant and equipment at June 30, 2026 and December 31, 2025 were as follows: (in millions) June 30, 2026 December 31, 2025 Leasehold improvements $ 78.2 $ 80.4 Equipment 122.4 121.5 Property, plant and equipment, gross 200.6 201.9 Less accumulated depreciation ( 91.7 ) ( 87.9 ) Property, plant and equipment, net $ 108.9 $ 114.0 The Company recorded depreciation during the respective periods as follows: Three months ended June 30, Six months ended June 30, (in millions) 2026 2025 2026 2025 Depreciation expense $ 4.8 $ 4.9 $ 9.5 $ 10.0 5. GOODWILL AND INTANGIBLE ASSETS Goodwill The change in the carrying amount of goodwill for the six months ended June 30, 2026 is as follows: (in millions) Total Beginning balance $ 51.6 Goodwill impairment ( 4.5 ) Ending balance $ 47.1 11 Table of Contents A sustained decline in the Company's share price and market capitalization during the first quarter of 2026 was identified as a triggering event requiring an interim goodwill impairment test. As a result, the fair value of each reporting unit was estimated as of March 31, 2026 using the market approach, based on observable revenue multiples of guideline public companies, and the income approach. The income approach considered projected revenue and profitability of each reporting unit and a discount rate reflective of the risk-adjusted cost of capital of 17 % for the Women's Health reporting unit. The Company corroborated the reasonableness of the estimated reporting unit fair values by reconciling the values to the Company's enterprise value and market capitalization, including the consideration of a control premium. Accordingly, this fair value measurement is classified as Level 3 in the fair value hierarchy because it is based primarily upon unobservable inputs that reflect management's assumptions. As a result of the impairment test, during the three months ended March 31, 2026, the Company recognized a goodwill impairment charge of $ 4.5 million attributable to the Women's Health reporting unit, reducing the carrying value of goodwill for the reporting unit to its estimated fair value of zero . The goodwill impairment charge is reflected within Goodwill and long-lived asset impairment charges in the Condensed Consolidated Statements of Operations. The Company determined that the goodwill balances for the Mental Health and International reporting units were not impaired. The remaining goodwill value of $ 47.1 million consists of $ 29.8 million for the Mental Health reporting unit and $ 17.3 million for the International reporting unit. No goodwill impairment charges were recognized during the three months ended June 30, 2026. Management will continue to monitor for any additional indicators of impairment in future periods. Goodwill is tested for impairment at least annually and more frequently if events or changes in circumstances indicate that it is more likely than not that the asset is impaired. Intangible Assets The following tables summarize the amounts reported as intangible assets: (in millions) Gross Carrying Amount Accumulated Amortization Net At June 30, 2026 Developed technologies $ 475.0 $ ( 365.2 ) $ 109.8 Internal-use software 21.9 ( 6.7 ) 15.2 Trademarks 2.0 ( 1.6 ) 0.4 Licensed technologies 4.5 ( 0.6 ) 3.9 Internal-use software (in-process) 9.7 — 9.7 Total intangible assets $ 513.1 $ ( 374.1 ) $ 139.0 (in millions) Gross Carrying Amount Accumulated Amortization Net At December 31, 2025 Developed technologies $ 475.9 $ ( 352.2 ) $ 123.7 Internal-use software 21.9 ( 4.3 ) 17.6 Customer relationships 2.1 ( 1.6 ) 0.5 Trademarks 4.5 ( 0.4 ) 4.1 Internal-use software (in-process) 7.5 — 7.5 Total intangible assets $ 511.9 $ ( 358.5 ) $ 153.4 The Company recorded amortization expenses during the respective periods for these intangible assets as follows: Three months ended June 30, Six months ended June 30, (in millions) 2026 2025 2026 2025 Amortization of intangible assets $ 7.8 $ 9.4 $ 15.7 $ 18.8 12 Table of Contents 6. ACCRUED LIABILITIES The Company's accrued liabilities at June 30, 2026 and December 31, 2025 were as follows: (in millions) June 30, 2026 December 31, 2025 Employee compensation and benefits $ 39.2 $ 51.2 Accrued taxes payable 6.8 5.7 Refunds payable and reserves 21.5 19.9 Accrued royalties 5.9 4.7 Other accrued liabilities 19.6 15.4 Total accrued liabilities $ 93.0 $ 96.9 7. LONG-TERM DEBT The Company's long-term debt at June 30, 2026 and December 31, 2025 consisted of the following amounts: (in millions) June 30, 2026 December 31, 2025 Long-term debt $ 125.0 $ 125.0 Accrued exit fee 3.8 3.8 Unamortized debt discount and issuance costs ( 8.1 ) ( 8.9 ) Total long-term debt, net $ 120.7 $ 119.9 On July 31, 2025 (the "Closing Date"), the Company entered into a Credit Agreement (the "Credit Agreement") with the lenders from time to time party thereto, and OrbiMed Royalty & Credit Opportunities IV, LP, as administrative agent (the "Administrative Agent") and as initial lender. The Credit Agreement consists of a $ 200.0 million term loan credit facility with an initial term loan of $ 125.0 million (the "Initial Loan"), which amount was funded on the Closing Date, and delayed draw term loans (the "Delayed Draw Loans" and together with the Initial Loan, the "Loans"), at the election of the Company, subject to the timing and terms specified in the Credit Agreement, on or prior to June 30, 2027, in a maximum principal amount of $ 75.0 million (collectively, the "Credit Facility"). The Company incurred debt discounts and issuance costs totaling $ 9.4 million. These costs are being amortized using the effective interest method. The proceeds of the Credit Facility were used to repay and terminate the Company's previous borrowing, with the remainder designated for working capital needs and general corporate purposes. On January 5, 2026, the Company and the Administrative Agent entered into the First Amendment to Credit Agreement for certain cash management matters. The Credit Facility matures on July 31, 2030 (the "Maturity Date"). All r epayments are subject to an accrued exit fee. The Company may also elect to prepay all or any portion of the amounts owed prior to the Maturity Date subject to a repayment premium, in addition to the exit fee. Loans outstanding under the Credit Facility bear interest at a rate per annum equal to (x) the greater of the one-month Secured Overnight Financing Rate ("S OFR") Rate and 2.5 % plus (y) an applicable margin of 6.5 %. Commencing on September 30, 2029, and on the last business day of each fiscal quarter thereafter, the Company is required to make a scheduled principal payment equal to 2.5 % of the unpaid principal amount of the Loans outstanding on the fourth anniversary of the Closing Date, together with any applicable exit fee and repayment premium. Any undrawn portion of the Delayed Draw Loans is subject to a fee of 0.5 % per annum, payable each interest period based on the amou nt that remains undrawn through June 30, 2027. The interest rates for borrowings under the Credit Agreement as of June 30, 2026 and December 31, 2025 were 10.1 % and 10.4 %, respectively. The Credit Facility is also subject to customary mandatory prepayments with the proceeds of indebtedness and certain asset sales and casualty events. In addition to the exit fee and repayment premium referenced above, voluntary and mandatory prepayments and all other payments of the Credit Facility must also be accompanied by payment of accrued interest on the principal amount repaid or prepaid. The Credit Facility is also subject to other customary fee arrangements. The obligations of the Company are guaranteed by certain of the Company’s material subsidiaries (the “Credit Facility Guarantors”) pursuant to a Guarantee. The obligations of the Company and the Credit Facility Guarantors under the Credit Agreement and Guarantee are secured by substantially all of the assets of the Company and the Credit Facility Guarantors under a Pledge and Security Agreement entered into with the Administrative Agent. 13 Table of Contents The Credit Facility requires the Company and its subsidiaries, on a consolidated basis, to comply with a minimum trailing twelve-month revenue test as of the end of each month, commencing with the month ending December 31, 2025 at $ 615.0 million and increasing quarterly to $ 974.0 million beginning on December 31, 2029 and thereafter. In addition, the Credit Facility contains customary representations and warranties and affirmative and negative covenants, including covenants that limit or restrict the Company and its subsidiaries’ ability to incur liens, incur indebtedness, dispose of assets, make investments, make certain restricted payments, merge or consolidate and enter into certain speculative hedging arrangements. The Credit Facility includes a number of customary events of default, including, among other things, nonpayment defaults, covenant defaults, cross-defaults to other material indebtedness, bankruptcy and insolvency defaults, material judgment defaults and the occurrence of a change of control. If any event of default occurs (subject, in certain instances, to specified grace periods), the principal, premium, if any, interest and any other monetary obligations on all of the then outstanding amounts under the Credit Facility may become due and payable immediately. The Company was in compliance with all applicable covenants under the Credit Agreement as of June 30, 2026. 8. PREFERRED AND COMMON STOCKHOLDERS' EQUITY The Company is authorized to issue up to 5.0 million shares of preferred stock, par value $ 0.01 per share. There were no shares of preferred stock outstanding at June 30, 2026. The Company is authorized to issue up to 150.0 million shares of common stock, par value $ 0.01 per share. There were 95.6 million shares of common stock issued and outstanding at June 30, 2026. Shares of Common Stock Issued and Outstanding A summary of the changes in the issued and outstanding common stock for the six months ended June 30, 2026 and 2025 is as follows: Six months ended June 30, (in millions) 2026 2025 Beginning common stock issued and outstanding 93.5 91.3 Common stock issued upon exercise of options, vesting of restricted stock units, and purchases under employee stock purchase plan, net of shares exchanged for withholding tax 2.1 1.8 Common stock issued and outstanding at end of period 95.6 93.1 Basic earnings per share is computed based on the weighted-average number of shares of common stock outstanding. Diluted earnings per share is computed based on the weighted-average number of shares of common stock, including the dilutive effect of common stock equivalents, outstanding. In periods when the Company has a net loss, stock awards are excluded from the calculation of diluted net loss per share as their inclusion would have an anti-dilutive effect. The following is a reconciliation of the denominators of the basic and diluted earnings per share (“EPS”) computations: Three months ended June 30, Six months ended June 30, (in millions) 2026 2025 2026 2025 Denominator: Weighted-average shares outstanding used to compute basic EPS 94.8 92.5 94.2 92.0 Effect of dilutive shares — — — — Weighted-average shares outstanding and dilutive securities used to compute diluted EPS 94.8 92.5 94.2 92.0 14 Table of Contents Certain outstanding options and restricted stock units (“RSUs”) were excluded from the computation of diluted earnings per share because the effect would have been anti-dilutive. These potential dilutive shares of common stock, which may be dilutive to future diluted earnings per share, are as follows: Three months ended June 30, Six months ended June 30, (in millions) 2026 2025 2026 2025 Anti-dilutive options and RSUs excluded from EPS computation 11.3 8.3 11.3 8.3 9. STOCK-BASED COMPENSATION On June 4, 2026, the Company's stockholders approved the adoption of the 2026 Employee, Director and Consultant Equity Incentive Plan (the "2026 Plan") which replaced the 2017 Employee, Director and Consultant Equity Incentive Plan (the "2017 Plan") as the Company's equity incentive plan for future awards. The 2026 Plan allows the Company, under the direction of the Compensation and Human Capital Committee (the "CHCC") of the Company's Board of Directors, to make grants of stock options, stock grants, and stock-based awards, including restricted stock unit awards and stock appreciation rights, to employees, consultants and directors. The 2026 Plan provides for the issuance of up to approximately 8.5 million shares of common stock, which includes shares of common stock that were available for future grants under the 2017 Plan as of June 4, 2026. In addition, any shares subject to awards granted under the 2017 Plan that are forfeited, expire, or are cancelled without the delivery of shares on or after June 4, 2026, up to an aggregate maximum of approximately 8.7 million shares of common stock, will become available for issuance under the 2026 Plan. Following stockholder approval of the 2026 Plan, no further awards will be granted under the 2017 Plan, although outstanding awards under the 2017 Plan remain in effect subject to the terms of the 2017 Plan and the individual awards. As of June 30, 2026, the Company had 5.8 million shares of common stock available for grant under the 2026 Plan. Shares subject to RSUs granted under the 2026 Plan that are cancelled or forfeited without the issuance of shares will again become available for issuance under the 2026 Plan. The number of shares, terms, and vesting periods are generally determined by the Company’s Board of Directors or the CHCC on an award-by-award basis. RSUs granted to employees generally vest either ratably over three or four years or cliff vest after three years , either on the anniversary of the date on which the RSUs were granted or during the month in which such anniversary dates occur. The number of performance RSUs ("PSUs") awarded to certain employees may be increased or reduced based on certain additional performance and market metrics. RSUs granted to non-employee directors generally vest in full upon the earlier of the completion of one year of service following the date of the grant or the date of the next annual meeting of stockholders following such grant. The performance and market conditions associated with PSU awards granted as part of the Company's compensation program during the three months ended June 30, 2026 include vesting that is based on revenue targets ( 34 % weighting), adjusted earnings per share targets ( 33 % weighting), and relative total stockholder return ( 33 % weighting) measured against the Nasdaq Health Care Index (IXHC) using the 20 -trading day averages at the beginning and end of the measurement period. The measurement period for revenue, adjusted earnings per share, and relative total stockholder return is January 1, 2026 through December 31, 2028. The Company estimates the likelihood of achievement of performance conditions for all PSU awards at the end of each period. To the extent the performance conditions for those awards or portions thereof are considered probable of being achieved, such awards or portions thereof are expensed over the performance period. The portion of the awards pertaining to relative total stockholder return represents market conditions and, accordingly, the estimated fair value of such awards is recognized over the performance period. 15 Table of Contents Stock Options A summary of the stock option activity for the six months ended June 30, 2026 is as follows: (number of shares in millions) Number of Shares Weighted Average Exercise Price Options outstanding at December 31, 2025 0.7 $ 13.38 Less: Options canceled or expired ( 0.2 ) 13.38 Options outstanding at June 30, 2026 0.5 $ 13.38 Options exercisable at June 30, 2026 0.5 $ 13.38 As of June 30, 2026, there was no unrecognized stock-based compensation expense associated with the Company's outstanding stock options. There were no options granted during the six months ended June 30, 2026. Restricted Stock Units A summary of the RSU awards activity under the Company’s equity plans and inducement awards, including PSU awards, for the six months ended June 30, 2026 is as follows: (number of shares in millions) Number of Shares Weighted Average Grant Date Fair Value RSUs unvested and outstanding at December 31, 2025 7.1 $ 11.27 RSUs granted 7.0 $ 5.04 Less: RSUs vested ( 2.2 ) $ 14.09 RSUs canceled ( 1.1 ) $ 4.92 RSUs unvested and outstanding at June 30, 2026 10.8 $ 7.05 Employee Stock Purchase Plan The Company also has an Employee Stock Purchase Plan that was initially approved by stockholders in 2012. Stockholders have subsequently approved amendments to the plan, including most recently at the Company's annual meeting of stockholders held on June 4, 2026, where stockholders approved an amendment to the plan to increase the aggregate number of authorized shares of common stock for issuance under the plan by 4.0 million shares (as amended, the "Amended and Restated 2012 Purchase Plan"). Shares are issued under the Amended and Restated 2012 Purchase Plan twice yearly at the end of each offering period and the number of shares that may be purchased by any participant during an offering period is limited to 5,000 shares. The first offering period of 2026 started on December 1, 2025 and ended on June 11, 2026. The second offering period of 2026 began on June 12, 2026 and will end on November 30, 2026. As of June 30, 2026, 3.3 million shares of common stock were available for issuance under the Amended and Restated 2012 Purchase Plan. Shares purchased under, and compensation associated with, the Amended and Restated 2012 Purchase Plan for the three and six months ended June 30, 2026 and 2025 are as follows: Three months ended June 30, Six months ended June 30, (in millions) 2026 2025 2026 2025 Shares purchased under the plan 0.7 0.7 0.7 0.7 Plan compensation expense $ 2.1 $ 0.3 $ 2.1 $ 0.8 16 Table of Contents Stock-Based Compensation Expense Stock-based compensation expense recognized and included in the Condensed Consolidated Statements of Operations and Comprehensive Loss was allocated as follows: Three months ended June 30, Six months ended June 30, (in millions) 2026 2025 2026 2025 Cost of revenue $ 0.5 $ 0.3 $ 0.7 $ 0.6 Research and development expense 1.6 2.0 2.8 4.1 Sales and marketing expense 1.2 2.0 2.0 3.5 General and administrative expense 3.9 6.4 8.2 12.0 Total stock-based compensation expense $ 7.2 $ 10.7 $ 13.7 $ 20.2 As of June 30, 2026, there was $ 54.7 million of total unrecognized stock-based compensation expense related to RSUs that is expected to be recognized over a weighted-average period of 2.3 years. The Company recognizes forfeitures as they occur. In the event that a PSU is determined to be improbable of vesting, the Company records an adjustment to reverse all previously recognized expense associated with the equity award in the current period. 10. INCOME TAXES In order to determine the Company’s quarterly provision for income taxes, the Company used an estimated annual effective tax rate that is based on expected annual income and statutory tax rates in the various jurisdictions in which the Company operates. Certain significant or unusual items are separately recognized in the quarter during which they occur and can be a source of variability in the effective tax rate from quarter to quarter. For the three months ended June 30, 2026, income tax expense was $ 0.6 million, or approximately ( 1.4 )% of pre-tax loss, compared to $ 0.1 million income tax benefit, or approximately 0.0 % of pre-tax loss, for the three months ended June 30, 2025. For the six months ended June 30, 2026, income tax expense was $ 0.6 million, or approximately ( 0.78 )% of pre-tax loss, compared to an income tax benefit of $ 29.4 million, or approximately 8.2 % of pre-tax loss, for the six months ended June 30, 2025. For the three and six months ended June 30, 2026, the Company’s effective tax rate differs from the U.S. federal statutory rate primarily due to the recognition of valuation allowances. Due to the Company's cumulative loss and the exhaustion of future taxable income from the reversal of taxable temporary differences, the Company's estimated annual effective tax rate for the current year includes a valuation allowance against the current year increase in deferred tax assets. For the three months ended June 30, 2025, the Company’s effective tax rate differs from the U.S. federal statutory rate primarily due to the recognition of valuation allowances. For the six months ended June 30, 2025, the Company’s effective tax rate differs from the U.S. federal statutory rate primarily due to the recognition of valuation allowances and unrecognized tax benefits. The valuation allowances include any tax-deductible loss from the $ 316.7 million of long-lived impairment charges recorded for the three months ended June 30, 2025. The unrecognized tax benefits released were primarily related to tax refund claims following the Coronavirus Aid, Relief, and Economic Security Act. Following the success of these claims, the Company remeasured or released the unrecognized benefits resulting in a discrete tax benefit of $ 29.6 million in the six months ended June 30, 2025. 11. LEASES The Company leases certain office spaces, research and development laboratory facilities, and office equipment with remaining lease terms ranging from approximately one to twelve years . Operating leases are included in Operating lease right-of-use assets, Noncurrent operating lease liabilities, and Current maturities of operating lease liabilities in the Condensed Consolidated Balance Sheets. Finance leases are included in Other assets, Accrued liabilities, and Other long-term liabilities in the Condensed Consolidated Balance Sheets. The Company previously amended the lease for its west Salt Lake City headquarters in 2024 to expand the facility in anticipation of future operating needs. During the six months ended June 30, 2026, the Company took possession of the remaining square footage of the west Salt Lake City facility and recognized an additional $ 2.7 million right-of-use asset and corresponding lease liability, net of a tenant improvement allowance not yet received of approximately $ 6.5 million. Future rent payments associated with the expanded space are approximately $ 18.2 million. 17 Table of Contents 12. COMMITMENTS AND CONTINGENCIES The Company is involved from time to time in various disputes, claims, and legal actions, including class actions and other litigation, including the matters described below, arising in the ordinary course of business. Such actions may include allegations of negligence, product or professional liability or other legal claims, and could involve claims for substantial compensatory and punitive damages or claims for indeterminate amounts of damages. The Company is also involved, from time to time, in investigations by governmental agencies regarding its business which may result in adverse judgments, settlements, fines, penalties, injunctions, or other relief. In addition, certain federal and state statutes, including the qui tam provisions of the federal False Claims Act, allow private individuals to bring lawsuits against healthcare companies on behalf of the government or private payors. The Company has received subpoenas from time to time related to billing or other practices based on the False Claims Act or other federal and state statutes, regulations, or other laws. The Company intends to defend its current litigation matters but cannot provide any assurance as to the ultimate outcome or that an adverse resolution would not have a material adverse effect on its financial condition, results of operations or cash flows. The Company assesses legal contingencies to determine the degree of probability and range of possible loss for potential accrual and disclosure in its financial statements. When evaluating legal contingencies, the Company may be unable to provide a meaningful estimate due to a number of factors, including that the proceedings may be in early stages, there may be uncertainty as to the outcome of pending appeals or motions, there may be significant factual issues to be resolved, and there may be complex or novel legal theories to be presented. In addition, damages may not be specified or the damage amounts claimed may be unsupported, exaggerated or unrelated to possible outcomes, and therefore, such amounts are not a reliable indicator of potential liability. As of June 30, 2026, the Company has not recorded any material accrual for loss contingencies associated with legal proceedings or other matters or determined that an unfavorable outcome is probable and reasonably estimable in accordance with ASC 450, Contingencies . However, it is possible that the ultimate resolution of legal proceedings or other matters, if unfavorable, may be material to the Company's results of operations, financial condition or cash flows. Further, in the event that damages from an unfavorable resolution of one or more of these proceedings exceed the aggregate amount of the coverage limits of the Company’s insurance, or if the Company’s insurance carriers disclaim coverage, the amounts payable by the Company could also have a material adverse impact on the Company’s results of operations, financial condition or cash flows. From time to time, the Company receives recoupment requests from third-party payors for alleged overpayments. The Company disagrees with the contentions of the pending requests or has recorded an estimated reserve for the alleged overpayments. Qui Tam Lawsuit In June 2023, the Company received a civil investigative demand pursuant to the False Claims Act from the U.S. Department of Justice concerning whether the Company offered or paid remuneration to physicians at Carolina Urology Partners, PLLC, in exchange for referrals. The Department of Justice subsequently requested additional documentation and information during its investigation. The Company cooperated with the Department of Justice investigation, providing the documents and information requested. On January 22, 2025, the U.S. District Court for the Western District of North Carolina unsealed a qui tam complaint, filed on November 3, 2022, against Carolina Urology Partners, PLLC, and certain of its current or former physician partners, and the Company and certain of its former employees, alleging violations of the False Claims Act. The government declined to intervene in the case. The Company was not aware of the complaint until after it was unsealed. On April 16, 2025, the Company was served with the complaint. In June 2025, the Company filed a motion to dismiss the complaint. The Company's motion to dismiss challenges the constitutionality of the qui tam provisions of the False Claims Act. Following the filing of the Company's motion to dismiss, the United States government elected to intervene in this case for the limited purpose of defending the constitutionality of the qui tam provisions of the False Claims Act. On July 9, 2026, the Court denied the Company's motion to dismiss except with respect to one count alleging violation of 31 U.S.C. § 3729(a)(1)(G), on which count the Company's motion to dismiss was granted. The litigation remains ongoing. 18 Table of Contents 13. SEGMENT REPORTING AND RELATED INFORMATION The Company has identified its President and Chief Executive Officer as its Chief Operating Decision Maker (the "CODM"). The CODM regularly reviews consolidated financial information for the purposes of evaluating performance, allocating resources, setting incentive compensation targets, and planning and forecasting for future periods. In alignment with how the CODM reviews performance and makes decisions in managing the Company, the Company has determined that it operates as a single operating segment. The Company has identified consolidated net income (loss) as the measure of segment profitability. The significant expenses and other segment expenses presented to the CODM are at the same level as presented in the Condensed Consolidated Statements of Operations. 14. SUPPLEMENTAL CASH FLOW INFORMATION The Company's supplemental cash flow information for the six months ended June 30, 2026 and 2025 is as follows: Six Months Ended June 30, (in millions) 2026 2025 Cash paid for income taxes, net of refunds received $ ( 11.1 ) $ 0.3 Cash paid for interest 6.6 1.7 Non-cash investing and financing activities: Change in operating lease right-of-use assets and lease liabilities Operating lease right-of-use assets $ 2.8 $ 1.8 Operating lease liabilities ( 2.8 ) ( 1.8 ) Tenant improvement allowance not yet received 6.5 — Purchases of property, plant and equipment and capitalization of intangible assets in accounts payable and accrued liabilities 2.0 4.9 Cash paid for income taxes, net of refunds received, includes $ 11.7 million in income tax refunds received during the three months ended March 31, 2026, related to the receipt of a prior-year refund claim. The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported on the Condensed Consolidated Balance Sheets that agrees to the amounts included in the Condensed Consolidated Statements of Cash Flows. June 30, (in millions) 2026 2025 Cash and cash equivalents $ 115.2 $ 74.4 Restricted cash 1.6 9.3 Total cash, cash equivalents, and restricted cash $ 116.8 $ 83.7 19 Table of Contents