Niagen Bioscience, Inc. 10-Q

Item 1. FINANCIAL STATEMENTS (unaudited) Niagen Bioscience, Inc. and Subsidiaries Unaudited Condensed Consolidated Balance Sheets (In thousands, except par values) June 30, 2026 December 31, 2025 Assets Current assets Cash and cash equivalents, including restricted cash of $ 152 for both periods presented $ 66,740 $ 64,788 Trade receivables, net of allowances of $ 114 and $ 147 , respectively 8,580 9,741 Inventories 20,640 20,424 Assets held for sale — 541 Prepaid expenses and other assets 1,826 1,312 Total current assets 97,786 96,806 Leasehold improvements and equipment, net 1,247 1,323 Intangible assets, net 5,311 5,660 Right-of-use assets, net 1,840 2,192 Other long-term assets 405 425 Total assets $ 106,589 $ 106,406 Liabilities and Stockholders' Equity Current liabilities Accounts payable $ 9,439 $ 10,796 Accrued expenses 3,841 7,722 Current maturities of operating lease obligations 917 1,002 Current deferred consideration liability 524 — Customer deposits 329 399 Total current liabilities 15,050 19,919 Deferred revenue 2,434 2,674 Operating lease obligations, less current maturities 1,412 1,815 Deferred consideration liability, less current portion 5,165 5,465 Total liabilities 24,061 29,873 Commitments and Contingencies (Note 8) Stockholders' Equity Common stock, $ 0.001 par value; authorized 150,000 shares; 78,908 shares and 79,714 shares issued and outstanding at June 30, 2026 and December 31, 2025, respectively 79 79 Additional paid-in capital 239,698 240,991 Accumulated deficit ( 157,247 ) ( 164,528 ) Cumulative translation adjustments ( 2 ) ( 9 ) Total stockholders' equity 82,528 76,533 Total liabilities and stockholders' equity $ 106,589 $ 106,406 See accompanying Notes to the Unaudited Condensed Consolidated Financial Statements. 3 Table of Contents Niagen Bioscience, Inc. and Subsidiaries Unaudited Condensed Consolidated Statements of Operations (In thousands, except per share data) Three Months Ended June 30, Six Months Ended June 30, 2026 2025 2026 2025 Sales, net $ 29,785 $ 31,117 $ 61,259 $ 61,598 Cost of sales 10,471 10,891 21,969 22,041 Gross profit 19,314 20,226 39,290 39,557 Operating expenses: Sales and marketing 10,130 8,207 19,805 16,324 Research and development 1,513 1,567 2,994 2,825 General and administrative 6,971 7,267 14,215 12,451 Total operating expenses 18,614 17,041 37,014 31,600 Operating income 700 3,185 2,276 7,957 Nonoperating income: Interest income, net 372 552 747 1,011 Gain on sale of operating segment ( 3 ) — 4,781 — Income before provision for income taxes 1,069 3,737 7,804 8,968 Provision for income taxes 106 128 523 296 Net income $ 963 $ 3,609 $ 7,281 $ 8,672 Net income per share attributable to common stockholders: Basic $ 0.01 $ 0.05 $ 0.09 $ 0.11 Diluted $ 0.01 $ 0.04 $ 0.09 $ 0.10 Weighted average common shares outstanding: Basic 79,322 79,249 79,619 78,534 Diluted 82,504 86,241 83,474 84,877 See accompanying Notes to the Unaudited Condensed Consolidated Financial Statements. 4 Table of Contents Niagen Bioscience, Inc. and Subsidiaries Unaudited Condensed Consolidated Statements of Stockholders' Equity (In thousands) Three Months Ended June 30, 2026 Common Stock Additional Paid-in Capital Accumulated Deficit Cumulative Translation Adjustments Total Stockholders' Equity Shares Amount Balance, April 1, 2026 79,457 $ 79 $ 240,464 $ ( 158,210 ) $ ( 3 ) $ 82,330 Exercise of stock options 107 — 206 — — 206 Issuance of restricted stock 1 — — — — — Issuance of common stock from ESPP 26 — 72 — — 72 Share-based compensation — — 1,723 — — 1,723 Common stock repurchase ( 683 ) — ( 2,767 ) — — ( 2,767 ) Translation adjustment — — — — 1 1 Net income — — — 963 — 963 Balance, June 30, 2026 78,908 $ 79 $ 239,698 $ ( 157,247 ) $ ( 2 ) $ 82,528 Three Months Ended June 30, 2025 Common Stock Additional Paid-in Capital Accumulated Deficit Cumulative Translation Adjustments Total Stockholders' Equity Shares Amount Balance, April 1, 2025 78,433 $ 78 $ 232,119 $ ( 176,847 ) $ ( 5 ) $ 55,345 Exercise of stock options 1,150 1 3,751 — — 3,752 Issuance of restricted stock 3 — — — Share-based compensation — — 1,488 — — 1,488 Translation adjustment — — — — 1 1 Net income — — — 3,609 — 3,609 Balance, June 30, 2025 79,586 $ 79 $ 237,358 $ ( 173,238 ) $ ( 4 ) $ 64,195 See accompanying Notes to the Unaudited Condensed Consolidated Financial Statements. 5 Table of Contents Niagen Bioscience, Inc. and Subsidiaries Unaudited Condensed Consolidated Statements of Stockholders' Equity Continued (In thousands, unless otherwise indicated) Six Months Ended June 30, 2026 Common Stock Additional Paid-in Capital Accumulated Deficit Cumulative Translation Adjustments Total Stockholders' Equity Shares Amount Balance, January 1, 2026 79,714 $ 79 $ 240,991 $ ( 164,528 ) $ ( 9 ) $ 76,533 Exercise of stock options 171 — 317 — — 317 Issuance of restricted stock 170 — — — — — Issuance of common stock from ESPP 26 — 72 — — 72 Share-based compensation — — 3,439 — — 3,439 Common stock repurchase ( 1,173 ) — ( 5,121 ) ( 5,121 ) Translation adjustment — — — — 7 7 Net income — — — 7,281 — 7,281 Balance, June 30, 2026 78,908 $ 79 $ 239,698 $ ( 157,247 ) $ ( 2 ) $ 82,528 Six Months Ended June 30, 2025 Common Stock Additional Paid-in Capital Accumulated Deficit Cumulative Translation Adjustments Total Stockholders' Equity Shares Amount Balance, January 1, 2025 77,330 $ 77 $ 227,931 $ ( 181,910 ) $ ( 4 ) $ 46,094 Exercise of stock options 2,024 2 6,864 — — 6,866 Issuance of restricted stock 232 — — — Share-based compensation — — 2,563 — — 2,563 Net income — — — 8,672 — 8,672 Balance, June 30, 2025 79,586 $ 79 $ 237,358 $ ( 173,238 ) $ ( 4 ) $ 64,195 See accompanying Notes to the Unaudited Condensed Consolidated Financial Statements. 6 Table of Contents Niagen Bioscience, Inc. and Subsidiaries Unaudited Condensed Consolidated Statements of Cash Flows (In thousands) Six Months Ended June 30, 2026 2025 Cash Flows From Operating Activities Net income $ 7,281 $ 8,672 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation of leasehold improvements and equipment 233 316 Amortization of intangibles 349 75 Noncash lease expense 352 332 Gain on sale of operating segment ( 4,781 ) — Share-based compensation expense 3,439 2,563 Loss on disposal of leasehold improvements and equipment 23 4 Allowance for (Recovery of) credit losses 19 ( 1,232 ) Interest accretion on deferred consideration 229 — Non-cash financing costs 25 26 Changes in operating assets and liabilities: Trade receivables 1,142 ( 656 ) Inventories ( 197 ) ( 5,214 ) Implementation costs for cloud computing arrangement ( 30 ) ( 66 ) Prepaid expenses and other assets ( 519 ) 288 Accounts payable ( 1,357 ) 5,154 Accrued expenses ( 3,881 ) ( 436 ) Deferred revenue ( 240 ) 95 Customer deposits and other ( 63 ) ( 308 ) Operating lease liabilities ( 488 ) ( 480 ) Deferred consideration liability 42 — Net cash provided by operating activities 1,578 9,133 Cash Flows From Investing Activities Purchases of leasehold improvements and equipment ( 150 ) ( 167 ) Proceeds from sale of operating segment 5,800 — Transaction costs from sale of operating segment ( 497 ) — Net cash provided by / (used in) investing activities 5,153 ( 167 ) Cash Flows From Financing Activities Payment of deferred consideration ( 47 ) — Proceeds from exercise of stock options 317 6,866 Proceeds from issuance of common stock from ESPP 72 — Repurchase of common stock ( 5,121 ) — Payment of debt issuance costs — ( 12 ) Principal payments on finance leases — ( 6 ) Net cash (used in) / provided by financing activities ( 4,779 ) 6,848 Net increase in cash and cash equivalents 1,952 15,814 Cash and cash equivalents, including restricted cash of $ 152 for both periods - beginning of period 64,788 44,660 Cash and cash equivalents, including restricted cash of $ 152 for both periods - end of period $ 66,740 $ 60,474 Supplemental Disclosures of Cash Flow Information Cash payments for principal on operating lease liabilities $ 488 $ 404 Supplemental Schedule of Noncash Operating Activity Right-of-use assets and operating lease obligations incurred for entering into lease amendment $ — $ 1,127 See accompanying Notes to the Unaudited Condensed Consolidated Financial Statements. 7 Table of Contents Niagen Bioscience, Inc. and Subsidiaries Notes to the Unaudited Condensed Consolidated Financial Statements Note 1. Nature of Business Niagen Bioscience, Inc. and its wholly owned subsidiaries, ChromaDex, Inc., ChromaDex Analytics, Inc., NAD Pharmaceuticals Corp., ChromaDex International, Inc., ChromaDex Asia Limited, Asia Pacific Scientific, Inc., ChromaDex Asia Pacific Ventures Limited, ChromaDex Europa B.V., and ChromaDex Trading (Shanghai) Co., Ltd. (collectively, “Niagen Bioscience” or the “Company”) are a global bioscience company dedicated to healthy aging. The Niagen Bioscience team is engaged in research on nicotinamide adenine dinucleotide (NAD+), an essential coenzyme that is a key regulator of cellular metabolism and is found in every cell of the human body. NAD+ levels in humans have been shown to decline with age, among other factors, and may be increased through administration of NAD+ precursors. Niagen Bioscience is the innovator behind the NAD+ precursor nicotinamide riboside chloride (“NRC” or “NRCL,” commonly referred to as “NR”), commercialized as the flagship ingredient Niagen®, available in both food and pharmaceutical grades. Nicotinamide riboside chloride and other NAD+ precursors are protected by Niagen Bioscience’s patent and/or licensed rights portfolio. The Company delivers food-grade Niagen® as the sole or principal dietary ingredient in its dietary supplement consumer product line, Tru Niagen®, and has expanded its consumer product offerings to include a topical skincare product incorporating Niagen® as the principal ingredient. Furthermore, the Company develops and commercializes proprietary ingredient technologies, including food-grade Niagen® and pharmaceutical-grade Niagen®, supplies these ingredients as raw materials to manufacturers of consumer products and U.S. FDA-registered 503B outsourcing facilities, respectively, and supports clinician-directed telehealth access to prescription-based Niagen® offerings. In addition, the Company is developing certain molecules for potential therapeutic applications, including rare genetic diseases and aging related disorders. These activities include research and development efforts, including preclinical and clinical studies and regulatory planning, and the Company does not currently generate revenue from these activities. The Company may continue internal development and may also pursue strategic collaborations or licensing arrangements. Prior to February 24, 2026, the Company also provided natural product fine chemicals, known as phytochemicals, and related research and development services through its analytical reference standards and services operating segment. This operating segment was sold as of such date. Certain assets associated with this segment were classified and presented as held for sale on the Condensed Consolidated Balance Sheet as of December 31, 2025. The results of operations of this segment are included in continuing operations for all periods presented, as the disposition did not represent a strategic shift that would have a major effect on the Company’s operations or financial results and, therefore, did not meet the criteria for discontinued operations treatment. Refer to Note 4, Business Segments and Concentrations , for further information. Note 2. Basis of Presentation and Significant Accounting Policies Basis of Presentation: The accompanying Unaudited Condensed Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“generally accepted accounting principles” or “GAAP”) for interim financial information and the instructions to Form 10-Q and Regulation S-X promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. In the opinion of management, the interim Unaudited Condensed Consolidated Financial Statements include all adjustments, including normal recurring adjustments, necessary for a fair presentation of the financial condition, results of operations and cash flows for such periods. Results of operations for any interim period are not necessarily indicative of results for any other interim period or for the full year. These Unaudited Condensed Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements and notes thereto included in the Company’s 2025 Annual Report on Form 10-K filed with the SEC on March 4, 2026. Basis of Consolidation: The accompanying Unaudited Condensed Consolidated Financial Statements and notes thereto have been prepared on a consolidated basis and reflect the consolidated financial position of the Company and its wholly owned subsidiaries. All significant intercompany balances and transactions have been eliminated from these financial statements. Significant Accounting Policies: There have been no changes to the Company’s significant accounting policies described in the Company’s 2025 Annual Report on Form 10-K that have had a material impact on the Company’s Unaudited Condensed Consolidated Financial Statements and related notes. 8 Table of Contents Niagen Bioscience, Inc. and Subsidiaries Notes to the Unaudited Condensed Consolidated Financial Statements Recent Accounting Standards Adopted by the Company: In July 2025, the FASB issued ASU 2025-05, “Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses for Accounts Receivable and Contract Assets”. The update provides a practical expedient to simplify the estimation of expected credit losses for current accounts receivable and current contract assets arising from revenue transactions accounted for under ASC 606. ASU 2025-05 is effective for fiscal years beginning after December 15, 2025 and for interim periods within those fiscal years, with early adoption permitted. The Company adopted ASU 2025-05 effective January 1, 2026 and elected the practical expedient. The adoption of this guidance did not have a material impact on the Company’s consolidated financial statements or related disclosures. Accounting Standards Recently Issued but Not Yet Adopted by the Company: In October 2023, the FASB issued ASU 2023-06, “Disclosure Improvements: Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative,” to amend certain disclosure and presentation requirements for a variety of topics within the Accounting Standards Codification (ASC). These amendments align the requirements in the ASC to the removal of certain disclosure requirements set out in Regulation S-X and Regulation S-K, announced by the SEC. The effective date for each amended topic in the ASC is either the date on which the SEC’s removal of the related disclosure requirement from Regulation S-X or Regulation S-K becomes effective, or on June 30, 2027, if the SEC has not removed the requirements by that date. Early adoption is prohibited. The Company is currently evaluating the impact that the adoption of ASU 2023-06 may have on its consolidated financial statements and disclosures. In November 2024, the FASB issued ASU 2024-03, “Income Statement (Topic 220): Reporting Comprehensive Income - Expense Disaggregation Disclosures, Disaggregation of Income Statement Expenses." ASU 2024-03 requires public companies to disclose additional information about certain expense categories, including purchases of inventory, employee compensation, depreciation, amortization, and depletion, in both interim and annual financial statements. The amendments in this ASU will be effective for annual periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027. Early adoption is permitted and is effective on either a prospective basis or retrospective basis. The Company is currently evaluating the impact of this standard. In September 2025, the FASB issued ASU 2025-06, “Intangibles-Goodwill and Other - Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software,” which amends the guidance in ASC 350-40. The amendment modernizes the recognition and disclosure framework for internal-use software costs, removing the previous “development stage” model and requiring capitalization of software costs once a project is authorized, funded, and deemed probable to complete, with an added focus on evaluating any significant development uncertainty. The new standard is effective for annual reporting periods beginning after December 15, 2027 and interim periods within those annual reporting periods, and early adoption is permitted. We are currently evaluating the impact of this standard and do not expect the adoption of this guidance to have a material impact on our consolidated financial statements and accompanying notes. In December 2025, the FASB issued ASU 2025-11, “Interim Reporting (Topic 270): Narrow-Scope Improvements,” which clarifies the applicability and improves the navigability of the interim reporting guidance. The amendments also provide additional guidance on required interim disclosures, including a comprehensive listing of required interim disclosures and a new disclosure principle for reporting material events occurring after the most recent annual period. ASU 2025-11 is effective for interim reporting periods within annual reporting periods beginning after December 15, 2027 for public business entities, and early adoption is permitted for all entities. We are currently evaluating the impact of this standard and do not expect the adoption of this guidance to have a material impact on our consolidated financial statements and accompanying notes. In December 2025, the FASB issued ASU 2025-12, “Codification Improvements,” to address suggestions received from stakeholders on the Accounting Standards Codification and to make other incremental improvements to GAAP. The amendments are effective for all entities for annual reporting periods beginning after December 15, 2026, and interim reporting periods within those annual reporting periods. Early adoption is permitted. We are currently evaluating the impact of this standard and do not expect the adoption of this guidance to have a material impact on our consolidated financial statements and accompanying notes. 9 Table of Contents Niagen Bioscience, Inc. and Subsidiaries Notes to the Unaudited Condensed Consolidated Financial Statements Note 3. Income Per Share Attributable to Common Stockholders The following table sets forth the computations of income per share amounts attributable to common stockholders for the three and six months ended June 30, 2026 and 2025: Three Months Ended June 30, Six Months Ended June 30, (In thousands, except per share data) 2026 2025 2026 2025 Numerator: Net income $ 963 $ 3,609 $ 7,281 $ 8,672 Denominator: Weighted average common shares outstanding for basic earnings per share (1) 79,322 79,249 79,619 78,534 Plus: incremental shares from assumed exercise of options, vesting of restricted stock units, and issuances under the employee stock purchase plan (2) 3,182 6,992 3,855 6,343 Adjusted weighted average common shares outstanding for diluted earnings per share 82,504 86,241 83,474 84,877 Income Per Share: Basic income per common share $ 0.01 $ 0.05 $ 0.09 $ 0.11 Diluted income per common share $ 0.01 $ 0.04 $ 0.09 $ 0.10 (1) Includes a weighted average of approximately 167,000 nonvested shares of restricted stock, which are participating securities that feature voting and dividend rights, for each of the three and six months ended June 30, 2026 and 2025. (2) Options that were anti-dilutive and, therefore, excluded from the computation of weighted average common shares outstanding for each of the three and six months ended June 30, 2026 and 2025 are presented in the table below. There were no anti-dilutive restricted stock units or potential shares issuable under the employee stock purchase plan during the periods presented. Three Months Ended June 30, Six Months Ended June 30, (In thousands) 2026 2025 2026 2025 Stock options 3,867 478 3,404 1,805 Note 4. Business Segments and Concentrations For the periods presented, the Company’s four reportable segments are as follows: • Consumer Products segment: provides finished consumer products incorporating the Company's proprietary ingredient, Niagen®, primarily dietary supplements, directly to consumers and distributors; • Ingredients segment : develops and commercializes proprietary ingredient technologies, including food-grade Niagen® and pharmaceutical-grade Niagen®, and supplies these ingredients as raw materials to the manufacturers of consumer products and U.S. FDA-registered 503B outsourcing facilities, respectively, and supports clinician-directed telehealth access to prescription-based Niagen® offerings; • Analytical Reference Standards and Services segment: offers the supply of phytochemical reference standards and other research and development services; and • Pharmaceuticals segment: pursues the pharmaceutical development of our proprietary molecules for potential therapeutic applications in rare diseases, and currently conducts research and development activities, including pre-clinical and clinical studies and regulatory planning. 10 Table of Contents Niagen Bioscience, Inc. and Subsidiaries Notes to the Unaudited Condensed Consolidated Financial Statements The Company’s reportable segments are significant operating segments that offer differentiated products and services. This segment structure reflects the Company’s current operational and financial management and provides the framework used by management to evaluate performance, allocate resources, and support the Company’s strategic objectives while maintaining financial discipline. The Company’s Chief Operating Decision Maker (CODM) is a management group comprised of the Chief Executive Officer and Chief Financial Officer. The CODM reviews monthly and quarterly financial information for each operating segment, including net sales, gross profit (loss), operating income (loss), and spending by segment, to evaluate operating performance and allocate resources. The CODM does not review assets by operating segment in evaluating performance, and therefore assets by segment are not disclosed. There are no intersegment sales that require elimination. The “Corporate and other” classification includes corporate items that are not allocated to the Company’s reportable segments. Divestiture of Analytical Reference Standards and Services Segment During the year ended December 31, 2025, the Company committed to a plan to sell substantially all of the assets of its analytical reference standards and services operating segment to a third party. As of December 31, 2025, the assets associated with this operating segment met the criteria to be classified as held for sale and are presented as assets held for sale in the accompanying Unaudited Condensed Consolidated Balance Sheets. Prior to classification as held for sale, the Company evaluated the long-lived assets of the Analytical Reference Standards and Services operating segment for impairment and recorded any necessary adjustments to reflect the assets at the lower of carrying value or estimated fair value less costs to sell. Depreciation and amortization of long-lived assets ceased upon classification as held for sale. Assets classified as held for sale as of December 31, 2025 primarily consisted of $ 403,000 of inventory, certain long-lived assets of $ 138,000 , customer relationships, contract-related assets, and a trade name. On February 24, 2026, the Company entered into and completed a definitive asset purchase agreement with a third party for total cash consideration of approximately $ 6.0 million, subject to working capital adjustments of approximately $ 0.2 million. Under the terms of the agreement, the buyer assumed certain operating liabilities arising after the closing date, while the Company retained accounts receivable and accounts payable incurred prior to the closing date related to the sold assets. During the quarter ended March 31, 2026, the Company recognized a gain of $ 4.8 million on the sale of these assets, net of transaction costs of approximately $ 0.5 million, primarily consisting of legal, consulting, and other professional fees and sales taxes, which is included in gain on sale of operating segment in the Unaudited Condensed Consolidated Statements of Operations. The results of operations of the Analytical Reference Standards and Services operating segment are included in continuing operations for all periods presented, as the divestiture does not represent a strategic shift that has (or will have) a major effect on the Company’s operations or financial results and therefore does not qualify for discontinued operations treatment. In connection with the disposition, the Company entered into a transition services agreement (TSA) pursuant to which it provides certain operational and administrative services to the buyer for a period of up to six months following the closing date. The Company receives a service fee for these services, which is recognized as the services are performed. During the three and six months ended June 30, 2026, the Company recognized $ 236,000 and $ 310,000 of transition services revenue, respectively, which are included in net sales. The related net sales and costs of sales are reflected within “Corporate and other” for segment reporting purposes, as they represent corporate activities not allocated to the Company’s reportable segments. As of June 30, 2026, amounts due to and from the buyer totaled approximately $ 288,000 and $ 285,000 , respectively, and are included within accounts payable and trade receivables in the accompanying Unaudited Condensed Consolidated Balance Sheet. These balances primarily relate to transition services provided under the TSA. The Company has not separately presented these amounts as they are immaterial to the consolidated financial statements. 11 Table of Contents Niagen Bioscience, Inc. and Subsidiaries Notes to the Unaudited Condensed Consolidated Financial Statements The following tables set forth financial information by segment: Three months ended June 30, 2026 Consumer Products segment Ingredients segment Analytical Reference Standards and Services segment Pharmaceuticals segment Corporate and other (1) Total (In thousands) Net sales $ 24,162 $ 5,387 $ — $ — $ 236 $ 29,785 Cost of sales 7,839 2,374 — — 258 10,471 Gross profit (loss) 16,323 3,013 — — ( 22 ) 19,314 Operating expenses: Sales and marketing Advertising 3,166 — — — — 3,166 Marketing 3,712 180 — — — 3,892 Selling 3,032 40 — — — 3,072 Research and development 841 191 — 481 — 1,513 General and administrative (2) — — — — 6,971 6,971 Operating expenses 10,751 411 — 481 6,971 18,614 Operating income (loss) $ 5,572 $ 2,602 $ — $ ( 481 ) $ ( 6,993 ) $ 700 (1) Includes TSA activity related to the disposition of the Analytical Reference Standards and Services operating segment, which is reflected in net sales, cost of sales and gross profit. (2) General and administrative expenses within “Corporate and other” represent ongoing corporate overhead and are not directly attributable to TSA activities. Three months ended June 30, 2025 Consumer Products segment Ingredients segment Analytical Reference Standards and Services segment Pharmaceuticals segment Corporate and other Total (In thousands) Net sales $ 22,699 $ 7,619 $ 799 $ — $ — $ 31,117 Cost of sales 7,453 2,808 630 — — 10,891 Gross profit 15,246 4,811 169 — — 20,226 Operating expenses: Sales and marketing Advertising 2,882 — — — — 2,882 Marketing 2,514 45 — — — 2,559 Selling 2,678 7 81 — — 2,766 Research and development 891 304 — 372 — 1,567 General and administrative — — — — 7,267 7,267 Operating expenses 8,965 356 81 372 7,267 17,041 Operating income (loss) $ 6,281 $ 4,455 $ 88 $ ( 372 ) $ ( 7,267 ) $ 3,185 12 Table of Contents Niagen Bioscience, Inc. and Subsidiaries Notes to the Unaudited Condensed Consolidated Financial Statements Six Months Ended June 30, 2026 Consumer Products segment Ingredients segment Analytical Reference Standards and Services segment Pharmaceuticals segment Corporate and other (1) Total (In thousands) Net sales $ 46,575 $ 13,951 $ 423 $ — $ 310 $ 61,259 Cost of sales 15,434 5,929 308 — 298 21,969 Gross profit 31,141 8,022 115 — 12 39,290 Operating expenses: Sales and marketing Advertising 6,458 — — — — 6,458 Marketing 7,134 276 — — — 7,410 Selling 5,759 134 44 — — 5,937 Research and development 1,574 471 — 949 — 2,994 General and administrative (2) — — — — 14,215 14,215 Operating expenses 20,925 881 44 949 14,215 37,014 Operating income (loss) $ 10,216 $ 7,141 $ 71 $ ( 949 ) $ ( 14,203 ) $ 2,276 (1) Includes TSA activity related to the disposition of the Analytical Reference Standards and Services operating segment, which is reflected in net sales, cost of sales and gross profit. (2) General and administrative expenses within “Corporate and other” represent ongoing corporate overhead and are not directly attributable to TSA activities. Six Months Ended June 30, 2025 Consumer Products segment Ingredients segment Analytical Reference Standards and Services segment Pharmaceuticals segment Corporate and other Total (In thousands) Net sales $ 44,200 $ 15,788 $ 1,610 $ — $ — $ 61,598 Cost of sales 14,860 5,909 1,272 — — 22,041 Gross profit 29,340 9,879 338 — — 39,557 Operating expenses: Sales and marketing Advertising 5,858 — — — — 5,858 Marketing 4,967 70 — — — 5,037 Selling 5,185 56 188 — — 5,429 Research and development 1,536 549 — 740 — 2,825 General and administrative — — — — 12,451 12,451 Operating expenses 17,546 675 188 740 12,451 31,600 Operating income (loss) $ 11,794 $ 9,204 $ 150 $ ( 740 ) $ ( 12,451 ) $ 7,957 13 Table of Contents Niagen Bioscience, Inc. and Subsidiaries Notes to the Unaudited Condensed Consolidated Financial Statements Disaggregation of Revenue The Company disaggregates its revenue from contracts with customers by type of goods or services for each of its segments, as the Company believes it best depicts how the nature, amount, timing and uncertainty of its revenue and cash flows are affected by economic factors. The pharmaceuticals segment did not generate revenue during the periods presented. Disaggregated revenues are as follows: Three Months Ended June 30, 2026 Consumer Products Segment Ingredients Segment Analytical Reference Standards and Services Segment Corporate and Other (1) Total (In thousands) Tru Niagen®, Consumer Product $ 24,162 $ — $ — $ — $ 24,162 Food-grade Niagen® — 4,928 — — 4,928 Pharmaceutical-grade Niagen® — 425 — — 425 Subtotal Niagen® Related 24,162 5,353 — — 29,515 Other Ingredients — 25 — — 25 Reference Standards — — — — — Services and Other — 9 — 236 245 Subtotal Other Goods and Services — 34 — 236 270 Total Net Sales $ 24,162 $ 5,387 $ — $ 236 $ 29,785 (1) Includes TSA activity related to the disposition of the Analytical Reference Standards and Services operating segment. Three Months Ended June 30, 2025 Consumer Products Segment Ingredients Segment Analytical Reference Standards and Services Segment Total (1) (In thousands) Tru Niagen®, Consumer Product $ 22,699 $ — $ — $ 22,699 Food-grade Niagen® — 5,994 — 5,994 Pharmaceutical-grade Niagen® — 1,390 — 1,390 Subtotal Niagen® Related 22,699 7,384 — 30,083 Other Ingredients — 235 — 235 Reference Standards — — 772 772 Services and Other — — 27 27 Subtotal Other Goods and Services — 235 799 1,034 Total Net Sales $ 22,699 $ 7,619 $ 799 $ 31,117 (1) Does not include TSA activity related to the disposition of the Analytical Reference Standards and Services operating segment, which is only applicable during 2026 as no such similar activity occurred in 2025. 14 Table of Contents Niagen Bioscience, Inc. and Subsidiaries Notes to the Unaudited Condensed Consolidated Financial Statements Six Months Ended June 30, 2026 Consumer Products Segment Ingredients Segment Analytical Reference Standards and Services Segment Corporate and Other (1) Total (In thousands) Tru Niagen®, Consumer Product $ 46,575 $ — $ — $ — $ 46,575 Food-grade Niagen® — 12,237 — — 12,237 Pharmaceutical-grade Niagen® — 1,275 — — 1,275 Subtotal Niagen® Related 46,575 13,512 — — 60,087 Other Ingredients — 430 — — 430 Reference Standards — — 411 — 411 Services and Other — 9 12 310 331 Subtotal Other Goods and Services — 439 423 310 1,172 Total Net Sales $ 46,575 $ 13,951 $ 423 $ 310 $ 61,259 (1) Includes TSA activity related to the disposition of the Analytical Reference Standards and Services operating segment. Six Months Ended June 30, 2025 Consumer Products Segment Ingredients Segment Analytical Reference Standards and Services Segment Total (1) (In thousands) Tru Niagen®, Consumer Product $ 44,200 $ — $ — $ 44,200 Food-grade Niagen® — 12,968 — 12,968 Pharmaceutical-grade Niagen® — 2,390 — 2,390 Subtotal Niagen® Related 44,200 15,358 — 59,558 Other Ingredients — 430 — 430 Reference Standards — — 1,570 1,570 Services and Other — — 40 40 Subtotal Other Goods and Services — 430 1,610 2,040 Total Net Sales $ 44,200 $ 15,788 $ 1,610 $ 61,598 (1) Does not include TSA activity related to the disposition of the Analytical Reference Standards and Services operating segment, which is only applicable during 2026 as no such similar activity occurred in 2025. Disclosure of Major Customers Major customers are defined as customers whose sales or trade receivables individually consist of more than ten percent of total sales or total trade receivables, respectively. Percentage of net sales from major customers of the Company’s consumer products segment and ingredients segment for the periods indicated were as follows: Three Months Ended June 30, Six Months Ended June 30, Major Customers 2026 2025 2026 2025 Customer A * 10.2 % * 12.7 % * Represents less than 10% 15 Table of Contents Niagen Bioscience, Inc. and Subsidiaries Notes to the Unaudited Condensed Consolidated Financial Statements The percentage of the amounts due from major customers to total trade receivables, net for the periods indicated were as follows: Percentage of the Company's Total Trade Receivables Major Customers At June 30, 2026 At December 31, 2025 Customer A 11.1 % * Customer B * 23.0 % Customer C 26.1 % 11.0 % * Represents less than 10% As of June 30, 2026, the Company had total outstanding trade receivables of $ 8.6 million, with approximately 37.2 % of this total concentrated among two customers. Whenever a significant concentration is present it poses a potential risk to the Company's financial performance and cash flows, as any adverse changes in the payment behavior or financial health of these major customers could impact the Company's cash flows and financial results. The Company has determined that the current concentration is primarily due to the timing of purchases, and the Company does not consider the concentration of its trade receivables to be a significant risk. Nevertheless, to ensure prudence and safeguard against potential challenges arising from this concentration, the Company remains vigilant in monitoring the creditworthiness and payment behavior of these major customers. Furthermore, the Company continues to pursue new partnerships and business opportunities which help to diversify its customer base and minimize the risk of an overreliance on any particular trade receivable. Despite the Company’s risk mitigation efforts, there is no assurance that the Company will not experience delays or defaults in payment from its customers, which could result in an increase in the Company's bad debt expense, a reduction in cash flows, and a negative impact on its financial performance. Note 5. Inventories The Company's major classes of inventory and corresponding balances as of June 30, 2026 and December 31, 2025 are as follows: (In thousands) June 30, 2026 December 31, 2025 Consumer Products - Finished Goods $ 5,675 $ 9,860 Consumer Products - Work in Process 5,042 3,094 Bulk ingredients 9,923 7,470 Total Inventory $ 20,640 $ 20,424 As of December 31, 2025, $ 403,000 of inventory related to the analytical reference standards and services operating segment was classified as held for sale. During the first quarter of 2026, this inventory was sold as part of the divestiture of the segment and no such inventory remains. Refer to Note 4, Business Segments and Concentrations for further information. 16 Table of Contents Niagen Bioscience, Inc. and Subsidiaries Notes to the Unaudited Condensed Consolidated Financial Statements Note 6. Leases The Company accounts for its leases in accordance with ASU No. 2016-02 (Topic 842), which requires that a lessee recognize the assets and liabilities that arise from operating leases. The ASU requires lessees to recognize a liability for lease obligations, which represents the discounted obligation to make future lease payments, and a corresponding right-of-use (ROU) asset on the balance sheet. The Company leases office space facilities and a research and development laboratory under non-cancelable operating leases, with varying expirations extending through fiscal year 2035. The lease agreements provide for renewal options and rent escalation over the lease terms, as well as require the Company to pay maintenance, insurance and property taxes. Lease expense is recognized on a straight-line basis over the term of the lease. In June 2026, the Company entered into a new office lease for 10,564 rentable square feet in Los Angeles, California. The lease has a contractual term of approximately 8 years and is scheduled to commence on April 1, 2027. The Company may receive limited early access to the premises prior to the commencement date for move-in and related activities. Because the lease had not commenced and the Company did not have the right to access or use the premises as of June 30, 2026, no right-of-use asset or lease liability has been recognized under ASC 842. Operating Leases As of June 30, 2026 and December 31, 2025, the Company had ROU assets of $ 1.8 million and $ 2.2 million, respectively, and corresponding operating lease liabilities of $ 2.3 million and $ 2.8 million, respectively. For the three and six months ended June 30, 2026 and 2025, the components of operating lease expense are as follows: Three Months Ended June 30, Six Months Ended June 30, (In thousands) 2026 2025 2026 2025 Operating leases Operating lease expense $ 226 $ 227 $ 452 $ 445 Variable lease expense (1) 124 88 246 186 Operating lease expense 350 315 698 631 Short-term lease rent expense 4 3 9 7 Total expense $ 354 $ 318 $ 707 $ 638 (1) Variable lease costs, including property taxes and insurance and common area maintenance fees, are classified in cost of sales in the Company's Unaudited Condensed Consolidated Statements of Operations. At June 30, 2026 Weighted-average remaining lease term (years), operating leases 3.1 Weighted-average discount rate, operating leases 7.6 % Future minimum lease payments under operating leases as of June 30, 2026 are as follows: Year (In thousands) 2026 (Remainder) $ 594 2027 782 2028 657 2029 338 2030 263 Total 2,634 Less present value discount ( 305 ) Present value of total operating lease liabilities 2,329 Less current portion ( 917 ) Long-term obligations under operating leases $ 1,412 17 Table of Contents Niagen Bioscience, Inc. and Subsidiaries Notes to the Unaudited Condensed Consolidated Financial Statements Note 7. Share-Based Compensation Equity Plans The Company grants awards to recipients through the 2017 Equity Incentive Plan, as amended (the “2017 Plan”), which was approved by stockholders and the Board of Directors. Pursuant to the latest amendment, the 2017 Plan provides for the issuance of shares that total no more than the sum of (i) 22,900,000 new shares, (ii) any returning shares such as forfeited, cancelled, or expired shares granted under either the 2017 Plan or the Second Amended and Restated 2007 Equity Incentive Plan, and (iii) 500,000 shares pursuant to an inducement award. The number of shares available to be issued under the 2017 Plan will be reduced by (i) one share for each share that relates to an option or stock appreciation right award, and (ii) 1.5 shares for each share that relates to an award other than a stock option or stock appreciation right award (a full-value award). As of June 30, 2026, there were approximately 5.4 million remaining shares available for issuance under the 2017 Plan. Options expire 10 years from the date of grant. The Company uses the Black-Scholes option-pricing model to recognize the value of stock-based compensation expense for stock option awards that are not market based. Determining the appropriate fair-value model and calculating the fair value of stock option awards at the grant date requires judgment, including estimating stock price volatility and expected option life. The fair-value of the restricted stock unit awards at the grant date is based on the market price on the grant date. The fair-value of the market performance stock unit awards (PSUs) at the grant date is based on a Monte Carlo simulation using the specific performance metrics. The Company develops estimates based on historical data and market information, which can change significantly over time, and adjusts for forfeitures as they occur. General Vesting Conditions Historically, the Company’s stock option awards have been generally subject to a one-year cliff vesting period, after which one-third of the shares vest with the remaining shares vesting ratably each month over a two-year period subject to the applicable grantee’s continued service. Beginning August 1, 2025, newly granted stock option awards generally vest over four years at 25 % per year on the anniversary of the grant date. Restricted stock unit (RSU) awards are generally subject to a three-year vesting period with one-third vesting per year on the anniversary of the grant date. The PSUs are eligible to vest during a seven-year performance period based on the achievement and maintenance of certain volume weighted average price thresholds for a minimum of 60 Trading Days and upon certification by the Board’s Compensation Committee and subject to the Chief Executive Officer’s continued employment with the Company on the applicable vesting date. Certain executive stock option awards provide for accelerated vesting if there is a change in control or termination without cause. Employee Stock Purchase Plan On June 24, 2025, the Company’s shareholders approved the Niagen Bioscience, Inc. Employee Stock Purchase Plan (ESPP), pursuant to which 650,000 shares of the Company’s common stock were reserved for issuance. The ESPP allows eligible officers and employees to purchase designated shares of the Company’s stock through payroll deductions, up to 10 % of their base salary or wages. The price of common stock purchased under the ESPP is equal to 85 % of the lesser of (i) the closing price of a share of common stock on the purchase date, or (ii) the closing price of a share of common stock on the offering date. Offering periods under the ESPP will generally be in six month increments, commencing on January 1 and July 1 of each calendar year, with the administrator having the right to establish different offering periods. The Company commenced its first offering period on January 1, 2026 with the first purchase occurring June 30, 2026. On June 30, 2026, 26,000 shares were purchased under the ESPP at $ 2.71 per share, resulting in cash proceeds of approximately $ 0.1 million. As of June 30, 2026, 624,000 shares remained available for issuance. Share Repurchase Program During the six months ended June 30, 2026, the Company repurchased 1,173,118 shares of its common stock for an aggregate purchase price of $ 5.1 million, which was recorded as a reduction of common stock and additional paid-in capital. As of June 30, 2026, approximately $ 14.6 million remains available under the approved share repurchase program. 18 Table of Contents Niagen Bioscience, Inc. and Subsidiaries Notes to the Unaudited Condensed Consolidated Financial Statements Stock Options The Company used the following weighted average assumptions for options granted during the six months ended June 30, 2026: Weighted Average: Six Months Ended June 30, 2026 Expected term 5.6 years Expected volatility 62.3 % Risk-free rate 3.1 % Expected dividends — % Service Period Based Stock Options The following table summarizes activity of service period-based stock options during the six months ended June 30, 2026 : Weighted Average (In thousands except per share data and remaining contractual term) Number of Options Exercise Price Remaining Contractual Term (Years) Aggregate Intrinsic Value Outstanding at December 31, 2025 9,186 $ 3.68 6.0 $ 27,378 Options Granted 1,157 4.60 Options Exercised ( 171 ) 1.85 461 Options Forfeited ( 181 ) 3.84 Outstanding at June 30, 2026 9,991 $ 3.82 5.8 $ 5,260 * Exercisable at June 30, 2026 7,624 $ 3.66 4.9 $ 4,545 * *The aggregate intrinsic values in the table above are based on the Company’s stock price of $ 3.19 , which is the closing price of the Company’s stock on the last trading day for the period ended June 30, 2026. Restricted Stock Units The following table summarizes activity of RSUs during the six months ended June 30, 2026: (In thousands except per share fair value) Number of RSUs Weighted Average Fair Value Unvested shares at December 31, 2025 268 $ 1.61 Granted — — Vested ( 170 ) 1.66 Forfeited ( 15 ) 1.54 Unvested shares at June 30, 2026 83 $ 1.52 There were no activities related to restricted stock awards or market performance stock units during the six months ended June 30, 2026. 19 Table of Contents Niagen Bioscience, Inc. and Subsidiaries Notes to the Unaudited Condensed Consolidated Financial Statements Total Share-Based Compensation Total share-based compensation expense was as follows: Three Months Ended June 30, Six Months Ended June 30, (In thousands) 2026 2025 2026 2025 Share-based compensation expense Cost of sales $ 49 $ 67 $ 116 $ 126 Sales and marketing 159 215 338 421 Research and development 127 149 253 272 General and administrative 1,388 1,057 2,732 1,744 Total $ 1,723 $ 1,488 $ 3,439 $ 2,563 As of June 30, 2026, the Company expects to recognize future share-based compensation expense of approximately $ 6.3 million related to unvested stock options, $ 0.1 million for unvested RSUs, and $ 2.6 million for unvested PSUs. These expenses will be recognized over weighted-average years of approximately 2.5 for options, 0.7 for RSUs, and 2.8 for PSUs. Note 8. Commitments and Contingencies Purchase Commitments The Company has an exclusive manufacturing arrangement for the supply of Nicotinamide Riboside Chloride (NRCL) with W.R. Grace & Co. -Conn. (Grace). On July 25, 2025, the Company executed a Sales Agreement (the “Grace Supply Agreement”) with Grace with an effective date of April 1, 2025. Grace holds patents related to the crystalline form of NR chloride that provide Grace with exclusive manufacturing rights for certain forms of NRCL. Pursuant to the Grace Supply Agreement, Grace supplies the Company with NRCL meeting specified quality and technical requirements as defined in a previously executed quality agreement dated March 22, 2024. In addition, Grace is prohibited from selling NRCL to third parties and must notify the Company of any new business inquiries relating to the purchase of NRCL. The Company is contractually obligated to purchase minimum quantities of NRCL during each year of the agreement term. The Grace Supply Agreement provides for an initial term through April 30, 2029, and will automatically renew for successive 12-month terms unless either party provides written notice of its intent not to renew. The Company is required to purchase a minimum quantity of NRCL during each year of the term. The Company provides rolling monthly forecasts of its anticipated purchase requirements for a 24-month period, of which the first 12 months are binding upon Grace’s acceptance. As of June 30, 2026, the Company is obligated to purchase approximately $ 20.5 million of NRCL through June 30, 2027. Deferred Consideration Obligation - Patent Assignment In December 2025, the Company entered into an Assignment Agreement (the “Assignment Agreement”) with Queen’s University Belfast (“QUB”) pursuant to which it acquired certain patent rights and assumed fixed, unconditional payment obligations through 2038 (the “Deferred Consideration Obligation”). The obligation is recorded at present value as of the acquisition date, with subsequent accretion recognized as interest expense over the term of the arrangement. The payment obligations consist of recurring annual payments beginning in 2026 and two fixed lump-sum payments due in 2034 and 2037. Certain payments are denominated in U.S. dollars, while others are denominated in British pound sterling and are subject to foreign currency exchange rate fluctuations. As of June 30, 2026, the carrying value of the Deferred Consideration Obligation was $ 5.7 million. Refer to Note 15 in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025 for additional information regarding the Assignment Agreement and related payment obligations. 20 Table of Contents Niagen Bioscience, Inc. and Subsidiaries Notes to the Unaudited Condensed Consolidated Financial Statements Legal Proceedings 1. U.S. Food and Drug Administration On February 3, 2026, Niagen Bioscience, Inc. filed a complaint in the United States District Court for the District of Columbia against the U.S. Food and Drug Administration (FDA), the U.S. Department of Health and Human Services, and certain federal officials in their official capacities. The lawsuit challenges the FDA response letters issued in September 2025 concerning the regulatory status of nicotinamide mononucleotide (NMN) under the Federal Food, Drug, and Cosmetic Act. The complaint alleges that FDA’s interpretation of the statutory provisions governing dietary supplements is contrary to law and arbitrary and capricious under the Administrative Procedure Act. The Company seeks declaratory and injunctive relief, including an order vacating the challenged portions of the FDA response letters and enjoining FDA from applying the interpretation at issue. On April 28, 2026, the FDA filed a motion to dismiss the Company’s complaint on procedural grounds. The Company believes the government’s motion lacks merit and has opposed it. The Company’s complaint does not seek monetary damages. The Company cannot predict the outcome of this matter. No accrual has been recorded in the accompanying unaudited consolidated financial statements related to this proceeding. 2. Elysium Health, Inc. Delaware - Patent Infringement Action On September 17, 2018, Niagen Bioscience and Trustees of Dartmouth College filed a patent infringement complaint in the United States District Court for the District of Delaware against Elysium Health, Inc. (Elysium). The complaint alleges that Elysium’s BASIS® dietary supplement infringes U.S. Patent Nos. 8,197,807 (‘807 Patent) and 8,383,086 (‘086 Patent) that comprise compositions containing isolated nicotinamide riboside held by Dartmouth and licensed exclusively to Niagen Bioscience. On October 23, 2018, Elysium filed an answer to the complaint. The answer asserts various affirmative defenses and denies that Plaintiffs are entitled to any relief. On November 7, 2018, Elysium filed a motion to stay the patent infringement proceedings pending resolution of (1) the inter partes review of the ‘807 Patent and the ‘086 Patent before the Patent Trial and Appeal Board (PTAB) and (2) the outcome of the litigation in the California Action. Niagen Bioscience filed an opposition brief on November 21, 2018 detailing the issues with Elysium’s motion to stay. In particular, Niagen Bioscience argued that given claim 2 of the ‘086 Patent was only included in the PTAB’s inter partes review for procedural reasons the PTAB was unlikely to invalidate claim 2 and therefore litigation in Delaware would continue regardless. In addition, Niagen Bioscience argued that the litigation in the California Action is unlikely to have a significant effect on the ongoing patent litigation. After the PTAB released its written decision upholding claim 2 of the ‘086 Patent, proving Niagen Bioscience’s prediction correct, Niagen Bioscience informed the Delaware court of the PTAB’s decision on January 17, 2019. On June 19, 2019, the Delaware court granted in part and denied in part Elysium’s motion, ordering that the case was stayed pending the resolution of Elysium’s patent misuse counterclaim in the California Action. On November 1, 2019, Niagen Bioscience filed a motion to lift the stay due to changed circumstances in the California Action, among other reasons. Briefing on the motion was completed on November 22, 2019. On January 6, 2020, the Delaware court issued an oral order instructing the parties to submit a joint status report after the January 13, 2020 motions hearing in the California Action. The joint status report was submitted on January 30, 2020. On February 4, 2020, the Delaware court issued an order granting Niagen Bioscience’s motion to lift the stay and setting a scheduling conference for March 10, 2020. On March 19, 2020, the Delaware court entered a scheduling order, which, among other things, set the claim-construction hearing for December 17, 2020 and trial for the week of September 27, 2021. On April 17, 2020, Niagen Bioscience served infringement contentions. Elysium filed a Second Amended Answer on July 10, 2020. 21 Table of Contents Niagen Bioscience, Inc. and Subsidiaries Notes to the Unaudited Condensed Consolidated Financial Statements On April 24, 2020, Niagen Bioscience moved for leave to amend the complaint to add Healthspan Research, LLC as a plaintiff. On May 5, 2020, Elysium filed its opposition to Niagen Bioscience’s motion for leave to amend and moved to dismiss Niagen Bioscience for alleged lack of standing. Niagen Bioscience filed its opposition to Elysium’s motion to dismiss and reply in support of its motion to amend on May 19, 2020. Elysium filed its reply in support of its motion to dismiss on May 26, 2020. The Court held a hearing on the motion for leave to amend the complaint and Elysium’s motion to dismiss on September 16, 2020. On December 15, 2020, the Court entered orders (i) granting in part and denying in part Elysium’s motion to dismiss Niagen Bioscience for alleged lack of standing; and (ii) denying Niagen Bioscience’s motion for leave to amend. Niagen Bioscience filed a motion for reargument on December 29, 2020. Elysium filed a response to the motion for reargument on January 28, 2021. Niagen Bioscience filed a motion for leave to file a reply on February 8, 2021. Elysium filed a response to the motion for leave to file a reply on February 12, 2021. Niagen Bioscience filed a reply to the motion for leave to file a reply on February 19, 2021. The Court granted the motion for leave to file the reply on April 26, 2021, and denied the motion for reargument on April 27, 2021. On July 22, 2020 the parties filed a Joint Claim Construction Chart and respective motions for claim construction. The parties filed a Joint Claim Construction Brief on November 5, 2020. The Court held a Markman hearing on claim-construction issues on December 17, 2020. The Court entered a claim-construction ruling on January 5, 2021. Fact discovery closed on January 26, 2021. Opening expert reports were served on February 9, 2021. Responsive expert reports were served on March 9, 2021. Reply expert reports were served on March 30, 2021. Both parties filed dispositive and Daubert motions on April 27, 2021. On September 21, 2021, the Court granted Elysium’s motion for summary judgment that the claims of the ‘807 and ‘086 patents are invalid based on patent-ineligible subject matter. Niagen Bioscience filed a notice of appeal on November 2, 2021. Niagen Bioscience’s opening brief was filed on February 2, 2022. Elysium’s response brief was filed on April 11, 2022. Niagen Bioscience’s reply brief was filed on May 9, 2022. Oral argument occurred on December 6, 2022. On February 13, 2023, the court of appeals issued a decision affirming the district court’s decision. On March 15, 2023, Niagen Bioscience filed a petition for a panel rehearing and/or rehearing en banc. On April 10, 2023, the court of appeals invited Elysium to file a response to the petition and on April 24, 2023, Elysium filed a response to the petition. On May 10, 2023, the court of appeals denied the petition. On May 17, 2023, the court of appeals issued the mandate. On June 16, 2023, Elysium filed a bill of costs and a motion for attorneys’ fees and costs. On June 30, 2023, Niagen Bioscience filed objections to Elysium’s bill of costs. On July 21, 2023, Niagen Bioscience filed a response to Elysium’s motion for attorneys’ fees and costs. On July 28, 2023, Niagen Bioscience filed an application for an extension of time to September 7, 2023 to file a petition for writ of certiorari. On August 1, 2023, the Supreme Court granted the requested extension. On August 14, 2023, Elysium filed a reply in support of its motion for attorneys’ fees and costs. On September 7, 2023, Niagen Bioscience filed a petition for writ of certiorari. On October 16, 2023, the Supreme Court denied the petition. On March 25, 2024, the Court granted Elysium’s motion for attorneys’ fees and costs. On April 9, 2024, the Court entered a stipulated schedule and procedure for resolving the amount of fees and costs. On May 23, 2024, Elysium filed its opening brief. On June 6, 2024, Niagen Bioscience filed its response brief. On June 13, 2024, Elysium filed its reply brief. On August 20, 2024, the Court issued a ruling on the parties’ disputes regarding the amount of fees and costs and instructed the parties to meet and confer about the next steps in light of the ruling. On October 1, 2024, the parties submitted a joint motion for entry of judgment. On October 28, 2024, the court issued its final judgment resolving the amount of fees and costs granting $ 9.2 million, plus judgment interest on this amount calculated at a rate of 5.02 % compounded annually on any unpaid balance for the period from March 25, 2024, until Niagen Bioscience pays the total sum owed. On December 4, 2024, Niagen Bioscience filed an unopposed motion in the district court to approve bond and stay enforcement under Rule 62. On December 6, 2024, the Court granted the motion. On November 25, 2024, Niagen Bioscience appealed the final judgment to the U.S. Court of Appeals for the Federal Circuit. On February 26, 2025, Niagen Bioscience filed its opening appeal brief. Elysium filed its response brief on March 21, 2025. Niagen Bioscience filed its reply brief on April 25, 2025. The Federal Circuit heard the oral arguments on July 9, 2026, but no ruling has been made. In connection with the Court's current ruling and the Company’s filed appeal, management has assessed that it is reasonably possible a contingent liability will be incurred. If the Company is successful in its appeal, no liability would be incurred. The Company believes the Court abused its discretion in granting the award. However, if the Company is not successful, the Company may be liable for the aggregate amount sought by Elysium, which, inclusive of Niagen Bioscience’s estimates for post-judgment interest through the anticipated appeal, is approximately $ 10.4 million. As of June 30, 2026, the Company has not recorded an accrual for this matter, as the ultimate resolution remains uncertain. 22 Table of Contents Niagen Bioscience, Inc. and Subsidiaries Notes to the Unaudited Condensed Consolidated Financial Statements 3. Contingencies (A) In December 2025, a retail partner in Asia initiated a recall and withdrawal from sale of certain units of the Company’s Tru Niagen® Immune Daily Defense product in Hong Kong and Singapore, asserting that the product contained more than the labeled amount of 1,000 I.U. of Vitamin D3 and therefore did not comply with applicable local regulatory requirements. In February 2026, the retail partner alleged that the Company breached certain supply agreements in connection with this matter. In April 2026, the Company reached an agreement in principle with the retail partner to resolve the matter and support the continuation of the commercial relationship. This agreement resolves the previously disclosed contingency related to this matter. Under the terms of the arrangement, the parties agreed to resolve previously withheld receivables totaling approximately $ 1.3 million, which were fully collected by the Company during the second quarter of 2026. The arrangement also provides for the return of certain unsold inventory, the provision of replacement products to address product-related concerns, and the retail partner’s agreement not to pursue previously asserted claims related to loss of margin and goodwill. The Company has evaluated the accounting implications of the arrangement and determined that the resolution primarily represents the collection of previously recognized accounts receivable, together with product-related remediation and customary commercial activities. Accordingly, the arrangement does not result in a reduction of previously recognized revenue. Costs associated with replacement inventory and returned goods will be recognized in the appropriate period under the Company’s accounting policies. Subsequent to June 30, 2026, the Company received the returned inventory from the retail partner and began shipping replacement products in accordance with the terms of the agreement. The agreement also includes a limited ongoing obligation to provide replacement products for certain future customer returns and may give rise to obligations. These potential obligations are contingent in nature and are not currently considered probable or reasonably estimable. The Company continues to believe it has complied with its contractual obligations and applicable regulatory requirements. (B) On April 28, 2026, Thorne Research, Inc. and Thorne HealthTech, Inc. (collectively, “Thorne”) filed a complaint in the United States District Court for the District of South Carolina against Niagen Bioscience, Inc., ChromaDex, Inc., and QUB (collectively, the “Defendants”). The complaint seeks, among other relief, a declaratory judgment that certain Thorne products do not infringe U.S. Patent No. 12,252,506 (the “’506 Patent”), as well as damages and injunctive relief based on claims of alleged tortious interference with contract, intentional interference with prospective business relations, and unfair competition under South Carolina law. Thorne’s complaint arises out of communications by Defendants asserting infringement of the ’506 Patent and the initiation of a patent enforcement proceeding through Amazon’s Patent Evaluation Express (APEX) program relating to certain Thorne products. Thorne alleges that its products do not infringe the ’506 Patent and that Defendants’ actions were improper and caused harm to its business relationships and sales. The Company intends to vigorously defend against the action. At this time, the Company is unable to reasonably estimate the possible loss or range of loss, if any, associated with this matter due to the early stage of the proceedings. Accordingly, no accrual has been recorded in the accompanying financial statements. On June 22, 2026, Thorne filed a petition for inter partes review (IPR2026-00400) with the U.S. Patent Trial and Appeal Board (the "PTAB") challenging claims 1-12 and 21-35 of the “’506 Patent, which relates to methods of preparing nicotinamide riboside and its derivatives. The petition asserts that the challenged claims are unpatentable based on certain prior art references and contends that the challenged claims are not entitled to the July 29, 2013 priority date identified on the face of the ’506 Patent. The petition relates to the declaratory judgment action described above. The Company intends to oppose institution of the proceeding, including by filing a discretionary denial brief and a patent owner preliminary response. As of the date of this filing, the PTAB has not determined whether to institute inter partes review. The Company intends to vigorously defend the validity of the ’506 Patent. At this time, the Company is unable to predict the outcome of the proceeding or reasonably estimate the possible loss or range of loss, if any, associated with this matter. 23 Table of Contents Niagen Bioscience, Inc. and Subsidiaries Notes to the Unaudited Condensed Consolidated Financial Statements (C) On May 28, 2026 and June 16, 2026, respectively, two putative class action complaints were filed against the Company and ChromaDex, Inc. in the United States District Courts for the Central District of California and the Southern District of California alleging, among other things, that certain advertising and marketing claims relating to Tru Niagen® were false or misleading. The complaints seek monetary and equitable relief on behalf of proposed nationwide and state classes under various consumer protection and related laws. On July 17, 2026, the Court ordered the two cases be consolidated and ordered the plaintiffs to file an amended consolidated complaint on or before August 14, 2026. The Company believes the claims are without merit and intends to vigorously defend against these actions. At this early stage of both the proceedings, the Company is unable to reasonably estimate the possible loss or range of loss, if any, associated with these matters. Accordingly, no accrual has been recorded in the accompanying financial statements. The Company will continue to monitor these matters and assess the need for any accrual or additional disclosure as the litigation progresses. Note 9. Deferred Revenue - NHSc On October 10, 2022, the Company and Société des Produits Nestlé SA, a société anonyme organized under the laws of Switzerland (NHSc), as successor-in-interest to NESTEC Ltd., entered into an amended and restated supply agreement (the “Supply Agreement”), which amends and restates the supply agreement, dated December 19, 2018, entered into by the Company and NESTEC Ltd. Pursuant to the Supply Agreement, NHSc and its affiliates will exclusively purchase NRCL from the Company and NHSc and its affiliates will have the non-exclusive right to manufacture, market, distribute, and sell products using NRCL for human use in the (i) medical nutritional, (ii) functional food and beverage and (iii) multi-ingredient dietary supplements categories sold under one of the NHSc brands world-wide, but excluding certain countries and ingredient combinations. The term of the Supply Agreement is five years , unless earlier terminated, and is subject to automatic extensions provided certain minimum purchases by NHSc are met. Under the Supply Agreement, the Company will continue to recognize the deferred revenue balance received in connection with the original NESTEC Ltd. agreement utilizing the output method. Deferred revenue will be recognized by the Company based on the percentage of NRCL kilograms delivered to-date compared to the total forecasted NRCL kilograms expected to be delivered over the duration of the contract term, including renewal options, as estimated by the Company. As a result of the updated forecast, the proportion of NRCL delivered to-date may increase or decline relative to the revised total expected output. Such changes in estimates may lead to an adjustment in the amount of deferred revenue recognized. The impact of the updated estimates on revenue recognized from deferred revenue for the three and six months ended June 30, 2026 and 2025 is as follows: (In thousands) Three Months Ended June 30, Six Months Ended June 30, 2026 2025 2026 2025 Revenue recognized (reversed) from deferred revenue $ 138 $ ( 95 ) $ 240 $ ( 95 ) The corresponding deferred revenue balance as of June 30, 2026 and December 31, 2025 is as follows: (In thousands) June 30, 2026 December 31, 2025 Deferred revenue balance $ 2,434 $ 2,674 24 Table of Contents