What changed in this filing

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Item 1. Financial Statements

2026-07-09 compared with 2026-04-08 · 114 added, 75 removed, 547 unchanged (26% of the section changed)

26 unchanged sentences

Stockholdersʼ equity:

Preferred stock, $ 0.001 par value— 10,000,000 shares authorized as of February 28, 2026 and November 30, 2025;

no shares issued and outstanding as of February 28, 2026 and November 30, 2025

Common stock, $ 0.001 par value— 500,000,000 shares authorized as of February 28, 2026 and November 30, 2025;

103,399,813 and 101,807,484 shares issued and outstanding as of February 28, 2026 and November 30, 2025, respectively

Preferred stock, $ 0.001 par value— 10,000,000 shares authorized as of May 31, 2026 and November 30, 2025;

no shares issued and outstanding as of May 31, 2026 and November 30, 2025

Common stock, $ 0.001 par value— 500,000,000 shares authorized as of May 31, 2026 and November 30, 2025;

103,701,511 and 101,807,484 shares issued and outstanding as of May 31, 2026 and November 30, 2025, respectively

Additional paid-in capital 1,582,603 1,541,766

Accumulated other comprehensive income 56 105

Accumulated other comprehensive income (loss) ( 145 ) 105

Accumulated deficit ( 1,179,935 ) ( 1,003,226 )

6 unchanged sentences

Three Months Ended

May 31, Six Months Ended

2026 2025 2026 2025

Collaboration revenue $ 9,043 $ 14,056 $ 15,295 $ 32,509

License revenue — 30,000 — 30,000

Total revenue 9,043 44,056 15,295 62,509

5 unchanged sentences

Interest and other income, net 4,398 5,618 9,719 12,131

Loss before income taxes ( 89,806 ) ( 42,704 ) ( 176,980 ) ( 99,055 )

Provision for (benefit from) income taxes ( 271 ) 760 ( 271 ) 760

Net loss $ ( 89,535 ) $ ( 43,464 ) $ ( 176,709 ) $ ( 99,815 )

6 unchanged sentences

Three Months Ended

May 31, Six Months Ended

2026 2025 2026 2025

Net loss $ ( 89,535 ) $ ( 43,464 ) $ ( 176,709 ) $ ( 99,815 )

Other comprehensive income (loss), net of tax:

Unrealized gain (loss) on available-for-sale marketable securities ( 49 ) 76

Other comprehensive loss, net of tax:

Unrealized loss on available-for-sale marketable securities ( 201 ) ( 246 ) ( 250 ) ( 170 )

Total comprehensive loss $ ( 89,736 ) $ ( 43,710 ) $ ( 176,959 ) $ ( 99,985 )

18 unchanged sentences

Balance as of February 28, 2025 76,234,799 76 1,275,735 226 ( 795,120 ) 480,917

Exercise of stock options 1,233 — 6 — — 6

Vesting of restricted stock units 197,632 — — — — —

Stock-based compensation — — 10,390 — — 10,390

Unrealized loss on available-for-sale marketable securities — — — ( 246 ) — ( 246 )

Net loss — — — — ( 43,464 ) ( 43,464 )

Balance as of May 31, 2025 76,433,664 $ 76 $ 1,286,131 $ ( 20 ) $ ( 838,584 ) $ 447,603

Common stock Additional

15 unchanged sentences

Balance as of February 28, 2026 103,399,813 103 1,571,134 56 ( 1,090,400 ) 480,893

Exercise of stock options 6,688 66 66

Vesting of restricted stock units 295,010 1 ( 1 ) —

Stock-based compensation 11,404 11,404

Unrealized loss on available-for-sale marketable securities ( 201 ) ( 201 )

Net loss ( 89,535 ) ( 89,535 )

Balance as of May 31, 2026 103,701,511 $ 104 $ 1,582,603 $ ( 145 ) $ ( 1,179,935 ) $ 402,627

The accompanying notes are an integral part of these unaudited condensed financial statements.

2 unchanged sentences

(in thousands)

Three Months Ended February 28,

Six Months Ended May 31,

Cash flows from operating activities

7 unchanged sentences

Changes in operating assets and liabilities:

Accounts receivable — ( 19,000 )

Prepaid expenses and other assets 1,550 ( 2,962 )

20 unchanged sentences

Right-of-use assets recognized in exchange for lease obligations $ 2,765 $ 26,708

As of February 28,

As of May 31,

Reconciliation of cash, cash equivalents and restricted cash:

18 unchanged sentences

In August 2021, the Company filed a shelf registration statement on Form S-3 with the Securities and Exchange Commission (SEC), which was amended in February 2023 (the Shelf Registration Statement) and which expired in August 2024 with respect to additional sales of securities.

The Shelf Registration Statement, which included a base prospectus, allowed the Company to offer and sell up to $ 450.0 million of the Company’s registered common stock, preferred stock, debt securities, warrants, subscriptions rights and/or units or any combination of securities described in the prospectus in one or more offerings.

The Shelf Registration Statement, which included a base prospectus, allowed the Company to offer and sell up to $ 450.0 million of the Company’s registered common stock, preferred stock, debt securities, warrants, subscription rights and/or units or any combination of securities described in the prospectus in one or more offerings.

In addition, in August 2021, the Company entered into an Equity Distribution Agreement with Piper Sandler & Co.

5 unchanged sentences

In June 2024, the Company filed an automatic shelf registration statement on Form S-3 (the Automatic Shelf Registration Statement).

The Automatic Shelf Registration Statement, which includes a base prospectus, allows the Company at any time to offer and sell the Company’s registered common stock, preferred stock, debt securities, warrants, subscriptions rights and/or units or any combination of securities described in the prospectus in one or more offerings.

The Automatic Shelf Registration Statement, which includes a base prospectus, allows the Company at any time to offer and sell the Company’s registered common stock, preferred stock, debt securities, warrants, subscription rights and/or units or any combination of securities described in the prospectus in one or more offerings.

On July 11, 2024, the Company entered into Amendment No.

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In January 2026, the Company issued and sold 1,000,000 shares of common stock under the Second Amended Equity Distribution Agreement at a price of $ 18.25 per share for total gross proceeds of $ 18.3 million before deducting offering commissions and expenses paid by the Company.

As of February 28, 2026, the Company had $ 186.3 million of common stock remaining available for sale under the Second Amended Equity Distribution Agreement.

On March 6, 2026, the Company entered into Amendment No.

2 unchanged sentences

The Company agreed to pay Piper Sandler a commission of up to 3.0 % of the gross sales price of any shares sold pursuant to the Third Amended Equity Distribution Agreement.

As of May 31, 2026, the Company had $ 300.0 million of common stock remaining available for sale under the Third Amended Equity Distribution Agreement.

Registered Direct Offerings

14 unchanged sentences

The accompanying condensed financial statements have been prepared assuming that the Company will continue as a going concern.

As of February 28, 2026, the Company had cash, cash equivalents and marketable securities of $ 540.7 million and an accumulated deficit of $ 1.1 billion.

As of May 31, 2026, the Company had cash, cash equivalents and marketable securities of $ 443.5 million and an accumulated deficit of $ 1.2 billion.

Management believes that its cash, cash equivalents and short-term marketable securities are sufficient to continue operating activities for at least 12 months following the issuance date of these condensed financial statements.

9 unchanged sentences

GAAP) and applicable rules and regulations of the SEC regarding interim financial reporting.

The Company’s condensed financial statements have been prepared on the same basis as the annual financial statements and reflect, in the opinion of management, all adjustments of a normal and recurring nature that are necessary for the fair statement of the Company’s financial position as of and for the three months ended February 28, 2026.

The condensed balance sheet as of November 30, 2025, was derived from the audited annual financial statements as of that date.

2 unchanged sentences

These interim financial statements and related disclosures have been prepared with the presumption that users of the interim financial statements have read or have access to the audited annual financial statements for the preceding fiscal year.

Accordingly, these financial statements should be read in conjunction with the audited annual financial statements and notes thereto contained in the Company’s Annual Report on Form 10-K for the year ended November 30, 2025, as filed with the SEC on January 28, 2026.

Accordingly, these interim financial statements should be read in conjunction with the audited annual financial statements and notes thereto contained in the Company’s Annual Report on Form 10-K for the year ended November 30, 2025, as filed with the SEC on January 28, 2026.

These interim results are not necessarily indicative of results to be expected for the full fiscal year or any future interim period.

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The Company is subject to a number of risks similar to other clinical stage biopharmaceutical companies, including, but not limited to, changes in any of the following areas that the Company believes could have a material adverse effect on its future financial position or results of operations:

risks related to the successful discovery and development of its drug candidates, ability to raise additional capital, development of new technological innovations by its competitors and delay or inability to obtain drug substance and finished drug product from the Company’s third-party contract manufacturers necessary for the Company’s drug candidates, protection of intellectual property rights, litigation or claims against the Company based on intellectual property rights and regulatory clearance and market acceptance for any of the Company’s products candidates for which the Company receives marketing approval.

risks related to the successful discovery and development of its drug candidates, ability to raise additional capital, development of new technological innovations by its competitors and delay or inability to obtain drug substance and finished drug product from the Company’s third-party contract manufacturers necessary for the Company’s drug candidates, protection of intellectual property rights, litigation or claims against the Company based on intellectual property rights and regulatory clearance and market acceptance for any of the Company’s product candidates for which the Company receives marketing approval.

Moreover, the Company is subject to risks and uncertainties as a result of global business, political and macroeconomic events and conditions, including increasing financial market volatility and uncertainty, inflation, interest rate fluctuations, uncertainty with respect to the federal budget and debt ceiling and potential government shutdowns related thereto, potential instability in the global banking system, cybersecurity events, the impact of war or military conflict, including regional conflicts around the world, and public health pandemics.

10 unchanged sentences

Early adoption is permitted.

The Company is in the process of evaluating the impact of this new guidance on its disclosures.

The Company is in the process of evaluating the impact of this new guidance on its disclosures, but does not expect the adoption of ASU 2023-09 to have a material impact on the Company's financial statements.

In November 2024, the FASB issued ASU 2024-03—Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40):

5 unchanged sentences

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 (ASU 2025-06), which is intended to simplify the capitalization guidance for internal-use software by removing references to project stages and clarifying when the capitalizing of eligible costs is required.

ASU 2025-06 is effective for annual periods beginning after December 15, 2027, and interim periods within those fiscal years.

2 unchanged sentences

Significant Accounting Policies

There were no changes to the Company’s significant accounting policies during the three months ended February 28, 2026.

There were no changes to the Company’s significant accounting policies during the six months ended May 31, 2026.

Collaboration Agreements

20 unchanged sentences

Upon signing the Gilead Agreement, Gilead paid the Company an upfront payment of $ 45.0 million plus $ 3.0 million in additional fees.

In addition, from the signing of the Gilead Agreement to February 28, 2026, the Company has received payments of $ 47.0 million for research milestones and additional payments, $ 20.0 million for a license option exercise payment, $ 15.0 million in research term extension fees and $ 5.0 million for a clinical milestone payment.

As of February 28, 2026, the Company is eligible to receive up to approximately $ 1.8 billion in total additional payments, including payments of up to $ 508.5 million upon the achievement of specified research and development milestones, up to $ 60.0 million in certain additional fees related to target licensing and reservation and up to $ 1.2 billion upon the achievement of certain sales milestones.

In addition, from the signing of the Gilead Agreement to May 31, 2026, the Company has received payments of $ 47.0 million for research milestones and additional payments, $ 20.0 million for a license option exercise payment, $ 15.0 million in research term extension fees and $ 5.0 million for a clinical milestone payment.

As of May 31, 2026, the Company is eligible to receive up to approximately $ 1.8 billion in total additional payments, including payments of up to $ 508.5 million upon the achievement of specified research and development milestones, up to $ 60.0 million in certain additional fees related to target licensing and reservation and up to $ 1.2 billion upon the achievement of certain sales milestones.

The Company also is eligible to receive mid-single digit to low tens percentage tiered royalties on annual net sales from any commercial products directed to the optioned collaboration targets, subject to certain reductions and excluding sales in the United States of any products for which the Company exercises its option to co-develop and co-promote, for which the parties share profits and losses evenly.

6 unchanged sentences

In order to determine the transaction price, the Company evaluated all the payments to be received during the duration of the contract.

Certain milestone payments and additional fees were considered variable consideration, which were not included in the transaction price based on the most likely amount method as of February 28, 2026.

Certain milestone payments and additional fees were considered variable consideration, which were not included in the transaction price based on the most likely amount method as of May 31, 2026.

The Company re-evaluates the transaction price in each reporting period and as uncertain events are resolved or other changes in circumstances occur.

6 unchanged sentences

The research term extension fee of $ 15.0 million is recognized as collaboration revenue using the cost-based input method over the estimated extended research term of two years , which represents the estimated timing of completion of the identified deliverables.

As of February 28, 2026, no milestones have been achieved related to the extended research term.

As of May 31, 2026, no milestones have been achieved related to the extended research term.

Using the cost-based input method, which the Company determined most faithfully depicts the transfer of its performance obligation to Gilead, the Company recognizes revenue based on actual costs incurred as a percentage of total estimated costs as the Company completes its performance obligation under the contract.

2 unchanged sentences

Total estimated costs are primarily driven by the number of estimated FTEs, which requires significant management judgment.

For the three months ended February 28, 2026, the Company recognized collaboration revenue related to the Gilead Research Extension of $ 1.5 million, all of which was included in deferred revenue as of the beginning of the period.

For the three months ended February 28, 2025, the Company recognized collaboration revenue related to the Gilead Research Extension of $ 1.7 million, all of which was related to the $ 15.0 million research term extension fee received in the second quarter of fiscal year 2024.

As of February 28, 2026, deferred revenue related to the Gilead Agreement was $ 2.3 million, all of which was current.

For the three and six months ended May 31, 2026, the Company recognized collaboration revenue related to the Gilead Research Extension of $ 2.1 million and $ 3.6 million, respectively, all of which was included in deferred revenue as of the beginning of the period.

For the three and six months ended May 31, 2025, the Company recognized collaboration revenue related to the Gilead Research Extension of $ 1.6 million and $ 3.3 million, respectively, all of which was related to the $ 15.0 million research term extension fee received in the second quarter of fiscal year 2024.

As of May 31, 2026, deferred revenue related to the Gilead Agreement was $ 0.2 million, all of which was current.

As of November 30, 2025, deferred revenue related to the Gilead Agreement was $ 3.8 million, all of which was current.

8 unchanged sentences

In March 2024, the Company and Sanofi entered into the Sixth Amendment to the Sanofi Agreement to extend the research term for the collaboration target STAT6, a key drug target in type 2 inflammation, by two years (the Sixth Sanofi Amendment), which increased overall forecasted costs and had an impact on revenue recognition.

In April 2026, the Company and Sanofi entered into the Seventh Amendment to the Sanofi Agreement to enable Sanofi to continue research activities for the collaboration target STAT6 and for an additional collaboration target after the expiration of the original research term, which had no impact on revenue recognition.

Under the Sanofi Agreement, Sanofi has exclusive rights and is responsible for the clinical development, commercialization and manufacture of drug candidates resulting from the collaboration while the Company retains the option to co-develop, co-promote and co-commercialize all drug candidates in the United States directed to up to two targets, one of which must be selected from a list of targets designated at the execution of the Sanofi Agreement or any replacement of such targets, and one of which must be selected from targets identified by Sanofi as part of their January 2021 expansion.

18 unchanged sentences

Subsequently, in January 2021, Sanofi paid the Company an additional $ 22.0 million to exercise its option to expand the number of targets beyond the initial targets included in the collaboration.

In addition, from the signing of the Sanofi Agreement to February 28, 2026, the Company has received payments of $ 20.0 million for research milestones and $ 30.0 million for license extension fees.

As of February 28, 2026, the Company is eligible to receive up to approximately $ 930.0 million in total additional payments, including payments of up to $ 180.0 million upon the achievement of specified research and development milestones, up to $ 250.0 million upon the achievement of specified regulatory milestones and up to $ 500.0 million upon the achievement of certain sales milestones.

In addition, from the signing of the Sanofi Agreement to May 31, 2026, the Company has received payments of $ 22.0 million for research milestones and $ 30.0 million for license extension fees.

As of May 31, 2026, the Company is eligible to receive up to approximately $ 937.0 million in total additional payments, including payments of up to $ 187.0 million upon the achievement of specified research and development milestones, up to $ 250.0 million upon the achievement of specified regulatory milestones and up to $ 500.0 million upon the achievement of certain sales milestones.

The Company is also eligible to receive mid-single digit to low teen percentage tiered royalties on annual net sales of any commercial products that may result from the collaboration, subject to certain reductions and excluding sales in the United States of any products for which the Company exercises its option to co-develop and co-promote, for which the parties share profits and losses evenly.

Subject to earlier expiration in certain circumstances, the Sanofi Agreement expires on a licensed product-by-licensed product or profit-shared licensed product-by-profit-shared licensed product basis and country-by-country basis upon on the later of (1) the expiration of the last-to-expire patent with a valid claim covering the applicable licensed product in the applicable country, (2) the expiration of any regulatory exclusivity for the applicable licensed product in the applicable country or (3) ten years after the first commercial sale of the applicable licensed product in the applicable country covered by the Sanofi Agreement.

Subject to earlier expiration in certain circumstances, the Sanofi Agreement expires on a licensed product-by-licensed product or profit-shared licensed product-by-profit-shared licensed product basis and country-by-country basis upon the later of (1) the expiration of the last-to-expire patent with a valid claim covering the applicable licensed product in the applicable country, (2) the expiration of any regulatory exclusivity for the applicable licensed product in the applicable country or (3) ten years after the first commercial sale of the applicable licensed product in the applicable country covered by the Sanofi Agreement.

The Company identified the following promises in the Sanofi Agreement:

4 unchanged sentences

In order to determine the transaction price, the Company evaluated all the payments to be received during the duration of the contract.

Certain milestone payments and additional fees were considered variable consideration, which were not included in the transaction price based on the most likely amount method as of February 28, 2026.

Certain milestone payments and additional fees were considered variable consideration, which were not included in the transaction price based on the most likely amount method as of May 31, 2026.

The Company re-evaluates the transaction price in each reporting period and as uncertain events are resolved or other changes in circumstances occur.

8 unchanged sentences

Total estimated costs are primarily driven by the number of estimated FTEs, which requires significant management judgment.

For the three months ended February 28, 2026, the Company recognized no collaboration revenue related to the Sanofi Agreement.

For the three months ended February 28, 2025, the Company recognized collaboration revenue related to the Sanofi Agreement of $ 12.8 million, of which $ 6.0 million was included in deferred revenue as of the beginning of the period, and $ 6.2 million was related to activities satisfied in previous periods.

There was no deferred revenue related to the Sanofi Agreement as of February 28, 2026, and November 30, 2025, and all performance obligations were satisfied.

For the three and six months ended May 31, 2026, the Company recognized $ 2.0 million of collaboration revenue related to the Sanofi Agreement.

For the three and six months ended May 31, 2025, the Company recognized collaboration revenue related to the Sanofi Agreement of $ 3.4 million and $ 16.1 million, respectively, of which $ 3.1 million and $ 9.1 million, respectively, were included in deferred revenue as of the beginning of the period, and zero and $ 6.4 million, respectively, were related to activities satisfied in previous periods.

There was no deferred revenue related to the Sanofi Agreement as of May 31, 2026, and November 30, 2025, and all performance obligations were satisfied.

In September 2023, the Company entered into a strategic collaboration with Seagen Inc.

8 unchanged sentences

Under the terms of the Pfizer Agreement, the Company received an upfront payment of $ 60.0 million.

In addition, from the signing of the Pfizer Agreement to February 28, 2026, the Company has received payments of $ 15.0 million for research milestones.

As of February 28, 2026, the Company is eligible to receive up to approximately $ 3.4 billion in contingent payments across multiple programs, including payments of up to $ 621.0 million upon the achievement of specified research and development milestones, up to $ 19.5 million in certain additional fees related to target licensing and reservation, up to $ 873.0 million upon the achievement of specified regulatory milestones and up to $ 1.8 billion upon the achievement of certain sales milestones.

In addition, from the signing of the Pfizer Agreement to May 31, 2026, the Company has received payments of $ 15.0 million for research milestones.

As of May 31, 2026, the Company is eligible to receive up to approximately $ 3.4 billion in contingent payments across multiple programs, including payments of up to $ 621.0 million upon the achievement of specified research and development milestones, up to $ 19.5 million in certain additional fees related to target licensing and reservation, up to $ 873.0 million upon the achievement of specified regulatory milestones and up to $ 1.8 billion upon the achievement of certain sales milestones.

The Company is also eligible for mid-single to low double digit percentage tiered royalties on future sales.

6 unchanged sentences

In order to determine the transaction price, the Company evaluated all the payments to be received during the duration of the contract.

Milestone payments and additional fees were considered variable consideration, which were not included in the transaction price based on the most likely amount method as of February 28, 2026.

Milestone payments and additional fees were considered variable consideration, which were not included in the transaction price based on the most likely amount method as of May 31, 2026.

The Company re-evaluates the transaction price in each reporting period and as uncertain events are resolved or other changes in circumstances occur.

7 unchanged sentences

Total estimated costs are primarily driven by the number of estimated FTEs, which requires significant management judgment.

For the three months ended February 28, 2026, the Company recognized collaboration revenue related to the Pfizer Agreement of $ 4.7 million, all of which was included in deferred revenue as of the beginning of the period.

For the three months ended February 28, 2025, the Company recognized collaboration revenue related to the Pfizer Agreement of $ 4.0 million, all of which was included in deferred revenue as of the beginning of the period.

As of February 28, 2026, deferred revenue related to the Pfizer Agreement was $ 24.0 million, of which $ 16.5 million was current.

For the three and six months ended May 31, 2026, the Company recognized collaboration revenue related to the Pfizer Agreement of $ 5.0 million and $ 9.7 million, respectively, all of which was included in deferred revenue as of the beginning of the period.

For the three and six months ended May 31, 2025, the Company recognized collaboration revenue related to the Pfizer Agreement of $ 4.0 million and $ 8.0 million, respectively, all of which was included in deferred revenue as of the beginning of the period.

As of May 31, 2026, deferred revenue related to the Pfizer Agreement was $ 19.1 million, of which $ 13.1 million was current.

As of November 30, 2025, deferred revenue related to the Pfizer Agreement was $ 23.8 million, of which $ 13.8 million was current, and included $ 5.0 million in contract assets representing the unbilled amount related to the research milestone achieved in November 2025.

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The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires management to make judgments and considers factors specific to the asset or liability.

The following tables present the Company’s investments, which consist of cash equivalents and available-for-sale marketable securities, that are measured at fair value on a recurring basis as of February 28, 2026, and November 30, 2025 (in thousands):

February 28, 2026 Level Amortized

The following tables present the Company’s investments, which consist of cash equivalents and available-for-sale marketable securities, that are measured at fair value on a recurring basis as of May 31, 2026, and November 30, 2025 (in thousands):

May 31, 2026 Level Amortized

cost Unrealized

5 unchanged sentences

Included in cash and cash equivalents $ 46,704 $ — $ — $ 46,704

Included in marketable securities, current $ 469,481 $ 88 $ ( 32 ) $ 469,537

Included in marketable securities $ 375,989 $ 5 $ ( 150 ) $ 375,844

November 30, 2025 Level Amortized

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Included in cash and cash equivalents $ 241,364 $ — $ — $ 241,364

Included in marketable securities, current $ 345,876 $ 115 $ ( 10 ) $ 345,981

The following tables summarize the available-for-sale marketable securities in an unrealized loss position for which an allowance for credit losses has not been recorded as of February 28, 2026, and November 30, 2025, aggregated by investment category and length of time in a continuous unrealized loss position (in thousands):

Included in marketable securities $ 345,876 $ 115 $ ( 10 ) $ 345,981

The following tables summarize the available-for-sale marketable securities in an unrealized loss position for which an allowance for credit losses has not been recorded as of May 31, 2026, and November 30, 2025, aggregated by investment category and length of time in a continuous unrealized loss position (in thousands):

Less than 12 months Greater than 12 months Total

February 28, 2026 Fair Value Gross Unrealized Loss Fair Value Gross Unrealized Loss Fair Value Gross Unrealized Loss

May 31, 2026 Fair Value Gross Unrealized Loss Fair Value Gross Unrealized Loss Fair Value Gross Unrealized Loss

treasury securities $ 316,161 $ ( 150 ) $ — $ — $ 316,161 $ ( 150 )

4 unchanged sentences

Total $ 68,755 $ ( 10 ) $ — $ — $ 68,755 $ ( 10 )

The accrued interest receivable related to the Company’s marketable securities was $ 2.4 million and $ 1.5 million as of February 28, 2026, and November 30, 2025, respectively, and was included in prepaid expenses and other current assets on the condensed balance sheet.

The accrued interest receivable related to the Company’s marketable securities was $ 1.9 million and $ 1.5 million as of May 31, 2026, and November 30, 2025, respectively, and was included in prepaid expenses and other current assets on the condensed balance sheet.

The Company classifies its money market funds and U.S.

5 unchanged sentences

These inputs include reported trades of and broker/dealer quotes on the same or similar securities, issuer credit spreads, benchmark securities, prepayment/default projections based on historical data and other observable inputs.

There were no transfers of financial instruments between valuation levels during the three months ended February 28, 2026 and 2025.

As of February 28, 2026, and November 30, 2025, the unrealized losses for available-for-sale securities were non-credit related, and the Company does not intend to sell the securities that were in an unrealized loss position, nor will it be required to sell those securities before recovery of their amortized cost basis, which may be maturity.

As of February 28, 2026, and November 30, 2025, no allowance for credit losses for the Company’s marketable securities was recorded.

During the three months ended February 28, 2026 and 2025, the Company did not recognize any impairment losses related to marketable securities.

There were no transfers of financial instruments between valuation levels during the three and six months ended May 31, 2026 and 2025.

As of May 31, 2026, and November 30, 2025, the unrealized losses for available-for-sale securities were non-credit related, and the Company does not intend to sell the securities that were in an unrealized loss position, nor will it be required to sell those securities before recovery of their amortized cost basis, which may be maturity.

As of May 31, 2026, and November 30, 2025, no allowance for credit losses for the Company’s marketable securities was recorded.

During the three and six months ended May 31, 2026 and 2025, the Company did not recognize any impairment losses related to marketable securities.

Commitments and Contingencies

4 unchanged sentences

Legal fees and other costs associated with such actions are expensed as incurred.

As of February 28, 2026, the Company was not a party to any material legal proceedings.

As of May 31, 2026, the Company was not a party to any material legal proceedings.

Indemnifications

12 unchanged sentences

The Company vacated the premises and has no further obligations under these agreements.

Accordingly, the ROU assets and corresponding lease liabilities associated with these facilities were fully amortized and settled as of February 28, 2026.

Accordingly, the right-of-use (ROU) assets and corresponding lease liabilities associated with these facilities were fully amortized and settled during the quarter ended February 28, 2026.

In March 2022, the Company entered into a lease agreement for the lease of approximately 46,434 square feet of office space in The Woodlands, Texas.

5 unchanged sentences

The lease commenced in March 2025 when the underlying assets became available for use and the Company recorded a $ 26.7 million ROU asset and lease liability on the condensed balance sheet.

A security deposit of $ 2.4 million was also recorded in other assets, non-current on the condensed balance sheet.

A security deposit of $ 2.4 million was also recorded in other assets on the condensed balance sheet.

In addition, the lease provides for a tenant improvement allowance of approximately $ 8.0 million, which is expected to be fully utilized.

1 unchanged sentence

The lease for the additional space commenced in June 2025 when the underlying assets became available for use and the Company recorded a $ 5.8 million ROU asset and lease liability on the condensed balance sheet.

A security deposit of $ 0.5 million was also recorded in other assets, non-current on the condensed balance sheet.

A security deposit of $ 0.5 million was also recorded in other assets on the condensed balance sheet.

The Brisbane Lease, as amended, will expire on September 30, 2031, unless terminated earlier.

1 unchanged sentence

The Company is required to pay base rent plus its proportionate share of operating expenses, as defined in the applicable lease agreement on all of its leases.

Variable lease payments related to operating expenses including utilities, maintenance costs and real estate taxes were $ 0.9 million and $ 1.9 million for the three months ended February 28, 2026 and 2025, respectively.

Operating lease expenses, excluding variable lease payments, were $ 2.6 million and $ 2.2 million for the three months ended February 28, 2026 and 2025, respectively.

Variable lease payments related to operating expenses including utilities, maintenance costs and real estate taxes were $ 0.6 million and $ 1.6 million for the three and six months ended May 31, 2026, respectively, and $ 1.3 million and $ 3.2 million for the three and six months ended May 31, 2025, respectively.

Operating lease expenses, excluding variable lease payments, were $ 2.6 million and $ 5.2 million for the three and six months ended May 31, 2026, respectively, and $ 3.7 million and $ 5.9 million for the three and six months ended May 31, 2025, respectively.

Short-term lease expense was not material for the periods presented.

Other information related to leases were as follows (in thousands):

Three Months Ended February 28,

Six Months Ended May 31,

Cash paid for amounts included in the measurement of lease liabilities:

Cash flows from operating leases $ 2,329 $ 4,332

The Company’s Restated Certificate of Incorporation authorizes the Company to issue up to 500,000,000 shares of common stock, $ 0.001 par value per share, as of February 28, 2026, and November 30, 2025.

The Company’s Restated Certificate of Incorporation authorizes the Company to issue up to 500,000,000 shares of common stock, $ 0.001 par value per share, as of May 31, 2026, and November 30, 2025.

Holders of common stock are entitled to dividends when and if declared by the Company’s board of directors, subject to the prior rights of the holders of shares of preferred stock.

The holder of each share of common stock is entitled to one vote.

As of February 28, 2026, no dividends have been declared.

As of May 31, 2026, no dividends have been declared.

In July 2022, the Company issued the 2022 Pre-Funded Warrants to purchase an aggregate of 6,814,920 shares of the Company’s common stock at a price of $ 13.939 per pre-funded warrant.

As of February 28, 2026, a total of 6,097,560 of the 2022 Pre-Funded Warrants remained available for exercise.

As of May 31, 2026, a total of 6,097,560 of the 2022 Pre-Funded Warrants remained available for exercise.

In April 2024, the Company issued the 2024 Pre-Funded Warrants to purchase an aggregate of 1,500,100 shares of the Company’s common stock at a price of $ 14.999 per pre-funded warrant.

As of February 28, 2026, a total of 1,480,349 of the 2024 Pre-Funded Warrants remained available for exercise.

As of May 31, 2026, a total of 1,480,349 of the 2024 Pre-Funded Warrants remained available for exercise.

All pre-funded warrants were immediately exercisable at issuance, have an exercise price of $ 0.001 and may be exercised at any time after the date of issuance.

14 unchanged sentences

The Company’s 2020 Equity Incentive Plan (the 2020 Plan) serves as the successor to the Company’s 2012 Equity Incentive Plan (together with the 2020 Plan, the Stock Plans) and provides for the granting of stock options, stock appreciation rights, restricted stock units (RSUs), performance awards and stock bonus awards to employees, directors, consultants, independent contractors and advisors of the Company.

As of February 28, 2026, the Company had 2,146,445 shares of common stock available for grant under the Stock Plans.

As of May 31, 2026, the Company had 1,844,051 shares of common stock available for grant under the Stock Plans.

Equity Inducement Plan

2 unchanged sentences

The Company has reserved 3,000,000 shares of common stock for issuance pursuant to non-qualified stock options and RSUs under the 2024 Inducement Plan.

As of February 28, 2026, the Company had 2,102,700 shares of common stock available for grant under the 2024 Inducement Plan.

As of May 31, 2026, the Company had 2,128,756 shares of common stock available for grant under the 2024 Inducement Plan.

Option activity under the Stock Plans and the 2024 Inducement Plan is set forth below:

4 unchanged sentences

Options forfeited ( 425,774 ) 19.64

Balances as of February 28, 2026 12,805,474 $ 15.83

Balances as of May 31, 2026 13,084,139 $ 15.84

RSU activity under the Stock Plans and 2024 Inducement Plan is set forth below:

4 unchanged sentences

RSUs forfeited ( 232,340 ) 16.63

Balances as of February 28, 2026 3,373,929 $ 15.13

Balances as of May 31, 2026 3,069,904 $ 15.40

Employee Stock Purchase Plan

Under the Company’s 2020 Employee Stock Purchase Plan (the ESPP), eligible employees are entitled to purchase shares of common stock with accumulated payroll deductions.

During the three months ended February 28, 2026, the Company issued 183,992 shares of common stock pursuant to the ESPP at a weighted-average price of $ 8.67 per share.

During the six months ended May 31, 2026, the Company issued 183,992 shares of common stock pursuant to the ESPP at a weighted-average price of $ 8.67 per share.

Stock-Based Compensation

1 unchanged sentence

Three Months Ended,

May 31, Six Months Ended

2026 2025 2026 2025

Research and development $ 6,859 $ 5,845 $ 12,206 $ 10,989

1 unchanged sentence

Total stock-based compensation $ 11,388 $ 10,385 $ 20,792 $ 19,107

As of February 28, 2026, the total compensation cost related to stock-based awards not yet recognized was $ 89.8 million, which is expected to be amortized on a straight-line basis over the weighted-average remaining vesting period of approximately 2.5 years.

As of May 31, 2026, the total compensation cost related to stock-based awards not yet recognized was $ 81.9 million, which is expected to be amortized on a straight-line basis over the weighted-average remaining vesting period of approximately 2.3 years.

Defined Contribution Plan

2 unchanged sentences

Employees may contribute a percentage of their annual compensation to the plan, subject to statutory limitations.

The Company has made contributions to the 401(k) Plan and recorded contribution expense of $ 0.5 million for each of the three months ended February 28, 2026 and 2025.

The Company did not record any current income tax expense or provision for the three months ended February 28, 2026 and 2025.

The Company has made contributions to the 401(k) Plan and recorded contribution expense of $ 0.4 million and $ 1.0 million during the three and six months ended May 31, 2026, respectively, and $ 0.5 million and $ 1.0 million during the three and six months ended May 31, 2025, respectively.

The Company recorded an income tax benefit of $ 271,000 for the three and six months ended May 31, 2026, and an income tax provision of $ 760,000 for the three and six months ended May 31, 2025.

Deferred income taxes reflect the net tax effects of loss and credit carryforwards and temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes.

Realization of the deferred tax assets is dependent upon future taxable income, the amount, if any, and timing of which are uncertain.

The Company has generated losses since inception and has established a valuation allowance to offset deferred tax assets as of February 28, 2026 and 2025 due to the uncertainty of realizing future tax benefits from its net operating loss (NOL) carryforwards and other deferred tax assets.

The Company has generated losses since inception and has established a valuation allowance to offset deferred tax assets as of May 31, 2026 and 2025 due to the uncertainty of realizing future tax benefits from its net operating loss (NOL) carryforwards and other deferred tax assets.

The Company files income tax returns in the United States and in various states.

2 unchanged sentences

The Company did not agree with the FTB’s assessments and challenged the assessments.

In May 2025, the Company received new information from the FTB and remeasured the unrecognized tax benefit for California revenue sourcing, resulting in discrete tax expense.

The Company entered into settlement procedures with the FTB in September 2025.

In March 2026, the Company and the FTB reached a favorable agreement under which the Company will pay a portion of the proposed assessment.

As a result, the Company recognized a $ 271,000 tax benefit.

All of the Company’s tax years will remain open for examination by the federal and state authorities for three and four years, respectively, from the date of the utilization of any NOLs.

7 unchanged sentences

Three Months Ended

May 31, Six Months Ended

2026 2025 2026 2025

Net loss $ ( 89,535 ) $ ( 43,464 ) $ ( 176,709 ) $ ( 99,815 )

2 unchanged sentences

Net loss per share, basic and diluted $ ( 0.81 ) $ ( 0.52 ) $ ( 1.60 ) $ ( 1.19 )

The shares underlying the pre-funded warrants to purchase shares of the Company’s common stock have been included in the calculation of the weighted-average number of shares outstanding, basic and diluted, for the three months ended February 28, 2026 and 2025.

The following potentially dilutive securities were excluded from the computation of the diluted net loss per share of common stock for the periods presented because their effect would have been anti-dilutive:

5 unchanged sentences

The Company’s Chief Financial Officer is a trustee for the multiple employer welfare association that facilitates the acquisition and administration of the Company’s healthcare plans.

Expenses related to the healthcare plan premiums were $ 1.5 million and $ 1.3 million for the three months ended February 28, 2026 and 2025, respectively.

As of February 28, 2026, and November 30, 2025, the amount recorded in accounts payable and accrued expenses and other current liabilities in connection with this healthcare plan provider was not material.

Expenses related to the healthcare plan premiums were $ 1.5 million and $ 3.1 million for the three and six months ended May 31, 2026, respectively, and $ 1.5 million and $ 2.8 million for the three and six months ended May 31, 2025, respectively.

As of May 31, 2026, and November 30, 2025, the amount recorded in accounts payable and accrued expenses and other current liabilities in connection with this healthcare plan provider was not material.

Segment Information

8 unchanged sentences

Three Months Ended

May 31, Six Months Ended

2026 2025 2026 2025

External clinical development expenses:

4 unchanged sentences

Total research and development expenses $ 87,653 $ 78,096 $ 171,789 $ 147,759

Subsequent Event

On June 6, 2026, the Company entered into a global collaboration agreement with F.

Hoffmann-La Roche Ltd.

and Genentech, Inc.

(together, Roche), to develop, manufacture, commercialize and otherwise exploit bexobrutideg (NX-5948) (the Roche Collaboration Agreement).

Under the terms of the Roche Collaboration Agreement, the Company will receive an upfront cash payment of $ 700 million and is eligible to receive development, regulatory and sales milestone payments for potential total payments of up to $ 2.3 billion, including the upfront payment.

Global development costs will be shared 40 % by the Company and 60 % by Roche, subject to specified exceptions.

The parties will equally split the profits and losses from U.S.

commercialization.

The Company and Roche will co-commercialize bexobrutideg in the United States across all indications.

Outside of the United States, Roche will be responsible for commercialization, and the Company is eligible to receive tiered royalties at rates ranging from the low teens to the high teens on ex-U.S.

The Roche Collaboration Agreement will become effective upon the expiration or termination of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, and the expiration, termination or resolution of all other required waiting periods, clearance decisions or outstanding inquiries under antitrust laws.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements