What changed in this filing

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Item 1. Financial Statements

2026-08-04 compared with 2026-05-05 · 237 added, 145 removed, 412 unchanged (48% of the section changed)

3 unchanged sentences

(In thousands)

March 31, 2026 December 31, 2025 ⁽¹⁾

June 30, 2026 December 31, 2025 ⁽¹⁾

Current assets:

17 unchanged sentences

Revenue reserves and refund liability 27,974 27,716

Loans payable, net, current portion 29,865 29,812

Loans payable, net, current 39,236 29,812

Other accrued liabilities 7,948 11,466

Lease liabilities, current portion 636 614

Lease liabilities, current 656 614

Total current liabilities 95,586 99,237

Long-term portion of lease liabilities 228 395

Long-term portion of loans payable, net 14,991 22,482

Lease liabilities, non-current 58 395

Loans payable, net, non-current — 22,482

Total liabilities 95,644 122,114

Commitments and contingencies (Note 11)

Stockholders’ equity:

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______________________________________________________________________

(1) The balance sheet as of December 31, 2025 has been derived from the audited financial statements included in Rigel’s Annual Report on Form 10-K for the year ended December 31, 2025 filed with the Securities and Exchange Commission (SEC) on March 3, 2026.

(1) The balance sheet at December 31, 2025 has been derived from the audited financial statements included in Rigel’s Annual Report on Form 10-K for the year ended December 31, 2025 filed with the Securities and Exchange Commission (SEC) on March 3, 2026.

See Accompanying Notes to Condensed Financial Statements

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(In thousands, except per share amounts)

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2026 2025 2026 2025

Product sales, net $ 67,015 $ 58,948 $ 121,938 $ 102,498

Contract revenues from collaborations 3,895 9,783

Contract revenues from collaborations and other 11,688 42,737 15,583 52,520

Total revenues 78,703 101,685 137,521 155,018

6 unchanged sentences

Interest income 789 753 1,994 1,344

Interest expense ( 1,433 ) ( 1,853 )

Interest expense and other ( 779 ) ( 1,874 ) ( 2,212 ) ( 3,727 )

Income before income taxes 23,585 59,982 35,242 71,493

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(In thousands)

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2026 2025 2026 2025

Net income $ 17,290 $ 59,613 $ 25,944 $ 71,059

Other comprehensive loss:

Net unrealized loss on short-term investments ( 309 ) ( 12 )

Other comprehensive (loss) income:

Net unrealized (loss) gain on short-term investments ( 20 ) 8 ( 329 ) ( 4 )

Comprehensive income $ 17,270 $ 59,621 $ 25,615 $ 71,055

10 unchanged sentences

Shares Amount

Balance as of January 1, 2026 18,310,934 $ 18 $ 1,414,322 $ 181 $ ( 1,023,041 ) $ 391,480

Balance at January 1, 2026 18,310,934 $ 18 $ 1,414,322 $ 181 $ ( 1,023,041 ) $ 391,480

Net income — — — — 8,654 8,654

4 unchanged sentences

Stock-based compensation expense — — 3,491 — — 3,491

Balance as of March 31, 2026 18,481,584 $ 18 $ 1,414,394 $ ( 128 ) $ ( 1,014,387 ) $ 399,897

Balance at March 31, 2026 18,481,584 18 1,414,394 ( 128 ) ( 1,014,387 ) 399,897

Net income 17,290 17,290

Net change in unrealized loss on short-term investments — — — ( 20 ) — ( 20 )

Issuance of common stock upon exercise of options, net of shares withheld, and participation in Purchase Plan 135,632 — 1,864 — — 1,864

Issuance of common stock upon vesting of RSUs 53,829 — — —

Repurchases of common stock in connection with employee tax withholding on RSU vesting ( 17,104 ) — ( 511 ) — — ( 511 )

Stock-based compensation expense — — 6,902 — — 6,902

Balance at June 30, 2026 18,653,941 $ 18 $ 1,422,649 $ ( 148 ) $ ( 997,097 ) $ 425,422

Common Stock Additional

5 unchanged sentences

Shares Amount

Balance as of January 1, 2025 17,710,216 $ 18 $ 1,393,325 $ 10 $ ( 1,390,065 ) $ 3,288

Balance at January 1, 2025 17,710,216 $ 18 $ 1,393,325 $ 10 $ ( 1,390,065 ) $ 3,288

Net income — — — — 11,446 11,446

3 unchanged sentences

Stock-based compensation expense — — 3,361 — — 3,361

Balance as of March 31, 2025 17,866,891 $ 18 $ 1,397,170 $ ( 2 ) $ ( 1,378,619 ) $ 18,567

Balance at March 31, 2025 17,866,891 18 1,397,170 ( 2 ) ( 1,378,619 ) 18,567

Net income — — — — 59,613 59,613

Net change in unrealized gain on short-term investments — — — 8 — 8

Issuance of common stock upon exercise of options, net of shares withheld, and participation in Purchase Plan 52,295 — 418 — — 418

Issuance of common stock upon vesting of RSUs 17,908 — — — — —

Stock-based compensation expense — — 3,328 — — 3,328

Balance at June 30, 2025 17,937,094 $ 18 $ 1,400,916 $ 6 $ ( 1,319,006 ) $ 81,934

See Accompanying Notes to Condensed Financial Statements

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(In thousands)

Three Months Ended March 31,

Six Months Ended June 30,

Operating activities

Net income $ 25,944 $ 71,059

Adjustments to reconcile net income to net cash provided by (used in) operating activities:

Adjustments to reconcile net income to net cash provided by operating activities:

Stock-based compensation expense 10,300 6,600

1 unchanged sentence

Deferred income tax 7,784 —

Net amortization of discount on short-term investments and term loans ( 170 ) ( 190 )

Release of cost share liability — ( 39,981 )

Net amortization of discount on short-term investments and debt issuance costs ( 205 ) ( 440 )

Loss on extinguishment of debt 209 —

Changes in assets and liabilities:

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Lease liabilities ( 295 ) 946

Net cash provided by (used in) operating activities 2,725 ( 893 )

Net cash provided by operating activities 33,378 29,644

Investing activities

Maturities of short-term investments 27,795 26,850

Sale of short-term investments 80,933 —

Purchases of short-term investments ( 28,903 ) ( 60,678 )

Net cash used in investing activities ( 7,975 ) ( 10,552 )

Payments for acquisition of intangible assets ( 70,347 ) —

Net cash provided by (used in) investing activities 9,478 ( 33,828 )

Financing activities

Principal payments of term loans ( 7,500 ) —

Proceeds from revolving credit facility 40,000 —

Cash paid for debt issuance costs ( 304 ) —

Repayment of term loan and related fees ( 55,250 ) —

Net proceeds from issuance of common stock under equity plans 2,185 902

Repurchases of common stock in connection with employee tax withholding on RSU vesting ( 4,251 ) —

Closing purchase price payment related to asset acquisition ( 5,000 ) —

Net cash (used in) provided by financing activities ( 22,620 ) 902

Net decrease in cash, cash equivalents and restricted cash ( 16,169 ) ( 10,961 )

Net increase (decrease) in cash, cash equivalents and restricted cash 20,236 ( 3,282 )

Cash, cash equivalents, and restricted cash at beginning of period 40,637 56,746

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The product is also commercially available in Europe and the United Kingdom (UK) (as TAVLESSE), and in Japan, the Republic of Korea (Korea), Canada and Israel (as TAVALISSE) for the treatment of chronic ITP in adult patients.

REZLIDHIA ® (olutasidenib) is our second FDA-approved product and indicated for the treatment of adult patients with relapsed or refractory (R/R) acute myeloid leukemia (AML) with a susceptible isocitrate dehydrogenase-1 ( IDH1 ) mutation as detected by an FDA-approved test.

REZLIDHIA ® (olutasidenib) is our second FDA-approved product and is indicated for the treatment of adult patients with relapsed or refractory (R/R) acute myeloid leukemia (AML) with a susceptible isocitrate dehydrogenase-1 ( IDH1 ) mutation as detected by an FDA-approved test.

W e in-licensed REZLIDHIA from Forma Therapeutics, Inc., now Novo Nordisk (Forma), with exclusive, worldwide rights for its development, manufacturing and commercialization, pursuant to a license and transition services agreement entered in July 2022.

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GAVRETO is approved by the FDA for the treatment of adult patients with metastatic RET fusion-positive non-small cell lung cancer (NSCLC) as detected by an FDA-approved test.

GAVRETO is also approved under accelerated approval based on overall response rate and duration response rate, for the treatment of adult and pediatric patients 12 years of age and older with advanced or metastatic RET fusion-positive thyroid cancer who require systemic therapy and who are radioactive iodine-refractory (if radioactive iodine is appropriate).

GAVRETO is also approved under accelerated approval based on overall response rate and duration response, for the treatment of adult and pediatric patients 12 years of age and older with advanced or metastatic RET fusion-positive thyroid cancer who require systemic therapy and who are radioactive iodine-refractory (if radioactive iodine is appropriate).

We acquired the rights to research, develop, manufacture and commercialize GAVRETO in the US from Blueprint Medicines Corporation, now a Sanofi SA company (Blueprint), pursuant to an asset purchase agreement entered in February 2024.

Our development pipeline includes R289, our dual interleukin receptor-associated kinases 1 and 4 (IRAK1/4) inhibitor program, which is being advanced in an open-label, Phase 1b study to determine the safety, tolerability and preliminary efficacy of the drug in patients with lower-risk myelodysplastic syndrome (MDS) who are relapsed, refractory or resistant to prior therapies.

VEPPANU™ (vepdegestrant) is our fourth FDA-approved product which we expect to become commercially available in mid-August 2026.

VEPPANU is an oral PROteolysis TArgeting Chimera (PROTAC) approved by the FDA for the treatment of estrogen receptor-positive, human epidermal growth factor receptor 2-negative (ER+/HER2-), estrogen receptor 1 ( ESR1 )-mutated advanced or metastatic breast cancer, as detected by an FDA-authorized test, with disease progression following at least one line of endocrine therapy.

We in-licensed VEPPANU pursuant to a license agreement entered in May 2026 with Arvinas, Inc., Arvinas Operations, Inc., Arvinas Estrogen Receptor, Inc.

(Arvinas) and Pfizer Inc.

Our development pipeline includes R289, our dual interleukin receptor-associated kinases 1 and 4 (IRAK1/4) inhibitor, which is being advanced in an open-label, Phase 1b study to determine the safety, tolerability and preliminary efficacy of the drug in patients with lower-risk myelodysplastic syndrome (MDS) who are relapsed, refractory or resistant to prior therapies.

To expand our evaluation of olutasidenib in other disease areas with IDH1 mutations, we have strategic development collaborations with the University of Texas MD Anderson Cancer Center (MDACC) and with Collaborative Network for Neuro-Oncology Clinical Trials (CONNECT).

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Interim-period results are not necessarily indicative of results of operations or cash flows for a full-year or any subsequent interim period.

The balance sheet as of December 31, 2025 has been derived from audited financial statements at that date but does not include all disclosures required by US GAAP for complete financial statements.

The balance sheet at December 31, 2025 has been derived from audited financial statements at that date but does not include all disclosures required by US GAAP for complete financial statements.

Because certain disclosures required by US GAAP for complete financial statements are not included herein, these interim unaudited condensed financial statements and the notes accompanying them should be read in conjunction with our audited financial statements and the notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2025.

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Our significant accounting policies are described in “Note 1 – Description of Business and Summary of Significant Accounting Policies” to our “Notes to Financial Statements” contained in Part II, Item 8, “Financial Statements and Supplementary Data” of our Annual Report on Form 10-K for the year ended December 31, 2025 .

As of March 31, 2026, we had approximately $ 146.7 million in cash, cash equivalents and short-term investments.

At June 30, 2026, we had approximately $ 95.3 million in cash, cash equivalents and short-term investments.

We finance our operations primarily through sales of our products, and contract payments under our collaboration agreements, as well as through equity securities and debt financing.

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In December 2025, the FASB issued ASU 2025-10 , Accounting for Government Grants Received by Business Entities, which establishes the accounting and presentation for government grants received by a business entity.

This guidance is effective for our annual reporting period for the fiscal year ending December 31, 2029, and related interim periods, though early adoption is available.

guidance is effective for our annual reporting period for the fiscal year ending December 31, 2029, and related interim periods, though early adoption is available.

Organizations may adopt this guidance using modified prospective, modified retrospective, or retrospective approaches.

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The following table sets forth the computation of basic and diluted earnings per share (in thousands except per share amounts):

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2026 2025 2026 2025

EPS Numerator:

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The potential shares of common stock that were excluded from the computation of diluted net income per share for the periods presented because including them would have been antidilutive are as follows (in thousands):

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2026 2025 2026 2025

Stock options 1,061 2,955 996 2,937

Shares under Purchase Plan — 25

RSUs 616 314 507 263

Total 1,677 3,269 1,503 3,200

Revenues disaggregated by category were as follows (in thousands):

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2026 2025 2026 2025

Product sales:

2 unchanged sentences

Total product sales, net 67,015 58,948 121,938 102,498

Contract revenues from collaborations:

Contract revenues from collaborations and other:

Release of cost share liability — 39,981 — 39,981

Milestone revenue 4,000 — 4,000 3,000

Delivery of drug supplies, royalties and others 7,688 2,756 11,583 9,539

Total contract revenues from collaborations 3,895 9,783

Total contract revenues from collaborations and other 11,688 42,737 15,583 52,520

Total revenues $ 78,703 $ 101,685 $ 137,521 $ 155,018

Revenue from product sales relates to sales of our commercial products to customers.

For additional information regarding revenue from collaborations, see “Note 4 – Sponsored Research and License Agreements.”

For additional information regarding contract revenues from collaborations and other, see “Note 4 – Sponsored Research and License Agreements.”

Net product sales represent gross product sales less chargebacks, discounts and fees, government and other rebates, and returns.

Of the total discounts and allowances from gross product sales presented in the table above for the three months ended March 31, 2026 and 2025, $ 18.9 million and $ 16.1 million, respectively, were accounted for as additions to revenue reserves and refund liability, and $ 1.5 million and $ 0.5 million, respectively, were accounted for as reductions to accounts receivable (prompt pay discount) and prepaid and other current assets (for certain prepaid fees) in the condensed balance sheet.

Of the total discounts and allowances from gross product sales presented in the table above for the six months ended June 30, 2026 and 2025, $ 39.5 million and $ 36.5 million, respectively, were accounted for as additions to revenue reserves and refund liability, and $ 2.4 million and $ 0.9 million, respectively, were accounted for as reductions to accounts receivable (prompt pay discount) and prepaid and other current assets (for certain prepaid fees) in the condensed balance sheet.

The following tables summarize activity in chargebacks, discounts and fees, government and other rebates, and returns included in revenue reserves and refund liabilities for each of the periods presented (in thousands):

2 unchanged sentences

Rebates Returns Total

Balance as of January 1, 2026 $ 12,519 $ 10,389 $ 4,808 $ 27,716

Balance at January 1, 2026 $ 12,519 $ 10,389 $ 4,808 $ 27,716

Provision related to current period sales 31,213 9,685 1,187 42,085

1 unchanged sentence

Credit or payments made during the period ( 30,476 ) ( 7,925 ) ( 838 ) ( 39,239 )

Balance as of March 31, 2026 $ 12,076 $ 10,926 $ 5,078 $ 28,080

Balance at June 30, 2026 $ 11,805 $ 11,012 $ 5,157 $ 27,974

Discounts and

1 unchanged sentence

Rebates Returns Total

Balance as of January 1, 2025 $ 13,374 $ 8,343 $ 4,723 $ 26,440

Balance at January 1, 2025 $ 13,374 $ 8,343 $ 4,723 $ 26,440

Provision related to current period sales 28,209 8,082 923 37,214

1 unchanged sentence

Credit or payments made during the period ( 28,624 ) ( 4,642 ) ( 157 ) ( 33,423 )

Balance as of March 31, 2025 $ 13,257 $ 10,180 $ 4,498 $ 27,935

Balance at June 30, 2025 $ 12,959 $ 11,614 $ 4,929 $ 29,502

Adjustment related to prior period sales reflect updates to estimates of variable consideration, including chargebacks, rebates, and returns, resulting from actual claims and other information obtained in the current reporting period.

The following table summarizes the percentages of revenues from each of our customers who individually accounted for 10% or more of the total net product sales and revenues from collaborations:

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2026 2025 2026 2025

McKesson Corporation 46 % 31 % 47 % 35 %

Cencora, Inc.

Optime Care, Inc.

21 % 12 % 22 % 15 %

Cardinal Health, Inc.

Lilly — 39 % — 26 %

______________________________________________________________________

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We conduct research and development programs independently and in connection with our corporate collaborators.

We were a party to a collaboration agreement with Eli Lilly and Company (Lilly), which included the development and commercialization of ocadusertib (previously R552), a receptor-interacting protein kinase 1 ( RIPK1) inhibitor;

however, in April 2026, we received a written notice from Lilly to terminate the agreement, as discussed in more detail below.

We are currently a party to collaboration agreements with Grifols S.A.

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Reddy’s territory which includes Latin America, South Africa, India, Australia, New Zealand, and certain countries in the CIS, Southeast Asia region and North Africa.

Further, we are also a party to collaboration agreements, but do not have ongoing performance obligations with BerGenBio ASA, now Oncoinvent ASA (BerGenBio) for the development and commercialization of AXL receptor tyrosine kinase i nhibitor, R428 (now referred to as bemcentinib (BGB324)), and with Daiichi Sankyo (Daiichi) to pursue research related to murine double minute 2 ( MDM2) inhibitor, DS-3032 (now referred as milademetan).

We are also a party to collaboration agreements, but do not have ongoing performance obligations with BerGenBio ASA, now Oncoinvent ASA (BerGenBio) for the development and commercialization of AXL receptor tyrosine kinase i nhibitor, R428 (now referred to as bemcentinib (BGB324)), and with Daiichi Sankyo (Daiichi) to pursue research related to murine double minute 2 ( MDM2) inhibitor, DS-3032 (now referred as milademetan).

Under the above collaboration agreements, we have received, and may in the future receive, milestone payments contingent upon the achievement of specified events, as well as royalties on net sales of products commercialized by our partners.

The total potential future contingent payments under these agreements were approximately $ 652.1 million.

This amount accounts for terminated programs and Lilly’s April 2026 notice to terminate the Lilly Agreement, as discussed in detail below, and assumes the achievement of all applicable milestones under the existing agreements.

This amount excludes terminated programs, including the termination of the Lilly agreement as discussed in detail below, and assumes the achievement of all applicable milestones under the existing agreements.

Of this amount, $ 190.1 million relates to development and regulatory milestones and $ 462.0 million to commercial milestones.

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Global Exclusive License Agreement with Lilly

In February 2021, we entered a global exclusive license agreement and strategic collaboration with Lilly, which became effective in March 2021 upon clearance under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, and was amended in September 2023, March 2024, and in August 2025 (collectively, Lilly Agreement).

Pursuant to the terms of the Lilly Agreement, we granted Lilly the exclusive rights to develop and commercialize ocadusertib (previously R552) and related receptor interacting serine/threonine protein kinase 1 (RIPK1) inhibitors in all indications worldwide.

collaboration was to develop and commercialize ocadusertib for the treatment of non-central nervous system (non-CNS) diseases, and additional RIPK1 inhibitors for the treatment of central nervous system (CNS) diseases.

Under the Lilly Agreement, we received a non-refundable and non-creditable upfront cash payment amounting to $ 125.0 million in April 2021.

In addition, for non-CNS diseases, we were eligible to receive up to $ 330.0 million in development and regulatory milestones and up to $ 100.0 million in sales milestones on a product-by-product basis, as well as tiered royalties on net sales ranging from the mid-single digits to high-teens, subject to certain standard reductions and offsets.

For CNS diseases, we were eligible to receive up to $ 256.0 million in development, regulatory and commercial milestones and up to $ 150.0 million in sales milestone payments, as well as tiered royalties on net sales up to low-double digits.

On April 16, 2026, we received a written notice from Lilly of its decision to terminate the Lilly Agreement, which will become effective June 15, 2026.

Following termination of the Lilly Agreement, including the prior termination of the CNS disease program effective in November 2025, we do not expect to receive future milestones or royalties under the Lilly Agreement.

In February 2021, we entered into a global exclusive license agreement and strategic collaboration with Lilly, which became effective in March 2021 upon clearance under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (HSR Act), and was amended in September 2023, March 2024, and in August 2025 (collectively, the Lilly Agreement).

Pursuant to the terms of the Lilly Agreement, we granted Lilly exclusive rights to develop and commercialize ocadusertib (previously R552) and related receptor interacting serine/threonine protein kinase 1 (RIPK1) inhibitors in all indications worldwide.

The collaboration was intended to develop and commercialize ocadusertib for the treatment of non-central

nervous system (non-CNS) diseases, and additional RIPK1 inhibitors for the treatment of central nervous system (CNS) diseases.

Under the Lilly Agreement, we received a non-refundable and non-creditable upfront cash payment of $ 125.0 million in April 2021.

In addition, for non-CNS diseases, we were eligible to receive up to $ 330.0 million in development and regulatory milestones and up to $ 100.0 million in sales milestones on a product-by-product basis, as well as tiered royalties on net sales ranging from the mid-single digits to the high-teens, subject to certain standard reductions and offsets.

Under the Lilly Agreement, we were responsible for 20 % of the development costs for ocadusertib in the US, Europe, and Japan, up to a specified cap, and Lilly was responsible for funding the remainder of all development activities for ocadusertib and other non-CNS disease development candidates.

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Although we retained a right to opt back into co-funding to receive increased royalties, we notified Lilly in April 2025 that we would not exercise this option.

As a result, we have no further development cost-sharing obligations.

As a result, we had no further development cost-sharing obligations.

In connection with this decision, we released the $ 40.0 million remaining cost share liability and recognized the amount as contract revenues from collaboration in the second quarter of 2025.

As of March 31, 2026 and December 31, 2025, there was no deferred revenue related to the Lilly Agreement.

On April 16, 2026, we received a written notice from Lilly of its decision to terminate the Lilly Agreement, which became effective June 15, 2026.

Following termination, the rights previously licensed to Lilly under the Lilly Agreement reverted to us in accordance with the terms of the Lilly Agreement, and we do not expect to receive any future milestone payments or royalties thereunder.

Grifols License Agreement

We have an exclusive commercialization license agreement with Grifols entered in January 2019 with exclusive rights to commercialize fostamatinib for human diseases, and non-exclusive rights to develop fostamatinib in Grifols territory.

There was no deferred revenue related to the Grifols license agreement as of March 31, 2026 and December 31, 2025.

Pursuant to our commercial supply agreement with Grifols, no revenue was recognized from delivery of drug supplies to Grifols for the three months ended March 31, 2026.

Revenue recognized for such deliveries was $ 3.3 million for the three months ended March 31, 2025.

We also recognize royalty revenue from Grifols included within contract revenues from this collaboration.

Royalty revenue for the three months ended March 31, 2026 and 2025 from Grifols was $ 1.8 million and $ 1.4 million, respectively.

There was no deferred revenue related to the Grifols license agreement at June 30, 2026 and December 31, 2025.

Revenue recognized from the delivery of drug supplies pursuant to our commercial supply agreement with Grifols was $ 3.0 million and $ 3.0 million for three and six months ended June 30, 2026, respectively, and $ 0.4 million and $ 3.7 million, for the three and six months ended June 30, 2025, respectively.

We also recognize royalty revenue from Grifols, which is included within contract revenues from collaboration.

Royalty revenue for the three and six months ended June 30, 2026 was $ 2.0 million and $ 3.7 million , respectively, and for the three and six months ended June 30, 2025 was $ 1.6 million, and $ 3.1 million , respectively .

Kissei License Agreements

We have a collaboration and license agreement with Kissei entered in September 2024 to grant exclusive rights to Kissei to develop and commercialize olutasidenib in all human diseases in related Kissei territory.

There was no deferred revenue related to this related collaboration and license agreement as of March 31, 2026 and December 31, 2025.

There was no deferred revenue related to this collaboration and license agreement at June 30, 2026 and December 31, 2025.

During the three and six months ended June 30, 2026, we recognized $ 4.2 million of contract revenue from collaborations with Kissei, consisting of a milestone payment related to the MAA submission for olutasidenib in Japan and sublicense revenue associated with Kissei's sublicensing of olutasidenib to a third party in Taiwan.

The milestone and sublicense revenue were recognized when the related amounts became due and the related variable consideration was no longer constrained.

Under the license and services agreement with Forma as discussed in “Note 5 – In-Licensing and Acquisition”, Forma is entitled to a specified portion of sublicensing revenue generated from olutasidenib.

Accordingly, as a result of the milestone and sublicense payments received from Kissei, we recognized a $ 1.0 million sublicensing fee payable to Forma during the three and six months ended June 30, 2026, which we recorded within cost of product sales.

We also have an exclusive license and supply agreement with Kissei entered in October 2018, amended in November 2022, October 2023, August 2024, September 2024 and October 2024, to develop and commercialize fostamatinib in all current and potential indications in related Kissei territory.

As of March 31, 2026 and December 31, 2025, the remaining deferred revenue was related to the material right associated with discounted fostamatinib supply which amounted to $ 1.4 million.

During the three months ended March 31, 2025, we recognized $ 3.0 million of contract revenue from collaborations related to a non-refundable and non-creditable milestone payment from Kissei in connection with the approval of fostamatinib in Korea.

Pursuant to our supply agreement with Kissei, for the three months ended March 31, 2026 and 2025, we recognized $ 1.8 million and $ 1.6 million, respectively, of revenue related to delivery of drug supplies to Kissei.

At June 30, 2026 and December 31, 2025, the remaining deferred revenue was related to the material right associated with discounted fostamatinib supply which amounted to $ 1.4 million.

During the three and six months ended June 30, 2025, we recognized $ 3.0 million of contract

revenue from collaborations related to a non-refundable and non-creditable milestone payment from Kissei in connection with the approval of fostamatinib in Korea in January 2025.

Revenue recognized from delivery of drug supplies pursuant to our supply agreement with Kissei was $ 1.6 million and $ 3.4 million for three and six months ended June 30, 2026, respectively, and $ 0.4 million and $ 2.0 million for the three and six months ended June 30, 2025, respectively.

Medison Commercial and License Agreements

We have exclusive commercial and license agreements with Medison entered in October 2019 for the commercialization of fostamatinib for chronic ITP in Medison territory.

There was no deferred revenue related to Medison commercial and license agreement as of March 31, 2026 and December 31, 2025.

Revenue recognized from Medison related to delivery of drug supplies and royalties for the three months ended March 31, 2026 and 2025 was $ 0.3 million and $ 0.4 million, respectively.

There was no deferred revenue related to Medison commercial and license agreement at June 30, 2026 and December 31, 2025.

Revenue recognized from Medison, related to delivery of drug supplies and royalties was $ 0.3 million and $ 0.5 million, for the three and six months ended June 30, 2026, respectively, and $ 0.2 million and $ 0.6 million for the three and six months ended June 30, 2025, respectively.

Strategic Development Collaborations with MDACC and CONNECT

We have a strategic collaboration agreement with MDACC entered in December 2023 to evaluate olutasidenib in AML and other hematologic cancers.

Under the agreement, we are obligated to provide study materials and up to $ 15.0 million in time-based milestone payments over the five-year collaboration term, unless terminated earlier.

Through March 31, 2026 , we have provided $ 5.3 million in funding to MDACC.

Under the agreement, as amended, we are obligated to provide study materials and up to $ 15.0 million in time-based milestone payments over the five-year collaboration term, unless terminated earlier, including $ 1.0 million designated for clinical study enrollment support payable directly to a third-party vendor.

Through June 30, 2026, we have provided $ 5.3 million in funding related to this collaboration agreement.

In January 2024, we announced our collaboration with CONNECT to conduct a Phase 2 clinical trial to evaluate olutasidenib in glioma.

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In-licensing and Acquisition

License Agreement with Arvinas and Pfizer

On May 11, 2026, we entered into a license agreement with Arvinas and Pfizer (together, the Licensors), which became effective on June 11, 2026 upon the early termination of the waiting period under the HSR Act.

Pursuant to the license agreement, the Licensors granted us an exclusive, royalty-bearing license to develop, manufacture and commercialize VEPPANU (vepdegestrant) and vepdegestrant-containing products (the licensed products) worldwide.

Under the license agreement, we agreed to pay the Licensors a license fee of up to $ 85.0 million, including $ 70.0 million upfront payment which we paid in June 2026, and up to an additional $ 15.0 million payable upon the successful completion of certain transition activities.

In addition, the Licensors are eligible to receive up to $ 60.0 million in regulatory milestones upon achievement of specified regulatory approvals, and up to $ 260.0 million in commercial milestones upon achievement of specified net sales thresholds.

We are also obligated to pay tiered royalties on annual net sales of licensed products ranging in percentages from the mid-teens to mid-twenties, subject to certain reductions and customary adjustments, and to share a portion of sublicense revenue with the Licensors at tiered rates that decrease based on the timing of execution of the applicable sublicense.

Under the license agreement, we will have the sole rights and will be primarily responsible for the development and commercialization of the licensed products worldwide, subject to certain transition activities to be performed by the Licensors.

The license agreement includes customary diligence obligations for us to use commercially reasonable efforts to develop and commercialize the licensed products, including to seek regulatory approvals in specified major markets.

The license agreement will remain in effect on a product-by-product and country-by-country basis until the expiration of the applicable royalty term for each licensed product in each country, after which the license becomes fully paid-up and perpetual.

The license agreement may be terminated by either party under customary circumstances, including for material

breach or certain insolvency events.

In addition, the Licensors may terminate the license agreement if we cease all material development and commercialization activities for the licensed products for an extended period of time, subject to specified exceptions, or if we breach certain compliance-related obligations relating to anti-corruption and global trade controls.

Upon termination of the license agreement prior to its expiration, the licenses granted to us will terminate and, at the Licensors’ request, the parties will negotiate in good faith an exclusive license from us to the Licensors under certain patent rights and know-how controlled by us covering the terminated licensed products.

The license agreement contains customary provisions relating to, among other things, intellectual property, indemnification, confidentiality, and representations and warranties.

Pursuant to the license agreement, the Licensors will continue to be responsible for specified ongoing development, regulatory, manufacturing and transition activities.

We are obligated to reimburse development costs incurred by the Licensors in connection with the ongoing studies, subject to an aggregate funding cap of $ 40.0 million and specified cumulative annual and quarterly funding caps through 2029.

The related costs are recognized as research and development expense as the related services are performed.

During the three and six months ended June 30, 2026, we recognized $ 1.5 million of research and development expense related to these activities.

In connection with the license agreement, we also agreed to purchase certain VEPPANU drug product inventory and related materials from Pfizer.

As contemplated by the License Agreement, in July 2026, we entered into a manufacturing and supply agreement with Pfizer, which includes certain minimum purchase obligations.

See related discussions in “Note 11 – Commitments and Contingencies - Purchase Commitments”.

We have concluded that the license agreement represents an asset acquisition of an intangible asset.

Because the licensed products have received approval from the FDA prior to the execution of the license agreement, the acquired asset represents developed technology that is considered to have commercial viability.

Remaining license fees payable upon the successful completion of certain transition activities as well as regulatory and commercial milestone payments will be capitalized as additional intangible assets in the period in which the corresponding milestone events are achieved and the payments become payable.

Following the effective date of the license agreement, we capitalized approximately $ 70.6 million as intangible assets consisting of the upfront payment and directly attributable transaction costs.

The intangible assets are being amortized on a straight-line basis over their estimated useful life of 15 years, which reflects the expected period over which the licensed products will generate economic benefits.

Amortization expense is recognized within cost of product sales.

The contingent considerations relating to future milestones will be accounted for when the contingency is resolved and the consideration becomes payable.

Royalties will be recognized as cost of product sales in the period in which the related product sales occur.

Asset Purchase Agreement with Blueprint

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The total purchase price consideration amounted to $ 15.4 million, consisting of $ 15.0 million closing purchase price and $ 0.4 million of transaction costs.

Of the total closing purchase price, $ 10.0 million was paid in July 2024, and the remaining $ 5.0 million was outstanding as of March 31, 2026 and December 31, 2025 and presented as acquisition-related liabilities in the condensed balance sheets.

Of the total closing purchase price, $ 10.0 million was paid in July 2024, and the remaining $ 5.0 million was paid in June 2026.

Because the closing purchase price consideration was contractually deferred and payable on separate dates after the acquisition date, we accounted for the arrangement, in substance, as seller-financed under ASC 230.

The initial recognition of the deferred obligation was reported as a noncash investing and financing transaction at the acquisition date, and the subsequent cash payments of the closing purchase price were classified as financing activities in the condensed statements of cash flows.

We accounted for this transaction as an asset acquisition in accordance with ASC 805 Business Combinations (ASC 805) and recorded the to tal purchase consideration as intangible assets at the acquisition date.

The intangible assets are amortized on a straight-line basis over an estimated useful life of 12 years, with amortization recognized in cost of product sales.

The intangible assets

are amortized on a straight-line basis over an estimated useful life of 12 years, with amortization recognized in cost of product sales.

Royalties are also recognized in cost of product sales, as the related product sales occur.

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Under the terms of the license and transition services agreement, we paid an upfront fee of $ 2.0 million, and may be required to pay up to an additional $ 67.5 million upon achievement of specified development and regulatory milestones, and up to $ 165.5 million upon achievement of certain commercial milestones.

Forma is also entitled to receive tiered royalties on net sales of licensed products at percentages ranging from the low-teens to mid-thirties, as well as certain portion of sublicensing revenue, subject to certain standard reductions and offsets.

Forma is also entitled to receive tiered royalties on net sales of licensed products at percentages ranging from the low-teens to mid-thirties, as well as a certain portion of sublicensing revenue, subject to certain standard reductions and offsets.

The transaction was accounted for as an acquisition of asset under ASC 730, Research and Development .

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Stock-based compensation for the periods presented was as follows (in thousands):

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2026 2025 2026 2025

Selling, general and administrative $ 4,936 $ 2,759 $ 7,951 $ 5,211

1 unchanged sentence

Total stock-based compensation expense $ 6,844 $ 3,276 $ 10,300 $ 6,600

Pursuant to our 2018 Equity Incentive Plan (2018 Plan) and our Inducement Plan, as amended (Inducement Plan, and together with 2018 Plan, the Equity Incentive Plans), during the three months ended March 31, 2026, we granted stock options to purchase 36,775 shares of common stock, with weighted-average grant-date fair value of $ 30.14 per share, and 618,358 RSUs, with a grant-date weighted-average fair value of $ 35.77 per share.

Pursuant to our 2018 Equity Incentive Plan (2018 Plan) and our Inducement Plan, as amended (Inducement Plan, and together with 2018 Plan, the Equity Incentive Plans), during the six months ended June 30, 2026, we granted stock options to purchase 36,775 shares of common stock, with weighted-average grant-date fair value of $ 30.14 per share, and 667,533 RSUs, with a grant-date weighted-average fair value of $ 33.18 per share.

In recent years, we have increased our use of RSUs, and beginning in 2026, RSUs represent the majority of our equity awards.

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The following table summarizes the weighted-average assumptions relating to stock options granted during the periods presented:

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2026 2025 2026 2025

Risk-free interest rate * 4.1 % 3.8 % 4.3 %

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Expected volatility * 90.5 % 90.5 % 88.6 %

During the three months ended March 31, 2026, 121,846 stock options were exercised and 226,221 RSUs were released.

During the three months ended March 31, 2026, we withheld 105,728 shares of common stock, with an aggregate value of approximately $ 3.7 million, in connection with the net share settlement of RSUs to satisfy employees’ minimum statutory tax withholding obligations upon vesting.

______________________________________________________________________

* No stock options granted during the period.

During the six months ended June 30, 2026, 199,160 stock options were exercised and 280,050 RSUs were released.

During the six months ended June 30, 2026, 122,832 shares of common stock with an aggregate value of approximately $ 4.3 million were withheld in connection with the net share settlement of RSUs to satisfy employees’ minimum statutory tax withholding obligations upon vesting.

The withheld shares were valued based on the closing market price of our common stock on the applicable vesting dates.

Such share withholdings are treated as share repurchases for accounting purposes and are reflected as a reduction to additional paid-in capital.

As of March 31, 2026, there were 3,436,088 stock options and 983,847 RSUs outstanding.

Of these, 168,564 stock options and 67,200 RSUs were performance-based awards for which achievement of the related corporate milestones

was deemed not probable as of March 31, 2026.

Accordingly, none of the associated $ 5.5 million of grant date fair value has been recognized as stock-based compensation expense as of March 31, 2026.

As of March 31, 2026, there was approximately $ 33.4 million of unrecognized stock-based compensation expense, which is expected to be recognized over a remaining weighted-average period of 2.52 years.

At June 30, 2026, there were 3,351,295 stock options and 972,970 RSUs outstanding.

Of these, 83,125 stock options and 67,200 RSUs were performance-based awards for which achievement of the related corporate milestones was deemed not probable at June 30, 2026.

Accordingly, none of the associated $ 4.1 million of grant date fair value has been recognized as stock-based compensation expense at June 30, 2026.

At June 30, 2026, there was approximately $ 30.3 million of unrecognized stock-based compensation expense, which is expected to be recognized over a remaining weighted-average period of 2.29 years.

This amount relates to time-based stock options and RSUs, as well as performance-based stock options and RSUs for which achievement of the related corporate performance milestones was considered probable.

As of March 31, 2026 , there were 702,279 shares of common stock available for future grant under our Equity Incentive Plans.

In May 2026, our stockholders approved an amendment to our 2018 Plan to, among other items, add an additional 500,000 shares to the number of shares of common stock authorized for issuance under our 2018 Plan.

During the six months ended June 30, 2026 , our Board of Directors approved an additional 8,925 shares of common stock reserved for issuance under our Inducement Plan.

At June 30, 2026 , there were 1,181,836 shares of common stock available for future grant under our Equity Incentive Plans.

Employee Stock Purchase Plan

The current 24-month offering under our Employee Stock Purchase Plan (Purchase Plan) commenced on July 1, 2024.

As of March 31, 2026, there was approximately $ 0.2 million of unrecognized stock-based compensation cost related to the Purchase Plan, which is expected to be recognized over a remaining weighted-average period of 0.25 years.

As of March 31, 2026, 96,998 shares were available for future issuance under the Purchase Plan.

The 24-month offering period under our 2000 Employee Stock Purchase Plan (Purchase Plan) commenced on July 1, 2024 and ended on June 30, 2026.

At June 30, 2026, there was no remaining unrecognized stock-based compensation cost related to the Purchase Plan.

In May 2026, our stockholders approved an amendment to the Purchase Plan to, among other things, increase the number of shares of common stock authorized for issuance under the Purchase Plan by 360,000 shares.

During the six months ended June 30, 2026 , employees purchased 60,649 shares under the Purchase Plan.

At June 30, 2026, 396,349 shares of common stock were available for future issuance under the Purchase Plan.

Other Balance Sheet Components

Inventories for the periods presented consist of the following (in thousands):

March 31, 2026 December 31, 2025

June 30, 2026 December 31, 2025

Raw materials $ 7,233 $ 4,514

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Prepaid and other current assets for the periods presented consist of the following (in thousands):

March 31, 2026 December 31, 2025

June 30, 2026 December 31, 2025

Prepaid inventory $ 9,780 $ 11,849

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Intangible assets consist of the following (in thousands):

March 31, 2026 December 31, 2025

June 30, 2026 December 31, 2025

Intangible assets cost $ 100,924 $ 30,360

1 unchanged sentence

Intangible assets, net $ 93,878 $ 24,748

Amortization expense included in cost of product sales in the condensed statements of operations was $ 0.6 million for each of the three months ended March 31, 2026 and 2025.

The following table presents the estimated future amortization expense of intangible assets as of March 31, 2026 (in thousands):

Amortization expense included in cost of product sales in the condensed statements of operations was $ 0.8 million and $ 1.4 million for the three and six months ended June 30, 2026, respectively, and $ 0.6 million and $ 1.2 million for the three and six months ended June 30, 2025, respectively.

At June 30, 2026, the weighted average remaining amortization period of outstanding intangible assets was 13.70 years .

The following table presents the estimated future amortization expense of intangible assets at June 30, 2026 (in thousands):

Remainder of 2026 $ 3,527

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Cash, cash equivalents, restricted cash, and short-term investments for the periods presented consist of the following (in thousands):

March 31, 2026 December 31, 2025

June 30, 2026 December 31, 2025

Cash $ 52,712 $ 20,020

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Cash equivalents and short-term investments include the following securities with gross unrealized gains and losses (in thousands):

As of March 31, 2026 Amortized

At June 30, 2026 Amortized

Losses Fair Value

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Total $ 34,660 $ — $ ( 148 ) $ 34,512

As of December 31, 2025 Amortized

At December 31, 2025 Amortized

Losses Fair Value

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Accordingly, we have classified these securities as short-term investments on our condensed balance sheets as they are available for use in the current operations.

Accrued interest receivable, included within prepaid and other assets, was $ 1.0 million and $ 0.9 million of March 31, 2026 and December 31, 2025 , respectively.

As of March 31, 2026 and December 31, 2025, our cash equivalents and short-term investments had a weighted-average time to maturity of approximately 317 days and 303 days, respectively.

As of March 31, 2026 , a total of 67 individual securities had been in an unrealized loss position for 12 months or less, and the losses were determined to be temporary.

Accrued interest receivable, included within prepaid and other assets, was $ 0.3 million and $ 0.9 million at June 30, 2026 and December 31, 2025 , respectively.

As of June 30, 2026 and December 31, 2025, our cash equivalents and short-term investments had a weighted-average time to maturity of approximately 304 days and 303 days, respectively.

At June 30, 2026, a total of 29 individual securities had been in an unrealized loss position for 12 months or less, and the losses were determined to be temporary.

We regularly review the securities in an unrealized loss position and evaluate the current expected credit loss by considering factors such as historical experience, market data, issuer-specific factors, and current economic conditions.

We have not recognized any credit losses as of March 31, 2026 and December 31, 2025.

We have not recognized any credit losses at June 30, 2026 and December 31, 2025.

The following table shows the fair value and gross unrealized losses of our investments in individual securities that are in an unrealized loss position, aggregated by investment category (in thousands):

As of March 31, 2026 Fair Value Gross Unrealized Losses

At June 30, 2026 Fair Value Gross Unrealized Losses

US treasury bills $ 16,454 $ ( 86 )

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The table below summarizes the fair value of our cash equivalents and short-term investments measured at fair value on a recurring basis, and are categorized based upon the lowest level of significant input to the valuations (in thousands):

Assets at Fair Value as of March 31, 2026

Assets at Fair Value at June 30, 2026

Level 1 Level 2 Level 3 Total

4 unchanged sentences

Total $ 8,105 $ 34,512 $ — $ 42,617

Assets at Fair Value as of December 31, 2025

Assets at Fair Value at December 31, 2025

Level 1 Level 2 Level 3 Total

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The following table summarizes loans payable, net (in thousands):

March 31, 2026 December 31, 2025

June 30, 2026 December 31, 2025

Revolving credit facility:

Principal outstanding $ 40,000 $ —

Unamortized debt issuance costs ( 764 ) —

Principal outstanding, net of unamortized debt issuance costs $ 44,856 $ 52,294

Loans payable, net, current portion $ 29,865 $ 29,812

Long-term portion of loans payable, net 14,991 22,482

Revolving credit facility, net $ 39,236 $ —

Term loan facility:

Principal outstanding $ — $ 52,500

Unamortized debt issuance costs — ( 206 )

Principal outstanding, net $ — $ 52,294

Loans payable, net, current $ 39,236 $ 29,812

Loans payable, net, non-current — 22,482

$ 39,236 $ 52,294

The outstanding loans payable as of the periods presented were related to our Credit and Security Agreement (Credit Agreement) with MidCap Financial Trust (MidCap) entered into on September 27, 2019 (Closing Date) and amended on March 29, 2021 (First Amendment), February 11, 2022 (Second Amendment), July 27, 2022 (Third

Amendment), and on April 11, 2024 (Fourth Amendment).

The Credit Agreement provided for a $ 60.0 million term loan credit facility.

Under the Credit Agreement, as amended, the term loans were scheduled to mature on September 1, 2027, and the interest-only period was through October 1, 2025.

We had a Credit and Security Agreement with MidCap Financial Trust (MidCap) entered into on September 27, 2019 and amended on March 29, 2021, February 11, 2022, July 27, 2022, and on April 11, 2024, which provided for a $ 60.0 million term loan credit facility (the prior Credit Agreement).

Under the prior Credit Agreement, the term loans were scheduled to mature on September 1, 2027, and the interest-only period was through October 1, 2025.

The term loans bore interest equal to the sum of one-month Secured Overnight Financing Rate (SOFR) plus an adjustment of 0.11448 %, subject to a 4.00 % applicable floor, plus applicable margin of 6.50 %.

A final payment fee of 4.25 % of principal was due at maturity date.

We could make voluntary prepayments, in whole or in part, subject to certain prepayment premiums and additional interest payments.

The Credit Agreement also contained certain provisions, such as event of default and change in control provisions, which, if triggered, would have required us to make mandatory prepayments on the term loan, which are subject to certain prepayment premiums and additional interest payments.

The obligations under the amended Credit Agreement were secured by a perfected security interest in all of our assets including our intellectual property.

Interest expense, including amortization of the debt discount and accretion of the final fees related to the Credit Agreement for the three months ended March 31, 2026 and 2025 was $ 1.4 million and $ 1.9 million, respectively.

Accrued interest of $ 2.6 million and $ 2.6 million was included within other accrued liabilities in the condensed balance sheet as of March 31, 2026 and December 31, 2025, respectively.

The following table presents the future minimum principal payments of the outstanding loan as of March 31, 2026 (in thousands):

Remainder of 2026 $ 22,500

Principal amount (Tranches 1, 2, 3 and 4) $ 45,000

The amended Credit Agreement contained certain covenants which, among others, required us to deliver financial reports at designated times of the year and maintain minimum unrestricted cash and trailing net revenues.

As of March 31, 2026, we were not in violation of any covenants.

On May 5, 2026, we terminated the Credit Agreement and repaid all outstanding term loans thereunder.

Concurrently, we entered into a new Credit and Security Agreement with MidCap providing for a revolving credit facility (new Credit Agreement).

See “Note 14 - Subsequent Events” for additional information.

Under the prior Credit Agreement, w e could make voluntary prepayments, in whole or in part, subject to certain prepayment premiums and additional interest payments.

It also contained certain provisions, such as event of default and change in control provisions, which, if triggered, would have required us to make mandatory prepayments on the term loan.

The obligations under the prior Credit Agreement were secured by a perfected security interest in all of our assets including our intellectual property.

On May 5, 2026, we repaid all outstanding term loan borrowings, including final payment fees, the applicable prepayment premium, and accrued interest, under the prior Credit Agreement with MidCap.

Concurrently, we entered into a new credit agreement with MidCap providing for a revolving credit facility with a maximum borrowing capacity of $ 40.0 million, with an option to increase the facility to $ 60.0 million, subject to customary conditions (the new Credit Agreement).

The revolving credit facility has a five-year term and bears interest at a rate equal to one-month SOFR, subject to a 2.00 % floor, plus an applicable margin of 4.00 %.

We evaluated this transaction under ASC 470-50, Debt—Modifications and Extinguishments, on a lender-by-lender basis.

The portion of the prior term loan attributable to the continuing lender under the new revolving credit facility was accounted for as a debt modification.

Accordingly, the related unamortized debt issuance costs and creditor fees of approximately $ 0.5 million continue to be amortized over the term of the new revolving credit facility.

The remaining portion of the prior term loan was accounted for as a debt extinguishment, resulting in a loss on extinguishment of approximately $ 0.2 million during the three and six months ended June 30, 2026.

The loss was primarily related to the write-off of unamortized debt issuance costs, unaccrued final payment fees, and prepayment premiums attributable to the extinguished portion.

The availability under the revolving credit facility is subject to a borrowing base based primarily on eligible accounts receivable and inventory.

Pursuant to the terms of the facility, substantially all of our accounts receivable collections are remitted to a lender-controlled lockbox account.

Upon the occurrence of certain specified conditions, including an event of default, the funds in the lockbox account are required to be transferred to MidCap's payment account and applied to reduce outstanding borrowings under the facility.

Subject to borrowing base availability and compliance with the terms of the agreement, we may re-borrow amounts under the revolving credit facility.

Although the lockbox account is subject to contractual restrictions that require cash receipts to be applied to outstanding borrowings under those circumstances, we retain the ability to access liquidity through re-borrowings under the revolving credit facility, subject to borrowing base availability and covenant compliance.

The obligations under the revolving credit facility are secured by a first-priority security interest in substantially all of our assets, including our intellectual property.

The revolving credit facility includes customary fees, including an unused commitment fee, administrative fee and prepayment premiums during the initial period.

At June 30, 2026, the outstanding borrowings under the revolving credit facility were $ 40.0 million, consisting of an initial draw of $ 8.0 million following the execution of the new Credit Agreement in May 2026 and an additional draw of $ 32.0 million in June 2026.

At June 30, 2026, the weighted-average interest rate on the outstanding borrowings under the revolving credit facility was 7.6 %.

The outstanding borrowings under the revolving credit facility were classified as a current liability on the condensed balance sheet.

This classification reflects the nature of the facility, including its asset-based structure, borrowing base limitations, required application of certain cash receipts to outstanding borrowings, ongoing covenant compliance and provisions that may require repayment upon occurrence of certain events.

The classification of borrowings under the revolving credit facility may change in future periods based on the facts and circumstances existing at each reporting date, including borrowing base availability, covenant compliance and our ability to maintain or refinance borrowings on a long-term basis.

In July 2026, we repaid $ 32.0 million of the outstanding borrowings under the revolving credit facility.

Following the repayment, $ 8.0 million remained outstanding under the facility.

The revolving credit facility contains customary covenants that, among other things, require us to deliver financial reports at specified times and maintain minimum liquidity and trailing twelve month product revenue.

The minimum product revenue covenant is tested only during periods when the liquidity falls below specified thresholds.

At June 30, 2026, we were not in violation of any covenants.

Interest expense, including amortization of the debt discount, accretion of the final fees, and the loss on extinguishment attributable to the extinguished portion of the prior term loan was $ 0.8 million and $ 1.9 million, for the three months ended June 30, 2026 and 2025, respectively, and $ 2.2 million and $ 3.7 million for the six months ended June 30, 2026 and 2025, respectively.

Accrued interest of $ 0.1 million at June 30, 2026, was included in accounts payable, and accrued interest of $ 2.6 million at December 31, 2025, was included in other accrued liabilities in the condensed balance sheets.

Commitments and Contingencies

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We lease our headquarters facility in South San Francisco, California under a lease agreement that expires in July 2027 .

Operating lease expense was $ 0.2 million for each of the three months ended March 31, 2026 and 2025.

Cash paid for amounts included in the measurement of operating lease liabilities was $ 0.2 million for each of the three months ended March 31, 2026 and 2025.

As of March 31, 2026, the weighted average remaining term was 1.33 years, and future minimum lease payments were approximately $ 0.9 million.

Operating lease expense was $ 0.2 million and $ 0.4 million for each of the three and six months ended June 30, 2026 and 2025, respectively.

Cash paid for amounts included in the measurement of operating lease liabilities was $ 0.2 million and $ 0.1 million for the three months ended June 30, 2026 and 2025, respectively, and $ 0.4 million and $ 0.3 million for the six months ended June 30, 2026 and 2025, respectively.

At June 30, 2026, the weighted average remaining term was 1.08 years, and future minimum lease payments were approximately $ 0.8 million.

Purchase Commitments and Obligations

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In October 2024, we entered into an agreement with a third-party contract manufacturer to manufacture TAVALISSE, with deliveries expected from 2026 through 2029.

As of March 31, 2026, the contractual obligation not included in our financial statements related to an agreement that may potentially be subjected to cancellation fees were approximately $ 19.2 million.

At June 30, 2026, the contractual obligation not included in our financial statements related to an agreement that may potentially be subjected to cancellation fees was approximately $ 16.3 million.

Of this amount, approximately $ 2.5 million is expected to be due in the remainder of 2026, and $ 9.5 million is expected to be due in 2027 and 2028.

As of March 31, 2026, we have no t incurred any cancellation fees under our agreements with contract manufacturers.

At June 30, 2026, we have no t incurred any cancellation fees under our agreements with contract manufacturers.

As contemplated by the license agreement with Arvinas and Pfizer, in July 2026, we entered into a manufacturing and supply agreement with Pfizer for the commercial manufacture and supply of VEPPANU.

The agreement includes certain minimum purchase obligations on a take-or-pay basis, with expected purchases from 2026 through 2030.

If we do not satisfy the applicable minimum purchase commitments within the required time periods, we may be required to make

payments to Pfizer with respect to those commitments, as provided in the agreement.

The estimated contractual obligation not included in our financial statements related to this agreement was approximately $ 26.8 million.

Of this amount, approximately $ 4.6 million is expected to be due in the remainder of 2026 and $ 11.0 million is expected to be due in 2027 and 2028, with the remaining amount expected to be due thereafter through 2030.

Legal Contingencies

2 unchanged sentences

The following table presents provision for income tax for the periods presented (in thousands):

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2026 2025 2026 2025

Provision for income taxes $ 6,295 $ 369 $ 9,298 $ 434

1 unchanged sentence

The estimated annual effective tax rate is updated at the end of each reporting period.

The provision for income taxes for the three months ended March 31, 2026 primarily consisted of federal income tax expense of $ 2.4 million and estimated state income taxes of $ 0.6 million .

The provision for income taxes for the three and six months ended June 30, 2026 primarily consisted of federal income tax expense of $ 5.3 million and $ 7.7 million, respectively, and estimated state income taxes of $ 1.0 million and $ 1.6 million, respectively .

Prior to the fourth quarter of 2025, we maintained a full valuation allowance against our deferred tax assets.

1 unchanged sentence

The total tax expense differs from the amount computed at the federal statutory rate primarily due to certain non-deductible expenses and state income taxes.

For the three months ended March 31, 2025, the provision for income taxes primarily consisted of estimated state income taxes.

For the three and six months ended June 30, 2025, the provision for income taxes primarily consisted of estimated state income taxes.

The tax expense differs from the amount computed at the federal statutory rate primarily due to the impact of the valuation allowance and state taxes.

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The following table presents segment information for the periods presented (in thousands):

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2026 2025 2026 2025

Total Revenues $ 78,703 $ 101,685 $ 137,521 $ 155,018

5 unchanged sentences

Other segment items 4,455 3,783 7,807 7,277

Interest expense, net 228 1,262

Interest (income) expense and other, net ( 10 ) 1,121 218 2,383

Provision for income taxes 6,295 369 9,298 434

5 unchanged sentences

For additional details of stock-based compensation expense, see “Note 6 – Stock-Based Compensation.” Other segment items for the periods presented primarily consist of travel related expenses, business insurance, taxes and licenses, and subscription services.

Subsequent Events

Credit Agreement with MidCap

On May 5, 2026, we terminated our Credit Agreement with MidCap, which provided for a $ 60.0 million term loan credit facility.

In connection with the termination, we repaid all outstanding borrowings under the term loan facility, including applicable prepayment premiums, accrued interest and final payment fees.

Concurrently, we entered into a new Credit Agreement with MidCap providing for a revolving credit facility with a maximum borrowing capacity of $ 40.0 million, with an option to increase the facility to $ 60.0 million, subject to customary conditions.

Availability under the revolving credit facility is subject to a borrowing base based primarily on eligible accounts receivable and inventory.

The revolving credit facility has a five-year term and bears interest at a rate equal to one-month SOFR, subject to a 2.00 % floor, plus an applicable margin of 4.00 %.

The obligations under the revolving credit facility are secured by a first-priority security interest in substantially all of our assets, including our intellectual property.

The revolving credit facility includes customary fees, including an unused commitment fee, administrative fee and prepayment premiums during the initial period.

As of the date of this filing, we had an outstanding borrowing of $ 8.0 million under the revolving credit facility.

The minimum product revenue covenant is tested only during periods when the liquidity falls below specified thresholds.

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