What changed in this filing

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Item 2. Management’s Discussion and Analysis

2025-11-07 compared with 2025-08-14 · 86 added, 83 removed, 189 unchanged (47% of the section changed)

38 unchanged sentences

and (iii) certain definitions related to determination of the Company’s cash amount at the Closing Date were eliminated.

On July 31, 2025, the Company filed with the SEC pre-effective Amendment No.

1 to the registration statement on Form S-4, and the Company subsequently received comments on Amendment No.

1 from the staff of the SEC.

As of the date of filing this Quarterly Report on Form 10-Q with the SEC, the registration statement is still under review by the SEC.

On March 28, 2025, Arcadia entered into an agreement with Bioceres Crop Solutions Corp.

4 unchanged sentences

The Company recorded a gain of $750,000 on the condensed consolidated statement of operations and comprehensive income (loss) related to this transaction as the patents, pending applications and future product royalties have no carrying value.

As of June 30, 2025, the Company has received full payment for the $750,000.

As of September 30, 2025, the Company has received full payment for the $750,000.

On May 26, 2025, Arcadia entered into a License Termination and Patent Non-Assert Agreement (the "Bioseed Agreement") with Bioseed Research India, a division of DCM Shriram Limited ("Bioseed").

Pursuant to the Bioseed Agreement, the parties agreed to terminate a license agreement previously entered into by Arcadia and Bioseed in 2012, Arcadia agreed to not assert its rights under a patent held by Arcadia regarding certain products commercialized or that may be commercialized by Bioseed, and Bioseed agreed that if as a result of any such commercialization by Bioseed any amounts become payable to a third party pursuant to an agreement previously entered into between Arcadia and the third party, Bioseed will pay such amounts to the third party.

As a result, the related $1.0 million contingent liability was eliminated from the condensed consolidated balance sheet as of June 30, 2025.

On April 9, 2025, baseline tariffs imposed by the U.S.

government went into effect, and at this time, the U.S.

government has delayed the effective date for additional country-specific tariffs until August 2025.

The impact of tariffs on the Company remains uncertain, and it is possible that features of the tariff policy may change before the country-specific tariffs take effect.

As a result, the related $1.0 million contingent liability was eliminated from the condensed consolidated balance sheet as of the end of the second quarter of 2025.

In April 2025, a universal baseline tariff of 10% imposed by the U.S.

government went into effect.

Additional country-specific tariffs were initially delayed until the announcement of their implementation in August 2025, which included a revised increased rate of approximately 20% for Asian sourcing countries.

While we expect the imposition of tariffs to increase our cost of goods sold, the full impact of tariffs on the Company remains uncertain as the tariff policy continues to develop.

We are closely monitoring the tariff landscape and are in discussions with our business partners to explore ways to mitigate the impact of tariffs on the Company.

19 unchanged sentences

GLA oil sales ceased as of the end of 2024.

We recognize revenue from product sales when control of the product is transferred to third-party distributors and manufacturers, collectively “our customers,” which generally occurs upon delivery.

We recognize revenue from product sales when control of the product is transferred to third-party distributors and retailers, collectively “our customers,” which generally occurs upon delivery.

Revenues fluctuate depending on the timing of shipments of product to our customers and are reported net of estimated chargebacks, returns and losses.

17 unchanged sentences

Interest income consists of interest income on our cash and cash equivalents, investments and note receivable.

Credit loss consists of a reserve established related to the Above Food note receivable.

Other income consists primarily of a gain recognized related to the receipt of Above Food Ingredients, Inc.

("AFII") common stock.

Credit loss consists primarily of a reserve established related to the Above Food note receivable.

Other income consists primarily of a realized gain recognized related to the receipt of Above Food Ingredients, Inc.

("AFII") common stock as well as unrealized gain recognized subsequent to the receipt of the AFII common stock.

Change in the estimated fair value of common stock warrant and option liabilities

4 unchanged sentences

Results of Operations

Comparison of the Three Months Ended June 30, 2025 and 2024

Three Months Ended June 30,

Comparison of the Three Months Ended September 30, 2025 and 2024

Three Months Ended September 30,

(In thousands except percentage)

3 unchanged sentences

Research and development

Gain on sale of intangible assets

Change in fair value of contingent consideration

Selling, general and administrative

Total operating expenses

(Loss) income from operations

Loss from operations

Interest income

Change in fair value of common stock warrant and option liabilities

Net (loss) income from continuing operations

Net income (loss) from continuing operations

Net loss from discontinued operations

Net (loss) income attributable to common stockholders

Product revenues increased $149,000, or 11%, and consisted entirely of Zola coconut water sales during the three months ended June 30, 2025 compared to the same period in 2024.

Zola revenues increased $280,000 or 24% during the three months ended June 30, 2025 compared to the same period in 2024.

This was primarily driven by an increase in distribution resulting in higher sales volume.

The Company did not implement any price increases during 2024 or the first half of 2025.

Revenues for the three months ended June 30, 2024 included $130,000 from sales of GLA oil.

Net income (loss) attributable to common stockholders

Product revenues decreased $235,000, or 15%, during the three months ended September 30, 2025 compared to the same period in 2024, of which $217,000 is related to sales of GLA oil during three months ended September 30, 2024 that were absent in 2025.

Cost of revenues

Total cost of revenues increased $191,000, or 30%, during the three months ended June 30, 2025 compared to the same period in 2024.

Cost of revenues for the three months ended June 30, 2025 consisted entirely of Zola coconut water costs, with product and freight costs making up 99% of the total.

Zola cost of revenues increased $204,000, or 33% during the three months ended June 30, 2025 compared to the same period in 2024.

Cost of revenues decreased $148,000, or 14%, during the three months ended September 30, 2025 compared to the same period in 2024 driven by a write-down of $154,000 related to hemp and GoodWheat seed during the three months ended September 30, 2024.

There was no such write-down of inventory in 2025.

Cost of revenues for the same period in 2024 included $18,000 from GLA oil.

Research and development

Research and development expenses decreased by $1,000, or 10%, during the three months ended June 30, 2025 compared to the same period in 2024 reflecting our strategy to develop the Zola brand by leveraging our existing resources and minimizing new investment.

Gain on sale of intangible assets

During the three months ended June 30, 2024, the Company realized a gain of $4.0 million related to the sale of its RS durum wheat trait to Corteva.

There was no such gain recorded during the three months ended June 30, 2025.

Change in fair value of contingent consideration

During the three months ended June 30, 2025, the change in the fair value of contingent consideration was due to the gain of $1.0 million associated with the reduction of our contingent liability as the result of a decision to transfer a program with respect to which a contingent liability was previously accrued.

See Note 14 to the condensed consolidated financial statements for details.

There was no change in fair value of contingent consideration during the three months ended June 30, 2024.

Research and development expenses decreased by $24,000, or 100%, during the three months ended September 30, 2025 compared to the same period in 2024 reflecting our strategy to develop the Zola brand by leveraging our existing resources and minimizing new investment.

Selling, general, and administrative

Selling, general, and administrative expenses decreased by $555,000 during the three months ended June 30, 2025 compared to the same period in 2024, driven primarily by operating costs and employee related costs in 2024 that were absent in 2025.

Selling, general, and administrative expenses decreased by $671,000 during the three months ended September 30, 2025 compared to the same period in 2024, driven primarily by operating costs and employee related costs in 2024 that were absent in 2025.

Interest income

During the three months ended June 30, 2025, the Company recognized interest income of $9,000.

During the three months ended June 30, 2024, the Company recognized interest income of $150,000, of which $96,000 was related to discount amortization and accrued interest on the promissory note from Above Food.

During the three months ended June 30, 2025, the Company recognized credit loss of $4.5 million primarily related to the establishment of a reserve for the remaining $4.0 million principal amount of the Above Food note receivable, plus accrued interest of $421,000.

During the three months ended September 30, 2025, the Company recognized interest income of $7,000.

During the three months ended September 30, 2024, the Company recognized interest income of $233,000, of which $186,000 was related to discount amortization and accrued interest on the promissory note from Above Food.

During the three months ended September 30, 2025, the Company recognized credit loss of $257,000 primarily for deductions related to GoodWheat that the Company does not expect to be reimbursed by Above Food.

There was no such loss recognized during the same period in 2024.

During the three months ended June 30, 2025, the Company recognized other income of $1.1 million primarily driven by a gain recognized related to the receipt of AFII common stock.

During the three months ended June 30, 2024, the Company recognized other income of $150,000, of which $117,000 was related to realized gains on investments.

During the three months ended September 30, 2025, the Company recognized other income of $1.7 million primarily driven by an unrealized gain recognized subsequent to the receipt of the AFII common stock of $1.7 million.

During the three months ended September 30, 2024, the Company recognized other income of $15,000.

Change in the estimated fair value of common stock warrant and option liabilities

The change in the estimated fair value of common stock warrant and option liabilities resulted in a loss of $548,000 and $430,000 during the three months ended June 30, 2025 and 2024, respectively, related to the change in the estimated fair value of the liability classified preferred investment options issued in connection with the March 2023 PIPE and August 2022 Registered Direct Offering financing transactions.

The change in the estimated fair value of common stock warrant and option liabilities resulted in a gain of $560,000 and $330,000 during the three months ended September 30, 2025 and 2024, respectively, related to the change in the estimated fair value of the liability classified preferred investment options issued in connection with the March 2023 PIPE and August 2022 Registered Direct Offering financing transactions.

Net loss from discontinued operations

Net loss from discontinued operations for GoodWheat was $789,000 during the three months ended June 30, 2024, reflecting the sale of the GoodWheat brand and related assets to Above Food during the second quarter of 2024.

Net loss from discontinued operations for GoodWheat was $430,000 during the three months ended September 30, 2024, reflecting the sale of the GoodWheat brand and related assets to Above Food during the second quarter of 2024.

See Note 3 to the condensed consolidated financial statements for further information on discontinued operations.

Comparison of the Six Months Ended June 30, 2025 and 2024

Six Months Ended June 30,

Comparison of the Nine Months Ended September 30, 2025 and 2024

Nine Months Ended September 30,

(In thousands except percentage)

8 unchanged sentences

Total operating expenses

(Loss) income from operations

Loss from operations

Interest income

Change in fair value of common stock warrant and option liabilities

Net (loss) income from continuing operations

Net income (loss) from continuing operations

Net loss from discontinued operations

Net (loss) income attributable to common stockholders

Product revenues increased $362,000, or 16%, and consisted entirely of Zola coconut water sales during the six months ended June 30, 2025 compared to the same period in 2024.

Zola revenues increased $846,000, or 47% during the six months ended June 30, 2025 compared to the same period in 2024.

Net income (loss) attributable to common stockholders

Product revenues increased $128,000, or 3%, and consisted entirely of Zola coconut water sales during the nine months ended September 30, 2025 compared to the same period in 2024.

Zola revenues increased $820,000, or 26% during the nine months ended September 30, 2025 compared to the same period in 2024.

This was primarily driven by an increase in distribution resulting in higher sales volume.

The Company did not implement any price increases during 2024 or the first half of 2025.

Revenues for the six months ended June 30, 2024 included $484,000 from sales of GLA oil.

The Company did not implement any price increases during 2024 or 2025.

Revenues for the nine months ended September 30, 2024 included $701,000 from sales of GLA oil that were absent in 2025.

Cost of revenues

Cost of revenues increased by $402,000, or 36%, and consisted entirely of Zola coconut water costs during the six months ended June 30, 2025 compared to the same period in 2024.

Zola cost of revenues increased $448,000, or 42% during the six months ended June 30, 2025 compared to the same period in 2024 driven by the increase in Zola unit sales.

Cost of revenues for the six months ended June 30, 2024 included $46,000 from GLA oil.

Cost of revenues increased by $253,000, or 12%, and consisted primarily of Zola coconut water costs during the nine months ended September 30, 2025 compared to the same period in 2024.

Zola cost of revenues increased $472,000, or 25% during the nine months ended September 30, 2025 compared to the same period in 2024 driven by a 26% increase in Zola sales.

Cost of revenues for the nine months ended September 30, 2024 included $64,000 from GLA oil as well as a write-down of $154,000 related to hemp and GoodWheat seed.

Research and development

Research and development expenses decreased by $7,000, or 44%, during the six months ended June 30, 2025 compared to the same period in 2024 reflecting our strategy to develop the Zola brand by leveraging our existing resources and minimizing new investment.

Research and development expenses decreased by $31,000, or 78%, during the nine months ended September 30, 2025 compared to the same period in 2024 reflecting our strategy to develop the Zola brand by leveraging our existing resources and minimizing new investment.

Gain on sale of intangible assets

During the six months ended June 30, 2025, the Company realized a gain of $750,000 related to the sale of our reduced gluten and oxidative stability patent portfolios in March 2025.

During the six months ended June 30, 2024, the Company realized a gain of $4.0 million related to the sale of its RS durum wheat trait to Corteva.

During the nine months ended September 30, 2025, the Company realized a gain of $750,000 related to the sale of our reduced gluten and oxidative stability patent portfolios in March 2025.

During the nine months ended September 30, 2024, the Company realized a gain of $4.0 million related to the sale of its RS durum wheat trait to Corteva.

Impairment of property and equipment

During the six months ended June 30, 2024, the Company recognized impairment of property and equipment held for sale of $36,000.

There was no such impairment of property and equipment during the six months ended June 30, 2025.

During the nine months ended September 30, 2024, the Company recognized impairment of property and equipment held for sale of $36,000.

There was no such impairment of property and equipment during the nine months ended September 30, 2025.

Change in fair value of contingent consideration

During the six months ended June 30, 2025, the change in the fair value of contingent consideration was due to the gain of $2.0 million associated with the reduction of our contingent liability as the result of a decision to abandon one of the two remaining programs and transfer the other to a third party with respect to which a contingent liability was previously accrued.

During the nine months ended September 30, 2025, the change in the fair value of contingent consideration was due to the gain of $2.0 million associated with the reduction of our contingent liability as the result of a decision to abandon one of the two remaining programs and transfer the other to a third party with respect to which a contingent liability was previously accrued.

See Note 14 to the condensed consolidated financial statements for details.

There was no change in fair value of contingent consideration during the six months ended June 30, 2024.

There was no change in fair value of contingent consideration during the nine months ended September 30, 2024.

Selling, general, and administrative

Selling, general, and administrative expenses decreased by $879,000 during the six months ended June 30, 2025 compared to the same period in 2024, driven primarily by operating costs and employee related costs in 2024 that were absent in 2025.

Selling, general, and administrative expenses decreased by $1.6 million during the nine months ended September 30, 2025 compared to the same period in 2024, driven primarily by operating costs and employee related costs in 2024 that were absent in 2025.

Interest income

During the six months ended June 30, 2025, the Company recognized interest income of $216,000, of which $180,000 was related to discount amortization and accrued interest on the promissory note from Above Food.

During the six months ended June 30, 2024, the Company recognized interest income of $195,000, of which $96,000 was related to discount amortization and accrued interest on the promissory note from Above Food.

During the nine months ended September 30, 2025, the Company recognized interest income of $222,000, of which $180,000 was related to discount amortization and accrued interest on the promissory note from Above Food.

During the nine months ended

September 30, 2024, the Company recognized interest income of $428,000, of which $282,000 was related to discount amortization and accrued interest on the promissory note from Above Food.

The remaining difference was related to interest from investments.

During the six months ended June 30, 2025, the Company recognized credit loss of $4.5 million primarily related to the establishment of a reserve for the remaining $4.0 million principal amount of the Above Food note receivable, plus accrued interest of $421,000.

During the nine months ended September 30, 2025, the Company recognized credit loss of $4.7 million primarily related to the establishment of a reserve for the remaining $4.0 million principal amount of the Above Food note receivable, plus accrued interest of $421,000.

There was no such loss recognized during the same period in 2024.

During the six months ended June 30, 2025, the Company recognized other income of $1.1 million primarily driven by a gain recognized related to the receipt of AFII common stock.

During the six months ended June 30, 2024, the Company recognized other income of $153,000, of which $117,000 was related to realized gains on investments.

During the nine months ended September 30, 2025, the Company recognized other income of $2.8 million driven by a gain recognized related to the receipt of AFII common stock as well unrealized gain recognized subsequent to the receipt of the AFII common stock.

During the nine months ended September 30, 2024, the Company recognized other income of $168,000, of which $117,000 was related to realized gains on investments.

Change in the estimated fair value of common stock warrant and option liabilities

The change in the estimated fair value of common stock warrant and option liabilities resulted in a gain of $1.3 million and $163,000 during the six months ended June 30, 2025 and 2024, respectively, related to the change in the estimated fair value of the liability classified preferred investment options issued in connection with the March 2023 PIPE and August 2022 Registered Direct Offering financing transactions.

The change in the estimated fair value of common stock warrant and option liabilities resulted in a gain of $1.9 million and $493,000 during the nine months ended September 30, 2025 and 2024, respectively, related to the change in the estimated fair value of the liability classified preferred investment options issued in connection with the March 2023 PIPE and August 2022 Registered Direct Offering financing transactions.

Net loss from discontinued operations

Net loss from discontinued operations for GoodWheat was $2.3 million during the six months ended June 30, 2024, reflecting the sale of the GoodWheat brand and related assets to Above Food during the second quarter of 2024.

Net loss from discontinued operations for GoodWheat was $2.7 million during the nine months ended September 30, 2024, reflecting the sale of the GoodWheat brand and related assets to Above Food during the second quarter of 2024.

See Note 3 to the condensed consolidated financial statements for further information on discontinued operations.

5 unchanged sentences

Our contractual obligations are primarily related to our operating leases.

As of June 30, 2025, we had cash and cash equivalents of $1.4 million.

For the six months ended June 30, 2025, the Company had net loss of $1.9 million and net cash used in operations of $3.6 million.

As of September 30, 2025, we had cash and cash equivalents of $1.1 million.

For the nine months ended September 30, 2025, the Company had net loss of $1.0 million and net cash used in operations of $3.9 million.

For the twelve months ended December 31, 2024, the Company had net loss of $7.0 million and net cash used in operations of $9.6 million.

1 unchanged sentence

Failure to make the first cash principal payment due under the Promissory Note has had a material adverse effect on the Company's near-term cash resources and financial position.

In addition, although as described in Note 7, some shares of Above Food's parent company AFII ("Parent Shares") have been issued to the Company pursuant to a notice previously delivered by the Company, uncertainty exists regarding whether additional Parent Shares may be issued in satisfaction of Above Food's other obligations under the Promissory Note.

In addition, although as described in Note 7, approximately 2.7 million shares of Above Food's parent company AFII ("Parent Shares") have been issued to the Company pursuant to a notice previously delivered by the Company, uncertainty exists regarding whether additional Parent Shares may be issued in satisfaction of Above Food's other obligations under the Promissory Note, when any Parent Shares will be able to be freely resold pursuant to Rule 144 or otherwise, or the amount of net proceeds to Arcadia that might result from a sale of any such Parent Shares.

Going Concern;

3 unchanged sentences

We will require additional funding in the near term to fund our business and the marketing and sale of our products and to provide working capital to fund other aspects of our business.

As noted above, Above Food defaulted on its obligations to pay us amounts due under its Promissory Note to the Company, including the first installment of the Promissory Note due May 14, 2025, and substantial doubt exists whether or when Above Food will be able to make any cash payments with respect to Promissory Note, or whether additional Parent Shares may be issued to us in satisfaction of Above Food's obligations under the Promissory Note.

As noted above, Above Food defaulted on its obligations to pay us amounts due under its Promissory Note to the Company, including the first installment of the Promissory Note due May 14, 2025, and substantial doubt exists whether or when Above Food will be able to make any cash payments with respect to the Promissory Note, or whether additional Parent Shares may be issued to us in satisfaction of Above Food's obligations under the Promissory Note.

There are no assurances that required funding will be available at all or will be available in sufficient amounts or on reasonable terms.

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Any sale of additional equity would result in dilution to our stockholders.

In addition, if we are able to sell shares of AFII, the net proceeds from sales of AFII shares may provide a source of funding.

Rule 144 permits the public resale of restricted securities provided that certain requirements are satisfied.

For a non-affiliate of an issuer, which Arcadia believes it is with respect to AFII, the shares must have been held for at least six months from the date that they were acquired from the issuer.

Arcadia believes that the six month holding period with respect to the Prepayment Shares initially issued should be satisfied by the end of calendar year 2025.

In addition, Rule 144 requires that there must be "current public information" about the issuer, including without limitation the issuer being subject to the Exchange Act's periodic reporting requirements and having filed all required reports under Section 13 or 15(d) of the Exchange Act (other than Form 8-K reports), including all required financial statements, during the 12 months preceding the date of sale of the restricted securities.

Under Rule 144, after the restricted securities have been held for more than one year, then non-affiliates of the issuer may freely resell the shares without regarding to the current public information requirements.

Removal of restrictive legends from shares also requires action by the issuer and its transfer agent in order to remove the legends and facilitate the public resale of the shares.

Independent of Rule 144, there are no assurances regarding whether or when AFII will file a registration statement covering the resale of the shares issued to Arcadia as provided for in the Promissory Note as described above or, if filed, when it will become effective in light of the current U.S.

federal government shutdown and other considerations.

In addition, the market price of AFII common stock is very volatile.

If from time to time in the future Arcadia seeks to sell the AFII shares that it holds, there are no assurances regarding the amount of net proceeds to Arcadia that might result from such sales.

Our incurrence of debt would result in debt service obligations, and the instruments governing our debt could provide for additional operating and financing covenants that would restrict our operations.

1 unchanged sentence

Any of these actions would have a material adverse effect on our business, results of operations and financial condition.

As noted above, through June 30, 2025, we have incurred substantial losses.

As noted above, through September 30, 2025, we have incurred substantial losses.

We will be required to obtain additional cash resources in the near term in order to support our operations and activities.

6 unchanged sentences

The following table summarizes total current assets, current liabilities and working capital for the dates indicated (in thousands):

September 30,

Current assets

2 unchanged sentences

The following table summarizes our cash flows for the periods indicated (in thousands):

Six Months Ended June 30,

Nine Months Ended September 30,

Net cash (used in) provided by:

4 unchanged sentences

Cash flows from operating activities

Cash used in operating activities for the six months ended June 30, 2025, was $3.6 million.

With respect to our net loss of $1.9 million, non-cash charges including the change in fair value of common stock warrant and option liabilities of $1.3 million, change in fair value of contingent consideration of $2.0 million, amortization of note receivable discount of $69,000, a gain on sale of intangible assets of $750,000, a gain on the receipt of AFII common stock of $1.1 million, adjustments in our working capital accounts of $1.2 million, and operating lease payments of $129,000 were offset by $28,000 of depreciation, $117,000 of lease amortization, $164,000 of stock-based compensation and $4.5 million of credit loss.

Cash used in operating activities for the six months ended June 30, 2024, was $5.7 million.

With respect to our net loss of $1.4 million, non-cash charges including $85,000 of depreciation, $240,000 of stock-based compensation, $352,000 of lease amortization, and $36,000 of impairment of property and equipment, were offset by the change in fair value of common stock warrant and option liabilities of $163,000, amortization of note receivable discount of $29,000, adjustments in our working capital accounts of $229,000, a gain on disposal of property and equipment of $89,000 and operating lease payments of $507,000.

Cash used in operating activities for the nine months ended September 30, 2025, was $3.9 million.

With respect to our net loss of $1.0 million, non-cash charges including the change in fair value of common stock warrant and option liabilities of $1.9 million, change in fair value of contingent consideration of $2.0 million, amortization of note receivable discount of $69,000, a gain on sale of intangible assets of $750,000, a gain on the receipt of AFII common stock of $1.1 million, an unrealized gain subsequent to receipt of AFII common stock of $1.7 million, adjustments in our working capital accounts of $391,000, and operating lease payments of $139,000 were offset by $30,000 of depreciation, $122,000 of lease amortization, $217,000 of stock-based compensation and $4.7 million of credit loss.

Cash used in operating activities for the nine months ended September 30, 2024, was $7.4 million.

With respect to our net loss of $3.0 million, non-cash charges including $92,000 of depreciation, $502,000 of lease amortization, $395,000 of stock-based compensation, $154,000 of write-downs of inventory, and $36,000 of impairment of property and equipment, were offset by the change in fair value of common stock warrant and option liabilities of $493,000, amortization of note receivable discount of $90,000, a gain on disposal of property and equipment of $65,000, gain on sale of RS durum wheat trait of $4.0 million, adjustments in our working capital accounts of $297,000, and operating lease payments of $678,000.

Cash flows from investing activities

Cash provided by investing activities for the six months ended June 30, 2025 consisted of proceeds from the sale of intangible assets of $750,000.

Cash provided by investing activities for the six months ended June 30, 2024 consisted of proceeds of $162,000 from the sale of property and equipment, proceeds from the sale of investments of $2.5 million, proceeds from the sale of our RS durum wheat trait of $4.0 million, offset by cash paid related to the GoodWheat sale of $2.0 million and $16,000 of purchases of property and equipment.

Cash provided by investing activities for the nine months ended September 30, 2025 consisted of proceeds from the sale of intangible assets of $750,000.

Cash provided by investing activities for the nine months ended September 30, 2024 consisted of proceeds of $342,000 from the sale of property and equipment, proceeds from the sale of investments of $2.5 million, proceeds from the sale of our RS durum wheat trait of $4.0 million, offset by cash paid related to the GoodWheat sale of $2.0 million and $16,000 of purchases of property and equipment.

Cash flows from financing activities

Cash provided by financing activities for the six months ended June 30, 2025 consisted of proceeds from the purchase of ESPP shares of $5,000.

Cash provided by financing activities for the six months ended June 30, 2024 consisted of proceeds from the purchase of ESPP shares of $5,000.

Cash provided by financing activities for the nine months ended September 30, 2025 consisted of proceeds from the purchase of ESPP shares of $6,000.

Cash provided by financing activities for the nine months ended September 30, 2024 consisted of proceeds from the purchase of ESPP shares of $9,000.

Off-Balance Sheet Arrangements

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The preparation of these financial statements requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements, as well as the reported revenue generated, and expenses incurred during the reporting periods.

Our estimates are based on our historical experience and on various other factors that we believe are reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources.

Actual results may differ from these estimates under different assumptions or conditions.

3 unchanged sentences

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 2. Management’s Discussion and Analysis