What changed in this filing

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Item 2. Management’s Discussion and Analysis

2026-08-10 compared with 2026-05-11 · 135 added, 121 removed, 101 unchanged (72% of the section changed)

Management’s Discussion and Analysis of Financial Condition and Results of Operations.

Operating results for the three months ended March 31, 2026, are not necessarily indicative of results that may occur in future interim periods or future fiscal years.

Operating results for the three and six months ended June 30, 2026, are not necessarily indicative of results that may occur in future interim periods or future fiscal years.

Some of the statements in this “Management’s Discussion and Analysis of Financial Condition and Results of Operations” are forward-looking statements.

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SCYNEXIS, Inc.

is a clinical-stage biotech company dedicated to advancing innovative solutions for severe rare diseases.

We have acquired SCY-770, a novel, highly selective, direct AMP-activated protein kinase (AMPK) activator, for the treatment of Autosomal Dominant Polycystic Kidney Disease (ADPKD), a progressive inherited kidney disorder characterized by the development and enlargement of fluid-filled renal cysts, progressive loss of kidney function and an increased risk of end-stage kidney disease.

SCY-770 has been granted Orphan Drug Designation by the U.S.

Food and Drug Administration (FDA) and is designed to address many of the underlying drivers of ADPKD by reducing cyst growth and disease progression.

Our proprietary antifungal platform “fungerps” includes BREXAFEMME® (ibrexafungerp tablets), the first approved representative of this novel class, which was licensed to GlaxoSmithKline Intellectual Property (No.

3) Limited (GSK) in May 2023, and SCY-247, currently in clinical stages of development.

Ibrexafungerp was approved by the FDA as BREXAFEMME for the treatment of patients with vulvovaginal candidiasis in 2021 and for the reduction in the incidence of recurrent vulvovaginal candidiasis in 2022.

We own 100% of the rights to SCY-247, as well as additional fungerp compounds in preclinical and discovery stage of development.

The FDA has granted Qualified Infectious Disease Product status, Fast Track, and Orphan Drug designations for the oral formulation of SCY-247.

Asset Purchase Agreement

On March 30, 2026 (the Effective Date), we entered into an asset purchase agreement (the Asset Purchase Agreement) with Poxel SA, a French corporation (Poxel), pursuant to which we (i) acquired all of Poxel’s right, title and interest in Poxel’s direct AMP kinase activator research and development program assets, including all patents, know-how, regulatory filings, inventory, records, assumed contracts and other assets specifically related to compounds that directly activate AMP kinase, including the compound known as PXL-770 (collectively, the Assets);

and (ii) assumed liabilities from Poxel related to the Assets arising after the effective date of the Asset Purchase Agreement (the Transaction).

Pursuant to the Asset Purchase Agreement, we are obligated to pay Poxel a one-time upfront payment of $8.0 million within thirty days after the Effective Date of the execution of the Asset Purchase Agreement.

We recognized the $8.0 million upfront payment as an acquired in-process research and development (IPR&D) expense in research and development in the three months ended March 31, 2026 and as an Asset Purchase Agreement payable as of March 31, 2026.

We paid the $8.0 million upfront payment to Poxel in April 2026.

In addition, we are obligated to pay Poxel milestone payments upon the first achievement of certain development and commercial milestone events related to products containing an acquired compound, for up to a total of $8.0 million in aggregate development milestone payments including a $2.0 million development milestone due on the initiation of the first phase 2 clinical trial, and up to $180.0 million in commercial milestones, of which $125.0 million is triggered by annual net sales at or above $1.0 billion.

SCY-770 for Autosomal Dominant Polycystic Kidney Disease

SCY-770 is an oral small-molecule therapy that has been evaluated in eight clinical trials to date, including multiple Phase 1 trials and one Phase 2a study in patients with nonalcoholic fatty liver disease (NAFLD).

Across these studies, SCY-770 has demonstrated a favorable safety and pharmacokinetic profile.

We intend to develop SCY-770 as a potential disease-modifying therapy for ADPKD.

We anticipate completing a Phase 1 confirmatory study assessing food effect and exposure in the third quarter of 2026 and initiating a Phase 2 proof-of-concept study in ADPKD patients in the fourth quarter of 2026, with an anticipated early efficacy readout in the second half of 2027.

We believe that prior clinical experience with SCY‑770, together with compelling preclinical pharmacology data demonstrating inhibition of cyst growth and improvements in disease‑relevant biomarkers in established in vitro and in vivo models of ADPKD, may support an efficient development path.

In addition, we believe the regulatory pathway in ADPKD may be streamlined, with the potential, subject to FDA agreement, for a single pivotal Phase 3 trial that could support Accelerated Approval based on an imaging‑based surrogate endpoint tied to kidney volume (TKV/htTKV), with confirmatory evidence of clinical benefit on kidney function (e.g., eGFR) required for full approval.

Our development goal for SCY-770 is to limit cyst growth, delay disease progression and improve patient quality of life.

Autosomal Dominant Polycystic Kidney Disease Overview, Treatment Landscape & Market Opportunity

ADPKD is among the most common monogenic disorders and a leading genetic cause of kidney failure.

ADPKD is caused by mutations of the PKD1 or PKD2 genes, which encode polycystin-1 (PC1) or polycystin-2 (PC2) proteins, respectively, that are important for normal tubular epithelial cell function.

In patients with ADPKD, fluid-filled cysts develop and progressively enlarge in the kidneys, and to a lesser extent, in other organs, leading to kidney enlargement and associated clinical manifestations including pain, hypertension, hematuria and progressive decline in renal function.

ADPKD affects approximately 140,000–160,000 diagnosed individuals in the United States and is estimated to have a global prevalence of approximately 4–7 million people, although the condition is believed to be significantly underdiagnosed.

More than 50% of patients are reported to progress to end-stage kidney disease by 60 years of age, at which point renal replacement therapy, including dialysis or kidney transplantation, is required.

We believe these disease characteristics, together with the chronic and progressive nature of ADPKD, underscore a substantial unmet need and potentially meaningful market opportunity for additional therapies capable of slowing disease progression while offering improved tolerability relative to currently available treatment options.

is a clinical-stage biotechnology company focused on developing innovative therapies for severe and difficult-to-treat diseases with significant unmet medical need.

Our strategy is centered on advancing differentiated product candidates with novel mechanisms of action that may provide meaningful clinical benefit and commercial opportunity.

Our pipeline is led by SCY-770, a novel, highly selective direct AMP-activated protein kinase (AMPK) activator being developed for the treatment of Autosomal Dominant Polycystic Kidney Disease (ADPKD).

ADPKD is a progressive inherited kidney disorder characterized by cyst growth, declining renal function and increased risk of end-stage kidney disease.

SCY-770 has received Orphan Drug Designation from the U.S.

Food and Drug Administration (FDA) and is designed to target multiple biological pathways associated with cyst formation and disease progression.

SCY-770’s mechanism has the potential to address core drivers of disease biology and therefore may be applicable across a broad segment of the ADPKD patient population.

As a result, if successfully developed, SCY-770 could offer a differentiated therapeutic profile with the potential for broader use relative to certain existing treatments.

Our proprietary antifungal platform, “fungerps,” includes BREXAFEMME® (ibrexafungerp tablets), the first approved representative of this novel antifungal class, which we licensed to GlaxoSmithKline Intellectual Property (No.

3) Limited (GSK) in May 2023, and SCY-247, a next-generation antifungal compound currently in clinical development.

We retain worldwide rights to SCY-247 and additional fungerp compounds in preclinical and discovery-stage development.

We believe our pipeline positions us to participate in multiple areas of significant unmet medical need, including rare kidney disease and invasive fungal infections, where treatment options remain limited and meaningful innovation continues to be needed.

Recent Business Highlights

Acquisition of SCY-770 Program

On March 30, 2026, we entered into an asset purchase agreement with Poxel SA pursuant to which we acquired Poxel’s direct AMPK activator research and development program and related assets, including the compound previously known as PXL-770, now referred to as SCY-770.

We believe the acquisition of SCY-770 significantly enhances our pipeline by adding a clinical-stage rare disease program with the potential to address a large and underserved patient population.

The transaction also aligns with our strategic objective of expanding into high-value rare disease indications supported by differentiated science and potentially efficient development pathways.

Pursuant to the agreement, we made an upfront payment of $8.0 million and may be required to make additional development and commercial milestone payments upon achievement of specified milestones.

SCY-770 for ADPKD

SCY-770 is an orally administered small-molecule direct AMPK activator that has been evaluated in multiple clinical studies, including Phase 1 trials and a Phase 2a study in patients with nonalcoholic fatty liver disease.

Across studies completed

to date, SCY-770 has demonstrated a favorable pharmacokinetic and tolerability profile.

The FDA has granted SCY-770 Orphan Drug designation.

We are developing SCY-770 as a potential disease-modifying therapy for ADPKD.

We believe SCY-770’s mechanism of action may offer a differentiated therapeutic approach by targeting key biological processes associated with cyst growth, inflammation and metabolic dysregulation implicated in ADPKD progression.

We currently anticipate:

• completing a Phase 1 confirmatory study during the third quarter of 2026 which will assess food effect and exposure to support dose selection for a Phase 2 study in patients with ADPKD;

• initiating a Phase 2 proof-of-concept clinical study in ADPKD patients during the fourth quarter of 2026;

• obtaining an early efficacy readout during the second half of 2027.

We believe existing and newly generated preclinical and clinical data may support an efficient development strategy.

Subject to discussions with the FDA, we believe there may be potential for a streamlined regulatory pathway utilizing imaging-based surrogate endpoints together with confirmatory clinical benefit measures;

however, no agreement with the FDA regarding any such pathway has been reached.

Our goal is to develop SCY-770 as a therapy capable of slowing disease progression, limiting cyst growth and improving long-term patient outcomes.

ADPKD Market Opportunity

ADPKD is among the most common inherited kidney disorders and represents a leading genetic cause of kidney failure.

The disease is associated with substantial morbidity, progressive loss of kidney function and significant healthcare burden.

We estimate that approximately 140,000 to 160,000 individuals in the United States have been diagnosed with ADPKD, with global prevalence estimated in the millions.

Current treatment options remain limited, and existing therapies may present tolerability, monitoring or access-related challenges for certain patients.

We believe there is substantial unmet need and potentially meaningful market opportunity for additional therapies capable of slowing disease progression in ADPKD while offering improved tolerability relative to currently available treatment options.

We believe these dynamics create a substantial opportunity for new therapies capable of slowing disease progression while potentially offering improved tolerability, broader patient applicability and long-term treatment utility.

The competitive landscape for ADPKD is evolving but remains limited.

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however, the generic product is subject to the same REMS requirements and safety considerations as the branded product and does not address the tolerability‑related limitations that have constrained broader adoption of tolvaptan‑based therapy.

In addition, several companies are advancing product candidates in clinical development for ADPKD.

Novartis, following its acquisition of Regulus Therapeutics, is developing farabursen, a kidney-targeted oligonucleotide designed to inhibit microRNA-17;

farabursen has completed Phase 1b clinical trial in ADPKD patients and is expected to advance into later-stage clinical development.

Vertex Pharmaceuticals is developing VX-407, a small molecule corrector currently in Phase 2a clinical development for a genetically defined subset of ADPKD patients with certain PKD1 variants, which Vertex has disclosed may represent approximately 10% of the overall patient population.

AbbVie, in collaboration with Calico Life Sciences, is developing ABBV‑CLS‑628, an investigational anti–pregnancy‑associated plasma protein‑A (PAPP‑A) monoclonal antibody;

ABBV‑CLS‑628 has completed a Phase 1 study and is currently being evaluated in a Phase 2 clinical trial.

XORTX Therapeutics is developing XRx-008, an oxypurinol formulation intended for progressing kidney disease due to ADPKD, which the company has indicated is being positioned for Phase 3 development.

While these programs reflect increasing interest in ADPKD, the number of therapies in advanced clinical stages remains limited, and there continues to be a significant unmet need for well‑tolerated treatments applicable to a broad ADPKD patient population.

We believe SCY‑770 may be differentiated by its direct activation of AMP‑activated protein kinase (AMPK), a central regulator of cellular energy homeostasis that has been implicated in multiple pathways relevant to cyst growth and disease progression in ADPKD.

Unlike approaches that target a single genetic subset or downstream consequence of the disease, SCY‑770’s mechanism has the potential to address core drivers of disease biology and therefore may be applicable across a broader segment of the ADPKD patient population.

As a result, if successfully developed, SCY‑770 could offer a differentiated therapeutic profile with the potential for broader use relative to certain existing or emerging treatments;

however, these potential advantages have not been clinically established.

SCY-247 for the Treatment and Prevention of Invasive Fungal Infections (IFI)

SCY-247, the second agent in a novel antifungal class, acts through the inhibition of the glucan synthase complex, an established target in antifungal therapeutics.

SCY-247 is being developed as oral and intravenous formulations and has demonstrated potent activity against a large collection of medically relevant strains of Candida and Aspergillus genera, including multidrug-resistant strains, as well as Pneumocystis, Coccidioides, Histoplasma and Blastomyces genera.

Additionally, SCY-247 has shown in vitro , and in vivo activity against multidrug-resistant organisms such as Candida auris and synergistic/additive activity in combination with amphotericin B against fungi causing mucormycosis.

SCY-247 has unique attributes that define its potential to address significant unmet medical needs and provide considerable commercial opportunities, including:

• oral bioavailability, allowing for convenient long-term outpatient use;

• activity against azole-resistant and most echinocandin-resistant Candida strains, including Candida auris and multidrug-resistant strains;

• activity against azole-resistant Aspergillus strains;

• fungicidal (i.e., killing the fungi) capabilities against the Candida genus compared to azoles, which are fungistatic (i.e., only inhibiting the growth of fungi);

• high tissue penetration, allowing high concentrations in the organs commonly affected by fungal infections;

• half-life adequate for once a day oral dosing with a low risk of drug-drug interactions.

We believe that SCY-247, if approved, has the potential to address significant gaps with commercially available therapies in IC (including resistant infections) and the prevention of IFI in patients at high risk.

SCY-247 is currently in a Phase 1 trial of the intravenous (IV) formulation, with data expected in the third quarter of 2026.

SCY-247 has received QIDP, Fast Track and Orphan Drug designation from the FDA.

We will continue to pursue non-dilutive funding opportunities to further support its development.

Nasdaq Minimum Bid Price Notification

On June 20, 2025, we received a letter from the Listing Qualifications Department staff of the Nasdaq (Nasdaq) notifying us that, for the last 30 consecutive business days, the closing bid price for our common stock was below the $1.00 per share minimum required for continued listing on the Nasdaq Global Market as set forth in Nasdaq Listing Rule 5450(a)(1).

The letter from Nasdaq had no immediate effect on the listing of our common stock on the Nasdaq Global Market.

In accordance with Nasdaq Listing Rule 5810(c)(3)(A), we had 180 calendar days from June 20, 2025, or until December 17, 2025 (the Compliance Date), to regain compliance with the minimum bid price rule.

In December 2025, we announced that we had received an additional 180-calendar-day extension from the Nasdaq to regain compliance with the minimum bid price requirement, as outlined in Nasdaq Listing Rule 5550(a)(2).

We now have until June 15, 2026, to meet the requirement for our shares of common stock to maintain a closing bid price of at least $1.00 per share for a minimum of ten consecutive business days, subject to Nasdaq's discretion to require up to twenty consecutive business days.

Nasdaq granted the extension after determining that we continue to meet all other continued listing criteria for the Nasdaq Capital Market, including the market value of publicly held shares, and we have provided written notice of our intention to cure the deficiency within the extension period, if necessary, through a reverse stock split.

Securities Purchase Agreement

In March 2026, we entered into a securities purchase agreement with certain investors to issue and sell in a private placement (the March 2026 Private Placement) an aggregate of (i) 34,750,000 shares of our common stock, par value $0.001 per share, (ii) pre-funded warrants to purchase up to 8,750,000 shares of our common stock (Pre-Funded Warrants) and (iii) accompanying warrants to purchase up to 43,500,000 shares of our common stock (Common Warrants).

Each Pre-Funded Warrant is exercisable for one share of our common stock at an exercise price of $0.0001 per share, and is exercisable immediately and will expire once exercised in full.

Each Common Warrant is exercisable for one share of common stock (or Pre-Funded Warrant in lieu thereof) at an exercise price of $1.20 per share, and will be exercisable beginning on the effective date of the stockholder approval relating to the proposed increase of our authorized shares of common stock and will expire on 5:00 p.m.

(New York City time) on the earlier of (i) April 1, 2031 or (ii) the 30th day after we publicly release topline data at Week 48 from our Phase 2 proof-of-concept clinical study evaluating SCY-770 in patients with ADPKD.

The March 2026 Private Placement closed on April 1, 2026.

The aggregate gross proceeds to us from the March 2026 Private Placement were $40.0 million, before deducting fees and expenses or any exercise of the Pre-Funded Warrants or Common Warrants.

See Note 12 to the unaudited condensed

consolidated financial statements for further information regarding the March 2026 Private Placement.

Pursuant to the registration rights agreement that we entered into with the investors in connection with the March 2026 Private Placement, we filed a registration statement on Form S-3 (File No.

333-295493) (the Registration Statement), which was declared effective by the SEC on May 8, 2026, covering the resale of the Registrable Securities (as defined in the registration rights agreement).

The Registration Statement covers the shares of common stock underlying the Common Warrants;

however, the Common Warrants are not exercisable until the effective date of the stockholder approval relating to the proposed increase in our authorized shares of common stock, as more fully described in the Registration Statement.

We have agreed to use reasonable best efforts to keep the Registration Statement effective until the earlier of the date on which all Registrable Securities covered thereby have been sold or may be resold pursuant to Rule 144 under the Securities Act without restriction.

We believe SCY-770 may be differentiated by its direct activation of AMPK, a central regulator of cellular energy homeostasis implicated in multiple pathways relevant to ADPKD pathogenesis.

Unlike approaches targeting narrow genetic subsets or downstream disease mechanisms, SCY-770 may have the potential for applicability across a broader ADPKD population, although these potential advantages have not yet been clinically established.

SCY-247 Program

SCY-247 is a next-generation antifungal compound being developed in oral and intravenous formulations for the treatment and prevention of invasive fungal infections.

SCY-247 has demonstrated broad-spectrum antifungal activity in preclinical studies, including activity against multidrug-resistant Candida and Aspergillus strains.

We believe SCY-247 possesses several potentially differentiated attributes, including oral bioavailability, potent antifungal activity, tissue penetration and pharmacokinetic characteristics supportive of once-daily dosing.

SCY-247 is currently being evaluated in Phase 1 oral and intravenous formulation studies.

The oral formulation studies are now complete, with data from the Phase 1 intravenous formulation study anticipated to be available in the third quarter of 2026.

Subject to the results of the Phase 1 oral and intravenous studies and available funding, a clinical Phase 2 study of SCY-247 would be anticipated to be initiated in the first half of 2027 in patients with IC.

The FDA has granted SCY-247 Qualified Infectious Disease Product, Fast Track and Orphan Drug designations.

The transfer of the BREXAFEMME New Drug Application to GSK was completed in November 2025 and GSK will be able to initiate regulatory interactions with the FDA to discuss the relaunch of BREXAFEMME for vulvovaginal candidiasis and refractory vulvovaginal candidiasis in the U.S.

We potentially stand to receive $146.0 million in annual net sales milestones plus royalties in the low-to-mid-single digits upon the relaunch of BREXAFEMME by GSK that could provide a significant future source of non-dilutive capital.

Financing Activities

In March 2026, we entered into a securities purchase agreement with certain institutional and accredited investors in a private placement financing transaction.

The financing generated aggregate gross and net proceeds of $40.0 million and $36.9 million, respectively.

We believe this financing strengthens our balance sheet and enhances our ability to advance the development of SCY-770 and SCY-247.

We believe our existing cash and cash equivalents and investments are sufficient to fund our on-going operations into 2029.

In addition, if the accompanying common warrants issued in the financing are fully exercised for cash, we could receive additional gross proceeds of up to approximately $52.2 million, subject to warrant exercise conditions.

Reverse Stock Split and Nasdaq Compliance

In June 2025, we received notice from Nasdaq that the closing bid price of our common stock had fallen below the minimum bid price requirement for continued listing.

Nasdaq subsequently granted us a compliance period through June 15, 2026 to regain compliance with Nasdaq Listing Rule 5550(a)(2).

As of May 28, 2026, we had not regained compliance with the minimum bid price requirement.

On May 28, 2026, we filed with the Secretary of State of the State of Delaware a Certificate of Amendment to our Amended and Restated Certificate of Incorporation, to effect a one-for-eight reverse stock split of our outstanding common stock.

On the effective date of May 29, 2026, the number of our issued and outstanding shares of common stock was decreased from 79,459,299 (pre-reverse stock split) to 9,932,359 and the par value per common share remained unchanged.

On June 15, 2026, we received a letter from Nasdaq notifying us that Nasdaq has determined that for the last 10 consecutive business days, from June 1, 2026 to June 12, 2026, the closing bid price of our common stock has been at $1.00 per share or greater and that, accordingly, we have regained compliance with Listing Rule 5550(a)(2) and this matter is now closed.

Components of Operating Results

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Other Expense (Income)

All of our other expense (income) recognized in the three months ended March 31, 2026 and 2025, consists of amortization of debt issuance costs and discount, interest income, interest expense, other income, and the warrant liabilities fair value adjustment.

Results of Operations for the Three Months Ended March 31, 2026 and 2025

The following table summarizes our results of operations for the three months ended March 31, 2026 and 2025, together with the changes in those items in dollars and percentage (dollars in thousands):

Three Months Ended March 31,

All of our other expense (income) recognized in the three and six months ended June 30, 2026 and 2025, consists of amortization of debt issuance costs and discount, interest income, interest expense, other income, and the warrant liabilities fair value adjustment.

Results of Operations for the Three Months Ended June 30, 2026 and 2025

The following table summarizes our results of operations for the three months ended June 30, 2026 and 2025, together with the changes in those items in dollars and percentage (dollars in thousands):

Three Months Ended June 30,

Period-to-Period Change

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Other (income) expense:

Interest income

Warrant liabilities fair value adjustment

Total other income

Net income (loss)

For the three months ended June 30, 2026 and 2025, revenue consists of $0.2 million and $1.4 million in license agreement revenue associated with the GSK license agreement.

Research and Development.

For the three months ended June 30, 2026, research and development expenses decreased to $3.9 million compared to $7.1 million for the three months ended June 30, 2025.

The decrease of $3.3 million, or 46%, for the three months ended June 30, 2026, was primarily driven by a decrease of $1.6 million in chemistry, manufacturing, and controls (CMC) expense, a $0.8 million decrease in preclinical expense, a $0.5 million decrease in clinical expense and a net decrease of $0.4 million in other research and development expense.

The $1.6 million decrease in CMC expense was primarily associated with a $1.4 million decrease in costs and expenses associated with the manufacturing of ibrexafungerp for the MARIO Phase 3 study which was terminated in the fourth quarter of 2025.

The $0.8 million decrease in preclinical expense was primarily associated with certain preclinical costs associated with the development of the oral formulation of SCY-247 in the three months ended June 30, 2025.

The $0.5 million decrease in clinical expense was primarily due to the $0.9 million decrease in expense associated with MARIO Phase 3 study that was terminated in the fourth quarter of 2025, and a $1.5 million decrease in expense for the Phase 1 oral formulation studies for SCY-247, offset in part by an increase in expense of $1.6 million for the Phase 1 intravenous formulation study for SCY-247, and a $0.3 million increase in expense for the Phase 1 SCY-770 study.

Selling, General & Administrative .

For the three months ended June 30, 2026, selling, general and administrative expenses increased to $4.1 million compared to $3.8 million for the three months ended June 30, 2025.

The increase of $0.3 million, or 9%, for the three months ended June 30, 2026, was primarily due to the increase of $0.3 million in professional fees.

Interest Income .

For the three months ended June 30, 2026 and 2025, we recognized $0.7 million and $0.5 million, respectively, in interest income on our money market funds and investments.

Other Income .

For the three months ended June 30, 2026, we recognized $0.3 million in other income associated with certain research and development tax credits.

Warrant Liabilities Fair Value Adjustment .

For the three months ended June 30, 2026 and 2025, we recognized gains of $14.2 million and $2.2 million, respectively, in the fair value adjustment related to the warrant liabilities primarily due to the decrease in our stock price during the respective periods.

Results of Operations for the Six Months Ended June 30, 2026 and 2025

The following table summarizes our results of operations for the six months ended June 30, 2026 and 2025, together with the changes in those items in dollars and percentage (dollars in thousands):

Six Months Ended June 30,

Period-to-Period Change

License agreement revenue

Operating expenses:

Research and development

Selling, general and administrative

Total operating expenses

Loss from operations

Other expense (income):

Amortization of debt issuance costs and discount

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Warrant liabilities fair value adjustment

Total other expense (income)

For the three months ended March 31, 2025, revenue consists of $0.3 million in license agreement revenue associated with the GSK license agreement.

Total other income

For the six months ended June 30, 2026 and 2025, revenue consists of $0.2 million and $1.6 million in license agreement revenue associated with the GSK license agreement.

Research and Development.

For the three months ended March 31, 2026, research and development expenses increased to $12.4 million compared to $5.1 million for the three months ended March 31, 2025.

The increase of $7.2 million, or 140%, for the three months ended March 31, 2026, was primarily driven by the $8.0 million IPR&D expense recognized for the acquisition of SCY-770 in the three months ended March 31, 2026 and an increase of $0.3 million in clinical expense, offset in part by a decrease of $0.7 million in preclinical expense, and a decrease of $0.4 million in salary expense.

The $0.3 million increase in clinical expense was primarily associated with a $0.3 million increase in expense for the Phase 1 studies for SCY-247.

The $0.7 million decrease in preclinical expense was primarily associated with certain preclinical costs associated with the development of SCY-247 in the three months ended March 31, 2025.

The decrease of $0.4 million in salary expense is due to the decrease in the number of employees in the three months ended March 31, 2026.

For the six months ended June 30, 2026, research and development expenses increased to $16.2 million compared to $12.3 million for the six months ended June 30, 2025.

The increase of $4.0 million, or 32%, for the six months ended June 30, 2026, was primarily driven by the $8.0 million IPR&D expense recognized for the acquisition of SCY-770 in the six months ended June 30, 2026, offset in part by a decrease of $1.5 million in preclinical expense, a decrease of $1.6 million CMC expense, a decrease of $0.7 million in salary expense, and a net decrease of $0.2 million in other research and development expense.

The $1.6 million decrease in CMC was primarily associated with a $1.6 million decrease in costs and expenses associated with the manufacturing of ibrexafungerp for the MARIO Phase 3 study which was terminated in the fourth quarter of 2025.

The $1.5 million decrease in preclinical expense was primarily associated with certain preclinical costs associated with the development of the oral and IV formulations of SCY-247 in the six months ended June 30, 2025.

Selling, General & Administrative .

For the three months ended March 31, 2026 and 2025, selling, general and administrative expenses increased to $4.6 million compared to $3.7 million for the three months ended March 31, 2025.

The increase of $0.9 million, or 23%, was primarily due to the recognition of $0.8 million in offering costs for the March 2026 Private Placement warrant issuance in the three months ended March 31, 2026.

For the six months ended June 30, 2026, selling, general and administrative expenses increased to $8.7 million compared to $7.5 million for the six months ended June 30, 2025.

The increase of $1.2 million, or 16%, was primarily due to the recognition of $0.9 million in offering costs for the March 2026 Private Placement warrant issuance in the six months ended June 30, 2026 and a $0.6 million increase in other professional fees, offset in part by a net decrease of $0.3 million in other selling, general, and administrative expense.

Amortization of Debt Issuance Costs and Discount .

For the three months ended March 31, 2025, we recognized $0.3 million in amortization of debt issuance costs and discount.

For the six months ended June 30, 2025, we recognized $0.3 million in amortization of debt issuance costs and discount.

The debt issuance costs and discount for our March 2019 convertible notes, which were fully paid at maturity in March 2025, primarily consisted of an allocated portion of advisory fees and other issuance costs and the initial fair value of the derivative liability.

Interest Income .

For the three months ended March 31, 2026 and 2025, we recognized $0.5 million and $0.8 million, respectively, in interest income on our money market funds and investments.

For the six months ended June 30, 2026 and 2025, we recognized $1.2 million and $1.3 million, respectively, in interest income on our money market funds and investments.

Interest Expense .

For the three months ended March 31, 2025, we recognized $0.2 million in interest expense on our March 2019 convertible notes which were fully paid at maturity in March 2025.

For the six months ended June 30, 2025, we recognized $0.2 million in interest expense on our March 2019 convertible notes which were fully paid at maturity in March 2025.

Other Income .

For the three months ended March 31, 2026, we recognized $0.4 million in other income associated with certain research and development tax credits.

For the six months ended June 30, 2026, we recognized $0.7 million in other income associated with certain research and development tax credits.

Warrant Liabilities Fair Value Adjustment .

For the three months ended March 31, 2026 and 2025, we recognized a loss of $5.2 million and a gain of $2.9 million, respectively, in the fair value adjustment related to the warrant liabilities primarily due to the increase and decrease in our stock price during the respective periods.

For the six months ended June 30, 2026 and 2025, we recognized gains of $8.9 million and $5.1 million, respectively, in the fair value adjustment related to the warrant liabilities primarily due to the decrease in our stock price during the respective periods.

Liquidity and Capital Resources

Sources of Liquidity

As of March 31, 2026, we had cash and cash equivalents and investments of $72.4 million, compared to cash and cash equivalents and short-term investments of $56.3 million as of December 31, 2025.

As of June 30, 2026, we had cash and cash equivalents and investments of $71.1 million, compared to cash and cash equivalents and short-term investments of $56.3 million as of December 31, 2025.

We believe our capital resources are sufficient to fund our on-going operations for a period of at least 12 months subsequent to the issuance of the accompanying unaudited condensed consolidated financial statements.

As of March 31, 2026, our accumulated deficit was $406.4 million.

As of June 30, 2026, our accumulated deficit was $399.0 million.

Consistent with our operating plan, we expect to incur significant research and development expenses and selling, general and administrative expenses.

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We may offer shares of our common stock pursuant to our effective shelf registration statements or our “at-the-market” offering program pursuant to the Controlled Equity Offering SM Sales Agreement with Cantor Fitzgerald & Co.

The following table sets forth the significant sources and uses of cash for the three months ended March 31, 2026 and 2025 (in thousands):

Three Months Ended March 31,

The following table sets forth the significant sources and uses of cash for the six months ended June 30, 2026 and 2025 (in thousands):

Six Months Ended June 30,

Cash, cash equivalents, and restricted cash, January 1

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Net cash provided by (used in) financing activities

Net increase (decrease) in cash, cash equivalents, and restricted cash

Cash, cash equivalents, and restricted cash, March 31

Net decrease in cash, cash equivalents, and restricted cash

Cash, cash equivalents, and restricted cash, June 30

Operating Activities

The $0.6 million increase in net cash used in operating activities for the three months ended March 31, 2026, as compared to the three months ended March 31, 2025 was primarily due to the continued development costs associated with SCY-247 in the three months ended March 31, 2026.

Net cash used in operating activities of $8.1 million for the three months ended March 31, 2026, primarily consisted of the $21.3 million net loss adjusted for non-cash charges that included the loss on change in fair value of the warrant liability of $5.2 million, $0.8 million in offering costs for the March 2026 Private Placement warrant issuance, and stock-based compensation expense of $0.6 million, partially offset by a net favorable change in operating assets and liabilities of $6.6 million.

The net favorable change in operating assets and liabilities of $6.6 million is due to a net favorable change of $7.4 million due to the increase in operating liabilities offset by a net unfavorable change of $0.8 million due to the increase in operating assets.

The net $7.4 million increase in operating liabilities is primarily due to the recognition of the $8.0 million Asset Purchase Agreement payable and a $0.9 million increase in accounts payable offset in part by a decrease of $1.4 million in accrued expenses.

The $1.4 million decrease in accrued expenses is primarily due to the $1.1 million decrease in accrued bonus which was paid in the three months ended March 31, 2026.

The $0.8 million increase in prepaid expenses, other current assets, deferred costs, and other was primarily due to the $0.5 million increase in other current assets for certain tax credit receivables recognized in the three months ended March 31, 2026.

Net cash used in operating activities of $7.5 million for the three months ended March 31, 2025, primarily consisted of the $5.4 million net loss adjusted for non-cash charges that included the gain on change in fair value of the warrant liability of $2.9 million, stock-based compensation expense of $0.8 million, and amortization of debt issuance costs and discount of $0.3 million, partially offset by a net unfavorable change in operating assets and liabilities of $0.2 million.

The net unfavorable change in operating assets and liabilities of $0.2 million is due to a favorable change of $1.3 million due to the decrease in operating assets, offset by an unfavorable change of $1.5 million due to the decrease in operating liabilities The net $1.3 million decrease in operating assets is primarily due to a $0.5 million decrease in the license agreement receivable associated with the GSK License Agreement which was collected in the three months ended March 31, 2025, and a $0.7 million decrease in prepaid expenses, other assets, deferred costs, and other.

The $0.7 million decrease in prepaid expenses, other assets, deferred costs, and other was primarily due to the $0.4 million decrease in prepaid research and development services that were recognized in the three months ended March 31, 2025 and a $0.4 million decrease in other current assets.

The net unfavorable change of $1.5 million in operating liabilities is primarily due to the $1.2 million decrease in accrued expenses primarily due to the $1.3 million decrease in accrued bonus which was paid in the three months ended March 31, 2025.

The $8.0 million increase in net cash used in operating activities for the six months ended June 30, 2026, as compared to the six months ended June 30, 2025 was primarily due to the $8.0 million payment for the acquisition of SCY-770 and the continued development costs associated with SCY-247 in the six months ended June 30, 2026.

Net cash used in operating activities of $23.0 million for the six months ended June 30, 2026, primarily consisted of the $13.9 million net loss adjusted for non-cash charges that included the gain on change in fair value of the warrant liabilities of $8.9 million, $0.9 million in offering costs for the March 2026 Private Placement warrant issuance, and stock-based compensation expense of $1.1 million, partially offset by a net unfavorable change in operating assets and liabilities of $2.3 million.

The net unfavorable change in operating assets and liabilities of $2.3 million is due to the increase of $1.5 million in operating assets and a decrease of $0.8 million in operating liabilities.

The $1.5 million increase in prepaid expenses, other current assets, deferred costs, and other was primarily due to the $0.9 million increase in other current assets for certain tax credit receivables recognized in the six months ended June 30, 2026.

Net cash used in operating activities of $15.0 million for the six months ended June 30, 2025, primarily consisted of the $12.3 million net loss adjusted for non-cash charges that included the gain on change in fair value of the warrant liability of $5.1 million and stock-based compensation expense of $1.6 million, partially offset by a net favorable change in operating assets and liabilities of $0.6 million.

The net favorable change in operating assets and liabilities of $0.6 million is due to a net favorable change of $1.1 million due to the decrease in operating assets offset by a net unfavorable change of $0.4 million due to the decrease in operating liabilities The net $1.1 million decrease in operating assets is primarily due to a $0.8 million decrease in prepaid expenses, other assets, deferred costs, and other.

The $0.8 million decrease in prepaid expenses, other assets, deferred costs, and other was primarily due to the $0.4 million decrease in prepaid research and development services that were recognized in the six months ended June 30, 2025 and a $0.4 million decrease in other current assets.

The net unfavorable change of $0.4 million in operating liabilities is primarily due to the $1.7 million increase in accounts payable, offset in part by a $1.3 million decrease in accrued expenses primarily due to the $0.9 million decrease in accrued bonus which was paid in the six months ended June 30, 2025.

Investing Activities

Net cash used in investing activities of $0.5 million for the three months ended March 31, 2026 consisted of purchases and maturities of investments of $3.3 million and $2.8 million, respectively.

Net cash provided by investing activities for the three months ended March 31, 2025 consisted of the maturities of investments of $12.4 million.

Net cash used in investing activities of $25.3 million for the six months ended June 30, 2026 consisted of purchases and maturities of investments of $39.5 million and $14.2 million, respectively.

Net cash provided by investing activities for the six months ended June 30, 2025 consisted of the maturities of investments of $23.7 million.

Financing Activities

Net cash provided by financing activities of $24.0 million for the three months ended March 31, 2026, consisted primarily of the $24.0 million in proceeds received for the March 2026 Private Placement.

Net cash used in financing activities of $14.1 million for the three months ended March 31, 2025, consisted primarily of the $14.0 million repayment of the convertible debt in March 2025.

Net cash provided by financing activities of $37.5 million for the six months ended June 30, 2026, consisted primarily of the $40.0 million in proceeds received from the March 2026 Private Placement.

Net cash used in financing activities of $14.1 million for the six months ended June 30, 2025, consisted primarily of the $14.0 million repayment of the convertible debt in March 2025.

Future Funding Requirements

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Significant Estimates and Judgments

Our management’s discussion and analysis of our financial condition and results of operations is based on our condensed consolidated financial statements, which we have prepared in accordance with accounting principles generally accepted in the United States, or GAAP.

The preparation of our condensed consolidated 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 our condensed consolidated financial statements, as well as the reported revenues and expenses during the reported periods.

United States, or GAAP.

The preparation of our condensed consolidated 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 our condensed consolidated financial statements, as well as the reported revenues and expenses during the reported periods.

We evaluate these estimates and judgments on an ongoing basis.

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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