What changed in this filing

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Item 1. Financial Statements

2026-05-11 compared with 2025-11-04 · 126 added, 191 removed, 443 unchanged (42% of the section changed)

2 unchanged sentences

(in thousands, except share and per share amounts)

September 30, 2025 December 31, 2024

March 31, 2026 December 31, 2025

Current assets:

24 unchanged sentences

Preferred stock, $ 0.001 par value per share;

10,000,000 shares authorized, no shares issued or outstanding as of September 30, 2025 and December 31, 2024

10,000,000 shares authorized, no shares issued or outstanding as of March 31, 2026 and December 31, 2025

Common stock, $ 0.001 par value per share;

200,000,000 shares authorized as of September 30, 2025 and December 31, 2024;

22,510,313 and 17,640,328 shares issued and outstanding as of September 30, 2025 and December 31, 2024, respectively

200,000,000 shares authorized as of March 31, 2026 and December 31, 2025;

24,088,057 and 22,911,575 shares issued and outstanding as of March 31, 2026 and December 31, 2025, respectively

Additional paid-in capital

6 unchanged sentences

(in thousands, except share and per share amounts)

Three Months Ended September 30, Nine Months Ended September 30,

2025 2024 2025 2024

Three Months Ended March 31,

Revenue $ 17,306 $ 15,498

7 unchanged sentences

Interest expense ( 1,267 ) ( 545 )

Loss on extinguishment of debt — — ( 295 ) —

Change in fair value of warrant liability 882 —

Interest income 3 197 246 570

Other income (expense), net ( 132 ) 158

Loss before income taxes ( 3,931 ) ( 3,752 )

12 unchanged sentences

Balances as of December 31, 2025

Issuance of stock from vested restricted stock units 229,151 — — — —

Issuance of stock under Employee Stock Purchase Plan 80,554 — 198 — 198

Stock-based compensation — — 417 — 417

Net loss — — — ( 3,752 ) ( 3,752 )

Balances as of March 31, 2025 17,950,033 18 304,468 ( 298,083 ) 6,403

Issuance of stock from public offering, net of issuance costs of $ 1,598

22,911,575 $ 23 $ 331,708 $ ( 314,282 ) $ 17,449

Issuance of stock from warrant exercises 107,969 — — — —

Issuance of stock from vested restricted stock units 88,129 — — — —

Exercise of stock options 108 — — — —

Stock-based compensation — — 443 — 443

Net loss — — — ( 4,439 ) ( 4,439 )

Balances as of June 30, 2025 21,998,739 22 323,534 ( 302,522 ) 21,034

Issuance of stock under ATM, net of issuance costs of $ 145

360,554 1 3,397 — 3,398

Issuance of stock from cashless warrant exercises 804,788 1 ( 1 ) — —

Issuance of stock from vested restricted stock units 275,671 — — — —

2 unchanged sentences

Net loss — — — ( 3,967 ) ( 3,967 )

Balances as of September 30, 2025

Balances as of March 31, 2026

24,088,057 $ 24 $ 332,657 $ ( 318,249 ) $ 14,432

8 unchanged sentences

Balances as of December 31, 2024

17,640,328 $ 18 $ 303,853 $ ( 294,331 ) $ 9,540

Issuance of stock from vested restricted stock units 229,151 — — — —

Exercise of stock options 326 — — — —

Issuance of stock under Employee Stock Purchase Plan 80,554 — 198 — 198

2 unchanged sentences

Balances as of March 31, 2025

Issuance of stock from vested restricted stock units 62,998 — — — —

Exercise of stock options 636 — — — —

Stock-based compensation — — 560 — 560

Net loss — — — ( 2,966 ) ( 2,966 )

Balances as of June 30, 2024 17,381,575 17 303,110 ( 285,542 ) 17,585

Issuance of stock from vested restricted stock units 13,155 — — — —

Exercise of stock options 84,162 — 22 — 22

Issuance of stock under Employee Stock Purchase Plan 41,443 1 71 — 72

Stock-based compensation — — 217 — 217

Net loss — — — ( 5,028 ) ( 5,028 )

Balances as of September 30, 2024

17,950,033 $ 18 $ 304,468 $ ( 298,083 ) $ 6,403

2 unchanged sentences

(in thousands)

Nine Months Ended September 30,

Three Months Ended March 31,

Cash flows from operating activities:

5 unchanged sentences

Change in fair value of warrant liability ( 882 ) —

Loss on extinguishment of debt 295 —

Non-cash operating lease expense 256 234

15 unchanged sentences

Cash flows from financing activities:

Proceeds from common stock issued in public offering, net of issuance costs 18,627 —

Proceeds from common stock issued under ATM, net of issuance costs 3,436 —

Proceeds from common stock issued under Employee Stock Purchase Plan 295 198

Proceeds from exercise of stock options — 22

Principal payments on finance lease obligations ( 189 ) ( 90 )

Principal payments on notes payable obligations ( 168 ) ( 107 )

Proceeds from issuance of debt and warrants, net of discounts 23,672 —

Payment to extinguish debt ( 19,705 ) —

Payment of debt issuance costs — ( 65 )

Net cash provided by (used in) financing activities 24,819 ( 447 )

Net increase (decrease) in cash, cash equivalents and restricted cash 13,616 ( 14,458 )

Net cash used in financing activities ( 62 ) ( 64 )

Net decrease in cash, cash equivalents and restricted cash ( 10,707 ) ( 10,842 )

Cash, cash equivalents and restricted cash, beginning of period 32,420 22,236

2 unchanged sentences

Cash paid for interest $ 856 $ 402

Cash paid for taxes $ 38 $ 12

Supplemental disclosure of non-cash items:

Unpaid equipment settled under financing arrangement $ — $ 677

Right-of-use assets obtained in exchange for finance lease liabilities $ 3,231 $ —

Recognition of warrant liability $ 3,525 $ —

Equipment purchased under notes payable obligations $ — $ 706

Unpaid financing costs included in accounts payable and accrued liabilities $ 39 $ —

Costs incurred, but not paid, in connection with capital expenditures $ 72 $ 176

5 unchanged sentences

The Company anticipates that it will continue to incur net losses in future periods.

As of September 30, 2025, the Company had cash and cash equivalents of $ 35.7 million and had an accumulated deficit of $ 309.6 million.

As of March 31, 2026, the Company had cash and cash equivalents of $ 21.5 million and had an accumulated deficit of $ 318.2 million.

Since inception, the Company has financed its operations primarily through a combination of equity financings, debt financing arrangements, and revenue from sales of the Company's products.

Based on the Company's current business plan, management believes that its existing capital resources will be sufficient to fund the Company's obligations for at least twelve months following the issuance of these condensed financial statements.

On April 25, 2025, the Company and Perceptive Credit Holdings IV, LP (Perceptive) entered into the Credit Agreement (as defined below), under which an initial term loan of $ 25.0 million was funded, $ 19.7 million of which the Company used to repay the 2017 Term Loan (as defined below).

The Company received $ 3.0 million in proceeds, net of issuance costs and repayment of the 2017 Term Loan.

The term loan facility allows the Company to draw up to an aggregate principal amount of $ 75.0 million in several tranches, subject to specified milestone requirements.

Additionally, pursuant to the Credit Agreement, the Company also issued a warrant certificate to purchase up to 1,150,000 shares of common stock (the Warrant Certificate), 400,000 of which vested and became exercisable upon issuance (the Tranche A Warrant Shares) and up to 750,000 of which will vest and become exercisable if and when the additional debt tranches are drawn by the Company.

See “Note 4 Borrowings—Perceptive Term Loan Facility ” for more information.

On May 9, 2025, the Company issued and sold an aggregate of 3,852,500 shares of its common stock at a public offering price of $ 5.25 per share, for aggregate net proceeds of $ 18.6 million after deducting underwriting discounts and commissions and other offering expenses.

See “Note 7 Stockholders' Equity—2025 Public Offering ” for more information.

The Company held claims in the first three months ended March 31, 2026, which resulted in increases in its accounts receivable and an accelerated decrease in its cash and cash equivalents in the three months ended March 31, 2026, and a reversal of that trend is expected in the remaining three quarters of the fiscal year ending December 31, 2026.

To execute its business plans, the Company may need additional funding to support its continuing operations and pursue its growth strategy.

Until such time as the Company can achieve significant cash flows from operations, if ever, it may need to finance its operations through the sale of its stock, debt financings or other strategic transactions.

Until such time as the Company can achieve significant cash flows from operations, if ever, it may need to finance its operations through the sale of its common stock, debt financings or other strategic transactions.

Although the Company has been successful in raising capital in the past, there is no assurance that it will be successful in obtaining such additional financing on terms acceptable to the Company, if at all.

3 unchanged sentences

Basis of Presentation and Use of Estimates

The accompanying unaudited interim condensed balance sheets as of September 30, 2025, condensed statements of operations and stockholders' equity for the three and nine months ended September 30, 2025 and 2024, cash

flows for the nine months ended September 30, 2025 and 2024 and the related footnote disclosures are unaudited and have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission (SEC), and with accounting principles generally accepted in the United States (GAAP) applicable to interim financial statements.

The accompanying unaudited interim condensed balance sheets as of March 31, 2026, condensed statements of operations and stockholders' equity for the three months ended March 31, 2026 and 2025, cash flows for the three months ended March 31, 2026 and 2025 and the related footnote disclosures are unaudited and have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission (SEC), and with accounting principles generally accepted in the United States (GAAP) applicable to interim financial statements.

These unaudited condensed financial statements and related footnote disclosures should be read in conjunction with the Company’s audited financial statements for the fiscal year ended December 31, 2025, included in its Annual Report on Form 10-K filed with the SEC on March 10, 2026 (the 2025 Annual Report).

In management's opinion, the unaudited interim condensed financial statements have been prepared on the same basis as the audited financial statements included in the 2024 Annual Report and include all normal adjustments, necessary for the fair presentation of the Company's financial position as of September 30, 2025 and its results of operations for the periods presented.

The results for the three and nine months ended September 30, 2025 are not necessarily indicative of the results expected for the full fiscal year or any other interim period.

In management's opinion, the unaudited interim condensed financial statements have been prepared on the same basis as the audited financial statements included in the 2025 Annual Report and include all normal adjustments, necessary for the fair presentation of the Company's financial position as of March 31, 2026 and its results of operations for the periods presented.

The results for the three months ended March 31, 2026 are not necessarily indicative of the results expected for the full fiscal year or any other interim period.

The year-end condensed balance sheet data was derived from audited financial statements, but does not include all disclosures required by GAAP.

13 unchanged sentences

Three Months Ended

September 30, Nine Months Ended

September 30,

2025 2024 2025 2024

Customer A 24 % 23 %

Customer B 21 % 18 %

Customer C * * 10 % *

Accounts Receivable, Net

September 30, 2025 December 31, 2024

March 31, 2026 December 31, 2025

Customer A 26 % 23 %

1 unchanged sentence

Customer C 11 % 14 %

* Less than 10%.

For the three months ended September 30, 2025 and 2024, approximately 87 % and 93 %, respectively, of the Company's revenue was related to the AVISE ® CTD test.

Revenue related to AVISE ® CTD test for the nine months ended September 30, 2025 and 2024 was approximately 89 % and 91 %, respectively.

For the three months ended March 31, 2026 and 2025, approximately 91 % and 92 %, respectively, of the Company's revenue was related to the AVISE ® CTD test.

The Company is dependent on key suppliers for certain laboratory materials, consisting primarily of reagents and biomarkers used in our diagnostic tests.

For the three months ended September 30, 2025 and 2024 approximately 97 % and 98 %, respectively, of the Company's diagnostic testing supplies were purchased from two suppliers.

For the nine months ended September 30, 2025 and 2024, approximately 95 % and 97 %, respectively, of the Company's diagnostic testing supplies were purchased from three suppliers.

For the three months ended March 31, 2026 and 2025 approximately 98 % and 76 %, respectively, of the Company's diagnostic testing supplies were purchased from two suppliers.

An interruption in the supply of these materials would impact the Company's ability to perform testing services.

1 unchanged sentence

The following table includes the Company's revenues as disaggregated by payor and customer category (in thousands):

Three Months Ended September 30, Nine Months Ended September 30,

2025 2024 2025 2024

Three Months Ended March 31,

Commercial $ 9,476 $ 8,185

13 unchanged sentences

Cash, cash equivalents and restricted cash presented in the accompanying condensed statements of cash flows consist of the following (in thousands):

September 30, 2025 December 31, 2024

March 31, 2026 December 31, 2025

Cash and cash equivalents $ 21,513 $ 32,220

6 unchanged sentences

In considering whether long-lived assets are impaired, the Company combines its long-lived assets into groupings, a determination which is made principally on the basis of whether the assets are specific to a particular test offered or technology being developed.

Company identifies a change in the circumstances related to its long-lived assets that indicates the carrying value of any such asset may not be recoverable, the Company will perform an impairment analysis.

If the Company identifies a change in the circumstances related to its long-lived assets that indicates the carrying value of any such asset may not be recoverable, the Company will perform an impairment analysis.

A long-lived asset is deemed to be impaired when the undiscounted cash flows expected to be generated by the asset (or asset group) are less than the asset’s carrying amount.

4 unchanged sentences

The Company primarily markets its testing products to rheumatologists and their physician assistants in the United States.

The healthcare professionals who order the Company's testing products and to whom test results are reported are generally not responsible for payment for these products.

The healthcare professionals who order the Company's testing products and to whom test results are reported are generally not responsible for payment for

these products.

The parties that pay for these services (each, a payor) consist of commercial payors (healthcare insurers), government payors (primarily Medicare and Medicaid), client payors (hospitals, other laboratories, etc.) and patient self-pay.

The Company recognizes revenue in accordance with Accounting Standards Codification (ASC) Topic 606, Revenue from Contracts with Customers and follows a five-step process to determine the amount and timing of revenue recognized:

The Company recognizes revenue in accordance with Accounting Standards Codification (ASC) Topic 606, Revenue from Contracts with Customers (ASC 606) and follows a five-step process to determine the amount and timing of revenue recognized:

(1) identify the contract with the customer, (2) identify the performance obligations in the contract, (3) determine the transaction price, (4) allocate the transaction price to performance obligations in the contract, and (5) recognize revenue when (or as) the performance obligation is satisfied.

6 unchanged sentences

Further adjustments to the allowances, based on actual receipts, are recorded upon settlement.

Included in revenues for the three months ended September 30, 2025 and 2024 was a $ 0.4 million and a $ 0.6 million net revenue increase, respectively, associated with changes in estimated variable consideration related to performance obligations satisfied in previous periods.

Included in revenues for the nine months ended September 30, 2025 and 2024 was a $ 1.0 million and a $ 6.2 million net revenue increase, respectively, associated with changes in estimated variable consideration related to performance obligations satisfied in previous periods.

Included in revenues for the three months ended March 31, 2026 and 2025 were net revenue increases of $ 1.1 million and $ 0.7 million, respectively, associated with changes in estimated variable consideration related to performance obligations satisfied in previous periods.

The transaction price is estimated using an expected value method on a portfolio basis.

11 unchanged sentences

Amounts received prior to satisfying the above revenue recognition criteria are recognized as deferred revenue until all applicable revenue recognition criteria are met.

Deferred revenue represented the portion of payments received that have not been earned.

During the fourth quarter of 2024 and the first half of 2025, the Company entered into various work orders to perform diagnostic testing services including identifying and evaluating biomarkers, and received nonrefundable, upfront payments for these services.

The Company had deferred revenue related to these contracts of $ 0.6 million and $ 0.7 million as of September 30, 2025 and December 31, 2024, respectively.

The Company recognized revenue of $ 0.4 million out of the beginning deferred revenue balance during the nine months ended September 30, 2025 and no revenue was recognized out of the beginning deferred revenue balance during the nine months ended September 30, 2024.

Deferred revenue represents the portion of payments received that have not been earned.

Throughout the year ended December 31, 2025, the Company entered into various work orders to perform diagnostic testing services, including identifying and evaluating biomarkers.

The Company received nonrefundable, upfront payments for these services.

The Company had deferred revenue related to these contracts of $ 0.7 million as of each of March 31, 2026 and December 31, 2025.

The Company recognized revenue of $ 0.1 million out of the beginning deferred revenue balance during each of the three months ended March 31, 2026 and 2025.

The Company expects to recognize revenue from unfulfilled performance obligations associated with service contracts within one year or less.

3 unchanged sentences

The Company generally does not perform evaluations of the financial condition of the Company's customers and generally does not require collateral.

The allowance for credit losses was zero as of each of September 30, 2025 and 2024.

The allowance for credit losses was zero as of each of March 31, 2026 and 2025.

Adjustments for implicit price concessions attributable to variable consideration, as discussed above, are incorporated into the measurement of the accounts receivable balances and are not part of the allowance for credit losses.

Accounts receivable was $ 11.1 million and $ 7.8 million at September 30, 2025 and December 31, 2024, respectively.

Accounts receivable was $ 15.8 million and $ 10.9 million at March 31, 2026 and December 31, 2025, respectively.

Loan Commitment Fees

1 unchanged sentence

If there were no borrowings drawn on the related credit facility, the loan commitment fees are classified as assets until the related debt is drawn.

The Company’s loan commitment fee is comprised of an upfront cash payment and a contingent obligation to issue future warrants to Perceptive in connection with the Credit Agreement (as defined below).

The amounts have been recognized in prepaid expenses and other current assets for the short-term portion of $ 1.2 million and within other assets for the long-term portion of $ 0.4 million on the condensed balance sheets as of September 30, 2025.

The Company’s loan commitment fee is comprised of an upfront cash payment and a contingent obligation to issue future warrants to Perceptive Credit Holdings IV, LP (Perceptive) in connection with the Credit Agreement and Guaranty, dated April 25, 2025 (Credit Agreement).

The Company recorded $ 0.7 million in prepaid expenses and other current assets on the condensed balance sheets as of March 31, 2026.

As the Company is not reasonably certain it will draw on the future debt tranches, the loan commitment fees are amortized ratably into interest expense over the outstanding draw periods.

During the three and nine months ended September 30, 2025, the Company recognized $ 0.3 million and $ 0.5 million, respectively, in non-cash interest expense related to the amortization of the loan commitment fees within the Company's condensed statements of operations.

During the three months ended March 31, 2026, the Company recognized $ 0.2 million in non-cash interest expense related to the amortization of the loan commitment fees within the Company's condensed statements of operations.

During the three months ended March 31, 2026, the Company recognized a loss of $ 0.4 million within other income (expense), net on the condensed statements of operations as a result of accelerating the amortization of the loan commitment fees asset recorded in connection with the Tranche C Loan (as defined below), which was terminated pursuant to the First Amendment (as defined below).

Borrowings—Perceptive Term Loan Facility ” for more information.

Stock-Based Compensation

21 unchanged sentences

Potentially dilutive common stock equivalents are comprised of warrants for the purchase of common stock, stock options, RSUs outstanding under the Company's 2019 Incentive Award Plan (the 2019 Plan) and shares of the Company's common stock pursuant to the ESPP.

For the three and nine months ended September 30, 2025 and 2024, there is no difference in the number of shares used to calculate basic and diluted shares outstanding, as the inclusion of the potentially dilutive securities would be anti-dilutive.

For each of the three months ended March 31, 2026 and 2025, there was no difference in the number of shares used to calculate basic and diluted shares outstanding as the inclusion of the potentially dilutive securities would be anti-dilutive.

Potentially dilutive securities not included in the calculation of diluted net loss per share, because to do so would be anti-dilutive, are as follows (in common stock equivalent shares):

September 30, 2025 September 30, 2024

March 31, 2026 March 31, 2025

Warrants to purchase common stock 131 325,330

6 unchanged sentences

Unless otherwise discussed, Accounting Standards Updates (ASU) not included in the Company’s disclosures were assessed and determined to be either not applicable or are not expected to have a material impact on the Company’s financial statements or disclosures.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740):

Improvements to Income Tax Disclosures (ASU 2023-09), which requires additional income tax disclosures in the rate reconciliation table for federal, state and foreign income taxes, in addition to more details about the reconciling items in some categories when items meet a certain quantitative threshold.

ASU 2023-09 is effective for annual periods beginning after December 15, 2024 with early adoption permitted.

This update will result in enhanced income tax disclosures, and the Company does not expect any impact to income tax expense.

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

1 unchanged sentence

ASU 2024-03 is effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027, with early adoption permitted.

The Company is currently evaluating the impact of this standard on its financial statement presentation and disclosures.

The Company determined that the adoption of this standard will not have a material impact on its financial statements.

Recently Adopted Accounting Standards

In July 2025, the FASB issued ASU 2025-05, Financial Instruments - Credit Losses (Topic 326):

Measurement of Credit Losses for Accounts Receivable and Contract Assets (ASU 2025-05).

ASU 2025-05 amends ASC 326-20 to provide a practical expedient related to the estimation of expected credit losses for current accounts receivable and

current contract assets that arise from transactions accounted for under ASC 606.

ASU 2025-05 amends ASC 326-20 to provide a practical expedient related to the estimation of expected credit losses for current accounts receivable and current contract assets that arise from transactions accounted for under ASC 606.

ASU 2025-05 is effective for annual periods beginning after December 15, 2025, and interim reporting periods within that annual period, with early adoption permitted.

The Company is currently evaluating the impact of this standard on its financial statement presentation and disclosures.

On July 4, 2025, the One Big Beautiful Bill Act (OBBBA) was enacted by the U.S.

The OBBBA includes significant provisions, such as the permanent extension of expiring provisions of the Tax Cuts and Jobs Act, modifications to the international tax framework and the restoration of favorable tax treatment for certain business provisions.

The legislation has multiple effective dates, with certain provisions effective in 2025 and others implemented through 2027.

The Company is currently assessing the impact of the OBBBA on its financial statements.

The Company adopted this standard in 2026 and determined that it did not have a material impact on the Company's financial statements.

Other Financial Information

1 unchanged sentence

Prepaid expenses and other current assets consist of the following (in thousands):

September 30, 2025 December 31, 2024

March 31, 2026 December 31, 2025

Diagnostic testing supplies $ 4,098 $ 3,296

5 unchanged sentences

Property and equipment, net consist of the following (in thousands):

September 30, 2025 December 31, 2024

March 31, 2026 December 31, 2025

Furniture and fixtures $ 121 $ 121

7 unchanged sentences

Property and equipment, net $ 6,611 $ 6,938

Depreciation and amortization expense for the three months ended September 30, 2025 and 2024 was approximately $ 0.6 million and $ 0.4 million, respectively.

For the nine months ended September 30, 2025 and 2024, depreciation and amortization expense was approximately $ 1.5 million and $ 1.3 million, respectively.

At September 30, 2025 and December 31, 2024, the gross book value of assets under finance leases was $ 3.5 million and $ 2.0 million, respectively.

Depreciation and amortization expense for the three months ended March 31, 2026 and 2025 was approximately $ 0.6 million and $ 0.4 million, respectively.

At each of March 31, 2026 and December 31, 2025, the gross book value of assets under finance leases was $ 3.7 million.

Accrued and Other Current Liabilities

Accrued and other current liabilities consist of the following (in thousands):

September 30, 2025 December 31, 2024

March 31, 2026 December 31, 2025

Accrued payroll and related expenses $ 3,658 $ 5,411

2 unchanged sentences

Perceptive Term Loan Facility

On April 25, 2025, the Company entered into a Credit Agreement and Guaranty (the Credit Agreement) with Perceptive, which provides for a senior secured delayed draw term loan facility in an aggregate principal amount of up to $ 75.0 million (the Perceptive Term Loan Facility) broken into four tranches.

On April 25, 2025, the Company and Perceptive entered into the Credit Agreement with Perceptive, which originally provided for a senior secured delayed draw term loan facility in an aggregate principal amount of up to $ 75.0 million (the Perceptive Term Loan Facility) broken into four tranches.

An initial tranche of $ 25.0 million (the Tranche A Loan) was funded on April 25, 2025, of which $ 19.7 million was used to repay the 2017 Term Loan (as defined below) with Innovatus Life Sciences Lending Fund I, LP (Innovatus).

Additional tranches of up to $ 10.0 million (the Tranche B Loan), $ 10.0 million (the Tranche C Loan), and $ 30.0 million (the Tranche D Loan, and collectively with the Tranche A Loan, the Tranche B Loan and the Tranche C Loan, the Term Loans) may be drawn at the Company's option subject to the Company’s satisfaction of certain conditions, including specified revenue milestones.

The original Credit Agreement provided for three additional tranches of funding:

up to $ 10.0 million (the Tranche B Loan), $ 10.0 million (the Tranche C Loan), and $ 30.0 million (the Tranche D Loan, and collectively with the Tranche A Loan, the Tranche B Loan and the Tranche C Loan, the Term Loans) to be drawn at the Company's option subject to the Company’s satisfaction of certain conditions, including specified revenue milestones.

On March 6, 2026, the Company and Perceptive entered into a first amendment to the Credit Agreement (First Amendment).

This amendment, among other changes, terminated the Tranche C Loan, extended the availability of the $ 10.0 million Tranche B Loan to September 30, 2026, increased the trailing twelve-month net revenue milestone

applicable to the Tranche B Borrowing Date (as defined therein), and revised certain financial covenant thresholds.

As amended, the Perceptive Term Loan Facility allows the Company to draw up to an aggregate additional principal amount of $ 40.0 million in two tranches, subject to specified milestone and revenue requirements.

The First Amendment did not change the stated maturity of the existing Term Loans and reaffirmed the existing liens and guarantees securing the Perceptive Term Loan Facility.

The Perceptive Term Loan Facility matures on April 25, 2030, and includes an interest-only period through maturity, with all outstanding principal and accrued interest due on the maturity date.

5 unchanged sentences

The Credit Agreement also requires that the Company maintain a minimum unrestricted cash balance of $ 3.0 million and achieve specified net revenue levels on a quarterly basis.

As of September 30, 2025, the Company was in compliance with all covenants required under the Credit Agreement.

In addition, on April 25, 2025, as consideration for the Credit Agreement, the Company issued to Perceptive the Warrant Certificate.

The 400,000 Tranche A Warrant Shares vested and became exercisable on the date of issuance, and warrants to purchase up to 750,000 shares of the Company's common stock will vest and become exercisable if and when the additional debt tranches are drawn by the Company.

As of March 31, 2026, the Company was in compliance with all covenants required under the Credit Agreement.

In addition, on April 25, 2025, as consideration for the Credit Agreement, the Company issued to Perceptive a warrant certificate to purchase up to 1,150,000 shares of common stock (the Warrant Certificate), 400,000 of which vested and became exercisable on the date of issuance (Tranche A Warrant Shares), and warrants to purchase up to 750,000 shares of the Company's common stock were subject to vest and would become exercisable if and when the additional debt tranches were drawn by the Company.

As a result of the First Amendment, the number of shares of common stock subject to future vesting pursuant to the Warrant Certificate was reduced from up to 750,000 shares of common stock to up to 600,000 shares of common stock that may vest and become exercisable if and when the remaining additional debt tranches are drawn by the Company.

The Warrant Certificate has a ten-year term from the applicable vesting date and includes broad-based weighted anti-dilution protection for certain dilutive issuances and for certain recapitalization events and registration rights provisions.

The Company concluded that the Warrant Certificate qualifies for liability classification and recorded the fair value of $ 2.2 million at issuance as a debt discount.

In November 2025, Perceptive exercised all 400,000 Tranche A Warrant Shares on a cashless basis and the Company issued a total of 173,220 shares of the common stock to Perceptive.

The Company concluded that the Warrant Certificate qualifies for liability classification and recorded the fair value at issuance of the Tranche A Warrant Shares of $ 2.2 million as a debt discount.

The Company also recognized debt issuance costs of $ 1.4 million as additional debt discount.

2 unchanged sentences

Summary of Significant Accounting Policies."

For the three and nine months ended September 30, 2025, the Company recognized $ 1.2 million and $ 2.0 million, respectively, of interest expense, including $ 0.1 million and $ 0.2 million, respectively, of debt discount amortization in connection with the Perceptive Term Loan Facility.

For the three months ended March 31, 2026, the Company recognized $ 1.1 million of interest expense, including $ 0.1 million of debt discount amortization in connection with the Perceptive Term Loan Facility.

The effective interest rate was 16.2 % per annum.

As of September 30, 2025, the Perceptive Term Loan Facility had a carrying value of $ 21.6 million, classified within borrowings, non-current, net of discounts and debt issuance costs in the accompanying condensed balance sheets.

As of March 31, 2026, the Perceptive Term Loan Facility had a carrying value of $ 21.8 million, classified within borrowings, non-current, net of discounts and debt issuance costs in the accompanying condensed balance sheets.

2017 Term Loan

In September 2017, the Company executed a term loan agreement (the 2017 Term Loan) with Innovatus, as amended (the Amended Loan Agreement), pursuant to which the Company borrowed $ 25.0 million.

As of March 31, 2025, the 2017 Term Loan was fully drawn with an outstanding principal balance of $ 19.8 million and a carrying value of $ 19.3 million.

As of March 31, 2025, the 2017 Term Loan was fully drawn with an outstanding principal balance of $ 19.8 million and a carrying

value of $ 19.3 million.

The interest rate on all borrowings under the Amended Loan Agreement was the sum of (a) the greater of 8.0 % or The Wall Street Journal prime rate plus (b) 2.0 %.

3 unchanged sentences

On April 25, 2025, the Company fully repaid all $ 19.7 million in outstanding indebtedness owed to Innovatus pursuant to its Amended Loan Agreement and terminated the agreement.

During the nine months ended September 30, 2025, the Company recognized a $ 0.3 million loss on extinguishment of debt in connection with the early repayment of the 2017 Term Loan on the Company's condensed statements of operations.

Equipment Notes Payable

1 unchanged sentence

In January 2025, the Company entered into a financing arrangement to procure additional laboratory equipment.

At September 30, 2025, the total liability balance related to the financed equipment was $ 1.4 million, with $ 0.7 million classified within borrowings, current and $ 0.7 million within borrowings, non-current, net of discounts and debt issuance costs in the accompanying condensed balance sheets.

At March 31, 2026, the total liability balance related to the financed equipment was $ 1.1 million, with $ 0.6 million classified within borrowings, current and $ 0.5 million within borrowings, non-current, net of discounts and debt issuance costs in the accompanying condensed balance sheets.

At December 31, 2025, the total liability balance related to the financed equipment was $ 1.2 million, with $ 0.6 million classified within borrowings, current and $ 0.6 million within borrowings, non-current, net of discounts and debt issuance costs in the accompanying condensed balance sheets.

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Future Minimum Payments on the Outstanding Borrowings

As of September 30, 2025, future minimum aggregate payments, including interest, for outstanding borrowings are as follows (in thousands):

As of March 31, 2026, future minimum aggregate payments, including interest, for outstanding borrowings for each of the years ending December 31 were as follows (in thousands):

2026 (remaining) 2,775

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Pursuant to the Amended Supply Agreement, the Company is provided equipment by the supplier to be used by the Company in connection with the consumable products.

The aggregate minimum annual purchase commitment for the duration of the Amended Supply Agreement is $ 24.0 million, including a minimum purchase commitment of $ 3.0 million for the year ending December 31, 2025, $ 6.0 million for each of the years ending December 31, 2026 through 2028 and $ 3.0 million for the six month period ending June 30, 2029.

The aggregate minimum annual purchase commitment for the duration

of the Amended Supply Agreement is $ 24.0 million, including a minimum purchase commitment of $ 3.0 million for the year ending December 31, 2025, $ 6.0 million for each of the years ending December 31, 2026 through 2028 and $ 3.0 million for the six month period ending June 30, 2029.

The Company accounts for the Amended Supply Agreement as an embedded finance lease for the equipment provided, with the reagents as a non-lease component accounted for separately.

The minimum purchase commitments for the reagents represent in-substance fixed contract consideration and is recorded based on the relative fair value of the equipment of $ 3.1 million as a ROU asset and related lease liability.

As of September 30, 2025, the Company had a finance lease ROU asset of $ 2.9 million and lease liabilities of $ 2.9 million on the Company's balance sheets related to the embedded finance lease.

For the three and nine months ended September 30, 2025, the Company recorded interest expense of $ 0.1 million related to this embedded finance lease on the Company's statements of operations.

The minimum purchase commitments for the reagents represent in-substance fixed contract consideration and are recorded based on the relative fair value of the equipment of $ 3.1 million as a ROU asset and related lease liability.

As of March 31, 2026, the Company had a finance lease ROU asset of $ 2.6 million and lease liabilities of $ 2.6 million on the Company's balance sheets related to the embedded finance lease.

For the three months ended March 31, 2026, the Company recorded interest expense of $ 0.1 million related to this embedded finance lease on the Company's statements of operations.

Contingencies

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From time to time, the Company may be subject to various legal proceedings that arise in the ordinary course of business activities.

The Company does not believe the outcome of any such matters will have a material effect on its financial position or results of operations.

Pursuant to a settlement agreement with the Department of Justice (DOJ), which has been previously disclosed, the Company made a single lump-sum remittance to the government in the amount of $ 0.7 million plus interest in October 2023.

Attorney’s Office dismissed the “covered conduct” elements in the qui tam with prejudice, while non-covered conduct was dismissed without prejudice.

The DOJ excused itself from the case in connection with the settlement.

The Company’s ability to participate in federally funded healthcare programs was unaffected by the settlement.

In November 2023, the complaint was unsealed and served on the Company.

The Company filed a motion to dismiss the complaint.

In February 2024, the relator filed a motion for leave to amend the complaint.

The Company opposed this motion.

In March 2025, the court granted the Company’s motion to dismiss with prejudice and denied the relator’s motion for leave to amend.

On April 14, 2025, the relator filed an appeal with respect to this ruling.

On July 15, 2025, the qui tam case was dismissed with prejudice by the presiding judge.

Both the DOJ and the relator’s counsel filed a stipulation of dismissal in the matter.

The Company is not currently party to any material legal proceedings.

Fair Value Measurements

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The estimated fair value of the Company's long-term borrowings is determined by Level 2 inputs and based primarily on quoted market prices for the same or similar issues.

As of September 30, 2025, the Perceptive Term Loan Facility had a carrying value of $ 21.6 million and a fair value of $ 24.7 million.

As of March 31, 2026, the Perceptive Term Loan Facility had a carrying value of $ 21.8 million and a fair value of $ 22.2 million.

As of December 31, 2025, the Perceptive Term Loan Facility had a carrying value of $ 21.7 million and a fair value of $ 22.6 million.

The estimated fair value of the Perceptive Term Loan Facility was determined based on a discounted cash flow approach using available market information on discount and borrowing rates with similar terms, maturities, and credit ratings.

The aggregate

carrying value of the Company's other long-term borrowings as of September 30, 2025 and December 31, 2024 was $ 1.4 million and $ 1.1 million, respectively, and approximated its fair value.

The aggregate carrying value of the Company's other long-term borrowings as of March 31, 2026 and December 31, 2025 was $ 1.1 million and $ 1.2 million, respectively, and approximated its fair value.

Fair value is defined as the exchange price that would be received for an asset or an exit price paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date.

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The following table sets forth the Company's financial instruments that were measured at fair value on a recurring basis within the fair value hierarchy (in thousands):

September 30, 2025

March 31, 2026

Total Level 1 Level 2 Level 3

Money market funds, included in cash and cash equivalents $ — $ — $ — $ —

Warrant liability $ 767 $ — $ — $ 767

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Total Level 1 Level 2 Level 3

Money market funds, included in cash and cash equivalents $ 15,144 $ 15,144 $ — $ —

Warrant liability $ 1,752 $ — $ — $ 1,752

The fair value of the Company's money market funds is based on quoted market prices.

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The assumptions used in the BSM option pricing model to determine the fair value of the warrant liability were as follows:

April 25, 2025 (Warrant Certificate Issuance Date) September 30, 2025

March 31, 2026 December 31, 2025

Fair value of underlying common stock $ 3.00 $ 6.08

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The probability assessment considers both the likelihood of the Company satisfying certain conditions, including specified revenue milestones, which give the Company the option to draw future debt tranches as well as the likelihood that the Company will exercise the right to draw one or more future debt tranches.

The Company assessed these factors at inception and as of September 30, 2025 and applied a weighted-average probability of approximately 38 % in the measurement of fair value, given current and forecasted capital needs.

The Company assessed these factors at inception and as of March 31, 2026 and applied a weighted-average probability of approximately 50 % as of March 31, 2026 in the measurement of fair value, given current and forecasted capital needs.

Significant increases or decreases in the probability assessment in future periods may increase or decrease the fair value estimate of the warrant liability, respectively.

The interrelationship between these inputs is insignificant.

The Tranche A Warrant Shares were fully exercised on November 11, 2025 and the fair value was remeasured as of the exercise date and reclassified to stockholders' equity.

In March 2026, the Company entered into the First Amendment which, among other changes, terminated the Tranche C Loan and reduced the number of shares of common stock subject to future vesting pursuant to the Warrant Certificate by 150,000 shares of common stock (the Tranche C Warrant Shares).

The fair value of the Tranche C Warrant Shares was remeasured immediately prior to the First Amendment date and the Company

recognized a $ 0.1 million gain within other income (expense), net on the Company's condensed statements of operations, in connection with the reduction in the shares that may become exercisable pursuant to the Warrant Certificate.

The following table provides a reconciliation of the warrant liability measured at fair value using Level 3 significant unobservable inputs (in thousands):

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Balance at December 31, 2025

Fair value of warrant liability 3,525

Change in fair value of warrant liability ( 882 )

Balance at September 30, 2025

Termination of Tranche C Warrant Shares ( 103 )

Balance at March 31, 2026

Stockholders' Equity

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On November 17, 2023, the Company filed a registration statement on Form S-3, as amended (the 2023 Shelf Registration Statement), covering the offering, from time to time, of up to $ 150.0 million of the Company's common stock, preferred stock, debt securities, warrants and units.

The 2023 Shelf Registration Statement became effective on November 29, 2023, and $ 129.8 million remain available for sale as of September 30, 2025.

The 2023 Shelf Registration Statement became effective on November 29, 2023, and $ 126.2 million remained available for sale as of March 31, 2026.

At The Market Sales Agreement

On September 15, 2022, the Company entered into a sales agreement, as amended on November 17, 2023 (the Sales Agreement) with TD Securities (USA) LLC (TD Securities), as sales agent, pursuant to which the Company may offer and sell, from time to time, shares of the Company's common stock having an aggregate offering price of up to $ 50.0 million.

On September 15, 2022, the Company entered into the Sales Agreement, as amended by Amendment No.

1 to Sales Agreement dated November 17, 2023 (the Amended Sales Agreement), with TD Securities (USA) LLC (TD Cowen), as sales agent, pursuant to which the Company may offer and sell, from time to time, shares of the Company's common stock having an aggregate offering price of up to $ 50.0 million.

The Company is not obligated to sell any shares of the Company's common stock in the offering.

During the three months ended September 30, 2025, the Company has sold 360,554 shares of its common stock under the Sales Agreement at an average price per share of $ 9.82 , for gross proceeds of approximately $ 3.5 million and net proceeds of approximately $ 3.4 million after deducting $ 0.1 million in commissions paid to TD Securities and other offering expenses payable by the Company.

As of December 31, 2025, the Company has sold 360,554 shares of its common stock under the Amended Sales Agreement at an average price per share of $ 9.82 , for gross proceeds of approximately $ 3.5 million and net proceeds of approximately $ 3.4 million after deducting $ 0.1 million in commissions paid to TD Cowen and other offering expenses payable by the Company.

During the three months ended March 31, 2026, the Company did not sell any shares of its common stock pursuant to the Amended Sales Agreement.

2025 Public Offering

On May 8, 2025, the Company entered into an underwriting agreement (the Underwriting Agreement) with Canaccord Genuity LLC (the Underwriter) relating to the issuance and sale of an aggregate of 3,852,500 shares of its common stock, including 502,500 shares of the Company's common stock issued and sold pursuant to the exercise in full of the Underwriter’s option to purchase additional shares, to the Underwriter at a price to the public of

$ 5.25 per share (the 2025 Public Offering).

On May 8, 2025, the Company entered into an underwriting agreement with Canaccord Genuity LLC (the Underwriter) relating to the issuance and sale of an aggregate of 3,852,500 shares of its common stock, including 502,500 shares of the Company's common stock issued and sold pursuant to the exercise in full of the Underwriter’s option to purchase additional shares, to the Underwriter at a price to the public of $ 5.25 per share (the 2025 Public Offering).

The 2025 Public Offering closed on May 9, 2025.

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Outstanding Warrants

The following equity classified warrants to purchase common stock of the Company were outstanding and exercisable as of September 30, 2025:

Shares Weighted-Average Exercise Price Issuance date Expiration date

Common stock warrants 124,848 $ 1.84 January 19, 2016 January 19, 2026

Common stock warrants 34,416 $ 1.84 March 31, 2016 March 31, 2026

Common stock warrants 131 $ 1.84 April 1, 2016 April 1, 2026

Common stock warrants 20,944 $ 14.32 December 7, 2018 December 7, 2025

Common stock warrants 804,951 $ 0.001 June 22, 2021 None

The following equity classified warrants to purchase common stock of the Company were outstanding and exercisable as of March 31, 2026:

Shares Exercise Price Issuance date Expiration date

Common stock warrants 131 $ 1.84 April 1, 2016 April 1, 2026

In connection with the Perceptive Term Loan Facility, the Company may issue warrants for the purchase of up to an additional 600,000 shares of the Company’s common stock if and when the Company satisfies certain conditions and chooses to draw additional debt tranches during the respective draw periods.

The Company issued a total of zero and 107,969 shares of common stock upon the cashless exercise of certain warrants during the three and nine months ended September 30, 2025, respectively.

No warrants to purchase common stock of the Company were exercised during the three and nine months ended September 30, 2024.

The Company issued a total of 804,788 shares of common stock upon the cashless exercise of certain warrants during the three months ended March 31, 2026.

No warrants to purchase common stock of the Company were exercised during the three months ended March 31, 2025.

Stock Option Plan

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The options generally expire ten years after the date of grant and are exercisable to the extent vested.

Vesting is established by the Board and is generally four years from the date of grant or, for grants to new hires, date of hire.

Vesting is established by the Board and is generally four years from the date of grant or, for grants to new hires, four years from the date of hire.

The 2019 Plan contains an "evergreen provision" that allows annual increases in the number of shares available for issuance on the first day of each calendar year through January 1, 2029 in an amount equal to the lesser of:

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Pursuant to the evergreen provision, on January 1, 2026, an additional 916,463 shares of the Company's common stock became available for issuance under the 2019 Plan.

As of September 30, 2025, 2,411,086 shares of the Company's common stock remained available for future awards under the 2019 Plan.

As of March 31, 2026, 2,401,275 shares of the Company's common stock remained available for future awards under the 2019 Plan.

Restricted Stock Units

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Shares Weighted-

Grant Date Fair Value

Grant Date Fair Value Per Share

Outstanding, December 31, 2025

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Awards canceled ( 40,010 ) $ 2.92

Outstanding, September 30, 2025

Outstanding, March 31, 2026

2,129,706 $ 3.81

As of September 30, 2025, all of the 1,764,912 outstanding RSUs were unvested.

The fair value of RSUs vested in the nine months ended September 30, 2025 and 2024 was $ 1.9 million and $ 0.5 million, respectively.

The weighted average grant date fair value for RSUs granted in the nine months ended September 30, 2025 and 2024 was $ 4.76 and $ 2.09 per RSU, respectively.

As of September 30, 2025, total unrecognized compensation cost related to RSUs was $ 4.8 million, which is expected to be recognized over a remaining weighted-average vesting period of 2.6 years.

As of March 31, 2026, all of the 2,129,706 outstanding RSUs were unvested.

The fair value of RSUs vested in the three months ended March 31, 2026 and 2025 was $ 1.0 million and $ 0.8 million, respectively.

The weighted average grant date fair value per share for RSUs granted during the three months ended March 31, 2026 and 2025 was $ 3.18 and $ 3.71 per RSU, respectively.

As of March 31, 2026, total unrecognized compensation cost related to RSUs was $ 7.2 million, which is expected to be recognized over a remaining weighted-average vesting period of 2.8 years.

Stock Options

1 unchanged sentence

Options Weighted-

Exercise Price Weighted-

Exercise Price Per Share Weighted-

Term (Years) Aggregate

Value (in thousands)

(in thousands)

Outstanding, December 31, 2025

526,839 $ 6.86 6.48 $ 957

Granted 190,000 $ 3.16

Exercised ( 108 ) $ 0.37

Expired ( 131,869 ) $ 9.73

Outstanding, September 30, 2025

Forfeited ( 10,000 ) $ 3.58

Outstanding, March 31, 2026

706,839 $ 5.91 7.29 $ 186

Vested and expected to vest, September 30, 2025

Vested and expected to vest, March 31, 2026

706,839 $ 5.91 7.29 $ 186

Options exercisable, September 30, 2025

Options exercisable, March 31, 2026

379,212 $ 7.68 5.35 $ 179

There were 169,570 and 55,500 stock options granted in the nine months ended September 30, 2025 and 2024, respectively.

The intrinsic value is calculated as the difference between the fair value of the Company's common stock and the exercise price of the stock options.

The aggregate intrinsic value of options exercised during the nine months ended September 30, 2025 and 2024 was negligible and $ 0.3 million, respectively.

As of September 30, 2025, total unrecognized compensation cost related to option awards was $ 0.5 million, which is expected to be recognized over a remaining weighted-average vesting period of 2.5 years.

There were 190,000 and 120,070 stock options granted in the three months ended March 31, 2026 and 2025, respectively.

The intrinsic value is calculated as the difference between the fair value of the Company's common

stock and the exercise price of the stock options.

No options were exercised during the three months ended March 31, 2026, and 2025.

As of March 31, 2026, total unrecognized compensation cost related to option awards was $ 0.7 million, which is expected to be recognized over a remaining weighted-average vesting period of 2.9 years.

2019 Employee Stock Purchase Plan

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Pursuant to the evergreen provision, on January 1, 2026, an additional 229,115 shares of the Company's common stock became available for issuance under the ESPP.

As of September 30, 2025, 542,808 shares of the Company's common stock remained available for issuance under the ESPP.

During the nine months ended September 30, 2025, a total of 157,339 shares of the Company's common stock were issued under the ESPP.

As of March 31, 2026, 675,900 shares of the Company's common stock remained available for issuance under the ESPP.

During the three months ended March 31, 2026, a total of 96,023 shares of the Company's common stock were issued under the ESPP.

Stock-Based Compensation Expense

Total non-cash stock-based compensation expense recorded related to options granted, RSUs granted and stock purchase rights granted under the ESPP in the condensed statements of operations is as follows (in thousands):

Three Months Ended September 30, Nine Months Ended September 30,

2025 2024 2025 2024

Three Months Ended March 31,

Cost of revenue $ 48 $ 55

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The CODM considers budget/forecast versus actual results on a quarterly basis when making decisions about the allocation of resources.

The measure of segment assets is reported on the balance sheet as total assets and were $ 62.8 million and $ 44.7 million as of September 30, 2025 and December 31, 2024, respectively.

The measure of segment assets is reported on the balance sheet as total assets and were $ 52.0 million and $ 58.0 million as of March 31, 2026 and December 31, 2025, respectively.

Segment revenue and net loss, including significant segment expenses regularly provided to the CODM are as follows (in thousands):

Three Months Ended September 30, Nine Months Ended September 30,

2025 2024 2025 2024

Three Months Ended March 31,

Revenue $ 17,306 $ 15,498

8 unchanged sentences

Depreciation and amortization 230 258

1,193 1,667 4,616 4,634

Total segment operating expenses 13,619 12,488

1 unchanged sentence

Interest expense ( 1,267 ) ( 545 )

Loss on extinguishment of debt — — ( 295 ) —

Change in fair value of warrant liability 882 —

Interest income 3 197 246 570

Other income (expense), net ( 132 ) 158

Loss before income taxes $ ( 3,931 ) $ ( 3,752 )

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 1. Financial Statements