MYRIAD GENETICS INC

Previous wording

Myriad, the Myriad logo, BRACAnalysis, BRACAnalysis CDx, Colaris, MyRisk, Myriad myRisk, MyRisk Hereditary Cancer, MyChoice, Tumor BRACAnalysis CDx, MyChoice CDx, Prequel, Prequel with Amplify, Amplify, Foresight, Foresight Universal Plus, Precise Tumor, Precise Oncology Solutions, Precise Liquid, Precise MRD, FirstGene, SneakPeek, SneakPeek Early Gender DNA Test, SneakPeek Snap, Urosuite, Mygenehistory, Health.Illuminated., RiskScore, Prolaris, and GeneSight are registered trademarks or trademarks of Myriad. Solely for convenience, trademarks, trade names and service marks referred to in this Quarterly Report on Form 10-Q may appear without the®, ™ or SM symbols, but such references are not intended to indicate, in any way, that we will not assert, to the fullest extent under applicable law, our rights or the right of the applicable licensor to these trademarks, trade names and service marks.

Current wording

Myriad, the Myriad logo, BRACAnalysis, BRACAnalysis CDx, Colaris, MyRisk, Myriad myRisk, MyRisk Hereditary Cancer, MyChoice, Tumor BRACAnalysis CDx, MyChoice CDx, Prequel, Prequel with Amplify, Amplify, Foresight, Foresight Universal Plus, Precise Tumor, Precise Oncology Solutions, Precise Liquid, Precise MRD, FirstGene, SneakPeek, SneakPeek Early Gender DNA Test, SneakPeek Snap, Urosuite, Mygenehistory, Health.Illuminated., RiskScore, Prolaris, Prolaris + AI, and GeneSight are registered trademarks or trademarks of Myriad. Solely for convenience, trademarks, trade names and service marks referred to in this Quarterly Report on Form 10-Q may appear without the®, ™ or SM symbols, but such references are not intended to indicate, in any way, that we will not assert, to the fullest extent under applicable law, our rights or the right of the applicable licensor to these trademarks, trade names and service marks.

Previous wording

•other factors discussed under the heading "Risk Factors" contained in Part I, Item 1A of our Annual Report on Form 10-K filed with the SEC on February 24, 2026, as updated in subsequent filings we make with the SEC.

Current wording

•other factors discussed under the heading "Risk Factors" contained in Part I, Item 1A of our Annual Report on Form 10-K filed with the SEC on February 24, 2026, as updated under the heading "Risk Factors" in Part II, Item 1A of this Quarterly Report on Form 10-Q, and subsequent filings we make with the SEC.

Previous wording

Revenue increased $4.5 million for the three months ended March 31, 2026 compared to the same period in the prior year. Mental Health revenue increased $7.3 million due to a 15% increase in revenue per test and a 7% increase in volume. Cancer Care Continuum revenue increased $4.6 million due to a 13% increase in volume that was partially offset by a 8% decrease in revenue per test. These increases in revenue were partially offset by a decrease in Prenatal Health revenue. Prenatal Health revenue decreased $7.4 million due to a 12% decrease in volume and a 4% decrease in revenue per test.

Current wording

Revenue decreased $22.4 million for the three months ended June 30, 2026 compared to the same period in the prior year. The decrease was due in part to an$11.0 million reduction to revenue resulting from changes in estimates of cash collections for tests for which the performance obligation had been satisfied in prior periods. Cancer Care Continuum revenue decreased $13.6 million due to a 15% decrease in revenue per test due to declines in reimbursement and due to unfavorable changes in estimates associated primarily with orders from the first quarter of 2026, partially offset by a 6% increase in volume. Prenatal Health revenue decreased $7.8 million due to a 9% decrease in volume and an 8% decrease in revenue per test due to declines in reimbursement. Mental Health revenue decreased $1.0 million due to a 6% decrease in revenue per test primarily due to unfavorable changes in estimates associated with aged orders, partially offset by a 4% increase in volume.

Previous wording

Sales and marketing expense increased by $4.4 million for the three months ended March 31, 2026 compared to the prior year period primarily due to a $2.4 million increase in marketing costs, along with a $1.2 million increase in sales related events.

Current wording

Sales and marketing expense increased by $11.2 million for the three months ended June 30, 2026 compared to the prior year period primarily due to a $5.0 million increase in personnel-related costs as we strategically invest in our sales and marketing organization and a $4.2 million increase in marketing and sales expenses.

Previous wording

General and administrative expense decreased by $4.3 million for the three months ended March 31, 2026 compared to the prior year period primarily due to a $2.3 million decrease in amortization for previously impaired intangible assets, and a decrease of $2.0 million in rent expense.

Current wording

General and administrative expense decreased by $9.0 million for the three months ended June 30, 2026 compared to the prior year period primarily due to a decrease in personnel-related costs of $5.4 million, a decrease of $2.0 million in rent expense, and a $1.6 million decrease in amortization for previously impaired intangible assets.

Previous wording

Goodwill and long-lived asset impairment charges in the three months ended March 31, 2026 included impairment charges of $5.4 million related to our Women's Health reporting unit and certain intangible assets. There were no goodwill and long-lived asset impairment charges in the three months ended March 31, 2025.

Current wording

Goodwill and long-lived asset impairment charges for the prior year period included goodwill impairment charges of $234.7 million and intangible asset impairment charges of $82.0 million related to our Women's Health and Mental Health reporting units. There were no impairment charges in the current period.

Previous wording

Other expense, net for the three months ended March 31, 2026 increased $3.0 million as compared to the same period in the prior year primarily due to an increase in interest expense for the current period related to our $125 million term loan secured in July 2025.

Current wording

Other expense, net for the six months ended June 30, 2026 increased $5.3 million as compared to the same period in the prior year primarily due to an increase in interest expense for the current period related to our term loan secured in July 2025.

Previous wording

Our tax rate is the product of a blended U.S. statutory federal income tax rate of 21.0% and a blended state income tax rate of approximately 3.4%. Certain significant or unusual items are separately recognized during the period in which they occur and can be a source of variability in the effective tax rates from period to period.

Current wording

Our tax rate is the product of a blended U.S. statutory federal income tax rate of 21.0% and a blended state income tax rate of approximately 3.3%. Certain significant or unusual items are separately recognized during the period in which they occur and can be a source of variability in the effective tax rates from period to period.

Previous wording

Income tax expense for the three months ended March 31, 2026 was insignificant, resulting in our effective tax rate of approximately 0.0%. Income tax benefit for the three months ended March 31, 2025 was $29.3 million and our effective tax rate was 99.7%. For the three months ended March 31, 2026, our recognized effective tax rate differs from the U.S. federal statutory rate primarily due to the recognition of valuation allowances. For the three months ended March 31, 2025, our recognized effective tax rate differs from the U.S. federal statutory rate primarily due to the release of unrecognized tax benefits and the recognition of valuation allowances. The unrecognized tax benefits released were primarily related to tax refund claims following the Coronavirus Aid, Relief, and Economic Security Act, or the CARES Act. Following the success of these claims, we remeasured or released the unrecognized benefits resulting in a discrete tax benefit of $29.6 million during the three months ended March 31, 2025. Due to our cumulative loss and the exhaustion of future taxable income from the reversal of taxable temporary differences, our estimated annual effe ctive tax rate for the current year includes a valuation allowance against the current year increase in deferred tax assets.

Current wording

Income tax expense for the six months ended June 30, 2026 was $0.6 million, resulting in our effective tax rate of approximately (0.8)%. Income tax benefit for the six months ended June 30, 2025 was $29.4 million and our effective tax rate was 8.2%. For the six months ended June 30, 2026, our recognized effective tax rate differs from the U.S. federal statutory rate primarily due to the recognition of valuation allowances. For the six months ended June 30, 2025, our recognized effective tax rate differs from the U.S. federal statutory rate primarily due to the release of unrecognized tax benefits and the recognition of valuation allowances. The unrecognized tax benefits released were primarily related to tax refund claims following the Coronavirus Aid, Relief, and Economic Security Act, or the CARES Act. Following the success of these claims, we remeasured or released the unrecognized benefits resulting in a discrete tax benefit of $29.6 million during the six months ended June 30, 2025. Due to our cumulative loss and the exhaustion of future taxable income from the reversal of taxable temporary differences, our estimated annual effective tax rate for the current year includes a valuation allowance against the current year increase in deferred tax assets.

Previous wording

Our primary sources of liquidity are our cash and cash equivalents, our expected cash flows from operations, and, in certain circumstances, amounts available for borrowing under our credit facility discussed below. Our capital deployment strategy focuses on use of resources in the key areas of research and development, technology, and investments in partnerships and collaborations. We believe that investing organically through research and development and new product development to support our business strategy provides the best return on invested capital.

Current wording

Our primary sources of liquidity are our cash and cash equivalents, our expected cash flows from operations, and, in certain circumstances, amounts available for borrowing under our credit facility discussed below. Our capital deployment strategy focuses on the use of resources in the key areas of research and development, technology, and investments in partnerships and collaborations. We believe that investing organically through research and development and new product development to support our business strategy provides the best return on invested capital.

Previous wording

On July 31, 2025 (the "Closing Date"), we entered into a Credit Agreement (the "Credit Agreement") with the lenders from time to time party thereto, and OrbiMed Royalty & Credit Opportunities IV, LP., as administrative agent (the "Administrative Agent") and as initial lender. The Credit Agreement consists of a $200.0 million term loan credit facility with an initial term loan of $125.0 million (the "Initial Loan"), which amount was funded on the Closing Date, and delayed draw term loans (the "Delayed Draw Loans" and together with the Initial Loan, the "Loans"), at our election on or prior to June 30, 2027, in a maximum principal amount of $75.0 million (the "Credit Facility"). We incurred debt discounts and issuance costs totaling $9.4 million. These costs are being amortized using the effective interest method. The proceeds of the Credit Facility were used to repay and terminate the Company's previous borrowing, with the remainder designated for working capital needs and general corporate purposes. On January 5, 2026, we and the Administrative Agent entered into the First Amendment to Credit Agreement for certain cash management matters.

Current wording

On July 31, 2025 (the "Closing Date"), we entered into a Credit Agreement (the "Credit Agreement") with the lenders from time to time party thereto, and OrbiMed Royalty & Credit Opportunities IV, LP., as administrative agent (the "Administrative Agent") and as initial lender. The Credit Agreement consists of a $200.0 million term loan credit facility with an initial term loan of $125.0 million (the "Initial Loan"), which amount was funded on the Closing Date, and delayed draw term loans (the "Delayed Draw Loans" and together with the Initial Loan, the "Loans"), at our election, subject to the timing and terms specified in the Credit Agreement, on or prior to June 30, 2027, in a maximum principal amount of $75.0 million (collectively, the "Credit Facility"). We incurred debt discounts and issuance costs totaling $9.4 million. These costs are being amortized using the effective interest method. The proceeds of the Credit Facility were used to repay and terminate the Company's previous borrowing, with the remainder designated for working capital needs and general corporate purposes. On January 5, 2026, we and the Administrative Agent entered into the First Amendment to Credit Agreement for certain cash management matters.

Previous wording

The Credit Facility matures on July 31, 2030 (the "Maturity Date"). Loans outstanding under the Credit Facility bear interest at a rate per annum equal to (x) the greater of the one-month Secured Overnight Financing Rate ("SOFR") Rate and 2.5% plus (y) an applicable margin of 6.5%. All repayments are subject to the accrued exit fee. Commencing on September 30, 2029, and on the last business day of each fiscal quarter thereafter, we are required to make a scheduled principal payment equal to 2.5% of the unpaid principal amount of the Loans outstanding on the fourth anniversary of the Closing Date, together with any applicable exit fee. We may elect to prepay all or a portion of the amounts owed prior to the Maturity Date subject to a repayment premium, in addition to the exit fee. Any undrawn portion of the Delayed Draw Loans is subject to a fee of 0.5% per annum, payable each interest period based on the amount that remains undrawn through June 30, 2027. The interest rate for borrowings under the Credit Agreement as of March 31, 2026 was 10.2%.

Current wording

The Credit Facility matures on July 31, 2030 (the "Maturity Date"). Loans outstanding under the Credit Facility bear interest at a rate per annum equal to (x) the greater of the one-month Secured Overnight Financing Rate ("SOFR") and 2.5% plus (y) an applicable margin of 6.5%. All repayments are subject to an accrued exit fee. Commencing on September 30, 2029, and on the last business day of each fiscal quarter thereafter, we are required to make a scheduled principal payment equal to 2.5% of the unpaid principal amount of the Loans outstanding on the fourth anniversary of the Closing Date, together with any applicable exit fee. We may elect to prepay all or a portion of the amounts owed prior to the Maturity Date subject to a repayment premium, in addition to the exit fee. Any undrawn portion of the Delayed Draw Loans is subject to a fee of 0.5% per annum, payable each interest period based on the amount that remains undrawn through June 30, 2027. The interest rate for borrowings under the Credit Agreement as of June 30, 2026 was 10.1%.

Previous wording

Our obligations are guaranteed by certain of our material subsidiaries (the “Credit Facility Guarantors”) pursuant to a Guarantee. Our obligations and the Credit Facility Guarantors under the Credit Agreement and Guarantee are secured by substantially all of our assets and the Credit Facility Guarantors under a Pledge and Security Agreement entered into with the Administrative Agent.

Current wording

Our obligations are guaranteed by certain of our material subsidiaries (the “Credit Facility Guarantors”) pursuant to a Guarantee. Our obligations and the obligations of the Credit Facility Guarantors under the Credit Agreement and Guarantee are secured by substantially all of our assets and the assets of the Credit Facility Guarantors under a Pledge and Security Agreement entered into with the Administrative Agent.

Previous wording

The Credit Facility requires us and our subsidiaries, on a consolidated basis, to comply with a minimum trailing twelve-month revenue test as of the end of each month, commencing with the month ending December 31, 2025 at $615.0 million and increasing quarterly to $974.0 million beginning on December 31, 2029 and thereafter. In addition, the Credit Facility contains customary representations and warranties and affirmative and negative covenants, including covenants that limit or restrict us and our subsidiaries’ ability to incur liens, incur indebtedness, dispose of assets, make investments, make certain restricted payments, merge or consolidate and enter into certain speculative hedging arrangements. The Credit Facility includes a number of customary events of default, including, among other things, nonpayment defaults, covenant defaults, cross-defaults to other material indebtedness, bankruptcy and insolvency defaults, material judgment defaults and the occurrence of a change of control. If any event of default occurs (subject, in certain instances, to specified grace periods), the principal, premium, if any, interest and any other monetary obligations on all the then outstanding amounts under the Credit Facilitymay become due and payable immediately. As of March 31, 2026, we were in compliance with all covenants under the Credit Agreement.

Current wording

The Credit Facility requires us and our subsidiaries, on a consolidated basis, to comply with a minimum trailing twelve-month revenue test as of the end of each month, commencing with the month ending December 31, 2025 at $615.0 million and increasing quarterly to $974.0 million beginning on December 31, 2029 and thereafter. In addition, the Credit Facility contains customary representations and warranties and affirmative and negative covenants, including covenants that limit or restrict us and our subsidiaries’ ability to incur liens, incur indebtedness, dispose of assets, make investments, make certain restricted payments, merge or consolidate and enter into certain speculative hedging arrangements. The Credit Facility includes a number of customary events of default, including, among other things, nonpayment defaults, covenant defaults, cross-defaults to other material indebtedness, bankruptcy and insolvency defaults, material judgment defaults and the occurrence of a change of control. If any event of default occurs (subject, in certain instances, to specified grace periods), the principal, premium, if any, interest and any other monetary obligations on all the then outstanding amounts under the Credit Facility may become due and payable immediately. As of June 30, 2026, we were in compliance with all applicable covenants under the Credit Agreement.

Previous wording

The decrease in cash and cash equivalents as of March 31, 2026 as compared to December 31, 2025 was primarily driven by $15.7 million in cash used for operating activities and $6.5 million in cash used for capital expenditures, as well as $3.0 million used in financing activities, primarily related to tax withholding payments on stock-based compensation.

Current wording

The decrease in cash and cash equivalents as of June 30, 2026 as compared to December 31, 2025 was primarily driven by $24.0 million in cash used in operations, reflecting our operating loss, offset by non-cash items and changes in working capital, as well as $9.7 million in cash used for capital expenditures and capitalized intangible assets.

Previous wording

We used $1.8 million less cash for investing activities for the three months ended March 31, 2026 compared to the same period in the prior year. The decrease in cash used in investing activities was primarily due to a decrease in the capitalization of intangible asset expenditures for software developed for internal use.

Current wording

We used $5.5 million less cash for investing activities for the six months ended June 30, 2026 compared to the same period in the prior year. The decrease in cash used in investing activities was primarily due to a decrease in the capitalization of intangible asset expenditures for software developed for internal use.

Previous wording

Cash flows from financing activities decreased $16.6 million for the three months ended March 31, 2026 compared to the same period in the prior year, primarily due to incremental borrowings of $19.5 million under the revolving credit facility in the prior year, partially offset by $2.9 million lower tax withholding payments on stock-based compensation plans.

Current wording

Cash flows from financing activities decreased $17.0 million for the six months ended June 30, 2026 compared to the same period in the prior year, primarily due to incremental borrowings of $19.5 million under our previous revolving credit facility in the prior year, partially offset by $2.5 million lower tax withholding payments on stock-based compensation plans in the current year.

Previous wording

Critical accounting estimates are those estimates made in accordance with generally accepted accounting principles that involve a significant level of estimation uncertainty and have had or are reasonably likely to have a material impact on a company's financial condition or results of operations. For a further discussion of our critical accounting estimates, see our Annual Report on Form 10-K filed with the SEC on February 24, 2026. No significant changes to our critical accounting estimates took place during the three months ended March 31, 2026, except as described below.

Current wording

Critical accounting estimates are those estimates made in accordance with generally accepted accounting principles that involve a significant level of estimation uncertainty and have had or are reasonably likely to have a material impact on a company's financial condition or results of operations. For a further discussion of our critical accounting estimates, see our Annual Report on Form 10-K filed with the SEC on February 24, 2026 and our Quarterly Report on Form 10-Q filed with the SEC on May 6, 2026. No significant changes to our critical accounting estimates took place during the three months ended June 30, 2026.