uniQure N.V.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

**1.**Corporate information

uniQure B.V. (the “Company”) was incorporated on January 9, 2012 as a private company with limited liability (besloten vennootschap met beperkte aansprakelijkheid) under the laws of the Netherlands. The Company is a leader in the field of gene therapy and seeks to deliver to patients suffering from rare and other devastating diseases single treatments with potentially curative results. The Company’s business was founded in 1998 and was initially operated through its predecessor company, Amsterdam Molecular Therapeutics Holding N.V (“AMT”). In 2012, AMT undertook a corporate reorganization, pursuant to which uniQure B.V. acquired the entire business and assets of AMT and completed a share-for-share exchange with the shareholders of AMT. Effective February 10, 2014, in connection with its initial public offering, the Company converted into a public company with limited liability (naamloze vennootschap) and changed its legal name from uniQure B.V. to uniQure N.V.

The Company is registered in the trade register of the Dutch Chamber of Commerce (Kamer van Koophandel) in Amsterdam, the Netherlands under number 54385229. The Company’s headquarters are in Amsterdam, the Netherlands, and its registered office is located at Paasheuvelweg 25, Amsterdam 1105 BP, the Netherlands and its telephone number is +31 20 240 6000. The Company’s website address is www.uniqure.com.

The Company’s ordinary shares are listed on the Nasdaq Global Select Market and trade under the symbol “QURE”.

**2.**Summary of significant accounting policies

2.1 Basis of preparation

The Company prepared its consolidated financial statements in compliance with generally accepted accounting principles in the United States (“U.S. GAAP”). Any reference in these notes to applicable guidance is meant to refer to authoritative U.S. GAAP as found in the Accounting Standards Codification (“ASC”) and Accounting Standards Update (“ASU”) of the Financial Accounting Standards Board (“FASB”).

The consolidated financial statements have been prepared under the historical cost convention, except for financial instruments, contingent consideration and the liability related to pre-funded warrants, which are recorded at fair value within the Company’s Consolidated Statements of Operations and Comprehensive Loss.

The consolidated financial statements are presented in United States (“U.S.”) dollars ($), except where otherwise indicated. Transactions denominated in currencies other than U.S. dollars are presented in the transaction currency with the U.S. dollar amount included in parenthesis, converted at the foreign exchange rate as of the transaction date.

The consolidated financial statements presented have been prepared on a going concern basis based on the Company’s cash and cash equivalents as of December 31, 2025 and the Company’s budgeted cash flows for the twelve months following the issuance date.

2.2 Use of estimates

The preparation of consolidated financial statements, in conformity with U.S. GAAP and Securities and Exchange Commission (“SEC”) rules and regulations, requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at of the date of the consolidated financial statements and reported amounts of revenues and expenses during the reporting period. Estimates and assumptions are primarily made in relation to contingent consideration related to the July 2021 acquisition of uniQure France SAS (the “uniQure France Acquisition”). If actual results differ from the Company’s estimates, or to the extent these estimates are adjusted in future periods, the Company’s results of operations could either benefit from, or be adversely affected by, any such change in estimate.

2.3 Accounting policies

The principal accounting policies applied in the preparation of these consolidated financial statements are set out below. These policies have been consistently applied to all years presented, unless otherwise stated.

2.3.1 Consolidation

The consolidated financial statements comprise the financial statements of the Company and its subsidiaries. Subsidiaries are all entities over which the Company has a controlling financial interest either through variable interest or through voting interest. Currently, the Company is not involved with variable interest entities.

Intercompany transactions, balances, income, and expenses on transactions between uniQure entities are eliminated upon consolidation. Profits and losses resulting from intercompany transactions that are recognized in assets are also eliminated. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the Company.

2.3.2 Current versus non-current classification

The Company presents assets and liabilities in the consolidated balance sheets based on current and non-current classification.

The term current assets is used to designate cash and other assets, or resources commonly identified as those that are reasonably expected to be realized in cash or sold or consumed during the normal operating cycle of the business. The Company’s normal operating cycle istwelve months. All other assets are classified as non-current.

The term current liabilities is used principally to designate obligations whose liquidation is reasonably expected to require the use of existing resources properly classifiable as current assets, the creation of other current liabilities, or with respect to the liability in relation to pre-funded warrants, the Company’s ordinary shares. Current liabilities are expected to be settled in the normal operating cycle. The pre-funded warrants are exercisable at the option of the holder and may be settled at any time. The Company classifies all other liabilities as non-current.

Deferred tax assets and liabilities are classified as non-current assets and liabilities, if any.

2.3.3 Foreign currency translation

The functional currency of the Company and each of its entities (except for uniQure Inc. and uniQure Switzerland GmbH (“uniQure Switzerland”), formerly Corlieve Therapeutics AG, is the euro (€, or EUR). This represents the currency of the primary economic environment in which the entities operate. The functional currency of uniQure Inc. is the U.S. dollar ($) and the functional currency of uniQure Switzerland is the Swiss franc (CHF). The consolidated financial statements are presented in U.S. dollars.

Foreign currency transactions are measured and recorded in the functional currency using the exchange rates prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the remeasurement of monetary assets and liabilities denominated in foreign currencies at exchange rates prevailing at the balance sheet date are recognized within the Company’s Consolidated Statements of Operations and Comprehensive Loss.

Upon consolidation, the assets and liabilities of foreign operations are translated into the functional currency of the shareholding entity at the exchange rates prevailing at the balance sheet date; items of income and expense are translated at monthly average exchange rates. The consolidated assets and liabilities are translated from uniQure N.V.’s functional currency, the euro, into the reporting currency, the U.S. dollar, at the exchange rates prevailing at the balance sheet date; items of income and expense are translated at monthly average exchange rates. Issued capital and additional paid-in capital are translated at historical rates with differences to the balance sheet date rate recorded as translation adjustments within Other comprehensive loss. The exchange differences arising on translation for consolidation are recognized within Accumulated other comprehensive loss. On disposal of a foreign operation, the component of Other comprehensive loss relating to that foreign operation, is recognized within the Company’s Consolidated Statements of Operations and Comprehensive Loss.

2.3.4 Fair value measurement

The Company measures certain assets and liabilities at fair value, either upon initial recognition or for subsequent accounting or reporting. ASC 820*, Fair Value Measurements and Disclosures* requires disclosure of methodologies used in determining the reported fair values and establishes a hierarchy of inputs used when available. The three levels of the fair value hierarchy are described below:

To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised by the Company in determining fair value is greatest for instruments categorized as Level 3. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement.

Items measured at fair value on a recurring basis include financial instruments, contingent consideration and the liability related to pre-funded warrants (Note 6, “Fair value measurement”). The carrying amount of cash and cash equivalents, accounts receivable from our licensing and collaboration partner, other assets, accounts payable, accrued expenses and other current liabilities reflected in the Consolidated Balance Sheets approximate their fair values due to their short-term maturities.

2.3.5 Contingent consideration

Each reporting period, the Company revalues the contingent consideration obligations associated with the uniQure France Acquisition to their fair value, and records the changes in the fair value within research and development expenses. Changes in contingent consideration obligations result from changes in assumptions regarding the probabilities of achieving the relevant milestones, the estimated timing of achieving such milestones, and the interest rate to discount the milestone payments. The probability-adjusted payments are discounted to present value using a discount rate representing the Company’s credit risk. This discount rate is determined using the effective interest rate of the Company’s existing debt facility, adjusted for differences in maturity dates based on market data on effective yields for U.S. bonds with a CCC credit rating.

Payments of portions of contingent consideration initially recorded as of the July 2021 date of the uniQure France Acquisition are recorded as cash flows from financing activities, and payments, or the portion of the milestone payments representing changes in the fair value of contingent consideration subsequent to the initial recognition, are recorded as cash flows from operating activities.

Refer to Note 6 “Fair value measurement” for further information.

2.3.6 Liability related to pre-funded warrants

As part of the Company’s September 2025 follow-on public offering, the Company issued pre-funded warrants (the “Pre-Funded Warrants”), denominated in U.S. dollars. As the Pre-Funded Warrants are not denominated in the Company’s functional currency, they are not indexed to the Company’s ordinary shares in accordance with ASC 815-40,Derivatives and Hedging, Contracts in Entity’s Own Equity. The obligation to issue ordinary shares at an offering price of $47.50 per ordinary share, less a $0.0001 per ordinary share exercise price, is classified as a liability. The liability related to pre-funded warrants is accounted for at fair value in accordance with ASC 820,Fair Value Measurement. Changes in the fair value of the liability related to pre-funded warrants are recognized within Other non-operating items, net in the Company’s Consolidated Statements of Operations and Comprehensive Loss. The liability related to pre-funded warrants is classified as current due to the Pre-Funded Warrant holder’s right to exercise at any time. The Company made an accounting policy election to exclude the Pre-Funded Warrants from the denominator in the computation of basic net loss per ordinary share, as such instruments are not considered to be outstanding ordinary shares.

Refer to Note 6 “Fair value measurement” for further information.

2.3.7 Divestiture of commercial manufacturing activities

On June 29, 2024, affiliates of the Company entered into an Asset Purchase Agreement (“APA”) with Genezen Holdings Inc. and its affiliate Genezen MA, Inc. (together “Genezen”). Pursuant to the APA, the Company sold its commercial manufacturing activities located in Lexington, MA (the “Lexington Transaction”) to Genezen. The Lexington Transaction closed on July 22, 2024 (the “Closing”). The Lexington Transaction was accounted for as a divestment of the Company’s commercial manufacturing activities in accordance with ASC 805,* Business Combinations*.

As consideration, the Company received (i) shares of newly issued Series C preferred stock of Genezen Holdings Inc. which are convertible into Genezen common stock and will accrue an 8.0% per annum cumulative dividend, (ii) a convertible promissory note with a nominal amount of $12.5 million, bearing interest at 8.0% per annum and maturing 63 months following the date of issuance, (iii) a right to purchase HEMGENIX at terms considered favorable to market terms and (iv) a firm purchase commitment liability for its customer contract with CSL Behring, inherently related to the right to purchase HEMGENIX.

Refer to Note 3 “*Divestiture of commercial manufacturing activities”and Note 4 “Other investments”*for further information.

The Company recorded the Series C preferred stock in Genezen Holdings Inc. issued to the Company at fair value. The Company subsequently measures these non-marketable equity securities at cost, less any impairment, adjusted to fair value if there are observable price changes in orderly transactions for an identical or similar investment in Genezen Holdings Inc., in accordance with topic ASC 321,* Investments – Equity Securities.* The series C preferred stock is presented within Other investments on the Company’s Consolidated Balance Sheets.

Refer to Note 4* “Other investments”*for further information.

The convertible promissory note was recognized at its fair value. The convertible promissory note is classified as not held for sale and subsequently measured at amortized cost, net of allowance for credit losses, as applicable, in accordance with topic ASC 310,Receivables, as it did not meet the definition of a debt security under topic ASC 320*, Investments – Debt Securities.* Expected credit losses are determined with consideration to the financial condition and performance of the counterparty. The Company accrues interest income on its convertible promissory note using the effective interest method over the convertible promissory note’s contractual term. The convertible promissory note is presented within Other investments on the Company’s Consolidated Balance Sheets.

Refer to Note 4* “Other investments”*for further information.

The Company entered into a Commercial Supply Agreement (the “CSA”) with Genezen. The CSA provides the Company with rights to purchase HEMGENIX at terms considered favorable to market terms. In accordance with ASC 805,Business Combinations, the Company recorded an intangible asset at its fair value with respect to these favorable terms at Closing. The intangible asset is stated at historical cost, less accumulated amortization. The Company amortizes the intangible asset on a straight-line basis over athree-year term. The Company presents the amortization expense within Other expense within the Consolidated Statements of Operations and Comprehensive Loss.

The CSA includes a minimum term ofthree years and minimum purchase commitments of HEMGENIX over the first three years, unless certain contractual provisions are triggered. The Company expects to resell HEMGENIX purchased from Genezen through its minimum commitments to CSL Behring at a loss. In accordance with ASC 330,*Inventory,*the Company recognized a liability related to the net losses expected from the purchase of these minimum commitments. The Company presents the current portion of the firm purchase commitment liability within Accrued expenses and other current liabilities and the non-current portion within Other non-current liabilities, net of current portion on the Consolidated Balance Sheets. The Company subsequently adjusts the liability for any changes to the losses expected to be incurred. The Company presents changes to the liability within Other expense within the Consolidated Statements of Operations and Comprehensive Loss.

2.3.8 Notes to the Consolidated Statements of Cash Flows

The Consolidated Statements of Cash Flows have been prepared using the indirect method. The cash disclosed in the Consolidated Statements of Cash Flows is comprised of cash and cash equivalents and restricted cash. Cash and cash equivalents include bank balances, demand deposits and other short-term highly liquid investments (with maturities of less than three months at the time of purchase) that are readily convertible into a known amount of cash and are subject to an insignificant risk of fluctuation in value.

Cash flows denominated in foreign currencies have been translated at the average exchange rates. Exchange differences, if any, affecting cash and cash equivalents are shown separately in the Consolidated Statements of Cash Flows. Interest paid and received, and income taxes are included in net cash used in operating activities.

2.3.9 Segment information

Operating segments are identified as a component of an enterprise for which separate discrete financial information is available for evaluation by the chief operating decision maker (“CODM”), or decision-making group, in making decisions on how to allocate resources and assess performance. The Company views its operations and manages its business asone operating segment, which comprises the discovery and development of innovative gene therapies.

2.3.10 Net loss per ordinary share

The Company follows the provisions of ASC 260*, Earnings Per Share*. In accordance with these provisions, net loss per ordinary share is calculated by dividing net loss by the weighted average number of ordinary shares outstanding during the period.

Diluted net loss per ordinary share reflects the dilution that would occur if share options or warrants to issue ordinary shares were exercised, performance or restricted share units were distributed, or shares under the employee share purchase plan were issued. However, potential ordinary shares are excluded if their effect is anti-dilutive.

Refer to Note 21 “Basic and diluted earnings per share” for further information.

2.3.11 Impairment of long-lived assets

Long-lived assets, which include property, plant, and equipment and finite-lived intangible assets, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying value of an asset or asset group may not be recoverable. Right-of-use assets are also reviewed for impairment in accordance with ASC 360*, Property, Plant, and Equipment*. The recoverability of the carrying value of an asset or asset group depends on the successful execution of the Company’s business initiatives and its ability to earn sufficient returns on approved products and product candidates. When events or changes in circumstances occur, the Company assesses recoverability by determining whether the carrying value of such assets will be recovered through the undiscounted expected future cash flows. If the future undiscounted cash flows are less than the carrying amount of these assets, the Company recognizes an impairment loss based on the excess of the carrying value over the fair value of the assets. Fair value is determined through various valuation techniques, including discounted cash flow models, quoted market values, and third-party independent appraisals, as considered necessary.

2.3.12 Goodwill and acquired research and development intangible asset

Goodwill represents the excess of the fair value of the consideration transferred over the fair value of the net assets assumed in a business combination. Goodwill is not amortized but is evaluated for impairment on an annual basis, and between annual tests, if the Company becomes aware of any events occurring or changes in circumstances that would more likely than not reduce the fair value of the reporting unit below its carrying amount. A reporting unit is an operating segment or one level below an operating segment. In the years ended December 31, 2025, 2024 and 2023, the Company has not recognized any impairment charges related to goodwill.

As part of theuniQure France Acquisition, the Company recorded an In-process research and development intangible asset related to the AMT-260 program (the “IPR&D Intangible Asset”). The IPR&D Intangible Asset is considered to be indefinite-lived until the completion or abandonment of the associated research and development efforts and is not amortized. If and when development is completed, which would occur when regulatory approval to market a candidate for the treatment of temporal lobe epilepsy is obtained, the associated asset would be deemed finite-lived and would then be amortized based on its respective useful life at that point in time. For the years ended December 31, 2025, 2024 and 2023, the Company has not recognized any impairment charges related to the IPR&D Intangible Asset.

In case of abandonment, the IPR&D Intangible Asset will be written off. In accordance with ASC 350,Intangibles – Goodwill and Other, the Company tests indefinite-lived intangible assets for impairment on an annual basis, and between annual tests, if the Company becomes aware of any events occurring or changes in circumstances that would indicate that the fair value of the IPR&D Intangible Asset is below its carrying amount.

2.3.13 Investment securities

Investment securities consist of sovereign debt with residual maturities of less than 12 months (presented as current) and beyond (presented as non-current). The Company classifies these securities as held-to-maturity. Held-to-maturity securities are those securities in which the Company has the ability and intent to hold the security until maturity. Held-to-maturity securities are recorded at amortized cost, adjusted for applicable accrued interest and the amortization or accretion of premiums or discounts. Premiums and discounts are amortized or accreted over the term of the related held-to-maturity security as an adjustment to yield using the effective interest rate method.

Investment securities with original maturities of 90 days or less when purchased are presented within cash and cash equivalents (December 31, 2025: nil, December 31, 2024: $15.3 million).

A decline in the market value of any investment security below cost that is deemed to be other than temporary, results in a reduction in the carrying amount to fair value. The impairment is charged to operations and a new cost base for the security is established. Other-than-temporary impairment charges are included in interest and other income (expense), net. Interest income is recognized when earned.

Refer to Note 5 “Investment securities” for further information.

2.3.14 Accounts receivable

Accounts receivables include amounts due from services provided to CSL Behring as well as unconditional rights to consideration from CSL Behring.

2.3.15 Prepaid expenses

Prepaid expenses are amounts paid in the period, for which the benefit has not been realized, and include payments made for insurance and research and clinical contracts. The related expense will be recognized in the subsequent period as incurred.

2.3.16 Other (non-) current assets

Deposits paid are either presented as Other current assets and receivables or as Other non-current assets based on the duration of the underlying contractual arrangement. Deposits are classified as restricted cash and primarily relate to facility leases.

Contract assets are presented in current assets or as non-current assets based on the timing of the right to consideration.

2.3.17 Property, plant, and equipment

Property, plant, and equipment is comprised mainly of laboratory equipment, leasehold improvements, construction-in-progress (“CIP”) and office equipment. All property, plant and equipment is stated at cost, less accumulated depreciation. CIP consists of capitalized expenses associated with construction of assets not yet placed into service. Depreciation commences on CIP once the asset is placed into service based on its useful life determined at that time.

Maintenance and repairs that do not improve or extend the lives of the respective assets are expensed as incurred. Upon disposal, the related cost and accumulated depreciation is removed from the accounts and any resulting gain or loss on the transaction is recognized within the Consolidated Statements of Operations and Comprehensive Loss.

Depreciation is calculated using the straight-line method over the estimated useful lives of the assets (or in the case of leasehold improvements a shorter lease term), which are as follows:

2.3.18 Leases

The Company records leases in accordance with ASC 842*, Leases* and determines if an arrangement is a lease at inception. Operating lease right-of-use assets and lease liabilities are initially recognized based on the present value of future minimum lease payments over the lease term at commencement date calculated using an incremental borrowing rate applicable to the lease asset, unless the implicit rate is readily available. Lease terms may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. Leases with a term of twelve months or less are not recognized on the Consolidated Balance Sheets.

The Company recognizes lease cost on a straight-line basis and presents these costs as operating expenses within the Consolidated Statements of Operations and Comprehensive Loss. The Company presents lease payments within cash flows from operations within the Consolidated Statements of Cash Flows.

2.3.19 Accounts payable and accrued expenses

Accounts payable comprise invoiced amounts related to obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are recognized at the amounts invoiced by suppliers.

Accrued expenses are recognized for goods or services that have been acquired in the ordinary course of business.

Contract liabilities, if any, are presented in accrued expenses.

2.3.20 Long-term debt

Long-term debt is initially recognized at cost and presented net of original issue discount or premium and debt issuance costs on the Consolidated Balance Sheets. Amortization of debt discount and debt issuance costs is recognized as interest expense within the Consolidated Statements of Operations and Comprehensive Loss over the period of the debt, using the effective interest rate method.

2.3.21 Pensions and other post-retirement benefit plans

The Company maintains a defined contribution pension plan for all employees in the Netherlands, which is funded by the Company through payments to an insurance company, with individual accounts for each participants’ assets. The Company has no legal or constructive obligation to pay further contributions if the plan does not hold sufficient assets to pay all employees the benefits relating to services rendered in the current and prior periods. The contributions are expensed as incurred. Prepaid contributions are recognized as an asset to the extent that a cash refund or a reduction in the future payments is available.

The Company maintains a qualified 401(k) Plan for all employees located in the U.S. The 401(k) Plan offers both a pre-tax and post-tax (Roth) component. Employees may contribute up to the U.S. Internal Revenue Service (“IRS”) statutory limit each calendar year. The Company matches $0.50 for every $1.00 contributed to the plan by participants, up to 6% of base compensation. Employer contributions are recognized as they are contributed, as long as the employee is rendering services in that period. If employer contributions are made in periods after an individual retires or terminates, the estimated cost is accrued during the employee’s service period.

Expenses under the defined contribution plans were $1.8 million, $2.7 million and $3.6 million for the years ended December 31, 2025, 2024 and 2023, respectively.

The Company maintains a defined benefit plan for its Switzerland-based employees, including retirement benefit plans required by applicable local law. The Company accounts for pension assets and liabilities in accordance with ASC 715,Compensation - Retirement Benefits, which requires the recognition of the funded status of pension plans in the Company’s Consolidated Balance Sheets. The liability in respect to the defined benefit pension plan is the projected benefit obligation calculated annually by independent actuaries using the projected unit credit method.

The projected benefit obligations as of December 31, 2025 and December 31, 2024 represent the actuarial present value of the estimated future payments required to settle the obligation that is attributable to employee services rendered before that date. Service cost is reported in research and development and general and administrative expenses. All other components of net period costs are reported in interest expense within the Consolidated Statement of Operations and Comprehensive Loss. Plan assets are recorded at their fair value. Gains or losses arising from plan curtailments or settlements are accounted for at the time they occur. Actuarial gains and losses arising from differences between the actual and the expected return on plan assets are recognized in Accumulated other comprehensive loss.

2.3.22 Share-based compensation

The Company accounts for its share-based compensation awards in accordance with ASC 718*, Compensation-Stock Compensation.*

All of the Company’s share-based compensation plans for employees are equity-classified. ASC 718 requires all share-based compensation to employees, including grants of employee options, restricted share units, performance share units and modifications to existing instruments, to be recognized within the Consolidated Statements of Operations and Comprehensive Loss, based on their grant-date fair values, net of an estimated forfeiture rate, over the requisite service period. Forfeitures of employee options are recognized as they occur. Compensation expense related to Performance Share Units is recognized when the Company considers achievement of the associated milestones to be probable. The requirements of ASC 718 are also applied to non-employee share-based payment transactions except for specific guidance on certain inputs to an option-pricing model and the attribution of cost.

The Company uses a Hull & White option model to determine the fair value of option awards. The model captures early exercises by assuming that the likelihood of exercises will increase when the share price reaches defined multiples of the strike price. This analysis is performed over the full contractual term.

2.3.23 Revenue recognition

The Company primarily generates revenue from its commercialization and license agreement with CSL Behring (the “CSL Behring Agreement”).

License revenue

In June 2020 the Company entered into the CSL Behring Agreement pursuant to which CSL Behring received the exclusive global rights to HEMGENIX, which became fully effective in May 2021. The Company concluded that CSL Behring is a customer in accordance with ASC 606*, Revenue from Contracts with Customers.* The Company recognized the revenue related to its performance obligation to sell the exclusive global rights to HEMGENIX in May 2021. The Company also allocated the following consideration to this performance obligation:

The Company recognizes license revenue in relation to the regulatory and sales milestone payments when it becomes probable that these will be achieved, and when royalties on sales of HEMGENIX have been earned.

Refer to Note 17 “Collaboration arrangements and concentration of credit risk” for further information.

Contract manufacturing revenue

In the period between April 2022 and July 2024, the Company manufactured HEMGENIX for CSL Behring in accordance with a June 2020 Development and Commercial Supply Agreement between the Company and CSL Behring. Following the Closing of the Lexington Transaction in July 2024, title to HEMGENIX drug product supply directly passes from the contract manufacturer, Genezen, to CSL Behring. The Company does not control HEMGENIX before it is transferred to CSL Behring. The Company arranges for HEMGENIX to be provided by Genezen to CSL Behring. The Company determined that it is an agent in the sale of HEMGENIX to CSL Behring with related accounts receivable presented in Other current assets and receivables in the Consolidated Balance Sheets.

The Company recognizes contract manufacturing revenue when ownership transferred to CSL Behring. Corresponding costs related to the purchase of HEMGENIX from Genezen, net of income from the sales of HEMGENIX to CSL Behring, as well as income related to the release of liabilities associated with expected net losses, in Other expense within the Company’s Consolidated Statements of Operations and Comprehensive Loss.

Collaboration revenue

Collaboration revenue related to contracted services is recognized when performance obligations are satisfied.

2.3.24 Other income, other expense

The Company receives certain government and regional grants, which support its research efforts in defined projects, and include contributions towards the cost of research and development. These grants generally provide for reimbursement of approved costs incurred as defined in the respective grants and are deferred and recognized within the Consolidated Statements of Operations and Comprehensive Loss over the period necessary to match them with the costs they are intended to compensate, when it is probable that the Company has complied with any conditions attached to the grant and will receive the reimbursement.

2.3.25 Research and development expenses

Research and development costs are expensed as incurred. Research and development expenses generally consist of laboratory research, clinical trials, statistical analysis, report writing, and regulatory compliance costs incurred with clinical research organizations and other third-party vendors (including post-approval commitments to conduct consistency and comparability studies). In addition, research and development costs include costs of materials and costs of intangible assets purchased from others for use in research and development activities. The costs of intangibles that are purchased from others for a particular research and development project and that have no alternative future use (in other research and development projects, or otherwise) are expensed as research and development costs at the time the costs are incurred or when it is identified that they have no alternative future use.

2.3.26 Income taxes

Income taxes are recorded in accordance with ASC 740*, Income Taxes*, which provides for deferred taxes using an asset and liability approach. The Company recognizes deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the consolidated financial statements or tax returns. Deferred tax assets and liabilities are determined based on the difference between the consolidated financial statement carrying amount and the tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. Valuation allowances are provided, if based upon the weight of available evidence, it is more-likely-than-not that some or all of the deferred tax assets will not be realized.

The benefits of tax positions are recognized only if those positions are more likely than not, based on their technical merits, to be sustained upon examination. Recognized tax positions are measured at the largest amount of tax benefit that is greater than 50 percent likely of being realized upon settlement. The determination as to whether the tax benefit will more-likely-than-not be realized is based upon the technical merits of the tax position, as well as consideration of the available facts and circumstances. As of December 31, 2025, and 2024, the Company did not have any significant unrecognized tax benefits.

In accordance with ASC 740,Income Taxes, the Company has made an election to classify interest associated with income tax payments to tax authorities as interest expense.

2.3.27 Royalty Financing Agreement

In May 2023, uniQure biopharma B.V. (“uniQure biopharma”), a wholly-owned subsidiary of the Company, entered into an agreement (the “Royalty Financing Agreement”) with HemB SPV, L.P. (the “Purchaser”) to sell certain current and future royalties due to uniQure biopharma from CSL Behring under the CSL Behring Agreement by and between uniQure biopharma and CSL Behring from the net sales of HEMGENIX. Refer to Note 12*“Royalty Financing Agreement”* for further details of the Royalty Financing Agreement. The Company determined that the Royalty Financing Agreement should be accounted for as debt in accordance with topic ASC 470,Debt. The Company initially recognized the debt at fair value. The Company subsequently records the debt at amortized cost and determines the effective interest rate based on its projection of contractual cash flows. Interest expenses are presented as Interest expense within the Consolidated Statements of Operations and Comprehensive Loss, and are recorded over the projected repayment period using the effective interest method. The Company periodically assesses and adjusts the effective interest rate to reflect changes in projected cash flows. The Company prospectively applies the adjusted effective interest rate following the date of change.

In accordance with topic ASC 835,Interest, debt issuance costs incurred in relation to the Royalty Financing Agreement are presented as a reduction of the carrying amount of the debt. Debt issuance cost is amortized together with the interest expense recorded.

Interest expense, net of interest paid is presented as an adjustment to reconcile net loss to net cash used in operating activities within the Consolidated Statement of Cash Flows.

2.3.28 Restructuring expenses

Restructuring charges consist of one-time termination benefits. The Company records one-time termination benefits in accordance with ASC 420,Exit or Disposal Cost Obligations. One-time termination benefits are expensed as of the date the Company notifies the employee, unless the employee must provide future service, in which case the benefits are expensed ratably over the future service period.

The Company recorded restructuring charges in accordance with ASC 712,Compensation—Nonretirement Postemployment Benefits when the terms offered were substantially similar to the terms recently offered. Under this standard, the Company recognizes a liability when the obligation is probable and can be estimated. The Company estimates the cost of these benefits and records a liability for the expected future payments. The liability is adjusted periodically to reflect changes in estimates, and related costs are recognized in the period incurred.

Other costs relate to the impairment of the Company’s research and development laboratory in Lexington which closed as a result of an October 2023 reorganization. The Company recognized an impairment loss of the right-of-use asset and corresponding leasehold improvements in accordance with ASC 360*, Property, Plant and Equipment*.

2.3.29 Recently Adopted Accounting Pronouncements

In the year ended December 31, 2025, the Company adopted ASU 2023-09,Income Taxes (Topic 740): Improvements to Income Tax Disclosures. This update requires enhanced disaggregation and transparency of income tax disclosures, including expanded rate reconciliation and cash tax information. The adoption of ASU 2023-09 resulted in additional income tax disclosures included in this Annual Report on Form 10-K and did not have a material impact on the Company’s consolidated financial statements

In November 2024, the SEC adopted final rules under Release No. 33-11275,Disaggregation of Income Statement Expenses (ASU 2024-03). The rules require registrants to provide enhanced disclosures regarding the disaggregation of certain operating expense categories. The new disclosures are required on an annual basis for fiscal years beginning after December 15, 2026 for large accelerated filers, and interim period disclosures are required beginning in the first quarterly report for the year after adoption. Early adoption is permitted. The Company is currently evaluating the impact of the final rules.

There are no other recently issued accounting pronouncements pending adoption that are applicable or expected to have a material impact on the Company.

3. Divestiture of commercial manufacturing activities

On June 29, 2024, affiliates of the Company agreed with Genezen to sell the Company’s commercial manufacturing activities located in Lexington, MA. The Lexington Transaction closed on July 22, 2024.

Genezen extended offers of employment to a significant majority of the Company’s employees located at the Lexington facility (the “Lexington Facility”), with the remaining employees terminated effective August 30, 2024.

uniQure Inc. and uniQure biopharma, both wholly owned subsidiaries of the Company, entered into an Asset Purchase Agreement (“APA”) with Genezen on June 29, 2024. Pursuant to the APA, Genezen agreed to acquire the manufacturing facility including equipment and related manufacturing operations with a carrying value of $15.2 million, inventory with a carrying value of $8.8 million and certain other assets (including allocated goodwill) with a carrying value of $2.8 million associated with the Lexington Facility on Closing.

As consideration, the Company received (i) shares of newly issued Series C preferred stock of Genezen Holdings Inc. which are convertible into Genezen common stock and will accrue an 8.0% per annum cumulative dividend, (ii) a convertible promissory note with a nominal amount of$12.5 million, bearing interest at 8.0% per annum and maturing 63 months following the date of issuance and (iii) a right to purchase HEMGENIX at terms considered favorable to market terms. The Company also included a firm purchase commitment liability for its customer contract with CSL Behring, inherently related to the right to purchase HEMGENIX in the consideration received. Refer to Note 2.3.7 “Divestiture of commercial manufacturing activities” and Note 4 “Other investments”.

uniQure Inc., Genezen and the landlord of the Lexington Facility entered into an agreement for uniQure Inc. to assign and Genezen to assume the existing lease agreement between uniQure Inc. and the landlord at Closing. The Company also amended its original July 2013 guarantee to continue guaranteeing rental payments owed by Genezen through to the end of the current lease term in May 2029, under which, as of December 31, 2025, the Company remained obligated for lease payments of $16.3 million. In the event of Genezen’s default related to rental payments owed to the landlord, uniQure Inc. is entitled to terminate the assignment agreement and step into the original lease agreement. On Closing, the Company derecognized its right of use asset with a carrying amount of $11.8 million and related lease liability for the facility of $17.7 million. Following the Closing, $1.7 million of deposits were released and reclassified from restricted cash into cash.

At Closing, uniQure Inc. entered into the CSA with Genezen. Pursuant to the terms of the CSA, the parties agreed to subcontract the manufacturing of HEMGENIX to Genezen. The CSA includes a minimum term ofthree years and minimum purchase commitments of HEMGENIX commercial supplies of$43.3 million over the first three years, unless certain contractual provisions are triggered. The CSA provides the Company with rights to purchase HEMGENIX at terms considered favorable to market terms. In accordance with ASC 805Business Combinations, the Company recorded an intangible asset valued at$16.7 million with respect to these favorable terms. The intangible asset will be amortized on a straight-line basis over athree-year term, commencing at Closing. Amortization expense of$5.6 million and$2.5 million (presented within Other expense within the Consolidated Statement of Operations and Comprehensive Loss) was recorded during the years ended December 31, 2025 and December 31, 2024, respectively.

The Company’s obligations with respect to the supply of HEMGENIX to CSL Behring pursuant to the Development and Commercial Supply Agreement between uniQure biopharma and CSL Behring Inc (the “DCSA”) remain in effect notwithstanding the subcontracting to Genezen. The Company expects to resell HEMGENIX material purchased from Genezen through its minimum commitments to CSL Behring at a loss. In accordance with ASC 330Inventory, the Company, at Closing, recognized a liability of $8.8 million related to the net losses expected from the purchase of these minimum commitments. The liability was accounted for as a reduction of the consideration received. As of December 31, 2025, the Company classified $5.1 million (December 31, 2024: $1.6 million) of the liability as Accrued expenses and other current liabilities and $0.9 million (December 31, 2024: $4.8 million) within Other non-current liabilities, net of current portion within the Consolidated Balance Sheets.

The Lexington Transaction was accounted for as a divestment of the Company’s commercial manufacturing activities. The total net consideration received of $25.4 million, less costs associated with the sale of $3.3 million, exceeded the $20.9 million fair market value of the net assets transferred (including allocated goodwill) by $1.2 million. The excess over the fair market value was recognized as a net gain in Other income within the Consolidated Statement of Operations and Comprehensive Loss.

At Closing, the Company paid a total of $8.3 million to Genezen and CSL related to adjustments of working capital and to obtain consent to proceed with the divestiture.

Additionally, uniQure biopharma entered into a development and other manufacturing services agreement (“DMSA”) with Genezen at Closing. Pursuant to the DMSA, the Company is entitled to receive, as a preferred customer, manufacturing and development services to support the Company’s investigational gene therapy programs and other services related to HEMGENIX (other than its manufacturing and supply obligations under the CSA). The DMSA has a minimum term ofthree years and requires the Company to purchase services for a total minimum of$14.0 million. As of December 31, 2025, the remaining minimum purchase commitments amount to$7.3 million.

**4.**Other investments

Convertible promissory note

The Company holds an investment in a convertible promissory note with a nominal amount of $12.5 million, bearing interest at 8.0% per annum, for which Genezen is the counterparty. Refer to Note 3 “Divestiture of commercial manufacturing activities”. The convertible promissory note was issued in July 2024 and matures in October 2029. The convertible promissory note had a balance of $14.6 million as of December 31, 2025 (December 31, 2024: $13.7 million) and is presented within Other investments in the Company’s Consolidated Balance Sheets. In the years ended December 31, 2025 and 2024, the Company recognized $1.0 million and $0.4 million of interest income, respectively, compared tonil in 2023. As of December 31, 2025, the Company has not recorded an allowance for credit losses related to the convertible promissory note.

Investments valued under measurement alternative

The Company holds investments in non-publicly traded equity securities without readily determinable fair values. These investments are accounted for at cost, less impairment and adjusted to fair value if there are observable price changes in orderly transactions for identical or similar investments using the measurement alternative in accordance with ASC 321,Investments – Equity Securities. The carrying value of these investments as of December 31, 2025 and December 31, 2024 was $15.6 million and $13.8 million, respectively, and are presented within Other Investments in the Company’s Consolidated Balance Sheets. The Company did not recognize any gains, losses, or impairments relating to investments carried under the measurement alternative in the years ended December 31, 2025, 2024 and 2023.

5. Investment securities

The following table summarizes the Company’s investments in government debt securities as of December 31, 2025 and 2024:

The Company invests in short-term U.S. and European government debt securities with high investment credit ratings. The U.S. and European government bonds are U.S. dollar and euro denominated, respectively. Expected credit losses on government debt securities are assessed based on their credit quality and historical default experience. As of December 31, 2025, no expected credit loss was identified with respect to the investment securities.

Investment securities with original maturities of 90 days or less when purchased are presented within cash and cash equivalents and measured at amortized cost (December 31, 2025: nil, December 31, 2024: $15.3 million).

Inputs to the fair value of the investments are considered Level 2 inputs.

6. Fair value measurement

The Company measures certain financial assets and liabilities at fair value, either upon initial recognition or for subsequent accounting or reporting.

The carrying amount of cash and cash equivalents, accounts receivable from licensing and collaboration partners, other assets, accounts payable, accrued expenses and other current liabilities reflected in the Consolidated Balance Sheets approximate their fair values due to their short-term maturities.

The Company’s material financial assets include cash and cash equivalents, restricted cash and investment securities. Cash and cash equivalents and restricted cash are measured at fair value using Level 1 inputs. Restricted cash is included in Other non-current assets within the Consolidated Balance Sheets. Investment securities are measured at amortized cost.

Contingent consideration

The Company is required to pay up to EUR 143.1 million ($168.1 million at the December 31, 2025 foreign exchange rate) to the former shareholders of uniQure France upon the achievement of the remaining contractually defined milestones in connection with the uniQure France Acquisition.

The fair value of the contingent consideration liability related to the uniQure France Acquisition as of December 31, 2025 was $18.7 million (December 31, 2024: $10.9 million) using a discount rate of 11.8% (December 31, 2024:15.3% to 16.2%).

In December 2024, a milestone payment of EUR 30.0 million ($31.5 million) was paid, of which EUR 26.8 million ($28.2 million) related to contingent consideration. No milestones were achieved or paid during the year ended December 31, 2025.

The following table sets forth the balances and changes in fair values of the contingent consideration liability, which is measured at fair value using Level 3 inputs:

If, as of December 31, 2025, the Company had assumed a 100% likelihood of AMT-260 advancing into a Phase III clinical study, then the fair value of the contingent consideration would have increased to EUR 51.4 million ($60.4 million). If, as of December 31, 2025 the Company had assumed that it would discontinue development of the AMT-260 program, then the contingent consideration would have been released to income.

As of December 31, 2025, the Company classified none of the total contingent consideration of $18.7 million as current liabilities. The balance sheet classification between current and non-current liabilities is based upon the Company’s best estimate of the timing of settlement of the remaining relevant milestones.

Liability related to pre-funded warrants

In September 2025, the Company completed a follow-on public offering which included the issuance of Pre-Funded Warrants to purchase 526,316 of the Company’s ordinary shares at the public offering price of $47.50 per ordinary share, less a $0.0001 per ordinary share exercise price for each Pre-Funded Warrant. The obligation to issue ordinary shares upon the exercise of the Pre-Funded Warrants is classified as a liability related to pre-funded warrants. The liability related to pre-funded warrants is accounted for at fair value in accordance with ASC 820,Fair Value Measurement, with the total gross proceeds received with respect to the Pre-Funded Warrants determined as reflective of the fair value of the obligation on the date of issuance. Changes in the fair value of the liability related to pre-funded warrants are recognized within Other non-operating gains, net of issuance costs, within the Company’s Consolidated Statements of Operations and Comprehensive Loss.

The Pre-Funded Warrants are not exchange-quoted and are measured using a valuation technique whose significant inputs are observable; therefore, the fair value measurement is classified within Level 2 of the fair value hierarchy. During the year ended December 31, 2025 no warrants were exercised.

Investment securities

Refer to Note 5 “Investment securities” for the fair value of the investment securities as of December 31, 2025.

Pension plan assets

Refer to Note 13 “Retirement benefits” for the fair value of the plan assets as of December 31, 2025.

7. Property, plant, and equipment, net

The following table presents the Company’s property, plant, and equipment as of December 31, 2025 and 2024, respectively:

Total depreciation expense was $9.1 million for the year ended December 31, 2025 (December 31, 2024: $10.1 million). Depreciation expense is allocated to Research and development expense and Cost of contract manufacturing within the Consolidated Statement of Operations and Comprehensive Loss, to the extent it related to the Company’s commercial manufacturing facility and equipment and laboratory equipment. All other depreciation expenses are allocated to Selling, general and administrative expense.

During the year ended December 31, 2024, the Company sold property, plant and equipment with a carrying value of $15.2 million, including leasehold improvements with a carrying value of $6.4 million, laboratory and office equipment with a carrying value of $6.0 million, as well as assets under construction with a carrying value of $2.8 million as part of the Lexington Transaction (refer to Note 3 “Divestment of commercial manufacturing activities”).

The following table summarizes property, plant, and equipment balances by geographic region as of December 31, 2025 and 2024, respectively:

8. Right-of-use asset and lease liabilities

The Company’s most significant leases relate to office and laboratory space under the following operating lease agreements:

Lexington, Massachusetts / U.S.

In February 2022, the Company entered into a lease for an office facility in Lexington, Massachusetts, U.S. of 12,716 square feet. The lease commenced in December 2022 and is set for a non-cancellable period ending March 2030. The lease is renewable forone five-year term.

In December 2021, the Company entered into a lease for a research and development facility in Lexington, Massachusetts, U.S. of 13,501 square feet. The lease commenced in May 2022 and is set for a non-cancellable period ending March 2029. Commencing August 2024, the Company subleased this facility for the residual term.

The fixed lease payments to be received during the remaining term under the agreement to sublease amount to $2.5 million as of December 31, 2025.

Amsterdam / The Netherlands

In March 2016, the Company entered into a 16-year lease for a facility in Amsterdam, the Netherlands and amended this agreement in June 2016. The lease for the facility terminates in February 2032, with an option to extend in increments offive-year periods. The lease contract includes variable lease payments related to annual increases in payments based on a consumer price index. In May 2021, the Company leased an additional approximately 1,080 square meters of office space. The lease expires in October 2028.

As of December 31, 2025 the Company is sub-leasingtwo of theseven floors of its Amsterdam facility for aten-year term ending on December 31, 2027.

The fixed lease payments to be received during the remaining term under the agreement to sub-lease amount to EUR 1.9 million ($2.2 million) as of December 31, 2025.

Operating lease liabilities

The components of lease cost for the years ended December 31, 2025, 2024 and 2023, respectively, were as follows:

The table below presents the lease-related assets and liabilities recorded in the Consolidated Balance Sheets, as of December 31, 2025 and 2024, respectively:

Other information

The weighted-average remaining lease term as of December 31, 2025, is 5.1 years, compared to 5.9 years as of December 31, 2024, and the weighted-average discount rate as of December 31, 2025 is 11.5%, compared to 11.3% as of December 31, 2024. The Company uses an incremental borrowing rate applicable to the lease asset.

The table below presents supplemental cash flow and non-cash information related to leases for the years ended December 31, 2025, 2024 and 2023, respectively:

Undiscounted cash flows

The table below reconciles the undiscounted cash flows as of December 31, 2025, for each of the five following years and the total of the remaining years, to the operating lease liabilities recorded in the Consolidated Balance Sheet as of December 31, 2025.

9.** **Intangible assets, net and Goodwill

The following table presents the Company’s acquired licenses, intangible asset related to the favorable supply terms under the CSA and Acquired IPR&D Intangible Asset as of December 31, 2025 and 2024, respectively:

As of December 31, 2025, the estimated future amortization expense for each of the five succeeding years and the period thereafter is as follows:

All acquired licenses are owned by uniQure biopharma. The remaining weighted average life is 8.5 years as of December 31, 2025 (December 31, 2024:9.5 years).

The amortization expense related to acquired licenses for the year ended December 31,2025 was$0.1 million (December 31, 2024:$0.1 million and December 31, 2023:$0.1 million).

As part of the Lexington Transaction, the Company recognized an intangible asset related to its rights to purchase HEMGENIX at terms considered favorable to market terms. Refer to Note 3 “*Divestment of commercial manufacturing activities”.*The intangible asset is amortized on a straight line basis over athree-year period that commenced in July 2024.

The amortization expense related to the intangible asset for the year ended December 31, 2025 was $5.6 million (December 31, 2024: $2.5 million and December 31, 2023: nil).

The IPR&D Intangible Asset was recorded as part of theuniQure France Acquisition. Refer to Note 2.3.12 “Goodwill and acquired research and development intangible asset”.

The goodwill was recorded as part of theuniQure France Acquisition. Refer to Note 2.3.12 “Goodwill and acquired research and development intangible asset”.

10. Accrued expenses and other current liabilities

Accrued expenses and other current liabilities include the following items, as of December 31, 2025 and 2024, respectively:

11. Long-term debt

On June 14, 2013, the Company entered into a venture debt loan facility with Hercules Capital, Inc. (“Hercules”). The facility has been amended at various times, including on July 22, 2024 (the “2024 Amended Facility”) and most recently on September 22, 2025 (the “2025 Amended Facility”), upon which date the amendment closed (the “Amendment Closing Date”).

On the Amendment Closing Date, the Company drew down$50.0 million of the 2025 Amended Facility to repay the$50.0 million then outstanding under the 2024 Amended Facility. A facility charge of$0.2 million was incurred on the Amendment Closing Date. The 2024 Amended Facility was due on January 7, 2027 and bore interest at a rate equal to the greater of (i)7.95% and (ii)7.95% plus theprime rate less 3.25% per annum, reflecting a floating rate of 11.95% at the Amendment Closing Date.

Pursuant to the 2025 Amended Facility, additional term loans of$125.0 million were made available. The Company may draw down (i) an additional$100.0 million intwo increments of at least$25.0 million, following the approval of a Biologics License Application (“BLA”) for AMT-130 prior to June 15, 2027, provided that confirmatory trials to the extent and in the manner required to support full approval (if applicable) remain ongoing or are being planned, and (ii) an additional$25.0 million in a single advance, subject to approval by Hercules. Advances under the 2025 Amended Facility bear interest at a rate equal to the greater of (i)9.45% and (ii) the sum of theprime rate and 2.45%, reflecting a floating rate of 9.45% as per December 31, 2025.

The 2025 Amended Facility matures on October 1, 2030, upon which date the Company is required to repay the principal balance and any unpaid interest on advances received. The interest-only period of the 2025 Amended Facility is effective through October 1, 2028. The interest-only period will be extended to October 1, 2029 if the BLA for AMT-130 is approved prior to June 15, 2027. The 2025 Amended Facility will be interest-only if certain commercial milestones are met prior to December 31, 2028.

The Company may prepay all or part of the outstanding principal together with a prepayment charge of 1.50% if repayment occurs within the first 30 months following the Amendment Closing Date, and thereafter, with a prepayment charge of 0.75%. An end-of-term charge of 2.75% of the aggregate principal outstanding is due if repaid within 18 months of the Amendment Closing Date, otherwise 5.50% if repaid thereafter.

The total principal outstanding as of December 31, 2025 under the 2025 Amended Facility was $50.0 million. The amortized cost, including interest due presented as part of Accrued expenses and other current liabilities, was $50.1 million as of December 31, 2025, compared to $51.9 million as of December 31, 2024, and is recorded net of discount and debt issuance costs. The foreign currency gain on the loan facility for the year ended December 31, 2025 was $9.3 million, compared to a foreign currency loss of $4.1 million for the year ended December 31, 2024. The fair value of the loan approximates its carrying amount. Inputs to the fair value of the loan are considered Level 3 inputs.

Interest expense recorded during the years ended December 31 was as follows:

Under the 2025 Amended Facility, the Company must remain current in its periodic reporting requirements. Unless the Company maintains a minimum market capitalization threshold of at least $1,200.0 million, the Company, beginning January 1, 2027, is required at all times to keep a minimum cash balance deposited in bank accounts in the U.S. of at least the lesser of (i)65% of the outstanding balance of aggregate principal due, provided that such percentage will be reduced to 50% upon the occurrence of the approval of a BLA for AMT-130 prior to June 15, 2027, and further reduced to 35% upon the occurrence of the contractually defined commercial milestones or (ii)100% of worldwide cash and cash equivalents. The 2025 Amended Facility also provides for a certain performance covenant related to AMT-130 net product revenue which would apply nine months past a potential BLA approval of AMT-130, unless the Company maintains a minimum market capitalization threshold of at least $1,200.0 million. The 2025 Amended Facility restricts the Company’s ability, among other things, to incur future indebtedness and obtain additional debt financing, make investments in securities or in other companies, transfer assets, perform certain corporate changes, own or hold certain digital assets, make loans to employees, officers, and directors, and make dividend payments and other distributions to its shareholders. The 2025 Amended Facility is secured by a direct or indirect pledge of the Company’s total assets of $824.9 million, less $35.5 million of cash and cash equivalents and other current assets held by the Company, and $88.8 million of other current assets and investments held by uniQure France SAS as well as receivables sold to HemB SPV, L.P. as described in Note 12 “Royalty Financing Agreement”. In accordance with the 2025 Amended Facility, the Company was in compliance with all applicable covenants as of December 31, 2025.

The aggregate maturities of the loan, including $21.9 million of coupon interest payments and financing fees, for each of the 58 months after December 31, 2025, are as follows:

12.** **Royalty Financing Agreement

In May 2023, the Company entered into the Royalty Financing Agreement with the Purchaser. Under the terms of the Royalty Financing Agreement, the Company received an upfront payment of $375.0 million in exchange for its rights to the lowest royalty tier on CSL Behring’s worldwide net sales of HEMGENIX for certain current and future royalties due to the Company. The Company will be obligated to pay $25.0 million of the first worldwide sales milestone payment from CSL Behring, if received, to the Purchaser.

The Purchaser will receive 1.85 times the upfront payment (or $693.8 million) until June 30, 2032 (“First Hard Cap Date”) if such thresholds are met or, if such cap is not met by June 30, 2032, up to 2.25 times of the upfront payment through December 31, 2038 (“Second Hard Cap Date”). If, on or prior to the defined dates for each cap amount, the total amount of royalty payments received by the Purchaser equals or exceeds the cap amount applicable to such date, the Royalty Financing Agreement will automatically terminate and all rights to the HEMGENIX royalty payments will revert back to the Company. The Company has no obligation to repay any amounts received from the Purchaser in the event that the applicable cap amount is not reached during the term of the Royalty Financing Agreement.

The Company has retained the rights to all other royalties, as well as commercial milestones totaling up to $1.3 billion, under the terms of the CSL Behring Agreement.

Net proceeds from the Royalty Financing Agreement, after deducting professional and financial advisory fees related to the transaction of $4.9 million, were $370.1 million. The Company initially recorded these net proceeds as a Liability from royalty financing agreement at their fair market value on its Consolidated Balance Sheet as of closing of the transaction on June 5, 2023. Following the initial recognition, the Company records the debt at amortized cost.

As of December 31, 2025 the Company expects to satisfy its commitment to the Purchaser prior to the Second Hard Cap Date. The Company records the difference of $473.7 million between the total expected payments of $843.8 million to the Purchaser and the $370.1 million net proceeds as interest expense over the term using the effective interest rate method. The Company determined the effective interest rate based on the projected cash flows up to the Second Hard Cap Date. As of December 31, 2025 the effective interest rate is expected to be within a range of 10.5% to 12.0% per annum, compared to a range of 12.0% to 13.5% per annum as of December 31, 2024. The Company would have recorded the following amounts of interest expense if it had used the effective interest rate at the lower and upper end of this range:

The Liability from royalty financing agreement was initially recognized at fair value and inputs were considered Level 3 inputs.

The following table presents the movement in the Liability from royalty financing agreement between the years ended December 31, 2023 and December 31, 2025:

13. Retirement benefits

The Company operates a defined benefit pension plan for its Switzerland-based employees (the “Swiss Plan”) in accordance with local regulations and practices. The normal retirement age under the Swiss Plan is 65 years. All benefits are immediately vested. Under the Swiss Plan, a percentage of pensionable salary is contributed as a retirement credit with additional contributions being made for death and disability benefits. Under Swiss pension law, participants who are covered by the pension plan of another employer are required to transfer the termination benefit of that pension plan into the plan of the Company. When employment at the Company ends before reaching retirement, the termination benefit is transferred out of the defined benefit pension plan. At time of retirement, the accumulated retirement credit can be converted into a life-long annuity or be paid-out as a lump-sum. Participants are also permitted to withdraw a part of the accumulated termination benefit in special circumstances before reaching retirement age, for example for payments related to obtaining home ownership.

A summary of the changes in the projected benefit obligation and plan assets is presented below:

Amounts recognized within the Consolidated Balance Sheets, presented within Other non-current liabilities, were as follows:

Amounts recorded within Accumulated other comprehensive loss:

Net pension expense related to the defined benefit plans included the following components:

The assumptions related to the Swiss Plan are as follows:

As of December 31, 2025, the expected future cash flows in respect of the Swiss Plan were as follows:

The Company's investment strategy for its pension plan is to optimize the long-term investment return on plan assets in relation to the liability structure to maintain an acceptable level of risk while minimizing the cost of providing pension benefits and maintaining adequate funding levels in accordance with the applicable rules in each jurisdiction. The Company does not manage any assets internally. Plan assets represent assets held by the Swiss pension foundations in which the Company’s pension plan participates.

The allocation of plan assets is presented below:

The fair value of the plan assets is determined based on Level 2 inputs.

14. Shareholders’ equity / (deficit)

As of December 31, 2025, the Company’s authorized share capital is EUR 4.0 million (or $4.7 million when translated at an exchange rate as of December 31, 2025, of $1.175/ €1.00), divided into 80,000,000 ordinary shares, each with a nominal value of €0.05.

All ordinary shares issued by the Company were fully paid. The minimum amount of share capital to be held under Dutch law is EUR 0.0 million. Under the Company’s Articles of Association, the Company is required to maintain a minimum amount of share capital in reserve. In addition, the Company is only permitted to make distributions on its ordinary shares to the extent that its Shareholders’ equity / (deficit) exceeds the sum of the paid-up and called-up capital and the reserves it is required to maintain under Dutch law. There are no other distribution restrictions applicable to the Company’s ordinary shares or Pre-Funded Warrants.

In January 2025, the Company received net proceeds of $70.1 million, after deducting underwriting discounts and commissions and other offering expenses payable by the Company, through a follow-on public offering of 4.4 million ordinary shares at a public offering price of $17.00 per ordinary share. In February 2025, the Company received an additional $10.4 million in net proceeds after related offering expenses upon the underwriters’ exercise of their option to purchase an additional 0.7 million ordinary shares at the public offering price.

In July 2025, the Company entered into a Sales Agreement with Leerink Partners LLC (“Leerink Partners”) with respect to an at-the-market (“ATM”) offering program, under which the Company may, from time to time and at the Company’s sole discretion, offer and sell through Leerink Partners, acting as agent, the Company’s ordinary shares, up to an aggregate offering of $200.0 million. As of December 31, 2025, no sales have been made under the ATM offering program.

In September 2025, the Company received net proceeds of $323.7 million, after deducting underwriting discounts and commissions and other offering expenses payable by the Company, through a follow-on public offering of 6.7 million ordinary shares, at a public offering price of $47.50 per ordinary share, and, in lieu of ordinary shares to certain investors, Pre-Funded Warrants to purchase 0.5 million of the Company’s ordinary shares at the public offering price less a $0.0001 per ordinary share exercise price. The Company has authorized and reserved a sufficient number of ordinary shares to permit the full exercise of all outstanding Pre-Funded Warrants. The Pre-Funded Warrants are classified as a liability.

During 2025, as a result of the Company’s revised Dutch corporate income tax filing positions for 2021 and 2023, the Company released $15.7 million of valuation allowance related to net operating loss carryforwards. The portion of the resulting tax benefit attributable to net operating loss carryforwards arising from 2019 share issuance costs was recorded in additional paid-in capital, increasing additional paid-in capital by $0.5 million for the year ended December 31, 2025.

15. Share-based compensation

The Company’s share-based compensation plans include the amended and restated 2014 Share Incentive Plan (as amended, the “2014 Plan”) and inducement grants under Rule 5653(c)(4) of the Nasdaq Global Select Market with terms similar to the 2014 Plan (together the “2014 Plans”). At the annual general meeting of shareholders in June 2025, the Company’s shareholders authorized an additional 2,400,000 shares for issuance under the 2014 Plan. As of December 31, 2025, a total of 4,285,461 ordinary shares remain available for issuance under the 2014 Plan.

In June 2018, the Company’s shareholders adopted and approved the uniQure N.V. Employee Stock Purchase Plan (as amended, the “ESPP”) allowing the Company to issue up to 150,000 ordinary shares. The ESPP is intended to qualify under Section 423 of the Internal Revenue Code of 1986, as amended. Under the ESPP, employees are eligible to purchase ordinary shares through payroll deductions, subject to any plan limitations. The purchase price of the ordinary shares on each purchase date is equal to the lower of: (i)85% of the closing market price on the offering date or (ii)85% of the closing market price on the purchase date of each three-month offering period. During the year ended December 31, 2025, nil ordinary shares have been issued in connection with the ESPP (2024:10,150 ordinary shares and 2023:19,198 ordinary shares). As of December 31, 2025, a total of 86,712 ordinary shares remain available for issuance under the ESPP plan.

2014 Plans and ESPP

Share-based compensation expense recognized by classification included within the Consolidated Statements of Operations and Comprehensive Loss in relation to the 2014 Plans for the periods indicated below was as follows:

Share-based compensation expense recognized by award type for the 2014 Plans and ESPP was as follows:

As of December 31, 2025, the unrecognized share-based compensation expense related to unvested awards under the 2014 Plans were:

The Company satisfies the exercise of share options and vesting of Restricted Share Units (“RSUs”) and Performance Share Units (“PSUs”) through newly issued ordinary shares.

Share options

Share options are priced on the date of grant and, except for certain grants made to non-executive directors, vest over a period offour years. The first 25% vests afterone year from the initial grant date and the remainder vests in equal quarterly installments over years two, three and four. Certain grants to non-executive directors vest in full afterone year. Any options that vest must be exercised by the tenth anniversary of the initial grant date.

The following tables summarize option activity under the Company’s 2014 Plans for the year ended December 31, 2025:

The following table summarizes information about the weighted average grant-date fair value of options for the years ended December 31, 2025, 2024 and 2023:

The following table summarizes information about the weighted average grant-date fair value of options at December 31:

The fair value of each option issued is estimated at the respective grant date using the Hull & White option pricing model with the following weighted-average assumptions:

The Hull & White option model captures early exercises by assuming that the likelihood of exercises will increase when the share price reaches defined multiples of the strike price. This analysis is performed over the full contractual term.

The following table summarizes information about options exercised for the years ended December 31, 2025, 2024 and 2023:

RSUs

The following table summarizes the RSU activity for the year ended December 31, 2025:

The following table summarizes information about the weighted average grant-date fair value of RSUs granted for the years ended December 31, 2025, 2024 and 2023:

The following table summarizes information about the total fair value of RSUs that vested for the years ended December 31, 2025, 2024 and 2023:

RSUs generally vest overone tothree years. RSUs granted to non-executive directors will vestone year from the date of grant.

PSUs

The following table summarizes the PSU activity for the year ended December 31, 2025:

The Company granted shares to certain employees in 2021 and 2022 that were earned upon the achievement of defined milestones. Earned shares vested upon the latter of a minimum service period ofthree years, or the achievement of defined milestones, subject to the grantee’s continued employment. In addition, the December 2021 PSUs granted to executives and other members of senior management were subject to the achievement of a minimum total shareholder return relative to the Nasdaq biotechnology index. As of December 31, 2025, there areno remaining milestones to be achieved in relation to the PSUs granted in 2021 and 2022.

The Company granted PSUs to certain employees in December 2024. As of December 31, 2025, a percentage of those PSUs were determined probable of being achieved within a defined period in 2026. These PSUs are earned upon the achievement of a certain development milestone, and will vest shortly after the performance goal is determined to be achieved, subject to the grantee’s continued employment.

The following table summarizes information about the weighted average grant-date fair value of the PSUs determined as of the grant date for the years ended December 31, 2025, 2024 and 2023:

The following table summarizes information about the total fair value of PSUs that vested during the years ended December 31, 2025, 2024 and 2023:

16. Segment reporting

The Company is advancing a pipeline of innovative gene therapies seeking to deliver to patients suffering from rare and other devastating diseases single treatments with potentially curative results. The Company manages the operations related to these research and development activities withinone operating segment because they rely on a common set of infrastructure, resources and technology of the products and production processes, types of customers, distribution methods and regulatory environment.

The leadership team is identified as the CODM.

The CODM allocates resources to research projects and clinical candidates based on scientific data as well as quantitative and qualitative expected risk adjusted returns on investment. The CODM uses segment operating loss to monitor that cash operating losses remain within the approved budget.

The Company does not evaluate performance or allocate resources based on segment asset data and therefore such information is not presented. Refer to Note 7 “Property, plant and equipment, net” and Note 8 “Right-of-use asset and lease liabilities” for geographic information related to long-lived assets.

The accounting policies of the operating segment are the same as those described in the summary of significant accounting policies.

17. Collaboration arrangements and concentration of credit risk

Genezen

On June 29, 2024, as part of the Lexington Transaction, uniQure Inc. entered into the CSA and the DMSA with Genezen. As part of the consideration received in relation to the Lexington Transaction, the Company received a convertible promissory note with a nominal amount of $12.5 million, bearing interest at 8.0% per annum and maturing 63 months following the date of issuance. Refer to Note 3 “*Divestiture of commercial manufacturing activities”*for further information.

As of December 31, 2025 and 2024, the balance of the convertible note receivable was $14.6 million and $13.7 million, respectively. The Company recorded a balance of prepaid expenses to Genezen in relation to the CSA and DMSA of $13.9 million andnil as of December 31, 2025 and 2024, respectively. These balances represent a concentration of credit risk, and the Company’s maximum exposure to loss is the carrying value of these assets. No expected credit loss was recognized during the years ended December 31, 2025 or 2024.

CSL Behring collaboration

Revenues recorded for the years ended December 31, 2025, 2024 and 2023 were as follows:

Collaboration revenue from CSL Behring

The Company provides on-demand development services and other services to CSL Behring. These activities are reimbursed at an agreed full-time employee rate, and CSL Behring also reimburses agreed third-party expenses incurred in connection with the performance of these activities.

The Company recognized $0.2 million of collaboration revenue in the year ended December 31, 2025, compared to $10.9 million and $2.3 million in the same periods in 2024 and 2023.

Contract manufacturing revenue from CSL Behring

The DCSA requires the Company to supply HEMGENIX to CSL Behring until such time that these capabilities are transferred to CSL Behring or a contract manufacturing organization designated by CSL Behring. On September 6, 2022, CSL Behring notified the Company of its intent to transfer manufacturing technology related to HEMGENIX in the coming years to a third-party contract manufacturer designated by CSL Behring.

The Company generatednil,$6.1 million, and$10.8 million of contract manufacturing revenue from sales to CSL Behring during the years ended December 31, 2025, 2024 and 2023. The Company incurrednil,$17.1 million, and$13.6 million of costs in relation to its contract manufacturing activities during the years ended December 2025, 2024 and 2023.

Accounts receivable

As of December 31, 2025, accounts receivable totaled $5.9 million, and related to royalty revenue due from CSL Behring. As of December 31, 2024, accounts receivable totaled $5.7 million, and related to collaboration services, contract manufacturing revenue and royalty revenue, due from CSL Behring.

18. Other income

Other income during the year ended December 31, 2025 was $14.4 million compared to $7.9 million and $6.1

million during the same periods in 2024 and 2023.

During the year ended December 31, 2025 the Company recognized $6.0 million in income related to a one-time sale of critical reagents to Genezen. There wereno sales of critical reagents in the comparative periods in 2024 or 2023.

19. Other expense

Other expense during the year ended December 31, 2025 was $8.0 million compared to $4.6 million and $1.7 million during the same periods in 2024 and 2023, respectively.

In the years ended December 31, 2025 and 2024, the Company recognized $6.3 million and $3.2 million, respectively (nil in the period ended December 31, 2023) in Other expense related to the purchase of HEMGENIX from Genezen, net of income from the sales of HEMGENIX to CSL Behring, amortization of the intangible asset for the favorable supply terms under the CSA and credits from the release of liabilities related to expected net losses associated with the minimum purchase commitments under the CSA.

20. Income taxes

a. Income tax expense

Due to the uncertainty surrounding the realization of favorable tax attributes in future tax returns, a valuation allowance is recorded against the Company’s net deferred tax assets in the Netherlands, and a partial valuation allowance against the Company’s net deferred tax assets in France.

There areno significant unrecognized tax benefits as of December 31, 2025 and 2024.

For the years ended December 31, 2025, 2024 and 2023, loss before income tax expense consists of the following:

The income tax expense for the years ended December 31, 2025, 2024 and 2023, consists of the following:

b.** Income taxes paid**

The income taxes paid during the years ended December 31, 2025, 2024 and 2023 were as follows:

Since 2023, the Company has been engaged with the Dutch tax authorities regarding the Dutch corporate income tax treatment of the $375.0 million upfront payment received in exchange for the rights to the lowest royalty tier on CSL Behring’s worldwide net sales of HEMGENIX. In September 2025, the Dutch tax authorities communicated their position that, for Dutch corporate income tax purposes, the upfront payment should be treated as taxable income in 2023. In response, the Company revised its Dutch corporate income tax filing position to reflect the upfront payment as taxable income in 2023 (net of directly attributable expenses), together with a revision of a previously filed tax position, which resulted in a taxable profit of EUR 12.9 million ($14.6 million) for 2023, instead of the previous taxable loss for that year.

During 2025, the Company made a provisional payment of EUR 6.4 million ($7.4 million) in respect of the revised 2023 filing position. Subsequently, in conjunction with finalizing its positions, the Company also amended its 2021 Dutch corporate income tax filing position, which reduced the Company’s estimated Dutch corporate income tax related to 2023 to EUR 3.3 million ($3.9 million).

c. Tax benefit recognized in other comprehensive loss related to defined benefit pension plan liability

The reconciliation of the amount of income tax (loss) / benefit related to the defined benefit pension plan liability recognized in other comprehensive loss for the years ended December 31, 2025, 2024 and 2023, is as follows:

d. Tax rate reconciliation

The reconciliation of the amount of income tax expense that would result from applying the domestic Dutch statutory income tax rate to the Company’s reported amount of loss before income tax expense for the years ended December 31, 2025, 2024 and 2023, is as follows:

e. Significant components of deferred taxes

The tax effects of temporary differences and carryforwards that give rise to significant portions of deferred tax assets and deferred tax liabilities as of December 31, 2025 and 2024 are as follows:

Changes in the valuation allowance during the years ended December 31, 2025, 2024 and 2023 were as follows:

The valuation allowance of $271.4 million as of December 31,2025 is primarily related to EUR 221.9 million ($260.7 million) of deferred tax assets in the Netherlands resulting from net operating loss carryforwards of EUR 118.4 million ($139.1 million), and a liability from the Royalty Financing Agreement of EUR 104.7 million ($123.0 million).

Netherlands

As of December 31, 2025, the total amount of net operating losses carried forward under the Dutch tax regime was EUR 458.9 million ($539.2 million), following the alignment of the Dutch corporate income tax treatment of the Royalty Financing Agreement in 2025, which consumed EUR 13.9 million ($15.7 million) of such net operating losses carried forward to 2025, and resulted in the recognition of a deferred tax asset related to the Liability from royalty financing agreement. As of December 31, 2024, the total amount of net operating losses carried forward was EUR 593.6 million ($616.5 million). The Company has historically recorded a full valuation allowance. The Company evaluates all positive and negative evidence in assessing the need for a full valuation allowance. Management considers reversing taxable temporary differences, projected future taxable income and tax-planning strategies in making this assessment. The Company concluded that as of December 31, 2025, and December 31, 2024 it is more likely than not that the remaining deferred tax assets will not be realized. The Company’s Dutch net operating tax losses carried forward relate to 2019, 2022, 2024 and 2025.

A portion of the valuation allowance for deferred tax assets recorded as of December 31, 2025 relates to follow-on offering costs incurred in 2019 and 2025. During the year ended December 31, 2025, the Company released $0.5 million of the valuation allowance related to 2019 and recorded a deferred tax expense as a result of adjusting the 2023 and 2021 Dutch corporate income tax filing positions. Any subsequently recognized tax benefits will be credited directly to Additional paid-in capital. As of December 31, 2025, that amount was EUR 8.4 million ($9.9 million) and EUR 3.0 million ($3.2 million) as of December 31, 2024.

The Dutch corporate tax rate is 25.8% from 2022 onwards.

Net operating loss carryforwards subject to a limit of offsetting taxable profit in excess of EUR 1.0 million to 50% of the taxable profit can be carried forward indefinitely.

The fiscal periods from 2021 onwards are still open for inspection by the Dutch tax authorities.

United States of America

The federal corporate tax rate in the U.S. is 21.0%. In addition, the Company is subject to state income taxes resulting in a combined tax rate of 27.3% for its U.S. operation. As of December 31, 2025, an estimated $20.1 million of net operating losses remain to be carried forward. These net operating losses carried forward will expire in 2036 and 2037 except for $0.7 million which may be carried forward indefinitely with a deduction limited to 80% of taxable income in a given year.

The Company’s U.S. operations have been generating taxable income since 2018 with the exception of 2022. The Company expects to continue to generate taxable income in the U.S. during the foreseeable future.

Under the provision of the Internal Revenue Code, the U.S. net operating losses carried forward may become subject to an annual limitation in the event of certain cumulative exchange in the ownership interest of significant shareholders over a three-year period, in excess of 50%, as defined under Section 382 and 383 of the Internal Revenue Code. This could limit the amount of tax attributes that can be utilized annually to offset future taxable income or tax liabilities. The amount of the annual limitation is determined based on the value of the Company immediately prior to the ownership change. Subsequent ownership changes may further affect the limitation.

The fiscal periods from 2022 are still open for inspection by the IRS. To the extent the Company has tax attribute carryforwards, the tax years in which the attribute was generated may still be adjusted upon examination by the IRS or Massachusetts Department of Revenue to the extent utilized in a future period. The Company is currently not under examination by the IRS for any tax years.

France

The French corporate tax rate for fiscal year 2025 was 25.0%. In addition, the Company is subject to a surcharge of 3.3% of the 25.0% standard corporate tax rate resulting in a combined rate of 25.8%.

The Company’s French operations have incurred losses since incorporation and are expected to continue incurring tax losses for the foreseeable future. The French operations as of December 31, 2025 have an estimated EUR 59.8 million ($70.3 million) of net operating losses EUR 48.9 million ($50.8 million) as of December 31, 2024) that are available for carry forward indefinitely. The Company recorded a partial valuation allowance during the years ended December 31, 2025, 2024, and 2023. The Company evaluates all positive and negative evidence including future income from reversing taxable temporary differences (particularly from reversing the deferred tax liability related to the acquired IPR&D intangible asset), projected future taxable income subject to the loss limitation rules applicable in France and tax-planning strategies in making this assessment.

21.** **Basic and diluted loss per ordinary share

Basic net loss per ordinary share is computed by dividing net loss for the period by the weighted average number of ordinary shares outstanding during the period. Diluted earnings per ordinary share are calculated by adjusting the weighted average number of ordinary shares outstanding, assuming conversion of all potentially dilutive ordinary shares. As the Company incurred a loss in all years presented, all potentially dilutive ordinary shares for these years would have an anti-dilutive effect, if converted, and thus have been excluded from the computation of basic and diluted loss per ordinary share.

The following table presents ordinary share equivalents that were excluded from the calculation of diluted loss per ordinary share for all years presented, as the effect of their inclusion would have been anti-dilutive:

The anti-dilutive ordinary shares are presented without giving effect to the application of the treasury method or exercise prices that exceeded the price of the Company’s ordinary shares as of December 31, 2025, December 31, 2024 and December 31, 2023.

22. Commitments and contingencies

In the course of its business, the Company enters as a licensee into contracts with other parties regarding the development and marketing of its pipeline products. Among other payment obligations, the Company is obligated to pay royalties to the licensors based on future sales levels and milestone payments whenever specified development, regulatory and commercial milestones are met. As both future sales levels and the timing and achievement of milestones are uncertain, the financial effect of these agreements cannot be reliably estimated. The Company also has obligations to make future payments that become due and payable upon the collection of milestone payments from CSL Behring. The achievement and timing of these milestones is not fixed or determinable. Relevant commitments and contingencies are further discussed in other sections of this form 10-K, such as, Note 3 “Divestiture of manufacturing facility” and Note 17 “Collaboration arrangements and concentration of credit risk”, amongst others.

Legal Proceedings

On February 10, 2026, a class action complaint captionedChristopher Scocco v. uniQure N.V., et al., Case No. 1:26-cv-01124, was filed against the Company, certain of the Company’s executive officers and another party in the United States District Court for the Southern District of New York. The complaint purports to assert claims pursuant to Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, as amended, and Rule 10b-5 promulgated thereunder, on behalf of a putative class of investors who purchased or otherwise acquired our ordinary shares between September 24, 2025 and October 31, 2025. Plaintiff seeks to recover damages allegedly caused by purported false and misleading misstatements and omissions with respect to the Company’s Phase I/II study of AMT-130 and the timing of the potential BLA filing for AMT-130. The Company intends to vigorously defend against the claims in this action.

At each reporting date, the Company evaluates whether or not a potential loss amount or a potential range of loss is probable and reasonably estimable under the provisions of the authoritative guidance that addresses accounting for contingencies. At this time, the Company is unable to predict the outcome of the class action litigation or reasonably estimate a range of possible losses.

23. Related party transaction

None.

24. Subsequent events

None.

EXHIBIT INDEX

** Furnished herewith.

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.