NORTHWEST BIOTHERAPEUTICS INC
For the period ended Jun 30, 2026. Filed Aug 14, 2026.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Jun 30, 2026 · Filed Aug 14, 2026
NWBO$0.19-0.6%Stored close · as of Jun 30, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2026-03-31; filed 2026-05-15.
0001104659-26-062661
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-06-30; filed 2026-08-14.
0001104659-26-097188
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 75 previous paragraphs and 97 current paragraphs.
43 unchanged; 22 reworded; 21 added; 10 removed; 0 previous and 11 current paragraphs rearranged.
Tables are not compared: 0 previous and 0 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (21)
Current report
Collaborations. The Company pursued collaboration discussions in certain countries where the Company believes that development and potential commercialization could proceed more rapidly and efficiently with a partner. As previously reported, the Company entered into an MOU for a potential collaboration with one of the largest pharmaceutical companies in the Kingdom of Saudi Arabia. The Company is continuing those discussions with a view to reaching a definitive agreement. The Company is also continuing other discussions.
Current report
Statistical Analyses and BNOS Presentation. As previously reported, the Company worked closely with a team of independent statisticians to analyze the data from the Phase 3 trial of DCVax-L for glioblastoma, applying multiple statistical methodologies and using individual patient data (IPD) comparators. This had been envisaged in the Statistical Analysis Plan (SAP) for the trial but the Company had been unable to gain access to IPD at the time of the original analysis of the trial results despite extensive efforts. The results of these IPD analyses were all directionally consistent and indicated that the magnitude of the survival extension associated with DCVax-L was substantially greater than the original analysis of the trial results had shown. The Company presented this work at the annual meeting of the British Neuro Oncology Society (BNOS) at the beginning of July 2026.
Current report
UK Leukapheresis Capacity. The Company continued it efforts to develop expanded capacity for leukapheresis procedures. The Company pursued discussions with certain parties who have existing leukapheresis facilities, to secure further capacity without capital expenditure. In parallel, the Company also continued pursuing the development of its own leukapheresis unit in the London Welbeck Hospital and pursuing the necessary licenses for the operation of that unit.
Current report
UK Manufacturing Capacity. The Company began exploring the potential for conducting the tumor lysate stage of the manufacturing process in additional facilities to enable an increase in the production capacity in the Sawston facility before the completion of the Grade C lab. The Company continued discussions for a collaboration that could potentially lead to a second DCVax production operation in
Current report
another region of the UK, using an existing established GMP facility. The Company also pursued a grant funding program for non-dilutive capital for development of capacity in the Sawston facility.
Current report
US Manufacturing Capacity. The technology transfer process for development of DCVax-L manufacturing capacity in a US company was completed, and the basic engineering runs and validation were undertaken and recently completed. For production of the Kalinski aDC1 products, the Company’s negotiations for lease arrangements for a suitable GMP facility continued. In light of the challenges encountered in reaching suitable lease arrangements for production of the Kalinski products, the Company anticipates making arrangements for a parallel process of technology transfer to the US company to which the technology transfer for production of DCVax-L products has been completed.
Current report
Development Activity With In-Licensed Technologies. The IND package was further updated and its clinical protocol component has been awaiting review and approval by the Institutional Review Board (IRB) there. The Company anticipates submission to the FDA as soon as the IRB approval is completed.
Current report
UK Property Development. The Company and its advisers made headway in continuing to work toward the reclassification and increased valuation of the property owned by the Company on the edge of Sawston, UK. The property is now considered to be in an in-between classification, which the Company has been advised has more than doubled the prior value of the property.
Current report
Litigation Progress. The Company continued vigorously pursuing discovery in its litigation in New York against certain market makers. Among other steps, the Company continued seeking certain trading information and trading algorithms. The Company believes that the Court’s recent order requiring the defendants to produce their trading algorithms is quite significant. The Company plans to continue its vigorous pursuit of the case. See Part II Item 1, Legal Proceedings, below.
Current report
The derivative liability associated with the contingent note payable was zero as of June 30, 2026. We did not recognize any expense related to change in fair value of derivatives during the three months ended June 30, 2026.
Current report
We recognized a non-cash gain of $0.7 million for the three months ended June 30, 2025. The non-cash revaluation gain was mainly due to the decrease of stock price and remaining life of certain liability classified warrants. We did not recognize any change in fair value of derivatives for the three months ended June 30, 2026.
Current report
During the three months ended June 30, 2026 and 2025, we recognized interest expense of $1.8 million and $1.8 million, respectively.
Current report
Six Months Ended June 30, 2026 and 2025
Current report
We recognized a net loss of $12.3 million and $34.7 million for the six months ended June 30, 2026 and 2025, respectively.
Current report
Research and Development Expense
Current report
General and Administrative Expense
Current report
We recognized a non-cash gain of $0.3 million and a non-cash loss of $0.3 million from the change in fair value of share payable during the six months ended June 30, 2026 and 2025, respectively.
Current report
Debt Extinguishment
Current report
Loss from Issuance of Debt
Current report
Interest Expense
Current report
Foreign currency transaction gain (loss)
Removed paragraphs (10)
Previous report
UK Strategic Advisor. As previously reported, the Company engaged a new Strategic Advisor, Dr. Annalisa Jenkins. Dr. Jenkins has extensive experience in big pharma, biotech and medical innovation, and is a key opinion leader in the UK and globally. Dr. Jenkins will advise and help the Company advance the development of its DCVax cancer vaccines. The Company believes that Dr. Jenkins’ experience, advice and involvement will be a valuable resource.
Previous report
UK Clinic*.* As also previously reported, the Company’s pursuit of clinic arrangements or collaborations in the UK culminated in the Company establishing a clinic arrangement with the London Welbeck Hospital in the Harley Street medical district in London. During the first quarter, the Company secured a contractor and proceeded with buildout. The clinic includes two leukapheresis units, each of which can conduct two procedures per day for a total of 4 patients per day. The clinic may also offer extended hours and weekend operations. There is a general shortage of leukapheresis capacity in the UK, and such procedures are needed for T cell products as well as for dendritic cell products. The buildout is anticipated to be completed by June and the Company is pursuing applications for the required licenses.
Previous report
Development of the Sawston, UK Facility. The Company and Advent continued the development process for the initial Grade C lab in the Sawston facility. The Company and Advent worked with advisers and the construction firm to modify the C lab design so as to increase its capacity and enable faster pace of certain operations. The development activity involving construction work was paused; the engineering work was ongoing.
Previous report
Secondary Manufacturing in the UK. The Company continued discussions for a collaboration that could potentially lead to a second DCVax production operation in another region of the UK, using an existing established GMP facility with training of the personnel to be conducted by Advent. Since this secondary facility would not require buildout and is located in a relatively low-cost area, the
Previous report
Company anticipates that it could be brought online rapidly and economically. The Company is pursuing planning discussions with the party in charge of the facility.
Previous report
Manufacturing in the US – DCVax Products and Kalinski aDC1 Products. The Company has been pursuing separate parallel tracks to develop manufacturing in the US of the Company’s DCVax-L products and of the aDC1 products pursuant to the technologies of Dr. Kalinski that the Company has in-licensed. For the production of DCVax-L products, during the first quarter the Company completed the selection of a US company, contract negotiations and entered into a technology transfer agreement for development of DCVax-L manufacturing capacity by the US company. The Standard Operating Procedures (SOPs) used in the UK are being adapted to the US facilities and operations, and training began during the first quarter. The Company anticipates that the required engineering runs and validations will be completed during the summer.
Previous report
For the production of Kalinski aDC1 products, the Company is working primarily to develop its own GMP manufacturing operation in the US, although it is also in discussions with a contractor for such production as an alternative. The Company has been in ongoing negotiations since last year to secure lease arrangements for a suitable GMP facility. In the meantime, during the first quarter the Company completed the lengthy recruitment process and hired the key manager to lead the aDC1 manufacturing operations.
Previous report
Development Activity With In-Licensed Technologies. An updated trial design and IND package for an initial clinical trial of the Kalinski technology involving the Company were completed during the first quarter. The lead medical institution for the clinical trial has been determined and the IND package has been submitted to the Institutional Review Board (IRB) there. The Company anticipates submission to the FDA in the second quarter.
Previous report
*UK Property Development.*The Company owns a 17-acre parcel of land on the edge of Sawston, UK which is located across the road from the Company’s manufacturing facility and adjacent to existing residential neighborhoods. The Company owns unencumbered fee title to the land. There is a pressing shortage of housing in the region and the Local Council is conducting a review of the land and zoning in the area. The Company’s property is not currently zoned for housing development despite its location on the edge of the town and adjacent to other residential areas. If zoned for residential development, the Company has been advised that its property would be extremely valuable. During the first quarter, the Company worked with a team of advisers to develop an application for rezoning of its property and submitted the application as part of the Local Council review process.
Previous report
Litigation Progress. The Company continued vigorously pursuing documents and information both from the defendants and from third parties in the discovery stage of its litigation in New York against certain market makers. On April 30, 2026, the Company and one of the lesser defendants agreed to resolve the Company’s case against that defendant by settlement. The parties so notified the Court. The settlement is confidential. The funds are being held in escrow while the Company pursues discussions with other lesser defendants about resolution of the case against them. The Company anticipates that the funds will be released from escrow when the discussions with the lesser defendants have been completed. See Part II Item 1, Legal Proceedings, below.
Reworded paragraphs (22)
Previous wording
During the first three months of 2026, the Company continued its progress on multiple fronts, including the following:
Current wording
During the second quarter of 2026, the Company continued its progress on multiple fronts, including the following:
Previous wording
Our operating costs also include the costs of preparations for the launch of new or expanded clinical trial programs, such as our anticipated trials of combination treatment regimens. The preparation costs include payments to regulatory consultants, lawyers, statisticians, sites and others, evaluation of potential investigators, the clinical trial sites and the CROs managing the trials and other service providers, and expenses related to institutional approvals, clinical trial agreements (business contracts with sites), training of medical and other site personnel, trial supplies and other.
Current wording
Our operating costs also include the costs of preparations for the launch of new or expanded clinical trial programs, such as our anticipated trials of combination treatment regimens. The preparation costs include payments to regulatory consultants, lawyers, statisticians, sites and others, evaluation of potential investigators, the clinical trial sites and the CROs managing the trials and other
Previous wording
We recognized a net loss of $3.1 million and $19.3 million for the three months ended March 31, 2026 and 2025, respectively.
Current wording
We recognized a net loss of $9.2 million and $15.4 million for the three months ended June 30, 2026 and 2025, respectively.
Previous wording
For the three months ended March 31, 2026 and 2025, research and development expenses were $4.9 million and $8.4 million, respectively. The decrease in 2026 was primarily related to a decrease in the costs related to the MAA application at the MHRA, a decrease in stock based compensation to external consultants and the acquisition of Advent in the 4 th quarter in 2025.
Current wording
For the three months ended June 30, 2026 and 2025, research and development expenses were $5.7 million and $7.4 million, respectively. The decrease in 2026 was primarily related to a decrease in the costs related to the MAA application and its review by the MHRA, a decrease in stock-based compensation to external consultants and the acquisition of Advent in the 4 th quarter in 2025.
Previous wording
For the three months ended March 31, 2026 and 2025, general and administrative expenses were $6.5 million and $9.3 million, respectively. The decrease was mainly related to a reduction in legal costs.
Current wording
For the three months ended June 30, 2026 and 2025, general and administrative expenses were $6.7 million and $7.5 million, respectively. The decrease was mainly related to a reduction in legal costs.
Previous wording
We recognized a non-cash gain of $0.2 million and a non-cash loss of $23,000 from the change in fair value of share payable during the three months ended March 31, 2026 and 2025, respectively. The fluctuations were mainly due to the movement of our stock price.
Current wording
We recognized a non-cash gain of $64,000 and a non-cash loss of $0.2 million from the change in fair value of share payable during the three months ended June 30, 2026 and 2025, respectively. The fluctuations were mainly due to the movement of our stock price.
Previous wording
We recognized a non-cash gain of $5.2 million and $3.7 million for the change in fair value of the convertible notes during the three months ended March 31, 2026 and 2025, respectively. The non-cash gains resulted from the decrease of the Company’s stock price. In addition, the increased gain during the three months ended March 31, 2026 was also attributable to a change in certain assumptions used in the valuation of the convertible notes.
Current wording
We recognized a non-cash gain of $6.4 million and $2.4 million for the change in fair value of the convertible notes during the three months ended June 30, 2026 and 2025, respectively. The non-cash gains resulted from the decrease of the Company’s stock price. In addition, the increased gain during the three months ended June 30, 2026 was also attributable to a change in certain assumptions used in the valuation of the convertible notes.
Previous wording
We recognized approximately $4.8 million and $7.3 million debt extinguishment loss during the three months ended March 31, 2026 and 2025, respectively, from debt redemptions and debt amendments. The decrease during the three months ended March 31, 2026 compared to last year in the same period was due to less volume of debt amendments.
Current wording
We recognized approximately $2.2 million and $4.5 million debt extinguishment loss during the three months ended June 30, 2026 and 2025, respectively, from debt redemptions and debt amendments. The decrease during the three months ended June 30, 2026 compared to last year in the same period was due to less volume of debt amendments.
Previous wording
We recognized approximately $0.7 million loss from issuance of certain convertible notes, which we elected to account for under the FVO during the three months ended March 31, 2026. The loss was calculated as the difference between the principal amount and the fair value of these convertible notes.
Current wording
We recognized approximately $0.8 million loss from issuance of certain convertible notes, which we elected to account for under the FVO during the three months ended June 30, 2025. The loss was calculated as the difference between the principal amount and the fair value of these convertible notes.
Previous wording
During the three months ended March 31, 2026 and 2025, we recognized foreign currency transaction loss of $1.3 million and a gain of $1.9 million, respectively. The loss was due to the strengthening of the U.S. dollar relative to British pound sterling and vice versa for the loss.
Current wording
During the three months ended June 30, 2026 and 2025, we recognized foreign currency transaction loss of $0.1 million and a gain of $3.6 million, respectively. The loss was due to the strengthening of the U.S. dollar relative to British pound sterling and vice versa for the loss.
Previous wording
During the three months ended March 31, 2026, the Company recognized a $2.25 million gain related to the Delaware litigation settlement.
Current wording
During the six months ended June 30, 2026, the Company recognized a $2.25 million gain related to the Delaware litigation settlement.
Previous wording
We recognized a non-cash gain on the change in fair value of derivatives of $9.4 million and $1.3 million for the three months ended March 31, 2026 and 2025, respectively. The non-cash gain of $9.4 million for the three months ended March 31, 2026, resulted from a fair value adjustment to the contingent note payable. Based on current assessments, the achievement of the underlying performance conditions required for payment is not probable prior to the note’s expiration on May 21, 2026. Consequently, the fair value of the liability was reduced to zero as of March 31, 2026. The gain in the three months ended March 31, 2025 was mainly due to the non-cash revaluation gain for certain warrants that were reclassified as liabilities as of December 2024.
Current wording
We recognized a non-cash gain on the change in fair value of derivatives of $9.4 million and $2.0 million for the six months ended June 30, 2026 and 2025, respectively. The non-cash gain of $9.4 million for the six months ended June 30, 2026, resulted from a fair value adjustment to the contingent note payable. Based on current assessments, the achievement of the underlying performance conditions required for payment was not probable prior to the note’s expiration on May 21, 2026. Consequently, the fair value of the liability was
Previous wording
We recognized an inducement expense of $87,000 related a convertible note that had an inducement conversion during the three months ended March 31, 2026.
Current wording
We recognized an inducement expense of $87,000 related a convertible note that had an inducement conversion during the six months ended June 30, 2026.
Previous wording
During the three months ended March 31, 2026 and 2025, we recognized interest expense of $2.3 million and $1.6 million, respectively. The increase in interest expense in 2026 was mainly related to the issuance costs related to certain convertible notes issued in March 2026, which we elected to account for under the FVO.
Current wording
During the six months ended June 30, 2026 and 2025, we recognized interest expense of $4.2 million and $3.4 million, respectively. The increase in interest expense in 2026 was mainly related to the issuance costs related to certain convertible notes issued in March 2026, which we elected to account for under the FVO.
Previous wording
During the three months ended March 31, 2026 and 2025, total operating costs and expenses were approximately $11.4 million and $17.7 million, respectively. Net cash outflows from operations were approximately $12.5 million (including payments for prior periods’ accounts payables) and $9.4 million, respectively. The increase in cash used in operating activities was primarily attributable to the strengthening of the British Pound relative to the U.S. Dollar.
Current wording
During the six months ended June 30, 2026 and 2025, total operating costs and expenses were approximately $23.8 million and $32.6 million, respectively. Net cash outflows from operations were approximately $19.7 million (including payments for prior periods’ accounts payables) and $16.1 million, respectively. The increase in cash used in operating activities was primarily attributable to the strengthening of the British Pound relative to the U.S. Dollar.
Previous wording
During the three months ended March 31, 2026 and 2025, cash used in investing activities were approximately $0.1 million and $0.1 million, respectively.
Current wording
During the six months ended June 30, 2026 and 2025, cash used in investing activities were approximately $0.3 million and $0.4 million, respectively.
Previous wording
We received approximately $2.9 million and $5.1 million of cash from issuance of common shares during the three months ended March 31, 2026 and 2025, respectively.
Current wording
We received approximately $3.0 million and $12.4 million from issuance of common shares during the six months ended June 30, 2026 and 2025, respectively.
Previous wording
We received approximately $7.5 million and $2.2 million of cash from issuance of convertible notes to individual lenders during the three months ended March 31, 2026 and 2025, respectively.
Current wording
We received approximately $8.4 million and $5.5 million from issuance of convertible notes to individual lenders during the six months ended June 30, 2026 and 2025, respectively.
Previous wording
We received approximately $5.0 million of cash from the issuance of a loan from a commercial lender during the three months ended March 31, 2025.
Current wording
We received approximately $7.0 million and $7.0 million from the issuance of a loan from a commercial lender during the six months ended June 30, 2026 and 2025, respectively.
Previous wording
We received approximately $6,000 and $17,000 of cash from the exercise of warrants during the three months ended March 31, 2026 and 2025, respectively.
Current wording
We received approximately $20,000 and $23,000 from the exercise of warrants during the six months ended June 30, 2026 and 2025, respectively.
Previous wording
We made aggregate debt payments of $0.5 million and $0.6 million during the three months ended March 31, 2026 and 2025, respectively.
Current wording
We made aggregate debt payments of $0.5 million and $0.8 million during the six months ended June 30, 2026 and 2025, respectively.
Previous wording
We made aggregate payments of approximately $0.7 million to the seller in connection with the Advent acquisition in October 2025 during the three months ended March 31, 2026.
Current wording
We made aggregate payments of approximately $1.3 million to the seller in connection with the Advent acquisition in October 2025 during the six months ended June 30, 2026.
Rearranged current paragraphs (11)
Current report — wording carried from elsewhere
service providers, and expenses related to institutional approvals, clinical trial agreements (business contracts with sites), training of medical and other site personnel, trial supplies and other.
Current report — wording carried from elsewhere
For the six months ended June 30, 2026 and 2025, research and development expenses were $10.6 million and $15.8 million, respectively. The decrease in 2026 was primarily related to a decrease in the costs related to the MAA application and its review by the MHRA, a decrease in stock-based compensation to external consultants and the acquisition of Advent in the 4 th quarter in 2025.
Current report — wording carried from elsewhere
For the six months ended June 30, 2026 and 2025, general and administrative expenses were $13.2 million and $16.8 million, respectively. The decrease was mainly related to a reduction in legal costs.
Current report — wording carried from elsewhere
Change in Fair Value of Derivatives
Current report — wording carried from elsewhere
reduced to zero as of May 21, 2026. The gain in the six months ended June 30, 2025 was mainly due to the non-cash revaluation gain for certain warrants that were reclassified as liabilities as of December 2024.
Current report — wording carried from elsewhere
Change in Fair Value of Share Payable
Current report — wording carried from elsewhere
Change in Fair Value of Convertible Notes
Current report — wording carried from elsewhere
We recognized a non-cash gain of $11.7 million and $6.1 million for the change in fair value of the convertible notes during the six months ended June 30, 2026 and 2025, respectively. The non-cash gains resulted from the decrease of the Company’s stock price. In addition, the increased gain during the six months ended June 30, 2026 was also attributable to a change in certain assumptions used in the valuation of the convertible notes.
Current report — wording carried from elsewhere
We recognized approximately $6.9 million and $11.8 million debt extinguishment loss during the six months ended June 30, 2026 and 2025, respectively, from debt redemptions and debt amendments. The decrease during the six months ended June 30, 2026 compared to last year in the same period was due to less volume of debt amendments.
Current report — wording carried from elsewhere
We recognized approximately $0.7 and $0.8 million loss from issuance of certain convertible notes, which we elected to account for under the FVO during the six months ended June 30, 2026 and 2025, respectively. The loss was calculated as the difference between the principal amount and the fair value of these convertible notes.
Current report — wording carried from elsewhere
During the six months ended June 30, 2026 and 2025, we recognized foreign currency transaction loss of $1.5 million and a gain of $5.5 million, respectively. The loss was due to the strengthening of the U.S. dollar relative to British pound sterling and vice versa for the loss.