Verastem, Inc.
For the period ended Sep 30, 2026. Filed Nov 5, 2026.
View on SEC.govAbout this filing
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.
Sep 30, 2026 · Filed Nov 5, 2026
VSTM$8.41-10.3%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2026-06-30; filed 2026-08-06.
0001104659-26-092007
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-09-30; filed 2026-11-05.
0001104659-26-123305
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 106 previous paragraphs and 102 current paragraphs.
59 unchanged; 34 reworded; 7 added; 6 removed; 7 previous and 2 current paragraphs rearranged.
Tables are not compared: 27 previous and 31 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 (7)
Current report
PHASE I/II
Current report
and pembrolizumab achieved an ORR of 75% (6/8) in 1L KRAS G12D adenocarcinoma of the lung. The 900 mg QD dose level is currently being evaluated in the TARGET-D 202 Phase 2 registration-directed advanced NSCLC trial.
Current report
PHASE II
Current report
In the first half of 2026, we initiated three Phase 2 registration-directed trials of VS-7375, our oral KRAS G12D (ON/OFF) inhibitor, dosing the first patients in TARGET-D 201 (PDAC) in June 2026, and both TARGET-D 202 (NSCLC) and TARGET-D 203 (CRC) in July 2026. Each trial evaluates VS-7375 at 900 mg QD. TARGET-D 201 is evaluating VS-7375 as monotherapy and in combination with cetuximab in second-line PDAC, and in combination with cetuximab in the first-line setting. TARGET-D 202 is evaluating VS-7375 in advanced NSCLC after one to two prior lines of therapy and in patients with asymptomatic untreated brain metastasis, while TARGET-D 203 is evaluating VS-7375 as monotherapy and in combination with cetuximab or panitumumab in 2L+ metastatic CRC, and in combination with cetuximab and chemotherapy in the first-line setting.
Current report
PHASE III
Current report
Interest income for the 2026 Quarter was $0.8 million, compared to $1.2 million for the 2025 Quarter. The $0.4 million decrease was primarily driven by a decrease in investment balances on short-term investments and cash equivalents.
Current report
Comparison of the nine months ended September 30, 2026 and 2025
Removed paragraphs (6)
Previous report
safety profile with no new safety signals. Nine patients remain on treatment, and follow-up continues as survival data matures.
Previous report
GENFLEET THERAPEUTICS (SHANGHAI), Inc
Previous report
We shared updates from GenFleet Therapeutics, our partner developing VS-7375, known as GFH375, in China.
Previous report
site costs, and any other third-party expenses directly attributable to the development of the product candidates;
Previous report
Comparison of the six months ended June 30, 2026 and 2025
Previous report
Income tax expense.
Reworded paragraphs (34)
Previous wording
The combination is being evaluated in an ongoing international Phase 3 trial, RAMP 301, in recurrent LGSOC with or without a KRAS mutation. The trial was fully enrolled, as of December 2025, and serves as a confirmatory study for the initial indication and has the potential to expand the indication regardless of KRAS mutation status. The results will also be leveraged for potential geographic expansion. We expect to report a topline readout of the primary endpoint in the RAMMP 301 trial in middle of 2027.
Current wording
The combination is being evaluated in an ongoing international Phase 3 trial, RAMP 301, in recurrent LGSOC with or without a KRAS mutation. The trial was fully enrolled as of December 2025 and serves as a confirmatory study for the initial indication and has the potential to expand the indication regardless of KRAS mutation status. The results will also be leveraged for potential geographic expansion.
Previous wording
VS-7375 is a potential best-in-class, potent, and selective oral KRAS G12D dual ON/OFF inhibitor. VS-7375 has a differentiated profile compared to other RAS inhibitors. Based on preclinical data, VS-7375 offers dual, potent inhibition of both ON and OFF states of KRAS G12D. We believe this correlates with better in vivo efficacy and durability versus ON-only RAS inhibitors. VS-7375 has demonstrated a high affinity for KRAS G12D with long residence time (18-24 hours) in preclinical models. We believe this correlates with a more rapid and durable suppression of pERK signaling (which controls growth and cell survival) when compared to other ON-only KRAS G12D inhibitors in tumor cell lines. The selective inhibition of VS-7375 to KRAS G12D has shown, in preclinical models, to spare T cell proliferation to maintain a normal healthy immune response, versus a RAS-multi-inhibitor, which impairs T cell proliferation at increasing concentrations of drug. The once daily (“QD”) oral dosing of VS-7375 achieves exposures corresponding to maximal tumor regressions across preclinical models for pancreatic, lung and colorectal cancers. Verastem announced in April 2025 that the U.S. Investigational New Drug (“IND”) application for (VS-7375-101) was cleared and initiated a Phase 1/2 clinical trial in June 2025 in patients with advanced KRAS G12D mutant solid tumors, including PDAC, non-small cell lung cancer (“NSCLC”) and colorectal cancer (“CRC”).
Current wording
VS-7375 is a potential best-in-class, potent, and selective oral KRAS G12D dual ON/OFF inhibitor. VS-7375 has a differentiated profile compared to other RAS inhibitors. Based on preclinical data, VS-7375 offers dual, potent inhibition of both ON and OFF states of KRAS G12D. We believe this correlates with better in vivo efficacy and durability versus ON-only RAS inhibitors. VS-7375 has demonstrated a high affinity for KRAS G12D with long residence time (18-24 hours) in preclinical models. We believe this correlates with a more rapid and durable suppression of pERK signaling (which controls growth and cell survival) when compared to other ON-only KRAS G12D inhibitors in tumor cell lines. The selective inhibition of VS-7375 to KRAS G12D has shown, in preclinical models, to spare T cell proliferation to maintain a normal healthy immune response, versus a RAS-multi-inhibitor, which impairs T cell proliferation at increasing concentrations of drug. The once daily (“QD”) oral dosing of VS-7375 achieves exposures corresponding to maximal tumor regressions across preclinical models for pancreatic, lung and colorectal cancers. The FDA granted Fast Track Designation (“FTD”) to VS-7375 in KRAS G12D-mutated pancreatic ductal adenocarcinoma (“PDAC”) in July 2025 for both first-line (“1L”) treatment of locally advanced or metastatic disease and treatment after at least one prior line of standard systemic therapy and, in June 2026, for KRAS G12D-mutated non-small cell lung cancer (“NSCLC”) in adult patients with unresectable locally advanced or metastatic disease who have received platinum-based chemotherapy and an anti-PD-(L)1 antibody, either concurrently or sequentially.
Previous wording
In April 2026 we branded the trials as the VS-7375 TARGET-D Clinical Trial Program. TARGET-D 101 (VS-7375-101) is a Phase 1/2 dose escalation, dose expansion and combination-evaluation trial. In the TARGET-D 101 Phase 1/2 study, the Company cleared multiple monotherapy dose levels, including the 1200 mg QD dose with no dose-limiting toxicities (“DLTs”) and no major toxicities. Patients continue to be evaluated at the 1200 mg QD dose level. The Company also cleared multiple dose levels in combination with cetuximab with no DLTs. The Company completed targeted enrollment in patients with pancreatic and lung cancer monotherapy cohorts and the colorectal cancer combination cohort with cetuximab in the Phase 1/2 study. Following feedback from the FDA, the Company amended its Phase 1/2 trial protocol to separate out disease-specific Phase 2 registration-directed trials for KRAS G12D mutated second line (“2L”) PDAC, 2L/ third line (“3L”) NSCLC and 2L or later CRC.
Current wording
In April 2026, we branded the trials as the VS-7375 TARGET-D Clinical Trial Program. TARGET-D 101 (VS-7375-101) is a Phase 1/2 dose escalation, dose expansion and combination-evaluation trial. In the TARGET-D 101 Phase 1/2 study, we cleared multiple monotherapy dose levels, including the 1200 mg QD dose with no dose-limiting toxicities (“DLTs”) and no major toxicities. Patients continue to be evaluated at the 1200 mg QD dose level. We also cleared multiple dose levels in combination with cetuximab with no DLTs. We completed targeted enrollment in patients with pancreatic and lung cancer monotherapy cohorts and the colorectal cancer combination cohort with cetuximab in the Phase 1/2 study. Following feedback from the FDA, we amended our Phase 1/2 trial protocol to separate out disease-specific Phase 2 registration-directed trials for KRAS G12D mutated second line (“2L”) PDAC, 2L/ third line (“3L”) NSCLC and 2L or later CRC.
Previous wording
As of June 30, 2026, we had an accumulated deficit of $1,236.3 million. Our net loss was $34.7 million, $71.3 million, $25.9 million, $78.0 million for the three and six months ended June 30, 2026 and 2025, respectively. As of June 30, 2026, we had cash, cash equivalents, and investments of $136.4 million. In accordance with applicable accounting standards, we are required to evaluate whether there are conditions and events, considered in the aggregate, that raise substantial doubt about our ability to continue as a going concern within twelve months after the date of the issuance of these condensed consolidated financial statements.
Current wording
As of September 30, 2026, we had an accumulated deficit of $1,311.0 million. Our net loss was $74.7 million, $146.0 million, $98.5 million, $176.6 million for the three and nine months ended September 30, 2026 and 2025, respectively. As of September 30, 2026, we had cash, cash equivalents, and investments of $172.8 million. In accordance with applicable accounting standards, we are required to evaluate whether there are conditions and events, considered in the aggregate, that raise substantial doubt about our ability to continue as a going concern within twelve months after the date of the issuance of these condensed consolidated financial statements.
Previous wording
In our Annual Report on Form 10-K for the year ended December 31, 2025, filed on March 4, 2026, we disclosed that our existing cash resources, including proceeds from exercise of warrants in January 2026, along with revenue we expected to generate from sales of AVMAPKI FAKZYNJA CO-PACK, was expected to be sufficient to fund our planned operations through twelve months from the date of issuance of those consolidated financial statements. Subsequent to the filing of our Annual Report on Form 10-K for the year ended December 31, 2025, we initiated TARGET-D 201, TARGET-D 202, and TARGET-D 203, resulting in a significant increase in projected research and development expenses. Consequently, the significant increase in costs we now expect to incur raises substantial doubt about our ability to continue as a going concern within the twelve months after the date of the issuance of these condensed consolidated financial statements.
Current wording
We expect our existing cash resources including proceeds from the Offering in October 2026, along with revenue we expect to generate from sales of AVMAPKI FAKZYNJA CO-PACK, will be sufficient to fund our planned operations through 12 months from the date of issuance of these condensed consolidated financial statements.
Previous wording
We expect to finance our operations with our existing cash, cash equivalents and investments, through potential future milestones and royalties received pursuant to the Secura APA, through the Note Purchase Agreement, through future product revenues or through other strategic financing opportunities that could include, but are not limited to collaboration agreements, offerings of our equity, or the incurrence of debt. However, given the risks associated with
Current wording
We expect to finance our operations with our existing cash, cash equivalents and investments, through potential future milestones and royalties received pursuant to the Secura APA, through the Note Purchase Agreement, through future product revenues or through other strategic financing opportunities that could include, but are not limited to collaboration agreements, offerings of our equity, or the incurrence of debt. If we fail to obtain additional capital or generate sufficient revenue from our commercialization activities in the future, we may be unable to complete our planned preclinical studies and clinical trials and obtain approval of certain investigational product candidates from the FDA or foreign regulatory authorities.
Previous wording
We began commercial sales of AVMAPKI FAKZYNJA CO-PACK within the United States in May 2025, following receipt of FDA marketing approval on May 8, 2025. For the three months ended June 30, 2026 (the “2026 Quarter”) we recorded approximately $25.1 million of net product revenue. For the three months ended June 30, 2025 (the “2025 Quarter”) we recorded approximately $2.1 million of net product revenue.
Current wording
We began commercial sales of AVMAPKI FAKZYNJA CO-PACK within the United States in May 2025, following receipt of FDA marketing approval on May 8, 2025. For the three months ended September 30, 2026 (the “2026 Quarter”) we recorded approximately $24.0 million of net product revenue. For the three months ended September 30, 2025 (the “2025 Quarter”) we recorded approximately $11.2 million of net product revenue. The $12.8 million increase was primarily driven by an increase in the product shipments for AVMAPKI FAKZYNJA CO-PACK.
Previous wording
Cost of sales – product for the 2026 Quarter was $3.8 million compared to $0.3 million for the 2025 Quarter. Cost of sales – product for the 2026 Quarter and 2025 Quarter consisted of costs associated with the manufacturing of AVMAPKI FAKZYNJA CO-PACK, royalties owed on such sales, and certain period costs including inventory write downs. The Company began capitalizing inventory upon receiving FDA approval for AVMAPKI FAKZYNJA CO-PACK on May 8, 2025. Prior to the FDA approval of AVMAPKI FAKZYNJA CO-PACK, expenses associated with the manufacturing of AVMAPKI FAKZYNJA CO-PACK were recorded as research and development expense. Certain costs of AVMAPKI FAKZYNJA CO-PACK units recognized as revenue during the 2026 Quarter and 2025 Quarter, or approximately $0.2 million and less than $0.1 million, respectively, were expensed prior to obtaining regulatory approval, therefore, are not included in cost of sales*–* product during this period. We expect cost of sales - product to increase in relation to product revenues as we deplete these inventories.
Current wording
Cost of sales – product for the 2026 Quarter was $3.7 million compared to $1.7 million for the 2025 Quarter. Cost of sales – product for the 2026 Quarter and 2025 Quarter consisted of costs associated with the manufacturing of AVMAPKI FAKZYNJA CO-PACK, royalties owed on such sales, and certain period costs including inventory write downs. The Company began capitalizing inventory upon receiving FDA approval for AVMAPKI FAKZYNJA CO-PACK on May 8, 2025. Prior to the FDA approval of AVMAPKI FAKZYNJA CO-PACK, expenses associated with the manufacturing of AVMAPKI FAKZYNJA CO-PACK were recorded as research and development expense. Certain costs of AVMAPKI FAKZYNJA CO-PACK units recognized as revenue during the 2026 Quarter and 2025 Quarter, or approximately $0.1 million and less than $0.1 million, respectively, were expensed prior to obtaining regulatory approval, and, therefore, are not included in cost of sales*–* product during this period. We expect cost of sales - product to increase in relation to product revenues as we deplete these inventories.
Previous wording
Cost of sales – intangible amortization for the 2026 Quarter and 2025 Quarter of approximately $0.3 million and $0.1 million, respectively, was related to finite-lived intangible assets related to AVMAPKI FAKZYNJA CO-PACK which we recognized and began amortizing during the second quarter of 2025.
Current wording
Cost of sales – intangible amortization for both the 2026 Quarter and 2025 Quarter of approximately $0.3 million was related to finite-lived intangible assets related to AVMAPKI FAKZYNJA CO-PACK which we recognized and began amortizing during the second quarter of 2025.
Previous wording
Research and development expense for the 2026 Quarter was $41.3 million, compared to $24.8 million for the 2025 Quarter. The $16.6 million increase was primarily driven by a $7.4 million increase in investigator fees, a $5.5 million increase in contract research organization (“CRO”) costs, a $2.1 million increase in drug substance and drug product manufacturing costs, and a $1.6 million increase in personnel costs, including non-cash stock-based compensation.
Current wording
Research and development expense for the 2026 Quarter was $68.8 million, compared to $29.0 million for the 2025 Quarter. The $39.8 million increase was primarily driven by a $14.6 million increase in investigator fees, a $14.4 million increase in drug substance and drug product manufacturing costs, a $5.5 million increase in contract research organization (“CRO”) costs, a $3.2 million increase in personnel costs including non-cash stock-based compensation, and a $2.1 million increase in clinical supply costs.
Previous wording
The $14.4 million increase in VS-7375 clinical trial expenses was primarily attributable to higher CRO costs and investigator fees resulting from increased enrollment in the TARGET-D 101 trial, as well as study start-up and initiation activities for three Phase 2 TARGET-D trials. The $1.2 million increase in personnel costs, excluding stock-based compensation, was primarily attributable to increased headcount. The $1.1 million increase in VS-7375 manufacturing and non-clinical trial specific costs, was primarily attributable to increases in drug manufacturing and drug supply costs in support of the growing TARGET-D program.
Current wording
The $24.6 million increase in VS-7375 clinical trial expenses was primarily attributable to higher CRO costs, investigator fees and clinical supply costs resulting from increased enrollment in the TARGET-D 101 trial, increased startup and enrollment for the three Phase 2 TARGET-D trials and increased study initiation activities for the Phase 3 TARGET-D 301 trial. The $16.6 million increase in VS-7375 manufacturing and non-clinical trial specific costs was primarily attributable to increases in drug manufacturing and drug supply costs in support of the growing TARGET-D program. The $2.4 million increase in personnel costs, excluding stock-based compensation, and $0.9 million increase in stock-based compensation were primarily attributable to increased headcount. These increases were partially offset by decreases in CRO, manufacturing and investigator fee costs of $2.1 million, $1.1 million and $1.0 million in avutometinib and defactinib research within LGSOC, manufacturing and non-clinical trial specific and other indications, respectively.
Previous wording
Selling, general and administrative expense for the 2026 Quarter was $27.4 million compared to $20.7 million for the 2025 Quarter. The $6.7 million increase was primarily driven by a $4.3 million increase in commercial operations expenses, a $2.6 million increase in personnel costs, including non-cash based stock-based compensation expense, a $1.2 million increase in other general and administrative expenses. These increases were partially offset by a $1.4 million decrease in consulting and professional fees.
Current wording
Selling, general and administrative expense for the 2026 Quarter was $26.5 million compared to $21.0 million for the 2025 Quarter. The $5.5 million increase was primarily driven by a $3.4 million increase in personnel costs including non-cash stock-based compensation expense, a $2.7 million increase in commercial operations expenses, and a $1.5 million increase in other general and administrative expenses. These increases were partially offset by a $2.1 million decrease in consulting and professional fees.
Previous wording
Other expense for the 2026 Quarter and 2025 Quarter was $0.1 million. Other expense for the 2026 Quarter and 2025 Quarter consisted of transaction losses due to changes in foreign currency exchange rates.
Current wording
Other expense for the 2026 Quarter was $0.1 million compared to less than $0.1 million for the 2025 Quarter. Other expense for the 2026 Quarter and 2025 Quarter consisted of transaction losses due to changes in foreign currency exchange rates.
Previous wording
Interest expense for the 2026 Quarter was $0.4 million compared to $0.2 million for the 2025 Quarter. The $0.2 million increase from the 2025 Quarter to the 2026 Quarter was primarily driven by interest expense incurred as part of the vendor financing arrangement.
Current wording
Interest expense for the 2026 Quarter was $0.2 million compared to $0.3 million for the 2025 Quarter. The $0.1 million decrease from the 2025 Quarter to the 2026 Quarter was primarily driven by reductions in amounts owed related to vendor financing arrangements.
Previous wording
There was no change in fair value of the warrant liability for the 2026 Quarter compared to $20.3 million income for the 2025 Quarter. There was no change in the fair value of the warrant liability for the 2026 Quarter as all the outstanding Warrants were either exercised or expired as of January 25, 2026. The $20.3 million income for the 2025 Quarter consisted of the mark-to-market adjustment for the liability classified Warrants issued as part of the July 2024 Offering. The liability classified warrants decreased in value from December 31, 2024 as a result of the exercise of 2,787,499 Warrants during the quarter and a decrease in warrant valuation due to a lower stock price.
Current wording
There was no change in fair value of the warrant liability for the 2026 Quarter compared to $55.9 million expense for the 2025 Quarter. There was no change in the fair value of the warrant liability for the 2026 Quarter as all the outstanding Warrants were either exercised or expired as of January 25, 2026. The $55.9 million expense for the 2025 Quarter was comprised of the mark-to-market adjustment for the liability classified Warrants issued as part of the July 2024 Offering. The increase was driven by an increase in fair value per Warrant from June 30, 2025 to the exercise date for the 5,166,666 Warrants exercised during the 2025 Quarter and an increase in fair value per Warrant for the 8,962,503 Warrants that remained outstanding at September 30, 2025, due to an increase in our stock price during the 2025 Quarter.
Previous wording
The change in fair value of Notes was $1.8 million for the 2026 Quarter compared to $3.0 million for the 2025 Quarter. We elected the fair value option for the Notes and therefore changes in fair value, including interest, other than changes that are directly attributable to instrument specific credit risk are recorded as change in fair value of Notes in the condensed statements of operations and comprehensive loss. The change in fair value of Notes for the 2026 Quarter of $1.8 million was primarily driven by interest on the Notes. The change in fair value of Notes for the 2025 Quarter of $3.0 million was primarily driven by interest on the Notes and a reduction in risk free rate during the 2025 Quarter resulting in higher valuation of the Notes.
Current wording
The change in fair value of Notes was less than $0.1 million for the 2026 Quarter compared to $2.7 million for the 2025 Quarter. We elected the fair value option for both the Initial Notes and Revenue Notes and therefore changes in fair value, including interest, other than changes that are directly attributable to instrument specific credit risk are recorded as change in fair value of Notes in the condensed statements of operations and comprehensive loss. The change in fair value of Notes for the 2026 Quarter of less than $0.1 million was primarily driven by increases in the fair value option debt interest expense due to the addition of the Revenue Notes, offset by decreases in the fair value of both the Initial Notes and Revenue Notes due to increases in the risk-free rate during the 2026 Quarter. The change in fair value for the 2025 Quarter of $2.7 million was primarily driven by interest on the Notes and a reduction in the risk-free rate during the 2025 Quarter.
Previous wording
We began commercial sales of AVMAPKI FAKZYNJA CO-PACK within the United States in May 2025, following receipt of FDA marketing approval on May 8, 2025. For the six months ended June 30, 2026 (the “2026 Period”) we recorded approximately $43.7 million of net product revenue. For the six months ended June 30, 2025 (the “2025 Period”) we recorded approximately $2.1 million of net product revenue.
Current wording
We began commercial sales of AVMAPKI FAKZYNJA CO-PACK within the United States in May 2025, following receipt of FDA marketing approval on May 8, 2025. For the nine months ended September 30, 2026 (the “2026 Period”) we recorded approximately $67.8 million of net product revenue. For the nine months ended September 30, 2025 (the “2025 Period”) we recorded approximately $13.4 million of net product revenue. The $54.4 million increase was primarily driven by an increase in the product shipments for AVMAPKI FAKZYNJA CO-PACK.
Previous wording
Sale of COPIKTRA license and related assets revenue for the 2026 Period was $15.0 million compared to $0.0 million for 2025 Period. Sale of COPIKTRA license and related assets revenue for the 2026 Period consisted of one sales milestone of $15.0 million due to Secura achieving cumulative worldwide net sales of COPIKTRA exceeding $200.0 million since the closing of the Secura APA during the 2026 Period. The $15.0 million milestone payment was received by us in July 2026.
Current wording
Sale of COPIKTRA license and related assets revenue for the 2026 Period was $15.0 million compared to $0.0 million for the 2025 Period. Sale of COPIKTRA license and related assets revenue for the 2026 Period consisted of one sales milestone of $15.0 million due to Secura achieving cumulative worldwide net sales of COPIKTRA exceeding $200.0 million since the closing of the Secura APA during the 2026 Period. The $15.0 million milestone payment was received by us in July 2026.
Previous wording
Cost of sales – product for the 2026 Period was $6.5 million compared to $0.3 million for the 2025 Period. Cost of sales – product for the 2026 Period and 2025 Period consisted of costs associated with the manufacturing of AVMAPKI FAKZYNJA CO-PACK, royalties owed on such sales, and certain period costs including inventory write downs. The Company began capitalizing inventory upon receiving FDA approval for AVMAPKI FAKZYNJA CO-PACK on May 8, 2025. Prior to the FDA approval of AVMAPKI FAKZYNJA CO-PACK, expenses associated with the manufacturing of AVMAPKI FAKZYNJA CO-PACK were recorded as research and development expense. Certain costs of AVMAPKI FAKZYNJA CO-PACK units recognized as revenue during the 2026 Period and 2025 Period, or approximately $0.3 million and less than $0.1 million, respectively, were expensed prior to obtaining regulatory approval, therefore, are not included in cost of sales*–* product during this period. We expect cost of sales - product to increase in relation to product revenues as we deplete these inventories.
Current wording
Cost of sales – product for the 2026 Period was $10.2 million compared to $2.0 million for the 2025 Period. Cost of sales – product for the 2026 Period and 2025 Period consisted of costs associated with the manufacturing of AVMAPKI FAKZYNJA CO-PACK, royalties owed on such sales, and certain period costs including inventory write downs. The Company began capitalizing inventory upon receiving FDA approval for AVMAPKI FAKZYNJA CO-PACK on May 8, 2025. Prior to the FDA approval of AVMAPKI FAKZYNJA CO-PACK, expenses associated with the manufacturing of AVMAPKI FAKZYNJA CO-PACK were recorded as research and development expense. Certain costs of AVMAPKI FAKZYNJA CO-PACK units recognized as revenue during the 2026 Period and 2025 Period, or approximately $0.4 million and less than $0.1 million, respectively, were expensed prior to obtaining regulatory approval, and, therefore, are not included in cost of sales*–* product during this period. We expect cost of sales - product to increase in relation to product revenues as we deplete these inventories.
Previous wording
Cost of sales – intangible amortization for the 2026 Period and 2025 Period of approximately $0.6 million and $0.1 million, respectively, was related to finite-lived intangible assets related to AVMAPKI FAKZYNJA CO-PACK which we recognized and began amortizing during the second quarter of 2025.
Current wording
Cost of sales – intangible amortization for the 2026 Period and 2025 Period of approximately $0.8 million and $0.4 million, respectively, was related to finite-lived intangible assets related to AVMAPKI FAKZYNJA CO-PACK which we recognized and began amortizing during the second quarter of 2025.
Previous wording
Research and development expense for the 2026 Period was $79.6 million, compared to $53.9 million for the 2025 Period. The $25.6 million increase was primarily driven by a $12.1 million increase in investigator fees, an $8.2 million increase in CRO costs, a $5.8 million increase in drug substance and drug product manufacturing costs, a $3.4 million increase in personnel costs, including non-cash based stock-based compensation, a $3.0 million increase in clinical supply costs and a $0.4 million increase in investigator sponsored trial expenses. These increases were partially offset by a $6.0 million decrease in license fees, reflecting an Option exercise fee payment made during the 2025 Period pursuant to the GenFleet Agreement, and a $1.3 million decrease in consulting expenses.
Current wording
Research and development expense for the 2026 Period was $148.4 million, compared to $82.9 million for the 2025 Period. The $65.4 million increase was primarily driven by a $26.7 million increase in investigator fees, a $20.2 million increase in drug substance and drug product manufacturing costs, a $13.7 million increase in CRO costs, a $6.7 million increase in personnel costs including non-cash stock-based compensation, a $5.1 million increase in clinical supply costs and a $0.5 million increase in other research and development costs. These increases were partially offset by a $6.0 million decrease in license fees, reflecting an option exercise fee payment made during the 2025 Period pursuant to the GenFleet Agreement, and a $1.5 million decrease in consulting expenses.
Previous wording
The $23.0 million increase in VS-7375 clinical trial expenses was primarily attributable to higher CRO costs and investigator fees resulting from increased enrollment in the TARGET-D 101 trial, as well as study start-up and initiation activities for three Phase 2 TARGET-D studies. The $0.3 million decrease in VS-7375 manufacturing and non-clinical trial specific costs was driven by $6.0 million Option exercise fee incurred to license VS-7375 in the 2025 Period pursuant to the GenFleet Agreement, partially offset by increased VS-7375 drug substance and drug product costs in the 2026 Period. The $2.9 million increase in personnel costs, excluding stock-based compensation, was primarily attributable to increased headcount.
Current wording
The $47.6 million increase in VS-7375 clinical trial expenses was primarily attributable to higher CRO costs, investigator fees and clinical supply costs resulting from increased enrollment in the TARGET-D 101 trial, increased startup and enrollment for the three Phase 2 TARGET-D trials and increased study initiation activities for the Phase 3 TARGET-D 301 trial. The $16.3 million increase in VS-7375 manufacturing and non-clinical trial specific costs was primarily attributable to increases in drug manufacturing and drug supply costs in support of the growing TARGET-D program. The $5.4 million increase in personnel costs, excluding stock-based compensation, and $1.3 million increase in stock-based compensation were primarily attributable to increased headcount. These increases were partially offset by decreases in CRO, manufacturing and investigator fee costs of $1.8 million, $1.6 million and $1.5 million in avutometinib and defactinib research within other indications, manufacturing and non-clinical trial specific and LGSOC, respectively.
Previous wording
Selling, general and administrative expense for the 2026 Period was $49.7 million compared to $35.7 million for the 2025 Period. The $14.0 million increase was primarily driven by a $7.4 million increase in personnel costs, including non-cash based stock-based compensation expense, a $6.5 million increase in commercial operations expenses, a $2.0 million increase in other general and administrative expenses. These increases were partially offset by a $1.1 million decrease in consulting and professional fees and a $0.8 million decrease in financing fees related to the Note Purchase Agreement incurred in the 2025 Period.
Current wording
Selling, general and administrative expense for the 2026 Period was $76.2 million compared to $56.7 million for the 2025 Period. The $19.5 million increase was primarily driven by a $10.8 million increase in personnel costs, including non-cash stock-based compensation expense, a $9.2 million increase in commercial operations expenses and a $3.5 million increase in other general and administrative expenses. These increases were partially offset by a $3.2 million decrease in consulting and professional fees and $0.8 million in financing fees related to the Note Purchase Agreement and other expenses incurred in the 2025 Period.
Previous wording
Other expense for the 2026 Period and 2025 Period was $0.1 million in both periods. Other expense for the 2026 Period and 2025 Period consisted of transaction losses due to changes in foreign currency exchange rates.
Current wording
Other expense for the 2026 Period and 2025 Period was $0.2 million in both periods. Other expense for the 2026 Period and 2025 Period consisted of transaction losses due to changes in foreign currency exchange rates.
Previous wording
Interest income for the 2026 Period was $2.4 million, compared to $1.8 million for the 2025 Period. The $0.6 million increase was primarily driven by higher balances of cash equivalents and investments during the 2026 Period compared to the 2025 Period.
Current wording
Interest income for the 2026 Period was $3.2 million, compared to $3.0 million for the 2025 Period. The $0.2 million increase was primarily driven by higher balances of cash equivalents and investments during the 2026 Period compared to the 2025 Period.
Previous wording
Interest expense for the 2026 Period was $0.7 million compared to $0.4 million for the 2025 Period. The $0.3 million increase from the 2025 Period was primarily driven by interest expense incurred as part of the vendor financing arrangement.
Current wording
Interest expense for the 2026 Period was $1.0 million compared to $0.7 million for the 2025 Period. The $0.3 million increase from the 2025 Period was primarily driven by interest expense incurred as part of the vendor financing arrangement.
Previous wording
The change in fair value of the warrant liability was $9.3 million income for the 2026 Period compared to $17.9 million income for the 2025 Period. The $9.3 million income for the 2026 Period and $17.9 million income for the 2025 Period consisted of the mark-to-market adjustment for the liability classified Warrants issued as part of the July 2024 Offering. The liability classified warrants decreased in value from December 31, 2025 to when 8,391,666 Warrants were exercised in January 2026 primarily driven by a reduction in our stock price and the expiration of 37,500 Warrants, resulting in $9.3 million income during the 2026 Period. The $17.9 million income for the 2025 Period consisted of the mark-to-market adjustment for the warrants issued as part of the July 2024 Offering which decreased primarily due to the decrease in our stock price from December 31, 2024 to when warrants were exercised during the 2025 Period and at the end of the 2025 Period.
Current wording
The change in fair value of the warrant liability was $9.3 million income for the 2026 Period compared to $38.0 million expense for the 2025 Period. The $9.3 million income for the 2026 Period and $38.0 million expense for the 2025 Period consisted of the mark-to-market adjustment for the liability classified Warrants issued as part of the July 2024 Offering. The liability classified warrants decreased in value from December 31, 2025 to when 8,391,666 Warrants were exercised in January 2026 and the expiration of 37,500 Warrants primarily driven by a reduction in our stock price, resulting in $9.3 million income during the 2026 Period. The $38.0 million expense for the 2025 Period was driven by an increase in fair value per Warrant from December 31, 2024 to the exercise date for the 9,120,831 Warrants exercised during the 2025 Period and an increase in fair value per Warrant for the 8,962,503 Warrants that remained outstanding at September 30, 2025, due to an increase in our stock price.
Previous wording
The change in fair value of Notes was $3.7 million for the 2026 Period compared to $7.4 million during the 2025 Period. We elected the fair value option for the Notes and therefore changes in fair value, including interest, other than changes that are directly attributable to instrument specific credit risk are recorded as change in fair value of Notes in the condensed statements of operations and comprehensive loss. The change in fair value of Notes for the 2026 Period of $3.7 million was primarily driven by interest and Revenue Participation Payments on the Notes. The change in fair value of Notes for the 2025 Period of $7.4 million was primarily driven by interest on the Notes and a reduction in risk free rate during the 2025 Period resulting in higher valuation of the Notes.
Current wording
The change in fair value of Notes was $3.7 million for the 2026 Period compared to $10.2 million during the 2025 Period. We elected the fair value option for both the Initial Notes and the Revenue Notes and therefore changes in fair value, including interest, other than changes that are directly attributable to instrument specific credit risk are recorded as change in fair value of Notes in the condensed statements of operations and comprehensive loss. The change in fair value of Notes for the 2026 Period of $3.7 million was primarily driven by interest and Revenue Participation Payments on the Notes offset by decreases in the fair value of the Notes driven by increases in the risk free rate during the 2026 Period. The change in fair value of Notes for the 2025 Period of $10.2 million was primarily driven by interest on the Notes and a reduction in the risk free rate during the 2025 Period resulting in higher valuation of the Notes.
Previous wording
Income tax expense for the 2026 Period was $0.8 million compared to no income tax expense in the 2025 Period. The income tax expense within the 2026 Period was primarily a result of interest being owed under IRC section 453A related to the $15.0 million milestone payment from Secura because it was an installment sale.
Current wording
Income tax expense for the 2026 Period was $0.8 million compared to no income tax expense in the 2025 Period. The income tax expense within the 2026 Period was primarily a result of interest owed under IRC section 453A related to the $15.0 million milestone payment from Secura because it was an installment sale.
Previous wording
As of June 30, 2026, we had $136.4 million in cash, cash equivalents, and investments. We primarily invest our cash, cash equivalents and investments in U.S. Government money market funds, government bonds, corporate bonds and commercial paper of publicly traded companies.
Current wording
As of September 30, 2026, we had $172.8 million in cash, cash equivalents, and investments. We primarily invest our cash, cash equivalents and investments in U.S. Government money market funds, government bonds, corporate bonds and commercial paper of publicly traded companies.
Previous wording
The use of cash in both periods resulted primarily from our net losses adjusted for non-cash charges and changes in the components of working capital. Our cash outflow from net losses adjusted for non-cash charges and adjustments was $74.6 million for the 2026 Period and $84.2 million for the 2025 Period. Non-cash charges and adjustments for the 2026 Period were primarily related to the change in fair value of common stock warrant liability and stock-based compensation expense. Non-cash charges and adjustments for the 2025 Period were primarily related to the change in fair value of warrant liability, non-cash changes in fair value of the Notes, loss on debt extinguishment and stock-based compensation expense.
Current wording
The use of cash in both periods resulted primarily from our net losses adjusted for non-cash charges and changes in the components of working capital. Our cash outflow from net losses adjusted for non-cash charges and adjustments was $147.3 million for the 2026 Period and $123.3 million for the 2025 Period. Non-cash charges and adjustments for the 2026 Period were primarily related to the change in fair value of common stock warrant liability, stock-based compensation expense and the change in fair value of the Notes. Non-cash charges and adjustments for the 2025 Period were primarily related to the change in fair value of warrant liability, non-cash changes in fair value of the Notes, loss on debt extinguishment and stock-based compensation expense.
Previous wording
Our cash outflow from operating activities due to changes in operating assets and liabilities was $21.4 million for the 2026 Period. Our cash inflow from operating activities due to changes in operating assets and liabilities was $12.9 million for the 2025 Period. Cash outflow due to changes in operating assets and liabilities for the 2026 Period was primarily driven by an increase of $20.1 million in accounts receivable, an increase of $6.5 million in prepaid expenses, other current assets and other assets, and an increase of $0.6 million in inventory, partially offset by an increase of $5.7 million in accounts payable, accrued expenses and other liabilities. Cash inflow due to changes in operating assets and liabilities for the 2025 Period was primarily driven by an increase of $6.6 million in accrued expenses and other liabilities, an increase of $6.3 million in accrued expenses, long-term, and an increase of $4.0 million in accounts payable, offset by an increase of $2.1 million in accounts receivable, an increase of $1.2 million in inventory, and an
Current wording
Our cash inflows from operating activities due to changes in operating assets and liabilities were $17.7 million and $15.8 million for the 2026 Period and the 2025 Period, respectively. Cash inflow due to changes in operating assets and liabilities for the 2026 Period was primarily driven by an increase of $24.1 million in accrued expenses and other liabilities, an increase of $7.8 million in accounts payable, partially offset by an increase of $12.8 million in prepaid expenses, other current assets and other assets, and a combined increase of $1.5 million in accounts receivable and inventory. Cash inflow due to changes in operating assets and liabilities for the 2025 Period was primarily driven by an increase of $21.6 million in accrued expenses and other liabilities, and an increase of $4.5 million in accounts payable, partially offset by an increase of $6.7 million in accounts receivable, an increase of $1.9 million in prepaid expenses, other current assets and other assets, and an increase of $1.8 million in inventory.** **The increases in both periods in prepaid expenses, other current assets, and other assets are exclusive of cash received from PanCAN and used on the RAMP 205 study. Cash used in operating activities was $129.6 million and $107.6 million for the 2026 Period and the 2025 Period, respectively.
Previous wording
The cash provided by investing activities was $0.2 million for the 2026 Period, compared with no investing activities for the 2025 Period. Investing activities during the 2026 Period consisted of $16.3 million of maturities of investments, partially offset by $16.0 million of purchases of investments.
Current wording
The cash used in investing activities was $7.3 million for the 2026 Period. The cash used in investing activities for the 2026 Period relates to the purchase of investments of $16.0 million and purchase of intangible assets of $7.5 million, partially offset by $16.3 million of maturities of investments. The cash used in investing activities for the 2025 Period relates to the purchase of intangible assets of $8.3 million.
Previous wording
The cash provided by financing activities for the 2026 Period represents $29.4 million of proceeds from the exercise of Warrants, $0.7 million of proceeds received from insurance premium financing, and $0.1 million of proceeds received from the exercise of stock options and our employee stock purchase plan, partially offset by $2.5 million of repayments under the vendor financing arrangement and $0.5 million of payments for insurance premium financing. The cash provided by financing activities for the 2025 Period represents $100.1 million of net proceeds received from the issuance of common stock and pre-funded warrants, $75.0 million of proceeds received pursuant to the Note Purchase Agreement, $13.8 million of proceeds from the exercise of Warrants, $1.2 million of proceeds received from insurance premium financing, and less than $0.1 million of proceeds received related to our employee stock purchase plan, partially offset by the $42.6 million repayment of our Loan Agreement, and $0.7 million of payments for insurance premium financing. Refer toNote 10. Debt to our unaudited condensed consolidated financial statements included in this quarterly report for additional details on the Note Purchase Agreement and Loan Agreement;Note 15. Capital Stock to our unaudited condensed consolidated financial statements included in this quarterly report for additional details on the 2025 Private Placement, the Stock Purchase Agreement and the Warrants;Note 12. Notes Payable to our unaudited condensed consolidated financial statements included in this quarterly report for additional details on the finance agreement with AFCO Premium Credit LLC related to insurance premium financing and the monthly payments of principal and interest related thereto;Note 13. Vendor Financing Arrangement to our unaudited condensed consolidated financial statements included in this quarterly report for additional details on the vendor finance agreement with IQVIA related to the master service agreement.
Current wording
insurance premium financing. The cash provided by financing activities for the 2025 Period represents $100.1 million of proceeds from issuance of common stock and pre-funded warrants, $75.0 million of proceeds received pursuant to the Note Purchase Agreement, $31.9 million of proceeds from the exercise of Warrants, $1.2 million of proceeds received from insurance premium financing, and less than $0.1 million of proceeds received from exercise of stock options and employee stock purchase plan, partially offset by the $42.6 million repayment of our Loan Agreement, and $1.0 million of payments for insurance premium financing.** **Refer toNote 10. Debt to our unaudited condensed consolidated financial statements included in this quarterly report for additional details on the Note Purchase Agreement and Loan Agreement;Note 15. Capital Stock to our unaudited condensed consolidated financial statements included in this quarterly report for additional details on the 2025 Private Placement, the Stock Purchase Agreement and the Warrants;Note 12. Notes Payable to our unaudited condensed consolidated financial statements included in this quarterly report for additional details on the finance agreement with AFCO Premium Credit LLC related to insurance premium financing and the monthly payments of principal and interest related thereto;Note 13. Vendor Financing Arrangement to our unaudited condensed consolidated financial statements included in this quarterly report for additional details on the vendor finance agreement with IQVIA related to the master service agreement.
Rearranged current paragraphs (2)
Current report — wording carried from elsewhere
Verastem announced in April 2025 that the U.S. Investigational New Drug (“IND”) application for VS-7375-101 was cleared and initiated a Phase 1/2 clinical trial in June 2025 in patients with advanced KRAS G12D mutant solid tumors, including PDAC, NSCLC and colorectal cancer (“CRC”).
Current report — wording carried from elsewhere
The cash provided by financing activities for the 2026 Period represents $50.0 million of proceeds received pursuant to the Note Purchase Agreement, $29.4 million of proceeds from the exercise of Warrants, $28.8 million of net proceeds from issuance of common stock, $0.7 million of proceeds received from insurance premium financing, and $0.3 million of proceeds received from the exercise of stock options and our employee stock purchase plan. These inflows were partially offset by $3.8 million of repayments under the vendor financing arrangement and $0.7 million of payments for
Rearranged previous paragraphs (7)
Previous report — wording carried elsewhere
these potential strategic or financing opportunities, they are not deemed probable for purposes of the going concern assessment. If we fail to obtain additional capital or generate sufficient revenue from our commercialization activities in the future, we may be unable to complete our planned preclinical studies and clinical trials and obtain approval of certain investigational product candidates from the FDA or foreign regulatory authorities. Therefore, there is substantial doubt about our ability to continue as a going concern.
Previous report — wording carried elsewhere
Sale of COPIKTRA license and related assets revenue for the 2026 Quarter was $15.0 million compared to $0.0 million for the 2025 Quarter. Sale of COPIKTRA license and related assets revenue for the 2026 Quarter consisted of one sales milestone of $15.0 million due to Secura achieving cumulative worldwide net sales of COPIKTRA exceeding $200.0 million since the closing of the Secura APA during the 2026 Quarter. The $15.0 million milestone payment was received by us in July 2026.
Previous report — wording carried elsewhere
Interest income for the 2026 Quarter was $1.1 million, compared to $0.8 million for the 2025 Quarter. The $0.3 million increase was primarily driven by higher balances of cash equivalents during the 2026 Quarter compared to the 2025 Quarter.
Previous report — wording carried elsewhere
Income tax expense for the 2026 Quarter was $0.8 million compared to no income tax expense in the 2025 Quarter. The income tax expense within the 2026 Quarter was primarily a result of interest being owed under IRC section 453A related to the $15.0 million milestone payment from Secura because it was an installment sale.
Previous report — wording carried elsewhere
“N/M” - Percentage change is not meaningful (N/M) where the prior period amount is zero or not comparable.
Previous report — wording carried elsewhere
Sale of COPIKTRA license and related assets
Previous report — wording carried elsewhere
increase of $0.8 million in prepaid expenses, other current assets and other assets. The increases in both periods in prepaid expenses, other current assets, and other assets is exclusive of cash received from PanCAN and used on the RAMP 205 study. Cash used in operating activities was $96.0 million and $71.3 million for the 2026 Period and the 2025 Period, respectively.