PMV Pharmaceuticals, Inc.

Previous wording

Since our formation in March 2013, we have devoted substantially all of our time and efforts to performing research and development activities and raising capital. We are not profitable and have incurred losses in each year since our inception. During the three and six months ended June 30, 2025, we incurred net losses of $21.2 million and $38.6 million, respectively. As of June 30, 2025, we had an accumulated deficit of $407.4 million. We do not currently have any product candidates approved for sale, and we continue to incur significant research and development and general administrative expenses related to our operations. We initiated a Phase 1/2 clinical trial, PYNNACLE, in October 2020 for our lead product candidate, rezatapopt. Our strategy is to seek approval under an accelerated pathway, and we believe our PYNNACLE clinical trial has the potential to serve as a pivotal study. In October 2020, we were granted FDA Fast Track designation of rezatapopt for the treatment of patients with locally advanced or metastatic solid tumors that have a p53 Y220C mutation. In July 2023, we met with the FDA at an End of Phase 1 meeting where alignment was obtained on the recommended Phase 2 dose and key elements of the single arm, Phase 2 registrational portion of the PYNNACLE study. In October 2023, we presented our updated Phase 1 clinical data for rezatapopt at the 2023 AACR-NCI-EORTC International Conference on Molecular Targets and Cancer Therapeutics Annual Meeting. We dosed our first patient in the pivotal Phase 2 monotherapy portion of the PYNNACLE study in the first quarter of 2024. We are continuing to dose patients in the pivotal Phase 2 monotherapy portion of our PYNNACLE trial, and we plan to provide interim data on the Phase 2 monotherapy registrational portion of the PYNNACLE trial by early September 2025. In October 2024, we discontinued enrollment in the Phase 1b combination arm of the PYNNACLE trial evaluating rezatapopt in combination with Merck and Co.’s anti-PD-1 therapy KEYTRUDA® (pembrolizumab) in patients with advanced solid tumors harboring a TP53 Y220C mutation. Additionally, we announced that we are collaborating with the MD Anderson Cancer Center, or MDACC, and the Memorial Sloan Kettering Cancer Center to support an investigator-initiated Phase 1b study, which is designed to assess the safety, tolerability, pharmacokinetics, and preliminary efficacy of rezatapopt monotherapy in combination with azacitidine in relapsed or refractory, or R/R, acute myeloid leukemia, or AML, and myelodysplastic syndromes, or MDS, patients harboring a TP53 Y220C mutation. MDACC dosed its first patient for this Phase 1b study in the first quarter of 2025.

Current wording

Since our formation in March 2013, we have devoted substantially all of our time and efforts to performing research and development activities and raising capital. We are not profitable and have incurred losses in each year since our inception. During the three and nine months ended September 30, 2025, the Company incurred net losses of $21.1 million and $59.7 million, respectively. As of September 30, 2025, we had an accumulated deficit of $428.4 million. We do not currently have any product candidates approved for sale, and we continue to incur significant research and development and general administrative expenses related to our operations. We initiated a Phase 1/2 clinical trial, PYNNACLE, in October 2020 for our lead product candidate, rezatapopt. Our strategy is to seek approval under an accelerated pathway, and we believe our PYNNACLE clinical trial has the potential to serve as a pivotal study. In October 2020, we were granted FDA Fast Track designation of rezatapopt for the treatment of patients with locally advanced or metastatic solid tumors that have a p53 Y220C mutation. In July 2023, we met with the FDA at an End of Phase 1 meeting where alignment was obtained on the recommended Phase 2 dose and key elements of the single arm, Phase 2 registrational portion of the PYNNACLE study. In October 2023, we presented our updated Phase 1 clinical data for rezatapopt at the 2023 AACR-NCI-EORTC International Conference on Molecular Targets and Cancer Therapeutics Annual Meeting. We dosed our first patient in the pivotal Phase 2 monotherapy portion of the PYNNACLE study in the first quarter of 2024. In September 2025, we announced interim data from the Phase 2 pivotal portion of the PYNNACLE clinical trial, which was updated in October 2025 in a late-breaking oral presentation and poster presentation at the 2025 AACR-NCI-EORTC International Conference on Molecular Targets and Cancer Therapeutics Meeting. We expect to complete enrollment in the ovarian cohort for our primary analysis from the Phase 2 portion of the PYNNACLE study by the first quarter of 2026, and plan to submit a New Drug Application (NDA) for platinum-resistant/refractory ovarian cancer to the FDA for rezatapopt in the first quarter of 2027.

Previous wording

We do not allocate our costs by product candidate or development program, as a significant amount of research and development expenses include compensation costs, materials, supplies, depreciation on and maintenance of research equipment, and the cost of services provided by outside contractors, which are not tracked by product candidate or development program. In particular, with respect to internal costs, several of our departments support multiple product candidate research and development programs, and therefore the costs cannot be allocated to a particular product candidate or development program. Substantially all of our research and development costs are associated with our lead product candidate, rezatapopt. We initiated our Phase 1/2 PYNNACLE clinical trial in October 2020, and on that date, we were granted FDA Fast Track designation of rezatapopt for the treatment of patients with locally advanced or metastatic solid tumors that have a p53 Y220C mutation. In October 2023, we presented our updated Phase 1 clinical data for rezatapopt at the 2023 AACR-NCI-EORTC International Conference on Molecular Targets and Cancer Therapeutics Meeting. We are continuing to dose patients, and we plan to provide interim data on the Phase 2 monotherapy registrational portion of the PYNNACLE trial by early September 2025. In October 2024, we discontinued enrollment in the Phase 1b combination arm of the PYNNACLE trial evaluating rezatapopt in combination with Merck and Co.’s anti-PD-1 therapy KEYTRUDA® (pembrolizumab) in patients with advanced solid tumors harboring a TP53 Y220C mutation. Additionally, we announced that we are collaborating with the MDACC and MSK to support an investigator-initiated Phase 1b study, which is designed to assess the safety, tolerability, pharmacokinetics, and preliminary efficacy of rezatapopt monotherapy in combination with azacitidine in R/R AML and MDS patients harboring a TP53 Y220C mutation. MDACC dosed its first patient for this Phase 1b study in the first quarter of 2025.

Current wording

We do not allocate our costs by product candidate or development program, as a significant amount of research and development expenses include compensation costs, materials, supplies, depreciation on and maintenance of research equipment, and the cost of services provided by outside contractors, which are not tracked by product candidate or development program. In particular, with respect to internal costs, several of our departments support multiple product candidate research and development programs, and therefore the costs cannot be allocated to a particular product candidate or development program. Substantially all of our research and development costs are associated with our lead product candidate, rezatapopt. We initiated our Phase 1/2 PYNNACLE clinical trial in October 2020, and on that date, we were granted FDA Fast Track designation of rezatapopt for the treatment of patients with locally advanced or metastatic solid tumors that have a p53 Y220C mutation. In October 2023, we presented our updated Phase 1 clinical data for rezatapopt at the 2023 AACR-NCI-EORTC International Conference on Molecular Targets and Cancer Therapeutics Meeting. In September 2025, we announced interim data from the Phase 2 pivotal portion of the PYNNACLE clinical trial, which was updated in October 2025 in a late-breaking oral presentation and poster presentation at the 2025 AACR-NCI-EORTC International Conference on Molecular Targets and Cancer Therapeutics Meeting.We expect to complete enrollment in the ovarian cohort for our primary analysis from the Phase 2 portion of the PYNNACLE study by the first quarter of 2026, and plan to submit an NDA for platinum-resistant/refractory ovarian cancer to the FDA for rezatapopt in the first quarter of 2027.

Previous wording

Research and development expenses were $18.4 million for the three months ended June 30, 2025, compared to $14.6 million for the three months ended June 30, 2024. The increase of $3.8 million, compared to the three months ended June 30, 2024, was primarily due to the following:

Current wording

Research and development expenses were $18.2 million for the three months ended September 30, 2025, compared to $16.9 million for the three months ended September 30, 2024. The increase of $1.3 million, compared to the three months ended September 30, 2024, was primarily due to the following:

Previous wording

$9.3 million increase in development expenses, largely driven by increased CRO costs for advancing our lead product candidate, rezatapopt, through the Phase 2 clinical trial; offset by

Current wording

$2.0 million increase in development expenses largely driven by increased CRO costs for advancing our lead product candidate, rezatapopt, through the Phase 2 clinical trial; offset by

Previous wording

$0.2 million decrease in research expenses, largely driven by decreased pre-clinical CRO costs; and

Current wording

$0.3 million decrease in research expenses, largely driven by decreased pre-clinical CRO costs; and

Previous wording

$0.5 million decrease in expenses for stock-based compensation.

Current wording

$0.4 million decrease in expenses for stock-based compensation.

Previous wording

General and administrative expenses were $4.5 million for the three months ended June 30, 2025, compared to $5.5 million for the three months ended June 30, 2024. The decrease of $1.0 million, compared to the three months ended June 30, 2024, was primarily due to the following:

Current wording

General and administrative expenses were $4.3 million for the three months ended September 30, 2025, compared to $4.9 million for the three months ended September 30, 2024. The decrease of $0.6 million, compared to the three months ended September 30, 2024, was primarily due to following:

Previous wording

$0.50 million decrease in personnel expenses driven by a decrease in stock-based compensation costs, $0.40 million decrease in facility and equipment expenses due to expiration of three leases, $0.10 million decrease in director and officer insurance fees.

Current wording

$0.5 million decrease in personnel expenses driven by a decrease in stock-based compensation costs, $0.4 million decrease in facility and equipment expenses; offset by

Previous wording

Interest income, net primarily consists of interest income from our interest-bearing cash, cash equivalents, and marketable securities and interest costs related to accretion and amortization of discounts and premiums on marketable securities. Interest income, net was $1.7 million for the three months ended June 30, 2025, compared to $2.8 million for the three months ended June 30, 2024. The decrease of $1.1 million was driven by decreased interest rates from cash and investments in marketable securities and U.S treasuries during the three months ended June 30, 2025.

Current wording

Interest income, net primarily consists of interest income from our interest-bearing cash, cash equivalents, and marketable securities and interest costs related to accretion and amortization of discounts and premiums on marketable securities. Interest income, net was $1.5 million for the three months ended September 30, 2025, compared to $2.6 million for the three months ended September 30, 2024. The decrease of $1.1 million was driven by less cash and investments in marketable securities and U.S treasuries during the three months ended September 30, 2025.

Previous wording

Research and development expenses were $35.8 million for the six months ended June 30, 2025, compared to $27.8 million for the six months ended June 30, 2024. The increase of $8.1 million, compared to the six months ended June 30, 2024, was primarily due to the following:

Current wording

Research and development expenses were $54.1 million for the nine months ended September 30, 2025, compared to $44.8 million for the nine months ended September 30, 2024. The increase of $9.3 million, compared to the nine months ended September 30, 2024, was primarily due to the following:

Previous wording

$4.5 million increase in development and personnel related expenses largely driven by increased CRO costs for advancing our lead product candidate, rezatapopt, through the Phase 2 clinical trial; offset by

Current wording

$11.0 million increase in development expenses, largely driven by increased CRO costs for advancing our lead product candidate, rezatapopt, through the Phase 2 clinical trial; offset by

Previous wording

$1.3 million decrease in expenses for personnel related costs and stock-based compensation, primarily driven by decreased headcount.

Current wording

$1.3 million decrease in expenses for stock-based compensation; and

Previous wording

$1.2 million decrease in personnel expenses driven by a decrease in headcount, $0.7 million decrease in facility and equipment expenses due to the termination of the One Research Way Lease, and a $0.1 million decrease in finance and legal support expenses.

Current wording

$1.8 million decrease in personnel expenses driven by a decrease in headcount, $1.0 million decrease in facility and equipment expenses; offset by

Previous wording

Interest income, net primarily consists of interest income from our interest-bearing cash, cash equivalents, and marketable securities and interest costs related to accretion and amortization of discounts and premiums on marketable securities. Interest income, net was $3.6 million for the six months ended June 30, 2025, compared to $5.8 million for the six months ended June 30, 2024. The decrease of $2.2 million compared to the six months ended June 30, 2024, was driven by decreased interest rates from cash and investments in marketable securities and U.S treasuries during the six months ended June 30, 2025.

Current wording

Interest income, net primarily consists of interest income from our interest-bearing cash, cash equivalents, and marketable securities and interest costs related to accretion and amortization of discounts and premiums on marketable securities. Interest income, net was $5.1 million for the nine months ended September 30, 2025, compared to $8.4 million for the nine months ended September 30, 2024. The decrease of $3.3 million compared to the nine months ended September 30, 2024, was driven by decreased interest rates from cash and investments in marketable securities and U.S treasuries during the nine months ended September 30, 2025.

Previous wording

The State of New Jersey’s Technology Business Tax Certificate Program allows certain high technology and biotechnology companies to sell NOL carryforwards and R&D tax credits to other New Jersey-based corporate taxpayers. As of March 31, 2025, we received $18.4 million of cash for the NOL and R&D tax credit sales related to the tax years ended December 31, 2015 to 2023. The sale of the NOLs and R&D tax credits have been recorded as an income tax benefit within the condensed consolidated statement of operations. As of March 31, 2025, we had reached the sale limit established by the program. For the six months ended June 30, 2025, we received a benefit for income taxes of $2.2 million. We did not receive any benefit for income taxes for the three months ended June 30, 2025.

Current wording

The State of New Jersey’s Technology Business Tax Certificate Program allows certain high technology and biotechnology companies to sell NOL carryforwards and R&D tax credits to other New Jersey-based corporate taxpayers. As of March 31, 2025, we received $18.4 million of cash for the NOL and R&D tax credit sales related to the tax years ended December 31, 2015 to 2023. The sale of the NOLs and R&D tax credits have been recorded as an income tax benefit within the condensed consolidated statement of operations. As of March 31, 2025, we had reached the sale limit established by the program. For the nine months ended September 30, 2025 we received a benefit for income taxes of $2.2 million. We did not receive any benefit for income taxes for the three months ended September 30, 2025.

Previous wording

Since our inception, we have not generated any revenue from any product sales or any other sources and have incurred significant operating losses and negative cash flows from our operations. We have not yet commercialized any of our product candidates and we do not expect to generate revenue from sales of any product candidates for several years, if at all. As of June 30, 2025, we had cash, cash equivalents, and marketable securities of $148.3 million and an accumulated deficit of $407.4 million.

Current wording

Since our inception, we have not generated any revenue from any product sales or any other sources and have incurred significant operating losses and negative cash flows from our operations. We have not yet commercialized any of our product candidates and we do not expect to generate revenue from sales of any product candidates for several years, if at all. As of September 30, 2025, we had cash, cash equivalents, and marketable securities of $129.3 million and an accumulated deficit of $428.4 million.

Previous wording

On November 20, 2024 we filed a shelf registration statement on Form S-3 (File No. 333-283349) with the SEC and a prospectus supplement, which registered the offering, issuance and sale of up to $200.0 million of various equity and debt securities and up to $113.8 million of common stock pursuant to an at-the-market equity offering program with Jefferies LLC, dated October 4, 2021, or the ATM Program. The SEC declared the registration statement effective on November 27, 2024. During the three and six months ending June 30, 2025, we did not sell any shares of our common stock pursuant to the ATM Program. As of June 30, 2025, we had approximately $113.8 million remaining in gross proceeds available for future issuances of common stock under the ATM Program.

Current wording

On November 20, 2024 we filed a shelf registration statement on Form S-3 (File No. 333-283349) with the SEC and a prospectus supplement, which registered the offering, issuance and sale of up to $200.0 million of various equity and debt securities and up to $113.8 million of common stock pursuant to an at-the-market equity offering program with Jefferies LLC, dated October 4, 2021, or the ATM Program. The SEC declared the registration statement effective on November 27, 2024. During the three and nine months ended September 30, 2025, we did not sell any shares of our common stock pursuant to the ATM Program. As of September 30, 2025, we had approximately $113.8 million remaining in gross proceeds available for future issuances of common stock under the ATM Program.

Previous wording

In September 2024, we signed two subleases, one for 14,201 square feet of office space at 400 Alexander Park Drive, Suite 301, in Princeton, New Jersey, to be used as our new headquarters, or the 400 Alexander Sublease, and the other for 3,205 square feet of office and laboratory space at 311 Pennington Rocky Hill in Hopewell, New Jersey, to be used for our new laboratory space, or the 311 Pennington Sublease. The 400 Alexander Sublease term extends until February 2027, and the 311 Pennington Sublease term extends until December 2029 and has a three-year extension option. Amounts related to future lease payments for 311 Pennington Sublease as of June 30, 2025, totaled $0.7 million with $0.1 million to be paid within the next 12 months. Amounts related to future lease payments for 400 Alexander Sublease as of June 30, 2025, totaled $0.6 million with $0.3 million to be paid within the next 12 months.

Current wording

In September 2024, we signed two subleases, one for 14,201 square feet of office space at 400 Alexander Park Drive, Suite 301, in Princeton, New Jersey, to be used as our new headquarters, or the 400 Alexander Sublease, and the other for 3,025 square feet of office and laboratory space at 311 Pennington Rocky Hill in Hopewell, New Jersey, to be used for our new laboratory space, or the 311 Pennington Sublease. The 400 Alexander Sublease term extends until February 28, 2027, and the 311 Pennington Sublease term extends until December 2029 and has a three-year extension option. Amounts related to future lease payments for 311 Pennington Sublease as of September 30, 2025, totaled $0.6 million with $0.1 million to be paid within the next 12 months. Amounts related to future lease payments for 400 Alexander Sublease as of September 30, 2025 totaled $0.5 million with $0.3 million to be paid within the next 12 months.

Previous wording

Due to our significant research and development expenditures, we have generated substantial operating losses in each period since inception. We have incurred an accumulated deficit of $407.4 million through June 30, 2025. We expect to incur substantial additional losses in the future as we expand our research and development activities. For the six months ended June 30, 2025 and 2024, our cash operating expenditures were $36.6 million and $17.8 million, respectively. Based on our research and development plans, we expect that our cash, cash equivalents, and marketable securities as of June 30, 2025 will be sufficient to fund our operations until the end of 2026.

Current wording

Due to our significant research and development expenditures, we have generated substantial operating losses in each period since inception. We have incurred an accumulated deficit of $428.4 million through September 30, 2025. We expect to incur substantial additional losses in the future as we expand our research and development activities. For the nine months ended September 30, 2025 and 2024, our cash operating expenditures were $56.4 million and $34.6 million, respectively. Based on our research and development plans, we expect that our cash, cash equivalents and marketable securities as of September 30, 2025 will be sufficient to fund our operations until the end of first quarter of 2027.

Previous wording

Net cash used in operating activities for the six months ended June 30, 2025, was $36.6 million, which consisted primarily of net loss of $38.6 million partially offset by non-cash charges of $1.8 million. Changes in our net operating assets increased operating cash by $0.4 million. The non-cash charges primarily consisted of stock-based compensation of $3.2 million, accretion of discounts on marketable securities of $1.6 million, and depreciation of $0.1 million. The change in our net operating assets and liabilities was primarily due to an increase in prepaid expenses and other assets, and a decrease in outstanding payables and accrued expenses.

Current wording

Net cash used in operating activities for the nine months ended September 30, 2025, was $56.4 million, which consisted primarily of net loss of $59.7 million partially offset by non-cash charges of $2.4 million. Changes in our net operating assets decreased operating cash by $0.9 million. The non-cash charges primarily consisted of stock-based compensation of $4.6 million, accretion of discounts on marketable securities of $2.3 million, and depreciation of $0.1 million. The change in our net operating assets and liabilities was primarily due to an increase in prepaid expenses and other assets, and a decrease in outstanding payables and accrued expenses.

Previous wording

Net cash used in operating activities for the six months ended June 30, 2024, was $17.8 million, which consisted primarily of net loss of $16.5 million partially offset by non-cash charges of $2.9 million. Changes in our net operating assets decreased operating cash by $4.2 million. The non-cash charges primarily consisted of stock-based compensation of $5.4 million, accretion of discounts on marketable securities of $3.0 million, depreciation of $0.7 million, and non-cash lease income of $0.2 million. The change in our net operating assets and liabilities was primarily due to an increase in prepaid expenses and other assets, and a decrease in outstanding payables and accrued expenses.

Current wording

Net cash used in operating activities for the nine months ended September 30, 2024, was $34.6 million, which consisted primarily of net loss of $35.7 million partially offset by non-cash charges of $4.1 million. Changes in our net operating assets decreased operating cash by $3.0 million. The non-cash charges primarily consisted of stock-based compensation of $7.6 million, accretion of discounts on marketable securities of $4.2 million, depreciation of $1.1 million, and non-cash lease income of $0.3 million. The change in our net operating assets and liabilities was primarily due to an increase in prepaid expenses and other assets, and a decrease in outstanding payables and accrued expenses.

Previous wording

Our investing activities provided $39.7 million of cash during the six months ended June 30, 2025, which consisted primarily of maturities of marketable securities of $86.4 million, partially offset by purchases of marketable securities of $46.7 million.

Current wording

Our investing activities provided $51.7 million of cash during the nine months ended September 30, 2025, which consisted primarily of maturities of marketable securities of $118.9 million, partially offset by purchases of marketable securities of $67.2 million.

Previous wording

Our investing activities provided $28.5 million of cash during the six months ended June 30, 2024, which consisted primarily of maturities of marketable securities of $100.5 million, partially offset by purchases of marketable securities of $71.4 million, along with purchase of property and equipment of $0.6 million.

Current wording

Our investing activities provided $45.6 million of cash during the nine months ended September 30, 2024, which consisted primarily of maturities of marketable securities of $157.0 million, partially offset by purchases of marketable securities of $110.8 million, along with purchases of property and equipment of $0.6 million.

Previous wording

Our financing activities provided $0.1 million and $0.1 million of cash during the six months ended June 30, 2025 and 2024, respectively. This consisted of $0.1 million and $0.1 million of proceeds from the exercise of stock options during the six months ended June 30, 2025 and 2024, respectively.

Current wording

Our financing activities provided $0.1 million of cash during the nine months ended September 30, 2025. This consisted of $0.1 million of proceeds from the exercise of stock options.

Previous wording

We believe that the accounting policies described below involve a high degree of judgment and complexity. Accordingly, these are the policies we believe are the most critical to aid in fully understanding and evaluating our financial condition and results of our operations. During the six-month period ended June 30, 2025, there were no material changes to our critical accounting policies from those described in our audited condensed consolidated financial statements for the year ended December 31, 2024, included in our Annual Report on Form 10-K filed with the SEC on March 3, 2025, except as noted below.

Current wording

We believe that the accounting policies described below involve a high degree of judgment and complexity. Accordingly, these are the policies we believe are the most critical to aid in fully understanding and evaluating our financial condition and results of our operations. During the nine-month period ended September 30, 2025, there were no material changes to our critical accounting policies from those described in our audited condensed consolidated financial statements for the year ended December 31, 2024, included in our Annual Report on Form 10-K filed with the SEC on March 3, 2025, except as noted below.

Previous wording

For a description of recent accounting pronouncements, see Note 2 of the notes to our unaudited condensed consolidated financial statements for the six months ended June 30, 2025 included elsewhere in this Quarterly Report on Form 10-Q.

Current wording

For a description of recent accounting pronouncements, see Note 2 of the notes to our unaudited condensed consolidated financial statements for the nine months ended September 30, 2025 included elsewhere in this Quarterly Report on Form 10-Q.