Xilio Therapeutics, Inc.

For the period ended Dec 31, 2025. Filed Mar 23, 2026.

About this filing

A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2025 · Filed Mar 23, 2026

XLO$8.53-5.2%Stored close · as of Nov 10, 2026

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Contents

Cover page Table of Contents

PART I

Item 1. Business (no text here)

Item 1. Business

Item 1A. Risk Factors (no text here)

Item 1A. Risk Factors

Item 1B. Unresolved Staff Comments (no text here)

Item 1B. Unresolved Staff Comments

Item 1C. Cybersecurity (no text here)

Item 1C. Cybersecurity

Item 2. Properties (no text here)

Item 2. Properties

Item 3. Legal Proceedings (no text here)

Item 3. Legal Proceedings

Item 4. Mine Safety Disclosures (no text here)

Item 4. Mine Safety Disclosures

PART II

Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities (no text here)

Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

Item 6. [Reserved] (no text here)

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations (no text here)

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations Overview Financial Operations Overview Results of Operations Contractual Obligations Critical Accounting Policies and Use of Estimates

Item 7A. Quantitative and Qualitative Disclosures About Market Risk (no text here)

Item 8. Financial Statements and Supplementary Data

Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure (no text here)

Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

Item 9A. Controls and Procedures (no text here)

Item 9A. Controls and Procedures

Evaluation of Disclosure Controls and Procedures Management’s Annual Report on Internal Control over Financial Reporting Changes in Internal Control over Financial Reporting

Item 9B. Other Information (no text here)

Item 9B. Other Information Item 9C. Disclosure Regarding Foreign Jurisdictions That Prevent Inspections

PART III

Item 10. Directors, Executive Officers and Corporate Governance (no text here)

Item 10. Directors, Executive Officers, and Corporate Governance

Item 11. Executive Compensation (no text here)

Item 11. Executive Compensation

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters (no text here)

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

Item 13. Certain Relationships and Related Transactions, and Director Independence (no text here)

Item 13. Certain Relationships and Related Transactions, and Director Independence

Item 14. Principal Accountant Fees and Services (no text here)

Item 14. Principal Accountant Fees and Services

PART IV

Item 15. Exhibits and Financial Statement Schedules (no text here)

Item 15. Exhibits and Financial Statement Schedules Indicates management contract or compensatory plan or arrangement.

Item 16. Form 10-K Summary (no text here)

Item 16. Form 10‑K Summary Xilio Therapeutics, Inc.REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Consolidated Balance Sheets Consolidated Statements of Operations and Comprehensive Loss Consolidated Statements of Stockholders’ Equity Item 8. Consolidated Statements of Cash Flows Notes to Consolidated Financial Statements 1. Description of Business and Liquidity 2. Summary of Significant Accounting Policies 3. Fair Value Measurements 4. Property and Equipment, Net 5. Accrued Expenses Collaboration, License and Option Agreement with AbbVie License Agreement with Gilead Sciences, Inc.Clinical Trial Collaboration with F. Hoffmann-La Roche Ltd Amended and Restated Exclusive License Agreement with City of Hope CTLA-4 Monoclonal Antibody License Agreement with WuXi Biologics 7. Leases 8. Commitments and Contingencies 9. Preferred Stock and Common Stock 10. Stock-Based Compensation 11. Net Loss Per Share 12. Income Taxes 13. 401(k) Plan

CTLA-4 Monoclonal Antibody License Agreement with WuXi Biologics

In September 2016, the Company entered into a license agreement with WuXi Biologics (Hong Kong) Limited (“WuXi Biologics”), as amended in December 2017, pursuant to which WuXi Biologics granted the Company an exclusive worldwide license to specified monoclonal antibodies and patent rights and know-how controlled by WuXi Biologics, including certain patent rights related to the Company’s anti-CTLA-4 monoclonal antibody program.

For each product that exploits the rights licensed under the agreement, the Company is obligated to pay WuXi Biologics up to approximately $25.8 million in the aggregate for specified development and regulatory milestones. To date, the Company has made an aggregate of $5.8 million in specified development and regulatory milestone payments to WuXi Biologics related to its anti-CTLA-4 monoclonal antibody program. In addition, subject to specified conditions, the Company is obligated to pay WuXi Biologics tiered royalties in the low to mid-single digits on aggregate annual worldwide net sales of licensed products during the applicable royalty term.

The Company incurredno costs related to the payment of specified development milestones under the agreement during the year ended December 31, 2025.The Company incurred costs of $4.0 million related to specified development milestones under the agreement during the year ended December 31, 2024, of which $3.0 million was recorded in accrued expenses on the Company’s consolidated balance sheet as of December 31, 2024. Any additional payments that are contingent upon the achievement of development and regulatory milestones or sales of licensed products will not be recognized until it becomes probable that the Company will be required to make such payments.

ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.