Neumora Therapeutics, Inc.

Previous wording

We are a clinical-stage biopharmaceutical company founded to confront the global brain disease crisis by taking a fundamentally different approach to the way treatments for brain diseases are developed. We have rapidly scaled our therapeutic pipeline, which currently consists of seven neuroscience programs, including two clinical programs, that target novel mechanisms of action for a broad range of underserved neuropsychiatric disorders and neurodegenerative diseases. Our most advanced product candidate, navacaprant (NMRA-140), is a novel once-daily oral kappa opioid receptor (KOR) antagonist that is being developed for the treatment of major depressive disorder (MDD), which we believe has the potential to provide significant advantages relative to the standard of care, if approved. Navacaprant is being investigated in the KOASTAL program, a pivotal Phase 3 program, evaluating navacaprant monotherapy in patients with moderate to severe MDD. Neumora expects to report topline data from KOASTAL-3 in the first quarter of 2026 and KOASTAL-2 in the second quarter of 2026. Our next most advanced product candidate is NMRA-511, a highly selective, novel antagonist of the vasopressin 1a receptor (V1aR) being developed for the treatment of agitation associated with dementia due to Alzheimer's disease (AD). We are advancing a Phase 1b signal-seeking study investigating NMRA-511 initially in healthy elderly adult participants and then people with agitation associated with dementia due to AD, and we expect to report data from this study in by the end of 2025. Our M4 positive allosteric modular (PAM) franchise comprises multiple novel compounds that each have different chemical composition but optimal pharmacological properties, which have demonstrated robust activity in preclinical efficacy models and high selectivity for the M4 receptor subtype. We expect to progress our next M4 PAM into the clinic by mid-2025.

Current wording

We are a clinical-stage biopharmaceutical company founded to confront the greatest medical challenges of our generation by bringing forward the next generation of novel therapies with brain-penetrant chemistry that offer improved treatment outcomes and quality of life for patients. Our therapeutic pipeline currently consists of programs that target novel mechanisms of action for a broad range of underserved, prevalent diseases. We are advancing a Phase 3 program for navacaprant, a novel once-daily oral kappa opioid receptor (“KOR”) antagonist that is being developed for the treatment of major depressive disorder (“MDD”), which we believe has the potential to provide significant advantages relative to the standard of care, if approved. We are also advancing NMRA-511, a highly selective, novel antagonist of the vasopressin 1a receptor (“V1aR”) being developed for the treatment of agitation associated with dementia due to Alzheimer’s disease (“AD”). Beyond navacaprant and NMRA-511, Neumora is advancing NMRA-898, a novel M4 PAM with potential best in class pharmacology for the treatment of schizophrenia. Additionally, Neumora is developing NMRA-215, a, highly brain-penetrant, oral NLRP3 inhibitor for the treatment of obesity. We expect several updates from these programs throughout 2026, including to report Phase 3 KOASTAL-2 and -3 topline data in the second quarter of 2026, report MAD extension data with NMRA-511 in the second half of 2026, and to report multiple ascending dose (“MAD”) data with NMRA-898 in the second half of 2026.

Previous wording

In September 2023, we completed our initial public offering (IPO) pursuant to which we issued and sold an aggregate of 14,710,000 shares of our common stock at a price to the public of $17.00 per share. We received aggregate net proceeds of $226.5 million after deducting underwriting discounts and commissions of $17.5 million and other offering expenses of $6.0 million. Since our IPO, in October 2024 we entered into a sales agreement with Leerink Partners LLC (Leerink) to sell shares of our common stock, from time to time, with aggregate gross sales proceeds of up to $300.0 million, through an at-the-market equity offering program (ATM) with Leerink as the sales agent. During the year ended December 31, 2024, we received aggregate net proceeds of $13.7 million after deducting commissions and offering expenses of $0.8 million. As of December 31, 2024, we had $307.6 million in cash, cash equivalents and marketable securities. Based upon our current operating plan, we believe that our existing cash, cash equivalents and marketable securities, will enable us to fund our operating expenses and capital expenditure requirements through at least the next 12 months following the issuance of the consolidated financial statements.

Current wording

As of December 31, 2025, we had $182.5 million in cash and cash equivalents. Based upon our current operating plan, we believe that our existing cash and cash equivalents, will enable us to fund our operating expenses and capital expenditure requirements through at least the next 12 months following the issuance of the consolidated financial statements.

Previous wording

Since our inception, we have incurred significant operating losses and we expect to continue to incur significant losses for the foreseeable future as we continue to advance the development of our product candidates and approach, and incur additional costs associated with being a public company. Our net losses were $243.8 million, $235.9 million, $130.9 million for the years ended December 31, 2024, 2023, and 2022, respectively. As of December 31, 2024, we had an accumulated deficit of $947.2 million. Our primary use of our capital resources is to fund our operating expenses, which consist primarily of expenditures related to identifying, acquiring, developing, and in-licensing our precision neuroscience approach and product candidates, and conducting preclinical studies and clinical trials, and to a lesser extent, general and administrative expenditures. Our net losses may fluctuate significantly from period to period, depending on the timing of our clinical trials and our expenditures on research and development activities.

Current wording

Since our inception, we have incurred significant operating losses and we expect to continue to incur significant losses for the foreseeable future as we continue to advance the development of our product candidates and approach, and incur additional costs associated with being a public company. Our net losses were $236.9 million and $243.8 million for the years ended December 31, 2025 and 2024, respectively. As of December 31, 2025, we had an accumulated deficit of $1,184.1 million. Our primary use of our capital resources is to fund our operating expenses, which consist primarily of expenditures related to identifying, acquiring, developing, and in-licensing our precision neuroscience approach and product candidates, and conducting preclinical studies and clinical trials, and to a lesser extent, general and administrative expenditures. Our net losses may fluctuate significantly from period to period, depending on the timing of our clinical trials and our expenditures on research and development activities.

Previous wording

Pursuant to the terms of the Vanderbilt License Agreement, we are required to pay Vanderbilt contingent consideration payable in cash up to an aggregate of $42.4 million upon the achievement of specified development milestones and up to an aggregate of $380.0 million upon the achievement of commercial milestone events as well as tiered royalties at mid-single digit percentages on potential future net sales. We achieved a $2.0 million development milestone in October 2023, which was paid in cash in November 2023. As of December 31, 2024, none of the other Vanderbilt milestones have been achieved and no such related amounts were deemed due or payable.

Current wording

Pursuant to the terms of the Vanderbilt License Agreement, we are required to pay Vanderbilt contingent consideration payable in cash up to an aggregate of $42.0 million upon the achievement of specified development milestones and up to an aggregate of $380.0 million upon the achievement of commercial milestone events as well as tiered royalties at mid-single digit percentages on potential future net sales. We achieved a $2.0 million development milestone in October 2023, which was paid in cash in November 2023. Additionally, in July 2025, we achieved and settled in cash a $5.0 million development milestone. As of December 31, 2025, none of the other Vanderbilt milestones have been achieved and no such related amounts were deemed due or payable.

Previous wording

Research and development expenses consist of external and internal expenses, and primarily relate to our discovery efforts and development of our precision neuroscience approach, programs, and product candidates. We account for acquired in-process research and development (IPR&D) expenses from our strategic acquisitions, which accounted for a significant portion of our operating expenses during the years ended December 31, 2023 and 2022, separately from research and development expenses. There was no IPR&D expense recognized during the year ended December 31, 2024.

Current wording

Research and development expenses consist of external and internal expenses, and primarily relate to our discovery efforts and development of our precision neuroscience approach, programs, and product candidates. We account for acquired in-process research and development (“IPR&D”) expenses from our strategic acquisitions separately from research and development expenses.

Previous wording

Interest income increased by $3.3 million to $19.9 million for the year ended December 31, 2024 from $16.6 million for the year ended December 31, 2023, which was attributable to interest earned on our higher balances in cash equivalents and marketable securities.

Current wording

Interest income decreased by $11.6 million to $8.3 million for the year ended December 31, 2025 from $19.9 million for the year ended December 31, 2024, which was attributable to less interest earned on our lower balances in cash equivalents and marketable securities.

Previous wording

Since our inception, we have not generated any revenue from the sale of products and we have incurred significant net losses and negative cash flows from operations. Our primary use of our capital resources is to fund our operating expenses, which consist primarily of expenditures related to identifying, acquiring, developing, and in-licensing our precision neuroscience approach, programs, and product candidates, and conducting preclinical studies and clinical trials, and to a lesser extent, general and administrative expenditures. We have not yet commercialized any products and we do not expect to generate revenue from sales of any product candidates for a number of years, if ever. As of December 31, 2024, we had an accumulated deficit of $947.2 million.

Current wording

Since our inception, we have not generated any revenue from the sale of products and we have incurred significant net losses and negative cash flows from operations. Our primary use of our capital resources is to fund our operating expenses, which consist primarily of expenditures related to identifying, acquiring, developing, and in-licensing our precision neuroscience approach, programs, and product candidates, and conducting preclinical studies and clinical trials, and to a lesser extent, general and administrative expenditures. We have not yet commercialized any products and we do not expect to generate revenue from sales of any product candidates for a number of years, if ever.

Previous wording

As of December 31, 2024, we had $307.6 million of cash, cash equivalents and marketable securities. Prior to our IPO we primarily funded our operations with the net proceeds from the sale and issuance of our convertible preferred stock and convertible promissory notes and raised gross cash proceeds of over $600 million including from the sale of convertible preferred stock, borrowings pursuant to convertible promissory notes and cash acquired in our acquisitions of assets. In September, 2023, we completed our IPO pursuant to which we issued and sold an aggregate of 14,710,000 shares of common stock at a price to the public of $17.00 per share. We received aggregate net proceeds of $226.5 million after deducting underwriting discounts and commissions of $17.5 million and other offering expenses of $6.0 million. Since our IPO, in October 2024 we entered into a sales agreement with Leerink to sell shares of our common stock, from time to time, with aggregate gross sales proceeds of up to $300.0 million, through an ATM with Leerink as the sales agent. We received aggregate net proceeds of $13.7 million after deducting commissions and offering expenses of $0.8 million during the three months ended December 31, 2024.

Current wording

Prior to our Initial Public Offering (“IPO”) we primarily funded our operations with the net proceeds from the sale and issuance of our convertible preferred stock and convertible promissory notes. In September, 2023, we completed our IPO pursuant to which we issued and sold an aggregate of 14,710,000 shares of common stock at a price to the public of $17.00 per share. We received aggregate net proceeds of $226.5 million after deducting underwriting discounts and commissions of $17.5 million and other offering expenses of $6.0 million.

Previous wording

Based upon our current operating plan, we believe that our existing cash, cash equivalents and marketable securities will enable us to fund our operating expenses and capital expenditure requirements through at least the next 12 months following the issuance of the consolidated financial statements. However, we anticipate that we will need to raise additional financing in the future to fund our operations, including the commercialization of any approved product candidates. We have based this estimate on assumptions that may prove to be wrong, and we could utilize our available capital resources sooner than we expect. We may also raise additional financing on an opportunistic basis in the future. We expect to continue to expend significant resources for the foreseeable future.

Current wording

Based upon our current operating plan, we believe that our existing cash and cash equivalents will enable us to fund our operating expenses and capital expenditure requirements through at least the next 12 months following the issuance of the consolidated financial statements. However, we anticipate that we will need to raise additional financing in the future to fund our operations, including the commercialization of any approved product candidates. We have based this estimate on assumptions that may prove to be wrong, and we could utilize our available capital resources sooner than we expect. We may also raise additional financing on an opportunistic basis in the future. We expect to continue to expend significant resources for the foreseeable future.

Previous wording

Net cash used in operating activities for the year ended December 31, 2023 was $163.3 million, which consisted of a net loss of $235.9 million and a change in our net operating assets and liabilities of $8.9 million, which was partially offset by $17.6 million in noncash charges and $63.9 million IPR&D expense related to achievement of the Phase 3 navacaprant development milestone and a milestone payment under our Vanderbilt in-license agreement. The change in our net operating assets and liabilities primarily resulted from and an increase of $11.4 million in prepaid expenses and other current assets related to our clinical programs and a decrease of $3.4 million in operating lease liabilities, partially offset by an increase of $5.9 million in accounts payable and accrued liabilities due to increased activities and the timing of our accounts payable. The noncash charges primarily consisted of $17.2 million of stock-based compensation, $3.4 million of noncash operating lease expense and $0.7 million of depreciation and amortization, partially offset by $3.7 million of net accretion of discounts on marketable securities.

Current wording

Net cash used in operating activities for thetwelve months ended December 31, 2025 was $206.4 million, which consisted of a net loss of $236.9 million, partially offset by non cash charges of $30.9 million and a change in our net operating assets and liabilities of $0.4 million. The noncash charges primarily consisted of $29.9 million of stock-based compensation and $1.9 million of noncash operating lease expense, partially offset by $2.9 million of net accretion of discounts on marketable securities. The change in our net operating assets and liabilities primarily resulted from an increase accrued liabilities of $4.2 million primarily related to our clinical programs, partially offset by an increase in prepaid assets and other current assets of $2.8 million due to the timing of payments related to clinical trials and a decrease in operating lease liabilities of $1.9 million due to the Company’s move to a smaller office footprint.

Previous wording

Net cash used in operating activities for thetwelve months ended December 31, 2024 was $182.9 million, which consisted of a net loss of $243.8 million, partially offset by a change in our net operating assets and liabilities of $22.6 million and noncash charges of $38.2 million. The change in our net operating assets and liabilities primarily resulted from a decrease of $15.9 million in prepaid expenses and other current assets related to our clinical programs and the Amgen Collaboration Agreement and an increase of $7.2 million and $2.9 million in accrued liabilities and accounts payable, respectively, primarily related to our clinical programs and timing of our accounts payable, partially offset by a decrease in operating lease liabilities of $3.4 million. The noncash charges primarily consisted of $40.0 million of stock-based compensation and $3.3 million of noncash operating lease expense, partially offset by $5.7 million of net accretion of discounts on marketable securities.

Current wording

Net cash used in operating activities for the twelve months ended December 31, 2024 was $182.9 million, which consisted of a net loss of $243.8 million, partially offset by a change in our net operating assets and liabilities of $22.6 million and noncash charges of $38.2 million. The change in our net operating assets and liabilities primarily resulted from a decrease of $15.9 million in prepaid expenses and other current assets related to our clinical programs and the Amgen Collaboration Agreement and an increase of $7.2 million and $2.9 million in accrued liabilities and accounts payable, respectively, primarily related to our clinical programs and timing of our accounts payable, partially offset by a decrease in operating lease liabilities of $3.4 million. The noncash charges primarily consisted of $40.0 million of stock-based compensation and $3.3 million of noncash operating lease expense, partially offset by $5.7 million of net accretion of discounts on marketable securities.

Previous wording

Net cash provided by investing activities for the year ended December 31, 2023 was $64.4 million, which primarily consisted of $178.2 million in proceeds from sales and maturities of marketable securities, partially offset by $109.1 million in purchases of marketable securities and $4.6 million cash paid for acquisition of assets, including upon achievement of milestones.

Current wording

Net cash used in investing activities for thetwelve months ended December 31, 2025 was $168.5 million, which primarily consisted of $82.9 million in purchases of marketable securities, partially offset by $251.2 million in proceeds from sales and maturities of marketable securities.

Previous wording

Our contractual obligations and commitments relate primarily to our operating lease for our office and laboratory facilities located in Massachusetts with a noncancelable lease term expiring in June 2025. As of December 31, 2024, undiscounted future minimum lease payments of $1.9 million remain on our operating lease. See Note 7 – Commitments and Contingencies to our consolidated financial statements for further information.

Current wording

Our contractual obligations and commitments relate primarily to our operating lease for our office and laboratory facilities located in Massachusetts with a noncancelable lease term expiring in August 2027. As of December 31, 2025, undiscounted future minimum lease payments of $0.5 million remain on our operating lease. See Note 8 – Commitments and Contingencies to our consolidated financial statements for further information.

Previous wording

JOBS Act Accounting Smaller Reporting Company Elections

Current wording

Smaller Reporting Company Elections