MEDICINOVA INC

Previous wording

We are a biopharmaceutical company focused on developing novel therapeutics for the treatment of serious diseases with unmet medical needs and a commercial focus on the United States (U.S.) market. Our current strategy is to focus our development activities on MN-166 (ibudilast) for neurological and other disorders such as progressive multiple sclerosis (MS), amyotrophic lateral sclerosis (ALS), chemotherapy-induced peripheral neuropathy, degenerative cervical myelopathy, glioblastoma, substance dependence and addiction (e.g., methamphetamine dependence) and prevention of acute respiratory distress syndrome (ARDS), and MN-001 (tipelukast) for fibrotic and other metabolic disorders such as nonalcoholic fatty liver disease (NAFLD) and hypertriglyceridemia. We were incorporated in Delaware in September 2000.

Current wording

We are a biopharmaceutical company focused on developing novel therapeutics for the treatment of serious diseases with unmet medical needs and a commercial focus on the United States (U.S.) market. Our current strategy is to focus our development activities on MN-166 (ibudilast) for neurological and other disorders such as progressive multiple sclerosis (MS), amyotrophic lateral sclerosis (ALS), chemotherapy-induced peripheral neuropathy, degenerative cervical myelopathy, glioblastoma, and prevention of acute respiratory distress syndrome (ARDS), and MN-001 (tipelukast) for fibrotic and other metabolic disorders such as nonalcoholic fatty liver disease (NAFLD) and hypertriglyceridemia. We were incorporated in Delaware in September 2000.

Previous wording

We have incurred significant net losses since our inception. As of September 30, 2025, from inception, our accumulated deficit was $435.9 million. We expect to incur substantial net losses for the next several years as we continue to develop certain of our existing product development programs, and over the long-term if we expand our research and development programs and acquire or in-license products, technologies or businesses that are complementary to our own.

Current wording

We have incurred significant net losses since our inception. As of March 31, 2026, from inception, our accumulated deficit was $441.3 million. We expect to incur substantial net losses for the next several years as we continue to develop certain of our existing product development programs, and over the long-term if we expand our research and development programs and acquire or in-license products, technologies or businesses that are complementary to our own.

Previous wording

Our critical accounting policies are those accounting principles generally accepted in the United States that require us to make subjective estimates and judgments about matters that are uncertain and are likely to have a material impact on our financial condition and results of operations, as well as the specific manner in which we apply those principles. For a description of our critical accounting estimates, please see the section entitled “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Critical Accounting Estimates” contained in our Annual Report on Form 10-K, for the year ended December 31, 2024. There have not been any material changes to the critical accounting policies discussed therein during the nine months ended September 30, 2025.

Current wording

Our critical accounting policies are those accounting principles generally accepted in the United States that require us to make subjective estimates and judgments about matters that are uncertain and are likely to have a material impact on our financial condition and results of operations, as well as the specific manner in which we apply those principles. For a description of our critical accounting estimates, please see the section entitled “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Critical Accounting Estimates” contained in our Annual Report on Form 10-K, for the year ended December 31, 2025. There have not been any material changes to the critical accounting policies discussed therein during the three months ended March 31, 2026.

Previous wording

Amounts incurred related to in-process research and development (IPR&D) or asset purchases of IPR&D are expensed as incurred. Amounts allocated to IPR&D in connection with a business combination are recorded at fair value and are considered indefinite-lived intangible assets until completion or abandonment of the associated research and development efforts. During the period the assets are considered indefinite-lived, they will not be amortized but will be tested annually for impairment or more frequently if indicators of impairment exist. Goodwill is reviewed for impairment annually (as of December 31st) or more frequently if indicators of impairment exist.

Current wording

Amounts incurred related to in-process research and development (IPR&D) or asset purchases of IPR&D are expensed as incurred. Amounts allocated to IPR&D in connection with a business combination are recorded at fair value and are considered indefinite-lived intangible assets until completion or abandonment of the associated research and development efforts. During the period the assets are considered indefinite-lived, they will not be amortized but will be tested annually for impairment or more frequently if indicators of impairment exist. Goodwill and indefinite lives of intangible assets are reviewed for impairment annually (as of December 31st) or more frequently if indicators of impairment exist.

Previous wording

As of December 31, 2024, the Company performed a qualitative impairment assessment of goodwill and indefinite-lived intangible assets which included an evaluation of changes in industry, market, and macroeconomic conditions as well as consideration of its financial performance and any significant trends. The qualitative assessment indicated that it was not more likely than not that goodwill and indefinite-lived intangible assets are impaired as of December 31, 2024. If the Company experiences a sustained decline in its stock price or other material changes in the significant assumptions that affect the determination of the fair value of the Company’s single reporting unit, it may result in a goodwill and/or intangible asset impairment charge in future periods, and such charge may be material.

Current wording

As of December 31, 2025, we performed a qualitative impairment assessment of goodwill and indefinite-lived intangible assets which included an evaluation of changes in industry, market, and macroeconomic conditions as well as consideration of our financial performance and any significant trends. The qualitative assessment indicated that it was not more likely than not that goodwill and indefinite-lived intangible assets are impaired as of December 31, 2025. If we experience a sustained decline in our stock price or other material changes in the significant assumptions that affect the determination of the fair value of our single reporting unit, it may result in a goodwill and/or intangible asset impairment charge in future periods, and such charge may be material.

Previous wording

Revenues were $0.1 million and $0.0 million for the three months ended September 30, 2025 and 2024, respectively. The increase of $0.1 million was due to revenue recognized under our agreement with Mayo, which was entered into in December 2024 and which began enrolling patients in March 2025, and under which principal services began in April 2025.

Current wording

Revenues were $0.2 million and $0.0 million for the three months ended March 31, 2026 and 2025, respectively. The increase of $0.2 million was due to revenue recognized under our agreement with Mayo, which was entered into in December 2024 and which began enrolling patients in March 2025, and under which principal services began in April 2025.

Previous wording

Cost of services were $0.2 million and $0.0 million for the nine months ended September 30, 2025 and 2024, respectively. The increase of $0.2 million was due to the costs incurred for services provided related to the Mayo agreement.

Current wording

Cost of services were $0.2 million and $0.0 million for the three months ended March 31, 2026 and 2025, respectively. The increase of $0.2 million was due to the costs incurred for services provided related to the Mayo agreement.

Previous wording

Research, development and patents expenses were $1.6 million and $1.9 million for the three months ended September 30, 2025 and 2024, respectively. The decrease of $0.3 million was primarily driven by a decrease in MN-166 related expenses relating to a MRC-001 Pharmacokinetic (PK) study, as well asdecreased MN-166 manufacturing costs and stock-based compensation expense.

Current wording

Research, development and patents expenses were $1.3 million and $1.8 million for the three months ended March 31, 2026 and 2025, respectively. The decrease of $0.5 million was primarily driven by a $0.4 million decrease in MN-166 related expenses relating to a MRC-001 Pharmacokinetic (PK) study, adegenerative cervical myelopathy (DCM) study, and an ALS study, as well as a $0.1 million decrease in MN-001 clinical trial expenses.

Previous wording

General and administrative expenses were $1.8 million and $1.4 million for the three months ended September 30, 2025 and 2024, respectively. The increase of $0.4 million was primarily driven by upfront costs associated with the Standby Equity Purchase Agreement, or SEPA, and increased professional fees, partially offset by decreased stock-based compensation expenses and accounting expenses.

Current wording

General and administrative expenses were $1.6 million and $1.4 million for the three months ended March 31, 2026 and 2025, respectively. The increase of $0.2 million was primarily driven by increased professional fees and stock-based compensation expense.

Previous wording

Net cash used in operating activities during the nine months ended September 30, 2025 was $7.8 million compared to $8.7 million during the same period in 2024. The $0.9 million change is primarily related to thechanges in operating assets and liabilities for those periods.

Current wording

Net cash used in operating activities during the three months ended March 31, 2026 was $3.5 million compared to $3.8 million during the same period in 2025. The $0.3 million change is primarily related to thechanges in operating assets and liabilities for those periods.

Previous wording

As of September 30, 2025, we had available cash and cash equivalents of $32.6 million and working capital of $29.6 million. As of the date of this report, we believe we have working capital sufficient to fund operations at least through November 2026. However, we cannot provide assurance that these capital resources will be sufficient to conduct all our research and development programs as planned.

Current wording

As of March 31, 2026, we had available cash and cash equivalents of $27.3 million and working capital of $25.1 million. As of the date of this report, we believe we have working capital sufficient to fund operations at least through May 2027. However, we cannot provide assurance that these capital resources will be sufficient to conduct all our research and development programs as planned.

Previous wording

No shares of common stock were sold under the ATM Agreement in the three and nine months ended September 30, 2025 and 2024.

Current wording

No shares of common stock were sold under the ATM Agreement in the three months ended March 31, 2026 and 2025.

Previous wording

No shares of common stock were sold under the SEPA in nine months ended September 30, 2025.

Current wording

No shares of common stock were sold under the SEPA in three months ended March 31, 2026.

Previous wording

In August 2019, we entered into an at the market issuance sales agreement, which was amended on August 26, 2022 (as amended, the ATM Agreement) with B. Riley FBR, Inc. (B. Riley FBR) pursuant to which we may sell common stock through B. Riley FBR from time to time up to an aggregate offering price of $75.0 million. Sales of our common stock through B. Riley FBR, if any, will be made by any method that is deemed to be an “at-the-market” equity offering as defined in Rule 415 promulgated under the Securities Act of 1933, as amended, including sales made directly on Nasdaq, on any other existing trading market for the common stock or through a market maker. B. Riley FBR may also sell the common stock in privately negotiated transactions, subject to our prior approval. We agreed to pay B. Riley FBR an aggregate commission rate of up to 3.5% of the gross proceeds of any common stock sold under this agreement. Proceeds from sales of common stock will depend on the number of shares of common stock sold to B. Riley FBR and the per share purchase price of each transaction.

Current wording

On December 29, 2025, we entered into an equity distribution agreement, with Lucid Capital Markets, LLC (Lucid) pursuant to which we may sell common stock through Lucid from time to time up to an aggregate offering price of $50.0 million (the Equity Distribution Agreement). Sales of our common stock through Lucid, if any, will be made by any method that is deemed to be an "at-the-market" equity offering as defined in Rule 415 promulgated under the Securities Act of 1933, as amended, including sales made directly on Nasdaq, on any other existing trading market for the common stock or through a market maker. Lucid may also sell the common stock in privately negotiated transactions, subject to our prior approval. We agreed to pay Lucid an aggregate commission rate of 3.0% of the gross proceeds of any common stock sold under this agreement. Proceeds from sales of common stock will depend on the number of shares of common stock sold to Lucid and the per share purchase price of each transaction.