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Sana Biotechnology, Inc.

For the period ended Jun 30, 2026. Filed Aug 10, 2026.

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About 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.

Jun 30, 2026 · Filed Aug 10, 2026

SANA$2.47+4.0%Stored close · as of Nov 9, 2026

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Results of operations

Comparison of the three and six months ended June 30, 2026 and 2025

The following table summarizes our results of operations for the periods presented:

Three Months Ended June 30,Six Months Ended June 30,
20262025Change20262025Change
(in thousands)
Operating expenses:
Research and development$30,729$29,761$968$59,448$66,950$(7,502)
Research and development related success payments and contingent consideration23,91310,26213,65132,34612,21920,127
General and administrative10,77810,34143722,24021,825415
Impairment of long-lived assets-44,611(44,611)-44,611(44,611)
Total operating expenses65,42094,975(29,555)114,034145,605(31,571)
Loss from operations(65,420)(94,975)29,555(114,034)(145,605)31,571
Interest income, net1,1295775522,0801,569511
Other income, net656598581,109847262
Net loss$(63,635)$(93,800)$30,165$(110,845)$(143,189)$32,344

Research and development expenses

The following table summarizes the components of our research and development expenses for the periods presented:

Three Months Ended June 30,
20262025Change
(in thousands)
Research, development, and laboratory$5,133$2,737$2,396
Third-party manufacturing2,4601,0161,444
Personnel11,79713,958(2,161)
Facility and other allocated costs10,41111,525(1,114)
Other928525403
Total research and development expense$30,729$29,761$968

Research and development expenses were $30.7 million and $29.8 million for the three months ended June 30, 2026 and 2025, respectively. The increase of $0.9 million was primarily due to:

an increase of $2.4 million in research, laboratory, and clinical development costs related to the SC451 and SG293 programs; and

an increase of $1.4 million in third-party manufacturing costs at CDMOs for SC451 and SG293.

These increases were partially offset by:

a decrease of $2.2 million in personnel-related expenses, including non-cash stock-based compensation, primarily due to lower research and development headcount; and

a decrease of $1.1 million in facility and other allocated costs primarily related to depreciation, allocated personnel, and other allocated costs.

The following table summarizes the components of our research and development expenses for the periods presented:

Six Months Ended June 30,
20262025Change
(in thousands)
Personnel$24,210$31,109$(6,899)
Facility and other allocated costs20,79424,011(3,217)
Third-party manufacturing3,1823,983(801)
Research, development, and laboratory9,1516,7332,418
Other2,1111,114997
Total research and development expense$59,448$66,950$(7,502)

Research and development expenses were $59.4 million and $67.0 million for the six months ended June 30, 2026 and 2025, respectively. The decrease of $7.5 million was primarily due to:

a decrease of $6.9 million in personnel-related expenses, including non-cash stock-based compensation, primarily due to lower research and development headcount;

a decrease of $3.2 million in facility and other allocated costs primarily related to depreciation, allocated personnel, and other allocated costs; and

a decrease of $0.8 million in third-party manufacturing costs at CDMOs primarily related to costs incurred in the six months ended June 30, 2025 for the suspended allogeneic CAR T programs that did not recur in 2026, partially offset by an increase in third-party manufacturing at CDMOs for SC451 and SG293.

These decreases were partially offset by an increase of $2.4 million in cost for research, laboratory, and clinical development for SC451 and SG293.

Research and development related success payments and contingent consideration

The following table summarizes the expenses associated with research and development related success payments and contingent consideration for the periods presented:

Three Months Ended June 30,
20262025Change
(in thousands)
Cobalt success payment$7,167$3,611$3,556
Harvard success payments38435133
Contingent consideration16,3626,30010,062
Total research and development related success payments and contingent consideration$23,913$10,262$13,651

The expense related to the change in the estimated fair value of our Cobalt Success Payment was $7.2 million for the three months ended June 30, 2026, compared to $3.6 million for the same period in 2025. The changes in value were primarily due to changes in our market capitalization during the relevant periods. The expense related to the change in the estimated fair value of our Harvard Success Payments was $0.4 million for each of the three months ended June 30, 2026 and 2025. The changes in value were primarily due to changes in our common stock price during the relevant periods. The expense related to the change in the estimated fair value of our Cobalt Contingent Consideration was $16.4 million for the three months ended June 30, 2026 compared to $6.3 million for the same period in 2025. The changes in value were due primarily to changes in the timing and probability of the achievement of milestones during the relevant periods.

The following table summarizes the expenses (gains) associated with research and development related success payments and contingent consideration for the periods presented:

Six Months Ended June 30,
20262025Change
(in thousands)
Cobalt success payment$5,344$3,716$1,628
Harvard success payments(105)339(444)
Contingent consideration27,1078,16418,943
Total research and development related success payments and contingent consideration$32,346$12,219$20,127

The expense related to the change in the estimated fair value of our Cobalt Success Payment was $5.3 million for the six months ended June 30, 2026, compared to $3.7 million for the same period in 2025. The changes in value were primarily due to changes in our market capitalization during the relevant periods. The gain related to the change in the estimated fair value of our Harvard Success Payments was $0.1 million for the six months ended June 30, 2026, compared to an expense of $0.4 million for the same period in 2025. The changes in value were primarily due to changes in our common stock price during the relevant periods. The expense related to the change in the estimated fair value of our Cobalt Contingent Consideration was $27.1 million for the six months ended June 30, 2026 compared to $8.2 million for the same period in 2025. The changes in value were due primarily to changes in the timing and probability of the achievement of milestones during the relevant periods.

General and administrative expenses

General and administrative expenses were $10.8 million and $22.2 million for the three and six months ended June 30, 2026, respectively, compared to $10.3 million and $21.8 million for the same periods in 2025, respectively.

The increases for each of the three and six months ended June 30, 2026 and 2025 were primarily due to increases in facility and other allocated costs.

Impairment of long-lived assets

Impairment of long-lived assets was $44.6 million for the three and six months ended June 30, 2025. There was no impairment of long-lived assets for the three and six months ended June 30, 2026. See Note 11, Impairment of long-lived assets to our condensed consolidated financial statements included elsewhere in this Quarterly Report for additional information.

Interest income, net

Interest income, net, was $1.1 million and $2.1 million for the three and six months ended June 30, 2026, respectively, compared to $0.6 million and $1.6 million for the same periods in 2025, respectively, and consisted primarily of interest earned on our cash and marketable securities balances.

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