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Aptevo Therapeutics Inc.

For the period ended Jun 30, 2026. Filed Aug 14, 2026.

View on SEC.gov

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 14, 2026

APVO$1.24-2.4%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2026-03-31; filed 2026-05-13.

0001193125-26-221661

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2026-06-30; filed 2026-08-14.

0001193125-26-350559

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 95 previous paragraphs and 88 current paragraphs.

57 unchanged; 17 reworded; 14 added; 20 removed; 1 previous and 0 current paragraphs rearranged.

Tables are not compared: 3 previous and 3 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (14)

Current report

Continued to advance the Phase 1b/2 RAINIER trial evaluating mipletamig in combination with venetoclax and azacitidine in frontline AML, with ongoing dose optimization activities supporting selection of a recommended Phase 2 dose.

Current report

Appointed Mary J. Janatpour, Ph.D., as Senior Vice President and Chief Scientific Officer to lead research and preclinical development and support advancement of the Company’s oncology pipeline.

Current report

Received a $1.5 million research grant from the Andy Hill Cancer Research Endowment (CARE) Fund to support IND-enabling activities for APVO451, the Company’s nectin-4-targeted trispecific immunotherapy candidate for solid tumors.

Current report

Entered into a 50/50 collaboration with Niowave to develop up to three radiopharmaceutical oncology programs; in connection with the collaboration, Niowave made an equity investment in the Company at closing.

Current report

General and administrative expenses decreased by $0.2 million from $2.9 million for the three months ended June 30, 2025 to $2.7 million for the three months ended June 30, 2026. General and administrative expenses were $5.7 million for the six months ended June 30, 2026 and 2025. The decrease was primarily due to lower employee costs.

Current report

In addition, for the six months ended June 30, 2026, we paid $0.7 million of commitment fees to Yorkville in connection with the two SEPAs, compared to $0.1 million for the six months ended June 30, 2025.

Current report

On August 12, 2026, we entered into the Securities Purchase Agreement and Warrant Inducement Letters that included a standstill on our use of the First and Second SEPA to raise additional capital from the date of such agreements until 12 months after the date on which we obtain stockholder approval for the issuance of the Inducement Warrants and the PIPE Warrants (the “Stockholder Approval Date”). As such we will not have access to the First and Second SEPA for capital raising purposes until 12 months following the date on which stockholder approval is obtained.

Current report

On August 12, 2026, we entered into the Securities Purchase Agreement and Warrant Inducement Letters that included a standstill on our use of the ATM Agreement to raise additional funds from the date of such agreements until 12 months after the Stockholder Approval Date. As such we may not have access to the ATM Agreement for capital raising purposes when capacity becomes available after October 2026.

Current report

(1) The 2026 August common warrants and inducement warrants are exercisable upon the receipt of stockholder approval.

Current report

On May 25, 2026, Aptevo entered into the Niowave Collaboration Agreement to develop radiopharmaceutical product candidates combining our proprietary molecules with Niowave’s radioisotopes. Additionally, we entered into a Stock Purchase Agreement pursuant to which Niowave purchased 98,522 shares of our common stock and 53,201 common warrants for aggregate gross proceeds of $500,000. The Stock Purchase Agreement also provides Niowave the right, but not the obligation, to purchase up to 97,373 additional shares of our common stock in the future at prevailing market prices, subject to specified conditions and an aggregate beneficial ownership limitation of 19.99% of our outstanding common stock. Any future issuance of shares under this right would depend on Niowave’s election to purchase such shares and the satisfaction of the applicable conditions under the agreement.

Current report

On June 29, 2026, Aptevo entered into a grant award agreement with the Andy Hill Cancer Research Endowment (CARE) Fund, a grantmaking entity of the State of Washington, to support IND-enabling studies for APVO451, the Company’s novel trispecific antibody for solid tumor immunotherapy. Under the agreement, the Company is eligible to receive reimbursement of allowable costs up to approximately $1.5 million during the grant period, which extends from June 2026 through June 2028. Payments under the agreement are made on a reimbursement basis for eligible costs incurred during the grant period and are subject to the Company’s continued compliance with the agreement, including progress toward agreed-upon milestones, submission of annual progress and financial reports, documentation of eligible expenditures, and satisfaction of non-state matching contribution requirements. The agreement requires the Company to demonstrate at least a one-to-one use of non-state matching contributions in relation to grant payments. Reimbursement requests are subject to documentation requirements and review by the grantor or its administrator.

Current report

our radiopharmaceutical programs rely on radioisotope supply and complex manufacturing, which could delay development or commercialization;
Removed paragraphs (20)

Previous report

RAINIER trial on track for completion and Phase 2 dose selection by year end.

Previous report

Mipletamig continues to generate strong data in frontline acute myeloid leukemia (AML) in combination with venetoclax + azacitidine. Across 31 evaluable patients (includes data through RAINIER Cohort 5, plus 4 patients from the previously completed dose expansion trial), the data has demonstrated continued efficacy, including:

Previous report

87% clinical benefit rate* demonstrates broad anti-leukemia activity and blast reduction across response categories

Previous report

81% CR or CRi (remission), compared to 66.4% in the Phase 3 VIALE-A trial

Previous report

65% achieved CR (complete remission), compared to 37% in the Phase 3 VIALE-A trial

Previous report

No cytokine release syndrome (CRS), a common and often dose-limiting toxicity associated with similar therapies, has been observed in frontline patients to date

Previous report

The data also show that 52% of patients who achieved CR/CRi had blast reductions that reached the important measurable residual disease-negative level, a result that is typically associated with stronger, more durable responses.

Previous report

As the dataset continues to expand, efficacy and safety outcomes continue to deliver favorable results, further supporting mipletamig’s potential in the frontline setting.

Previous report

*Clinical benefit rate: complete remission (CR), complete remission with incomplete hematologic recovery (CRi), and partial remission (PR).

Previous report

**Phase 3 VIALE-A trial evaluating venetoclax plus azacitidine in frontline intent-to-treat AML patients who were ineligible for intensive induction chemotherapy, the reported composite CR/CRi rate was 66.4%, and the CR rate was 37% (DiNardo et al., New England Journal of Medicine, 2020).

Previous report

Completed Leadership Transitions; Company poised for a Defining Year: Aptevo entered 2026 with purposeful momentum, highlighted by a planned executive leadership transition designed to support the Company’s next phase of growth. Jeff Lamothe was appointed President and Chief Executive Officer, while Marvin White transitioned to Executive Chair. The move reflects continuity in strategy while positioning the organization for focused execution across clinical development, capital strategy, and long-term value creation.

Previous report

Q1 2026 Cash Position: Aptevo had cash and cash equivalents totaling $14.5 million as of March 31, 2026. During the first quarter of 2026, the company raised $0.9 million, net, under the company’s Standby Equity Purchase Agreements (SEPAs) with Yorkville.

Previous report

Enhanced Financial Flexibility Supports Upcoming Catalysts: During the quarter, Aptevo secured a $60 million SEPA, providing meaningful access to capital and extending financial flexibility as the company advances toward planned milestones. Management believes the facility better positions Aptevo to execute strategically, support ongoing development programs, and approach future opportunities from a position of greater strength.

Previous report

General and administrative expenses was $2.8 million for each of the three months ended March 31, 2026 and 2025.
Reworded paragraphs (17)

Previous wording

Comparison of the three months ended March 31, 2026 and 2025

Current wording

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

Previous wording

50% shared costs incurred under the Collaboration Agreement with Alligator;

Current wording

50% shared costs incurred under the collaboration agreements with Alligator and Niowave;

Previous wording

Our research and development expenses by program for the three months ended March 31, 2026 and 2025 are shown in the following table:

Current wording

Our research and development expenses by program for the three and six months ended June 30, 2026 and 2025 are shown in the following table:

Previous wording

Research and development expenses increased by $0.3 million, from $3.6 million for the three months ended March 31, 2025 to $3.9 million for the three months ended March 31, 2026. The increase was primarily due to increased mipletamig and employee costs. This was offset by lower expenses for ALG.APV-527 as we concluded the dose escalation trial.

Current wording

Research and development expenses increased by $0.4 million from $3.3 million for the three months ended June 30, 2025 to $3.7 million for the three months ended June 30, 2026. Research and development expenses increased by $0.6 million, from $7.0 million for the six months ended June 30, 2025 to $7.6 million for the six months ended June 30, 2026. The increase was primarily due to higher mipletamig clinical study costs, preclinical projects testing costs, and consulting fees, offset by lower costs on ALG.APV-527.

Previous wording

Other income, net consists primarily of interest income from our cash equivalents and short term rental income. Other income, net was $0.1 million for each of the three months ended March 31, 2026 and 2025.

Current wording

Other income, net consists primarily of interest income from our cash equivalents and short term rental income. Other income, net was $0.1 million for the three months ended June 30, 2026 and $0.02 million for the three months ended June 30, 2025. Other income, net was $0.2 million for the six months ended June 30, 2026 and $0.1 million the six months ended June 30, 2025. The increase was primarily due to higher interest income from our money market accounts.

Previous wording

The following table provides information regarding our cash flows for the three months ended March 31, 2026 and 2025:

Current wording

The following table provides information regarding our cash flows for the six months ended June 30, 2026 and 2025:

Previous wording

Net cash used in operating activities of $8.0 million for the three months ended March 31, 2026 was primarily due to our net loss of $6.7 million for the period and changes in working capital accounts. Net cash used in operating activities of $6.6 million for the three months ended March 31, 2025 was primarily due to our net loss of $6.4 million for the period and changes in working capital accounts.

Current wording

Net cash used in operating activities of $13.4 million for the six months ended June 30, 2026 was primarily due to our net loss of $13.1 million for the period and changes in working capital accounts. Net cash used in operating activities of $13.7 million for the six months ended June 30, 2025 was primarily due to our net loss of $12.6 million for the period and changes in working capital accounts.

Previous wording

Net cash provided by financing activities of $0.9 million for the three months ended March 31, 2026 was primarily due to the issuance of common stock pursuant to the SEPAs. Net cash provided by financing activities was $0 million for the three months ended March 31, 2025.

Current wording

Net cash provided by financing activities of $1.6 million for the six months ended June 30, 2026 was primarily due to the issuance of common stock pursuant to the SEPAs and the Stock Purchase Agreement with Niowave. Net cash provided by financing activities of $14.4 million for the six months ended June 30, 2025 was primarily due to issuance of common stock.

Previous wording

On June 16, 2025, we entered into the First SEPA with Yorkville. Pursuant to the First SEPA, the Company has the right, but not the obligation, to issue and sell to Yorkville from time to time up to $25.0 million of the Company’s common stock during the 36 months following the execution of the First SEPA, subject to the restrictions and satisfaction of the conditions in the First SEPA. As consideration for Yorkville’s irrevocable commitment to purchase the shares of common stock up to the First Commitment Amount, the Company paid a structuring fee in the amount of $25,000 to Yorkville, and the Company has agreed to pay a commitment fee to Yorkville in an amount equal to 2.00% of the First Commitment Amount in five equal installments. Pursuant to the First SEPA, we will not sell shares of our common stock to Yorkville that would result in the beneficial ownership of Yorkville and its affiliates (on an aggregated basis) exceeding 9.99% of our then outstanding common stock. For the three months ended March 31, 2026, the Company issued 0.1 million shares of common stock to Yorkville under the First SEPA for aggregate gross proceeds of $0.7 million. As March 31, 2026, the remaining availability under the First SEPA was $7.9 million. We filed a Registration Statement on Form S-1 for 6.9 million shares under the First SEPA on October 1, 2025. A subsequent Form S-1 may be needed to access additional shares under First SEPA.

Current wording

On June 16, 2025, we entered into the First SEPA with Yorkville. Pursuant to the First SEPA, the Company has the right, but not the obligation, to issue and sell to Yorkville from time to time up to $25.0 million of the Company’s common stock during the 36 months following the execution of the First SEPA, subject to the restrictions and satisfaction of the conditions in the First SEPA. As consideration for Yorkville’s irrevocable commitment to purchase the shares of common stock up to the First Commitment Amount, the Company paid a structuring fee in the amount of $25,000 to Yorkville, and the Company has agreed to pay a commitment fee to Yorkville in an amount equal to 2.00% of the First Commitment Amount in five equal installments. Pursuant to the First SEPA, we will not sell shares of our common stock to Yorkville that would result in the beneficial ownership of Yorkville and its affiliates (on an aggregated basis) exceeding 9.99% of our then outstanding common stock. For the six months ended June 30, 2026, the Company issued 0.11 million shares of common stock to Yorkville under the First SEPA for aggregate net proceeds of $0.7 million. As of June 30, 2026, the remaining availability under the First SEPA was $7.9 million. Such availability remains subject to certain restrictions and the satisfaction of specified conditions under the First SEPA, including a 9.99% beneficial ownership limitation. We filed a Registration Statement on Form S-1 for 6.9 million shares under the First SEPA on October 1, 2025. A subsequent Form S-1 may be needed to access additional shares under the First SEPA.

Previous wording

On January 8, 2026, we entered into the Second SEPA with Yorkville, pursuant to which the Company has the right, but not the obligation, to issue and sell to Yorkville from time to time up to $60.0 million of our common stock during the 36 months following the execution of the Second SEPA, subject to the restrictions and satisfaction of the conditions in the Second SEPA. The Company paid a structuring fee in the amount of $25,000 to Yorkville, and the Company has agreed to pay a commitment fee to Yorkville in an amount equal to 2.00% of the Second Commitment Amount in five equal installments. The Company has the option to pay the fourth and fifth installments in either cash or shares of common stock. Pursuant to the Second SEPA, we will not sell shares of our common stock to Yorkville that would result in the beneficial ownership of Yorkville and its affiliates (on an aggregated basis) exceeding 9.99% of our then outstanding common stock. For the three months ended March 31, 2026, the Company issued 0.1 million shares of common stock to Yorkville under the Second SEPA for aggregate gross proceeds of $0.6 million. As of March 31, 2026, the remaining availability under the Second SEPA was $59.4 million. We filed a Registration Statement on Form S-1 for 7.1 million shares under the Second SEPA agreement on January 28, 2026, which represents approximately $34.3 million based on the closing price as of May 11, 2026.

Current wording

On January 8, 2026, we entered into the Second SEPA with Yorkville, pursuant to which the Company has the right, but not the obligation, to issue and sell to Yorkville from time to time up to $60.0 million of our common stock during the 36 months following the execution of the Second SEPA, subject to the restrictions and satisfaction of the conditions in the Second SEPA. The Company paid a structuring fee in the amount of $25,000 to Yorkville, and the Company has agreed to pay a commitment fee to Yorkville in an amount equal to 2.00% of the Second Commitment Amount in five equal installments. The Company has the option to pay the fourth and fifth installments in either cash or shares of common stock. Pursuant to the Second SEPA, we will not sell shares of our common stock to Yorkville that would result in the beneficial ownership of Yorkville and its affiliates (on an aggregated basis) exceeding 9.99% of our then outstanding common stock. For the six months ended June 30, 2026, the Company issued 0.2 million shares of common stock to Yorkville under the Second SEPA for aggregate net proceeds of $1.1 million. As of June 30, 2026, the remaining availability under the Second SEPA was $58.9 million. Such availability remains subject to certain restrictions and the satisfaction of specified conditions under the Second SEPA, including a 9.99% beneficial ownership limitation. We filed a Registration Statement on Form S-1 for 7.1 million shares under the Second SEPA agreement on January 28, 2026, which represents approximately $24.8 million based on the closing price as of August 12, 2026.

Previous wording

On April 28, 2025, we entered the ATM Agreement with Roth, pursuant to which the Company may offer and sell up to $50 million of its common stock from time to time through Roth. The compensation to Roth for the shares sold pursuant to the ATM Agreement will be an amount equal to 3.0% of the gross sales price of the shares sold under the ATM Agreement. The sale of such shares of common stock by Roth will be effected under the Company’s existing shelf Registration Statement on Form S-3, which was declared effective on February 26, 2025. We did not sell any shares under the ATM Agreement during the three months ended

Current wording

On April 28, 2025, we entered the ATM Agreement with Roth, pursuant to which we may offer and sell up to $50 million of its common stock from time to time through Roth. The compensation to Roth for the shares sold pursuant to the ATM Agreement will be an amount equal to 3.0% of the gross sales price of the shares sold under the ATM Agreement. The sale of such shares of common stock by Roth will be effected under the Company’s existing shelf Registration Statement on Form S-3, which was declared effective on February 26, 2025. We did not sell any shares under the ATM Agreement during the three months ended June 30, 2026. There is currently no remaining availability under the ATM Agreement due to the limitations of General Instruction I.B.6. Additional capacity is expected to become available after October 2026.

Previous wording

On February 14, 2025, we filed a Registration Statement on Form S-3 covering the offering, issuance, and sale up to $100 million in common stock, preferred stock, and various series of debt securities and/or warrants to purchase any of such securities, which included the unsold securities from the prior registration statement. On June 20, 2025, we filed the latest amendment to the prospectus supplement to the Registration Statement on Form S-3 filed on February 14, 2025 pursuant to General Instruction I.B.6 of Form S-3, which updates the amount of shares that we are eligible to sell under the ATM Agreement to $8.0 million. So long as the aggregate market value of our common stock held by non-affiliates is less than $75 million, we will not sell shares under the ATM Agreement with a value of more than one-third of the aggregate market value of our common stock held by non-affiliates in any 12-month period due to the limitations of General Instruction I.B.6 of Form S-3 and the current public float of our common stock. If our public float increases such that we may sell additional amounts under the ATM Agreement and the prospectus, we will file another amendment to the prospectus supplement prior to making additional sales. The limitations of General Instruction I.B.6 do not apply to sales of our shares under the SEPAs with Yorkville as the sales of such shares were registered under a separate registration statement on Form S-1.

Current wording

On February 14, 2025, we filed a Registration Statement on Form S-3 covering the offering, issuance, and sale up to $100 million in common stock, preferred stock, and various series of debt securities and/or warrants to purchase any of such securities, which included the unsold securities from the prior registration statement. On June 20, 2025, we filed the latest amendment to the prospectus supplement to the Registration Statement on Form S-3 filed on February 14, 2025 pursuant to General Instruction I.B.6 of Form S-3, which updates the amount of shares that we are eligible to sell under the ATM Agreement to $8.0 million. So long as the aggregate market value of our common stock held by non-affiliates is less than $75 million, we will not sell shares under the ATM Agreement with a value of more than one-third of the aggregate market value of our common stock held by non-affiliates in any 12-month period due to the limitations of General Instruction I.B.6 of Form S-3 and the current public float of our common stock. If our public float increases such that we may sell additional amounts under the ATM Agreement and the prospectus, we will file another amendment to the prospectus supplement prior to making additional sales. The limitations of General Instruction I.B.6 do not apply to sales of our shares under the SEPAs with Yorkville as the sales of such shares were registered under a separate registration statement on Form S-1. In May 2026, the SEC proposed amendments to the registered offering framework that, if adopted, would expand eligibility to use Form S‑3 and eliminate the limitations currently applicable to smaller issuers under General Instruction I.B.6.

Previous wording

We have an aggregate of 676,968 common warrants outstanding with exercise prices ranging from $11.70 to $363,369.60 per share. For additional information on our currently outstanding warrants, see the table below.

Current wording

As of August 13, 2026, we have an aggregate of 6,058,397 common warrants outstanding with exercise prices ranging from $4.03 to $363,369.60 per share. For additional information on our currently outstanding warrants, see the table below.

Previous wording

We have financed our operations to date primarily through royalty and purchase agreements with various partners, sale of business products and segments, public offerings of our common stock, loan proceeds, milestone payments, research and development funding from strategic partners, revenue generated from our previously owned commercial products, and funds received at the date of our spin-off from Emergent. We had cash and cash equivalents of $14.5 million and an accumulated deficit of $281.9 million as of March 31, 2026.

Current wording

We have financed our operations to date primarily through royalty and purchase agreements with various partners, sale of business products and segments, public offerings of our common stock, loan proceeds, milestone payments, research and development funding from strategic partners, revenue generated from our previously owned commercial products, and funds received at the date of our spin-off from Emergent. We had cash and cash equivalents of $ 9.8 million and an accumulated deficit of $288.3 million as of June 30, 2026.

Previous wording

For the three months ended March 31, 2026, net cash used in our operating activities was $8.0 million.

Current wording

For the six months ended June 30, 2026, net cash used in our operating activities was $13.4 million.

Previous wording

Our future success is dependent on our ability to fund and develop our product candidates. We anticipate that we will continue to incur significant operating losses for the next several years as we incur expenses to continue to execute on our development strategy to advance our preclinical and clinical stage assets. We will not generate revenues from our development stage product candidates unless and/or until we or our collaborators successfully complete development and obtain regulatory approval for such product candidates, which we expect will take a number of years and is subject to significant uncertainty. If we obtain regulatory approval for one of our development stage product candidates, we expect to incur significant commercialization expenses related to sales, marketing, manufacturing and distribution, to the extent that such costs are not paid by collaborators. We do not have sufficient cash to complete the clinical development of any of our development stage product candidates and will require additional funding in order to complete the development activities required for regulatory approval of such product candidates. We will require substantial additional funds to continue our development programs and to fulfill our planned operating goals.

Current wording

Our future success is dependent on our ability to fund and develop our product candidates. We anticipate that we will continue to incur significant operating losses for the next several years as we incur expenses to continue to execute on our development strategy to advance our preclinical and clinical stage assets. We will not generate revenues from our development stage product candidates unless and/or until we or our collaborators successfully complete development and obtain regulatory approval for such product candidates, which we expect will take a number of years and is subject to significant uncertainty. If we obtain regulatory approval for one of our development stage product candidates, we expect to incur significant commercialization expenses related to sales, marketing, manufacturing and distribution, to the extent that such costs are not paid by collaborators. We do not have sufficient cash to complete the clinical development of any of our development stage product candidates and will require additional funding in order to complete the development activities required for regulatory approval of such product candidates. We will require substantial additional funds to continue our development programs and to fulfill our planned operating goals, and our existing cash resources are not expected to be sufficient to fund operations for at least one year from the date the financial statements are issued.

Previous wording

our ability to maintain compliance with Nasdaq’s continued listing requirements;

Current wording

our ability to maintain compliance with Nasdaq’s continued listing requirements, including the recently approved proposal to maintain a market value of listed securities of at least $5.0 million;
Rearranged previous paragraphs (1)

Previous report — wording carried elsewhere

March 31, 2026. There is currently no remaining availability under the ATM Agreement due to the limitations of General Instruction I.B.6. Additional capacity is expected to become available after October 2026.