Sana Biotechnology, Inc.
For the period ended Sep 30, 2026. Filed Nov 5, 2026.
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Sep 30, 2026 · Filed Nov 5, 2026
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10. Commitments and contingencies
Lease commitments
The Company’s lease portfolio primarily comprises operating leases for office, laboratory, and manufacturing space. These leases contain various rent abatement periods, after which they require monthly lease payments that may be subject to annual increases throughout the lease term. Certain leases include options to extend the term. The renewal option is considered in the remaining lease term for the lease only when the Company is reasonably certain it will renew the lease. Certain leases provide the Company with the right to make tenant improvements, including the addition of laboratory space or build-out of manufacturing capabilities, and include a lease incentive allowance.
In June 2022, the Company entered into a lease agreement for 79,565 square feet of office, laboratory, and manufacturing space located in Bothell, Washington. The initial term of the lease expires in February 2039, withthe option to extend the lease for up to three additional five-year terms. The lease agreement also provides for up to $19.9 million for reimbursement of tenant improvements, as well as an additional $8.0 million loan for tenant improvements, available at the Company’s election (the Tenant Improvement Loan). The Company elected to receive the Tenant Improvement Loan in the second quarter of 2024 and is obligated to repay to the landlord monthly over the initial term of the lease with interest at a rate of 6.5% per year. As of September 30, 2026, $0.4 million was included in accrued expenses and other current liabilities and $6.7 million was included in other non-current liabilities. The Company is obligated to pay base rent of approximately $68.8 million over the initial term of the lease. In accordance with the lease agreement, the Company has obtained a letter of credit in the amount of $1.6 million.
In the second quarter of 2025, the Company recognized non-cash impairment losses for the operating lease right-of-use (ROU) asset, construction in progress, and laboratory equipment for the Bothell facility, and for the operating lease ROU assets, leasehold improvements, and laboratory equipment for the Seattle facility. The Company also recognized additional non-cash impairment losses for other long-lived assets. Refer to Note 11, Impairment of long-lived assets for further information.
In the third quarter of 2026, the Company entered into an amendment to the lease agreement for its facilities in South San Francisco, California, pursuant to which it terminated the lease with respect to a portion of the premises, effective as of April 30, 2027. In connection with the amendment, the Company paid a termination fee of approximately $3.8 million during the third quarter of 2026. The amendment was accounted for as a modification of the existing operating lease. As a result of the modification, the Company remeasured the operating lease liability and corresponding operating lease ROU asset during the third quarter of 2026, resulting in reductions of approximately $12.0 million to each of the operating lease liability and operating lease ROU asset.
The following table contains additional information related to the Company’s operating leases as of September 30, 2026:
| Location | Use | Approximate Square Footage | Commencement Dates | Expiration Dates |
|---|---|---|---|---|
| Seattle, WA | Office/Laboratory | 48,000 | March 2019 to September 2020 | December 2026 to April 2028 |
| Cambridge, MA | Office/Laboratory | 56,000 | March 2019 to January 2020 | February 2028 to June 2028 |
| South San Francisco, CA | Office/Laboratory | 99,000 | December 2019 to April 2022 | April 2027 to April 2030 |
| Bothell, WA | Office/Laboratory/Manufacturing | 80,000 | January 2023 | January 2039 |
Throughout the term of each lease agreement, the Company is responsible for paying, in addition to base rent, certain operating costs, such as common area maintenance, taxes, utilities, and insurance. These additional charges are considered variable lease costs and are recognized in the period in which the costs are incurred.
The following table summarizes the Company’s lease costs:
| Three Months Ended September 30, | Nine Months Ended September 30, | |||
|---|---|---|---|---|
| 2026 | 2025 | 2026 | 2025 | |
| (in thousands) | ||||
| Operating lease cost | $4,553 | $4,478 | $13,467 | $20,558 |
| Short-term lease cost | 733 | 846 | 2,072 | 2,827 |
| Variable lease cost | 2,261 | 2,243 | 6,637 | 6,238 |
| Total lease cost | $7,547 | $7,567 | $22,176 | $29,623 |
As of September 30, 2026, the weighted-average remaining lease term was 7.8 years, and the weighted-average incremental borrowing rate was 11.4%.
The following table reconciles the Company’s undiscounted operating lease cash flows by fiscal year to the present value of the operating lease liabilities as of September 30, 2026 (in thousands):
| 2026 (remaining 3 months) | $5,663 |
| 2027 | 16,449 |
| 2028 | 9,534 |
| 2029 | 7,431 |
| 2030 | 5,496 |
| 2031 and thereafter | 40,943 |
| Total undiscounted lease payments | 85,516 |
| Less: imputed interest | (31,676) |
| Present value of operating lease liabilities | 53,840 |
| Less: current portion of operating lease liabilities | $(13,316) |
| Operating lease liabilities, net of current portion | $40,524 |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.