Sana Biotechnology, Inc.
For the period ended Sep 30, 2026. Filed Nov 5, 2026.
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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.
Sep 30, 2026 · Filed Nov 5, 2026
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Results of operations
Comparison of the three and nine months ended September 30, 2026 and 2025
The following table summarizes our results of operations for the periods presented:
| Three Months Ended September 30, | Nine Months Ended September 30, | |||||
|---|---|---|---|---|---|---|
| 2026 | 2025 | Change | 2026 | 2025 | Change | |
| (in thousands) | ||||||
| Operating expenses: | ||||||
| Research and development | $33,930 | $30,106 | $3,824 | $93,378 | $97,056 | $(3,678) |
| Research and development related success payments and contingent consideration | (63,379) | 3,124 | (66,503) | (31,033) | 15,343 | (46,376) |
| General and administrative | 10,943 | 10,285 | 658 | 33,183 | 32,110 | 1,073 |
| Impairment of long-lived assets | - | - | - | - | 44,611 | (44,611) |
| Total operating expenses | (18,506) | 43,515 | (62,021) | 95,528 | 189,120 | (93,592) |
| Income (loss) from operations | 18,506 | (43,515) | 62,021 | (95,528) | (189,120) | 93,592 |
| Interest income, net | 1,219 | 1,003 | 216 | 3,299 | 2,572 | 727 |
| Other income, net | 676 | 360 | 316 | 1,785 | 1,207 | 578 |
| Net income (loss) | $20,401 | $(42,152) | $62,553 | $(90,444) | $(185,341) | $94,897 |
Research and development expenses
The following table summarizes the components of our research and development expenses for the periods presented:
| Three Months Ended September 30, | |||
|---|---|---|---|
| 2026 | 2025 | Change | |
| (in thousands) | |||
| Third-party manufacturing | $3,469 | $1,477 | $1,992 |
| Research, development, and laboratory | 6,444 | 5,219 | 1,225 |
| Facility and other allocated costs | 11,304 | 11,039 | 265 |
| Personnel | 11,792 | 11,652 | 140 |
| Other | 921 | 719 | 202 |
| Total research and development expense | $33,930 | $30,106 | $3,824 |
Research and development expenses were $33.9 million and $30.1 million for the three months ended September 30, 2026 and 2025, respectively. The increase of $3.8 million was primarily due to:
a net $2.0 million increase in third-party manufacturing costs at CDMOs reflecting increased costs related to our SC451 and SG293 programs, partially offset by costs associated with the suspended allogeneic CAR T programs incurred in the three months ended September 30, 2025 that did not recur in 2026; and
a $1.9 million increase in laboratory costs related to our SC451 program.
This increase was partially offset by a net $0.5 million decrease in clinical development costs reflecting costs associated with the suspended allogeneic CAR T programs incurred in the three months ended September 30, 2025 that did not recur in 2026, partially offset by increased costs related to our SC451 and SG293 programs.
The following table summarizes the components of our research and development expenses for the periods presented:
| Nine Months Ended September 30, | |||
|---|---|---|---|
| 2026 | 2025 | Change | |
| (in thousands) | |||
| Personnel | $36,003 | $42,761 | $(6,758) |
| Facility and other allocated costs | 32,099 | 35,050 | (2,951) |
| Research, development, and laboratory | 15,595 | 11,951 | 3,644 |
| Third-party manufacturing | 6,651 | 5,460 | 1,191 |
| Other | 3,030 | 1,834 | 1,196 |
| Total research and development expense | $93,378 | $97,056 | $(3,678) |
Research and development expenses were $93.4 million and $97.1 million for the nine months ended September 30, 2026 and 2025, respectively. The decrease of $3.7 million was primarily due to:
a $6.8 million decrease in personnel-related expenses, including non-cash stock-based compensation, primarily due to lower average research and development headcount; and
a $3.0 million decrease in facility and other allocated costs.
This decrease was partially offset by:
a $4.7 million increase in laboratory costs related to our SC451 program; and
a net $1.2 million increase in third-party manufacturing costs at CDMOs reflecting increased costs related to our SC451 and SG293 programs, partially offset by costs associated with the suspended allogeneic CAR T programs incurred in the nine months ended September 30, 2025 that did not recur in 2026.
Research and development related success payments and contingent consideration
The following table summarizes the expenses (gains) associated with research and development related success payments and contingent consideration for the periods presented:
| Three Months Ended September 30, | |||
|---|---|---|---|
| 2026 | 2025 | Change | |
| (in thousands) | |||
| Cobalt success payment | $(7,629) | $4,822 | $(12,451) |
| Harvard success payments | (282) | 293 | (575) |
| Contingent consideration | (55,468) | (1,991) | (53,477) |
| Total research and development related success payments and contingent consideration | $(63,379) | $3,124 | $(66,503) |
The gain related to the change in the estimated fair value of our Cobalt Success Payment was $7.6 million for the three months ended September 30, 2026, compared to an expense of $4.8 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 $0.3 million for the three months ended September 30, 2026, compared to an expense of $0.3 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 gain related to the change in the estimated fair value of our Cobalt Contingent Consideration was $55.5 million for the three months ended September 30, 2026, compared to $2.0 million for the same period in 2025. The change in value for the three months ended September 30, 2026 was primarily due to the impact of the August 2026 amendment to our Cobalt acquisition agreement, which modified the Cobalt Contingent Consideration, including the applicable payment triggers and timing and amount of certain payments. The change in value for the three months ended September 30, 2025 was primarily due to changes in the timing and probability of the achievement of milestones.
The following table summarizes the expenses (gains) associated with research and development related success payments and contingent consideration for the periods presented:
| Nine Months Ended September 30, | |||
|---|---|---|---|
| 2026 | 2025 | Change | |
| (in thousands) | |||
| Cobalt success payment | $(2,285) | $8,538 | $(10,823) |
| Harvard success payments | (387) | 632 | (1,019) |
| Contingent consideration | (28,361) | 6,173 | (34,534) |
| Total research and development related success payments and contingent consideration | $(31,033) | $15,343 | $(46,376) |
The gain related to the change in the estimated fair value of our Cobalt Success Payment was $2.3 million for the nine months ended September 30, 2026, compared to an expense of $8.5 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 $0.4 million for the nine months ended September 30, 2026, compared to an expense of $0.7 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 gain related to the change in the estimated fair value of our Cobalt Contingent Consideration was $28.4 million for the nine months ended September 30, 2026, compared to an expense of $6.2 million for the same period in 2025. The change in value for the nine months ended September 30, 2026 was primarily due to the impact of the August 2026 amendment to our Cobalt acquisition agreement, which modified the Cobalt Contingent Consideration, including the applicable payment triggers and timing and amount of certain payments. The change in value for the nine months ended September 30, 2025 was primarily due to changes in the timing and probability of the achievement of milestones.
General and administrative expenses
General and administrative expenses were $10.9 million and $33.2 million for the three and nine months ended September 30, 2026, respectively, compared to $10.3 million and $32.1 million for the same periods in 2025, respectively.
The increases for each of the three and nine months ended September 30, 2026 and 2025 were primarily due to increases in facility costs.
Impairment of long-lived assets
Impairment of long-lived assets was $44.6 million for the nine months ended September 30, 2025. There was no impairment of long-lived assets for the three and nine months ended September 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 $1.2 million and $3.3 million for the three and nine months ended September 30, 2026, respectively, compared to $1.0 million and $2.6 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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