Jasper Therapeutics, Inc.
For the period ended Mar 31, 2026. Filed May 14, 2026.
View on SEC.govAbout 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.
Mar 31, 2026 · Filed May 14, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-09-30; filed 2025-11-10.
0001213900-25-107884
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-03-31; filed 2026-05-14.
0001213900-26-056595
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe 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 126 previous paragraphs and 87 current paragraphs.
51 unchanged; 26 reworded; 10 added; 41 removed; 8 previous and 0 current paragraphs rearranged.
Tables are not compared: 88 previous and 110 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 (10)
Current report
The conclusions reached as a result of the investigation were supported by expert panels comprised of key opinion leaders in clinical development and antibody manufacturing experts that reviewed the findings and provided clinical operations and development recommendations on patient enrollment processes that are being integrated into the planned Phase 2b/3 CSU study to increase the likelihood that CSU patients enrolled in the study would be more likely to have mast cell driven disease.
Current report
Highlights of the clinical efficacy observed in CSU and CIndU participants for the OLE study released in January 2026 were as follows:
Current report
Across both CSU and CIndU participants in the OLE study, briquilimab continued to demonstrate a favorable safety profile:
Current report
The positive proof of concept data generated in the ETESIAN study supports further development in the broader asthma population, however, advancing any future clinical studies in asthma would be based on an evaluation of the competitive landscape, the potential for strategic partnerships and capital availability.
Current report
NM = Not meaningful
Current report
NM = Not meaningful
Current report
Research and development expenses decreased by $10.4 million, from $16.2 million for the three months ended March 31, 2025 to $5.8 million for the three months ended March 31, 2026.
Current report
At the program level, the decrease in clinical program expenses was primarily driven by decreased costs related to the asthma program, briquilimab platform and CMO product development and manufacturing expenses not allocated to specific programs. Enrollment in the ETESIAN study for the asthma program, which began in late 2024, was halted in July 2025. The decrease in asthma program expenses during the three months ended March 31, 2026 was further impacted by reductions in previously accrued CRO investigator grant costs following the reconciliation and close-out of the study. We substantially discontinued the SCID program in 2025 and MDS/AML program in late 2024 and do not expect to incur significant costs related to these programs in the future.
Current report
Total other income, net increased by $9.2 million, from $0.6 million for the three months ended March 31, 2025 to $9.8 million for the three months ended March 31, 2026.
Current report
There were no cash flows from financing activities for each of the three months ended March 31, 2026 and 2025.
Removed paragraphs (41)
Previous report
CSU - BEACON Study
Previous report
We commenced the Phase 1b/2a BEACON study in CSU in late 2023 and in January 2025, we presented positive preliminary data as of December 31, 2024 from the first 8 dosing cohorts in the study (10mg, 40mg, 80mg Q8W, 120mg Q8W, 120mg Q12W, 180mg Q8W, 180mg Q12W, and 240mg single-dose). Average patient duration on study as of the cutoff date for the data presented was approximately 28 weeks. Highlights of the data are as follows:
Previous report
In July 2025, we reported updated data from the Phase 1b/2a BEACON study in CSU with updates on the 240mg and 360 mg single dose cohorts as well as the 240mg Q8W and the 240mg followed by 180mg Q8W cohorts. Highlights of that update are as follows:
Previous report
In September 2025, we provided an update on the ongoing investigation into the confounded efficacy results reported in July 2025 from the 240mg Q8W and the 240mg followed by 180mg Q8W cohorts of the BEACON study in CSU. Based on the work conducted to date, we believe the anomalous efficacy results in these two cohorts do not appear to be related to drug substance (“DS”) or drug product (“DP”) manufacturing or distribution processes. This conclusion reflects, among other factors:
Previous report
With no evidence of DS or DP issues, the ongoing investigation is now focused on clinical site activity, including:
Previous report
We continue to expect to complete the investigation in the fourth quarter of 2025, supported by a key opinion leader panel that will review findings and provide clinical and chemistry, manufacturing and controls recommendations for integration into the planned Phase 2b CSU study.
Previous report
CSU – Open Label Extension (OLE) Study
Previous report
We commenced an Open Label Extension study (the “OLE”) in which patients in the BEACON study in CSU and the SPOTLIGHT study in CIndU are eligible to roll over to once they have completed their initial follow up period. All patients rolling over to the OLE study are treated with a 180mg Q8W dosing regimen. Highlights of the initial CSU data update for the OLE study released in July 2025 are as follows:
Previous report
CIndU – SPOTLIGHT Study
Previous report
In early 2024, we commenced the Phase 1b/2a SPOTLIGHT study in CIndU. In October 2024, we presented positive preliminary data on the 40mg and 120mg cohorts from the study showing the following for the 6-week preliminary analysis period following dosing, as follows:
Previous report
In late 2024, we added a 180mg single dose cohort to the SPOTLIGHT study in CIndU. In June 2025, we reported positive preliminary data from the 180mg single dose cohort, the highlights of which are as follows:
Previous report
Asthma – ETESIAN Study
Previous report
In late 2024, we commenced a Phase 1b/2a study in asthma, the “ETESIAN” study, which is a single dose double-blind, placebo-controlled challenge study seeking to demonstrate proof-of-concept in asthma utilizing a potential therapeutic dose to inform future trials in the broader asthma population. The study is being conducted utilizing a single 180mg dose of subcutaneous briquilimab.
Previous report
In July 2025, we halted enrollment in the ETESIAN study due to the fact that clinical material for the ETESIAN study was supplied from a drug product lot under investigation due to an atypical lack of efficacy noted in two of the cohorts in the BEACON study in which material from that drug product lot was also used. We are investigating the drug product lot in question and expect to have the results of that investigation in the second half of 2025, at which point we will be able to determine next steps in asthma.
Previous report
Recent Developments
Previous report
On July 8, 2025, we implemented a corporate reorganization to extend our cash runway, including a workforce reduction of approximately 50% of our workforce, representing 20 employees. The reorganization was substantially completed during the third quarter of 2025. In connection with this corporate reorganization, we refined our operating plan to focus on our briquilimab clinical development programs in chronic urticaria and halted enrollment in our Phase 1b/2a ETESIAN study in asthma and halted our other clinical and preclinical programs. The total cost related to the workforce reduction was approximately $1.8 million, all of which represented cash-based expenditure related primarily to severance payments. For each of the three and nine month periods ended September 30, 2025, we recorded restructuring charges of $1.3 million and $0.5 million as research and development expenses and general and administrative expenses, respectively, in our condensed consolidated statements of operations and comprehensive loss.
Previous report
Research and development expenses decreased by $0.1 million, from $14.5 million for the three months ended September 30, 2024 to $14.4 million for the three months ended September 30, 2025.
Previous report
At the program level, the increase in clinical program expenses was primarily driven by an increase in costs for the CSU program of $0.3 million from $2.6 million for the three months ended September 30, 2024 to $2.9 million for the three months ended September 30, 2025, an increase in costs for the SCID program of $0.3 million from $0.6 million for the three months ended September 30, 2024 to $0.9 million for the three months ended September 30, 2025 and an increase in costs for the CIndU program of $0.2 million from $0.5 million for the three months ended September 30, 2024 to $0.7 million for the three months ended September 30, 2025, partially offset by decrease in costs for the MDS/AML platform of $0.5 million. CMO product development and manufacturing expenses unallocated by programs increased by $0.2 million from $2.4 million for the three months ended September 30, 2024 to $2.6 million for the three months ended September 30, 2025 due to an increase in manufacturing, packaging, and labeling costs to support clinical programs.
Previous report
Total other income, net decreased by $0.9 million, from $1.3 million for the three months ended September 30, 2024 to $0.4 million for the three months ended September 30, 2025.
Previous report
Offering costs of $2.0 million associated with the warrant liability were expensed and included in other expense, net for the three months ended September 30, 2025.
Previous report
Changes in the earnout liability and foreign currency transactions gains and losses were insignificant.
Previous report
Comparison of the Nine Months Ended September 30, 2025 and 2024
Previous report
Research and Development Expenses
Previous report
Research and development expenses increased by $15.7 million, from $36.1 million for the nine months ended September 30, 2024 to $51.7 million for the nine months ended September 30, 2025.
Previous report
Personnel-related costs, including employee payroll and related expenses, increased by $1.6 million, from $10.9 million for the nine months ended September 30, 2024 to $12.5 million for the nine months ended September 30, 2025, as a result of hiring additional employees in our research and development organization before the corporate reorganization in July 2025. Stock-based compensation expenses, included in personnel-related costs, increased by $0.3 million, from $1.3 million for the nine months ended September 30, 2024 to $1.6 million for the nine months ended September 30, 2025.
Previous report
Program costs increased by $13.8 million, from $21.1 million for the nine months ended September 30, 2024 to $34.9 million for the nine months ended September 30, 2025. Clinical program expenses primarily consisted of expenses incurred under agreements with CROs, consultants, other professional services, in vivo study costs and lab supplies. Clinical program expenses increased primarily due to an increase in CRO expenses of $5.6 million from $8.6 million for the nine months ended September 30, 2024 to $14.2 million for the nine months ended September 30, 2025 and an increase in the preclinical in vivo study costs of $2.6 million from $0.1 million for the nine months ended September 30, 2024 to $2.7 million for the nine months ended September 30, 2025.
Previous report
At the program level, the increase in clinical program expenses was primarily driven by an increase in costs for the CSU program of $3.1 million from $6.7 million for the nine months ended September 30, 2024 to $9.8 million for the nine months ended September 30, 2025, an increase in costs by $3.1 million for the asthma program that was initiated at the end of 2024 and an increase in costs for the Briquilimab platform of $1.3 million from $4.1 million for the nine months ended September 30, 2024 to $5.4 million for the nine months ended September 30, 2025. CMO product development and manufacturing expenses unallocated by programs increased by $6.3 million from $5.0 million for the nine months ended September 30, 2024 to $11.3 million for the nine months ended September 30, 2025 due to an increase in manufacturing, packaging, and labeling costs to support clinical programs.
Previous report
General and Administrative Expenses
Previous report
General and administrative expenses increased by $1.4 million, from $14.9 million for the nine months ended September 30, 2024 to $16.3 million for the nine months ended September 30, 2025. Employee payroll and related expenses increased by $1.5 million, from $8.2 million for the nine months ended September 30, 2024 to $9.7 million for the nine months ended September 30, 2025, due to severance-related costs associated with the corporate reorganization implemented in July 2025 and hiring of administrative employees before the corporation reorganization. Stock-based compensation expenses, included in employee payroll and related expenses, were $3.0 million and $2.7 million for the nine months ended September 30, 2025 and 2024, respectively. Expenses related to professional consulting services increased by $0.4 million, from $5.3 million for the nine months ended September 30, 2024 to $5.7 million for the nine months ended September 30, 2025. Rent expenses increased by $0.3 million for the nine months ended September 30, 2025 as compared to the nine months ended September 30, 2024. Other expenses decreased by $0.8 million for the nine months ended September 30, 2025 as compared to the nine months ended September 30, 2024, primarily related to a decrease in allocation of overhead costs of $0.4 million and a decrease of patent-related costs of $0.3 million.
Previous report
Total Other Income, Net
Previous report
Total other income, net decreased by $2.7 million, from $4.0 million for the nine months ended September 30, 2024 to $1.3 million for the nine months ended September 30, 2025.
Previous report
The change in fair value of warrant liability of $2.1 million represents a decrease in the fair value of common warrants from the issuance date of September 22, 2025 to September 30, 2025.
Previous report
Offering costs of $2.0 million associated with the warrant liability were expensed and included in other expense, net for the nine months ended September 30, 2025.
Previous report
Changes in the earnout liability and foreign currency transactions gains and losses were insignificant.
Previous report
Cash used in investing activities was $0.5 million for the nine months ended September 30, 2024, which primarily consisted of leasehold improvements, purchases of the computer and lab equipment.
Previous report
Cash provided by financing activities for the nine months ended September 30, 2025 was $34.6 million, which consisted of net proceeds of $27.9 million from the issuance of common stock and warrants through the underwritten offering under the Shelf Registration Statement, net proceeds of $6.5 million from the issuance and sale of shares of common stock under the ATM Offering and proceeds from issuance of common stock pursuant to our employee stock purchase plan of $0.2 million.
Previous report
Cash provided by financing activities for the nine months ended September 30, 2024 was $47.5 million, which consisted primarily of net proceeds from the issuance and sale of shares of common stock in an underwritten public offering of $47.2 million, cash received from the exercise of stock options of $0.3 million and cash received from the issuance of common stock in connection with purchases under our employee stock purchase plan of less than $0.1 million.
Previous report
Warrants to Purchase Common Stock
Previous report
We account for issued warrants as either equity-classified or liability-classified instruments based on an assessment of the warrant’s specific terms and applicable authoritative guidance included in ASC 480,Distinguishing Liabilities from Equity (“ASC 480”) and ASC 815,Derivatives and Hedging (“ASC 815”). The assessment considers whether the warrants are freestanding financial instruments pursuant to ASC 480, whether the warrants meet the definition of a liability pursuant to ASC 480, and whether the warrants meet all of the requirements for equity classification under ASC 815. This assessment, which requires the use of professional judgment, is conducted at the time of warrant issuance and as of each subsequent reporting period end date while the warrants are outstanding. Warrants that meet all of the criteria for equity classification are required to be recorded as a component of additional paid-in capital at the time of issuance, or when the conditions for equity classification are met and are not subsequently remeasured. Warrants that do not meet the required criteria for equity classification are classified as liabilities at fair value. The warrants are subsequently remeasured at each reporting date with changes in fair value recorded in the consolidated statements of operations and comprehensive loss until exercise or expiration.
Previous report
We use the Black-Scholes pricing model to determine the fair value of warrant liability. Inputs used to determine estimated fair value of the warrant liability include the fair value of the underlying stock at the valuation date, the term of the warrants, and the expected volatility of the underlying stock. The significant unobservable input used in the fair value measurement of the warrant liability is the estimated term of the warrants. The estimates of fair value are uncertain and changes in any of the estimated inputs used as of the date of this report could have resulted in significant adjustments to the fair value.
Showing the first 40 of 41 passages. Open the source sections for the rest.
Reworded paragraphs (26)
Previous wording
We are a clinical-stage biotechnology company focused on developing therapeutics targeting mast cell driven diseases, including Chronic Spontaneous Urticaria (“CSU”), Chronic Inducible Urticaria (“CIndU”) and asthma. We are evaluating additional indications in mast cell driven diseases for potential future development as well. We have also historically supported development programs in diseases where targeting diseased hemopoietic stem cells can provide benefits, such as stem cell transplant conditioning regimens.
Current wording
We are a clinical-stage biotechnology company focused on developing therapeutics targeting mast cell driven diseases such as Chronic Spontaneous Urticaria (“CSU”), Chronic Inducible Urticaria (“CIndU”) and asthma. We may also consider additional indications in mast cell driven diseases for potential future development. We have also historically explored development programs in diseases where targeting diseased hemopoietic stem cells can provide benefits, such as stem cell transplant conditioning regimens, but those programs have been discontinued and we are exclusively focused on mast cell driven diseases.
Previous wording
Our lead product candidate, briquilimab, is a monoclonal antibody designed to block stem cell factor (“SCF”) from binding to and signaling through the CD117 (“c-Kit”) receptor on mast and stem cells. The SCF/c-Kit pathway is a survival signal for mast cells and we believe that blocking this pathway may lead to depletion of these cells throughout the body, including in the lungs and in the skin, which could lead to significant clinical benefit for patients with mast-cell driven diseases such as chronic urticarias. To that end, we are focusing on advancing a portfolio of clinical programs in mast cell driven diseases, highlights of which are as follows:
Current wording
Our lead product candidate, briquilimab, is a monoclonal antibody designed to block stem cell factor (“SCF”) from binding to and signaling through the CD117 (“KIT”) receptor on mast and stem cells. The SCF/KIT pathway is a survival signal for mast cells and we believe that blocking this pathway may lead to depletion of these cells throughout the body, including in the lungs and in the skin, which could lead to significant clinical benefit for patients with mast-cell driven diseases such as asthma and chronic urticarias. To that end, we are focusing on advancing a portfolio of clinical programs in mast cell driven diseases, highlights of which were as follows:
Previous wording
Historically, we have also evaluated briquilimab as a one-time conditioning therapy for severe combined immunodeficiency (“SCID”) patients undergoing a second stem cell transplant for which we conducted a Phase 1/2 clinical trial as well as via Investigator Sponsored Trials (“ISTs”) in several other stem cell transplant indications. In July 2025, the SCID program and any remaining ISTs were discontinued to focus resources exclusively on our mast cell disease development programs.
Current wording
Historically, we have also evaluated briquilimab as a one-time conditioning therapy for severe combined immunodeficiency (“SCID”) patients undergoing a second stem cell transplant for which we conducted a Phase 1/2 clinical trial as well as via Investigator Sponsored Trials (“ISTs”) in several other stem cell transplant indications. In July 2025, the SCID program and any remaining ISTs were discontinued to focus resources exclusively on our mast cell disease development portfolio.
Previous wording
We have incurred significant losses and negative cash flows from operations since our inception. During the three and nine months ended September 30, 2025 we incurred net losses of $18.7 million and $66.7 million, respectively. During the three and nine months ended September 30, 2024 we incurred net losses of $18.6 million and $46.9 million, respectively. We generated negative operating cash flows of $55.3 million and $41.5 million for the nine months ended September 30, 2025 and 2024, respectively. As of September 30, 2025, we had an accumulated deficit of $307.6 million.
Current wording
We have incurred significant losses and negative cash flows from operations since our inception. During the three months ended March 31, 2026 and 2025 we incurred net losses of $1.2 million and $21.2 million, respectively. We generated negative operating cash flows of $14.5 million and $22.8 million for the three months ended March 31, 2026 and 2025, respectively. As of March 31, 2026, we had an accumulated deficit of $317.8 million.
Previous wording
We had cash and cash equivalents of $50.9 million as of September 30, 2025. We expect to continue to incur substantial losses for the foreseeable future, and our transition to profitability will depend upon successful development, approval and commercialization of our product candidates and upon achievement of sufficient revenues to support our cost structure. We do not expect to generate any revenue from commercial product sales unless and until we successfully complete development and obtain regulatory approval for one or more of our product candidates. We may never achieve profitability, and unless we do and until then, we will need to continue to raise additional capital.
Current wording
We had cash and cash equivalents of $14.1 million as of March 31, 2026. We expect to continue to incur substantial losses for the foreseeable future, and our transition to profitability will depend upon successful development, approval and commercialization of our product candidates and upon achievement of sufficient revenues to support our cost structure. We do not expect to generate any revenue from commercial product sales unless and until we successfully complete development and obtain regulatory approval for one or more of our product candidates. We may never achieve profitability, and unless we do and until then, we will need to continue to raise additional capital. Accordingly, based on our current operating plan, and along with our history of operating losses, our current cash and cash equivalents will not be sufficient to fund our ongoing operations for a period of at least twelve months from the date the condensed consolidated financial statements included in this Quarterly Report on Form 10-Q are issued.
Previous wording
Our management plans to monitor expenses and raise additional capital through a combination of public and private equity, debt financings, strategic alliances, and licensing arrangements. Our ability to access capital when needed is not assured and, if capital is not available to us when, and in the amounts, needed, we may be required to significantly curtail, delay or discontinue one or more of our research or development programs or the commercialization of any product candidate, or be unable to expand our operations or otherwise capitalize on our business opportunities, as desired, which could materially harm our business, financial condition and results of operations.
Current wording
Our management plans to monitor expenses and raise additional capital through a combination of public and private equity, debt financings, strategic alliances or licensing arrangements. Our ability to access capital when needed is not assured and, if capital is not available to us when, and in the amounts, needed, we may be required to significantly curtail, delay or discontinue one or more of our research or development programs or the commercialization of any product candidate, or be unable to expand our operations or otherwise capitalize on our business opportunities, as desired, which could materially harm our business, financial condition and results of operations.
Previous wording
We do not currently own or operate any manufacturing facility. We rely on contract manufacturing organizations (“CMOs”) to produce our drug candidates in accordance with the FDA’s current good manufacturing practices (“cGMP”) regulations for use in our clinical studies. The manufacture of pharmaceuticals is subject to extensive cGMP regulations, which impose various procedural and documentation requirements and govern all areas of record keeping, production processes and controls, personnel and quality control. Under our license agreement with Amgen, we have received a substantial amount of drug product to support initiation of our planned clinical trials of briquilimab. In November 2019, we entered into development and manufacturing agreements with Lonza Sales AG (“Lonza”) relating to the manufacturing of briquilimab and product quality testing. The facility of Lonza in Slough, United Kingdom is responsible for production and testing of drug substance. The facility of Lonza in Stein, Switzerland is responsible for production and testing of drug product. Labelling, packaging and storage of finished drug product is provided by PCI Pharma Services, in San Diego, California. Our agreement with Lonza includes certain limitations on our ability to enter into supply arrangements with any other supplier without Lonza’s consent. In addition, Lonza has the right to increase the prices it charges us for certain supplies depending on a number of factors, some of which are outside of our control. In addition, given drug substance and drug product manufacturing and testing with Lonza currently occurs outside the United States, drug product imported into the United States for clinical or commercial use could be subject to significant tariffs in the current political environment.
Current wording
We do not currently own or operate any manufacturing facility. We rely on contract manufacturing organizations (“CMOs”) to produce our drug candidates in accordance with the FDA’s current good manufacturing practices (“cGMP”) regulations for use in our clinical trials. The manufacture of pharmaceuticals is subject to extensive cGMP regulations, which impose various procedural and documentation requirements and govern all areas of record keeping, production processes and controls, personnel and quality control. Under our license agreement with Amgen, we have received a substantial amount of drug product to support initiation of our planned clinical trials of briquilimab. In November 2019, we entered into development and manufacturing agreements with Lonza Sales AG (“Lonza”) relating to the manufacturing of briquilimab and product quality testing. The facility of Lonza in Slough, United Kingdom is responsible for production and testing of drug substance. The facility of Lonza in Stein, Switzerland is responsible for production and testing of drug product. Labelling, packaging and storage of finished drug product is provided by PCI Pharma Services, in San Diego, California. Our agreement with Lonza includes certain limitations on our ability to enter into supply arrangements with any other supplier without Lonza’s consent. In addition, Lonza has the right to increase the prices it charges us for certain supplies depending on a number of factors, some of which are outside of our control. In addition, given drug substance and drug product manufacturing and testing with Lonza currently occurs outside the United States, drug product imported into the United States for clinical or commercial use could be subject to significant tariffs in the current political environment.
Previous wording
The largest component of our total operating expenses since our inception has been research and development activities, including the preclinical and clinical development of our product candidates. Research and development expenses consist primarily of compensation and benefits for research and development employees, including stock-based compensation; expenses incurred under agreements with clinical research organizations (“CROs”) and investigative sites that conduct preclinical and clinical studies; the costs of acquiring and manufacturing clinical study materials and other supplies; payments under licensing and research and development agreements; other outside services and consulting costs; and facilities, information technology and overhead expenses. Research and development costs are expensed as incurred.
Current wording
The largest component of our total operating expenses since our inception has been research and development activities, including the preclinical and clinical development of our product candidates. Research and development expenses consist primarily of compensation and benefits for research and development employees, including stock-based compensation; expenses incurred under agreements with contract research organizations (“CROs”) and investigative sites that conduct preclinical studies and clinical trials; the costs of acquiring and manufacturing clinical trial materials and other supplies; payments under licensing and research and development agreements; other outside services and consulting costs; and facilities, information technology and overhead expenses. Research and development costs are expensed as incurred.
Previous wording
External research and development costs include:
Current wording
Research and development costs include:
Previous wording
Total other income, net includes foreign currency transactions gains and losses, interest income, offering costs on the common warrants recognized as other expense, and changes in the fair value of earnout liability and warrant liability. Earnout liability and warrant liability were classified as a liabilities in our condensed consolidated financial statements and were re-measured at each reporting period end. The earnout liability expired in September 2024 as the common stock price targets were not achieved prior to the expiration of the earnout period.
Current wording
Total other income, net includes foreign currency transactions gains and losses, interest income and changes in the fair value of warrant liability. Warrant liability was classified as a liability in our condensed consolidated financial statements and was re-measured at each reporting period end.
Previous wording
Personnel-related costs, including employee payroll and related expenses, decreased by $0.2 million, from $4.0 million for the three months ended September 30, 2024 to $3.8 million for the three months ended September 30, 2025, primarily due to the workforce reduction as part of the corporate reorganization implemented in July 2025. Stock-based compensation expenses, included in personnel-related costs, decreased by $0.1 million, from $0.6 million for the three months ended September 30, 2024 to $0.5 million for the three months ended September 30, 2025.
Current wording
Personnel-related costs, including employee payroll and related expenses, decreased by $3.5 million, from $4.8 million for the three months ended March 31, 2025 to $1.3 million for the three months ended March 31, 2026, primarily due to the workforce reduction as part of the corporate reorganization in 2025. Stock-based compensation expenses, included in personnel-related costs, decreased by $0.4 million, from $0.6 million for the three months ended March 31, 2025 to $0.2 million for the three months ended March 31, 2026.
Previous wording
General and overhead costs, which include common facilities, human resources and information technology related expenses allocated to research and development, decreased by $0.4 million, from $1.7 million for the three months ended September 30, 2024 to $1.3 million for the three months ended September 30, 2025, primarily due to the corporate reorganization in July 2025.
Current wording
General and overhead costs, which include common facilities, human resources and information technology related expenses allocated to research and development, decreased by $0.7 million, from $1.6 million for the three months ended March 31, 2025 to $0.9 million for the three months ended March 31, 2026, primarily due to decreased allocated overheads to research and development costs following our corporate reorganization in 2025.
Previous wording
Program costs increased by $0.5 million, from $8.8 million for the three months ended September 30, 2024 to $9.3 million for the three months ended September 30, 2025. Clinical program expenses primarily consisted of expenses incurred under agreements with CROs, consultants, other professional services, in vivo study costs and lab supplies. Clinical program expenses increased primarily due to an increase in CRO expenses of $0.8 million from $3.6 million for the three months ended September 30, 2024 to $4.4 million for the three months ended September 30, 2025 and an increase in the preclinical in vivo study costs of $0.9 million from $0.1 million for the nine months ended September 30, 2024 to $1.0 million for the nine months ended September 30, 2025, partially offset by a decrease in external consultant and other professional services costs of $0.8 million and lab supply costs of $0.2 million.
Current wording
Program costs decreased by $6.2 million, from $9.8 million for the three months ended March 31, 2025 to $3.6 million for the three months ended March 31, 2026. Clinical program expenses primarily consisted of expenses incurred under agreements with CROs, CMOs, consultants, other professional services, in vivo study costs and lab supplies. Clinical program expenses decreased primarily due to a decrease in CRO expenses of $2.0 million from $4.0 million for the three months ended March 31, 2025 to $2.0 million for the three months ended March 31, 2026, a decrease in CMO expenses of $1.2 million from $2.1 million for the three months ended March 31, 2025 to $0.9 million for the three months ended March 31, 2026, a decrease in external consulting and other professional services costs of $1.2 million from $1.8 million for the three months ended March 31, 2025 to $0.6 million for the three months ended March 31, 2026, and a decrease in the preclinical in vivo study costs of $0.8 million with no such costs incurred during the three months ended March 31, 2026, as we halted the related preclinical programs in 2025.
Previous wording
General and administrative expenses decreased by $0.6 million, from $5.4 million for the three months ended September 30, 2024 to $4.8 million for the three months ended September 30, 2025. Employee payroll and related expenses increased by $0.3 million, from $3.0 million for the three months ended September 30, 2024 to $3.3 million for the three months ended September 30, 2025, primarily due to severance-related costs associated with the corporate reorganization implemented in July 2025. Stock-based compensation expenses, included in employee payroll and related expenses, were $1.0 million and $1.1 million for the three months ended September 30, 2025 and 2024, respectively. Expenses related to legal and other professional services decreased by $0.8 million, from $2.0 million for the three months ended September 30, 2024 to $1.2 million for the three months ended September 30, 2025, primarily due to a decrease of stock-based compensation expenses related to non-employees of $0.4 million and a decrease in recruiting, accounting, audit, tax and other professional service costs of $0.4 million.
Current wording
General and administrative expenses decreased by $0.5 million, from $5.6 million for the three months ended March 31, 2025 to $5.1 million for the three months ended March 31, 2026. Employee payroll and related expenses decreased by $0.7 million, from $3.3 million for the three months ended March 31, 2025 to $2.6 million for the three months ended March 31, 2026, primarily due to a decrease in stock-based compensation expenses. Stock-based compensation expenses, included in employee payroll and related expenses, were $0.1 million and $1.0 million for the three months ended March 31, 2026 and 2025, respectively. Expenses related to professional consulting services decreased by $0.1 million, from $2.0 million for the three months ended March 31, 2025 to $1.9 million for the three months ended March 31, 2026. Rent expenses decreased by $0.1 million for the three months ended March 31, 2026 as compared to the three months ended March 31, 2025. Other expenses increased by $0.4 million for the three months ended March 31, 2026 as compared to the three months ended March 31, 2025, primarily related to an increase in allocation of overhead costs.
Previous wording
Interest income decreased by $1.0 million, from $1.3 million for the three months ended September 30, 2024 to $0.3 million for the three months ended September 30, 2025, primarily due to lower cash balances invested in money market funds.
Current wording
Interest income decreased by $0.4 million, from $0.6 million for the three months ended March 31, 2025 to $0.2 million for the three months ended March 31, 2026, primarily due to lower cash balances invested in money market funds.
Previous wording
The change in fair value of warrant liability of $2.1 million represents a decrease in the fair value of common warrants from the issuance date of September 22, 2025 to September 30, 2025.
Current wording
The change in fair value of warrant liability of $9.6 million for three months ended March 31, 2026 represents a decrease in the fair value of common stock warrants issued in connection with our underwritten public offering in September 2025.
Previous wording
As of September 30, 2025, we had $50.9 million of cash and cash equivalents.
Current wording
As of March 31, 2026, we had $14.1 million of cash and cash equivalents.
Previous wording
In order to assist in funding our future operations, including our planned clinical trials, on March 19, 2025, we filed a new universal shelf registration statement on Form S-3 (the “Shelf Registration Statement”) with the SEC, which was declared effective on March 26, 2025 and superseded our prior universal shelf registration statement. As of September 30, 2025, we can sell from time to time up to $263.5 million of common stock, preferred stock, debt securities, warrants, rights, units and depositary shares comprised of any combination of these securities, for our own account in one or more offerings under the Shelf Registration Statement. The terms of any offering under the Shelf Registration Statement will be established at the time of such offering and will be described in a prospectus supplement to the Shelf Registration Statement filed with the SEC prior to the completion of any such offering.
Current wording
In order to assist in funding our future operations, including our planned clinical trials, on March 19, 2025, we filed a new universal shelf registration statement on Form S-3 (the “Shelf Registration Statement”) with the SEC, which was declared effective on March 26, 2025 and superseded our prior universal shelf registration statement. As of March 31, 2026, we can sell from time to time up to $263.5 million of common stock, preferred stock, debt securities, warrants, rights, units and depositary shares comprised of any combination of these securities, for our own account in one or more offerings under the Shelf Registration Statement. The terms of any offering under the Shelf Registration Statement will be established at the time of such offering and will be described in a prospectus supplement to the Shelf Registration Statement filed with the SEC prior to the completion of any such offering. However, as of March 31, 2026, the aggregate market value of our common stock held by non-affiliates (“public float”) is less than $75.0 million, so the amount we can raise through primary public offerings of securities, including through the ATM offering, in any twelve-month period using shelf registration statements is limited to an aggregate of one-third of our public float. On March 19, 2025, we entered into an Open Market Sale Agreement SM with Jefferies LLC (“Jefferies”), pursuant to which we may offer and sell through or to Jefferies, as sales agent or principal, shares of common stock from time to time (the “ATM Offering”). On March 26, 2025, we filed with the SEC a prospectus under the S-3 in connection with the ATM Offering (the “ATM Prospectus”), pursuant to which we may offer and sell shares of common stock having an aggregate offering price of up to $100.0 million. As of March 31, 2026, we issued and sold an aggregate of 1,231,447 shares of common stock for net proceeds of approximately $6.5 million pursuant to the ATM Prospectus.
Previous wording
We have incurred significant losses and negative cash flows from operations since our inception. As of September 30, 2025, we had an accumulated deficit of $307.6 million. Given our recurring losses from operations and negative cash flows, and based on our current operating plan, we have concluded that there is substantial doubt about our ability to continue as a going concern within one year from the date of filing of this Quarterly Report. We expect to finance our future cash needs through equity or debt financings, collaborations or a combination of these approaches. The sale of equity or convertible debt securities may result in dilution to our stockholders, and, in the case of preferred equity securities or convertible debt, those securities could provide for rights, preferences or privileges senior to those of our common stock. Debt financings may subject us to covenant limitations or restrictions on our ability to take specific actions, such as incurring additional debt or making capital expenditures. Our ability to raise additional funds may be adversely impacted by negative global economic conditions and any disruptions to and volatility in the credit and financial markets in the United States and worldwide or other factors. There can be no assurance that we will be successful in acquiring additional funding at levels sufficient to fund our operations or on terms favorable or acceptable to us. If we are unable to obtain adequate financing when needed or on terms favorable or acceptable to us, we may be forced to delay, reduce the scope of or eliminate one or more of our research and development programs.
Current wording
We have incurred significant losses and negative cash flows from operations since our inception. As of March 31, 2026, we had an accumulated deficit of $317.8 million. Given our recurring losses from operations and negative cash flows, and based on our current operating plan, we have concluded that there is substantial doubt about our ability to continue as a going concern within one year from the date of filing of this Quarterly Report. We expect to finance our future cash needs through equity or debt financings, collaborations or a combination of these approaches, and given the imminent need for additional funding to continue to fund operations in the near-term, we are actively seeking additional capital to extend our cash runway. The sale of equity or convertible debt securities may result in dilution to our stockholders, and, in the case of preferred equity securities or convertible debt, those securities could provide for rights, preferences or privileges senior to those of our common stock. Debt financings may subject us to covenant limitations or restrictions on our ability to take specific actions, such as incurring additional debt or making capital expenditures. Our ability to raise additional funds may be adversely impacted by negative global economic conditions and any disruptions to and volatility in the credit and financial markets in the United States and worldwide or other factors. There can be no assurance that we will be successful in acquiring additional funding at levels sufficient to fund our operations or on terms favorable or acceptable to us. While we routinely evaluate cost reduction measures to proactively manage cash burn, if we are unable to obtain adequate financing when needed or on terms favorable or acceptable to us, we may be forced to take broader actions such as to delay, reduce the scope of or eliminate one or more of our research and development programs.
Previous wording
As of September 30, 2025, we leased approximately 25,900 square feet of space for our headquarters in Redwood City, California. The lease expires in August 2026. We have an option to extend the term for an additional five years to August 2031. In addition to base rent, we pay our share of operating expenses and taxes. As of September 30, 2025, our rent commitments under the lease agreement were $1.8 million within the next 12 months from September 30, 2025.
Current wording
As of March 31, 2026, we leased approximately 25,900 square feet of space for our headquarters in Redwood City, California. The lease expires in August 2026. We have an option to extend the term for an additional five years to August 2031. In addition to base rent, we pay our share of operating expenses and taxes. As of March 31, 2026, our rent commitments under the lease agreement were $0.8 million within the next 12 months from March 31, 2026.
Previous wording
Net cash used in operating activities was $55.3 million and $41.5 million for the nine months ended September 30, 2025 and 2024, respectively.
Current wording
Net cash used in operating activities was $14.5 million and $22.8 million for the three months ended March 31, 2026 and 2025, respectively.
Previous wording
Cash used in operating activities in the nine months ended September 30, 2025 was primarily due to our net loss for the period of $66.7 million partially offset by non-cash items totaling $6.6 million and a net change of $4.8 million in our net operating assets and liabilities. The non-cash items consisted of $5.1 million related to stock-based compensation expense, $2.0 million related to offering costs recognized as expense, $0.8 million related to depreciation and amortization expense and $0.8 million of non-cash lease expense, partially offset by change in fair value of warrant liability of $2.1 million. The changes in our net operating assets and liabilities were primarily due to an increase of $5.1 million in accounts payable, a decrease of $0.7 million in other non-current assets, an increase of $0.3 million in accrued expenses and other current liabilities, and a decrease of $0.5 million in prepaid expenses and other current assets, partially offset by a decrease of $1.2 million in operating lease liability and a decrease of $0.3 million in accrued expenses and other current liabilities.
Current wording
Cash used in operating activities in the three months ended March 31, 2026 was primarily due to our net loss for the period of $1.2 million, net change of non-cash items totaling $9.0 million and net change of $4.3 million in our net operating assets and liabilities. The non-cash items consisted of change in fair value of warrant liability of $9.6 million, partially offset by $0.4 million related to stock-based compensation expense and $0.2 million of non-cash lease expense. The changes in our net operating assets and liabilities were primarily due to a decrease of $3.8 million in accounts payable, a decrease of $0.5 million in the operating lease liability and an increase of $0.2 million in prepaid expenses and other current assets, partially offset by an increase of $0.1 million in accrued expenses and other current liabilities.
Previous wording
Cash used in operating activities in the nine months ended September 30, 2024 was primarily due to our net loss for the period of $46.9 million and a net change of $0.7 million in our net operating assets and liabilities, partially offset by non-cash net loss of $6.1 million. The non-cash amounts consisted of $4.6 million related to stock-based compensation expense, $1.1 million related to depreciation and amortization expense and $0.4 million of non-cash lease expense. The changes in our net operating assets and liabilities were primarily due to a decrease of $1.1 million in accounts payable, a decrease of $0.7 million in operating lease liability and an increase of $0.3 million in prepaid expenses and other current assets, offset by an increase of $1.1 million in accrued expenses and other current liabilities and a decrease of $0.3 million in other non-current assets.
Current wording
Cash used in operating activities in the three months ended March 31, 2025 was primarily due to our net loss for the period of $21.2 million and a net change of $3.9 million in our net operating assets and liabilities, partially offset by non-cash items totaling $2.3 million. The non-cash amounts consisted of $1.8 million related to stock-based compensation expense, $0.3 million related to depreciation and amortization expense and $0.2 million of non-cash lease expense. The changes in our net operating assets and liabilities were primarily due to a decrease of $2.6 million in accrued expenses and other current liabilities, a decrease of $1.0 million in accounts payable, a decrease of $0.3 million in operating lease liability, and an increase of $0.2 million in prepaid expenses and other current assets, offset by a decrease of $0.3 million in other non-current assets.
Previous wording
Cash provided by investing activities was less than $0.1 million for the nine months ended September 30, 2025, which primarily consisted of proceeds from sales of property and equipment.
Current wording
There were no cash flows from investing activities for the three months ended March 31, 2026. Cash used in investing activities was less than $0.1 million for the three months ended March 31, 2025, consisting of sales of property and equipment.
Previous wording
Our critical accounting policies are disclosed in Note 2 to the condensed consolidated financial statements included in Part I - Item 1 of this Quarterly Report and Note 2 to the consolidated financial statements included in Part II - Item 8 of the Annual Report on Form 10-K for the year ended December 31, 2024, filed with the SEC on February 28, 2025. There have been no material changes to our significant accounting policies since the date of issuance of our consolidated financial statements for the year ended December 31, 2024, except for the accounting for warrants issued in connection with the underwritten offering in September 2025.
Current wording
Our critical accounting policies are disclosed in Note 2 to the condensed consolidated financial statements included in Part I - Item 1 of this Quarterly Report and Note 2 to the condensed consolidated financial statements included in Part II - Item 8 of the Annual Report on Form 10-K for the year ended December 31, 2025, filed with the SEC on March 30, 2026. There have been no material changes to our significant accounting policies since the date of issuance of our consolidated financial statements for the year ended December 31, 2025.
Previous wording
We are now a “smaller reporting company,” as defined in Item 10(f)(1) of Regulation S-K. Smaller reporting companies may take advantage of certain reduced disclosure obligations, including, among other things, providing only two years of audited financial statements. We will remain a smaller reporting company until the last day of the fiscal year in which (i) the market value of our common stock held by non-affiliates exceeds $250 million as of the last business day of our second fiscal quarter, or (ii) our annual revenue exceeded $100 million during such completed fiscal year and the market value of our common stock held by non-affiliates exceeds $700 million as of the last business day of our second fiscal quarter.
Current wording
We are a “smaller reporting company,” as defined in Item 10(f)(1) of Regulation S-K. Smaller reporting companies may take advantage of certain reduced disclosure obligations, including, among other things, providing only two years of audited financial statements. We will remain a smaller reporting company until the last day of the fiscal year in which (i) the market value of our common stock held by non-affiliates exceeds $250 million as of the last business day of our second fiscal quarter, or (ii) our annual revenue exceeded $100 million during such completed fiscal year and the market value of our common stock held by non-affiliates exceeds $700 million as of the last business day of our second fiscal quarter.
Rearranged previous paragraphs (8)
Previous report — wording carried elsewhere
On September 18, 2025, we entered into an underwriting agreement with TD Securities (USA) LLC as the representative of the several underwriters named therein, relating to an underwritten public offering. On September 22, 2025, we closed the offering and issued an aggregate of 11,670,707 shares of common stock, pre-funded warrants to purchase 675,000 shares of common stock and common warrants to purchase 12,345,707 shares of common stock for net proceeds of $27.5 million.
Previous report — wording carried elsewhere
Internal research and development costs include:
Previous report — wording carried elsewhere
The following table summarizes our results of operations for the nine months ended September 30, 2025 and 2024 (in thousands, except percentages):
Previous report — wording carried elsewhere
The following table summarizes our research and development expenses for the periods indicated (in thousands, except percentages):
Previous report — wording carried elsewhere
General and overhead costs, which include common facilities, human resources and information technology related expenses allocated to research and development, increased by $0.4 million, from $4.0 million for the nine months ended September 30, 2024 to $4.4 million for the nine months ended September 30, 2025, primarily due to an expansion of leased facilities.
Previous report — wording carried elsewhere
Our program costs for the nine months ended September 30, 2025 and 2024 were as follows (in thousands):
Previous report — wording carried elsewhere
Interest income decreased by $2.7 million, from $4.1 million for the nine months ended September 30, 2024 to $1.4 million for the nine months ended September 30, 2025, primarily due to lower cash balances invested in money market funds.
Previous report — wording carried elsewhere
On March 19, 2025, we entered into an Open Market Sale Agreement SM with Jefferies LLC (“Jefferies”), pursuant to which we may offer and sell through or to Jefferies, as sales agent or principal, shares of common stock from time to time (the “ATM Offering”). On March 26, 2025, we filed with the SEC a prospectus under the New S-3 in connection with the ATM Offering (the “ATM Prospectus”), pursuant to which we may offer and sell shares of common stock having an aggregate offering price of up to $100.0 million. As of September 30, 2025, we issued and sold an aggregate of 1,231,447 shares of common stock for net proceeds of approximately $6.5 million pursuant to the ATM Prospectus.