Niagen Bioscience, Inc.
For the period ended Dec 31, 2025. Filed Mar 4, 2026.
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FY2025 · Filed Mar 4, 2026
NAGE$2.15-5.7%Stored close · as of Nov 10, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
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ITEM 15. Exhibits, Financial Statement Schedules
Item 15. Exhibits and Financial Statement Schedules
(a)(1) Financial Statements
Reference is made to Item 8 of this Annual Report on Form 10-K.
(a)(2) Financial Statement Schedules
All schedules have been omitted because they are not required or because the required information is given in the Financial Statements or Notes thereto set forth under Part II, Item 8 of this Annual Report on Form 10-K.
(a)(3) List of Exhibits
INDEX TO EXHIBITS
| Incorporated by Reference | |||||
|---|---|---|---|---|---|
| Exhibit No. · Description · Form · File Number · Exhibit · Filing Date · Filed orFurnishedHerewith | |||||
| 2.1 | Agreement and Plan of Merger, dated as of May 21, 2008, among Cody, CDI Acquisition, Inc. and ChromaDex, Inc. as amended on June 10, 2008 | 8-K | 333-140056 | 2.1 | 6/24/2008 |
| 3.1 | Amended and Restated Certificate of Incorporation of the Registrant | 10-K | 001-37752 | 3.1 | 3/15/2018 |
| 3.2 | Certificate of Amendment to the Company’s Amended and Restated Certificate of Incorporation | 8-K | 000-53290 | 3.1 | 3/19/2025 |
| Incorporated by Reference | ||||||
|---|---|---|---|---|---|---|
| Exhibit No. | Description | Form | File Number | Exhibit | Filing Date | Filed orFurnishedHerewith |
| 3.3 | Amended and Restated Bylaws of Niagen Bioscience, Inc. | 8-K | 000-53290 | 3.2 | 3/19/2025 | |
| 4.1 | Form of Stock Certificate representing shares of the Registrant’s Common Stock | 10-Q | 001-37752 | 4.1 | 5/7/2025 | |
| 4.2 | Description of Common Stock of the Registrant | 10-K | 001-37752 | 4.6 | 3/10/2020 | |
| 4.3 | Registration Rights Agreement, dated as of May 9, 2019, by and among the Registrant and the parties thereto | 8-K | 001-37752 | 99.2 | 5/10/2019 | |
| 4.4 | Registration Rights Agreement, dated as of August 15, 2019, by and among the Registrant and the parties thereto | 8-K | 001-37752 | 99.1 | 8/15/2019 | |
| 4.5 | Registration Rights Agreement, dated as of April 27, 2020, by and among the Registrant and the parties thereto | 8-K | 001-37752 | 99.2 | 4/29/2020 | |
| 4.6 | Registration Rights Agreement, dated as of September 30, 2022, by and among the Registrant and the parties thereto | 8-K | 001-37752 | 10.3 | 10/3/2022 | |
| 10.1 | Second Amended and Restated 2007 Equity Incentive Plan effective March 13, 2007, as amended May 20, 2010 (1)+ | DEF 14A | 000-53290 | Appendix B | 5/4/2010 | |
| 10.2 | Form of Stock Option Agreement under the ChromaDex, Inc. Second Amended and Restated 2007 Equity Incentive Plan(1)+ | 8-K | 333-140056 | 10.3 | 6/24/2008 | |
| 10.3 | Form of Restricted Stock Purchase Agreement under the ChromaDex, Inc. 2007 Equity Incentive Plan(1)+ | 8-K | 333-140056 | 10.4 | 6/24/2008 | |
| 10.4 | Niagen Bioscience, Inc. 2017 Equity Incentive Plan, as amended + | 8-K | 001-37752 | 10.1 | 6/27/2025 | |
| 10.5 | Form of Stock Option Agreement under Niagen Bioscience, Inc. 2017 Equity Incentive Plan, as amended + | 10-Q | 001-37752 | 10.6 | 5/7/2025 | |
| 10.6 | Form of Restricted Stock Purchase Agreement under the Niagen Bioscience, Inc. 2017 Equity Incentive Plan, as amended | 10-Q | 001-37752 | 10.7 | 5/7/2025 | |
| 10.7 | Niagen Bioscience, Inc. Employee Stock Purchase Plan + | 8-K | 001-37752 | 10.2 | 6/27/2025 | |
| 10.8 | First Amendment to Niagen Bioscience, Inc. Employee Stock Purchase Plan, as amended + | X | ||||
| 10.9 | Amended and Restated Employment Agreement dated April 19, 2010, by and between Frank L. Jaksch, Jr. and ChromaDex, Inc. (1)+ | 8-K | 000-53290 | 10.1 | 4/22/2010 | |
| 11.0 | Amendment, dated June 22, 2018, to the Amended and Restated Employment Agreement, by and between Frank L. Jaksch Jr. and ChromaDex, Inc. + | 8-K | 001-37752 | 10.2 | 6/28/2018 | |
| 11.1 | Waiver of bonus compensation agreement dated February 13, 2023, by and between Frank L. Jaksch Jr. and ChromaDex, Inc. + | 10-K | 001-37752 | 10.6 | 3/8/2023 | |
| 11.2 | Restated and Amended License Agreement, effective as of June 3, 2015 between the University of Mississippi and ChromaDex, Inc.* | 10-Q | 000-53290 | 10.2 | 8/13/2015 | |
| 10.9 | License Agreement, effective as of October 15, 2014 between University of Mississippi and ChromaDex, Inc.* | 10-K | 000-53290 | 10.40 | 3/19/2015 | |
| 10.10 | First Amendment to Exclusive License Agreement, effective as of July 6, 2015, between University of Mississippi and ChromaDex, Inc. | 10-Q | 001-37752 | 10.7 | 11/10/2016 | |
| Incorporated by Reference | ||||||
|---|---|---|---|---|---|---|
| Exhibit No. | Description | Form | File Number | Exhibit | Filing Date | Filed orFurnishedHerewith |
| 10.11 | Lease Agreement, made as of April 14, 2016, by and between Longmont Diagonal Investments LLC and ChromaDex Analytics, Inc. | 8-K | 000-53290 | 10.1 | 4/20/2016 | |
| 10.12 | First Amendment to Lease Agreement, dated August 3, 2020, by and between ChromaDex Analytics, Inc. and 62 1625-1751 S. Fordham LLC and 64 1625-1751 S. Fordham LLC | 10-Q | 001-37752 | 10.8 | 11/4/2020 | |
| 10.13 | Second Amendment to Lease Agreement, dated March 11 2025, by and between ChromaDex Analytics, Inc. and 62 1625-1751 S. Fordham LLC and 64 1625-1751 S. Fordham LLC | 10-Q | 001-37752 | 10.3 | 5/7/2025 | |
| 10.14 | Form of Indemnity Agreement, between the Registrant and each of its existing directors and executive officers + | X | ||||
| 10.15 | Form of Restricted Stock Award Agreement for Robert Fried + | 10-Q | 001-37752 | 10.3 | 5/11/2017 | |
| 10.16 | Amended and Restated Executive Employment Agreement, dated June 22, 2018, by and between Robert Fried and the Registrant + | 8-K | 001-37752 | 10.1 | 6/28/2018 | |
| 10.17 | Amendment to Amended and Restated Executive Employment Agreement, dated February 25, 2025, by and between Robert Fried and the Registrant | 8-K | 001-37752 | 10.1 | 2/27/2025 | |
| 10.18 | Performance Stock Unit Award Agreement, dated February 25, 2025, by and between Robert Fried and the Registrant | 8-K | 001-37752 | 10.2 | 2/27/2025 | |
| 10.19 | Lease, dated July 6, 2017, by and between 10900 WILSHIRE L.L.C and ChromaDex, Inc. | 10-K | 001-37752 | 10.50 | 3/7/2019 | |
| 10.20 | First Amendment to Lease, dated February 7, 2018, by and between 10900 WILSHIRE L.L.C and ChromaDex, Inc. | 10-K | 001-37752 | 10.51 | 3/7/2019 | |
| 10.21 | Second Amendment to Lease, dated June 30, 2018, by and between 10900 WILSHIRE L.L.C and ChromaDex, Inc. | 10-K | 001-37752 | 10.52 | 3/7/2019 | |
| 10.22 | Third Amendment to Lease, dated November 9, 2018, by and between 10900 WILSHIRE L.L.C and ChromaDex, Inc. | 10-K | 001-37752 | 10.53 | 3/7/2019 | |
| 10.23 | Fourth Amendment to Lease, dated December 20, 2018, by and between 10900 WILSHIRE L.L.C and ChromaDex, Inc. | 10-K | 001-37752 | 10.24 | 3/6/2024 | |
| 10.24 | Fifth Amendment to Lease, dated May 21, 2021, by and between 10900 WILSHIRE L.L.C and ChromaDex, Inc. | 10-Q | 001-37752 | 10.1 | 8/3/2021 | |
| 10.25 | Sixth Amendment to Lease, dated October 11, 2023, by and between 10900 WILSHIRE L.L.C and ChromaDex, Inc. | 10-Q | 001-37752 | 10.1 | 11/8/2023 | |
| 10.26 | Securities Purchase Agreement dated April 26, 2017, by and among the Company and the Purchasers | 8-K | 001-37752 | 99.1 | 4/27/2017 | |
| 10.27 | Amended and Restated Supply Agreement, dated October 10, 2022, by and between the Company, Nestec Ltd. and NHSc ** | 10-Q | 001-37752 | 10.6 | 11/2/2022 | |
| 10.28 | First Amendment to the Amended and Restated Supply Agreement, dated August 16, 2023, by and between the Company, Nestec Ltd. and NHSc ** | 10-Q | 001-37752 | 10.2 | 11/8/2023 | |
| 10.29 | At Market Issuance Sales Agreement, dated as of June 12, 2020, by and among ChromaDex Corporation, B. Riley FBR, Inc. and Raymond James & Associates, Inc. | S-3 | 333-237144 | 1.2 | 6/12/2020 | |
| Incorporated by Reference | ||||||
|---|---|---|---|---|---|---|
| Exhibit No. | Description | Form | File Number | Exhibit | Filing Date | Filed orFurnishedHerewith |
| 10.30 | Amendment No. 1, dated November 20, 2024, to the At Market Issuance Sale Agreement, dated June 12, 2020 | 8-K | 001-37752 | 1.1 | 11/21/2024 | |
| 10.31 | Business Financing Agreement, dated November 12, 2019, by and between ChromaDex Corporation and Western Alliance Bank | 10-K | 001-37752 | 10.45 | 3/10/2020 | |
| 10.32 | First Modification to Business Financing Agreement dated October 7, 2020, by and between ChromaDex Corporation and Western Alliance Bank | 10-K | 001-37752 | 10.43 | 3/12/2021 | |
| 10.33 | Second Modification to Business Financing Agreement dated November 10, 2021, by and between ChromaDex Corporation and Western Alliance Bank | 10-K | 001-37752 | 10.42 | 3/14/2022 | |
| 10.34 | Consent to Business Financing Agreement, dated January 14, 2021, by and among Western Alliance Bank and ChromaDex Corporation | 10-Q | 001-37752 | 10.4 | 5/6/2021 | |
| 10.35 | Third Modification to Business Financing Agreement dated December 11, 2021 by and among Western Alliance Bank, ChromaDex Corporation, ChromaDex, Inc. and ChromaDex Analytics, Inc. | 8-K | 001-37752 | 10.1 | 12/14/2021 | |
| 10.36 | Fourth Modification to Business Financing Agreement dated November 9, 2023 by and among Western Alliance Bank, ChromaDex Corporation, ChromaDex, Inc. and ChromaDex Analytics, Inc. | 8-K | 001-37752 | 10.1 | 12/13/2023 | |
| 10.37 | Fifth Modification to Business Financing Agreement dated December 8, 2023 by and among Western Alliance Bank, ChromaDex Corporation, ChromaDex Inc. and ChromaDex Analytics, Inc. | 8-K | 001-37752 | 10.2 | 12/13/2023 | |
| 10.38 | Sixth Modification to Business Financing Agreement dated November 18, 2024 by and among Western Alliance Bank, ChromaDex Corporation, ChromaDex, Inc. and ChromaDex Analytics, Inc. | 10-K | 001-37752 | 10.38 | 3/4/2025 | |
| 10.39 | Seventh Modification to Business Financing Agreement dated March 24, 2025 by and among Western Alliance Bank, Niagen Bioscience, Inc., ChromaDex, Inc. and ChromaDex Analytics, Inc. | 10-Q | 001-37752 | 10.4 | 5/7/2025 | |
| 10.40 | Eighth Modification to Business Financing Agreement dated November 12, 2025 by and among Western Alliance Bank, Niagen Bioscience, Inc., ChromaDex, Inc. and ChromaDex Analytics, Inc. | X | ||||
| 10.41 | Manufacturing and Supply Agreement, dated as of January 1, 2016, by and between ChromaDex, Inc. and W.R. Grace & Co.-Conn. ** | 10-Q | 001-37752 | 10.1 | 11/4/2020 | |
| 10.42 | First Amendment to Manufacturing and Supply Agreement, dated as of February 27, 2017, by and between ChromaDex, Inc. and W.R. Grace & Co.-Conn. ** | 10-Q | 001-37752 | 10.2 | 11/4/2020 | |
| 10.43 | Second Amendment to Manufacturing and Supply Agreement, dated as of January 1, 2018, by and between ChromaDex, Inc. and W.R. Grace & Co.-Conn. ** | 10-Q | 001-37752 | 10.3 | 11/4/2020 | |
| 10.44 | Third Amendment to Manufacturing and Supply Agreement, dated as of January 1, 2019, by and between ChromaDex, Inc. and W.R. Grace & Co.-Conn. ** | 10-Q | 001-37752 | 10.4 | 11/4/2020 | |
| 10.45 | Fourth Amendment to Manufacturing and Supply Agreement, dated as of April 15, 2019, by and between ChromaDex, Inc. and W.R. Grace & Co.-Conn. ** | 10-Q | 001-37752 | 10.5 | 11/4/2020 | |
| Incorporated by Reference | |||||
|---|---|---|---|---|---|
| Exhibit No. · Description · Form · File Number · Exhibit · Filing Date · Filed orFurnishedHerewith | |||||
| 10.46 | Fifth Amendment to Manufacturing and Supply Agreement, dated as of January 1, 2020, by and between ChromaDex, Inc. and W.R. Grace & Co.-Conn. ** | 10-Q | 001-37752 | 10.6 | 11/4/2020 |
| 10.47 | Sixth Amendment to Manufacturing and Supply Agreement, dated as of September 17, 2020, by and between ChromaDex, Inc. and W.R. Grace & Co.-Conn. ** | 10-Q | 001-37752 | 10.7 | 11/4/2020 |
| 10.48 | Seventh Amendment to Manufacturing and Supply Agreement, dated as of August 2, 2021, by and between ChromaDex, Inc. and W.R. Grace & Co.-Conn. ** | 10-Q | 001-37752 | 10.3 | 8/3/2021 |
| 10.49 | Eighth Amendment to Manufacturing and Supply Agreement, dated as of December 14, 2022, by and between ChromaDex, Inc. and W.R. Grace & Co.-Conn.** | 10-K | 001-37752 | 10.50 | 3/8/2023 |
| 10.50 | Ninth Amendment to Manufacturing and Supply Agreement, dated as of November 2, 2023, by and between ChromaDex, Inc. and W.R. Grace & Co.-Conn.** | 10-Q | 001-37752 | 10.3 | 11/8/2023 |
| 10.51 | Tenth Amendment to Manufacturing and Supply Agreement, dated as of January 1, 2025, by and between ChromaDex Inc. and W.R. Grace & Co.-Conn.** | 10-Q | 001-37752 | 10.2 | 10/31/2024 |
| 10.52 | Sales Agreement, dated July 25, 2025, by and between ChromaDex, Inc. and W. R. Grace & Co.-Conn. * | 8-K | 001-37752 | 10.1 | 7/29/2025 |
| 10.53 | Exclusive License Agreement, dated September 8, 2011, by and between ChromaDex, Inc. and The Regents of the University of California ** | 10-Q | 001-37752 | 10.1 | 11/3/2021 |
| 10.54 | Lease, dated November 24, 2021, by and between Flight Phase I Owner, LLC and ChromaDex Corporation | 10-K | 001-37752 | 10.59 | 3/14/2022 |
| 10.55 | First Amendment to the Joint Ownership Management Agreement, effective March 9, 2022, between Queen’s University of Belfast and ChromaDex, Inc. | 10-Q | 001-37752 | 10.5 | 5/12/2022 |
| 10.56 | Joint Ownership Management Agreement, effective October 9, 2015, between Queen’s University of Belfast and ChromaDex, Inc. | 10-Q | 001-37752 | 10.6 | 5/12/2022 |
| 10.57 | Assignment Agreement, dated December 18, 2025, by and between ChromaDex, Inc. and Queen’s University Belfast** | 8-K | 001-37752 | 10.1 | 12/22/2025 |
| 10.58 | Securities Purchase Agreement, dated September 30, 2022, by and among the Company and the Purchasers | 8-K | 001-37752 | 10.2 | 10/3/2022 |
| 10.59 | Securities Purchase Agreement, dated as of October 10, 2022, by and between the Company and the Purchaser * | 8-K | 001-37752 | 10.1 | 10/11/2022 |
| 10.60 | Executive Employment Agreement, dated January 1, 2023, by and between Brianna Gerber and the Registrant + | 8-K | 001-37752 | 10.1 | 1/5/2023 |
| 10.61 | Letter Agreement and Consulting Agreement, dated as of June 25, 2024, by and between the Company and Brianna Gerber | 8-K | 001-37752 | 10.1 | 6/25/2024 |
| 10.62 | Amended and Restated Non-Employee Director Compensation Policy + | 10-Q | 001-37752 | 10.8 | 5/7/2025 |
| Incorporated by Reference | ||||||
|---|---|---|---|---|---|---|
| Exhibit No. | Description | Form | File Number | Exhibit | Filing Date | Filed orFurnishedHerewith |
| 10.63 | Amended and Restated Incentive Compensation Recoupment Policy + | 10-Q | 001-37752 | 10.9 | 5/7/2025 | |
| 10.64 | Offer Letter, dated September 10, 2024, by and between Ozan Pamir and ChromaDex, Inc. + | 8-K | 001-37752 | 10.1 | 9/20/2024 | |
| 10.65 | Offer Letter, dated June 27, 2024, by and between Carlos Lopez and ChromaDex, Inc. + | 8-K | 001-37752 | 10.60 | 3/4/2025 | |
| 19.1 | Insider Trading Policy | X | ||||
| 21.1 | Subsidiaries of Niagen Bioscience, Inc. | X | ||||
| 23.1 | Consent of Crowe, LLP, Independent Registered Public Accounting Firm | X | ||||
| 24.1 | Power of Attorney (included on the signature page of this Annual Report on Form 10-K) | X | ||||
| 31.1 | Certification of the Chief Executive Officer pursuant to §240.13a-14 or §240.15d-14 of the Securities Exchange Act of 1934, as amended | X | ||||
| 31.2 | Certification of the Chief Financial Officer pursuant to §240.13a-14 or §240.15d-14 of the Securities Exchange Act of 1934, as amended | X | ||||
| 32.1 | Certification pursuant to 18 U.S.C. Section 1350 (as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002) | X | ||||
| 97.1 | Dodd-Frank Clawback Policy + | X | ||||
| 101.INS | Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. | |||||
| 101.SCH | Inline XBRL Taxonomy Extension Schema Document | |||||
| 101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase Document | |||||
| 101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase Document | |||||
| 101.LAB | Inline XBRL Taxonomy Extension Label Linkbase Document | |||||
| 101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase Document | |||||
| 104 | Cover Page Interactive Data File - formatted in Inline XBRL and included in Exhibit 101 | |||||
| (1) | Plan and related Forms were assumed by Niagen Bioscience, Inc. pursuant to Agreement and Plan of Merger, dated as of May 21, 2008, among Niagen Bioscience, Inc. (formerly ChromaDex Corporation), Cody Resources, Inc., CDI Acquisition, Inc. and ChromaDex, Inc. |
| (2) | Schedules have been omitted pursuant to Item 601(a)(5) of Regulation S-K. Niagen Bioscience, Inc. undertakes to furnish supplemental copies of any of the omitted schedules upon request by the Securities and Exchange Commission; provided, however, that Niagen Bioscience, Inc. may request confidential treatment pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended, for any schedule so furnished. |
| + | Indicates management contract or compensatory plan or arrangement. |
| * | This Exhibit has been granted confidential treatment and has been filed separately with the Commission. The confidential portions of this Exhibit have been omitted and are marked by an asterisk. |
| ** | Certain portions of this exhibit are omitted because they are both not material and are the type that the Registrant treats as private or confidential. |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.