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SERA PROGNOSTICS INC

For the period ended Mar 31, 2024. Filed May 8, 2024.

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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.

Mar 31, 2024 · Filed May 8, 2024

SERA$2.190.0%Stored close · as of Nov 9, 2026

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 10-Q

(Mark One)

xQUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2024

OR

☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission File Number:001-40606

(Exact Name of Registrant as Specified in its Charter)

Delaware26-1911522
(State or other jurisdiction ofincorporation or organization)(I.R.S. EmployerIdentification No.)
2749 East Parleys Way, Suite 200Salt Lake City, Utah84109
(Address of principal executive offices)(Zip Code)

Registrant’s telephone number, including area code: (801)990-0520

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading Symbol(s)Name of each exchange on which registered
Class A Common Stock, $0.0001 par value per shareSERAThe Nasdaq Stock Market LLC

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x Noo

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes x Noo

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated fileroAccelerated filero
Non-accelerated filerxSmaller reporting companyx
Emerging growth companyx

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yeso Nox

As of May 3, 2024, the registrant had 31,686,018 and 967,759 shares of Class A and Class B common stock, $0.0001 par value per share, outstanding, respectively.

TABLE OF CONTENTS

Page
Special Note Regarding Forward-Looking Statements3
PART I — FINANCIAL INFORMATION4
Item 1.Financial Statements (Unaudited)4
Condensed Balance Sheets4
Condensed Statements of Operations and Comprehensive Loss5
Condensed Statements of Stockholders’ Equity6
Condensed Statements of Cash Flows7
Notes to Condensed Financial Statements8
Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations21
Item 3.Quantitative and Qualitative Disclosure About Market Risk28
Item 4.Controls and Procedures29
PART II – OTHER INFORMATION30
Item 1.Legal Proceedings30
Item 1A.Risk Factors30
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds71
Item 5.Other Information71
Item 6.Exhibits72
Signatures74

“Sera,” “PreTRM,” “The Pregnancy Company” and our logo are our trademarks. All other service marks, trademarks, and trade names appearing in this quarterly report on Form 10-Q are the property of their respective owners. We do not intend our use or display of other companies’ trade names, trademarks, or service marks to imply a relationship with, or endorsement or sponsorship of us by, these other companies. Solely for convenience, trademarks and tradenames referred to in this quarterly report on Form 10-Q may appear without the® or ™ symbols, but such references are not intended to indicate in any way that we will not assert, to the fullest extent under applicable law, our rights, or that the applicable owner will not assert its rights, to these trademarks and tradenames. Unless the context otherwise requires, we use the terms “Sera,” “Company,” “we,” “us” and “our” in this report to refer to Sera Prognostics, Inc.

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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.