SERA PROGNOSTICS, INC.

1. Description of the Business

Sera Prognostics, Inc. (the “Company”) is a women’s health company utilizing its proprietary proteomics and bioinformatics platform and significant data resources to improve maternal and neonatal health by discovering, developing, and commercializing blood-based biomarker tests and predictive analytic products and services. The Company was incorporated in the State of Delaware on January 17, 2008, and its operations are located in Salt Lake City, Utah, including a Clinical Laboratory Improvement Amendments (“CLIA”)-certified laboratory.

Since its inception, the Company’s activities have consisted of performing research and development and conducting clinical studies for its pipeline products and services, acquiring product rights, raising capital, establishing facilities, and organizing commercial operations to market its testing and analytics products, primarily the PreTRM test.

2. Significant Accounting Policies

Basis of Presentation

The accompanying unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and applicable rules and regulations of the SEC regarding interim financial reporting. Certain information and note disclosures normally included in the financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. As such, these unaudited condensed financial statements should be read in conjunction with the audited financial statements and accompanying notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025. The unaudited interim condensed financial statements have been prepared on a basis consistent with the audited annual financial statements as of and for the year ended December 31, 2025, and, in the opinion of the Company’s management, reflect all adjustments, consisting solely of normal recurring adjustments, necessary for the fair presentation of the Company’s financial results. The balance sheet as of December 31, 2025, has been derived from the audited financial statements at that date but does not include all information and footnotes required by U.S. GAAP for complete financial statements. The results of the three and nine months ended September 30, 2026 are not necessarily indicative of the results to be expected for the full year ending December 31, 2026, or any other period.

Any reference in these notes to applicable accounting guidance is meant to refer to the authoritative U.S. GAAP included in the Accounting Standards Codification (“ASC”) and Accounting Standards Updates (“ASU”) issued by the Financial Accounting Standards Board (“FASB”).

Use of Estimates

The preparation of the condensed financial statements in conformity with U.S. GAAP requires the Company’s management to make estimates and assumptions that affect the amounts reported in the condensed financial statements and accompanying notes. The Company evaluates these estimates on an ongoing basis. The Company bases these estimates on historical and anticipated results, trends, and various other assumptions that the Company believes are reasonable under the circumstances, including assumptions as to future events. Actual results could differ materially from those estimates.

The Company’s financial statements as of and for the three and nine months ended September 30, 2026 reflect the Company’s estimates of the impact of the current macroeconomic environment, including the impact of fluctuations in inflation and interest rates. The extent to which these conditions will directly or indirectly impact the Company’s business, results of operations, and financial condition is uncertain. The Company is not aware of any specific event or circumstance that would require an update to its estimates, judgments and assumptions or a revision of the carrying value of the Company’s assets or liabilities as of the date of this filing.

Government Grants

In December 2025, the FASB issued ASU No. 2025-10, Government Grants (Topic 832): Accounting for Government Grants Received by Business Entities, which provides recognition, measurement, presentation, and disclosure guidance for government grants received by business entities. Before this guidance, U.S. GAAP did not provide explicit guidance on the accounting for government grants received by business entities. The Company elected to early adopt the guidance as of January 1, 2026, in connection with the subaward described in Note 7—Other Income, Net, which is the Company's first government grant, using the modified prospective transition method. Under that method, the guidance is applied to government grants entered on or after January 1, 2026, prior periods are not restated, and no cumulative-effect adjustment to retained earnings is recorded. The adoption had no effect on the Company's previously issued financial statements.

Under ASC 832, the Company recognizes a government grant when it is probable that the Company will comply with the conditions attached to the grant and that the grant will be received. The subaward described in Note 7—Other Income, Net is recognized in earnings on a systematic and rational basis over the periods in which the Company recognizes the research and development costs that the grant is intended to compensate, in proportion to cumulative costs incurred relative to total estimated costs of the funded phase; changes in the estimate of total costs are recognized prospectively. Grant income is presented as other income in the statements of operations, and research and development expense is presented without deduction of the grant. Amounts recognized in excess of cash received are presented as other receivables within prepaid expenses and other current assets; cash received in excess of amounts recognized, if any, is presented as deferred grant income within accrued and other current liabilities. Cash received under the subaward is classified within operating activities in the statements of cash flows.

Recently Issued Accounting Pronouncements Not Yet Adopted

In November 2024, the FASB issued Accounting Standards Update No. 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (ASC Subtopic 220-40)—Disaggregation of Income Statement Expenses, which enhances the transparency and comparability of financial statements by requiring companies to disclose more granular information about expense components. In January 2025, the FASB issued ASU 2025-01, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (ASC Subtopic 220-40)—Clarifying the Effective Dateto clarify the effective date of ASU 2024-03. The guidance is effective for annual periods beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027, with early adoption permitted. The Company is currently evaluating the impact of adopting this guidance on its financial statements and related disclosures.

3. Cash, Cash Equivalents and Marketable Securities

The Company’s cash and cash equivalents as of September 30, 2026 and December 31, 2025, were as follows (in thousands):

The Company has classified its marketable securities as available-for-sale. The Company’s marketable securities by major security type as of September 30, 2026 and December 31, 2025, were as follows (in thousands):

The following tables summarize the Company’s available-for-sale debt securities with unrealized losses as of September 30, 2026 and December 31, 2025, aggregated by major security type and the length of time that individual securities have been in a continuous loss position (in thousands):

As of September 30, 2026 and December 31, 2025, the Company hadnot recorded any allowance for credit losses related to its available-for-sale securities. The Company attributes the declines in the fair value of its available-for-sale securities to normal market and interest rate fluctuations. The declines in fair value are not attributed to declines in credit quality. The Company does not intend to sell investments while they are in an unrealized loss position and does not believe that it is more likely than not that the Company will be required to sell the investments before recovery of their amortized cost basis, which may be maturity. All of the Company’s investments mature in less than three years.

During the nine months ended September 30, 2026, no available-for-sale securities were sold prior to maturity. During thenine months ended September 30, 2025, the Company received approximately$2.5 million in proceeds from the sale of an available-for-sale security prior to maturity. There was an immaterial amount of gain realized on the sale.

The Company’s marketable securities classified by contractual maturities as of September 30, 2026, were as follows (in thousands):

4. Property and Equipment

The following table presents the components of property and equipment, net, as of September 30, 2026 and December 31, 2025 (in thousands):

Depreciation and amortization expense was$0.2 million for each of the three months ended September 30, 2026 and 2025. Depreciation and amortization expense was$0.5 million and$0.6 million for the nine months ended September 30, 2026 and 2025, respectively.

5. Intangible Assets, Net

The following table summarizes intangible assets, net as of September 30, 2026 and December 31, 2025 (in thousands):

The Company’s software developed for sale was placed in service in November 2024 and is being amortized on a straight-line basis over athree-year useful life. Amortization expense was$29 thousand for each of the three months ended September 30, 2026 and 2025 and$87 thousand for each of the nine months ended September 30, 2026 and 2025, and is recorded in cost of revenue.

6. Accrued and Other Current Liabilities

The following table presents the components of accrued and other current liabilities as of September 30, 2026 and December 31, 2025 (in thousands):

Restructuring Activities

As part of its transition from a clinical-stage company to a commercial organization, the Company completed a comprehensive business review to reallocate a portion of its capital investment from research and development and general and administrative expenses toward its reimbursement-focused commercialization of the PreTRM test and to right size its operating expenses. As a result, on May 6, 2026, the Company announced a restructuring and workforce reduction of 14 full-time employees, or approximately 18% of its workforce, which took place during the second quarter of 2026. The Company estimates it will incur approximately $1.3 million incosts related to severance pay and other termination benefits, all of which was recognized in the second quarter of 2026, and the majority of which will be paid in 2026.

The severance pay and other termination benefits associated with this restructuring were determined to be a one-time benefit arrangement. As such, the entire $1.3 million in estimated costs was recorded in the statements of operations when the one-time benefit arrangement was effected in May 2026. During thethree and nine months ended September 30, 2026, the Company paid approximately$0.4 million and$0.8 million, respectively, in severance and other termination benefits and currently expects to pay approximately half of the$0.5 million remaining severance and other termination benefits included in the accrued compensation line above in 2026 and the remainder in the first quarter of 2027.

The following table presents the impact of this restructuring in the statements of operations for the periods indicated (in thousands):

7. Other Income, Net

The following table presents the components of other income, net, for thethree and nine months ended September 30, 2026 and 2025 (in thousands):

Government Grants

In June 2026, the Company entered into a fixed amount subaward agreement (the “Subaward”) with The Regents of the University of California, on behalf of its San Diego campus (“UCSD”), under an Other Transaction Agreement awarded to UCSD by the Advanced Research Projects Agency for Health (“ARPA-H”), an agency of the U.S. Department of Health and Human Services, for the “Biomarkers and Biosensors for Safer Labor through Maternal-Fetal Real-Time Assessment” project under ARPA-H’s Making Obstetric Care Smart program. Under the Subaward, the Company performs biomarker discovery, targeted mass spectrometry assay development, data analysis, and related research and development activities and delivers reports and other deliverables to UCSD. The Subaward provides for funding of approximately $0.7 million for the first phase of the project, covering the period from June 16, 2026 to June 15, 2027, and funding of approximately $0.5 million for the second phase that is contingent on ARPA-H’s exercise of an option under its agreement with UCSD. The second phase is expected to run for an additional 12 months. As of September 30, 2026, the option for the second phase had not been exercised. Funding is received in cash in fixed milestone payments after the ARPA-H program manager accepts the related milestone report. The funding reimburses the Company’s budgeted research and development costs and includes no fee or profit, and the Company is not required to repay the funding except as described below.

Either party may terminate the Subaward on 30 days' written notice, in which case UCSD is obligated to pay the Company's allowable termination costs. The Subaward contains no provision for recapture of amounts paid to the Company based on the results of the research or on the Company's subsequent use of the results; however, under the terms of the ARPA-H agreement that apply to the Company, if intellectual property developed under the project is transferred to a foreign firm or institution without the Government's assent, the Company would be required to refund the federal funds paid for the development of that intellectual property. The Company generally retains title to inventions it makes under the project, subject to a government purpose license to the U.S. Government and has granted the U.S. Government rights in data generated under the project for government purposes.

8. Fair Value Measurements

As of September 30, 2026 and December 31, 2025, the carrying amounts of the Company’s receivables, prepaid and other current assets, accounts payable, and accrued and other current liabilities approximate their fair values, principally due to the short-term nature of the assets and liabilities. The recorded values of the finance leases approximate fair value as the interest rates approximate market interest rates.

Money market funds are highly liquid investments and are actively traded. The pricing information on money market funds is readily available and can be independently validated as of the measurement date. This approach results in the classification of these securities as Level 1 of the fair value hierarchy.

U.S. government agency bonds, commercial paper, corporate debt securities, and municipal debt securities are measured at fair value using Level 2 inputs. The Company reviews trading activity and pricing for these investments as of each measurement date.

The Company follows a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. Fair value is defined as an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. The three levels of the fair value hierarchy are as follows:

Level 1 inputs are observable, quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company can access at the measurement date.

Level 2 inputs are observable inputs other than quoted prices included in Level 1 that are observable either directly or indirectly or quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.

Level 3 inputs are unobservable inputs in which there is little or no market data, which require the Company to develop its own assumptions.

The following table shows the Company’s assets measured at fair value on a recurring basis by level within the fair value hierarchy (in thousands) as of September 30, 2026:

The following table shows the Company’s assets measured at fair value on a recurring basis by level within the fair value hierarchy (in thousands) as of December 31, 2025:

9. Related Party Transactions

Commercial Collaboration Agreement

In June 2019, the Company entered into a master services agreement with Carelon Research, a subsidiary of Elevance Health, Inc. (“Elevance Health”). This agreement covers a range of research projects, including Carelon Research’s role as a contract research organization for the Prematurity Risk Assessment Combined With Clinical Interventions for Improving Neonatal outco MEs (“PRIME”) study. The Company paid fees related to this agreement of$2 thousand and$0.2 million for the three months ended September 30, 2026 and 2025, respectively, and$45 thousand and$0.5 million for the nine months ended September 30, 2026 and 2025, respectively, which were recorded in research and development expenses in the Company’s condensed statements of operations and comprehensive loss. In November 2020, the Company entered into a Laboratory Services Agreement with Elevance Health related to the PRIME study. This agreement provides a contracted rate for certain tests performed pursuant to the study. In December 2023, enrollment in the PRIME study was stopped due to efficacy, and as such, there wasno revenue recognized related to this agreement for thethree and nine months ended September 30, 2026 and 2025.

In February 2021, the Company entered into a commercial collaboration agreement with Elevance Health and its affiliates (the “Commercial Collaboration Agreement”). The Commercial Collaboration Agreement provides defined payment within a defined period for use of the PreTRM test within Elevance Health’s network of covered members. Pursuant to the Commercial Collaboration Agreement, Elevance Health agreed to purchase a certain minimum number of tests for each of the first three years of the term of the agreement. Additionally, Elevance Health agreed to pay a certain minimum amount per year for the first three years of the term of the Commercial Collaboration Agreement. Such minimum payments were initially recorded as deferred revenue and are recognized as revenue when the Company delivers PreTRM test results to Elevance Health patients pursuant to the Commercial Collaboration Agreement. The Company also agreed to develop a sales, marketing, and customer service program, and to provide training and marketing to duly licensed physicians specializing in obstetrics and gynecology or family medicine, or licensed nurse midwives, at the reasonable request of Elevance Health. Unless earlier terminated due to breach, the Commercial Collaboration Agreement will remain in effect until the later of (a) the third anniversary of the effective date or (b) the date on which Elevance Health has purchased a fixed number of PreTRM tests as agreed by the parties.

The Commercial Collaboration Agreement with Elevance Health is considered to be within the scope of ASC Topic 808, Collaborative Arrangements (“ASC 808”), as the parties are active participants and exposed to the risks and rewards of the collaborative activity. The Company determined the PreTRM tests to be a performance obligation for which Elevance Health is a customer and a unit of account within the scope of ASC 606. The associated transaction price is based on the contractual minimum number of tests and the agreed-upon defined payment amount per test. The transaction price was allocated to this single performance obligation, which will be recognized upon delivery of test results expected to occur over the term of the agreement. All other items promised to Elevance Health are immaterial in the context of the Commercial Collaboration Agreement. There were no material revenues related to the Commercial Collaboration Agreement for the three and nine months ended September 30, 2026 and 2025.

Public Offering

As part of the underwritten public offering in February 2025 described in Note 10—Capital Structure, entities affiliated with one of the Company’s principal stockholders purchased pre-funded warrants (the “Pre-Funded Warrants”) to purchase an aggregate of up to 11,250,000 shares of Class A common stock, at a public offering price of $3.9999 per Pre-Funded Warrant. One of the Company’s other principal stockholders purchased an aggregate of 625,000 shares of Class A common stock in the public offering at a public offering price of $4.00 per share.

10. Capital Structure

The Company hastwo authorized classes of common stock, Class A and Class B. The rights of the holders of Class A and Class B common stock are identical, except with respect to voting and conversion. Each share of Class A common stock is entitled toone vote, and shares of Class B common stock are non-voting. Each share of Class B common stock may be converted at any time toone share of Class A common stock at the option of its holder, subject to the ownership limitations provided for in the Company’s amended and restated certificate of incorporation, as amended.

On February 12, 2025, the Company completed an underwritten public offering (the “February 2025 Offering”) in which the Company issued and sold 1,250,000 shares of the Company’s Class A common stock at a price of $4.00 per share (the “Firm Shares”) and Pre-Funded Warrants to purchase up to 11,250,000 shares of the Company’s Class A common stock at an offering price of $3.9999 per Pre-Funded Warrant, which represents the per share offering price for the Firm Shares less the $0.0001 per share exercise price for each Pre-Funded Warrant. These Pre-Funded Warrants were recorded as a component of stockholders’ equity within additional paid-in capital. The gross proceeds to the Company from the February 2025 Offering were $50.0 million before deducting underwriting discounts and commissions and other offering expenses. The net proceeds to the Company from the February 2025 Offering were approximately $46.6 million, after deducting underwriting commissions of $3.0 million and offering expenses of $0.4 million. The Pre-Funded Warrants are exercisable at any time after the date of issuance. A holder of Pre-Funded Warrants may not exercise the warrant if the holder, together with its affiliates, would beneficially own more than 4.99% of the number of shares of Class A common stock outstanding immediately after giving effect to such exercise. A holder of Pre-Funded Warrants may increase or decrease this percentage, but not in excess of 19.99%, by providing at least 61 days’ prior notice to the Company.

On February 14, 2025, the Company issued and sold an additional 1,875,000 shares of Class A common stock at a price of $4.00 per share upon the representatives of the underwriters’ exercise of their option in full on February 13, 2025 to purchase additional shares, which increased the aggregate number of shares of Class A common stock sold in the February 2025 Offering to 3,125,000. The Company’s aggregate gross proceeds from the February 2025 Offering were $57.5 million, before deducting underwriting discounts and commissions and offering expenses, $7.5 million of which relates to the full exercise of the underwriters’ option. The Company’s aggregate net proceeds from the February 2025 Offering were $53.6 million, after deducting underwriting discounts and commissions of $3.5 million and offering expenses of $0.4 million, $7.0 million of which relates to the full exercise of the underwriters’ option.

On March 18, 2026, the Company entered into an at-the-market (“ATM”) sales agreement (the “2026 ATM Sales Agreement”) with William Blair & Company, L.L.C. (“William Blair”). The Company may make sales under the 2026 ATM Sales Agreement pursuant to the Company’s existing Form S-3 shelf registration statement filed in August 2024 and the prospectus supplement dated March 18, 2026. The Company is not obligated to make any sales of Class A common stock under the 2026 ATM Sales Agreement but may make sales under the ATM program at its discretion based on market conditions. Under the 2026 ATM Sales Agreement, the Company may offer and sell, from time to time at its sole discretion, shares of its Class A common stock, having an aggregate offering price of up to $40.0 million through William Blair, as sales agent. The Company didnot sell any shares of its Class A common stock pursuant to the 2026 ATM Sales Agreement during thenine months ended September 30, 2026.

The following shares of Class A common stock were reserved for future issuance:

11. Stock-Based Compensation

Equity Incentive Plans

In November 2011, the Company established the 2011 Employee, Director and Consultant Equity Incentive Plan (the “2011 Plan”) and reserved shares of the Company’s common stock for sale and issuance under the 2011 Plan. Options granted under the 2011 Plan generally vest over afour-year period and generally expireten years from the date of grant. Options are exercisable only to the extent vested. The 2011 Plan terminated in November 2021, and accordingly, no additional shares are available for grant under the 2011 Plan. The 2011 Plan continues to govern outstanding awards granted under the 2011 Plan.

The 2021 Equity Incentive Plan (the “2021 Plan”) was established in July 2021. The 2021 Plan provides for the grant of incentive and non-statutory stock options as well as other stock rights to employees, directors, and consultants of the Company. Options generally vest over afour-year period, are exercisable only to the extent vested, and generally expireten years from the date of grant. Restricted stock units (“RSUs”) generally vest over either atwo-year or afour-year period. The 2021 Plan includes provisions for annual automatic increases to the number of shares of Class A common stock reserved for issuance under the 2021 Plan. In addition, any shares that otherwise would be returned to the 2011 Plan as a result of the expiration or cancellation of stock options may be addedto the 2021 Plan. As of September 30, 2026, there were 495,463 shares of the Company’s Class A common stock that were available for future grants under the 2021 Plan.

The 2021 Employee Stock Purchase Plan (the “2021 ESPP”) was established in July 2021. The 2021 ESPP includes provisions for annual automatic increases to the number of shares of Class A common stock reserved for issuance under the 2021 ESPP. As of September 30, 2026, there were 1,641,250 shares of the Company’s Class A common stock that were available for future grants under the 2021 ESPP.

Stock Options

Unless otherwise noted, references to “options” in the subsequent disclosures, refer to the combined incentive and non-statutory stock options issued as employee and non-employee stock-based compensation, and authorized under the 2011 Plan and the 2021 Plan. The following table summarizes information about these options granted and outstanding:

RSUs

The following table summarizes information about RSUs granted and outstanding under the 2021 Plan:

Stock-Based Compensation Expense

The following table presents the impact of stock-based compensation expense in the statements of operations for the periods indicated (in thousands):

The information about unrecognized stock-based compensation expense for outstanding unvested stock options and RSUs as of September 30, 2026, was as follows (in thousands, except years):

12. Warrants

All outstanding common stock warrants were exercisable immediately when granted and are exercisable for shares of Class A common stock. The Company’s common stock warrants outstanding were as follows:

13. Commitments and Contingencies

Leases

The Company is the lessee in all of its lease arrangements. The Company did not enter into any leases with related parties during the presented periods. The Company makes assumptions and judgments when assessing contracts for lease components, determining lease classifications, and calculating right-of-use asset and lease liability values. These assumptions and judgments may include the useful lives and fair values of the leased assets, the implicit rate underlying the Company’s leases, the Company’s incremental borrowing rate or the Company’s intent to exercise or not exercise options available in lease contracts.

Operating Leases

In September 2025, the Company entered into the fourth amendment to its single non-cancelable operating lease with Eastland Regency, L.C. toextend the current term of its office lease through June 30, 2034 and has redesigned its use of the facility to reduce its total leased space to approximately 20,400 square feet of office and laboratory space. The implicit rate provided in the Company’s operating lease is not readily determinable. As such, the Company uses its incremental borrowing rate to calculate the present value of its operating lease liabilities. The amended lease includes a termination right that permits the Company to terminate the lease if it moves to another space of at least 30,000 square feet that is managed by the landlord of its current office space. The Company does not have sufficient information at this time to determine if or when it will exercise the termination right but may exercise the termination right at such point that the Company determines it needs to expand into additional space.

Finance Leases

The Company leases certain equipment related to its information technology infrastructure and laboratory operations. All of the Company’s current finance leases include bargain purchase options that the Company is reasonably certain to exercise. The Company has elected not to separate lease and non-lease components for its equipment leases. The rates implicit in the Company’s finance leases are determinable, and the Company uses those rates to calculate the present value of its finance lease liabilities.

Lease Financial Information

The following table shows right-of-use assets and lease liabilities and the associated financial statement line items as of September 30, 2026 and December 31, 2025 (in thousands):

Lease costs and other information consisted of the following (in thousands, except terms and rates):

Future minimum lease payments for the Company’s leases as of September 30, 2026, were as follows (in thousands):

Indemnification

The Company has agreed to indemnify its officers and directors for certain events or occurrences while the officer or director is or was serving at the Company’s request in such capacity. The maximum amount of potential future indemnification is unlimited; however, the Company purchases director and officer insurance coverage that provides for corporate reimbursements of covered obligations that limits the Company’s exposure and enables it to recover a portion of potential future amounts paid. The Company is unable to reasonably estimate the maximum amount that could be payable under these arrangements since these obligations are not capped but are conditional to the unique facts and circumstances involved. Accordingly, the Company hasno liabilities recorded for these agreements as of September 30, 2026 and December 31, 2025. The Company has never incurred costs to defend lawsuits or settle claims related to these indemnification agreements.

Legal Matters

The Company is not currently a party to any material litigation or other material legal proceedings. The Company may, from time to time, be involved in various legal proceedings arising from the normal course of business activities, and an unfavorable resolution of any of these matters could materially affect the Company’s future results of operations, cash flows, or financial position.

14. Net Loss Per Share

The Company calculates net loss per share of Class A and Class B common stock using the two-class method. Basic net loss per share is calculated by dividing the net loss by the weighted-average number of shares of common stock and pre-funded warrants outstanding for the period, without consideration of potential dilutive securities. The Pre-Funded Warrants are considered outstanding for the purposes of computing basic and diluted net loss per share because shares may be issued for little or no additional consideration and were fully exercisable after the original issuance date of the Pre-Funded Warrants.

Diluted net loss per share is calculated by dividing the net loss by the sum of the shares used to calculate basic net loss per share plus potential dilutive securities outstanding during the period. For periods in which the Company reports a net loss, all potentially dilutive shares are anti-dilutive and are therefore excluded from the calculation of diluted net loss per share. For each of the three and nine months ended September 30, 2026 and 2025, the Company reported net losses and as such, basic and diluted net loss per share are the same.

As the liquidation and dividend rights are identical for Class A and Class B common stock, the undistributed earnings are allocated on a proportionate basis and the resulting amount per share for Class A and Class B common stock was the same for the three and nine months ended September 30, 2026 and 2025.

The Company excluded the following potentially dilutive securities, presented based on amounts outstanding at each period end, from the computation of diluted net loss per share for the periods indicated because their impact would have been anti-dilutive:

15. Segment Information

The Company operates asone operating segment, which is developing and commercializing its medical diagnostic products and services. The Company’s Chief Operating Decision Maker ("CODM"), itschief executive officer, assesses performance for the Company’s one operating segment and allocates resources based on net loss, consistent with what is reported on the statements of operations and comprehensive loss. The CODM also assesses the performance of the Company’s one operating segment by using operating expenses to monitor budget versus actual results.

The Company’s revenue was generated in the U.S. for all periods presented and its assets are all located in the United States. Since the Company operates as one operating segment, total segment assets are equivalent to total assets reported on the condensed balance sheets.

The following table presents segment information for revenue, significant segment expenses, and net loss, as regularly provided to the CODM, for thethree and nine months ended September 30, 2026 and 2025 (in thousands):

(1)

Certain amortization amounts are included within cost of revenue.

(2)

Other segment items consist primarily of insurance costs, IT services, travel expenses, marketing expenses, taxes, and other miscellaneous expenses.