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Twist Bioscience Corp

For the period ended Mar 31, 2026. Filed May 4, 2026.

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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Mar 31, 2026 · Filed May 4, 2026

TWST$135.34+12.0%Stored close · as of Nov 9, 2026

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Notes to Unaudited Condensed Consolidated Financial Statements

  1. Organization and Description of Business

Twist Bioscience Corporation (the Company) was incorporated in the state of Delaware on February 4, 2013. The Company’s fiscal year ends on September 30 .

The Company provides customizable solutions across the biological continuum that enable scientific discovery and development across therapeutics, diagnostics, and other high-growth markets. The Company's proprietary silicon-based platform delivers precision, scale, and speed, supporting consistent, high-quality performance across a broad range of applications. At the core of the Company's platform is a differentiated method of manufacturing synthetic DNA by “writing” DNA on a silicon chip. By integrating proprietary hardware, software, and scalable infrastructure, including its e-commerce platform, the Company achieves high levels of precision, automation, and throughput at a lower cost relative to legacy methods. The Company has extended this platform beyond DNA synthesis to offer an integrated portfolio that includes synthetic genes, next-generation sequencing, or NGS, applications, sample preparation tools, antibody libraries, and biologics discovery services. Leveraging the same platform, the Company also manufactures synthetic RNA, express antibody proteins, performs characterization assays and delivers data to customers and partners. The Company's solutions support a wide range of applications, including traditional and AI-enabled therapeutics discovery, diagnostic development, industrial and applied research, agricultural biotechnology, and academic research.

The Company has recognized annual losses from operations since inception and has an accumulated deficit of $1,394.1 million as of March 31, 2026. For the three months ended March 31, 2026 and March 31, 2025, the Company reported net loss of $44.0 million and $39.3 million, respectively and $74.5 million and $70.9 million for the six months ended March 31, 2026 and March 31, 2025, respectively.

As of March 31, 2026, the Company had cash and cash equivalents of $122.7 million and short-term investments of $49.0 million. The Company expects that its current cash, cash equivalents, and short-term investments will be sufficient to fund its operations for a period of at least one year from the date the condensed consolidated financial statements are issued.

  1. Summary of Significant Accounting Policies

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements were prepared in accordance with accounting principles generally accepted in the United States of America (GAAP) for interim financial information. Certain information and disclosures normally included in the consolidated financial statements prepared in accordance with GAAP have been condensed or omitted. Accordingly, these unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and the related notes included in the Annual Report on Form 10-K for the fiscal year ended September 30, 2025 (the Annual Report on Form 10-K) filed with the Securities and Exchange Commission on November 17, 2025. The condensed consolidated financial statements are unaudited and have been prepared on a basis consistent with that used to prepare the audited annual consolidated financial statements and include, in the opinion of management, all adjustments, consisting of normal and recurring items, necessary for the fair statement of the condensed consolidated financial statements. The condensed consolidated balance sheet at September 30, 2025 is derived from audited consolidated financial statements but does not include all disclosures required by GAAP. The operating results for the six months ended March 31, 2026 are not necessarily indicative of the results expected for the full year ending September 30, 2026 or any interim period. Beginning fiscal 2026, the Company updated its revenue disaggregation disclosures and recast the comparative figures in the disclosure to conform to the current-period presentation (see Note 3, Revenue). Beginning in the current period, the Company presents accrued expenses and other current liabilities on a combined basis in the condensed consolidated balance sheets, with the detailed components, including litigation accruals, disclosed in the accompanying footnotes; prior-period amounts have been reclassified to conform to the current presentation. The presentation of the condensed consolidated statement of cash flows has also been updated to conform to this revised classification, and prior‑period amounts have been reclassified to conform to the current presentation.

Use of Estimates

The presentation of unaudited condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities as of the date of the condensed consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.

Principles of Consolidation

The Company’s unaudited condensed consolidated financial statements include its wholly owned subsidiaries. All intercompany balances and accounts are eliminated in consolidation. In determining whether the Company is the primary beneficiary of a variable interest entity, it considers whether it has both the power to direct activities of the entity that most significantly impact the entity’s economic performance and the obligation to absorb losses of, or the right to receive benefits from, the entity that could potentially be significant to that entity. The Company does not have the power, whether through contractual relationships or other factors, to direct the activities that most significantly impact the economic performance of any variable interest entity and therefore, is not the primary beneficiary of any variable interest entities.

Cash and Cash Equivalents and Restricted Cash

The following table provides a reconciliation of the Company’s cash and cash equivalents and non-current portion of restricted cash reported within the unaudited condensed consolidated balance sheets that sum to the total cash, cash equivalents and restricted cash shown in the Company’s condensed consolidated statements of cash flows:

(in thousands)March 31, 2026September 30, 2025
Cash and cash equivalents$122,670$183,049
Restricted cash, non-current2,1822,376
Total cash, cash equivalents and restricted cash$124,852$185,425

Significant Accounting Policies

There have been no material changes in the accounting policies from those disclosed in the audited consolidated financial statements and the related notes included in the Annual Report on Form 10-K.

Recent Accounting Pronouncements

New Accounting Pronouncements Not Yet Adopted

In December 2023, the FASB issued ASU No. 2023-09 "Income Taxes (Topic 740)". The amendments in this ASU require that public business entities on an annual basis (1) disclose specific categories in the rate reconciliation and (2) provide additional information for reconciling items that meet a quantitative threshold. The Company will adopt ASU 2023-09 in its fourth quarter of fiscal year 2026 using a prospective transition method. The standard is not expected to have a material impact to the Company's consolidated financial statements.

In November 2024, the FASB issued ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures, which will require additional expense disclosures for all public entities. The amendments require that at each interim and annual reporting period, an entity will disclose certain disaggregated expenses included in each relevant expense caption, as well as the total amount of selling expenses and, in annual periods, an entity’s definition of selling expenses. ASU 2024-03 is effective for fiscal years 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 incremental disclosures that will be required in its consolidated financial statements.

In September 2025, the FASB issued ASU 2025-06, Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software ("ASU 2025-06"), which became effective and simplifies the capitalization guidance by removing all references to software development project stages so that the guidance is neutral to different software development methods. The standard is effective for all entities for annual periods beginning after December 15, 2027, with early adoption permitted. The Company is currently evaluating the impact of this standard to its consolidated financial statements.

The Company has evaluated other recently issued accounting pronouncements and has concluded that the impact of recently issued standards that are not yet effective will not have a material impact on the Company’s financial position or results of operations upon adoption.

  1. Revenues

The Company’s revenue is generated through the sale of DNA synthesis and protein solutions and NGS applications products.

Contract Balances

The following table summarizes our contract balances:

(in thousands)March 31,2026September 30,2025
Contract assets(1)$8,394$3,857
Contract liabilities(2)7,0956,884

(1) Consists of unbilled amounts primarily related to contracts where the Company has satisfied the performance obligations, but do not yet have the right to bill for.

(2) Consists of receipt of advance payments before the Company's performance obligations related to revenue contracts are met.

For the three and six months ended March 31, 2026, the Company recognized revenue of $2.5 million and $2.6 million, respectively, from the amount that was included in the contract liability balance at the beginning of each period. For the three and six months ended March 31, 2025, the Company recognized revenue of $0.6 million and $1.4 million, respectively, from the amount that was included in the contract liability balance at the beginning of each period.

In addition, for all periods presented, there was no revenue recognized in a reporting period from performance obligations satisfied in previous periods. The aggregate amount of the transaction price allocated to the performance obligations that are unsatisfied as of March 31, 2026 was $16.6 million. The Company expects to recognize revenue over the next twelve months relating to performance obligations unsatisfied as of March 31, 2026.

Disaggregation of Revenues

The table below sets forth revenues by geographic region, based on ship-to destinations. Americas consists of the United States, Canada, Mexico and South America; EMEA consists of Europe, the Middle East, and Africa; and APAC primarily consists of Japan, China, South Korea, India, Singapore, Malaysia, Australia, New Zealand, Thailand and Taiwan.

Three months ended March 31,Six months ended March 31,
(in thousands)2026202520262025
Americas$64,307$55,189$122,688$108,899
EMEA37,34730,64275,71258,945
APAC9,0616,96216,01313,662
Total$110,715$92,793$214,413$181,506

The table below sets forth revenues by products. The Company previously reported revenue by product categories: synthetic genes, oligo pools and DNA libraries (collectively, synthetic biology), antibody discovery, and NGS tools. As customers increasingly leverage both synthetic biology tools and biopharma services for antibody discovery together to accelerate discovery and identify breakthrough therapeutics, beginning fiscal 2026, the Company combined synthetic genes, oligo pools, DNA libraries, and biopharma services for antibody discovery into DNA synthesis and protein solutions. Additionally, NGS tools were renamed NGS applications to better reflect their role in DNA sequencing workflows.

Three months ended March 31,Six months ended March 31,
(in thousands)2026202520262025
DNA synthesis and protein solutions$53,27441,647$104,33481,718
NGS applications57,44151,146110,07999,788
Total$110,715$92,793$214,413$181,506

The table below sets forth revenues by industry. The Company historically reported revenue by: industrial chemicals/materials, academic research, healthcare, and food/agriculture. Beginning fiscal 2026, the Company will disclose revenue by therapeutics, diagnostics, industry and applied, academic research and government, and global supply partners revenue. These updated categories better align with the Company's operations and increase clarity around the Company's key customer groups.

Three months ended March 31,Six months ended March 31,
(in thousands)2026202520262025
Therapeutics$40,766$26,250$77,991$53,022
Diagnostics39,96035,03075,27570,513
Industry and applied5,7977,04311,91812,570
Academic research and government12,81612,46925,03324,865
Global supply partners11,37612,00124,19620,536
Total$110,715$92,793$214,413$181,506
  1. Cash, Cash Equivalents and Investments

The following table sets forth the cash and cash equivalents, and investments as of March 31, 2026:

(in thousands)Amortized costGross unrealized gainsGross unrealized lossesFair value
Cash$33,483$—$—$33,483
Cash equivalents - money market funds89,187——89,187
Total cash and cash equivalents$122,670$—$—$122,670
Short-term investments:
U.S. government treasury bills$48,999$22$(20)$49,001
Total short-term investments$48,999$22$(20)$49,001
Total cash, cash equivalents and short-term investments$171,669$22$(20)$171,671

The following table sets forth the cash and cash equivalents, and investments as of September 30, 2025:

(in thousands)Amortized costGross unrealized gainsGross unrealized lossesFair value
Cash$32,677$—$—$32,677
Cash equivalents - money market funds150,372——150,372
Total cash and cash equivalents$183,049$—$—$183,049
Short-term investments:
U.S. government treasury bills$49,316$69$—$49,385
Total short-term investments$49,316$69$—$49,385
Total cash, cash equivalents and short-term investments$232,365$69$—$232,434

During the six months ended March 31, 2026 and March 31, 2025, gross realized gains and losses related to short-term investments were not material.

During the six months ended March 31, 2026 and March 31, 2025, the Company did not recognize any credit losses related to cash, cash equivalents and short-term investments.

  1. Fair Value Measurement

The Company assesses the fair value of financial instruments based on the provisions of ASC 820, Fair Value Measurements. ASC 820 defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 also establishes a fair value hierarchy which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The standard describes three levels of inputs that may be used to measure fair value:

Level 1—Quoted prices in active markets for identical assets or liabilities.

Level 2—Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities, 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—Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.

In determining fair value, the Company utilizes valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible as well as considering counterparty credit risk in its assessment of fair value.

Assets and Liabilities Measured at Fair Value on a Recurring Basis

As of March 31, 2026, financial assets and liabilities measured and recognized at fair value are as follows:

(in thousands)Level 1Level 2Level 3Fair value
Assets
Money market funds$89,187$—$—$89,187
U.S. government treasury bills49,001——49,001
Total financial assets$138,188$—$—$138,188
Liabilities
Liability for issuance of shares of common stock——5,0005,000
Total financial liabilities$—$—$5,000$5,000

The liability for issuance of shares of common stock is accounted for as a liability under ASC 480, with the liability initially measured at its issue-date estimate fair value and subsequently measured at its estimated fair value on a recurring basis at each reporting period date. The estimated fair value of the liability for issuance of shares of common stock was determined using a 100% probability of the successful completion of technology transfer (“Tech Transfer") in connection with the assets acquisition agreement (See note 6, Asset Acquisition).

As of September 30, 2025, financial assets measured and recognized at fair value are as follows:

(in thousands)Level 1Level 2Level 3Fair value
Assets
Money market funds$150,372$—$—$150,372
U.S. government treasury bills49,385——49,385
Total financial assets$199,757$—$—$199,757

Contractual maturities of short-term investments, as of March 31, 2026, were less than 12 months. The Company does not intend to sell the money market funds and short-term investments and it is not more likely than not that the Company will be required to sell the investments before recovery of their amortized cost basis. Accrued interest receivable balances included in the prepaid expenses and other current assets within the condensed consolidated balance sheets were $0.9 million and $1.2 million as of March 31, 2026 and September 30, 2025, respectively.

As of September 30, 2025, there were no financial liabilities measured and recognized at fair value.

There were no transfers between Level 1, Level 2 and Level 3 in the periods presented.

  1. Asset Acquisition

In February 2026, the Company entered into a License Agreement (the “Agreement”) with Invenra Inc. (“Invenra”) for a co-exclusive, royalty-bearing license to Invenra’s proprietary B-Body bispecific antibody discovery platform for an initial term of 7 years. The Company may exercise an option to extend the co-exclusive license for the duration of all patent rights in the platform for a consideration of $10.0 million payable in the Company's common stock. If the Company does not choose to exercise the option, then the term will continue non-exclusively through the duration of all patent rights. The transaction was accounted for as an asset acquisition. The total consideration paid by the Company in exchange for the license was $20.0 million, consisting of:

$5.0 million upfront cash payment

$10.0 million in shares of the Company’s common stock issued on the effective date of the Agreement, and

$5.0 million in shares of the Company's common stock to be issued upon the successful completion of Tech Transfer. The Tech Transfer is a conditional obligation requiring Twist to settle by issuing a variable number of common stock shares and is accordingly recorded in liability for issuance of shares of common stock at fair value (see Note 8, Balance Sheet Components — accrued expenses and other current liabilities).

The asset acquisition purchase consideration is included within prepaid expenses and other current assets on the consolidated balance sheet because the Company does not obtain control of the license until Tech Transfer is complete (see Note 8, Balance Sheet Components — prepaid expenses and other current assets). Upon completion of Tech Transfer, the amount will be reclassified to an intangible asset and amortized in cost of revenues, on a straight-line basis over the useful life of the intangible asset, which the company is currently evaluating.

Under the terms of the Agreement, the Company will also pay royalties to Invenra based on gross sales received from third-party license sales. These royalties will be recognized as cost of revenues in the period the underlying sale occurs. Invenra will provide ongoing sales, marketing, and technical support to the Company and may act as a subcontractor for biopharma services associated with the platform.

  1. Investment in Equity Securities

Simultaneously with the Agreement (see Note 6, Asset Acquisition), the Company entered into separate agreements with third-party investors to purchase shares of Series B Preferred Stock of Invenra for a consideration of $13.8 million to be settled by the issuance of the shares of the Company's common stock. The Company concluded that while Invenra is a variable interest entity ("VIE"), the Company is not the primary beneficiary of Invenra as the Company does not have the power, whether through contractual relationships or other factors, to direct the activities that most significantly impact the economic performance of Invenra. Therefore, the Company did not consolidate Invenra. The investment also did not qualify for the equity method of accounting because the Series B Preferred Stock has substantive liquidation preferences and is not considered in-substance common stock. Accordingly, the investment is accounted for as an investment in equity securities of a privately held company. The investment was recorded at $13.8 million, consisting of an upfront issuance of shares of the Company's common stock of $10.0 million at initial closing and a subsequent issuance of the Company's common stock of $3.8 million due on April 6, 2026. The subsequent issuance is an unconditional obligation settleable in Twist common stock and is accordingly included in liability for issuance of shares of common stock at fair value (see Note 8, Balance Sheet Components — accrued expenses and other current liabilities). These shares were issued on April 7, 2026.

The Company holds investments in other privately-held companies in the form of equity securities without readily determinable fair values. The Company concluded that these entities are VIEs and the Company holds variable interests in these VIEs but is not their primary beneficiary and therefore does not consolidate them. These entities also do not meet the requirements of equity method of accounting.

The Company elected to account for its investment in privately-held companies using the measurement alternative method. Under the measurement alternative, these investments are carried at cost, less any impairment, and adjusted for observable price changes from orderly transactions for identical or similar investments of the same issuer. There were no upward or downward adjustments for observable price changes or impairment charges recorded during the three and six months ended March 31, 2026 and March 31, 2025 related to these equity securities.

Assets, liabilities, and maximum exposure with unconsolidated VIEs are as follows:

(in thousands)Financial statements line itemMarch 31,2026September 30,2025
Assets
Other receivables[1]Prepaid and other current assets$112$290
Asset acquisition purchase considerationPrepaid and other current assets20,000—
Investments[2]Investment in equity securities68,08754,337
Promissory note receivable[1]Other non-current assets1,8941,783
Total assets$90,093$56,410
Liabilities
Liability for issuance of shares of common stockAccrued expenses and other current liabilities$5,000$—
Sublease security deposit[1]Other non-current liabilities170170
Total liabilities$5,170$170
Maximum exposures to VIEs$90,093$56,410

(1) Represents a related party balance.

(2) As of March 31, 2026 and September 30, 2025 includes a related party balance of$53.9 million and $53.9 million, respectively.

Accounts receivable from an unconsolidated VIE and considered a related party was less than $0.1 million as of March 31, 2026 and September 30, 2025.

Transactions with an unconsolidated VIE and considered a related party were as follows:

Three months ended March 31,Six months ended March 31,
(in thousands)2026202520262025
Sublease income$681$—$1,419$—
Interest income56—111—

Revenue from an unconsolidated VIE and considered a related party was less than $0.1 million for the three and six months ended March 31, 2026.

  1. Balance Sheet Components

Allowance for Credit Losses

Allowance for credit losses related to accounts receivable were $0.5 million and $0.6 million as of March 31, 2026 and September 30, 2025, respectively.

Prepaid Expenses and Other Current Assets

(in thousands)March 31,2026September 30,2025
Prepaid expenses$9,337$9,626
Contract assets8,3943,857
Asset acquisition purchase consideration20,000—
Insurance receivable for litigation settlement costs14,901—
Other current assets1,4681,721
$54,100$15,204

The Company has determined that recovery of approximately $14.9 million from its liability insurers is probable and has accounted for insurance receivable for litigation settlement costs as of March 31, 2026 (see note 11, Commitments and Contingencies).

Inventories

Inventories consist of the following:

(in thousands)March 31,2026September 30,2025
Raw materials$25,549$20,191
Work-in-process2,9432,265
Finished goods5,0235,853
$33,515$28,309

Property and Equipment, net

Property and equipment, net consists of the following:

(in thousands)March 31,2026September 30,2025
Laboratory equipment$108,766$101,583
Furniture, fixtures and other equipment2,9082,905
Vehicles211211
Computer equipment3,4143,176
Computer software13,96011,009
Leasehold improvements68,05058,277
Construction in progress19,82820,116
$217,137$197,277
Less: Accumulated depreciation and amortization(105,911)(94,994)
$111,226$102,283

Construction in progress mainly represents equipment costs, leasehold improvement costs and internal use software development costs. The depreciation and amortization for the three and six months ended March 31, 2026 was $6.1 million and $12.1 million, respectively. The depreciation and amortization for the three and six months ended March 31, 2025 was $6.1 million and $12.3 million, respectively.

Accrued Expenses and Other Current Liabilities

Accrued expenses and other current liabilities consist of the following:

(in thousands)March 31,2026September 30,2025
Accrued Expenses$24,873$22,824
Litigation accruals20,641229
Liability for issuance of shares of common stock8,750—
Income and other taxes payable4,9764,543
Contract liabilities7,0956,884
Other current liabilities1,513722
$67,848$35,202

The Company recorded a litigation settlement liability of $17.1 million, which is included in litigation accruals as of March 31, 2026 (see Note 11, Commitments and Contingencies).

  1. Goodwill and Intangible Assets

The goodwill balance is presented below:

(in thousands)March 31,2026
Balance at beginning of period$82,195
Balance at end of period$82,195

The finite-lived intangible assets balances are presented below:

(in thousands, except for years)Weighted averageAmortization periodin yearsGrosscarryingamountAccumulatedamortizationNet bookvalue
Developed Technology17$18,000$(5,004)$12,996
Total finite-lived intangible assets$18,000$(5,004)$12,996
(in thousands, except for years)Weighted averageAmortization periodin yearsGrosscarryingamountAccumulatedamortizationNet bookvalue
Developed Technology17$17,900$(4,475)$13,425
Total finite-lived intangible assets$17,900$(4,475)$13,425

Total amortization related to intangible assets for the three and six months ended March 31, 2026 was $0.3 million and $0.5 million, respectively. Total amortization related to intangible assets for the three and six months ended March 31, 2025 was $0.3 million and $0.5 million, respectively.

  1. Leases

The Company leases certain of its facilities under noncancellable operating leases expiring at various dates through 2044. The Company is also responsible for utilities, maintenance, insurance, and property taxes under these leases. The lease payments consist primarily of fixed rental payments for the right to use the underlying leased assets over the lease terms, as well as payments for common-area-maintenance and administrative services. The Company often receives customary incentives from its landlords, such as reimbursements for tenant improvements and rent abatement periods, which effectively reduce the total lease payments owed for these leases. Leases are classified as operating or financing at commencement. The Company does not have any material financing leases.

On November 13, 2025, the Company entered into an amendment to a lease agreement for the Company's premises in South San Francisco, California, in order to consolidate other offices in South San Francisco into a single location. This amendment increases the leased premises by approximately 33,000 square feet ("Additional Premises") and extends the termination date of the lease until June 30, 2036. The lease for the Additional Premises is expected to commence on September 1, 2026. In accordance with the amended lease agreement, the monthly base rent for the entire premises is approximately $0.5 million at commencement, includes provisions for rent increases of 3% annually and provides for base rent abatement with respect to the original premises for 15 months and base rent abatement with respect to the Additional Premises for 12 months. The Company is also responsible for utilities, maintenance, insurance, and property taxes. The landlord will provide the Company with a tenant improvement allowance in connection with its improvements to the premises of approximately $24.4 million. The amendment also gives the Company the right, on or before December 31, 2026, to elect to expand the premises to include additional space in the building of approximately 33,000 square feet.

Certain leases include options to renew or terminate at the Company’s discretion. The lease terms include periods covered by these options if it is reasonably certain the Company will renew or not terminate. The Company’s lease agreements do not contain any material residual value guarantees or restrictive covenants.

As part of the sale of its DNA data storage business, the Company subleased specific office and lab space in South San Francisco.

Future minimum lease payments and sublease income under all noncancelable operating leases as of March 31, 2026 are as follows:

(in thousands) · Operatingleases · Sublease income
Years ending September 30:
Remainder of 2026$6,190$959
20278,4501,975
202812,5722,035
202910,793—
203011,096—
203111,409—
Thereafter90,605—
Total minimum lease payments$151,115$4,969
Less: imputed interest(55,274)
Total operating lease liabilities$95,841
Less: current portion(10,443)
Operating lease liabilities, net of current portion$85,398

The components of lease expense and supplemental information were as follows:

Three months ended March 31, · Six months ended March 31,
(in thousands except years and percentage) · 2026 · 2025 · 2026 · 2025
Operating lease costs$3,347$3,738$6,903$7,477
Variable lease costs$2,058$1,888$4,130$3,808
Sublease income$681$—$1,419$—
Weighted-average remaining lease term (in years) - operating leases14.114.7
Weighted-average discount rate - operating leases6.9%6.3%

Supplemental cash flow information related to leases are as follows:

Six months ended March 31,
(in thousands)20262025
Cash payments included in the measurement of operating lease liabilities$7,773$7,319
  1. Commitments and Contingencies

Legal Proceedings

The Company may be subject to litigation, claims and disputes in the ordinary course of business. Certain significant matters are described below. The Company recognizes accruals for matters to the extent that the Company concludes that a loss is both probable and reasonably estimable. If the Company determines that a material loss is reasonably possible and the loss or range of loss can be estimated, the Company discloses the possible loss.

Securities Class Action

On December 12, 2022, a putative securities class action lawsuit captioned Peters v. Twist Bioscience Corporation, et al., Case No. 22-cv-08168 (N.D. Cal.) (“Securities Class Action”) was filed in federal court in the Northern District of California (“Court”) against the Company, its Chief Executive Officer, and its Chief Financial Officer (the “Defendants”) alleging violations of federal securities laws. On March 31, 2026, the parties engaged in mediation and reached a settlement in principle under which the Company would pay, or cause its insurance carriers to pay, a settlement payment of approximately $17.1 million. The settlement in principle was presented to the Court in a motion for preliminary approval on April 30, 2026. The Company expects its liability insurers to directly fund the majority of the settlement liability, with the Company contributing the remainder as its remaining retention under its insurance policy.

Derivative Action

On September 25, 2023, a shareholder derivative suit captioned Shumacher v. Leproust et al., No. 1:23-cv-01048-UNA, was filed in the United States District Court for the District of Delaware against directors of the Company and an employee (the “Shumacher Action”). The suit is based on substantially the same allegations in the Securities Class Action and seeks to recover, on behalf of the Company, damages to the Company arising from, among other things, the Securities Class Action. On November 13, 2023, the parties to the Shumacher Action entered into a stipulation staying the Shumacher Action pending further proceedings in the Securities Class Action. On November 13, 2025, another derivative lawsuit captioned Sell v. Leproust, et al., Case No. 1:25-cv-01380-MN was filed in the Delaware Court of Chancery, alleging similar claims and seeking similar recovery as the Shumacher Action (the “Sell Action”), and on December 2, 2025 the Sell Action was consolidated with the Shumacher Action and stayed pending further proceedings in the Securities Class Action. Due to the inherent uncertainties of litigation, the Company cannot accurately predict the ultimate outcome of this matter.

  1. Related Party Transactions

During the three and six months ended March 31, 2026 and March 31, 2025, transactions with related parties excluding an unconsolidated VIE that is considered a related party were as follows:

Three months ended March 31,Six months ended March 31,
(in thousands)2026202520262025
Revenue$2,172$2,829$3,552$6,802

As of March 31, 2026 and September 30, 2025, accounts receivable balances with related parties, excluding an unconsolidated VIE that is considered a related party were as follows:

(in thousands)March 31,2026September 30,2025
Accounts receivable$774$1,265

See Note 7, Investment in Equity Securities, for transactions and balances with an unconsolidated VIE that is considered a related party.

  1. Income Taxes

In determining quarterly provisions for income taxes, the Company uses the annual estimated effective tax rate applied to the actual year-to-date profit or loss, adjusted for discrete items arising in that quarter. For the three and six months ended March 31, 2026, the Company recorded provisions for income taxes of less than $0.1 million and $0.3 million, respectively. For the three and six months ended March 31, 2025, the Company recorded provisions for income taxes of $0.2 million and $0.3 million, respectively.

  1. Stock-based Compensation

Stock-based Compensation Expense

Total stock-based compensation expense recognized were as follows:

Three months ended March 31,Six months ended March 31,
(in thousands)2026202520262025
Cost of revenues$1,691$2,074$2,967$3,280
Research and development2,1403,5273,7366,266
Selling, general and administrative15,10514,72725,50622,773
Total stock-based compensation expense$18,936$20,328$32,209$32,319

An immaterial amount of stock-based compensation expense was capitalized to property and equipment related to capitalized software development costs for the three and six months ended March 31, 2026 and March 31, 2025.

Restricted Stock Units

A summary of the Company’s restricted stock unit activity excluding the performance-based restricted stock units during the six months ended March 31, 2026 was as follows:

(in thousands, except per share data)SharesWeighted average grant date fair value per share
Nonvested shares at September 30, 20251,882$37.21
Granted1,53230.92
Vested/Issued(503)35.64
Forfeited(74)37.03
Nonvested shares at March 31, 20262,837$34.00

As of March 31, 2026, there was $91.4 million of total unrecognized compensation cost related to these awards that is expected to be recognized over a weighted average period of 2.9 years. The total grant date fair value of the restricted stock units excluding performance-based restricted units awarded during the six months ended March 31, 2026 was $47.4 million.

Performance-based Restricted Stock Units

During the six months ended March 31, 2026, the Company granted additional performance-based restricted stock units to executives and employees that will vest upon achievement of multiple year revenue, gross margin, and profitability metrics as determined by the board of directors. Stock compensation expense for these awards is recorded over the vesting period based on the grant date fair value of the awards and probability of the achievement of specified performance targets. The grant date fair value is equal to the closing share price of the Company’s common stock on the date of grant. These awards vest from a minimum of 22 months to a maximum of 46 months service period following the grant date, provided that the recipient is a Company employee at the time of vesting and the performance targets applicable to each award are achieved. The percentage of these awards that vest will depend on the achievement of specified performance targets at the end of the performance period and can range from 0% to 150% of the number of units granted.

A summary of the Company’s performance-based restricted stock units activity during the six months ended March 31, 2026 was as follows:

(in thousands, except per share data)SharesWeighted average grant date fair value per share
Nonvested shares at September 30, 20251,934$37.85
Granted94627.11
Vested/Issued(419)22.10
Forfeited(41)43.33
Nonvested shares at March 31, 20262,420$36.28

Stock-based compensation expense for performance-based restricted stock units is recorded over the requisite service period based on the grant date fair value and management's assessment of the probability that the specified performance conditions will be achieved. As of March 31, 2026, the unrecognized compensation costs related to these awards was $48.6 million based on the maximum achievement of the performance targets. The Company expects to recognize those costs over a weighted average period of 1.6 years. The total grant date fair value of performance-based restricted stock units awarded during the six months ended March 31, 2026 was $25.7 million.

Options

A summary of the Company’s options including the performance-based stock options during the six months ended March 31, 2026 was as follows:

(in thousands, except per share and contractual term data) · Shares · Weighted average exercise price per share · Weighted average remaining contractual term (years) · Aggregate intrinsic value
Outstanding at September 30, 20251,276$30.803.59$6,616
Forfeited(2)69.87——
Exercised(93)22.44—2,232
Outstanding at March 31, 20261,181$31.403.11$24,803
Vested and exercisable at March 31, 20261,181$31.403.11$24,803

2018 Employee Stock Purchase Plan

The number of shares of the Company's common stock reserved for issuance under the 2018 Employee Stock Purchase Plan ("ESPP") as of March 31, 2026 was as follows:

(in thousands)Sharesavailable
As of September 30, 2025716
Additional shares authorized249
Shares issued during the period(104)
As of March 31, 2026861

During the three and six months ended March 31, 2026, the Company recorded ESPP expenses of $0.6 million and $1.1 million, respectively. During the three and six months ended March 31, 2025, the Company recorded ESPP expenses of $0.6 million and $1.1 million, respectively.

  1. Net Loss Per Share

The following table sets forth the computation of the Company’s basic and diluted net loss per share:

Three months ended March 31,Six months ended March 31,
(in thousands, except per share data)2026202520262025
Net loss, basic and diluted$(44,021)$(39,328)$(74,528)$(70,922)
Weighted average shares used in computing net loss per share, basic and diluted61,70259,64961,38759,403
Net loss per share, basic and diluted$(0.71)$(0.66)$(1.21)$(1.19)

The potentially dilutive common shares that were excluded from the calculation of diluted net loss per share because their effect would have been antidilutive for the periods presented are as follows:

Six months ended March 31,
(in thousands)20262025
Shares subject to options (including performance options) to purchase common stock1,1811,593
Unvested restricted stock units and performance stock units5,2574,514
Shares subject to employee stock purchase plan6483
Total6,5026,190
  1. Segment Information

The Company operates inone operating segment, which also representsone reportable segment with the Company’s Chief Executive Officer as the chief operating decision maker (CODM). The CODM reviews the Company’s operating results on a consolidated basis for purposes of allocating resources and evaluating financial performance. Specifically, the CODM evaluates the Company’s financial performance and decides how to allocate resources based on consolidated net income (loss), which enables the CODM to assess both the overall level of resources available and optimize distribution of resources across functions, product lines, regions and research and development programs in line with our long-term corporate-wide strategic goals. The CODM also reviews disaggregated revenue by product line, geographic regions, and industry (see Note 3, Revenues).

The following table presents entity-wide significant expense categories and net loss details provided to the CODM:

Three months ended March 31,Six months ended March 31,
(in thousands)2026202520262025
Revenues$110,715$92,793$214,413$181,506
Costs and expenses:
Cost of revenues[1]$47,402$40,373$91,408$80,744
Research and development expenses[1]17,36619,95232,71238,078
Selling, general and administrative expenses[1]59,25547,298117,03493,786
Litigation settlement costs, net of recoveries7,205—7,205—
Depreciation and amortization6,4146,40212,60812,784
Stock-based compensation expense18,93620,32832,20932,319
Total costs and expenses$156,578$134,353$293,176$257,711
Loss from operations$(45,863)$(41,560)$(78,763)$(76,205)
Interest income$1,710$2,801$3,885$6,041
Other income (expense), net175(394)646(487)
Income (loss) before income taxes$(43,978)$(39,153)$(74,232)$(70,651)
Income tax expense(43)(175)(296)(271)
Net loss$(44,021)$(39,328)$(74,528)$(70,922)

[1] Excludes depreciation and amortization and stock-based compensation expense

Asset information is not regularly provided to the CODM for assessing performance and allocating resources other than consolidated cash and cash equivalents and short-term investments, which can be found on our Condensed Consolidated Balance Sheets.

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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.