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Twist Bioscience Corp

For the period ended Jun 30, 2026. Filed Aug 3, 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.

Jun 30, 2026 · Filed Aug 3, 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 $1,429.2 million as of June 30, 2026. For the three months ended June 30, 2026 and June 30, 2025, the Company reported net loss of $35.1 million and net income of $20.4 million, respectively. For nine months ended June 30, 2026 and June 30, 2025, the Company reported net loss of $109.6 million and $50.5 million, respectively.

As of June 30, 2026, the Company had cash and cash equivalents of $117.4 million and short-term investments of $49.4 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 ("SEC") 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 nine months ended June 30, 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, Revenues). 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 revenues 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)June 30, 2026September 30, 2025
Cash and cash equivalents$117,436$183,049
Restricted cash, non-current2,1302,376
Total cash, cash equivalents and restricted cash$119,566$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 revenues are 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)June 30,2026September 30,2025
Contract assets(1)$6,186$3,857
Contract liabilities - current (2)6,4666,884
Contract liabilities - non current (2)5,668—

(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 nine months ended June 30, 2026, the Company recognized revenues of $2.9 million and $4.1 million, respectively, from the amount that was included in the contract liability balance at the beginning of each period. For the three and nine months ended June 30, 2025, the Company recognized revenues of $1.7 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 were no revenues 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 June 30, 2026 was $21.9 million. The Company expects to recognize revenues of $16.3 million over the next twelve months relating to performance obligations unsatisfied as of June 30, 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 June 30,Nine months ended June 30,
(in thousands)2026202520262025
Americas$77,259$59,387$199,947$168,285
EMEA33,62230,742109,33489,688
APAC7,4955,92823,50819,590
Total$118,376$96,057$332,789$277,563

The table below sets forth revenues by products. The Company previously reported revenues 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 June 30,Nine months ended June 30,
(in thousands)2026202520262025
DNA synthesis and protein solutions$56,571$40,773$160,905$122,491
NGS applications61,80555,284171,884155,072
Total$118,376$96,057$332,789$277,563

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

Three months ended June 30,Nine months ended June 30,
(in thousands)2026202520262025
Therapeutics$40,413$27,048$118,404$80,070
Diagnostics43,84338,134119,118108,647
Industry and applied5,7496,10517,66718,676
Academic research and government15,51211,72440,54536,589
Global supply partners12,85913,04637,05533,581
Total$118,376$96,057$332,789$277,563
  1. Cash, Cash Equivalents and Investments

The following table sets forth the cash and cash equivalents, and investments as of June 30, 2026:

(in thousands)Amortized costGross unrealized gainsGross unrealized lossesFair value
Cash$42,291$—$—$42,291
Cash equivalents - money market funds75,145——75,145
Total cash and cash equivalents$117,436$—$—$117,436
Short-term investments:
U.S. government treasury bills$49,442$2$(41)$49,403
Total short-term investments$49,442$2$(41)$49,403
Total cash, cash equivalents and short-term investments$166,878$2$(41)$166,839

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 nine months ended June 30, 2026 and June 30, 2025, gross realized gains and losses related to short-term investments were not material.

During the nine months ended June 30, 2026 and June 30, 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 June 30, 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$75,145$—$—$75,145
U.S. government treasury bills49,403——49,403
Total financial assets$124,548$—$—$124,548
Liabilities
Liability for issuance of shares of common stock——5,0005,000
Total financial liabilities$—$—$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 June 30, 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 $0.7 million and $1.2 million as of June 30, 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 on April 6, 2026 which were issued on April 7, 2026.

In May 2025, the Company sold its DNA digital data storage business to Atlas Biosciences, Inc. ("Atlas") in exchange for 73.0 million shares of Atlas Series Seed-1 Preferred Stock, $2.5 million in cash, $2.0 million in promissory notes, contingent milestone payments of up to $75.0 million, and royalties on Atlas DNA data storage sales. The Company recorded a $48.8 million gain on the sale in fiscal year 2025.

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 nine months ended June 30, 2026 and June 30, 2025 related to these equity securities.

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

(in thousands)Financial statements line itemJune 30,2026September 30,2025
Assets
Other receivables[1]Prepaid and other current assets$2$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 assets1,9521,783
Total assets$90,041$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$90,041$56,410

(1) Represents a related party balance.

(2) As of June 30, 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 June 30, 2026 and September 30, 2025.

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

Three months ended June 30,Nine months ended June 30,
(in thousands)2026202520262025
Sublease income$687$417$2,106$417
Interest income583416934

Revenues from an unconsolidated VIE and considered a related party for the three and nine months ended June 30, 2026 was $0.1 million and $0.3 million, respectively.

  1. Balance Sheet Components

Allowance for Credit Losses

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

Prepaid Expenses and Other Current Assets

(in thousands)June 30,2026September 30,2025
Prepaid expenses$9,961$9,626
Contract assets6,1863,857
Asset acquisition purchase consideration20,000—
Insurance receivable for litigation settlement costs16,340—
Other current assets1,7521,721
$54,239$15,204

The Company has determined that recovery of approximately $16.3 million from its liability insurers is probable and has accounted for insurance receivable for litigation settlement costs as of June 30, 2026 (see note 11, Commitments and Contingencies).

Inventories

Inventories consist of the following:

(in thousands)June 30,2026September 30,2025
Raw materials$27,052$20,191
Work-in-process2,7382,265
Finished goods5,3725,853
$35,162$28,309

Property and Equipment, net

Property and equipment, net consists of the following:

(in thousands)June 30,2026September 30,2025
Laboratory equipment$114,476$101,583
Furniture, fixtures and other equipment2,9152,905
Vehicles211211
Computer equipment3,4703,176
Computer software14,43811,009
Leasehold improvements68,53858,277
Construction in progress19,54820,116
$223,596$197,277
Less: Accumulated depreciation and amortization(111,708)(94,994)
$111,888$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 nine months ended June 30, 2026 was $6.5 million and $18.6 million, respectively. The depreciation and amortization for the three and nine months ended June 30, 2025 was $5.8 million and $18.1 million, respectively.

Accrued Expenses and Other Current Liabilities

Accrued expenses and other current liabilities consist of the following:

(in thousands)June 30,2026September 30,2025
Accrued Expenses$20,450$22,824
Litigation accruals19,729229
Liability for issuance of shares of common stock5,000—
Income and other taxes payable7,3764,543
Contract liabilities6,4666,884
Other current liabilities682722
$59,703$35,202

The Company recorded a litigation settlement liability for securities class action and derivative action of $17.1 million and $1.0 million, respectively, which is included in litigation accruals as of June 30, 2026 (see Note 11, Commitments and Contingencies).

  1. Goodwill and Intangible Assets

The goodwill balance is presented below:

(in thousands)June 30,2026
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$18,000$(5,270)$12,730
Total finite-lived intangible assets$18,000$(5,270)$12,730
(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 nine months ended June 30, 2026 was $0.3 million and $0.8 million, respectively. Total amortization related to intangible assets for the three and nine months ended June 30, 2025 was $0.3 million and $0.8 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 June 30, 2026 are as follows:

(in thousands) · Operatingleases · Sublease income
Years ending September 30:
Remainder of 2026$2,287$479
20278,4501,975
202812,5722,035
202910,793—
203011,096—
203111,409—
Thereafter90,605—
Total minimum lease payments$147,212$4,489
Less: imputed interest(53,622)
Total operating lease liabilities$93,590
Less: current portion(8,630)
Operating lease liabilities, net of current portion$84,960

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

Three months ended June 30, · Nine months ended June 30,
(in thousands except years and percentage) · 2026 · 2025 · 2026 · 2025
Operating lease costs$3,330$3,823$10,234$11,306
Variable lease costs$1,970$2,012$6,100$5,820
Sublease income$687$417$2,106$417
Weighted-average remaining lease term (in years) - operating leases13.915.2
Weighted-average discount rate - operating leases6.9%6.5%

Supplemental cash flow information related to leases are as follows:

Nine months ended June 30,
(in thousands)20262025
Cash payments included in the measurement of operating lease liabilities$11,676$10,995
  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. On July 17, 2026, the Court granted the motion for preliminary approval. The final settlement approval hearing will take place before the Court on November 18, 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. On July 2, 2026, the parties to the consolidated action filed a stipulation for continued stay of the action pending mediation. On July 15, 2026, the parties engaged in mediation and reached a settlement in principle under which the Company will formally adopt and codify certain corporate governance policies and the Company’s liability insurers will pay a fee of approximately $1.0 million to the plaintiffs’ counsel. The parties are in the process of documenting the derivative settlement and it will be presented to the court for approval.

  1. Related Party Transactions

During the three and nine months ended June 30, 2026 and June 30, 2025, transactions with related parties excluding an unconsolidated VIE that is considered a related party were as follows:

Three months ended June 30,Nine months ended June 30,
(in thousands)2026202520262025
Revenues$1,596$2,791$5,148$9,593

As of June 30, 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)June 30,2026September 30,2025
Accounts receivable$509$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 nine months ended June 30, 2026, the Company recorded provisions for income taxes of $0.3 million and $0.6 million, respectively. For the three and nine months ended June 30, 2025, the Company recorded provisions for income taxes of $0.2 million and $0.5 million, respectively.

The sale of the Company's DNA digital data storage business is intended to comply with Section 351 of the Internal Revenue Code and the Company recognized taxable gain to the extent of the value of “boot” received. Because of carryover tax attributes (definite lived net operating losses) and valuation allowance against its US federal and states deferred tax assets, there was no impact on the Company’s provision for income taxes for the three and nine months ended June 30, 2025.

  1. Common Stock

As of June 30, 2026, the Company had reserved sufficient shares of common stock, with a par value of $0.00001 per share, for issuance upon exercise of outstanding stock options. Each share of common stock is entitled toone vote. The holders of shares of common stock are also entitled to receive dividends whenever funds are legally available and when declared by the board of directors.

At-the-Market Equity Offering Program

In June 2026, the Company entered into a Sales Agreement (the "Sales Agreement") with TD Securities (USA) LLC, as sales agent, pursuant to which the Company may offer and sell, from time to time, shares of its common stock having an aggregate offering price of up to $200.0 million through an at-the-market equity offering program (the "ATM Program"). The Company will pay the Sales Agent a commission of up to 3.0% of the gross proceeds from each sale of shares under the Sales Agreement. The Company is not obligated to sell any shares under the Sales Agreement.

The shares to be sold under the ATM Program are registered under the Company's automatic shelf registration statement on Form S-3ASR and related prospectus supplement, each filed with the SEC on June 18, 2026. The Form S-3ASR replaced the Company’s prior shelf registration statement and permits the Company to offer and sell, from time to time, common stock, preferred stock, debt securities, units and warrants in one or more offerings.

As of June 30, 2026, no shares had been sold under the ATM Program and the full $200.0 million capacity remained available.

  1. Stock-based Compensation

Stock-based Compensation Expense

Total stock-based compensation expense recognized were as follows:

Three months ended June 30,Nine months ended June 30,
(in thousands)2026202520262025
Cost of revenues$1,480$2,061$4,447$5,340
Research and development1,7009215,4367,188
Selling, general and administrative14,99613,07540,50235,848
Total stock-based compensation expense$18,176$16,057$50,385$48,376

An immaterial amount of stock-based compensation expense was capitalized to property and equipment related to capitalized software development costs for the three and nine months ended June 30, 2026 and June 30, 2025.

Restricted Stock Units

A summary of the Company’s restricted stock unit activity excluding the performance-based restricted stock units during the nine months ended June 30, 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
Granted1,64732.92
Vested/Issued(772)34.95
Forfeited(154)37.23
Nonvested shares at June 30, 20262,603$35.17

As of June 30, 2026, there was $85.9 million of total unrecognized compensation cost related to these awards that is expected to be recognized over a weighted average period of 2.8 years. The total grant date fair value of the restricted stock units excluding performance-based restricted units awarded during the nine months ended June 30, 2026 was $54.2 million.

Performance-based Restricted Stock Units

During the nine months ended June 30, 2026, the Company granted additional performance-based restricted stock units to executives and employees that will vest upon achievement of multiple year revenues, 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 nine months ended June 30, 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
Granted96127.58
Vested/Issued(419)22.10
Forfeited(82)42.86
Nonvested shares at June 30, 20262,394$36.32

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 June 30, 2026, the unrecognized compensation costs related to these awards was $39.3 million based on the maximum achievement of the performance targets. The Company expects to recognize those costs over a weighted average period of 1.5 years. The total grant date fair value of performance-based restricted stock units awarded during the nine months ended June 30, 2026 was $26.5 million.

Options

A summary of the Company’s options including the performance-based stock options during the nine months ended June 30, 2026 was as follows:

(in thousands, except per share and contractual term data)SharesWeighted average exercise price per shareWeighted average remaining contractual term (years)Aggregate intrinsic value
Outstanding at September 30, 20251,276$30.803.59$6,616
Forfeited(7)43.42——
Exercised(270)21.75—10,767
Outstanding at June 30, 2026999$33.152.91$70,282
Vested and exercisable at June 30, 2026999$33.152.91$70,282

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 June 30, 2026 was as follows:

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

During the three and nine months ended June 30, 2026, the Company recorded ESPP expenses of $0.5 million and $1.6 million, respectively. During the three and nine months ended June 30, 2025, the Company recorded ESPP expenses of $0.6 million and $1.7 million, respectively.

  1. Net (Loss) Income Per Share

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

Three months ended June 30,Nine months ended June 30,
(in thousands, except per share data)2026202520262025
Numerator:
Net (loss) income, basic and diluted$(35,051)$20,390$(109,579)$(50,532)
Denominator:
Weighted average shares used in computing net (loss) income per share, basic62,40359,99561,72659,600
Effect of dilutive securities:
Stock options—483——
Restricted stock units—124——
Performance-based restricted stock units—548——
Employee stock purchase plan—14——
Weighted average shares used in computing net (loss) income per share, diluted62,40361,16461,72659,600
Net (loss) income per share, basic$(0.56)$0.34$(1.78)$(0.85)
Net (loss) income per share, diluted$(0.56)$0.33$(1.78)$(0.85)

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

Three months ended June 30,Nine months ended June 30,
(in thousands)2026202520262025
Shares subject to options (including performance options) to purchase common stock9992499991,463
Unvested restricted stock units and performance stock units4,9973,4704,9974,015
Shares subject to employee stock purchase plan59—5975
Total6,0553,7196,0555,553
  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 (loss) income, 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 revenues by product line, geographic regions, and industry (see Note 3, Revenues).

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

Three months ended June 30,Nine months ended June 30,
(in thousands)2026202520262025
Revenues$118,376$96,057$332,789$277,563
Costs and expenses:
Cost of revenues[1]$49,794$38,518$141,201$119,262
Research and development expenses[1]15,98816,89448,69954,971
Selling, general and administrative expenses[1]63,92048,643180,956142,430
Litigation settlement costs, net of recoveries——7,205—
Depreciation and amortization6,7786,06519,38618,849
Stock-based compensation expense18,17616,05750,38548,376
Total costs and expenses$154,656$126,177$447,832$383,888
Loss from operations$(36,280)$(30,120)$(115,043)$(106,325)
Gain on sale of business$—$48,847$—$48,847
Interest income$1,500$2,690$5,385$8,731
Other income (expense), net40(836)686(1,323)
(Loss) income before income taxes$(34,740)$20,581$(108,972)$(50,070)
Income tax expense(311)(191)(607)(462)
Net (loss) income$(35,051)$20,390$(109,579)$(50,532)

[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.

ContentsView on SEC.gov

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