C4 Therapeutics, Inc.
For the period ended Mar 31, 2026. Filed May 12, 2026.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Mar 31, 2026 · Filed May 12, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-09-30; filed 2025-11-06.
0001628280-25-049854
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-03-31; filed 2026-05-12.
0001628280-26-033865
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 124 previous paragraphs and 98 current paragraphs.
65 unchanged; 24 reworded; 9 added; 33 removed; 2 previous and 0 current paragraphs rearranged.
Tables are not compared: 4 previous and 4 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (9)
Current report
•In April 2026, we entered into the 2026 Roche Agreement with Roche, to advance research in the emerging DAC modality. Please see Note 16, Subsequent Events, to the unaudited condensed consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q for a description of the 2026 Roche Agreement.
Current report
•In March 2026, the first patient was dosed in our Phase 1b trial evaluating the combination of cemsidomide, dexamethasone, and elranatamab
Current report
•In February 2026, the first patient was dosed in our Phase 2 MOMENTUM trial evaluating cemsidomide in combination with dexamethasone.
Current report
•a $1.8 million decrease in preclinical development and discovery expenses as a result of the termination of the Merck collaboration in 2025 and the decision to prioritize one KRAS project under the MKDG collaboration in 2025; and
Current report
•a $0.7 million decrease in personnel expenses as a result of lower stock-based compensation expense.
Current report
General and administrative expenses in the three months ended March 31, 2026, as compared to the three months ended March 31, 2025, remained consistent year over year.
Current report
•net loss of $25.1 million;
Current report
These were offset by non-cash expenses of $3.5 million, which primarily consisted of stock-based compensation expense of $2.7 million and a reduction of our right-of-use asset of $1.4 million, offset by the net accretion of discounts on marketable securities of $1.1 million.
Current report
•continue our ongoing Phase 1 and Phase 2 trials;
Removed paragraphs (33)
Previous report
CFT1946 is an orally bioavailable BiDAC degrader designed to be potent and selective against BRAF V600 mutant proteins to treat melanoma, colorectal cancer, or CRC, and other malignancies that harbor V600 mutations. In preclinical studies, CFT1946 has demonstrated the ability to cross the blood-brain barrier with Kp,uu, values ranging from 0.34 to 0.88, an important feature as a portion of patients with BRAF V600 mutant solid tumors develop brain metastases. In September 2024, we presented initial monotherapy data from the ongoing Phase 1/2 trial, which demonstrated that CFT1946 was well tolerated with initial signs of anti-tumor activity across all dose levels. We have made the decision not to advance CFT1946 beyond the Phase 1 trial.
Previous report
In September 2025, we entered into a clinical trial collaboration and supply agreement with Pfizer Inc., or Pfizer. Under the terms of the agreement, Pfizer will supply elranatamab (ELREXFIO®), a B-cell maturation antigen CD3 targeted bispecific antibody (BCMAxCD3 bispecific, at no cost for our Phase 1b trial with cemsidomide and we will share data from that trial with Pfizer.
Previous report
•a $6.0 million decrease in revenue related to the Biogen collaboration, as a $2.0 million milestone was achieved and recognized in full during the third quarter of 2025 whereas an $8.0 million milestone was achieved and recognized in full during the third quarter of 2024; and
Previous report
•a $2.9 million decrease in revenue related to the Betta collaboration due to higher program activity in the prior year period.
Previous report
This was offset by:
Previous report
•a $2.2 million increase in revenue under the Merck Agreement as the Company recognized all of the remaining deferred revenue for the collaboration upon receipt of the notice of termination in September 2025;
Previous report
•a $1.6 million increase in revenue under the Roche Agreement, as two targets have progressed to the next phase of development in 2025; and
Previous report
•a $1.0 million increase in revenue under the MKDG Agreement as one target has progressed to the lead series identification achievement phase in 2025.
Previous report
The $5.5 million decrease in revenue in the nine months ended September 30, 2025, as compared to the nine months ended September 30, 2024 is primarily driven by:
Previous report
• a $16.9 million decrease in revenue related to the Biogen collaboration, as the collaboration concluded in March 2024 and a total of $16.0 million of milestones were achieved and recognized in full during 2024, compared to only one $2.0 million milestone was achieved and recognized in full during 2025; and
Previous report
•a $2.3 million decrease in revenue related to the Betta collaboration as a result of higher program activity in the prior year period.
Previous report
This was offset by:
Previous report
•a $5.6 million increase in revenue under the MKDG Agreement which commenced in March 2024;
Previous report
•a $3.6 million increase in revenue under the Roche Agreement as the two active programs in the collaboration have progressed to the lead series identification achievement phase 2025, and a milestone was earned for each program; and
Previous report
•a $2.6 million increase in revenue under the Merck Agreement upon receipt of notice of termination in September 2025.
Previous report
•a $3.3 million decrease in preclinical development and discovery expenses as a result of higher drug development costs in 2024 related to start up costs associated with Betta Pharma's Phase 1 trial of CFT8919, and
Previous report
•a $2.2 million decrease in clinical expenses as a result of our completion of the Phase 1 clinical trial of CFT1946.
Previous report
The $1.1 million increase in research and development expenses in the nine months ended September 30, 2025 as compared to the three months ended September 30, 2024 is primarily driven by:
Previous report
•a $1.4 million increase in facilities and supplies as our sublease for a portion of the office and laboratory space in Suite 200 at 490 Arsenal Way, Watertown, Massachusetts ended in June 2025; and
Previous report
•a $1.0 million increase in personnel expenses related to lower stock-based compensation expense.
Previous report
This was offset by a $1.3 million decrease in professional fees.
Previous report
The $2.8 million decrease in general and administrative expenses in the three months ended September 30, 2025 as compared to the three months ended September 30, 2024 is primarily driven by a $2.8 million decrease in personnel expenses related to lower stock-based compensation expense.
Previous report
The $4.7 million decrease in general and administrative expenses in the nine months ended September 30, 2025 as compared to the nine months ended September 30, 2024 is primarily driven by a $4.7 million decrease in personnel expenses related to lower stock-based compensation expense.
Previous report
Impairment of long-lived assets expense
Previous report
The $10.7 million increase in impairment of long-lived assets expense for the three and nine months ended September 30, 2025 is a result of our entry into a new sublease agreement n September 2025, which will commence in February 2026 and will result in net negative cash flows over the term of the sublease.
Previous report
Restructuring expenses
Previous report
The $2.4 million decrease of restructuring expenses in the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024 is driven by the restructuring activities that occurred and were completed in 2024.
Previous report
•net loss of $84.5 million;
Previous report
•$3.4 million increase in accounts receivable.
Previous report
These were offset by:
Previous report
•$3.4 million decrease in prepaid expenses and other assets; and
Previous report
•non-cash expenses of $30.6 million, which primarily consisted of stock-based compensation expense of $15.1 million and a loss on impairment of long-lived assets of $10.7 million.
Previous report
•continue our ongoing first-in-human Phase 1/2 trials;
Reworded paragraphs (24)
Previous wording
We are a clinical-stage biopharmaceutical company dedicated to delivering on the promise of targeted protein degradation, or TPD, science to create a new generation of small-molecule medicines that transform patients’ lives. By leveraging our proprietary TORPEDO platform, we have the capability to efficiently design and optimize small molecule protein degraders that are highly active against their desired targets by harnessing the body’s natural process for destroying unwanted proteins.
Current wording
We are a clinical-stage biopharmaceutical company dedicated to delivering on the promise of targeted protein degradation, or TPD, science to create a new generation of small-molecule medicines that transform patients’ lives. Leveraging our proprietary TORPEDO platform, we efficiently design and optimize small molecule protein degraders that are highly active against their desired targets by harnessing the body’s natural process for destroying unwanted proteins. Our strategy is to develop degraders that modulate clinically validated disease pathways with best-in-class or first-in-class potential to address significant unmet patient needs. To date, our degraders have demonstrated oral bioavailability and catalytic activity, and we have also leveraged our capability to design compounds that are brain penetrant.
Previous wording
Our most advanced product candidate, cemsidomide, is an orally bioavailable MonoDAC degrader of protein targets called IKZF1 and IKZF3. Cemsidomide is currently in clinical development for multiple myeloma, or MM, and non-Hodgkin lymphoma, or NHL. The United States Food and Drug Administration, or FDA, has granted orphan drug designation to cemsidomide for the treatment of MM. In September 2025, we shared data from the Phase 1 trial in MM, demonstrating that cemsidomide in combination with dexamethasone in MM was generally well-tolerated over the range of doses tested, led to robust IKZF1/3 degradation and T-cell activation, and showed compelling anti-myeloma activity, as measured by overall response rate and clinical benefit rate. This data is consistent with cemsidomide's profile from the previous data we shared in December 2024, as well as prior MM monotherapy data showing that cemsidomide activated immune cells at clinically relevant doses. In December 2024, we also shared Phase 1 data evaluating cemsidomide as a monotherapy in NHL that demonstrated a well-tolerated profile and compelling anti-lymphoma activity in NHL and in peripheral T-cell lymphoma, or PTCL, as measured by overall response rate and complete metabolic response rate. We are prioritizing cemsidomide development in MM. We expect to initiate the next phase of cemsidomide development in MM in 2026, including a Phase 1b trial in combination with elranatamab that we will conduct pursuant to the Pfizer Agreement, and a registrational Phase 2 trial with cemsidomide in combination with dexamethasone.
Current wording
Our most advanced product candidate, cemsidomide, is an orally bioavailable MonoDAC degrader of protein targets called IKZF1 and IKZF3. Cemsidomide is currently in clinical development for multiple myeloma, or MM. The United States Food and Drug Administration, or FDA, has granted orphan drug designation to cemsidomide for the treatment of MM. In September 2025, we shared data from the Phase 1 trial in MM, demonstrating that cemsidomide in combination with dexamethasone in MM was generally well-tolerated over the range of doses tested, led to robust IKZF1/3 degradation and T-cell activation, and showed compelling anti-myeloma activity, as measured by overall response rate and clinical benefit rate. We are currently advancing cemsidomide in the Phase 2 MOMENTUM trial in combination with dexamethasone and the Phase 1b trial in combination with dexamethasone and elranatamab, which we are conducting pursuant to the Pfizer Agreement. We also plan to initiate another Phase 1b trial in the first half 2027 that will evaluate cemsidomide in additional combinations with approved multiple myeloma therapies. We believe our clinical development strategy provides an efficient path toward bringing cemsidomide to the growing myeloma patient population across multiple lines of therapy.
Previous wording
CFT8919 is an orally bioavailable, allosteric, mutant-selective BiDAC degrader of epidermal growth factor receptor, or EGFR, with an L858R mutation in non-small lung cancer, or NSCLC. In May 2023, we entered into a license and collaboration agreement with Betta Pharma to collaborate on the development and commercialization of CFT8919 in mainland China, Hong Kong SAR, Macau SAR and Taiwan, with us retaining rights to develop and commercialize CFT8919 in the rest of the world. In November 2024, Betta Pharma initiated a Phase 1 clinical trial in NSCLC patients with the EGFR L858R mutation in Greater China. The Phase 1 clinical trial is ongoing, and data generated from this trial will inform our ex-China clinical development strategy.
Current wording
Our other clinical oncology product candidate is CFT8919, an orally bioavailable, allosteric, mutant-selective BiDAC degrader of epidermal growth factor receptor, or EGFR, with an L858R mutation in non-small cell lung cancer, or NSCLC. In May 2023, we entered into a license and collaboration agreement with Betta Pharma to collaborate on the development and commercialization of CFT8919 in mainland China, Hong Kong SAR, Macau SAR and Taiwan, with us retaining rights to develop and commercialize CFT8919 in the rest of the world. In November 2024, Betta Pharma initiated a Phase 1 clinical trial in NSCLC patients with the EGFR L858R mutation in Greater China.
Previous wording
Beyond these product candidates, we are further diversifying our pipeline by developing new degraders in therapeutic areas in and beyond oncology for our own proprietary pipeline and in collaboration with MKDG and Roche.
Current wording
Beyond these product candidates, we are further diversifying our internal discovery pipeline by developing new degraders focused on inflammation, neuroinflammation, and neurodegeneration. We have engineered degraders that have successfully achieved blood-brain barrier penetration in preclinical studies. A key part of our strategy is selecting targets where there is a strong degrader rationale over other therapeutic modalities. We are also advancing a discovery pipeline in collaboration with MKDG and Roche. Our partnership strategy allows us to potentially further expand our reach in both oncology and non-oncology indications.
Previous wording
For a description of our collaboration agreements with Roche, Biogen, Betta Pharma, Merck and MKDG, please see Note 8, Collaboration and license agreements, to the unaudited condensed consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q.
Current wording
For a description of our collaboration agreements with Roche, Biogen, Betta Pharma, and MKDG, please see Note 8, Collaboration and license agreements, to the unaudited condensed consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q.
Previous wording
Comparison of the three and nine months ended September 30, 2025 and 2024
Current wording
Comparison of the three months ended March 31, 2026 and 2025
Previous wording
Revenue from our collaboration and license agreements consisted of the following for the three and nine months ended September 30, 2025 and 2024 (in thousands):
Current wording
Revenue from our collaboration and license agreements consisted of the following for the three months ended March 31, 2026 and 2025 (in thousands):
Previous wording
The $4.1 million decrease in revenue in the three months ended September 30, 2025, as compared to the three months ended September 30, 2024 is primarily driven by:
Current wording
The $1.1 million decrease in revenue in the three months ended March 31, 2026, as compared to the three months ended March 31, 2025 is primarily driven by a $1.4 million decrease in revenue related to the MKDG collaboration from our decision in 2025 to prioritize one KRAS, project and a $1.1 million decrease related to our Merck collaboration terminating in 2025. This was partially offset by the achievement of a $2.0 million milestone under the Biogen collaboration.
Previous wording
The following table summarizes our research and development expenses for the three and nine months ended September 30, 2025 and 2024 (in thousands):
Current wording
The following table summarizes our research and development expenses for the three months ended March 31, 2026 and 2025 (in thousands):
Previous wording
The $5.8 million decrease in research and development expenses in the three months ended September 30, 2025 as compared to the three months ended September 30, 2024 is primarily driven by:
Current wording
The $2.5 million decrease in research and development expenses in the three months ended March 31, 2026 as compared to the three months ended March 31, 2025 is primarily driven by:
Previous wording
The following table summarizes our general and administrative expenses for the three and nine months ended September 30, 2025 and 2024 (in thousands):
Current wording
The following table summarizes our general and administrative expenses for the three months ended March 31, 2026 and 2025 (in thousands):
Previous wording
The $1.3 million decrease in other income, net in the three months ended September 30, 2025 as compared to the three months ended September 30, 2024 is primarily driven by a $1.3 million decrease in interest and other income resulting from reduced invested balances as cash was used to fund operations, as well as lower interest rates for the three months ended September 30, 2025.
Current wording
The $0.2 million decrease in other income, net in the three months ended March 31, 2026 as compared to the three months ended March 31, 2025 is primarily driven by a $0.2 million decrease in interest and other income resulting from reduced invested balances as cash was used to fund operations, as well as lower interest rates for the three months ended March 31, 2026.
Previous wording
Since inception, we have incurred significant operating losses. We expect to incur significant expenses and operating losses for the foreseeable future as we advance the preclinical programs and our product candidates through clinical development. We do not currently have any approved products and have never generated any revenue from product sales. To date, we have financed our operations primarily through the sale of preferred stock, public offerings of our common stock, private placements of our common stock, and through payments from collaboration partners. As of September 30, 2025, we had cash, cash equivalents and marketable securities of approximately $199.8 million.
Current wording
Since inception, we have incurred significant operating losses. We expect to incur significant expenses and operating losses for the foreseeable future as we advance the preclinical programs and our product candidates through clinical development. We do not currently have any approved products and have never generated any revenue from product sales. To date, we have financed our operations primarily through the sale of preferred stock, public offerings of our common stock, private placements of our common stock, and through payments from collaboration partners. As of March 31, 2026, we had cash, cash equivalents and marketable securities of approximately $268.3 million.
Previous wording
Net cash used in operating activities for the nine months ended September 30, 2025 was $76.5 million, and was driven primarily by the following uses of cash:
Current wording
Net cash used in operating activities for the three months ended March 31, 2026 was $29.9 million, and was driven primarily by the following uses of cash:
Previous wording
•$8.1 million decrease in accrued expenses and other current liabilities;
Current wording
•$3.5 million decrease in accrued expenses and other current liabilities;
Previous wording
•$10.2 million decrease in deferred revenue, primarily a result of our advancement of our collaboration programs;
Current wording
•$2.8 million decrease in deferred revenue, primarily a result of our advancement of our collaboration programs; and
Previous wording
•$4.3 million decrease in our operating lease liability; and
Current wording
•$1.5 million decrease in our operating lease liability.
Previous wording
Net cash provided by investing activities for the nine months ended September 30, 2025 was $72.1 million, and was driven primarily by $72.7 million of sales and maturities of marketable securities, net of purchases.
Current wording
Net cash provided by investing activities for the three months ended March 31, 2026 was $16.2 million, and was driven primarily by the sales and maturities of marketable securities, net of purchases.
Previous wording
Net cash provided by financing activities for the nine months ended September 30, 2025 was $7.7 million, and was driven primarily by net proceeds from our 2024 ATM Program.
Current wording
Net cash provided by financing activities for the three months ended March 31, 2026 was $0.5 million, and was driven primarily by proceeds from the exercise of stock options.
Previous wording
•the progress, costs, and results of ongoing and planned first-in-human Phase 1/2 trial for our lead product candidate and any future clinical development of our lead product candidate;
Current wording
•the progress, costs, and results of ongoing and planned first-in-human Phase 1 and Phase 2 trials for our lead product candidate and any future clinical development of our lead product candidate;
Previous wording
In October 2024, we filed a registration statement on Form S-3, or the Registration Statement, with the SEC that became effective on November 13, 2024 and registered the offering, issuance and sale of an unspecified amount of common stock, preferred stock, debt securities, warrants and/or units of any combination thereof. Simultaneously, we entered into a sales agreement with TD Securities (USA) LLC, as sales agent, to provide for the issuance and sale by us of up to $200.0 million of common stock from time to time in “at-the-market” offerings under the Registration Statement and related prospectus filed with the Registration Statement, or the 2024 ATM Program. For the three and nine months ended September 30, 2025, a total of 2,950,225 shares of our common stock had been sold through the 2024 ATM Program at an average purchase price of $2.62, resulting in net proceeds of $7.5 million. On October 16, 2025, we terminated the sales agreement prospectus related to the 2024 ATM Program.
Current wording
In October 2024, we filed a registration statement on Form S-3, or the 2024 Registration Statement, with the SEC that became effective on November 13, 2024 and registered the offering, issuance and sale of an unspecified amount of common stock, preferred stock, debt securities, warrants and/or units of any combination thereof. Simultaneously, we entered into a sales agreement with TD Securities (USA) LLC, as sales agent, to provide for the issuance and sale by us of up to $200.0 million of common stock from time to time in “at-the-market” offerings under the 2024 Registration Statement and related prospectus filed with the 2024 Registration Statement, or the 2024 ATM Program. On October 16, 2025, we terminated the sales agreement prospectus related to the 2024 ATM Program. A total of 3,769,483 shares of our common stock at an average purchase price of $2.55 had been sold through the 2024 ATM Program as of October 16, 2025, which sales resulted in net proceeds of $9.4 million.
Previous wording
In November 2021, we filed an automatically effective registration statement on Form S-3, or the 2021 Registration Statement, with the SEC that registers the offering, issuance and sale of an unspecified amount of common stock, preferred stock, debt securities, warrants and/or units of any combination thereof. Simultaneously, we entered into a sales agreement with Cowen and Company, LLC (now known as TD Securities (USA) LLC), as sales agent, to provide for the issuance and sale by us of up to $200.0 million of common stock from time to time in “at-the-market” offerings under the 2021 Registration Statement and related prospectus filed with the 2021 Registration Statement, or the 2021 ATM Program. As of December 31, 2024, a total of 15,318,264 shares of the our common stock at an average purchase price of $5.54 had been sold through the 2021 ATM Program, resulting in net proceeds of $82.3 million. The 2021 ATM expired in November 2024.
Current wording
In November 2025, the Company filed a registration statement on Form S-3, or the 2025 Registration Statement, with the SEC that became effective on December 10, 2025 and registered the offering, issuance and sale of up to $400 million of common stock, preferred stock, debt securities, warrants and/or units or any combination thereof, together with a sales prospectus for the offer and sale of up to $125.0 million of common stock from time to time in “at-the-market” offerings under the 2025 Registration Statement and related prospectus filed with the 2025 Registration Statement, or the 2025 ATM Program. No sales have been made under the 2025 ATM program for the three months ended March 31, 2026 (See Note 9).
Previous wording
In October 2025, the Company entered into an underwriting agreement, or the Underwriting Agreement, with Jefferies LLC, TD Securities (USA) LLC and Evercore Group L.L.C., or collectively, the Underwriters, related to an underwritten offering, or the Offering, of (i) 21,895,000 shares, or the Shares, of the Company’s common stock, par value $0.0001 per share, or the Common Stock; (ii) in lieu of Common Stock to certain investors, pre-funded warrants to purchase an aggregate of 28,713,500 shares of Common Stock, or the Pre-Funded Warrants; (iii) accompanying Class A warrants to purchase an aggregate of 50,608,500 shares of Common Stock (or pre-funded warrants in lieu thereof), or the Class A Warrants, and together with the Class B Warrants (as defined below), the Class A and Class B Warrants; and (iv) accompanying Class B warrants to purchase an aggregate of 50,608,500 shares of Common Stock (or pre-funded warrants in lieu thereof), or the Class B Warrants, and together with the Pre-Funded Warrants and the Class A Warrants, the Warrants. Each Share was offered and sold together with accompanying Class A and Class B Warrants each exercisable for one share of Common Stock at a combined offering price of $2.47 per Share and accompanying Class A and Class B Warrants, and each Pre-Funded Warrant was offered and sold together with accompanying Class A and Class B Warrants at a combined offering price of $2.4699 per Pre-Funded Warrant and accompanying Class A and Class B Warrants, which represents the per share price of the Common Stock less the $0.0001 per share exercise price for each Pre-Funded Warrant. The purchase price paid by the Underwriters to us was $2.3218 per Share and accompanying Class A and Class B Warrants and $2.3217 per Pre-Funded Warrant and accompanying Class A and Class B Warrants. We received net proceeds from the Offering, after deducting the underwriting discount and commissions and other estimated offering expenses, of approximately $117.0 million. If all Warrants are exercised, the aggregate gross proceeds to us from the Offering, before deducting underwriting discounts and commissions and estimated offering expenses, are expected to be $341.7 million.
Current wording
In October 2025, we entered into an underwriting agreement, or the Underwriting Agreement, with Jefferies LLC, TD Securities (USA) LLC and Evercore Group L.L.C., or collectively, the Underwriters, related to an underwritten offering, or the Offering, of (i) 21,895,000 shares, or the Shares, of our common stock; (ii) in lieu of common stock to certain investors, pre-funded warrants to purchase an aggregate of 28,713,500 shares of common stock, or the Pre-Funded Warrants; (iii) accompanying Class A warrants to purchase an aggregate of 50,608,500 shares of common stock (or pre-funded warrants in lieu thereof), or the Class A Warrants, and together with the Class B Warrants (as defined below), the Class A and Class B Warrants; and (iv) accompanying Class B warrants to purchase an aggregate of 50,608,500 shares of common stock (or pre-funded warrants in lieu thereof), or the Class B Warrants, and together with the Pre-Funded Warrants and the Class A Warrants, the Warrants. Each Share was offered and sold together with accompanying Class A and Class B Warrants each exercisable for one share of common stock at a combined offering price of $2.47 per Share and accompanying Class A and Class B Warrants, and each Pre-Funded Warrant was offered and sold together with accompanying Class A and Class B Warrants at a combined offering price of $2.4699 per Pre-Funded Warrant and accompanying Class A and Class B Warrants. We received net proceeds from the Offering, after deducting the underwriting discount and commissions and other estimated offering expenses, of approximately $116.9 million. If all Warrants are exercised, the aggregate net proceeds to us from the Offering, after deducting underwriting discounts and commissions and estimated offering expenses, are expected to be $341.7 million.
Previous wording
During the nine months ended September 30, 2025, except for the minimum rental commitments disclosed in Note 6, Leases, to the unaudited condensed consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q, there were no significant changes to our contractual obligations and commitments described under "Management’s Discussion and Analysis of Financial Condition and Results of Operations" in our Annual Report on Form 10-K for the year ended December 31, 2024.
Current wording
During the three months ended March 31, 2026, except for the minimum rental commitments disclosed in Note 6, Leases, to the unaudited condensed consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q, there were no significant changes to our contractual obligations and commitments described under "Management’s Discussion and Analysis of Financial Condition and Results of Operations" in our Annual Report on Form 10-K for the year ended December 31, 2025.
Rearranged previous paragraphs (2)
Previous report — wording carried elsewhere
In October 2025, we entered into the Underwriting Agreement, with the Underwriters, related to the Offering, of (i) 21,896,000 shares of Common Stock, (ii) in lieu of Common Stock to certain investors, the Pre-Funded Warrants in an aggregate of 28,712,500 shares, (iii) and accompanying Class A and Class B Warrants to purchase an aggregate of 50,608,500 shares of Common Stock (or pre-funded warrants in lieu thereof) in each tranche. Each share of Common Stock was offered and sold together with accompanying Class A and Class B Warrants each exercisable for one share of Common Stock at a combined offering price of $2.47 per Share and accompanying Class A and Class B Warrants, and each Pre-Funded Warrant was offered and sold together with accompanying Class A and Class B Warrants at a combined offering price of $2.4699 per Pre-Funded Warrant and accompanying Class A and Class B Warrants. We received net proceeds from the Offering, after deducting the underwriting discount and commissions and other estimated offering expenses, of approximately $117.0 million. If all Warrants are exercised, the aggregate gross proceeds to us from the Offering, before deducting underwriting discounts and commissions and offering expenses, are expected to be $341.7 million.
Previous report — wording carried elsewhere
The $3.6 million decrease in other income, net in the nine months ended September 30, 2025 as compared to the nine months ended September 30, 2024 is primarily driven by a $3.6 million decrease in interest and other income resulting from reduced invested balances as cash was used to fund operations, as well as lower interest rates for the nine months ended September 30, 2025 compared to the prior year period.