NovoCure Ltd

Previous wording

Optune Lua is approved by the FDA under the PMA pathway for the treatment of adult patients with metastatic NSCLC concurrent with PD-1/PD-L1 inhibitors or docetaxel following progression on or after a platinum-based regimen. We also have a CE certificate to market Optune Lua concurrent with PD-1/PD-L1 inhibitors or docetaxel following progression on or after a platinum-based regimen for the treatment of metastatic NSCLC in the EU. In addition, we received regulatory approval in Japan for the use of Optune Lua for the treatment of adult patients with unresectable advanced/recurrent NSCLC concurrent with PD-1/PD-L1 inhibitors following progression on or after a platinum-based regimen.

Current wording

Optune Lua is approved by the FDA under the PMA pathway for the treatment of adult patients with metastatic NSCLC concurrent with PD-1/PD-L1 inhibitors or docetaxel following progression on or after a platinum-based regimen. We also have a CE certificate to market Optune Lua concurrent with PD-1/PD-L1 inhibitors or docetaxel following progression on or after a platinum-based regimen for the treatment of metastatic NSCLC in the EU. Optune Lua is also approved in Japan for the treatment of adult patients with unresectable advanced/recurrent NSCLC concurrent with PD-1/PD-L1 inhibitors following progression on or after a platinum-based regimen.

Previous wording

Optune Pax is approved by the FDA under the PMA pathway for the treatment of adult patients with locally advanced pancreatic cancer concurrent with gemcitabine and nab-paclitaxel. We also have a CE certificate to market Optune Pax for the treatment of adult patients with locally advanced pancreatic cancer of exocrine origin, concomitant with gemcitabine and nab-paclitaxel in accordance with guideline recommendations. We have submitted the regulatory application required to market Optune Pax in Japan.

Current wording

Optune Pax is approved by the FDA under the PMA pathway for the treatment of adult patients with locally advanced pancreatic cancer concurrent with gemcitabine and nab-paclitaxel ("gem/nab-pac"). We also have a CE certificate to market Optune Pax for the treatment of adult patients with locally advanced pancreatic cancer of exocrine origin, concomitant with gem/nab-pac in accordance with guideline recommendations. Optune Pax is also approved in Japan for the treatment of adult patients with unresectable locally advanced pancreatic cancer concurrent with gem/nab-pac.

Previous wording

In March, we announced topline results from the Phase 2 PANOVA-4 clinical trial ("PANOVA-4") evaluating the use of TTFields therapy together with atezolizumab, gemcitabine and nab-paclitaxel (collectively, "systemic therapies") for the treatment of metastatic pancreatic cancer. PANOVA-4 met its pre-specified primary endpoint, achieving a statistically significant improvement in disease control rate (DCR) compared to the DCR reported in the Phase 3 MPACT study used as the historical control. Patients in PANOVA-4 achieved a DCR of 74% compared 48% in patients receiving gemcitabine and nab-paclitaxel alone (N=431) in the MPACT trial (difference = 26.4%, 1-sided p-value < 0.001). Secondary endpoint analyses for overall survival (OS) and objective response rate (ORR) were also completed, with PANOVA-4 patients exhibiting a median OS of 9.7 months and ORR of 34.6% (95% CI, 24.2% - 46.2%). Median duration of treatment with TTFields therapy was 25.6 weeks and six cycles of systemic therapies. TTFields therapy was well-tolerated and device related safety was consistent with prior clinical studies.

Current wording

In March, we announced topline results from the Phase 2 PANOVA-4 clinical trial ("PANOVA-4") evaluating the use of TTFields therapy together with atezolizumab, gemcitabine and nab-paclitaxel (collectively, "systemic therapies") for the treatment of metastatic pancreatic cancer. PANOVA-4 met its pre-specified primary endpoint, achieving a statistically significant improvement in disease control rate (DCR) compared to the DCR reported in the Phase 3 MPACT study used as the historical control. Patients in PANOVA-4 achieved a DCR of 74% compared 48% in patients receiving gem/nab-pac alone (N=431) in the MPACT trial (difference = 26.4%, 1-sided p-value < 0.001). Secondary endpoint analyses for overall survival (OS) and objective response rate (ORR) were also completed, with PANOVA-4 patients exhibiting a median OS of 9.7 months and ORR of 34.6% (95% CI, 24.2% - 46.2%). Median duration of treatment with TTFields therapy was 25.6 weeks and six cycles of systemic therapies. TTFields therapy was well-tolerated and device related safety was consistent with prior clinical studies.

Previous wording

In June, we announced that we received a CE certificate to market Optune Pax for the first-line treatment of locally advanced pancreatic cancer of exocrine origin, concomitant with gemcitabine and nab-paclitaxel (gem/nab-pac) in accordance with guideline recommendations. The CE Mark is supported by data from the Phase 3 PANOVA-3 trial ("PANOVA-3"), which demonstrated a statistically significant improvement in median OS for patients treated with Optune Pax and gem/nab-pac, compared to patients who received gem/nab-pac alone, while also significantly extending time to pain progression. Because the use of gem/nab-pac may vary by market, the approved CE certificate intended purpose for Optune Pax includes a reference to guideline recommendations to account for local differences. We began certifying prescribing physicians for Optune Pax in Germany in July.

Current wording

In June, we announced that we received a CE certificate to market Optune Pax for the first-line treatment of locally advanced pancreatic cancer of exocrine origin, concomitant with gem/nab-pac in accordance with guideline recommendations. The CE Mark is supported by data from the Phase 3 PANOVA-3 trial ("PANOVA-3"), which demonstrated a statistically significant improvement in median OS for patients treated with Optune Pax and gem/nab-pac, compared to patients who received gem/nab-pac alone, while also significantly extending time to pain progression. Because the use of gem/nab-pac may vary by market, the approved CE certificate intended purpose for Optune Pax includes a reference to guideline recommendations to account for local differences. We began certifying prescribing physicians for Optune Pax in Germany in July.

Previous wording

We believe the physical mechanisms of action behind TTFields therapy may be broadly applicable to solid tumor cancers. We have several ongoing clinical trials which further explore the use of TTFields therapy in these solid tumor cancers, including our Phase 3 KEYNOTE D58 trial in GBM, which we expect to complete enrollment by the end of 2026, and our Phase 3 LUNAR-2 trial in NSCLC. We anticipate expanding our clinical pipeline over time to study the safety and efficacy of TTFields therapy for our existing and additional solid tumor indications and for use together with other cancer treatment modalities.

Current wording

We believe the physical mechanisms of action behind TTFields therapy may be broadly applicable to solid tumor cancers. We have several ongoing clinical trials which further explore the use of TTFields therapy in these solid tumor cancers, including our Phase 3 KEYNOTE D58 trial in newly diagnosed GBM, which we expect to complete enrollment by the end of 2026, and our Phase 3 LUNAR-2 trial in NSCLC. We anticipate expanding our clinical pipeline over time to study the safety and efficacy of TTFields therapy for our existing and additional solid tumor indications and for use together with other cancer treatment modalities.

Previous wording

We are exploring options to modify our LUNAR-2 trial design with the goals of compressing the timeline to completion and significantly reducing costs. We anticipate engaging with regulators in the coming months regarding potential protocol revisions to streamline the trial’s primary endpoints with the goal of reducing the patient sample size.

Current wording

We are exploring options to modify our LUNAR-2 trial design with the goals of compressing the timeline to completion and significantly reducing costs. We have engaged with regulators regarding potential protocol revisions to streamline the trial’s primary endpoints with the goal of reducing the patient sample size.

Previous wording

We view our operations and manage our business in one operating segment. For the three and six months ended June 30, 2026, our net revenues were $183.6 million and $357.6 million, respectively. Our net loss for the three and six months ended June 30, 2026 was $15.7 million and $86.8 million. As of June 30, 2026, we had an accumulated deficit of $1,377.2 million.

Current wording

We view our operations and manage our business in one operating segment. For the three and nine months ended September 30, 2026, our net revenues were $193.4 million and $551.0 million, respectively. Our net loss for the three and nine months ended September 30, 2026 was $10.4 million and $97.2 million. As of September 30, 2026, we had an accumulated deficit of $1,387.6 million.

Previous wording

Throughout 2025 and 2026, the U.S. has increased or threatened to increase tariff rates on imported goods from numerous countries. The manufacturing of our Products and associated accessories is fully outsourced to third parties across multiple countries. In recent years, in anticipation of active patient growth and new indication launches, we began onboarding additional suppliers and/or supply nodes to increase the resilience of our network. As an example, we are in the final steps of adding production capacity in Mexico and Ireland. This also helps us provide optionality around supply routes to optimize our cost structure, including the emerging tariff landscape. Our current analysis of the global tariff environment leads us to believe there should not be a material impact to gross margins in the short-term and we are actively working to mitigate any potential impacts in the medium to long-term. We are also actively pursuing refunds of tariffs we paid under the International Emergency Economic Powers Act ("IEEPA") following the February 2026 U.S. Supreme Court ruling that IEEPA does not authorize tariffs. We believe that we are entitled to recovery of amounts paid; however we cannot be assured that we will be able to collect the full amount or when any recoveries will occur.

Current wording

Throughout 2025 and 2026, the U.S. has increased or threatened to increase tariff rates on imported goods from numerous countries. The manufacturing of our Products and associated accessories is fully outsourced to third parties across multiple countries. In recent years, in anticipation of active patient growth and new indication launches, we began onboarding additional suppliers and/or supply nodes to increase the resilience of our network. As an example, we are in the final steps of adding production capacity in Ireland. This also helps us provide optionality around supply routes to optimize our cost structure, including the emerging tariff landscape. Our current analysis of the global tariff environment leads us to believe there should not be a material impact to gross margins in the short-term and we are actively working to mitigate any potential impacts in the medium to long-term. We are also actively pursuing refunds of tariffs we paid under the International Emergency Economic Powers Act ("IEEPA") following the February 2026 U.S. Supreme Court ruling that IEEPA does not authorize tariffs. We believe that we are entitled to recovery of amounts paid; however we cannot be assured that we will be able to collect the full amount or when any recoveries will occur.

Previous wording

Net revenues. Our revenues are primarily derived from patients using our Products in our active markets. We charge for treatment with our Products on a monthly basis. Our potential net revenues per patient are determined by our ability to secure payment, the monthly fee we collect and the number of months that the patient remains on therapy. In the case of a new indication launch such as Optune Pax, it can take time for us to generate the claims history needed for a reasonable estimate of collections that will enable us to recognize revenues upon billing without waiting for a final collection of the claim. Until that time, our revenue from pancratic cancer claims will be recognized in the period of cash collection.

Current wording

Net revenues. Our revenues are primarily derived from patients using our Products in our active markets. We charge for treatment with our Products on a monthly basis. Our potential net revenues per patient are determined by our ability to secure payment, the monthly fee we collect and the number of months that the patient remains on therapy. In the case of a new indication launch such as Optune Pax, it can take time for us to generate the claims history needed for a reasonable estimate of collections that will enable us to recognize revenues upon billing without waiting for a final collection of the claim. Until that time, our revenue from pancreatic cancer claims will be recognized in the period of cash collection.

Previous wording

The following discussion provides an analysis of our results of operations and reasons for material changes therein for the three and six months ended June 30, 2026 as compared to the three and six months ended June 30, 2025. The tables contained in this section report U.S. dollars in thousands (except share, patient, and prescription data). The following table sets forth our consolidated statements of operations data:

Current wording

The following discussion provides an analysis of our results of operations and reasons for material changes therein for the three and nine months ended September 30, 2026 as compared to the three and nine months ended September 30, 2025. The tables contained in this section report U.S. dollars in thousands (except share, patient, and prescription data). The following table sets forth our consolidated statements of operations data:

Previous wording

As a result of FDA approval of Optune Pax during the first quarter, we incurred a non-cash general and administrative expense of approximately $43,406 related to 901,284 PSUs granted in March 2020 to an executive officer that were expensed for U.S. GAAP purposes, but not actually converted to Ordinary Shares and distributed to the executive officer. These PSUs are now cancelled.

Current wording

As a result of FDA approval of Optune Pax during the first quarter of 2026, we incurred a non-cash general and administrative expense of approximately $43.4 million related to 901,284 PSUs granted in March 2020 to an executive officer that were expensed for U.S. GAAP purposes, but not actually converted to Ordinary Shares and distributed to the executive officer. These PSUs are now cancelled.

Previous wording

Three and six months ended June 30, 2026 compared to three and six months ended June 30, 2025

Current wording

Three and nine months ended September 30, 2026 compared to three and nine months ended September 30, 2025

Previous wording

Net revenues. Net revenues increased 16% to $183.6 million for the three months ending June 30, 2026 from $158.8 million for the same period in 2025. For the three months ended June 30, 2026 the net revenue increase primarily resulted from $16.1 million in growth from international markets and $8.7 million from the United States, collectively driven primarily by 18% active patient growth globally. In the quarter, there were $2.8 million in one-time revenue benefits included in the aforementioned market increases, consisting of $1.3 million from Germany related to approval rate increases and aged collections, $0.9 million from the United States from a lower annual deductible impact, and $0.6 million in France related to performance improvements. Recognized revenue from Optune Lua and Optune Pax in the quarter was $5.4 million and $1.6 million respectively, versus $2.4 million and $0.0 million in the same period last year.

Current wording

Net revenues. Net revenues increased 16% to $193.4 million for the three months ending September 30, 2026 from $167.2 million for the same period in 2025. For the three months ended September 30, 2026 the net revenue increase primarily resulted from $15.3 million in growth from the United States and $10.9 million in growth from international markets, collectively driven primarily by 19% active patient growth globally. In the quarter, there were $4.4 million in one-time revenue benefits included in the aforementioned market increases, consisting of $2.2 million from Germany and $2.2 million from the United States related to approval rate increases. Recognized revenue from Optune Lua and Optune Pax in the quarter was $8.2 million and $3.7 million respectively, versus $3.1 million and $0.0 million in the same period last year. The overall increase was offset by $2.0 million of exchange rate effects.

Previous wording

For the six months ended June 30, 2026, the increase primarily resulted from $32.3 million in growth from international markets due to 17% active patient growth and reimbursement improvements and $11.5 million from the United States due to 20% active patient growth. The overall increase includes $6.1 million of exchange rate benefits.

Current wording

For the nine months ended September 30, 2026, the increase primarily resulted from $43.2 million in growth from international markets due to 20% active patient growth and reimbursement improvements and $26.8 million from the United States due to 18% active patient growth. The overall increase includes $3.9 million of exchange rate benefits.

Previous wording

Cost of revenues. For the three months ended June 30, 2026, the decrease in cost of revenues was primarily due to a $4.9 million tariff refund and $2.8 million of lower array costs, mainly resulting from improved array utilization and manufacturing efficiencies, mostly offset by 18% growth in active patients.

Current wording

Cost of revenues. For the three months ended September 30, 2026, the cost of revenues were flat versus prior year primarily due to $4.5 million of lower array costs, mainly resulting from improved array utilization and manufacturing efficiencies in the current period and the absence of a $2.9 million inventory provision recognized in the prior year, mostly offset by 19% growth in active patients.

Previous wording

For the six months ended June 30, 2026, the cost of revenues were flat versus prior year primarily due to the aforementioned tariff refund and $6.9 million lower costs of arrays mainly resulting from improved array utilization and manufacturing efficiencies, fully offset by the active patient growth.

Current wording

For the nine months ended September 30, 2026, the cost of revenues were flat versus prior year primarily due to a $4.9 million tariff refund and $12.3 million lower costs of arrays mainly resulting from improved array utilization and manufacturing efficiencies, mostly offset by the active patient growth.

Previous wording

Excluding sales to Zai, cost of revenues per active patient per month was $2,483 for the three months ended June 30, 2026, a decrease of 16% from $2,970 for the same period in 2025, primarily due to the tariff refund, lower array utilization and manufacturing efficiencies. Cost of revenues per active patient is calculated by dividing the cost of revenues for the quarter less equipment sales to Zai for the quarter by the average of the active patients at the end of the prior quarter and the ending active patients in the current quarter. This quarterly figure is then divided by three to estimate the monthly cost of revenues per active patient. Sales to Zai are deducted because they are sold at cost and in anticipation of future royalties from Zai, and Zai patient counts are not included in our active patient population. Cost of products sold to Zai totaled $4.2 million and $7.4 million for the three and six months ended June 30, 2026 compared to $3.2 million and $6.5 million for the three and six months ended June 30, 2025.

Current wording

Excluding sales to Zai, cost of revenues per active patient per month was $2,661 for the three months ended September 30, 2026, a decrease of 16% from $3,159 for the same period in 2025, primarily due to lower array utilization and manufacturing efficiencies. Cost of revenues per active patient is calculated by dividing the cost of revenues for the quarter less equipment sales to Zai for the quarter by the average of the active patients at the end of the prior quarter and the ending active patients in the current quarter. This quarterly figure is then divided by three to estimate the monthly cost of revenues per active patient. Sales to Zai are deducted because they are sold at cost and in anticipation of future royalties from Zai, and Zai patient counts are not included in our active patient population. Cost of products sold to Zai totaled $3.1 million and $10.4 million for the three and nine months ended September 30, 2026 compared to $3.3 million and $9.8 million for the three and nine months ended September 30, 2025.

Previous wording

Gross margin was 78% for the three months ended June 30, 2026 compared to 74% for the three months ended June 30, 2025. The improvement in gross margin is primarily due to 18% active patient growth while decreasing the cost of revenues by 1%. We expect that our gross margins will continue to be impacted by our launches in NSCLC and pancreatic cancer, as well as by the changing tariff landscape. We continue to focus on opportunities to increase efficiencies and scale within our supply chain. This includes evaluating new materials, manufacturers, and processes that could lead to lower costs.

Current wording

Gross margin was 77% for the three months ended September 30, 2026 compared to 73% for the three months ended September 30, 2025. The improvement in gross margin is primarily due to 19% active patient growth while keeping the cost of revenues flat. We expect that our gross margins will continue to be impacted by our launches in NSCLC and pancreatic cancer, as well as by the changing tariff landscape. We continue to focus on opportunities to increase efficiencies and scale within our supply chain. This includes evaluating new materials, manufacturers, and processes that could lead to lower costs.

Previous wording

Research, development and clinical study expenses. Research, development and clinical study expenses decreased 8% to $51.4 million for the three months ended June 30, 2026 from $55.8 million for the same period in 2025. For the three months ended June 30, 2026, the change was primarily due to a $5.5 million decrease in direct clinical trial expenses from the completion of older clinical studies more than offsetting cost increases in newer studies, such as KEYNOTE D58, and a $1.8 million decrease in share-based compensation, partially offset by a $0.9 million increase in engineering expenses and a $0.7 million increase in preclinical expenses.

Current wording

Research, development and clinical study expenses. Research, development and clinical study expenses increased 8% to $58.1 million for the three months ended September 30, 2026 from $54.0 million for the same period in 2025. For the three months ended September 30, 2026, the change was primarily due to a $7.3 million increase in direct clinical trial expenses mostly attributable to KEYNOTE D58, partially offset by a $2.1 million decrease in share-based compensation and a $1.6 million decrease in regulatory expenses.

Previous wording

For the six months ended June 30, 2026, research, development and clinical expenses were flat versus prior year primarily due to a $4.2 million decrease in direct clinical trial expenses and a $3.9 million decrease in share-based compensation expenses, offset primarily by a $2.9 million increase in engineering expenses, a $1.2 million increase in preclinical expenses and a $1.2 million increase in regulatory expenses.

Current wording

For the nine months ended September 30, 2026, research, development and clinical expenses the changes were primarily due to a $3.1 million increase in direct clinical trial expenses from the acceleration of KEYNOTE D58 enrollments partially offset by the completion of older clinical studies, a $3.6 million increase in engineering expenses, a $1.9 million increase in preclinical expenses and a $1.5 million increase in quality expenses, partially offset by a $6.0 million decrease in share-based compensation expenses.

Previous wording

Sales and marketing expenses. Sales and marketing expenses increased 8% to $61.7 million for the three months ended June 30, 2026 from $57.1 million for the same period in 2025. For the three and six months ended June 30, 2026, the change was mainly driven by a $5.5 million and a $9.5 million increase, in sales and marketing efforts related to the Optune Pax launch in the United States and Optune Lua launch in Japan, respectively, partially offset by $1.4 million and $5.6 million, respectively, lower share-based compensation expenses.

Current wording

Sales and marketing expenses. Sales and marketing expenses decreased 9% to $53.3 million for the three months ended September 30, 2026 from $58.5 million for the same period in 2025. For the three months ended September 30, 2026, the change was mainly driven by $4.5 million lower share-based compensation expenses and $2.0 million lower marketing expenses, partially offset by $0.9 in higher sales personnel expenses.

Previous wording

General and administrative expenses. General and administrative expenses decreased 9% to $39.9 million for the three-month period ended June 30, 2026 from $44.0 million for the same period in 2025. For the three months ended June 30, 2026, these changes were primarily due to $5.6 million lower share-based compensation expenses partially offset by $1.6 million of higher personnel and professional expenses to support business growth.

Current wording

General and administrative expenses. General and administrative expenses decreased 5% to $43.6 million for the three-month period ended September 30, 2026 from $45.9 million for the same period in 2025. For the three months ended September 30, 2026, these changes were primarily due to $4.9 million lower share-based compensation expenses partially offset by a $2.2 million retirement of production line equipment as a result of process efficiencies.

Previous wording

For the six months ended June 30, 2026, the changes were primarily due to $34.8 million higher share-based compensation expenses, resulting primarily from approximately $43.4 million related to PSUs granted in March 2020 to an executive officer that were expensed according to U.S. GAAP as a result of the FDA approval of Optune Pax, but not distributed. Additionally, excluding share based compensation expenses, there was a $2.3 million increase in general and administrative expenses resulting from a $4.6 million increase in personnel and professional service expenses to support multiple launches, partly offset by a one-time expense of $2.3 million recognized in the same period last year for the retirement of a production line.

Current wording

For the nine months ended September 30, 2026, the changes were primarily due to $29.9 million higher share-based compensation expenses, resulting primarily from approximately $43.4 million related to PSUs granted in March 2020 to an executive officer that were expensed according to U.S. GAAP as a result of the FDA approval of Optune Pax, but not distributed. Additionally, excluding share based compensation expenses, there was a $4.9 million increase in general and administrative expenses resulting from personnel and professional service expenses to support multiple launches.

Previous wording

Financial income (expenses), net. Financial income decreased by $6.4 million or 142% from $4.5 million in income for the three months ended June 30, 2025 to an expense of $1.9 million for the same period in 2026, primarily due to a $6.4 million decrease in interest income on our investments driven by the repayment upon maturity in November 2025 of our 0% coupon convertible notes, $2.4 million of higher interest expenses related to our senior secured credit facility driven by our borrowing of Tranche B in September 2025, offset by a $1.7 million decrease in foreign currency exchange expenses.

Current wording

Financial income (expenses), net. Financial income decreased by $7.7 million or 128% from $6.0 million in income for the three months ended September 30, 2025 to an expense of $1.7 million for the same period in 2026, primarily due to a $5.8 million decrease in interest income on our investments driven by the repayment upon maturity in November 2025 of our 0% coupon convertible notes and $2.3 million of higher interest expenses related to our senior secured credit facility driven by our borrowing of Tranche B at the end of September 2025.

Previous wording

For the six months ended June 30, 2026, financial income decreased by $15.8 million or 131% from $12.1 million in income for the six months ended June 30, 2025 to an expense of $3.7 million for the same period in 2026, primarily. due to a $13.5 million decrease in interest income on our investments and, $4.7 million of higher interest expenses related to our senior secured credit facility, offset by a $1.2 million decrease in foreign exchange currency loss and a $1.1 million decrease in amortization expenses related to debt.

Current wording

For the nine months ended September 30, 2026, financial income decreased by $23.5 million or 130% from $18.1 million in income for the nine months ended September 30, 2025 to an expense of $5.4 million for the same period in 2026, primarily. due to a $19.3 million decrease in interest income on our investments, $6.9 million of higher interest expenses related to our senior secured credit facility, offset by a $1.1 million decrease in foreign exchange currency loss and a $1.6 million decrease in amortization expenses related to debt.

Previous wording

Income taxes. Income taxes decreased 38% to $3.2 million for the three months ended June 30, 2026 from $5.2 million for the same period in 2025 and decreased 45% to $5.1 million for the six months ended June 30, 2026 from $9.2 million for the same period in 2025. For the three months ended June 30, 2026, the decrease was primarily attributable a $0.9 million reduction in tax expense associated with intercompany interest income and a $0.8 million increase in current tax benefits related to share-based compensation.

Current wording

Income taxes. Income taxes decreased 65% to $2.6 million for the three months ended September 30, 2026 from $7.2 million for the same period in 2025 and decreased 53% to $7.6 million for the nine months ended September 30, 2026 from $16.4 million for the same period in 2025. For the three months ended September 30, 2026, the decrease was primarily attributable a $0.9 million reduction in tax expense associated with intercompany interest income, a $2.8 million decrease related to prior period reserves and a $1.9 million increase in current tax benefits related to share-based compensation.

Previous wording

For the six months ended June 30, 2026, the decrease was primarily attributable to a $2.0 million reduction in tax expense associated with intercompany interest income and a $1.7 million decrease related to prior-period reserves, partially offset by a $0.6 million decrease in current tax benefits related to share-based compensation.

Current wording

For the nine months ended September 30, 2026, the decrease was primarily attributable to a $2.9 million reduction in tax expense associated with intercompany interest income, a $4.3 million decrease related to prior-period reserves and a $2.6 million increase in current tax benefits related to share-based compensation.

Previous wording

We also measure our performance using a non-GAAP measurement of earnings before interest, taxes, depreciation, amortization and shared-based compensation (“Adjusted EBITDA”). We believe Adjusted EBITDA is useful to investors in evaluating our operating performance because it helps investors evaluate and compare the results of our operations from period to period by removing the impact of earnings attributable to our capital structure, tax rate and material non-cash items, specifically share-based compensation.

Current wording

We also measure our performance using a non-GAAP measurement of earnings before interest, taxes, depreciation, amortization and share-based compensation (“Adjusted EBITDA”). We believe Adjusted EBITDA is useful to investors in evaluating our operating performance because it helps investors evaluate and compare the results of our operations from period to period by removing the impact of earnings attributable to our capital structure, tax rate and material non-cash items, specifically share-based compensation.

Previous wording

Adjusted EBITDA increased to a gain of $10.8 million for the three months ended June 30, 2026 from a loss of $9.9 million for the same period in 2025. For three months ended June 30, 2026, the change in adjusted EBITDA was primarily driven by revenue growth, cost of revenue efficiency improvements and tariff refunds, partially offset by increasing costs for new indications. The revenue increase drove a $25.1 million increase in gross profit. The gross profit increase was partially offset by increased operating expenses, primarily due to our launches in pancreatic cancer and NSCLC. We intend to take actions that prioritize growth and maintain financial health and flexibility as we position our company for future profitability.

Current wording

Adjusted EBITDA increased to a gain of $15.7 million for the three months ended September 30, 2026 from a loss of $3.0 million for the same period in 2025. For three months ended September 30, 2026, the change in adjusted EBITDA was primarily driven by revenue growth coupled with cost of revenue efficiency improvements, partially offset by increasing costs for clinical trials. The revenue increase drove a $26.4 million increase in gross profit. The gross profit increase was partially offset by increased operating expenses, primarily due to our KEYNOTE D58 clinical trial. We intend to take actions that prioritize growth and maintain financial health and flexibility as we position our company for future profitability.

Previous wording

We have incurred significant losses and cumulative negative cash flows from operations since our founding in 2000. As of June 30, 2026, we had an accumulated deficit of $1,377.2 million. To date, we have primarily financed our operations through the exercise of options, issuance and sale of equity and the proceeds from long-term loans.

Current wording

We have incurred significant losses and cumulative negative cash flows from operations since our founding in 2000. As of September 30, 2026, we had an accumulated deficit of $1,387.6 million. To date, we have primarily financed our operations through the exercise of options, issuance and sale of equity and the proceeds from long-term loans.

Previous wording

At June 30, 2026, we had $440.6 million in cash, cash equivalents and short-term investments, a decrease of $7.1 million compared to $447.7 million at December 31, 2025, primarily attributable to net cash used in operations. We believe our cash, cash equivalents and short-term investments as of June 30, 2026 are sufficient for our operations for at least the next 12 months based on our existing business plan and our ability to control the timing of significant expense commitments. We expect that our operating expenses will continue to increase over the next several years and may outpace our gross profit as we prepare to expand into additional indications. As a result, we may need to raise additional capital to fund our operations.

Current wording

At September 30, 2026, we had $463.5 million in cash, cash equivalents and short-term investments, an increase of $15.8 million compared to $447.7 million at December 31, 2025, primarily attributable to net cash provided by operations. We believe our cash, cash equivalents and short-term investments as of September 30, 2026 are sufficient for our operations for at least the next 12 months based on our existing business plan and our ability to control the timing of significant expense commitments. We expect that our operating expenses will continue to increase over the next several years and may outpace our gross profit as we prepare to expand into additional indications. As a result, we may need to raise additional capital to fund our operations.

Previous wording

Net cash used in operating activities decreased by $46.2 million from $51.6 million net cash used in operating activities for the six months ended June 30, 2025 to $5.4 million net cash used in operating activities for the six months ended June 30, 2026. This was primarily the result of a $24.3 million increase in share based compensation, a $20.3 million decrease in accounts receivable and prepaid expenses, and a $12.0 million increase in accounts payables and accrued expenses, offset by a $5.4 million decrease in other long-term liabilities.

Current wording

Net cash used in operating activities decreased by $48.3 million from $31.0 million net cash used in operating activities for the nine months ended September 30, 2025 to $17.3 million net cash provided by operating activities for the nine months ended September 30, 2026. This was primarily the result of a $15.0 million reduction in net loss, a $12.5 million increase in share based compensation, a $11.7 million decrease of amortization of discount related to investments and a $12.3 million increase in accounts payables and accrued expenses.

Previous wording

Net cash provided by investing activities was $1.4 million for the six months ended June 30, 2026, compared to $29.5 million net cash provided by investing activities for the six months ended June 30, 2025. The $1.4 million net cash provided by investing activities for the six months ended June 30, 2026 was primarily attributable to $13.4 million of net proceeds of short term investments offset by the purchase of $12.1 million of property and equipment. The $29.5 million net cash used in investing activities for the six months ended June 30, 2025 was primarily attributable to $45.6. million of net proceeds of short-term investments offset by the purchase of $16.1 million of property and equipment.

Current wording

Net cash used in investing activities was $21.9 million for the nine months ended September 30, 2026, compared to $100.9 million net cash provided by investing activities for the nine months ended September 30, 2025. The $21.9 million net cash used in investing activities for the nine months ended September 30, 2026 was primarily attributable to $2.9 million of net purchases of short term investments offset by the purchase of $19.0 million of property and equipment. The $100.9 million net cash provided by investing activities for the nine months ended September 30, 2025 was primarily attributable to $122.7 million of net proceeds of short-term investments offset by the purchase of $21.8 million of property and equipment.

Previous wording

Financing activities. Net cash provided by financing activities was $4.4 million for the six months ended June 30, 2026, as compared to $7.6 million provided by financing activities for the six months ended June 30, 2025. The $4.4 million net cash provided by financing activities for the six months ended June 30, 2026 was primarily attributable to the proceeds from the issuance of shares and the exercise of options. The $7.6 million provided by financing activities for the six months ended June 30, 2026 was primarily attributable to the exercise of options under the Company's share option plan.

Current wording

Financing activities. Net cash provided by financing activities was $8.0 million for the nine months ended September 30, 2026, as compared to $108.2 million provided by financing activities for the nine months ended September 30, 2025. The $8.0 million net cash provided by financing activities for the nine months ended September 30, 2026 was primarily attributable to the proceeds from the issuance of shares and the exercise of options. The $108.2 million provided by financing activities for the nine months ended September 30, 2025 was primarily attributable to proceeds of $100 million from Tranche B of the senior secured term loan in September 2025 and $8.2 million attributable to the proceeds from issuance of shares and the the exercise of options under the Company's share option plan.

Previous wording

On May 1, 2024 Novocure Luxembourg S.a.r.l. ("Borrower"), our wholly-owned subsidiary, entered into a five-year senior secured credit facility of up to $400.0 million (the "Facility") with BPCR Limited Partnership and BioPharma Credit Investments V (Master) LP (collectively, the "Lenders"), BioPharma Credit PLC, as collateral agent for the Lenders, and the guarantors party to such agreement (the "Loan Agreement"). The Facility could be drawn in up to four drawings. The Loan Agreement provides for an initial term loan in the principal amount of $100.0 million (the "Tranche A Loan"), which was funded to the Borrower on May 1, 2024 (the "Tranche A Funding Date"). Under the Loan Agreement, the Borrower was required to draw $100.0 million on the Facility on or before September 30, 2025 (the "Tranche B Loan"). Not later than December 31, 2025, the Borrower had the option to give notice of its intent to draw an additional $100.0 million of the Facility (the "Tranche C Loan"). In addition, not later than March 31, 2026, the Borrower had the option to to draw an additional $100.0 million of the Facility (the "Tranche D Loan"). As of June 30, 2026, we have borrowed the Tranche A Loan and the Tranche B Loan in the aggregate principal amount of $200.0 million. We did not give notice of our intent to borrow the Tranche C Loan. As a result, we no longer have the ability to borrow the Tranche C or Tranche D Loans.

Current wording

On May 1, 2024 Novocure Luxembourg S.a.r.l. ("Borrower"), our wholly-owned subsidiary, entered into a five-year senior secured credit facility of up to $400.0 million (the "Facility") with BPCR Limited Partnership and BioPharma Credit Investments V (Master) LP (collectively, the "Lenders"), BioPharma Credit PLC, as collateral agent for the Lenders, and the guarantors party to such agreement (the "Loan Agreement"). The Facility could be drawn in up to four drawings. The Loan Agreement provides for an initial term loan in the principal amount of $100.0 million (the "Tranche A Loan"), which was funded to the Borrower on May 1, 2024 (the "Tranche A Funding Date"). Under the Loan Agreement, the Borrower was required to draw $100.0 million on the Facility on or before September 30, 2025 (the "Tranche B Loan"). Not later than December 31, 2025, the Borrower had the option to give notice of its intent to draw an additional $100.0 million of the Facility (the "Tranche C Loan"). In addition, not later than March 31, 2026, the Borrower had the option to draw an additional $100.0 million of the Facility (the "Tranche D Loan"). As of September 30, 2026, we have borrowed the Tranche A Loan and the Tranche B Loan in the aggregate principal amount of $200.0 million. We did not give notice of our intent to borrow the Tranche C Loan. As a result, we no longer have the ability to borrow the Tranche C or Tranche D Loans.

Previous wording

The obligations under the Loan Agreement are guaranteed by certain of our subsidiaries and secured by a first lien on the Borrower's and certain of our other subsidiaries’ assets. Outstanding term loans under the Loan Agreement will bear interest at an annual rate equal to 6.25% plus the three-months SOFR (subject to a 3.25% floor), payable quarterly in arrears and calculated on the basis of actual days elapsed in a 360-day year. The Borrower paid 2.5% of additional consideration on each principal draw, with payment for the Tranche A Loan and the Tranche B Loan paid on the Tranche A Funding Date. Principal under the Facility will be repaid in eight equal quarterly repayments commencing with the third quarter of 2027 and continuing each quarter thereafter, with the final payment of outstanding principal due on the fifth anniversary of the Tranche A Funding Date. Voluntary prepayment of all, but not less than all, of the term loans outstanding is permitted at any time, subject to make-whole and prepayment premiums as set forth in the Loan Agreement. Prepayment of all term loans outstanding, subject to make-whole and prepayment premiums, is due and payable upon a change-in-control as defined in the Loan Agreement. Make-whole and prepayment premiums are due and payable for the Tranche B Loans for any voluntary prepayment of the term loans outstanding, upon a change-in-control (as defined in the Loan Agreement), and upon any acceleration of the maturity date, in each case regardless of whether the Tranche B Loan is drawn.

Current wording

Principal under the Facility will be repaid in eight equal quarterly repayments commencing with the third quarter of 2027 and continuing each quarter thereafter, with the final payment of outstanding principal due on the fifth anniversary of the Tranche A Funding Date. Voluntary prepayment of all, but not less than all, of the term loans outstanding is permitted at any time, subject to make-whole and prepayment premiums as set forth in the Loan Agreement. Prepayment of all term loans outstanding, subject to make-whole and prepayment premiums, is due and payable upon a change-in-control as defined in the Loan Agreement. Make-whole and prepayment premiums are due and payable for the Tranche B Loans for any voluntary prepayment of the term loans outstanding, upon a change-in-control (as defined in the Loan Agreement), and upon any acceleration of the maturity date, in each case regardless of whether the Tranche B Loan is drawn.