Caris Life Sciences, Inc.
For the period ended Jun 30, 2026. Filed Aug 5, 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.
Jun 30, 2026 · Filed Aug 5, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2026-03-31; filed 2026-05-08.
0002019410-26-000044
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-06-30; filed 2026-08-05.
0002019410-26-000055
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 154 previous paragraphs and 154 current paragraphs.
88 unchanged; 35 reworded; 24 added; 26 removed; 5 previous and 7 current paragraphs rearranged.
Tables are not compared: 12 previous and 18 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 (24)
Current report
Our Molecular Intelligence product portfolio consists of our MI Profile Platform, our whole exome sequencing (“WES”)/whole transcriptome sequencing (“WTS”) tissue-based molecular profiling solutions that have generated the majority of our revenue to date, our Caris Assure Platform, our WES/WTS blood-based molecular profiling solutions, and our Precision Whole Genome Platform, our whole genome sequencing (“WGS”) blood- and tissue-based profiling solutions. During the second quarter of 2026, we expanded our Precision Whole Genome Platform with the launch of Caris Detect, a groundbreaking multi-cancer early detection blood test designed to uncover cancer signals at earlier, more treatable stages. Caris Detect utilizes ultra-deep Whole Genome Sequencing, Whole Transcriptome Sequencing and advanced artificial intelligence to analyze molecular and biological signals associated with cancer. During the second quarter of 2026, we further expanded our Precision Whole Genome Platform with the commercial launch of Caris ChromoSeq, a combined WGS and WTS assay designed to support the comprehensive genomic evaluation of myeloid malignancies — including acute myeloid leukemia, myelodysplastic syndromes and myeloproliferative neoplasms — from a single bone marrow aspirate or peripheral blood sample, consolidating what has historically been a fragmented, multi-test diagnostic workflow. Also during the second quarter of 2026, we launched Caris MI Clarity, our first commercially available digital, AI/ML-based prognostic solution, which applies computational pathology and machine learning to digitized hematoxylin and eosin whole-slide images together with clinical inputs — without requiring additional genomic sequencing — to assess both early and late distant recurrence risk for postmenopausal patients with HR-positive/HER2-negative, node-negative early-stage breast cancer. Caris MI Clarity was developed using our proprietary multi-modal dataset, and we believe it demonstrates our ability to translate that dataset into new clinical solutions that extend beyond sequencing-based profiling.
Current report
Total revenue was $263.7 million for the three months ended June 30, 2026, compared to $181.4 million for the three months ended June 30, 2025, an increase of $82.3 million, or 45.4%.
Current report
Molecular profiling services revenue increased to $252.3 million for the three months ended June 30, 2026, from $162.9 million for the three months ended June 30, 2025, an increase of $89.3 million, or 54.8%. The increase was driven primarily by higher clinical case volume and higher reimbursement, including improved average selling prices resulting from enhanced contracting. Clinical cases increased from approximately 50,000 for the three months ended June 30, 2025, to approximately 59,200 for the three months ended June 30, 2026.
Current report
Cost of services - Molecular profiling services was $81.3 million for the three months ended June 30, 2026, compared to $65.3 million for the three months ended June 30, 2025, an increase of $16.0 million, or 24.5%.
Current report
Cost of services - Pharma research and development services was $2.8 million for the three months ended June 30, 2026, compared to $2.4 million for the three months ended June 30, 2025, an increase of $0.4 million, or 16.6%. The increase was driven primarily by an increase in materials and related testing costs of $0.1 million, and an increase in labor costs of $0.2 million.
Current report
Interest expense was $9.2 million for the three months ended June 30, 2026 and $19.2 million for the three months ended June 30, 2025, a decrease of $10.0 million, or 52.0%. The decrease was primarily due to our debt refinancing, resulting in lower term loan debt interest expense of $4.2 million, and the absence of convertible debt instruments in 2026, resulting in lower interest expense of $5.8 million.
Current report
Other expense, net was $25.1 million for the three months ended June 30, 2026, compared to $18.3 million for the three months ended June 30, 2025, an increase of $6.8 million, or 37.0%. The increase was primarily due to higher debt extinguishment expenses during the three months ended June 30, 2026 of $7.3 million. The Company recorded a $25.2 million loss on debt extinguishment for the three months ended June 30, 2026 associated with the repayment of our 2023 Term Loan, whereas the Company recorded a $17.9 million loss on debt extinguishment for the three months ended June 30, 2025 associated with the conversion of the 2025 convertible notes at IPO.
Current report
Comparison of the Six Months Ended June 30, 2026 and 2025
Current report
Revenue
Current report
Total revenue was $479.9 million for the six months ended June 30, 2026, compared to $302.3 million for the six months ended June 30, 2025, an increase of $177.6 million, or 58.7%.
Current report
Molecular Profiling Services Revenue
Current report
Molecular profiling services revenue increased to $463.1 million for the six months ended June 30, 2026, from $277.0 million for the six months ended June 30, 2025, an increase of $186.0 million, or 67.2%. The increase was driven primarily by higher clinical case volume and higher reimbursement, including improved average selling prices resulting from enhanced contracting. Clinical cases increased from approximately 95,900 for the six months ended June 30, 2025, to approximately 112,000 for the six months ended June 30, 2026.
Current report
Cost of Services
Current report
Cost of services - Molecular profiling services was $154.2 million for the six months ended June 30, 2026, compared to $126.2 million for the six months ended June 30, 2025, an increase of $28.0 million, or 22.2%.
Current report
Gross Profit
Current report
Gross profit, calculated as total revenue less cost of services, was $320.9 million for the six months ended June 30, 2026, compared to $170.7 million for the six months ended June 30, 2025, an increase of $150.2 million, or 88.0%, primarily due to the increase in molecular profiling services revenue.
Current report
Selling and marketing expenses were $98.8 million for the six months ended June 30, 2026, compared to $82.1 million for the six months ended June 30, 2025, an increase of $16.7 million, or 20.4%. This increase was primarily due to a $9.2 million increase in personnel costs related to our sales team expansion, a $1.7 million increase in professional services, a $4.6 million increase in travel and marketing expenses, and a $1.2 million increase in software licensing expenses.
Current report
General and administrative expenses were $126.3 million for the six months ended June 30, 2026, compared to $116.5 million for the six months ended June 30, 2025, an increase of $9.8 million, or 8.4%. This increase was primarily due to an $8.6 million increase in labor costs and benefits associated with an expansion of personnel, a $5.2 million increase in consulting, audit and legal professional fees, a $3.1 million increase in utilities expenses, a $1.4 million increase in insurance expenses, a $1.5 million increase in rent expenses, a $1.8 million increase in recruiting expenses, a $2.3 million increase in indirect tax expenses, and a $1.6 million increase in software licensing expenses, offset by a $1.8 million decrease in depreciation expense, and a $14.7 million decrease in stock-based compensation, which is primarily from awards with an IPO-related vesting condition for the six months ended June 30, 2025.
Current report
Research and development expenses were $63.7 million for the six months ended June 30, 2026, compared to $48.1 million for the six months ended June 30, 2025, an increase of $15.6 million, or 32.3%. The increase was primarily driven by a $4.2 million increase in material and reference testing costs, a $2.8 million increase in depreciation expense, a $2.5 million increase in stock-based compensation, and a $6.4 million increase in utilities expenses, offset by a $1.0 million reduction in allocated overhead.
Current report
Interest income was $13.7 million for the six months ended June 30, 2026, compared to $2.1 million for the six months ended June 30, 2025, an increase of $11.5 million, or 543.7%. This increase was primarily due to higher amounts of cash earning interest in our bank accounts.
Current report
Interest expense was $22.0 million for the six months ended June 30, 2026, compared to $32.0 million for the six months ended June 30, 2025, a decrease of $10.0 million, or 31.1%. This decrease was primarily due to our debt refinancing, resulting in lower debt interest expense of $4.1 million, and the absence of convertible debt instruments in 2026, resulting in lower interest expense of $5.8 million.
Current report
Other expense, net was $25.1 million for the six months ended June 30, 2026, compared to $18.4 million for the six months ended June 30, 2025, an increase of $6.7 million, or 36.6%. This increase was primarily due to higher debt extinguishment expenses during the six months ended June 30, 2026 of $7.3 million. The Company recorded a $25.2 million loss on debt extinguishment for the six months ended June 30, 2026 associated with the repayment of our 2023 Term Loan, whereas the Company recorded a $17.9 million loss on debt extinguishment for the six months ended June 30, 2025 associated with the conversion of the 2025 convertible notes at IPO.
Current report
Net cash used in financing activities during the six months ended June 30, 2026 was $36.1 million, which was primarily due to repayment of our 2023 Term Loan of $406.3 million, repurchases of our common stock of $21.4 million, payment of taxes withheld from net settlement of exercised stock options and vested RSUs of $5.3 million, and payment of third-party debt issuance costs of $1.1 million, offset by proceeds from the 2026 Term Loan, net of issuance costs, of $393.5 million, proceeds from share purchases under employee stock purchase plan of $2.9 million, and exercises of stock options of $1.7 million.
Current report
The proceeds of the 2026 Term Loan, together with cash on hand, were used to repay the 2023 Term Loan in full on April 1, 2026. See Note 6 of our condensed consolidated financial statements for additional information on the 2026 Financing Agreement.
Removed paragraphs (26)
Previous report
Selling and Marketing Expense
Previous report
General and Administrative Expense
Previous report
Research and Development Expense
Previous report
Other Expense, Net
Previous report
Interest Income
Previous report
Other Income (Expense), Net
Previous report
Total revenue was $216.2 million for the three months ended March 31, 2026, compared to $120.9 million for the three months ended March 31, 2025, an increase of $95.3 million, or 78.8%.
Previous report
Molecular profiling services revenue increased to $210.8 million for the three months ended March 31, 2026, from $114.1 million for the three months ended March 31, 2025, an increase of $96.7 million, or 84.8%.
Previous report
MI Profile and Caris Assure clinical testing revenue increased year over year, driven primarily by higher reimbursement and higher clinical case volume. The average selling price for our MI Profile platform increased due to the launch of MI Cancer Seek and the associated higher reimbursement. In addition, therapy selection clinical cases increased from 40,100 MI Profile cases and 5,800 Caris Assure cases for the three months ended March 31, 2025, to 43,600 MI Profile cases and 9,200 Caris Assure cases for the three months ended March 31, 2026.
Previous report
Cost of services - Molecular profiling services was $72.9 million for the three months ended March 31, 2026, compared to $60.9 million for the three months ended March 31, 2025, an increase of $12.0 million, or 19.7%.
Previous report
Selling and Marketing Expense
Previous report
General and Administrative Expense
Previous report
Research and Development Expense
Previous report
Other Expense, Net
Previous report
Interest Income
Previous report
Interest expense was $12.8 million for the three months ended March 31, 2026 and for the three months ended March 31, 2025.
Previous report
2023 Credit Agreement
Previous report
In January 2023, we entered into a term loan agreement, as amended with OrbiMed Royalty & Credit Opportunities III, LP, OrbiMed Royalty & Credit Opportunities IV, LP, and Braidwell Transaction Holdings LLC (the “2023 Lenders”), pursuant to which we issued senior, secured promissory notes and the Lenders agreed to lend us up to an aggregate principal amount of $400.0 million (the “2023 Term Loan”), $200.0 million of which was drawn down upon issuance of the notes. Net cash proceeds to us were $189.0 million, after deducting customary debt discounts and debt issuance costs. The net proceeds were used to repay in full our then-outstanding term loans, including an aggregate principal amount of $175.0 million, a prepayment premium of $5.0 million, and accrued and unpaid interest of $1.0 million. In March 2024, we drew down the remaining $200.0 million under the 2023 Term Loan. As of March 31, 2026, we had $400.0 million of borrowings outstanding under the 2023 Term Loan.
Previous report
On April 1, 2026, the Company fully repaid the 2023 Term Loan before its 2028 maturity, and entered into a new credit agreement with a different lender. See “2026 Financing Agreement” below for additional details.
Previous report
The aggregate principal amount outstanding under the 2023 Term Loan would have been due and payable on January 18, 2028. At any time during the occurrence and continuation of an event of default, the 2023 Lenders could declare all amounts outstanding under the 2023 Term Loan to be immediately due and payable. A final payment exit fee equal to 1.0% of the amount funded under the 2023 Term Loan and a prepayment premium were due upon prepayment or maturity, which amounts were paid with the proceeds of the 2026 Financing Agreement described below.
Previous report
The aggregate principal amount under the 2023 Term Loan bore interest at a rate per annum equal to a fixed margin of 6.5% plus the greater of (a) forward-looking three-month secured overnight financing rate (“SOFR”) and (b) 2.5%. In the event of default, the fixed margin was set to increase by 3.0% per annum. As of March 31, 2026, the interest rate was 10.2%. Regular quarterly payments were interest-only for the 60-month term of the 2023 Term Loan, with the principal due at maturity.
Previous report
Our obligations under the 2023 Term Loan were secured by a first lien security interest in substantially all of our assets and our subsidiaries’ assets. The 2023 Term Loan contained certain customary representations and warranties, affirmative and negative covenants, financial covenants, and events of default applicable to us and our subsidiaries. Additional covenants included those restricting dispositions, fundamental changes to our business, mergers or acquisitions, indebtedness, encumbrances, distributions, investments, transactions with affiliates, and subordinated debt. As of March 31, 2026, we were in compliance with all covenants under the 2023 Term Loan.
Previous report
Interest rates for loans under the 2026 Financing Agreement are, at our option, Term SOFR Rate or Base Rate (each as defined in the 2026 Financing Agreement), plus an additional margin. For the initial term loan or delayed draw term loans, the additional margin is 5.00% for Term SOFR Rate loans and 4.00% for Base Rate loans. The applicable margin in respect of any incremental term loans will be provided in the applicable incremental amendment. We may elect interest periods of one, three or six months (or, if agreed by all relevant lenders, twelve or fewer months or a period of shorter than one month) for any Term SOFR Rate loans.
Previous report
The 2026 Financing Agreement contains a provision for mandatory prepayment upon the occurrence of certain events and provides for voluntary prepayment under certain conditions, with prepayments subject to a prepayment premium under certain conditions.
Previous report
Subject to the limitations set forth in the 2026 Financing Agreement, the obligations are secured on a first priority basis by substantially all of our and our subsidiaries’ assets. The 2026 Financing Agreement contains certain customary affirmative and negative covenants restricting asset dispositions, fundamental changes to our business, mergers or acquisitions, indebtedness, subordinated debt, encumbrances, distributions, investments, sale-leaseback transactions, payments on junior debt, transactions with affiliates, as well as a financial covenant requiring maintenance of minimum qualified cash (unrestricted cash or marketable securities in accounts subject to control agreements) of $50 million tested as of the last day of each fiscal quarter.
Previous report
The 2026 Financing Agreement contains certain usual and customary events of default, including failure to make payments when due, defaults in certain other agreements, breaches of covenants or representations, bankruptcy, and change of control. If an event of default occurs, the lenders under the 2026 Financing Agreement will be entitled to take various actions including acceleration of amounts due under the 2026 Financing Agreement.
Reworded paragraphs (35)
Previous wording
The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our unaudited condensed consolidated financial statements and the related notes included in Item 1 of in this Quarterly Report and our audited consolidated financial statements and the related notes and the discussion under the heading “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. In addition to historical financial information, the following discussion and analysis contains forward-looking statements that involve risks, uncertainties, and assumptions. Our actual results and timing of selected events may differ materially from those anticipated in these forward-looking statements as a result of many factors, including those discussed under the section titled “Risk Factors” and elsewhere in this Quarterly Report and in our Annual Report on Form 10-K for the year ended December 31, 2025. See the section titled “Special Note Regarding Forward-Looking Statements” elsewhere in this Quarterly Report. Our historical results are not necessarily indicative of the results that may be expected for any period in the future. Unless context requires otherwise, references to “we,” “us,” “our,” “Caris,” or “the Company” here refer to Caris Life Sciences, Inc. together with its wholly owned subsidiaries.
Current wording
The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our unaudited condensed consolidated financial statements and the related notes included in Item 1 of this Quarterly Report and our audited consolidated financial statements and the related notes and the discussion under the heading “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. In addition to historical financial information, the following discussion and analysis contains forward-looking statements that involve risks, uncertainties, and assumptions. Our actual results and timing of selected events may differ materially from those anticipated in these forward-looking statements as a result of many factors, including those discussed under the section titled “Risk Factors” and elsewhere in this Quarterly Report and in our Annual Report on Form 10-K for the year ended December 31, 2025. See the section titled “Special Note Regarding Forward-Looking Statements” elsewhere in this Quarterly Report. Our historical results are not necessarily indicative of the results that may be expected for any period in the future. Unless context requires otherwise, references to “we,” “us,” “our,” “Caris,” or “the Company” here refer to Caris Life Sciences, Inc. together with its wholly owned subsidiaries.
Previous wording
We are a leading, patient-centric, next-generation AI TechBio company and precision medicine pioneer. We develop and commercialize innovative solutions to transform healthcare through the use of comprehensive molecular information and AI/ML algorithms at scale. Our entire portfolio of precision medicine solutions is designed to benefit patients, with an initial focus on oncology, and serves the clinical, academic, and biopharma markets.
Current wording
We are a leading TechBio company. We develop and commercialize innovative solutions to transform healthcare through the use of comprehensive molecular information and AI/ML algorithms at scale. Our entire portfolio of precision medicine solutions is designed to benefit patients, with an initial focus on oncology, and serves the clinical, academic, and biopharma markets.
Previous wording
We founded Caris in 2008 with the belief and vision that combining a vast set of consistently generated molecular information with robust data-driven insights could realize the potential of precision medicine for patients. We have spent the last 18 years developing and building our portfolio of comprehensive, proprietary molecular profiling solutions and generating what we believe to be one of the largest and most comprehensive multi-modal clinico-genomic datasets in oncology based on tests we have run on over 1,070,000 cases as of March 31, 2026. Our Caris Molecular Intelligence platform is purpose-built to leverage the convergence of next-generation sequencing (“NGS”), artificial intelligence (“AI”) and machine learning (“ML”) technologies, and high-performance computing. The power of our differentiated Caris platform has enabled us to develop the latest generation of advanced precision medicine diagnostic solutions designed to address the entire cancer care continuum, including early detection, minimal residual disease (“MRD”) tracking, therapy selection, and treatment monitoring, as well as to create molecular signatures and discover and develop novel precision medicine therapeutics.
Current wording
We founded Caris in 2008 with the belief and vision that combining a vast set of consistently generated molecular information with robust data-driven insights could realize the potential of precision medicine for patients. We have spent the last 18 years developing and building our portfolio of comprehensive, proprietary molecular profiling solutions and generating what we believe to be one of the largest and most comprehensive multi-modal clinico-genomic datasets in oncology based on tests we have run on over 1,130,000 cases as of June 30, 2026. Our Caris Molecular Intelligence platform is purpose-built to leverage the convergence of next-generation sequencing (“NGS”), AI and ML technologies, and high-performance computing. The power of our differentiated Caris platform has enabled us to develop the latest generation of advanced precision medicine diagnostic solutions designed to address the entire cancer care continuum, including early detection, minimal residual disease (“MRD”) tracking, therapy selection, and treatment monitoring, as well as to create molecular signatures and discover and develop novel precision medicine therapeutics.
Previous wording
Our Molecular Intelligence product portfolio consists of our MI Profile Platform, our whole exome sequencing (“WES”)/whole transcriptome sequencing (“WTS”) tissue-based molecular profiling solutions that have generated the majority of our revenue to date, our Caris Assure Platform, our WES/WTS blood-based molecular profiling solutions, and our Precision Whole Genome Platform, our whole genome sequencing (“WGS”) blood- and tissue-based profiling solutions. Our purpose-built, proprietary multi-omic profiling solutions capture and analyze molecular information from tissue and blood in a comprehensive manner. We believe this approach best positions us to provide actionable treatment pathways from targeted therapies to drive superior clinical outcomes for patients while also generating a rich dataset to power insights and innovation. Our molecular profiling solutions and the data generated by our multi-omic technology platform also provide value to our biopharma partners, such as Moderna, AbbVie, Xencor, Merck KGaA and Genentech, through partnerships that aim to increase the probability of technical and regulatory success of their therapeutic pipelines.
Current wording
Our purpose-built, proprietary multi-omic profiling solutions capture and analyze molecular information from tissue and blood in a comprehensive manner. We believe this approach best positions us to provide actionable treatment pathways from targeted therapies to drive superior clinical outcomes for patients while also generating a rich dataset to power insights and innovation. Our molecular profiling solutions and the data generated by our multi-omic technology platform also provide value to our biopharma partners, such as Moderna, AbbVie, Xencor, Merck KGaA and Genentech, through partnerships that aim to increase the probability of technical and regulatory success of their therapeutic pipelines.
Previous wording
To our knowledge, we remain the only genomic profiling company to consistently utilize WES and WTS as standard practice on every eligible patient sample. Our in-depth profiling of patient samples has led to the creation of what we believe to be one of the largest and most comprehensive multi-modal clinico-genomic datasets in oncology.
Current wording
To our knowledge, we remain the only genomic profiling company to consistently utilize WES and WTS as standard practice on every eligible patient sample. Our in-depth profiling of patient samples has led to the creation of what we believe to be one of the largest and most comprehensive multi-modal clinico-genomic datasets in oncology, which now also serves as the foundation for our digital solutions such as Caris MI Clarity.
Previous wording
With our broad commercial launch of Caris Assure for therapy selection in the first quarter of 2024 and the FDA approval of MI Cancer Seek as a companion diagnostic in the fourth quarter of 2024 followed by the broad commercial launch of MI Cancer Seek in the first quarter of 2025 as the NGS component of the MI Profile Platform, we believe that increased profiling volumes will meaningfully contribute to our growth in 2026 and beyond.
Current wording
With our broad commercial launch of Caris Assure for therapy selection in the first quarter of 2024, the FDA approval of MI Cancer Seek as a companion diagnostic in the fourth quarter of 2024 followed by the broad commercial launch of MI Cancer Seek in the first quarter of 2025 as the NGS component of the MI Profile Platform, and the commercial launches of Caris ChromoSeq, Caris Detect, and Caris MI Clarity in the second quarter of 2026, we believe that increased testing volumes and the continued expansion of our menu of molecular profiling and digital solutions will meaningfully contribute to our growth in 2026 and beyond.
Previous wording
For the three months ended March 31, 2026 and 2025, we generated total revenue of $216.2 million and $120.9 million, respectively, and incurred net loss of $0.5 million and $102.6 million, respectively. Our Adjusted EBITDA was $26.2 million and $(36.2) million for the three months ended March 31, 2026 and 2025, respectively. While we have achieved net profit for the three months ended September 30, 2025 and December 31, 2025, we may continue to incur net losses in the near future, and our expenses are expected to increase as we continue to invest in developing new solutions, expand our organization, and increase our marketing efforts to continue to launch and drive market adoption of our solutions. Cash flow from operations was $32.9 million and $(31.3) million for the three months ended March 31, 2026 and 2025, respectively. Our free cash flow was $22.5 million and $(34.0) million for the three months ended March 31, 2026 and 2025, respectively. For additional information regarding Adjusted EBITDA and free cash flow, each non-GAAP financial measures, see “—Non-GAAP Financial Measures.” Additionally, as of March 31, 2026, we had cash, cash equivalents, restricted cash and marketable securities of $825.7 million, and the aggregate principal amount of debt outstanding under our existing term loan was $400.0 million. For additional information regarding our liquidity and capital resources, see “—Liquidity and Capital Resources.”
Current wording
For the three months ended June 30, 2026 and 2025, we generated total revenue of $263.7 million and $181.4 million, respectively, and incurred a net loss of $0.6 million and $71.8 million, respectively. For the six months ended June 30, 2026 and 2025, we generated total revenue of $479.9 million and $302.3 million, respectively, and incurred a net loss of $1.1 million and $174.4 million, respectively. Our Adjusted EBITDA was $55.7 million and $16.7 million for the three months ended June 30, 2026 and 2025, respectively, and $81.9 million and $(19.5) million for the six months ended June 30, 2026 and 2025, respectively. While we have achieved net profit for the three months ended September 30, 2025 and December 31, 2025, we may continue to incur net losses in the near future, and our expenses are expected to increase as we continue to invest in developing new solutions, expand our organization, and increase our marketing efforts to continue to launch and drive market adoption of our solutions. Cash flow from operations was $61.4 million and $(24.0) million for the six months ended June 30, 2026 and 2025, respectively. Our free cash flow was $28.9 million and $(28.1) million for the six months ended June 30, 2026 and 2025, respectively. For additional information regarding Adjusted EBITDA and free cash flow, each non-GAAP financial measures, see “—Non-GAAP Financial Measures.” Additionally, as of June 30, 2026, we had cash, cash equivalents, restricted cash and marketable securities of $794.9 million, and the aggregate principal amount of debt outstanding under our existing term loan was $400.0 million. For additional information regarding our liquidity and capital resources, see “—Liquidity and Capital Resources.”
Previous wording
•Market acceptance and commercial success of our solutions. Our success and future growth will depend on maintaining and expanding market acceptance of our current and future molecular profiling solutions along with commercial success of these solutions across existing and new customers. Our MI Profile and Caris Assure case volumes have continued to increase over time. Changes in our case volumes and the pricing of our solutions, however, are generally not impacted by the cancer type. For the three months ended March 31, 2026 and 2025, the number of clinical cases was 52,800 and 45,900, respectively. We commercially launched our MI Cancer Seek solution in January 2025 as the WES/WTS NGS component of our MI Profile platform. We initiated the broad commercial launch of Caris Assure for therapy selection in the first quarter of 2024. Realizing the potential of Caris Assure and our future solutions, including Caris Detect, across the cancer treatment continuum is a key component of our business strategy. The commercial success of our solutions will depend upon, among other things, additional validation studies and clinical trials that demonstrate the effectiveness of our solutions, particularly for early detection, multi-cancer early detection (“MCED”), MRD tracking, and treatment monitoring, and the continued adoption of Caris Assure and the adoption of our other solutions, including Caris Detect, by patients, the medical community, and third-party payers. In addition, we expect that our ability to maintain and expand our sales, marketing, and distribution capabilities to support the increased adoption of our molecular profiling solutions will be a key factor in our success.
Current wording
•Market acceptance and commercial success of our solutions. Our success and future growth will depend on maintaining and expanding market acceptance of our current and future molecular profiling solutions along with commercial success of these solutions across existing and new customers. Our clinical case volumes have continued to increase over time. Changes in our case volumes and the pricing of our solutions, however, are generally not impacted by the cancer type. For the three months ended June 30, 2026 and 2025, the number of clinical cases was 59,200 and 50,000, respectively. For the six months ended June 30, 2026 and 2025, the number of clinical cases was 112,000 and 95,900, respectively. We commercially launched our MI Cancer Seek solution in January 2025 as the WES/WTS NGS component of our MI Profile platform. We initiated the broad commercial launch of Caris Assure for therapy selection in the first quarter of 2024. Realizing the potential of Caris Assure and Caris Detect across the cancer treatment continuum is a key component of our business strategy. The commercial success of our solutions will depend upon, among other things, additional validation studies and clinical trials that demonstrate the effectiveness of our solutions, particularly for early detection, multi-cancer early detection (“MCED”), MRD tracking, and treatment monitoring, and the continued adoption of Caris Assure and the adoption of our other solutions, including Caris ChromoSeq, Caris MI Clarity and Caris Detect, by patients, the medical community, and third-party payers. In addition, we expect that our ability to maintain and expand our sales, marketing, and distribution capabilities to support the increased adoption of our molecular profiling solutions will be a key factor in our success.
Previous wording
•Development and introduction of new solutions. Our business success will also depend on our ability to develop and commercialize new solutions. We plan to continue to invest in the enhancement of our molecular profiling solutions, the development of new solutions to achieve meaningful innovation in precision oncology and other disease states, and the expansion of our clinico-genomic datasets to drive breakthrough science. We intend to expand the application of Caris Assure to early detection, MCED, MRD tracking, and treatment monitoring. Our ability to develop and commercialize new solutions and services could face many challenges that could impact our future performance and results of operations. Such challenges include, but are not limited to, obtaining regulatory approvals; completing certain clinical development activities, validation studies, and/or clinical trials; having guidelines or recommendations for healthcare providers, administrators, payers, and patient communities relating to such solutions; and receiving favorable exposure in peer-reviewed publications and from key opinion leaders (“KOLs”).
Current wording
•Development and introduction of new solutions. Our business success will also depend on our ability to develop and commercialize new solutions. We plan to continue to invest in the enhancement of our molecular profiling solutions, the development of new solutions to achieve meaningful innovation in precision oncology and other disease states, and the expansion of our clinico-genomic datasets to drive breakthrough science. Our ability to develop and commercialize new solutions and services could face many challenges that could impact our future performance and results of operations. Such challenges include, but are not limited to, obtaining regulatory approvals; completing certain clinical development activities, validation studies, and/or clinical trials; having guidelines or recommendations for healthcare providers, administrators, payers, and patient communities relating to such solutions; and receiving favorable exposure in peer-reviewed publications and from key opinion leaders (“KOLs”).
Previous wording
•Scaling infrastructure to meet increasing demand. Our financial results are also dependent upon our ability to support current and future levels of demand for our solutions, including MI Profile and Caris Assure. As the volumes of our current and new molecular profiling solutions continue to grow, we will need to simultaneously increase our capacity for sample intake and storage, enhance our customer service, improve our billing and general business processes, expand our internal quality assurance programs, incorporate new equipment, implement new technology systems and processes, expand laboratory capacity, and otherwise extend our operational capabilities to support comprehensive genomic analyses at a larger scale while retaining expected turnaround times. This may result in us purchasing additional equipment, constructing additional facilities, hiring additional qualified labor, and implementing new systems, technology, controls, and procedures. As such, our capital expenditures and cost of services may increase as we continue our efforts to expand capacity. In addition, revenue may be impacted in the event that we are not able to meet the increase in demand.
Current wording
•Scaling infrastructure to meet increasing demand. Our financial results are also dependent upon our ability to support current and future levels of demand for our solutions, including MI Profile, Caris Assure, Caris Detect, Caris MI Clarity, and Caris ChromoSeq. As the volumes of our current and new molecular profiling solutions continue to grow, we will need to simultaneously increase our capacity for sample intake and storage, enhance our customer service, improve our billing and general business processes, expand our internal quality assurance programs, incorporate new equipment, implement new technology systems and processes, expand laboratory capacity, and otherwise extend our operational capabilities to support comprehensive genomic analyses at a larger scale while retaining expected turnaround times. This may result in us purchasing additional equipment, constructing additional facilities, hiring additional qualified labor, and implementing new systems, technology, controls, and procedures. As such, our capital expenditures and cost of services may increase as we continue our efforts to expand capacity. In addition, revenue may be impacted in the event that we are not able to meet the increase in demand.
Previous wording
Molecular profiling services revenue is generated from the provision of precision oncology solutions to ordering physicians utilizing MI Profile, MI Cancer Seek (NGS component of MI Profile), and Caris Assure. Revenue is recorded when performance obligations are satisfied, which is deemed to be when the results of the profiling services are provided to the ordering physicians, including certain hospitals, cancer centers, and institutions. Revenue is recorded at the amount that reflects the consideration to which we expect to be entitled from customers and third-party payers in exchange for providing such services.
Current wording
Molecular profiling services revenue is generated from the provision of precision oncology solutions to ordering physicians utilizing MI Profile, MI Cancer Seek (NGS component of MI Profile), Caris Assure, Caris Detect, Caris MI Clarity, and Caris ChromoSeq. Revenue is recorded when performance obligations are satisfied, which is deemed to be when the results of the profiling services are provided to the ordering physicians, including certain hospitals, cancer centers, and institutions. Revenue is recorded at the amount that reflects the consideration to which we expect to be entitled from customers and third-party payers in exchange for providing such services.
Previous wording
(including accessioning, sequencing, quality control analyses, and shipping charges to transport samples), and freight. Costs associated with completing the molecular profiling services are recorded as the service is performed, regardless of whether revenue is recognized with respect to the service.
Current wording
Cost of molecular profiling services generally consists of cost of materials, direct labor (including bonus and stock-based compensation), equipment maintenance and depreciation expenses associated with processing cases (including accessioning, sequencing, quality control analyses, and shipping charges to transport samples), and freight. Costs associated with completing the molecular profiling services are recorded as the service is performed, regardless of whether revenue is recognized with respect to the service.
Previous wording
Other income (expense), net consists of items related to foreign currency gains and losses, and additional immaterial items.
Current wording
Other expense, net consists of items related to foreign currency gains and losses, loss on debt extinguishment, and additional immaterial items.
Previous wording
Revenue from clinical cases for patients covered by Medicare represented approximately 41.2% and 54.3% of our molecular profiling services revenue for the three months ended March 31, 2026 and 2025, respectively.
Current wording
Revenue from clinical cases for patients covered by Medicare represented approximately 38.9% and 49.7% of our molecular profiling services revenue for the three months ended June 30, 2026 and 2025, respectively.
Previous wording
Pharma research and development services revenue decreased to $5.4 million for the three months ended March 31, 2026, from $6.8 million for the three months ended March 31, 2025, a decrease of $1.5 million, or 21.4%. The decrease is a result of the timing of delivery of services under the applicable agreements.
Current wording
Pharma research and development services revenue decreased to $11.5 million for the three months ended June 30, 2026, from $18.5 million for the three months ended June 30, 2025, a decrease of $7.0 million, or 38.0%. The decrease is a result of the timing of delivery of services under the applicable agreements.
Previous wording
The blood laboratory contributed an $8.6 million increase, in addition to an increase within the tissue laboratory of $3.4 million. The blood laboratory increase was primarily driven by an increase in materials and related testing costs of $8.1 million, an increase in labor costs of $0.7 million, and a $0.7 million increase in utilities, rent, and allocated overhead, offset by a decrease in depreciation expense of $0.8 million. The tissue laboratory increase was driven primarily by an increase in materials and related testing costs of $1.9 million, and an increase in labor costs of $2.6 million, offset by a decrease in depreciation expense of $0.6 million.
Current wording
The blood laboratory contributed a $10.4 million increase, in addition to an increase within the tissue laboratory of $5.5 million. The blood laboratory increase was primarily driven by an increase in materials and related testing costs of $8.6 million, an increase in labor costs of $1.2 million, and a $0.9 million increase in utilities, rent, and allocated overhead, offset by a decrease in depreciation expense of $0.8 million. The tissue laboratory increase was driven primarily by an increase in materials and related testing costs of $2.3 million, and an increase in labor costs of $3.6 million, offset by a decrease in depreciation expense of $0.4 million.
Previous wording
Gross profit, calculated as total revenue less cost of services, was $141.3 million for the three months ended March 31, 2026, compared to $57.1 million for the three months ended March 31, 2025, an increase of $84.3 million, or 147.7%, primarily due to the increase in molecular profiling services revenue.
Current wording
Gross profit, calculated as total revenue less cost of services, was $179.6 million for the three months ended June 30, 2026, compared to $113.7 million for the three months ended June 30, 2025, an increase of $65.9 million, or 58.0%, primarily due to the increase in molecular profiling services revenue.
Previous wording
Selling and marketing expenses were $45.0 million for the three months ended March 31, 2026, compared to $39.8 million for the three months ended March 31, 2025, an increase of $5.2 million, or 13.1%. This increase was primarily due to a $2.3 million increase in personnel costs to support existing solutions, and a $2.6 million increase in professional services and travel and marketing expenses.
Current wording
Selling and marketing expenses were $53.8 million for the three months ended June 30, 2026, compared to $42.3 million for the three months ended June 30, 2025, an increase of $11.5 million, or 27.2%. This increase was primarily due to a $6.9 million increase in personnel costs related to our sales team expansion, a $1.3 million increase in professional services, a $2.4 million increase in travel and marketing expenses, and a $0.9 million increase in software licensing expenses.
Previous wording
General and administrative expenses were $59.7 million for the three months ended March 31, 2026, compared to $52.1 million for the three months ended March 31, 2025, an increase of $7.6 million, or 14.6%. This increase was primarily due to a $3.2 million increase in labor costs and benefits associated with an expansion of personnel, a $2.7 million increase in consulting, audit and legal professional fees primarily due to the increased costs of operating as a public company, a $0.7 million increase in insurance expenses, a $0.8 million increase in utilities expenses, a $0.8 million increase in software licensing expenses, a $2.0 million increase in indirect tax expenses, a $0.8 million increase in rent expenses, and a $0.7 million increase in recruiting expenses, offset by a $1.3 million decrease in depreciation expense, and a $3.2 million decrease in stock-based compensation expense, which is primarily due to a one-time modification expense recorded for the three months ended March 31, 2025.
Current wording
General and administrative expenses were $66.5 million for the three months ended June 30, 2026, compared to $64.4 million for the three months ended June 30, 2025, an increase of $2.2 million, or 3.4%. This increase was primarily due to a $5.4 million increase in labor costs and benefits associated with an expansion of personnel, a $2.4 million increase in consulting, audit and legal professional fees, a $0.7 million increase in insurance expenses, a $2.3 million increase in utilities expenses, a $1.0 million increase in software licensing expenses, a $0.7 million increase in rent expenses, and a $1.1 million increase in recruiting expenses, offset by a $0.5 million decrease in depreciation expense, and an $11.5 million decrease in stock-based compensation expense, which is primarily from awards with an IPO-related vesting condition for the three months ended June 30, 2025.
Previous wording
Research and development expenses were $31.3 million for the three months ended March 31, 2026, compared to $23.1 million for the three months ended March 31, 2025, an increase of $8.2 million, or 35.8%. The increase was primarily driven by an increase of $4.9 million in material and reference testing costs associated with higher product development testing, a $1.1 million increase in depreciation expense, a $0.9 million increase in stock-based compensation, a $3.0 million increase in utilities expenses, offset by a $0.4 million reduction in allocated overhead, and a $1.1 million reduction in biorepository collection fees.
Current wording
Research and development expenses were $32.4 million for the three months ended June 30, 2026, compared to $25.0 million for the three months ended June 30, 2025, an increase of $7.3 million, or 29.2%. The increase was primarily driven by a $1.7 million increase in depreciation expense, a $1.6 million increase in stock-based compensation, a $3.5 million increase in utilities expenses, and a $1.4 million increase in biorepository collection fees, offset by a $0.7 million reduction in material and reference testing costs, and a $0.6 million reduction in allocated overhead.
Previous wording
Interest income was $6.8 million for the three months ended March 31, 2026, compared to $0.5 million for the three months ended March 31, 2025, an increase of $6.3 million, or 1,258.6%. This increase was primarily due higher cash balances within our interest-earning bank accounts.
Current wording
Interest income was $6.8 million for the three months ended June 30, 2026, compared to $1.6 million for the three months ended June 30, 2025, an increase of $5.2 million, or 321.4%. This increase was primarily due to higher cash balances within our interest-earning bank accounts.
Previous wording
Changes in fair value of financial instruments were $0.0 million for the three months ended March 31, 2026, compared to $(32.3) million for the three months ended March 31, 2025, an increase of $32.3 million, or 100.0%. The increase is primarily due to the absence of financial instruments subject to fair value adjustments during 2026, whereas such instruments were outstanding in 2025 and were subject to fair value changes during the period.
Current wording
Changes in fair value of financial instruments were $0.0 million for the three months ended June 30, 2026, compared to $(17.9) million for the three months ended June 30, 2025, an increase of $17.9 million, or 100.0%. The increase was primarily due to the absence of financial instruments subject to fair value adjustments during 2026, whereas such instruments were outstanding in 2025 and were subject to fair value changes during the period.
Previous wording
Cost of services - Pharma research and development services was $1.9 million for the three months ended March 31, 2026, compared to $3.0 million for the three months ended March 31, 2025, a decrease of $1.0 million, or 34.3%. The decrease was driven primarily by a decrease in materials and related testing costs of $0.7 million, and a $0.5 million decrease in utilities, rent, and allocated overhead, offset by a decrease in labor costs of $0.4 million.
Current wording
Cost of services - Pharma research and development services was $4.7 million for the six months ended June 30, 2026, compared to $5.4 million for the six months ended June 30, 2025, a decrease of $0.6 million, or 11.6%. The decrease was driven primarily by a decrease in materials and related testing costs of $0.7 million, and a decrease in utilities, rent, and allocated overhead of $0.5 million, offset by an increase in labor costs of $0.5 million.
Previous wording
We define Adjusted EBITDA as net loss, adjusted to exclude interest income, interest expense, changes in fair value of financial instruments, other expense, net, income tax benefit, depreciation and amortization, and stock-based compensation expense.
Current wording
We define Adjusted EBITDA as net loss, adjusted to exclude interest income, interest expense, changes in fair value of financial instruments, other expense, net, income tax expense (benefit), depreciation and amortization, and stock-based compensation expense.
Previous wording
We define free cash flow as net cash provided by (used in) operating activities less purchases of property and equipment. We believe free cash flow is a useful measure of liquidity that provides an additional basis for assessing our ability to generate cash. Some of the limitations related to the use of free cash flow as an analytical tool include:
Current wording
We define free cash flow as net cash provided by (used in) operating activities less capitalized software and purchases of property and equipment. We believe free cash flow is a useful measure of liquidity that provides an additional basis for assessing our ability to generate cash. Some of the limitations related to the use of free cash flow as an analytical tool include:
Previous wording
We may incur net losses in the near future, and our expenses will increase as we continue to invest in developing new solutions, expand our organization, and increase our marketing efforts to continue to launch and drive market adoption of our solutions. As of March 31, 2026, we had an accumulated deficit of $2.5 billion.
Current wording
We may continue to incur net losses in the near future, and our expenses will increase as we continue to invest in developing new solutions, expand our organization, and increase our marketing efforts to continue to launch and drive market adoption of our solutions. As of June 30, 2026, we had an accumulated deficit of $2.5 billion.
Previous wording
To date, we have funded our operations principally from the issuance of stock in private financings, issuance of common stock through our IPO, term loan borrowings and convertible debt, and through revenue from molecular profiling and pharma research and development services. As of March 31, 2026, we had cash and cash equivalents of $819.9 million and short-term marketable securities of $2.3 million. We believe our existing cash and cash equivalents, short-term marketable securities, and anticipated cash flows from operations will provide sufficient capital and liquidity to fund our operating expenses and capital expenditure requirements for at least the next 12 months. We may, however, continue to require additional capital to meet our operational needs. See “—Indebtedness” and “—Cash Requirements” below for additional information regarding our cash requirements and various factors that may impact our liquidity and capital resources.
Current wording
To date, we have funded our operations principally from the issuance of stock in private financings, issuance of common stock through our IPO, term loan borrowings and convertible debt, and through revenue from molecular profiling and pharma research and development services. As of June 30, 2026, we had cash and cash equivalents of $689.5 million and short-term marketable securities of $102.2 million. We believe our existing cash and cash equivalents, short-term marketable securities, and anticipated cash flows from operations will provide sufficient capital and liquidity to fund our operating expenses and capital expenditure requirements for at least the next 12 months. We may, however, continue to require additional capital to meet our operational needs. See “—Indebtedness” and “—Cash Requirements” below for additional information regarding our cash requirements and various factors that may impact our liquidity and capital resources.
Previous wording
Net cash provided by operating activities during the three months ended March 31, 2026 was $32.9 million, which was due to a net change in our operating assets and liabilities of $8.3 million and net non-cash charges of $25.1 million, offset by a net loss of $0.5 million. The net change in our operating assets and liabilities was primarily the result of a $21.6 million decrease in accounts receivable, and a $16.4 million increase in accounts payable, offset by a $13.3 million increase in supplies, a $1.6 million increase in prepaid expenses and other current assets, and a $15.0 million decrease in accrued expenses and other liabilities. Net non-cash charges primarily consisted of $5.1 million of depreciation and amortization expense, $15.9 million of stock-based compensation expense, $1.3 million of non-cash operating lease expense, and $2.6 million in amortization of debt discount costs.
Current wording
Net cash provided by operating activities during the six months ended June 30, 2026 was $61.4 million, which was due to net non-cash charges of $80.6 million, offset by a net loss of $1.1 million and a net change in our operating assets and liabilities of $18.1 million. The net change in our operating assets and liabilities was primarily the result of a $4.7 million increase in accounts receivable, and a $61.6 million increase in supplies, offset by a $39.6 million increase in accounts payable, and a $10.1 million increase in accrued expenses and other liabilities. Net non-cash charges primarily consisted of $11.6 million of depreciation and amortization expense, $38.1 million of stock-based compensation expense, $2.8 million of non-cash operating lease expense, $2.9 million in amortization of debt discount costs, and a $25.2 million non-cash loss on debt extinguishment associated with the repayment of our 2023 Term Loan.
Previous wording
Net cash used in operating activities during the three months ended March 31, 2025 was $31.3 million, which was primarily due to a net loss of $102.6 million and a net change in our operating assets and liabilities of $13.3 million, offset by non-cash charges of $57.9 million. The net change in our operating assets and liabilities was primarily the result of a $1.7 million decrease in accounts payable, offset by a $7.9 million decrease in accounts receivable, a $2.5 million decrease in prepaid expenses and other current assets, a $2.1 million decrease in supplies, and a $2.6 million increase in accrued expenses and other liabilities. Net non-cash charges primarily consisted of $7.0 million of depreciation and amortization expense, $14.7 million of stock-based compensation expense, and $1.9 million in amortization of debt discount costs, offset by a $32.3 million loss within changes in the fair value of financial instruments.
Current wording
Net cash used in operating activities during the six months ended June 30, 2025 was $24.0 million, which was primarily due to a net loss of $174.4 million, offset by a net change in our operating assets and liabilities of $11.9 million and net non-cash charges of $138.4 million. The net change in our operating assets and liabilities was primarily the result of a $37.0 million decrease in accounts receivable, offset by a $2.6 million increase in supplies, a $1.9 million decrease in accounts payable, a $2.3 million increase in prepaid expenses and other current assets, and an $18.7 million decrease in accrued expenses and other liabilities. Net non-cash charges primarily consisted of $13.5 million of depreciation and amortization expense, $43.0 million of stock-based compensation expense (including $19.5 million of stock-based compensation expense associated with RSUs that vested upon the IPO), $2.9 million of non-cash operating lease expense, $9.7 million in amortization of debt discount costs, a $50.2 million loss within changes in the fair value of financial instruments associated with our IPO, and a $17.9 million loss on debt extinguishment associated with our IPO.
Previous wording
Net cash used in investing activities during the three months ended March 31, 2026 was $10.3 million, which was due to purchases of property and equipment of $10.3 million.
Current wording
Net cash used in investing activities during the six months ended June 30, 2026 was $132.5 million, which was primarily due to purchases marketable securities of $102.0 million, and purchases of property and equipment of $32.4 million, offset by sales of marketable securities of $1.9 million.
Previous wording
Net cash used in investing activities during the three months ended March 31, 2025 was $2.7 million, which was primarily due to purchases of property and equipment of $2.7 million.
Current wording
Net cash used in investing activities during the six months ended June 30, 2025 was $4.1 million, which was primarily due to purchases of property and equipment.
Previous wording
Net cash provided by financing activities during the three months ended March 31, 2026 was $0.8 million, which was primarily due to exercises of stock options of $0.9 million.
Current wording
Net cash provided by financing activities during the six months ended June 30, 2025 was $682.7 million, which was primarily due to proceeds from exercises of stock options of $2.6 million, issuance of Series E Preferred Stock, net of issuance costs, of $87.6 million, issuance of Series F Preferred Stock, net of issuance costs, of $33.6 million, issuance of convertible notes, net of issuance costs, of $27.9 million, issuance of warrants of $10.3 million, and proceeds from the IPO, net of underwriting discounts and commissions, of $528.5 million, offset by the payment of taxes withheld from net settlement of exercised options of $1.7 million, payment of deferred offering costs of $2.0 million, and payments from debt modification of $4.0 million.
Previous wording
The 2026 Financing Agreement provides for certain senior secured credit facilities consisting of (a) an initial term loan in an aggregate principal amount equal to $400,000,000, funded at closing, (b) a committed delayed draw term loan facility in an aggregate principal amount that may be drawn in one or more tranches not to exceed $300,000,000 in the aggregate that may be used by the Company and its subsidiaries solely in connection with Permitted Acquisitions (as defined in the 2026 Financing Agreement), and (c) an uncommitted incremental facility in an aggregate principal amount not to exceed $500,000,000. Our obligations under the 2026 Financing Agreement are unconditionally and irrevocably guaranteed jointly and severally on a senior basis by certain of our existing and subsequently acquired subsidiaries, with certain exceptions as set forth in the 2026 Financing Agreement. The initial term facility matures on April 1, 2031 and the delayed draw facility is available through August 1, 2027.
Current wording
On April 1, 2026, we as borrower, and certain of our subsidiaries as guarantors, entered into the 2026 Financing Agreement with lenders consisting of funds managed by Blue Owl Capital and Blackstone. The 2026 Financing Agreement provides for certain senior secured credit facilities consisting of (a) an initial term loan in an aggregate principal amount equal to $400,000,000, funded at closing, (b) a committed delayed draw term loan facility in an aggregate principal amount that may be drawn in one or more tranches not to exceed $300,000,000 in the aggregate that may be used by the Company and its subsidiaries solely in connection with Permitted Acquisitions, and (c) an uncommitted incremental facility in an aggregate principal amount not to exceed $500,000,000. The initial term facility matures on April 1, 2031 and the delayed draw facility is available through August 1, 2027.
Previous wording
We expect that we will continue to require additional capital to fund our operations and to continue to fund investments in the development and marketing of our solutions for the foreseeable future. In 2026, we expect to incur increased expenses related to commercial expansion and increase in pipeline trial activities. We may need or determine to raise additional capital through private or public equity or debt financings, through collaborative or other arrangements with corporate sources, or through other sources of financing. Requirements for additional capital will depend on many factors, including:
Current wording
We expect that we will continue to require additional capital to fund our operations and to continue to fund investments in the development and marketing of our solutions for the foreseeable future. In 2026, we expect to incur increased expenses related to commercial expansion, research and development efforts and increase in pipeline trial activities. We may need or determine to raise additional capital through private or public equity or debt financings, through collaborative or other arrangements with corporate sources, or through other sources of financing. Requirements for additional capital will depend on many factors, including:
Previous wording
There have been no material changes to our critical accounting policies and estimates during the three months ended March 31, 2026 as compared to the disclosures in our Annual Report on Form 10-K for the year ended December 31, 2025.
Current wording
There have been no material changes to our critical accounting policies and estimates during the six months ended June 30, 2026 as compared to the disclosures in our Annual Report on Form 10-K for the year ended December 31, 2025.
Rearranged current paragraphs (7)
Current report — wording carried from elsewhere
Revenue from clinical cases for patients covered by Medicare represented approximately 40.0% and 51.6% of our molecular profiling services revenue for the six months ended June 30, 2026 and 2025, respectively.
Current report — wording carried from elsewhere
Pharma Research and Development Services Revenue
Current report — wording carried from elsewhere
Pharma research and development services revenue decreased to $16.8 million for the six months ended June 30, 2026, from $25.3 million for the six months ended June 30, 2025, a decrease of $8.5 million, or 33.5%. The decrease is a result of the timing of delivery of services under the applicable agreements.
Current report — wording carried from elsewhere
Cost of Services - Molecular Profiling Services
Current report — wording carried from elsewhere
The blood laboratory contributed a $19.0 million increase, in addition to an increase within the tissue laboratory of $8.8 million. The blood laboratory increase was primarily driven by an increase in materials and related testing costs of $16.8 million, an increase in labor costs of $1.9 million, and a $1.6 million increase in utilities, rent, and allocated overhead, offset by a decrease in depreciation expense of $1.6 million. The tissue laboratory increase was driven primarily by an increase in materials and related testing costs of $4.2 million, and an increase in labor costs of $6.2 million, offset by a decrease in depreciation expense of $1.0 million.
Current report — wording carried from elsewhere
Cost of Services - Pharma Research and Development Services
Current report — wording carried from elsewhere
Changes in fair value of financial instruments were $0.0 million for the six months ended June 30, 2026, compared to $(50.2) million for the six months ended June 30, 2025, an increase of $50.2 million, or 100.0%. The increase was primarily due to the absence of financial instruments subject to fair value adjustments during 2026, whereas such instruments were outstanding in 2025 prior to our IPO and were subject to fair value changes during the period.
Rearranged previous paragraphs (5)
Previous report — wording carried elsewhere
Cost of molecular profiling services generally consists of cost of materials, direct labor (including bonus and stock-based compensation), equipment maintenance and depreciation expenses associated with processing cases
Previous report — wording carried elsewhere
Changes in Fair Value of Financial Instruments
Previous report — wording carried elsewhere
Changes in Fair Value of Financial Instruments
Previous report — wording carried elsewhere
Net cash provided by financing activities during the three months ended March 31, 2025 was $1.3 million, which was primarily due to proceeds from exercises of stock options of $1.4 million, offset by the payment of deferred offering costs of $0.1 million.
Previous report — wording carried elsewhere
On April 1, 2026, we as borrower, and certain of our subsidiaries as guarantors, entered into a Financing Agreement with lenders consisting of funds managed by Blue Owl Capital and Blackstone.