Core Points - Karyopharm Therapeutics Inc. (KPTI) experienced a significant stock decline of 11.86 percent, dropping $0.68 to a price of $5.09 following the announcement of financing and capital structure transactions [1] - The company is expected to secure $100 million in funding, which will extend its cash runway into the second quarter of 2026 [1] Stock Performance - The current trading price of Karyopharm shares is $5.03, down from a previous close of $5.77 on the Nasdaq [2] - Shares opened at $4.65 and have fluctuated between $4.51 and $5.15 during the trading day, with a trading volume of 2.1 million shares, significantly higher than the average of 173,000 shares [2] - Over the past 52 weeks, Karyopharm shares have traded within a range of $3.51 to $16.95 [2]

Financing Transactions - The company entered into financing transactions providing $100 million in financial flexibility and additional capital, including $67.5 million from senior secured lenders and $15 million from convertible note exchanges[5] - The financing transactions are expected to result in approximately $36 million in cash proceeds, aiding the company's operating plans into Q2 2026[6] - Following the transactions, the company will have $112.5 million in senior secured term loans maturing in May 2028 and $103.5 million in convertible notes due May 2029[7] - The company amended its credit agreement, allowing for additional loans of $12.5 million and reducing liquidity requirements to a minimum of $10 million for the next year[10] - The financing transactions are expected to close around October 10, 2025, subject to customary conditions[13] - The Company entered into agreements to exchange approximately $101.0 million of Old 2029 Notes for $103.5 million of newly issued 9.00% convertible senior notes due 2029[26] - The Company entered into agreements to exchange $24.25 million of 3.00% senior convertible notes due 2025 for 2,435,146 shares of common stock and warrants to purchase 2,502,151 shares at an exercise price of $6.64 per share[39] - The Company agreed to pay $10.1 million in fees to lenders, issuing 748,632 shares of common stock and warrants to purchase 1,882,530 shares at an exercise price of $6.64 per share[41][42] Share Issuance and Warrants - The company will issue 7,223,982 new shares of common stock and warrants to purchase an aggregate of 5,918,358 shares at an exercise price of $6.64, a 15% premium to the Nasdaq minimum price[8] - The Company will issue approximately 2,024,344 shares of common stock in exchange for $15.0 million of Old 2029 Notes[37] - The Company will issue 1,487,917 shares of common stock and warrants to purchase 1,317,771 shares at a price of $5.88 per share in a private placement, expected to generate approximately $8.75 million in gross proceeds[47][49] - The exercise price of the warrants issued in the Financing Transactions is set at $6.64 per share, with a total of 4,600,587 shares available for purchase[51] - The Company will issue 201,276 shares of common stock to the Investor Representative as part of the HCRx Amendment[46] Convertible Notes - The company plans to issue $15 million in new 9.00% senior secured convertible notes due 2028, with interest payable quarterly starting December 31, 2025[15] - The initial conversion price for the 2028 notes is set at $6.64 per share, representing a 15% premium over the last reported sale price of $5.77[18] - The 2029 Notes will bear interest at a rate of 9.00% per year, payable quarterly, starting December 31, 2025[28] - The initial conversion rate for the 2029 Notes is set at 44.444 shares per $1,000 principal amount, equivalent to a conversion price of $22.50 per share[30] - The 2029 Notes will mature on May 13, 2029, unless converted or redeemed earlier[28] - Holders of the 2029 Notes may require the Company to repurchase their notes at 100% of the principal amount upon a Fundamental Change[32] - The 2029 Notes Indenture includes negative covenants that restrict various corporate actions, including additional indebtedness and asset sales[35] - The 2029 Notes will rank behind the 2028 Notes in terms of collateral distribution[34] Liquidity and Financial Requirements - The Company is required to maintain liquidity of at least $10 million plus 50% of net cash proceeds from any new debt issuance or $25 million, whichever is less, until October 10, 2026[24] - After October 10, 2026, the liquidity requirement will be a minimum of $25 million at all times[24] - The Company will have a total of $116.2 million in maximum remaining payments under its revenue interest financing agreement[7] Employee Retention Program - The Company will implement a Retention Program for certain employees, including executive officers, to align compensation with strategic goals[75] - Under the Retention Program, Richard Paulson will receive 114,285 restricted stock units (RSUs), while Lori Macomber and Sohanya Cheng will each receive 43,650 RSUs[76] - Dr. Reshma Rangwala will receive a $1,000,000 cash retention bonus, with repayment conditions based on employment termination[76] - The total retention cash bonuses under the Retention Program are expected to be approximately $2.0 million for company-wide retention and $7.0 million based on expected 2025 corporate performance[77] Revenue and Financial Outlook - The Company expects total revenue for the three months ended September 30, 2025, to be in the range of $42.0 to $44.0 million, with U.S. XPOVIO net product revenue approximately $32.0 million[81] - As of September 30, 2025, the Company anticipates cash, cash equivalents, restricted cash, and investments to be around $46 million[81] - The Company expects to report top-line data from the Phase 3 SENTRY trial of selinexor in March 2026[80] - The financial information presented is preliminary and may vary upon completion of quarterly review procedures[82] Registration and Indemnification - The Company will enter into registration rights agreements to register shares issued in the Financing Transactions, with a filing deadline of 45 days following the closing date[59][63] - Liquidated damages of 1% of the aggregate notional amount of the Registrable Securities will be paid for registration defaults, subject to certain caps[60][64] - The Company has granted customary indemnification rights to lenders and purchasers in connection with the registration statements[61][65] Other Amendments - The HCRx Amendment increased the Applicable Tiered Percentage to 8.00% from April 1, 2026, and waived Revenue Interests payments for specific quarterly dates, with total Revenue Interests capped at $263.3 million[45] - The pre-funded warrants will have an exercise price of $0.001 per share, with cashless exercise options available under certain conditions[55]

Core Insights - Karyopharm Therapeutics has secured $100 million in financing to enhance financial flexibility and extend its cash runway into Q2 2026, supporting ongoing clinical trials and operations [1][5][10] - Preliminary total revenue for Q3 2025 is expected to be between $42 million and $44 million, with U.S. XPOVIO net product revenue projected at approximately $32 million [6][7] - The company is on track to report top-line data from the Phase 3 SENTRY trial in myelofibrosis by March 2026 [1][9] Financing Transactions - The financing includes a private placement of 1,487,917 shares of common stock and warrants to purchase 1,317,771 shares at an exercise price of $6.64, expected to generate approximately $8.75 million in gross proceeds [2][3] - The company will issue a total of 7,223,982 new shares and various warrants, with a reduction in the exercise price of existing warrants from $16.50 to $6.64 [3][5] - The financing aims to comply with Nasdaq rules and is structured to strengthen the balance sheet and equitize near-term debt maturities [1][3] Clinical Trials and Programs - The Phase 3 SENTRY trial is evaluating selinexor in combination with ruxolitinib for myelofibrosis, with co-primary endpoints focused on spleen volume reduction and symptom score improvement [13] - Enrollment is ongoing in the Phase 3 XPORT-EC-042 trial for endometrial cancer, with top-line data expected in mid-2026 [9][17] - Karyopharm's lead compound, selinexor, is positioned as a potential first combination therapy for myelofibrosis, aiming to redefine treatment standards [1][15] Financial Position - Prior to the financing, Karyopharm reported approximately $46 million in cash and equivalents as of September 30, 2025 [7][8] - The financing transactions are expected to provide significant financial flexibility, including $67.5 million in new capital and deferrals of interest and royalty payments [5][10]

Company Overview - Karyopharm Therapeutics (KPTI) shares increased by 27.9% to close at $7.48, following a notable trading volume that exceeded typical levels, contrasting with a 7.3% loss over the past four weeks [1][2] Product Performance - The stock price surge is linked to positive investor sentiment regarding the strong uptake of Karyopharm's marketed product, Xpovio (selinexor), which is approved for multiple myeloma and B-cell lymphoma indications [2] Financial Expectations - Karyopharm is projected to report a quarterly loss of $3.67 per share, reflecting a year-over-year change of +5.9%, with expected revenues of $40.2 million, up 3.7% from the previous year [3] - The consensus EPS estimate for the upcoming quarter has remained unchanged over the last 30 days, indicating that stock price movements may not sustain without trends in earnings estimate revisions [4] Industry Context - Karyopharm Therapeutics is part of the Zacks Medical - Drugs industry, where another company, Akebia Therapeutics (AKBA), saw a 1.4% increase in its stock price, closing at $2.83, but has returned -7.9% over the past month [4] - Akebia's consensus EPS estimate for its upcoming report has also remained unchanged at -$0.02, representing an 80% improvement from the previous year [5]

Financial Performance Comparison - Karyopharm Therapeutics Inc. has a Return on Invested Capital (ROIC) of -1634.05% and a Weighted Average Cost of Capital (WACC) of 16.41%, indicating extremely poor capital utilization [1][5] - MacroGenics, Inc. has a ROIC of -37.98% and a WACC of 9.15%, resulting in a ROIC to WACC ratio of -4.15, which is less inefficient compared to Karyopharm [2][5] - TG Therapeutics, Inc. shows a positive ROIC of 15.75% against a WACC of 12.34%, yielding a ROIC to WACC ratio of 1.28, indicating effective capital management [2][5] Industry Context - Heron Therapeutics, Inc. has a ROIC of 0.82% and a WACC of 6.57%, resulting in a ROIC to WACC ratio of 0.12, which is still better than Karyopharm's performance [3] - Intra-Cellular Therapies, Inc. has a ROIC of -10.08% and a WACC of 5.90%, leading to a ROIC to WACC ratio of -1.71, indicating inefficiencies but still better than Karyopharm [3] - Agios Pharmaceuticals, Inc. reports a ROIC of -30.47% and a WACC of 7.57%, resulting in a ROIC to WACC ratio of -4.02, showing inefficiencies but not as severe as Karyopharm's [4]

Core Insights - Karyopharm Therapeutics has completed enrollment in the Phase 3 SENTRY trial, which is evaluating the combination of selinexor and ruxolitinib in patients with myelofibrosis [1][2] - The trial aims to provide top-line data in March 2026, with the potential for selinexor plus ruxolitinib to become the first approved combination therapy for myelofibrosis [2] - Myelofibrosis is a rare blood cancer affecting approximately 20,000 patients in the U.S. and 17,000 in the EU, with current treatment options limited to JAK inhibitors [3] Company Overview - Karyopharm Therapeutics is a commercial-stage pharmaceutical company focused on developing novel cancer therapies, particularly through its lead compound, XPOVIO (selinexor), which is an oral exportin 1 (XPO1) inhibitor [5][12] - XPOVIO is approved in the U.S. for multiple oncology indications and has received regulatory approvals in various countries, including the EU and China [6][12] - The company is advancing its pipeline to address high unmet needs in cancers such as multiple myeloma, endometrial cancer, and diffuse large B-cell lymphoma [12] Clinical Trial Details - The SENTRY trial enrolled 353 patients and evaluates a once-weekly dose of 60 mg of selinexor in combination with ruxolitinib compared to placebo plus ruxolitinib [2] - Co-primary endpoints include spleen volume response rate of 35% at week 24 and average change in absolute total symptom score over 24 weeks [2] - The trial targets JAKi-naïve myelofibrosis patients with platelet counts greater than 100 x 10/L, with a randomization ratio of 2-to-1 favoring the selinexor arm [2] Industry Context - Myelofibrosis is characterized by bone marrow fibrosis, leading to anemia and other debilitating symptoms, with current treatments often resulting in transfusion dependence [3] - The myelofibrosis community is in need of new therapies, as existing JAK inhibitors have limitations, including a high discontinuation rate due to anemia [3] - The development of new combination therapies like selinexor plus ruxolitinib could significantly impact treatment paradigms for myelofibrosis patients [2][3]

Company Performance - Karyopharm Therapeutics reported a quarterly loss of $4.32 per share, which was worse than the Zacks Consensus Estimate of a loss of $3.8, and compared to a loss of $3 per share a year ago, indicating a significant decline in performance [1] - The company posted revenues of $37.93 million for the quarter ended June 2025, missing the Zacks Consensus Estimate by 5.37%, and down from $42.79 million in the same quarter last year [2] - Over the last four quarters, Karyopharm has surpassed consensus EPS estimates three times and topped consensus revenue estimates two times [2] Stock Movement and Outlook - Karyopharm shares have lost approximately 61.1% since the beginning of the year, contrasting with the S&P 500's gain of 8.6%, indicating significant underperformance in the market [3] - The current consensus EPS estimate for the upcoming quarter is -$3.58 on revenues of $39.87 million, and for the current fiscal year, it is -$12.57 on revenues of $149.93 million [7] Industry Context - The Medical - Drugs industry, to which Karyopharm belongs, is currently ranked in the top 35% of over 250 Zacks industries, suggesting a relatively strong position within the sector [8] - Empirical research indicates a strong correlation between near-term stock movements and trends in earnings estimate revisions, which could impact Karyopharm's stock performance [5]

Financial Data and Key Metrics Changes - Total revenue for 2025 was $37.9 million, down from $42.8 million in 2024, primarily due to $6 million of non-recurring license-related revenue recognized in 2024 [38] - U.S. XPOVIO net product revenue for 2025 was $29.7 million, compared to $28 million in 2024, reflecting a 6% increase [32][39] - The gross to net provisions for XPOVIO in Q2 2025 were 26.8%, down from 45% in Q1 2025 and 29.3% in 2024 [39] - The company reported a net loss of $37.3 million or $4.32 per share on a GAAP basis, which includes $11.2 million in interest expense [42] Business Line Data and Key Metrics Changes - XPOVIO net product revenue was consistent, with the community setting driving approximately 60% of total U.S. sales [32] - The company expects net product revenue for the full year 2025 to be in the range of $110 million to $120 million [39] Market Data and Key Metrics Changes - The peak revenue potential for selinexor in myelofibrosis is estimated to be up to $1 billion annually in the U.S. alone [10][35] - Royalty revenue increased by 28% to $1.6 million in 2025 compared to 2024, reflecting increased global demand for XPOVIO and NexpoVIO [34] Company Strategy and Development Direction - The company is focused on enhancing liquidity and maximizing value while preparing for potential launches in myelofibrosis and endometrial cancer [6][45] - The company aims to redefine the standard of care for myelofibrosis with the combination of selinexor and ruxolitinib, pending positive data from ongoing trials [9][45] Management's Comments on Operating Environment and Future Outlook - Management acknowledged financial constraints with a near-term debt maturity in October and is actively engaged with lenders to enhance liquidity [6] - The company remains optimistic about the potential for selinexor plus ruxolitinib to improve treatment outcomes for myelofibrosis patients [9][45] Other Important Information - The company announced a 20% reduction in workforce to optimize costs, expecting to lower annual spend by approximately $13 million in 2026 [43] - The company exited 2025 with cash and equivalents of $52 million, down from $109.1 million at the end of 2024 [43] Q&A Session Summary Question: Concerns about myelofibrosis readout and preparation for multiple data readouts - Management expressed excitement about the upcoming readouts and confidence in leveraging existing commercial capabilities to prepare for potential launches in myelofibrosis and endometrial cancer [50][51] Question: Impact of higher baseline TSS on trial results - Management indicated that higher baseline TSS could lead to more meaningful outcomes in the trial, with ongoing monitoring of patient characteristics [60][61] Question: Reasons for lower rates of grade three anemia with combination therapy - Management attributed lower rates of grade three anemia to potential disease modification effects of selinexor, including reductions in key cytokines [62][63] Question: Confidence in blinded safety data holding once unblinded - Management expressed optimism about the safety profile observed in blinded data, noting consistency with historical ruxolitinib safety data [71][72]

August 11, 2025 Second Quarter 2025 Financial Results & Business Update On Today's Call • Welcome Brendan Strong, SVP, Investor Relations and Corporate Communications • Overview Richard Paulson, President and Chief Executive Officer • Pipeline Update Dr. Reshma Rangwala, Chief Medical Officer and Head of Research • Commercial Highlights Sohanya Cheng, Chief Commercial Officer and Head of Business Development ©2025 KARYOPHARM THERAPEUTICS INC. 2 • Financial Results and Guidance Lori Macomber, Chief Financial ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-36167 Karyopharm Therapeutics Inc. (Exact name of registrant as specified in its charter) (State or other juri ...