In C Delivering on the Promise of the Proteome FEBRUARY, 2022 Safe harbor This presentation and the accompanying oral presentation contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including, among others, statements regarding the size and growth of the protein analysis market; Nautilus Biotechnology's anticipated total addressable market; the performance of Nautilus Biotechnology's proteomics technology platform; Nautilus Biotechnology's business ...

[PART I. FINANCIAL INFORMATION](index=5&type=section&id=PART%20I.%20FINANCIAL%20INFORMATION) This section details Nautilus's unaudited financial statements, management's analysis, market risks, and internal controls [Item 1. Financial Statements](index=5&type=section&id=Item%201.%20Financial%20Statements) Nautilus's unaudited financial statements show increased cash from the Business Combination and ongoing net losses from R&D and G&A expenses [Condensed Consolidated Balance Sheets](index=6&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) This section presents the company's financial position, highlighting assets, liabilities, and equity at specific dates Condensed Consolidated Balance Sheets (in thousands) | Metric | September 30, 2021 | December 31, 2020 | | :-------------------------------- | :------------------- | :------------------ | | Cash and cash equivalents | $190,241 | $36,607 | | Short-term investments | $157,104 | $40,135 | | Total current assets | $352,222 | $77,659 | | Total assets | $385,347 | $85,011 | | Total current liabilities | $4,209 | $3,018 | | Total liabilities | $7,500 | $6,314 | | Total stockholders' equity (deficit)| $377,847 | $(29,721) | - Total assets increased significantly from **$85.0 million** at December 31, 2020, to **$385.3 million** at September 30, 2021, primarily due to the Business Combination and PIPE Financing proceeds[20](index=20&type=chunk) - Stockholders' equity shifted from a deficit of **$(29.7) million** to a positive **$377.8 million**, reflecting the capital infusion from the Business Combination[20](index=20&type=chunk) [Condensed Consolidated Statements of Operations](index=7&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) This section details the company's revenues, expenses, and net loss over specific periods Condensed Consolidated Statements of Operations (in thousands) | Metric | Three Months Ended Sep 30, 2021 | Three Months Ended Sep 30, 2020 | Nine Months Ended Sep 30, 2021 | Nine Months Ended Sep 30, 2020 | | :------------------------- | :------------------------------ | :------------------------------ | :----------------------------- | :----------------------------- | | Research and development | $8,244 | $3,317 | $19,459 | $8,538 | | General and administrative | $6,324 | $710 | $14,223 | $1,886 | | Total operating expenses | $14,568 | $4,027 | $33,682 | $10,424 | | Net loss | $(14,504) | $(3,978) | $(33,626) | $(10,267) | | Net loss per share (basic & diluted) | $(0.12) | $(0.13) | $(0.47) | $(0.36) | - Net loss for the nine months ended September 30, 2021, increased by **228%** to **$33.6 million** from **$10.3 million** in the prior year, primarily due to increased R&D and G&A expenses[21](index=21&type=chunk)[141](index=141&type=chunk) - Research and development expenses increased by **128%** for the nine months ended September 30, 2021, driven by higher headcount, lab supplies, and development services[21](index=21&type=chunk)[142](index=142&type=chunk) - General and administrative expenses surged by **654%** for the nine months ended September 30, 2021, mainly due to increased salaries, professional services, and insurance costs[21](index=21&type=chunk)[143](index=143&type=chunk) [Condensed Consolidated Statements of Comprehensive Loss](index=8&type=section&id=Condensed%20Consolidated%20Statements%20of%20Comprehensive%20Loss) This section presents the net loss and other comprehensive income (loss) components for the periods Condensed Consolidated Statements of Comprehensive Loss (in thousands) | Metric | Three Months Ended Sep 30, 2021 | Three Months Ended Sep 30, 2020 | Nine Months Ended Sep 30, 2021 | Nine Months Ended Sep 30, 2020 | | :------------------------- | :------------------------------ | :------------------------------ | :----------------------------- | :----------------------------- | | Net loss | $(14,504) | $(3,978) | $(33,626) | $(10,267) | | Unrealized gain (loss) on securities available-for-sale | $1 | $— | $(12) | $9 | | Comprehensive loss | $(14,503) | $(3,978) | $(33,638) | $(10,258) | [Condensed Consolidated Statements of Redeemable Convertible Preferred Stock and Stockholders' Equity (Deficit)](index=9&type=section&id=Condensed%20Consolidated%20Statements%20of%20Redeemable%20Convertible%20Preferred%20Stock%20and%20Stockholders'%20Equity%20(Deficit)) This section tracks changes in preferred stock and stockholders' equity, reflecting capital transactions - As of September 30, 2021, all redeemable convertible preferred stock was converted to common stock due to the Business Combination, resulting in **no outstanding preferred shares**[26](index=26&type=chunk)[75](index=75&type=chunk) - Total stockholders' equity increased from a deficit of **$(29.7) million** at December 31, 2020, to a positive **$377.8 million** at September 30, 2021, primarily driven by the reverse recapitalization and PIPE financing[26](index=26&type=chunk)[145](index=145&type=chunk) - Common stock shares outstanding increased to **124,166,776** as of September 30, 2021, from **33,069,513** at December 31, 2020, reflecting the Business Combination and related issuances[26](index=26&type=chunk)[78](index=78&type=chunk) [Condensed Consolidated Statements of Cash Flows](index=11&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) This section summarizes cash inflows and outflows from operating, investing, and financing activities Condensed Consolidated Statements of Cash Flows (in thousands) | Metric | Nine Months Ended Sep 30, 2021 | Nine Months Ended Sep 30, 2020 | | :----------------------------------------- | :----------------------------- | :----------------------------- | | Net cash used in operating activities | $(28,722) | $(9,269) | | Net cash used in investing activities | $(145,028) | $(53,975) | | Net cash provided by financing activities | $327,384 | $75,889 | | Net increase in cash, cash equivalents and restricted cash | $153,634 | $12,645 | | Cash, cash equivalents and restricted cash at end of period | $190,853 | $13,240 | - Net cash used in operating activities increased to **$28.7 million** for the nine months ended September 30, 2021, from **$9.3 million** in the prior year, driven by higher operating losses[28](index=28&type=chunk)[152](index=152&type=chunk) - Net cash provided by financing activities significantly increased to **$327.4 million** for the nine months ended September 30, 2021, primarily due to **$335.4 million** from the Business Combination and PIPE Financing[28](index=28&type=chunk)[156](index=156&type=chunk) [Notes to Condensed Consolidated Financial Statements](index=12&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) This section provides additional details and explanations for the financial statement line items - The Company is a development-stage biotechnology company focused on its proteomics platform, with substantially all resources devoted to R&D since 2016[29](index=29&type=chunk)[113](index=113&type=chunk) - On June 9, 2021, Nautilus completed a Business Combination (reverse recapitalization) with ARYA Sciences Acquisition Corp. III and a PIPE Financing, raising approximately **$345.5 million** gross proceeds[31](index=31&type=chunk)[32](index=32&type=chunk)[129](index=129&type=chunk) - The Company has incurred net operating losses and negative cash flows since inception, with an accumulated deficit of **$64.0 million** as of September 30, 2021[35](index=35&type=chunk)[119](index=119&type=chunk) - Management believes existing cash, cash equivalents, and short-term investments of **$347.3 million** are sufficient to fund operations for at least the next 12 months[36](index=36&type=chunk)[118](index=118&type=chunk) - The COVID-19 pandemic has caused supply disruptions and delays in R&D activities, and its ultimate impact on the business remains uncertain[38](index=38&type=chunk)[123](index=123&type=chunk) - Stock-based compensation expense totaled **$5.4 million** for the nine months ended September 30, 2021, significantly higher than **$0.1 million** in the prior year[95](index=95&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=27&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses Nautilus's financial condition, highlighting the Business Combination, increased expenses, net losses, and commercialization plans - Nautilus is a development-stage life sciences company creating a proteomics platform, with **no products commercially available** and **no revenue generated** since inception[112](index=112&type=chunk)[113](index=113&type=chunk) - The company plans a three-phase commercial launch: collaboration, early access limited release (not before H2 2022, limited revenue), and broader commercial launch (end of 2023/beginning of 2024, **no material revenue prior to H2 2023**)[116](index=116&type=chunk) - Net loss for the nine months ended September 30, 2021, was **$33.6 million**, and the company expects to incur significant losses for the foreseeable future due to R&D and commercialization efforts[119](index=119&type=chunk) - Cash, cash equivalents, and short-term investments totaled **$347.3 million** as of September 30, 2021, following **$345.5 million** gross proceeds from the Business Combination and PIPE Financing[118](index=118&type=chunk) - Operating expenses increased significantly year-over-year, with R&D up **128%** to **$19.5 million** and G&A up **654%** to **$14.2 million** for the nine months ended September 30, 2021[141](index=141&type=chunk)[142](index=142&type=chunk)[143](index=143&type=chunk) - Future capital requirements are substantial, and the company may need additional funding through equity, debt, or collaborations, with potential risks of dilution or unfavorable terms[121](index=121&type=chunk)[148](index=148&type=chunk)[149](index=149&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=37&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) Nautilus discusses market risks, primarily interest rate fluctuations, with no material exposure due to short-term investments or inflation impact - Nautilus's primary market risk exposure is from fluctuations in interest rates, but due to the short-term nature of cash and cash equivalents, material exposure to fair value changes is not anticipated[169](index=169&type=chunk)[170](index=170&type=chunk) - A hypothetical **1.00%** change in interest rates would not have materially impacted the fair value of marketable securities as of September 30, 2021, and December 31, 2020[171](index=171&type=chunk) - Inflation has not had a material effect on the company's financial results during the periods presented[172](index=172&type=chunk) [Item 4. Controls and Procedures](index=38&type=section&id=Item%204.%20Controls%20and%20Procedures) Management deemed disclosure controls effective, with no material changes in internal control over financial reporting during the quarter - Disclosure controls and procedures were evaluated and deemed effective at the reasonable assurance level as of September 30, 2021[174](index=174&type=chunk) - No material changes in internal control over financial reporting occurred during the quarter ended September 30, 2021[175](index=175&type=chunk) - Control systems provide reasonable, not absolute, assurance, and inherent limitations mean misstatements due to error or fraud may occur and not be detected[176](index=176&type=chunk) [PART II - OTHER INFORMATION](index=39&type=section&id=PART%20II%20-%20OTHER%20INFORMATION) This section details legal proceedings, risk factors, equity sales, defaults, mine safety, other information, and exhibits [Item 1. Legal Proceedings](index=39&type=section&id=Item%201.%20Legal%20Proceedings) Nautilus is not currently involved in any legal proceedings that would materially adversely affect its business or financial condition - The Company is not currently involved in any legal proceedings that would have a material adverse effect on its business, financial condition, or results of operations[179](index=179&type=chunk) [Item 1A. Risk Factors](index=39&type=section&id=Item%201A.%20Risk%20Factors) This section outlines significant risks including development stage, commercialization delays, capital needs, supply chain, IP, regulatory, and market volatility - Nautilus is a development-stage company with **no commercialized products**, incurring net losses, and its business is entirely dependent on the success of its proteomics platform, which is still in development[181](index=181&type=chunk)[182](index=182&type=chunk)[188](index=188&type=chunk)[189](index=189&type=chunk) - The company may experience material delays in its three-phase commercialization plan, with **no material revenue expected prior to the second half of 2023**[182](index=182&type=chunk)[191](index=191&type=chunk) - Significant additional capital will be required to fund development and commercialization plans, and there is **no assurance that such funding will be available** on favorable terms or at all[183](index=183&type=chunk)[223](index=223&type=chunk)[227](index=227&type=chunk) - The company relies on **single-source suppliers** for critical components and materials, and the loss of any could severely harm the business[183](index=183&type=chunk)[240](index=240&type=chunk)[241](index=241&type=chunk) - Protecting intellectual property is crucial, but patent terms may be inadequate, and the company may face challenges from third-party infringement claims or difficulties in licensing necessary technologies[184](index=184&type=chunk)[252](index=252&type=chunk)[267](index=267&type=chunk)[282](index=282&type=chunk)[289](index=289&type=chunk) - The COVID-19 pandemic has adversely impacted operations, supply chains, and development timelines, with the ultimate impact remaining highly uncertain[187](index=187&type=chunk)[337](index=337&type=chunk)[342](index=342&type=chunk) - The market price of common stock may be volatile, and an active trading market may not be sustained, potentially leading to substantial losses for investors[187](index=187&type=chunk)[353](index=353&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=78&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) Nautilus issued **7,402** common shares on August 5, 2021, from option exercises at **$1.14** per share, exempt under Rule 701 - On August 5, 2021, **7,402** shares of common stock were issued upon option exercise under the 2017 Plan at **$1.14** per share, exempt from registration under Rule 701[379](index=379&type=chunk) [Item 3. Defaults Upon Senior Securities](index=78&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) Nautilus reported no defaults upon senior securities during the period - There were **no defaults** upon senior securities[380](index=380&type=chunk) [Item 4. Mine Safety Disclosures](index=78&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) Nautilus reported no mine safety disclosures - There were **no mine safety disclosures**[381](index=381&type=chunk) [Item 5. Other Information](index=78&type=section&id=Item%205.%20Other%20Information) Nautilus reported no other information for this item - There was **no other information** to report[382](index=382&type=chunk) [Item 6. Exhibits](index=79&type=section&id=Item%206.%20Exhibits) This section lists exhibits filed with Form 10-Q, including officer certifications and Inline XBRL documents - Exhibits include certifications from the Principal Executive Officer and Principal Financial Officer (31.1, 31.2, 32.1, 32.2) and Inline XBRL documents (101.INS, 101.SCH, 101.CAL, 101.DEF, 101.LAB, 101.PRE, 104)[384](index=384&type=chunk) [SIGNATURES](index=80&type=section&id=SIGNATURES) This section contains the official signatures for the report, confirming its submission [Signatures](index=80&type=section&id=SIGNATURES_details) The report was signed on November 2, 2021, by Sujal Patel (CEO) and Anna Mowry (CFO) for Nautilus Biotechnology, Inc - The report was signed on November 2, 2021, by Sujal Patel (CEO) and Anna Mowry (CFO)[390](index=390&type=chunk)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 OR o 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 001-39434 NAUTILUS BIOTECHNOLOGY, INC. (Exact name of registrant as specified in its charter) Delaware 98-1541723 ...

Nautilus Biotechnology, Inc. (NASDAQ:NAUT) Q2 2021 Earnings Conference Call August 10, 2021 8:00 AM ET Company Participants Sujal Patel ??? Co-Founder and Chief Executive Officer Parag Mallick ??? Co-Founder and Chief Scientist Anna Mowry ??? Chief Financial Officer Conference Call Participants Brandon Couillard ??? Jefferies Matt Sykes ??? Goldman Sachs Tejas Savant ??? Morgan Stanley Operator Good morning and thank you for standing by. Welcome to the Nautilus Biotechnology's Second Quarter 2021 Earnings C ...

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 March 31, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to ARYA SCIENCES ACQUISITION CORP III (Exact name of registrant as specified in its charter) (State or other jurisdiction of incorporation or organization) Ca ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to ARYA SCIENCES ACQUISITION CORP III (Exact name of registrant as specified in its charter) Cayman Islands 001-39434 98-15441723 (State or other jurisdiction of inco ...

[PART I. FINANCIAL INFORMATION](index=3&type=section&id=PART%20I.%20FINANCIAL%20INFORMATION) Presents ARYA Sciences Acquisition Corp III's unaudited condensed financial statements, management's discussion, market risk, and controls [Item 1. Financial Statements](index=3&type=section&id=Item%201.%20Financial%20Statements) Presents ARYA Sciences Acquisition Corp III's unaudited condensed financial statements, including balance sheet, operations, equity changes, cash flows, and explanatory notes, reporting a net loss Unaudited Condensed Balance Sheet as of September 30, 2020 | Metric | Amount ($) | | :-------------------------------- | :----------- | | **Assets:** | | | Cash | 1,064,954 | | Prepaid expenses | 369,637 | | Investments held in Trust Account | 149,515,680 | | **Total Assets** | **150,950,271** | | **Liabilities:** | | | Accounts payable | 6,087 | | Accrued expenses | 102,573 | | Accrued expenses - related party | 20,000 | | Deferred underwriting commissions | 5,232,500 | | **Total Liabilities** | **5,361,160** | | **Shareholders' Equity:** | | | Class A ordinary shares subject to possible redemption | 140,589,110 | | Total Shareholders' Equity | 5,000,001 | | **Total Liabilities and Shareholders' Equity** | **150,950,271** | Unaudited Condensed Statements of Operations | Metric | Three Months Ended Sep 30, 2020 ($) | Inception (Mar 27, 2020) Through Sep 30, 2020 ($) | | :------------------------------------------------ | :---------------------------------- | :------------------------------------------------ | | General and administrative expenses | 174,671 | 186,388 | | Net gain, dividends and interest on investments held in Trust Account | 15,680 | 15,680 | | **Net loss** | **(158,991)** | **(170,708)** | | Basic and diluted net income per share, Class A | 0.00 | 0.00 | | Basic and diluted net loss per share, Class B | (0.05) | (0.05) | Unaudited Condensed Statements of Changes in Shareholders' Equity | Event | Class A Shares | Class B Shares | Additional Paid-in Capital | Accumulated Deficit | Total Shareholders' Equity | | :------------------------------------------ | :------------- | :------------- | :------------------------- | :------------------ | :------------------------- | | Balance - March 27, 2020 (inception) | - | - | - | - | - | | Issuance of Class B ordinary shares to Sponsor | - | 3,737,500 | 24,626 | - | 25,000 | | Net loss (March 31, 2020) | - | - | - | - | - | | Balance - March 31, 2020 (unaudited) | - | 3,737,500 | 24,626 | - | 25,000 | | Net loss (June 30, 2020) | - | - | - | (11,717) | (11,717) | | Balance - June 30, 2020 (unaudited) | - | 3,737,500 | 24,626 | (11,717) | 13,283 | | Sale of units in initial public offering, gross | 14,950,000 | - | 149,498,505 | - | 149,500,000 | | Offering costs | - | - | (8,755,181) | - | (8,755,181) | | Sale of private placement units to Sponsor | 499,000 | - | 4,989,950 | - | 4,990,000 | | Shares subject to possible redemption | (14,058,911) | - | (140,587,704) | - | (140,589,110) | | Net loss (September 30, 2020) | - | - | - | (158,991) | (158,991) | | **Balance - September 30, 2020 (unaudited)** | **1,390,089** | **3,737,500** | **5,170,196** | **(170,708)** | **5,000,001** | Unaudited Condensed Statement of Cash Flows | Cash Flow Activity | Inception (Mar 27, 2020) Through Sep 30, 2020 ($) | | :------------------------------------ | :------------------------------------------------ | | Net cash used in operating activities | (485,648) | | Net cash used in investing activities | (149,500,000) | | Net cash provided by financing activities | 151,050,602 | | **Net change in cash** | **1,064,954** | | Cash - beginning of the period | - | | **Cash - end of the period** | **1,064,954** | [Notes to Unaudited Condensed Financial Statements](index=7&type=section&id=NOTES%20TO%20UNAUDITED%20CONDENSED%20FINANCIAL%20STATEMENTS) - The Company was incorporated on **March 27, 2020**, as a blank check company (SPAC) for the purpose of effecting a business combination, with no operations commenced as of **September 30, 2020**[18](index=18&type=chunk)[19](index=19&type=chunk) - The IPO was consummated on **August 11, 2020**, raising **$149.5 million** in gross proceeds, with offering costs of approximately **$8.8 million**, including **$5.2 million** in deferred underwriting commissions[20](index=20&type=chunk)[63](index=63&type=chunk) - Simultaneously with the IPO, a private placement of **499,000 Class A ordinary shares** was made to the Sponsor at **$10.00 per share**, generating approximately **$5.0 million** in gross proceeds[21](index=21&type=chunk)[66](index=66&type=chunk) - Upon closing of the IPO and private placement, **$149.5 million** of net proceeds were placed in a Trust Account for investment in U.S. government securities or money market funds until a business combination or distribution[22](index=22&type=chunk)[49](index=49&type=chunk) - The Company is an **'emerging growth company'** and has elected not to opt out of the extended transition period for complying with new or revised financial accounting standards, potentially affecting comparability[36](index=36&type=chunk)[39](index=39&type=chunk)[40](index=40&type=chunk) - As of **September 30, 2020**, the Company had **$1.1 million** in its operating bank account and approximately **$1.3 million** in working capital, deemed sufficient for needs until a business combination or one year from filing[42](index=42&type=chunk)[44](index=44&type=chunk) - The Sponsor contributed **$25,000** for Founder Shares, provided a **$200,000 loan** (repaid on **August 11, 2020**) for offering costs, and receives **$10,000 per month** for administrative support services[43](index=43&type=chunk)[64](index=64&type=chunk)[68](index=68&type=chunk)[72](index=72&type=chunk) - The Company's **Class A ordinary shares** subject to possible redemption are classified as temporary equity due to redemption rights outside the Company's control[57](index=57&type=chunk) Fair Value Measurements of Assets Held in Trust Account (September 30, 2020) | Description | Level 1 ($) | Level 2 ($) | Level 3 ($) | | :-------------------------------- | :---------- | :---------- | :---------- | | U.S. Treasury Securities | 149,513,552 | - | - | | Cash equivalents – money market funds | 2,128 | - | - | | **Total** | **149,515,680** | **-** | **-** | [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=17&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the company's financial condition, operations, liquidity, contractual obligations, and critical accounting policies, highlighting its blank check status and IPO activities [Overview](index=17&type=section&id=Overview) - ARYA Sciences Acquisition Corp III, a blank check company formed on **March 27, 2020**, completed its IPO on **August 11, 2020**, raising **$149.5 million** gross proceeds, which were placed in a Trust Account[92](index=92&type=chunk)[93](index=93&type=chunk)[95](index=95&type=chunk) - The company must complete a business combination within **24 months** from the IPO closing (**August 11, 2022**), or it will cease operations and redeem public shares[97](index=97&type=chunk) [Results of Operations](index=18&type=section&id=Results%20of%20Operations) - The company has generated **no operating revenues** since inception, with activities focused on formation, IPO, and searching for a business combination, and non-operating income from Trust Account investments[98](index=98&type=chunk) Net Loss Summary | Period | General and Administrative Expenses ($) | Net Gain, Dividends and Interest on Investments ($) | Net Loss ($) | | :------------------------------------------ | :-------------------------------------- | :-------------------------------------------------- | :----------- | | Three months ended September 30, 2020 | 175,000 | 16,000 | (159,000) | | Inception (Mar 27, 2020) through Sep 30, 2020 | 187,000 | 16,000 | (171,000) | [Liquidity and Capital Resources](index=18&type=section&id=Liquidity%20and%20Capital%20Resources) - As of **September 30, 2020**, the company had approximately **$1.1 million** in its operating bank account and **$1.3 million** in working capital, with liquidity met by a **$25,000** Sponsor contribution, a **$200,000 loan** from the Sponsor (repaid), and Private Placement proceeds not in the Trust Account[101](index=101&type=chunk)[102](index=102&type=chunk) - Management believes current working capital and potential borrowing capacity from the Sponsor or affiliates are sufficient to meet needs until a business combination is consummated or for one year from the filing date[103](index=103&type=chunk) - The impact of the COVID-19 pandemic on the company's ability to complete a business combination is uncertain and not readily determinable as of the balance sheet date[104](index=104&type=chunk) [Contractual Obligations](index=19&type=section&id=Contractual%20Obligations) - The company has no long-term debt, capital lease, operating lease, or purchase obligations, other than an agreement to pay its Sponsor **$10,000 per month** for administrative support services[106](index=106&type=chunk) [Critical Accounting Policies](index=19&type=section&id=Critical%20Accounting%20Policies) - Key accounting policies include the classification of **Class A ordinary shares** subject to possible redemption as temporary equity and the computation of net income (loss) per ordinary share using a two-class method[108](index=108&type=chunk)[109](index=109&type=chunk) [JOBS Act](index=20&type=section&id=JOBS%20Act) - As an **'emerging growth company'** under the JOBS Act, the company has elected to delay the adoption of new or revised accounting pronouncements, which may impact the comparability of its financial statements[113](index=113&type=chunk) - The company is evaluating other reduced reporting requirements available to emerging growth companies, such as exemptions from auditor attestation reports on internal controls and certain executive compensation disclosures[114](index=114&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=20&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) As a smaller reporting company, ARYA Sciences Acquisition Corp III is exempt from providing quantitative and qualitative market risk disclosures - The company is a **smaller reporting company** and is not required to provide quantitative and qualitative disclosures about market risk[115](index=115&type=chunk) [Item 4. Controls and Procedures](index=20&type=section&id=Item%204.%20Controls%20and%20Procedures) Management confirmed the effectiveness of disclosure controls and procedures as of September 30, 2020, with no material changes in internal control over financial reporting - Management concluded that the company's disclosure controls and procedures were **effective as of September 30, 2020**[116](index=116&type=chunk) - There were **no material changes** in internal control over financial reporting during the three months ended September 30, 2020[118](index=118&type=chunk) [PART II. OTHER INFORMATION](index=21&type=section&id=PART%20II.%20OTHER%20INFORMATION) Covers legal proceedings, risk factors, equity sales, use of proceeds, defaults, mine safety, other information, and exhibits [Item 1. Legal Proceedings](index=21&type=section&id=Item%201.%20Legal%20Proceedings) The company reported no legal proceedings as of the filing date - There are **no legal proceedings** to report[120](index=120&type=chunk) [Item 1A. Risk Factors](index=21&type=section&id=Item%201A.%20Risk%20Factors) Updates risk factors, highlighting a new risk of negative interest rates on trust account investments potentially reducing per-share redemption below **$10.00** - **No material changes** to risk factors from the most recent prospectus, except for a new risk regarding the possibility of **negative interest rates** on investments held in the trust account[121](index=121&type=chunk)[122](index=122&type=chunk) - Negative interest rates could reduce the value of assets in the trust, potentially leading to a per-share redemption amount for public shareholders **less than $10.00**[122](index=122&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds from Registered Securities](index=21&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds%20from%20Registered%20Securities) Details unregistered equity sales, including private placement and Founder Shares, and confirms the use of IPO proceeds placed in the Trust Account - The company consummated a private placement of **499,000 Class A ordinary shares** to its Sponsor at **$10.00 per share**, generating approximately **$5.0 million**, pursuant to Section 4(a)(2) of the Securities Act[123](index=123&type=chunk) - The Sponsor received **3,737,500 Founder Shares (Class B ordinary shares)** for **$25,000**, which were not subject to forfeiture as underwriters fully exercised their over-allotment option[124](index=124&type=chunk) - The Initial Public Offering generated gross proceeds of **$149.5 million** from the sale of **14,950,000 Public Shares**, with approximately **$149.5 million** of net proceeds from the IPO and private placement placed in the Trust Account[125](index=125&type=chunk)[127](index=127&type=chunk) - There has been **no material change** in the planned use of proceeds from the Initial Public Offering and Private Placement[128](index=128&type=chunk) [Item 3. Defaults Upon Senior Securities](index=22&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) The company reported no defaults upon senior securities - There are **no defaults** upon senior securities[129](index=129&type=chunk) [Item 4. Mine Safety Disclosures](index=22&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company - This item is **not applicable**[130](index=130&type=chunk) [Item 5. Other Information](index=22&type=section&id=Item%205.%20Other%20Information) The company reported no other information - There is **no other information** to report[131](index=131&type=chunk) [Item 6. Exhibits](index=22&type=section&id=Item%206.%20Exhibits) Lists exhibits filed with Form 10-Q, including CEO and CFO certifications and XBRL taxonomy documents - Exhibits include certifications from the **Chief Executive Officer** and **Chief Financial Officer** (pursuant to Rules 13a-14(a), 15d-14(a), and 18 U.S.C. Section 1350) and various XBRL taxonomy extension documents[132](index=132&type=chunk) [SIGNATURES](index=23&type=section&id=SIGNATURES) Contains the official signatures for the report [Signature](index=23&type=section&id=SIGNATURE) The report was signed by Michael Altman, Chief Financial Officer, on November 13, 2020 - The report was signed by **Michael Altman, Chief Financial Officer**, on **November 13, 2020**[136](index=136&type=chunk)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2020 OR ARYA SCIENCES ACQUISITION CORP III (State or other jurisdiction of incorporation or organization) Cayman Islands 001-39434 98-1541723 (Commission File Number) (I.R.S. Employer Identification Number) (Exact name of registrant as specified in its charter) 51 Astor Place, 10th Floor New York, N ...