Workflow
Adaptive Biotechnologies(ADPT) - 2025 Q2 - Quarterly Report

PART I. FINANCIAL INFORMATION Item 1. Financial Statements (Unaudited) This section provides the unaudited condensed consolidated financial statements and notes, detailing financial position, performance, and cash flows Condensed Consolidated Balance Sheets Condensed Consolidated Balance Sheets (in thousands) | Metric | June 30, 2025 (in thousands) | December 31, 2024 (in thousands) | Change (vs Dec 31, 2024) | | :--------------------------------- | :----------------------------- | :------------------------------- | :-------------------------------- | | Total Assets | $496,637 | $539,376 | -$42,739 | | Total Liabilities | $317,101 | $336,891 | -$19,790 | | Total Shareholders' Equity | $179,536 | $202,485 | -$22,949 | | Cash and Cash Equivalents | $43,163 | $47,920 | -$4,757 | | Short-term marketable securities | $154,710 | $174,374 | -$19,664 | | Current Assets | $261,856 | $283,752 | -$21,896 | | Current Liabilities | $92,141 | $98,053 | -$5,912 | Condensed Consolidated Statements of Operations Condensed Consolidated Statements of Operations (in thousands) | Metric | 3 Months Ended June 30, 2025 (in thousands) | 3 Months Ended June 30, 2024 (in thousands) | Change (YoY) | 6 Months Ended June 30, 2025 (in thousands) | 6 Months Ended June 30, 2024 (in thousands) | Change (YoY) | | :------------------------------------------------ | :------------------------------------------ | :------------------------------------------ | :------------------------------------------------ | :------------------------------------------ | :------------------------------------------ | :------------------------------------------------ | | Revenue | $58,879 | $43,190 | +36.3% | $111,322 | $85,063 | +30.9% | | Total Operating Expenses | $83,915 | $90,508 | -7.29% | $165,962 | $181,143 | -8.27% | | Loss from Operations | $(25,036) | $(47,318) | +47.1% | $(54,640) | $(96,080) | +43.1% | | Net Loss attributable to Adaptive Biotechnologies Corporation | $(25,614) | $(46,222) | +44.6% | $(55,466) | $(93,729) | +40.8% | | Net Loss per Share (basic and diluted) | $(0.17) | $(0.31) | +45.2% | $(0.37) | $(0.64) | +42.2% | Condensed Consolidated Statements of Comprehensive Loss Condensed Consolidated Statements of Comprehensive Loss (in thousands) | Metric | 3 Months Ended June 30, 2025 (in thousands) | 3 Months Ended June 30, 2024 (in thousands) | Change (YoY) | 6 Months Ended June 30, 2025 (in thousands) | 6 Months Ended June 30, 2024 (in thousands) | Change (YoY) | | :------------------------------------------------ | :------------------------------------------ | :------------------------------------------ | :------------------------------------------------ | :------------------------------------------ | :------------------------------------------ | :------------------------------------------------ | | Net Loss | $(25,593) | $(46,248) | +44.6% | $(55,423) | $(93,781) | +40.9% | | Change in unrealized gains and losses on investments | $(61) | $(76) | +19.7% | $(93) | $(397) | +76.6% | | Comprehensive Loss attributable to Adaptive Biotechnologies Corporation | $(25,675) | $(46,298) | +44.6% | $(55,559) | $(94,126) | +41.0% | Condensed Consolidated Statements of Shareholders' Equity - Total shareholders' equity decreased from $202,485 thousand at December 31, 2024, to $179,536 thousand at June 30, 202511 - Net loss for the six months ended June 30, 2025, was $(55,466) thousand, contributing to the accumulated deficit22 - Share-based compensation expense for the six months ended June 30, 2025, was $25,506 thousand22 Condensed Consolidated Statements of Cash Flows Condensed Consolidated Statements of Cash Flows (in thousands) | Metric | 6 Months Ended June 30, 2025 (in thousands) | 6 Months Ended June 30, 2024 (in thousands) | Change (YoY) | | :-------------------------------- | :------------------------------------------ | :------------------------------------------ | :------------------------------------------------ | | Net cash used in operating activities | $(40,914) | $(55,656) | +26.5% (less cash used) | | Net cash provided by investing activities | $28,919 | $50,386 | -42.6% | | Net cash provided by financing activities | $7,061 | $74 | +9455.4% | | Net decrease in cash, cash equivalents and restricted cash | $(4,934) | $(5,196) | +5.0% (smaller decrease) | | Cash, cash equivalents and restricted cash at end of period | $45,883 | $62,800 | -27.0% | Notes to Unaudited Condensed Consolidated Financial Statements 1. Organization and Description of Business - Adaptive Biotechnologies Corporation is a commercial-stage company advancing immune medicine by harnessing the adaptive immune system to transform disease diagnosis and treatment27 - The company's immune medicine platform applies proprietary technologies, computational biology, and machine learning to decode a patient's immune system for tailored clinical products and services27 2. Significant Accounting Policies - The unaudited condensed consolidated financial statements are prepared in accordance with GAAP for interim financial information, including all necessary normal, recurring adjustments31 - Revenue recognition follows a five-step process, involving identifying contracts and performance obligations, measuring transaction price, allocating price, and recognizing revenue upon satisfaction of obligations35 - The company is evaluating the impact of new accounting pronouncements, ASU No. 2023-09 (Income Taxes) and ASU No. 2024-03 (Expense Disaggregation Disclosures), on its consolidated financial statements4243 3. Revenue Revenue by Category (in thousands) | Revenue Category | 3 Months Ended June 30, 2025 (in thousands) | 3 Months Ended June 30, 2024 (in thousands) | Change (YoY) | 6 Months Ended June 30, 2025 (in thousands) | 6 Months Ended June 30, 2024 (in thousands) | Change (YoY) | | :----------------------- | :------------------------------------------ | :------------------------------------------ | :------------------------------------------------ | :------------------------------------------ | :------------------------------------------ | :------------------------------------------------ | | MRD Service Revenue | $44,438 | $32,284 | +37.6% | $83,659 | $60,410 | +38.5% | | MRD Regulatory Milestone Revenue | $5,500 | $3,000 | +83.3% | $10,000 | $7,500 | +33.3% | | Total MRD Revenue | $49,938 | $35,284 | +41.5% | $93,659 | $67,910 | +37.9% | | Immune Medicine Service Revenue | $5,001 | $6,148 | -18.6% | $10,123 | $10,707 | -5.4% | | Immune Medicine Collaboration Revenue | $3,940 | $1,758 | +124.1% | $7,540 | $6,446 | +17.0% | | Total Immune Medicine Revenue | $8,941 | $7,906 | +13.1% | $17,663 | $17,153 | +3.0% | | Total Revenue | $58,879 | $43,190 | +36.3% | $111,322 | $85,063 | +30.9% | - As of June 30, 2025, the company could receive up to an additional $406.5 million in milestone payments from customers' therapeutics achieving regulatory approvals related to MRD data45 - Under the Genentech Agreement, the company may be eligible for an additional $1.8 billion in milestone payments (regulatory, development, commercial) and tiered royalties on net sales47 4. Deferred Revenue Deferred Revenue Balance (in thousands) | Metric (in thousands) | June 30, 2025 | | :------------------------------------ | :------------ | | Deferred revenue balance at December 31, 2024 | $82,945 | | Additions to deferred revenue during the period | $27,554 | | Revenue recognized during the period | $(35,166) | | Deferred revenue balance at June 30, 2025 | $75,333 | - Deferred revenue from the Genentech Agreement accounted for $15.1 million (current) and $18.6 million (non-current) of the total deferred revenue balances as of June 30, 202557 - The majority of non-current deferred revenue is expected to be recognized over approximately three to four years from June 30, 2025, representing the estimated research and development period57 5. Fair Value Measurements Financial Assets Fair Value (in thousands) | Financial Assets (in thousands) | June 30, 2025 (Total) | December 31, 2024 (Total) | Change | | :------------------------------ | :-------------------- | :------------------------ | :----- | | Money market funds | $29,230 | $35,790 | -$6,560 | | Commercial paper | $1,465 | $2,479 | -$1,014 | | U.S. government treasury securities | $149,461 | $187,181 | -$37,720 | | Corporate bonds | $27,884 | $18,374 | +$9,510 | | Total financial assets | $208,040 | $243,824 | -$35,784 | - Level 1 securities include highly liquid money market funds, while Level 2 securities consist of U.S. government treasury securities, corporate bonds, and commercial paper, valued based on observable market data61 6. Investments Marketable Securities Fair Value (in thousands) | Investment Category (in thousands) | June 30, 2025 (Estimated Fair Value) | December 31, 2024 (Estimated Fair Value) | | :--------------------------------- | :------------------------------------- | :----------------------------------------- | | Total short-term marketable securities | $154,710 | $174,374 | | Total long-term marketable securities | $24,100 | $33,660 | - As of June 30, 2025, gross unrealized holding losses for investments in a loss position totaled $(60) thousand, primarily due to changes in interest rates rather than credit loss6566 - The company does not intend, nor is it likely to be required, to sell available-for-sale investments before the recovery of their amortized cost basis66 7. Leases - The company has operating lease agreements for laboratory, office, and warehouse facilities in Seattle, Washington, South San Francisco, California, and Bothell, Washington67 Operating Lease Liabilities (in thousands) | Lease Metric (in thousands) | Amount | | :------------------------------------ | :------- | | Total undiscounted lease payments | $100,611 | | Less: Imputed interest | $(16,241) | | Total operating lease liabilities | $84,370 | | Less: Current portion | $(9,957) | | Operating lease liabilities, less current portion | $74,413 | - Cash paid for amounts included in the measurement of lease liabilities was $7.2 million for the six months ended June 30, 2025, compared to $7.0 million in the prior year68 8. Revenue Interest Purchase Agreement - In September 2022, the company entered into a Purchase Agreement with OrbiMed, receiving $125.0 million at closing and potentially up to $125.0 million in subsequent installments by September 12, 202570 - The transaction is accounted for as debt at amortized cost using the effective interest rate method, with an effective interest rate of 8.9% as of June 30, 20257374 Revenue Interest Liability (in thousands) | Metric (in thousands) | Amount | | :------------------------------------ | :------- | | Revenue interest liability, net at December 31, 2024 | $133,279 | | Interest expense (6 months) | $5,853 | | Revenue interest payable (6 months) | $(5,567) | | Revenue interest liability, net at June 30, 2025 | $133,565 | 9. Commitments and Contingencies - The company is not a party to any material legal proceedings as of June 30, 202578 - The company provides indemnification to various parties, including directors and executive officers, with maximum potential future payments often unlimited, but has not incurred material costs from such indemnifications79 10. Shareholders' Equity - As of June 30, 2025, the company had 152,234,772 shares of common stock issued and outstanding11 - Total shares of common stock reserved for future issuance under equity incentive plans amounted to 45,544,717 shares as of June 30, 202584 - The board of directors determined not to increase the 2019 Plan and ESPP reserves in 202583 11. Equity Incentive Plans - Stock options outstanding at June 30, 2025, totaled 11,393,433 shares with a weighted-average exercise price of $15.43 and a remaining contractual life of 5.5 years88 - Nonvested restricted stock units outstanding at June 30, 2025, totaled 11,598,813 shares with a weighted-average grant date fair value of $7.3089 Share-Based Compensation Expense (in thousands) | Expense Category (in thousands) | 3 Months Ended June 30, 2025 | 3 Months Ended June 30, 2024 | 6 Months Ended June 30, 2025 | 6 Months Ended June 30, 2024 | | :-------------------------------- | :--------------------------- | :--------------------------- | :--------------------------- | :--------------------------- | | Cost of revenue | $1,010 | $1,011 | $1,889 | $1,917 | | Research and development | $4,276 | $4,170 | $8,334 | $8,854 | | Sales and marketing | $3,508 | $3,177 | $6,652 | $6,190 | | General and administrative | $4,565 | $4,600 | $8,631 | $10,295 | | Total share-based compensation expense | $13,359 | $12,958 | $25,506 | $27,256 | 12. Restructurings - During the six months ended June 30, 2024, the company recognized total restructuring costs of $8.9 million, primarily related to organizational alignment and consolidation of R&D workflows105 - Restructuring initiatives in Q2 2024 led to $7.2 million in impairment charges for long-lived assets, including leased space and halted software enhancements104 13. Net Loss Per Share Attributable to Adaptive Biotechnologies Corporation Common Shareholders Net Loss Per Share and Weighted-Average Shares | Metric | 3 Months Ended June 30, 2025 | 3 Months Ended June 30, 2024 | 6 Months Ended June 30, 2025 | 6 Months Ended June 30, 2024 | | :------------------------------------------------ | :--------------------------- | :--------------------------- | :--------------------------- | :--------------------------- | | Net Loss per Share (basic and diluted) | $(0.17) | $(0.31) | $(0.37) | $(0.64) | | Weighted-average shares (basic and diluted) | 152,082,284 | 147,414,095 | 150,646,632 | 146,600,811 | - Basic and diluted net loss per share are the same for all periods presented due to the company's loss position, making the inclusion of potential common shares anti-dilutive106 - Approximately 28.8 million (Q2 2025) and 27.9 million (6M 2025) common stock equivalents were excluded from diluted EPS calculation due to their anti-dilutive effect107 14. Segment Information Segment Revenue and Adjusted EBITDA (in thousands) | Metric (in thousands) | 3 Months Ended June 30, 2025 | 3 Months Ended June 30, 2024 | Change (YoY) | 6 Months Ended June 30, 2025 | 6 Months Ended June 30, 2024 | Change (YoY) | | :-------------------------------- | :--------------------------- | :--------------------------- | :--------------------------- | :--------------------------- | :--------------------------- | :--------------------------- | | MRD Revenue | $49,938 | $35,284 | +41.5% | $93,659 | $67,910 | +37.9% | | Immune Medicine Revenue | $8,941 | $7,906 | +13.1% | $17,663 | $17,153 | +3.0% | | MRD Adjusted EBITDA | $1,912 | $(11,289) | +$13,201 | $(2,199) | $(28,548) | +$26,349 | | Immune Medicine Adjusted EBITDA | $(6,069) | $(7,033) | +$964 | $(11,515) | $(13,960) | +$2,445 | - MRD Adjusted EBITDA significantly improved, increasing by $13.2 million for the three months and $26.3 million for the six months ended June 30, 2025, primarily due to increased MRD revenue160174 - Immune Medicine Adjusted EBITDA deficit reduced by $1.0 million for the three months and $2.4 million for the six months ended June 30, 2025, driven by increased Genentech Agreement revenue and reduced operating expenses161175 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Management analyzes financial condition and operational results, highlighting improved net loss and Adjusted EBITDA driven by strong MRD revenue growth and cost management Overview - Adaptive Biotechnologies is an immune medicine company leveraging its proprietary platform, computational biology, and machine learning to decode the adaptive immune system for disease diagnosis and treatment120 - The company's clonoSEQ clinical diagnostic test is FDA-authorized for MRD detection in multiple myeloma, B-cell ALL, and CLL, with expanded Medicare coverage for MCL121 - Immune Medicine leverages immunosequencing technology and AI/ML for drug discovery, including a worldwide collaboration with Genentech for TCR-based cancer cell therapies122 Components of Results of Operations - MRD revenue is expected to increase in the long term due to enhanced penetration in existing patient populations, expansion into new populations, and optimized payor coverage130 - Immune Medicine revenue is expected to increase in the long term as the company or its collaborators advance therapies to commercialization131 - Cost of revenue is expected to increase in absolute dollars but decrease per sample over the long term due to efficiencies from increased assay volume, automation, and value engineering134 - Research and development expenses are expected to remain relatively consistent in the short term and decrease as a percentage of revenue in the long term137 - Sales and marketing expenses are expected to increase in absolute dollars in the long term but decrease as a percentage of revenue due to increased marketing activities and adoption139 - General and administrative expenses are expected to moderately increase in the short term and decrease as a percentage of revenue in the long term141 Statements of Operations Data and Other Financial and Operating Data Statements of Operations Data (in thousands) | Metric | 3 Months Ended June 30, 2025 (in thousands) | 3 Months Ended June 30, 2024 (in thousands) | 6 Months Ended June 30, 2025 (in thousands) | 6 Months Ended June 30, 2024 (in thousands) | | :------------------------------------------------ | :------------------------------------------ | :------------------------------------------ | :------------------------------------------ | :------------------------------------------ | | Revenue | $58,879 | $43,190 | $111,322 | $85,063 | | Loss from operations | $(25,036) | $(47,318) | $(54,640) | $(96,080) | | Net loss attributable to Adaptive Biotechnologies Corporation | $(25,614) | $(46,222) | $(55,466) | $(93,729) | | Adjusted EBITDA | $(7,196) | $(21,446) | $(19,944) | $(49,626) | Comparison of the Three Months Ended June 30, 2025 and 2024 Total revenue increased, driven by MRD growth, significantly reducing net loss and improving Adjusted EBITDA, with the MRD segment turning positive Financial Performance (3 Months Ended June 30, in thousands) | Metric | 3 Months Ended June 30, 2025 (in thousands) | 3 Months Ended June 30, 2024 (in thousands) | Change (YoY) | | :------------------------------------------------ | :------------------------------------------ | :------------------------------------------ | :------------------------------------------------ | | Total Revenue | $58,879 | $43,190 | +36.3% | | MRD Revenue | $49,938 | $35,284 | +41.5% | | Immune Medicine Revenue | $8,941 | $7,906 | +13.1% | | Cost of Revenue | $17,999 | $19,317 | -7.2% | | Research and Development | $24,134 | $25,353 | -4.8% | | Sales and Marketing | $23,573 | $20,314 | +16.0% | | General and Administrative | $17,786 | $17,895 | -0.6% | | Impairment of Long-Lived Assets | $0 | $7,205 | -100% | | Net Loss attributable to Adaptive Biotechnologies Corporation | $(25,614) | $(46,222) | +44.6% (reduced loss) | | MRD Adjusted EBITDA | $1,912 | $(11,289) | +$13,201 | | Immune Medicine Adjusted EBITDA | $(6,069) | $(7,033) | +$964 (reduced deficit) | - clonoSEQ test volume increased by 37% to 25,321 tests delivered in the three months ended June 30, 2025147 - The decrease in cost of revenue was primarily due to reductions in inventory reserve expense, assay costs, and overhead costs from reduced laboratory relocation activities149 Comparison of the Six Months Ended June 30, 2025 and 2024 Total revenue increased, driven by MRD growth, leading to a significant reduction in net loss and improved Adjusted EBITDA across both segments Financial Performance (6 Months Ended June 30, in thousands) | Metric | 6 Months Ended June 30, 2025 (in thousands) | 6 Months Ended June 30, 2024 (in thousands) | Change (YoY) | | :------------------------------------------------ | :------------------------------------------ | :------------------------------------------ | :------------------------------------------------ | | Total Revenue | $111,322 | $85,063 | +30.9% | | MRD Revenue | $93,659 | $67,910 | +37.9% | | Immune Medicine Revenue | $17,663 | $17,153 | +3.0% | | Cost of Revenue | $34,978 | $37,368 | -6.4% | | Research and Development | $48,337 | $55,598 | -13.1% | | Sales and Marketing | $46,620 | $42,633 | +9.4% | | General and Administrative | $35,185 | $37,492 | -6.1% | | Impairment of Long-Lived Assets | $0 | $7,205 | -100% | | Net Loss attributable to Adaptive Biotechnologies Corporation | $(55,466) | $(93,729) | +40.8% (reduced loss) | | MRD Adjusted EBITDA | $(2,199) | $(28,548) | +$26,349 (reduced deficit) | | Immune Medicine Adjusted EBITDA | $(11,515) | $(13,960) | +$2,445 (reduced deficit) | - clonoSEQ test volume increased by 36% to 48,438 tests delivered in the six months ended June 30, 2025162 - The decrease in research and development expenses was primarily due to a $5.7 million decrease in personnel costs and a $1.8 million decrease in allocable facility expenses166 Adjusted EBITDA - Adjusted EBITDA is a non-GAAP financial measure used by management to evaluate business and segment financial performance and strategy effectiveness, excluding items not indicative of core operating performance176177 Adjusted EBITDA Reconciliation (in thousands) | Metric (in thousands) | 3 Months Ended June 30, 2025 | 3 Months Ended June 30, 2024 | 6 Months Ended June 30, 2025 | 6 Months Ended June 30, 2024 | | :------------------------------------------------ | :--------------------------- | :--------------------------- | :--------------------------- | :--------------------------- | | Net loss attributable to Adaptive Biotechnologies Corporation | $(25,614) | $(46,222) | $(55,466) | $(93,729) | | Adjusted EBITDA | $(7,196) | $(21,446) | $(19,944) | $(49,626) | - Adjusted EBITDA excludes interest and other income/expense, income tax, depreciation/amortization, impairment costs, restructuring expense, and share-based compensation176 Liquidity and Capital Resources - As of June 30, 2025, the company had an accumulated deficit of $1.4 billion and cash, cash equivalents, and marketable securities totaling $222.0 million (down from $256.0 million at December 31, 2024)182183 - Management believes existing cash, cash equivalents, and marketable securities will be sufficient to fund operating expenses and capital expenditure requirements for at least the next 12 months184 - The company plans to use existing capital to fund commercial and marketing activities for clonoSEQ, streamline laboratory operations, and support drug discovery R&D initiatives188 Contractual Obligations - In March 2025, the company entered into a new three-year, $17.5 million commitment for certain cloud services190 - There have been no other material changes to contractual obligations and commitments since the Annual Report on Form 10-K for the year ended December 31, 2024190 Cash Flows Cash Flow Activities (in thousands) | Cash Flow Activity (in thousands) | 6 Months Ended June 30, 2025 | 6 Months Ended June 30, 2024 | Change (YoY) | | :-------------------------------- | :--------------------------- | :--------------------------- | :----------- | | Net cash used in operating activities | $(40,914) | $(55,656) | +$14,742 (less cash used) | | Net cash provided by investing activities | $28,919 | $50,386 | -$21,467 | | Net cash provided by financing activities | $7,061 | $74 | +$6,987 | - The decrease in net cash used in operating activities was primarily driven by an increase in customer collections194 - The increase in net cash provided by financing activities was due to an increase in proceeds from the exercise of stock options196 Net Operating Loss Carryforwards - Utilization of net operating loss (NOL) carryforwards and credits may be subject to annual limitations under Section 382 of the Internal Revenue Code198 - Federal NOLs incurred in 2018 and future years can be carried forward indefinitely, but their deductibility is subject to an annual limitation198 - A full valuation allowance was applied against net deferred tax assets as of December 31, 2024, as management determined it was not more likely than not that they would be realizable198 Critical Accounting Policies and Estimates - There have been no material changes to the company's critical accounting policies and estimates as previously disclosed in its Annual Report on Form 10-K for the year ended December 31, 2024200 - Key critical accounting policies include revenue recognition, imputing interest for the Purchase Agreement, goodwill, and recoverability and impairment of long-lived assets202 Recent Accounting Pronouncements - Information regarding recent accounting pronouncements is provided in Note 2, Significant Accounting Policies, of the accompanying notes to the unaudited condensed consolidated financial statements201 Item 3. Quantitative and Qualitative Disclosures About Market Risk This section discusses the company's exposure to market risks, primarily interest rate risk, and confirms no material changes since the last annual report - The company is exposed to market risk from changes in interest rates, primarily related to its cash, cash equivalents, and marketable securities204 - There have been no material changes to the company's market risks as previously disclosed in its Annual Report on Form 10-K for the year ended December 31, 2024204 - The company does not enter into investments for trading purposes and has not used derivative financial instruments to manage interest rate risk204 Item 4. Controls and Procedures Management, including the Chief Executive Officer and Chief Financial Officer, concluded that the company's disclosure controls and procedures were effective as of June 30, 2025, and reported no material changes to internal control over financial reporting - The company's disclosure controls and procedures were evaluated and deemed effective as of June 30, 2025, under the supervision of management, including the CEO and CFO205 - There was no change in the company's internal control over financial reporting during the three months ended June 30, 2025, that materially affected or is reasonably likely to materially affect it205 PART II. OTHER INFORMATION Item 1. Legal Proceedings The company is not currently involved in any legal proceedings that are expected to have a material adverse effect on its business, financial condition, or results of operations - The company is not currently a party to or aware of any legal proceedings that are believed to have a material adverse effect on its business, financial condition, or results of operations208 - Litigation, regardless of outcome, can negatively impact the company due to defense and settlement costs, diversion of management resources, and other factors208 Item 1A. Risk Factors This section refers to the Annual Report on Form 10-K for a comprehensive discussion of risk factors, noting that there have been no material changes to these risks since the previous filing - Investing in the company's common stock involves a high degree of risk due to operating in a rapidly changing environment209 - There have been no material changes to the risk factors described in the Annual Report on Form 10-K for the year ended December 31, 2024209 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds This item is not applicable to the current report - Not applicable210 Item 3. Defaults Upon Senior Securities This item is not applicable to the current report - Not applicable211 Item 4. Mine Safety Disclosures This item is not applicable to the current report - Not applicable212 Item 5. Other Information This item is not applicable to the current report - Not applicable213 Item 6. Exhibits This section lists all exhibits filed as part of the Form 10-Q, including corporate governance documents, compensation policies, officer certifications, and XBRL interactive data files - Exhibits include the Amended and Restated Articles of Incorporation and Bylaws, and the Seventh Amended and Restated Investors' Rights Agreement215 - Certifications of the Principal Executive Officer and Principal Financial Officer (pursuant to Rule 13a-14(a) and 18 U.S.C. Section 1350) are included215 - The report includes Inline XBRL Instance Document, Taxonomy Extension Schema, and Cover Page Interactive Data File215 Signatures This section contains the official signatures of the company's Chief Executive Officer and Chief Financial Officer, certifying the filing of the report - The report was signed on August 5, 2025, by Chad Robins, Chief Executive Officer and Director, and Kyle Piskel, Chief Financial Officer219