MaxCyte(MXCT) - 2025 Q2 - Quarterly Report

PART I. FINANCIAL INFORMATION MaxCyte, Inc.'s unaudited condensed consolidated financial statements reveal decreased assets and equity, increased net loss, and higher operating cash outflows Item 1. Condensed Consolidated Financial Statements (Unaudited) This section presents MaxCyte, Inc.'s unaudited condensed consolidated financial statements and detailed notes Condensed Consolidated Balance Sheets The balance sheets show a decrease in total assets and stockholders' equity, with new goodwill and intangible assets from an acquisition Condensed Consolidated Balance Sheet Highlights (in thousands): | Metric | June 30, 2025 | December 31, 2024 | | :-------------------------------- | :------------ | :---------------- | | Cash and cash equivalents | $15,225 | $27,884 | | Short-term investments, at amortized cost | $111,337 | $126,598 | | Total current assets | $143,219 | $171,684 | | Goodwill | $3,748 | — | | Intangible assets, net | $638 | — | | Total assets | $219,750 | $239,470 | | Total current liabilities | $11,555 | $15,775 | | Total liabilities | $29,027 | $33,219 | | Total stockholders' equity | $190,723 | $206,251 | | Accumulated deficit | $(239,471) | $(216,853) | - Goodwill and intangible assets, net, increased significantly from zero at December 31, 2024, to $3,748k and $638k respectively, at June 30, 2025, primarily due to the acquisition of SeQure Dx Inc[10] Condensed Consolidated Statements of Operations The statements of operations indicate decreased revenue and increased net loss for both the three and six months ended June 30, 2025 Condensed Consolidated Statements of Operations Highlights (in thousands, except per share amounts): | Metric | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :-------------------------------- | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | Revenue | $8,507 | $10,429 | $18,897 | $21,770 | | Gross profit | $6,988 | $8,941 | $15,881 | $18,879 | | Operating loss | $(14,227) | $(11,968) | $(26,522) | $(24,243) | | Net loss | $(12,357) | $(9,375) | $(22,618) | $(18,901) | | Basic and diluted net loss per share | $(0.12) | $(0.09) | $(0.21) | $(0.18) | - Revenue decreased by 18.4% for the three months and 13.2% for the six months ended June 30, 2025, compared to the same periods in 2024[11] - Net loss increased by 31.8% for the three months and 19.7% for the six months ended June 30, 2025, compared to the same periods in 2024[11] Condensed Consolidated Statements of Changes in Stockholders' Equity Stockholders' equity decreased, primarily due to an increased accumulated deficit resulting from ongoing net losses Changes in Stockholders' Equity Highlights (in thousands): | Metric | June 30, 2025 | June 30, 2024 | | :-------------------------- | :------------ | :------------ | | Total Stockholders' Equity | $190,723 | $221,261 | | Accumulated Deficit | $(239,471) | $(194,699) | | Stock-based compensation expense (6 months) | $6,553 | $6,579 | | Net loss (6 months) | $(22,618) | $(18,901) | - The accumulated deficit increased significantly from $(175,798)k at January 1, 2024, to $(239,471)k at June 30, 2025, primarily due to ongoing net losses[13] Condensed Consolidated Statements of Cash Flows Cash flow statements show increased net cash used in operating activities and a net decrease in cash and cash equivalents Condensed Consolidated Statements of Cash Flows Highlights (Six Months Ended June 30, in thousands): | Activity | 2025 | 2024 | | :-------------------------------- | :--------- | :--------- | | Net cash used in operating activities | $(24,263) | $(15,398) | | Net cash provided by investing activities | $11,067 | $4,989 | | Net cash provided by financing activities | $537 | $1,416 | | Net decrease in cash and cash equivalents | $(12,659) | $(8,993) | | Cash and cash equivalents, end of period | $15,225 | $37,513 | - Net cash used in operating activities increased by $8,865k in the first six months of 2025 compared to 2024, primarily driven by the higher net loss[15] - Net cash provided by investing activities more than doubled in the first six months of 2025, reaching $11,067k, largely due to maturities of investments offsetting purchases[15] Notes to Unaudited Condensed Consolidated Financial Statements These notes provide detailed explanations of the company's accounting policies, revenue recognition, equity, and recent business combination Note 1. Organization and Description of Business MaxCyte, Inc. is a global life sciences company focused on cell engineering technology, offering instruments, consumables, and services - MaxCyte, Inc. is a global life sciences company focused on advancing next-generation cell therapies using its proprietary cell engineering technology platform[17] - The company licenses and sells instruments, processing assemblies (PAs), and consumables, and provides gene-editing assessment services[17] - Completed its U.S. IPO on July 29, 2021, generating $184,268k in aggregate net proceeds[18] Note 2. Summary of Significant Accounting Policies This note outlines the company's U.S. GAAP-compliant accounting policies, including those for the SeQure Dx Inc. acquisition and revenue recognition - The unaudited condensed consolidated interim financial statements are prepared in accordance with U.S. GAAP, including material accounting entries for the preliminary purchase accounting of SeQure Dx Inc. in the interim period ended June 30, 2025[19] - The company's significant accounting policies have not materially changed from its 2024 Form 10-K[20] - The consolidated financial statements include MaxCyte, Inc. and its wholly-owned subsidiaries, SeQure and CCTI, Inc[21] Significant Customer Concentration (Revenue): | Period | Customer 1 | Customer 2 | | :-------------------------------- | :--------- | :--------- | | Three months ended June 30, 2025 | 25% | 15% | | Six months ended June 30, 2025 | 27% | N/A | - Allowance for expected credit losses was $10k at June 30, 2025, compared to no allowance at December 31, 2024[25] - Intangible assets with definite lives are amortized over 7 to 15 years, while goodwill and indefinite-lived intangible assets are subject to annual impairment testing[26][27] - Anti-dilutive shares excluded from diluted loss per share totaled 19.5 million for the three and six months ended June 30, 2025[33] - The company is evaluating ASU 2023-09 (Income Taxes) and ASU 2024-03 (Expense Disaggregation Disclosures) for potential impacts on future financial statements[34][35] Note 3. Revenue Revenue is primarily derived from product sales, licenses, and assay services, with specific recognition policies for milestone payments and royalties - Revenue is primarily generated from the sale of instruments, processing assemblies (PAs), and consumables, Assay Services, extended warranties, and license agreements, including customer-specific milestone payments and royalty fees[36] - Revenue from Strategic Platform Licenses (SPLs) milestones is recognized only when the customer achieves the milestone or sales royalties are earned[37] Disaggregation of Revenue by Type (in thousands): | Revenue Type | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :------------------------------ | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | Product sales | $5,269 | $4,736 | $10,585 | $10,096 | | Licenses | $2,928 | $5,464 | $7,605 | $11,222 | | Assay and other service revenue | $310 | $229 | $707 | $452 | | Total Revenue | $8,507 | $10,429 | $18,897 | $21,770 | - Deferred revenue was $2,888k at June 30, 2025, a decrease from $5,525k at December 31, 2024[39] - The company recognized $4,416k of revenue from deferred revenue during the six months ended June 30, 2025[41] Note 4. Stockholders' Equity This note details changes in stockholders' equity, including share issuances, equity incentive plans, and stock-based compensation expenses - During the six months ended June 30, 2025, the company issued 309,535 shares from stock option exercises, 503,332 shares from RSU vesting, and 68,179 shares under the ESPP[43] - Stockholders approved an increase of 2,950,000 shares for the 2022 Equity Incentive Plan on June 18, 2025[50] - As of June 30, 2025, 5,443,100 shares were available for issuance under the 2022 Plan[50] - Total unrecognized compensation expense was $19,494k at June 30, 2025, to be recognized over an estimated weighted-average period of 2.6 years[51] Weighted-Average Fair Value of Equity Awards (Per Share/Unit): | Award Type | 3 Months Ended Jun 30, 2025 | 3 Months Ended Jun 30, 2024 | 6 Months Ended Jun 30, 2025 | 6 Months Ended Jun 30, 2024 | | :--------- | :---------------------------- | :---------------------------- | :---------------------------- | :---------------------------- | | Stock Options | $1.17 | $2.45 | $1.72 | $2.28 | | RSUs | $2.16 | $4.69 | $3.05 | $4.43 | | PSUs | N/A | N/A | $3.29 | $4.31 | - PSU grants for 2024 and 2025 are determined to be probable to vest at 75% of the target number[54] Stock-based Compensation Expense by Category (in thousands): | Category | 3 Months Ended Jun 30, 2025 | 3 Months Ended Jun 30, 2024 | 6 Months Ended Jun 30, 2025 | 6 Months Ended Jun 30, 2024 | | :------------------------ | :---------------------------- | :---------------------------- | :---------------------------- | :---------------------------- | | General and administrative | $2,276 | $1,841 | $4,092 | $3,521 | | Sales and marketing | $640 | $824 | $1,230 | $1,450 | | Research and development | $598 | $899 | $1,231 | $1,608 | | Total | $3,514 | $3,564 | $6,553 | $6,579 | Note 5. Condensed Consolidated Balance Sheet Components This section provides a detailed breakdown of inventory, property and equipment, and intangible assets, including amortization details Inventory Components (in thousands): | Component | June 30, 2025 | December 31, 2024 | | :-------------------- | :------------ | :---------------- | | Raw materials inventory | $4,119 | $4,717 | | Finished goods inventory | $3,477 | $3,927 | | Work in progress | $337 | $270 | | Total inventory | $7,933 | $8,914 | - Inventory allowance decreased from $1,718k at December 31, 2024, to $1,218k at June 30, 2025[58] Property and Equipment, Net (in thousands): | Component | June 30, 2025 | December 31, 2024 | | :-------------------------------- | :------------ | :---------------- | | Leasehold improvements | $14,787 | $14,727 | | Furniture and equipment | $13,677 | $11,946 | | Internal-use software | $4,635 | $4,349 | | Instruments | $1,982 | $2,005 | | Construction in process | $838 | $272 | | Accumulated depreciation and amortization | $(16,515) | $(13,592) | | Property and equipment, net | $19,404 | $19,707 | Intangible Assets with Finite Lives (June 30, 2025, in thousands): | Asset Type | Weighted Average Life | Gross Carrying Amount | Accumulated Amortization | Net Carrying Amount | | :-------------------- | :-------------------- | :-------------------- | :----------------------- | :------------------ | | Developed technology | 15 years | $432 | $(12) | $420 | | Trade names | 10 years | $168 | $(6) | $162 | | Customer relationships | 7 years | $59 | $(3) | $56 | | Total intangible assets | | $659 | $(21) | $638 | - Amortization expense of intangible assets was $21k for the six months ended June 30, 2025, resulting from the SeQure acquisition[63] Note 6. Fair Value The company's financial instruments are primarily measured at amortized cost, with no recurring fair value measurements and a contingent consideration liability - The company had no financial assets or liabilities measured at fair value on a recurring basis as of June 30, 2025, and December 31, 2024[65] - No impairment was recognized on investments measured at fair value on a non-recurring basis during the three and six months ended June 30, 2025 and 2024[66] Financial Instruments Measured at Fair Value (Non-Recurring, June 30, 2025, in thousands): | Description | Classification | Amortized Cost | Aggregate Fair Value | | :---------------------------------------- | :-------------------- | :------------- | :------------------- | | Money market funds and cash equivalents | Cash equivalents | $13,751 | $13,751 | | Commercial paper | Short-term investments | $33,763 | $33,754 | | U.S. Treasury securities and government agency bonds | Short-term investments | $61,640 | $61,713 | | Corporate debt | Short-term investments | $15,934 | $15,937 | | Corporate debt | Long-term investments | $11,540 | $11,563 | | U.S. Treasury securities and government agency bonds | Long-term investments | $27,060 | $27,129 | | Total | | $163,688 | $163,847 | - The fair value of contingent consideration from the SeQure acquisition was estimated at $25k as of June 30, 2025, classified within Level 3 of the Fair Value hierarchy[68] Note 7. Commitments and Contingencies This note outlines the company's lease obligations and other potential liabilities, including the Headquarters and SeQure leases - The company's Headquarters Lease expires on August 31, 2035, and the SeQure Lease expires on December 31, 2027[70][72] Total Lease Cost (in thousands): | Period | 2025 | 2024 | | :---------------------- | :--- | :--- | | Three months ended June 30 | $847 | $749 | | Six months ended June 30 | $1,645 | $1,498 | - The weighted-average remaining lease term for operating leases was 9.8 years as of June 30, 2025[73] - The present value of lease liabilities was $18,507k as of June 30, 2025[73] Note 8. Business Combination MaxCyte acquired SeQure Dx, Inc. in January 2025 to expand its gene-editing assessment services, impacting goodwill and intangible assets - On January 29, 2025, MaxCyte acquired 100% of SeQure Dx, Inc., a provider of gene-editing assessment services, to strengthen its cell and gene therapy offerings[74] - The preliminary purchase price was $2,339k, comprising $2,314k cash and $25k in contingent consideration, with a maximum potential contingent consideration of $2,500k[74] Preliminary Purchase Price Allocation (in thousands): | Asset/Liability | Amount | | :---------------------------------------- | :----- | | Cash and cash equivalents | $541 | | Prepaid expenses and other current assets | $142 | | Property and equipment, net | $747 | | Right-of-use asset - operating leases | $956 | | Goodwill | $3,748 | | Intangible assets, net | $659 | | Other assets | $125 | | Accounts payable, accrued expenses and deferred revenue | $(3,513) | | Operating lease liability, current | $(385) | | Operating lease liability, net of current portion | $(681) | | Total allocated purchase price | $2,339 | - Transaction expenses related to the acquisition totaled $915k, included in general and administrative expenses for the six months ended June 30, 2025[79] - SeQure contributed $468k in revenue and a net loss of $2,975k to MaxCyte's consolidated financial statements for the six months ended June 30, 2025[80] Pro Forma Consolidated Financial Results (if SeQure acquired Jan 1, 2024, in thousands): | Metric | 3 Months Ended Jun 30, 2025 | 3 Months Ended Jun 30, 2024 | 6 Months Ended Jun 30, 2025 | 6 Months Ended Jun 30, 2024 | | :-------------------------- | :---------------------------- | :---------------------------- | :---------------------------- | :---------------------------- | | Revenue | $8,507 | $10,858 | $19,082 | $22,688 | | Operating loss | $(14,227) | $(13,664) | $(28,409) | $(27,782) | | Net loss | $(12,357) | $(11,071) | $(24,505) | $(22,440) | | Basic and diluted loss per share | $(0.12) | $(0.11) | $(0.23) | $(0.22) | Note 9. Segment Reporting The company operates as a single cell engineering technology segment, with revenue disaggregated into core and non-core categories by type and geography - The company operates as a single reportable segment: cell engineering technology[82] - Core revenue includes instrument sales, PAs and consumables, research and clinical licenses, and functional licenses, while non-core revenue consists of Strategic Platform License (SPL) program-related revenue[82] Revenue by Type (in thousands): | Revenue Type | 3 Months Ended Jun 30, 2025 | 3 Months Ended Jun 30, 2024 | 6 Months Ended Jun 30, 2025 | 6 Months Ended Jun 30, 2024 | | :--------------- | :---------------------------- | :---------------------------- | :---------------------------- | :---------------------------- | | Core revenue | $8,198 | $7,575 | $16,441 | $15,762 | | Non-core revenue | $309 | $2,854 | $2,456 | $6,008 | | Total revenue | $8,507 | $10,429 | $18,897 | $21,770 | Revenue by Geographic Location (in thousands): | Region | 3 Months Ended Jun 30, 2025 | 3 Months Ended Jun 30, 2024 | 6 Months Ended Jun 30, 2025 | 6 Months Ended Jun 30, 2024 | | :------------------------ | :---------------------------- | :---------------------------- | :---------------------------- | :---------------------------- | | Inside the United States | $5,313 | $7,287 | $13,347 | $15,304 | | Outside the United States | $3,194 | $3,142 | $5,550 | $6,466 | | Total revenue | $8,507 | $10,429 | $18,897 | $21,770 | Note 10. Related Party Transactions This note discloses sales and accounts receivable from a related party customer with a shared Board member - Sales to a related party customer (with a shared Board member) were $18k for the three months and $20k for the six months ended June 30, 2025[86] - Accounts receivable from this related party customer totaled $18k as of June 30, 2025[86] Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Management discusses financial performance, highlighting decreased total revenue, increased operating and net losses, and future funding considerations Special Note Regarding Forward-Looking Statements This section cautions investors that the report contains forward-looking statements subject to substantial risks and uncertainties, which the company is not obligated to update - The report contains forward-looking statements concerning future growth, business strategy, financial condition, and market potential, which are subject to substantial risks, uncertainties, and assumptions[89][91] - Investors are cautioned not to unduly rely on these statements, and the company undertakes no obligation to update them[92][93] Overview MaxCyte is a commercial cell engineering company leveraging its proprietary Flow Electroporation® technology, facing continued net losses due to growth investments - MaxCyte is a commercial cell engineering company utilizing its proprietary Flow Electroporation® technology (ExPERT platform) to advance cell therapeutics[98][99] - The ExPERT platform is validated by a broad customer base, including 31 Strategic Platform License (SPL) partners, and is supported by over 200 granted U.S. and foreign patents[99][100] - The company incurred a net loss of $22.6 million for the six months ended June 30, 2025, and had an accumulated deficit of $240.0 million, expecting continued losses due to growth investments[101] Recent Developments Recent developments include the acquisition of SeQure Dx, Inc. and the signing of three new Strategic Platform License agreements in 2025 - In January 2025, MaxCyte acquired SeQure Dx, Inc. to expand its cell and gene therapy assessment services[103] - The company signed three new Strategic Platform License (SPL) agreements in 2025 with TG Therapeutics, Anocca AB, and Adicet Bio[104] Results of Operations This section analyzes the company's financial performance, comparing revenue, gross profit, and operating expenses for the three and six months ended June 30, 2025 and 2024 Comparison of the Three Months Ended June 30, 2025 and 2024 This comparison highlights an 18% decrease in total revenue, driven by a significant decline in SPL program-related revenue, despite core revenue growth Revenue Breakdown (Three Months Ended June 30, in thousands): | Revenue Type | 2025 | 2024 | Change Amount (in thousands) | Change % | | :-------------------- | :--- | :--- | :------------ | :------- | | Core revenue | $8,198 | $7,575 | $623 | 8% | | SPL Program-related | $309 | $2,854 | $(2,545) | (89%) | | Total revenue | $8,507 | $10,429 | $(1,922) | (18%) | - Gross margin decreased to 82% in Q2 2025 from 86% in Q2 2024, primarily due to a decrease in program-related revenue[117] Operating Expenses (Three Months Ended June 30, in thousands): | Expense Type | 2025 | 2024 | Change Amount (in thousands) | Change % | | :-------------------------- | :--- | :--- | :------------ | :------- | | Research and development | $6,269 | $5,619 | $650 | 12% | | Sales and marketing | $5,786 | $6,617 | $(831) | (13%) | | General and administrative | $8,080 | $7,639 | $441 | 6% | | Depreciation and amortization | $1,080 | $1,034 | $46 | 4% | | Total operating expenses | $21,215 | $20,909 | $306 | 1% | - Interest income decreased by 28% due to lower interest rates and average cash and investment balances[135] Comparison of the Six Months Ended June 30, 2025 and 2024 This comparison shows a 13% decrease in total revenue, primarily due to reduced SPL program-related revenue, alongside changes in operating expenses Revenue Breakdown (Six Months Ended June 30, in thousands): | Revenue Type | 2025 | 2024 | Change Amount (in thousands) | Change % | | :-------------------- | :--- | :--- | :------------ | :------- | | Core revenue | $16,441 | $15,762 | $679 | 4% | | SPL Program-related | $2,456 | $6,008 | $(3,552) | (59%) | | Total revenue | $18,897 | $21,770 | $(2,873) | (13%) | - Gross margin decreased to 84% for the six months ended June 30, 2025, from 87% in the prior year, primarily due to the decrease in program-related revenue[140] Operating Expenses (Six Months Ended June 30, in thousands): | Expense Type | 2025 | 2024 | Change Amount (in thousands) | Change % | | :-------------------------- | :--- | :--- | :------------ | :------- | | Research and development | $12,172 | $12,297 | $(125) | (1%) | | Sales and marketing | $11,484 | $13,981 | $(2,497) | (18%) | | General and administrative | $16,606 | $14,742 | $1,864 | 13% | | Depreciation and amortization | $2,141 | $2,102 | $39 | 2% | | Total operating expenses | $42,403 | $43,122 | $(719) | (2%) | - Interest income decreased by 27% due to lower interest rates and average cash and investment balances[147] Liquidity and Capital Resources The company has significant operating losses and negative cash flows, but management expects existing resources to fund operations for at least 12 months - The company has incurred significant operating losses and negative cash flows, with an accumulated deficit of $239.5 million as of June 30, 2025[148] - Management believes existing cash, cash equivalents, short-term investments, and internally generated cash flows will fund operating expenses and capital expenditure requirements for at least the next 12 months[149] - Future funding requirements are dependent on factors such as market acceptance, R&D costs, and the availability of capital to customers[150][151] Cash Flows Cash flow analysis reveals increased net cash used in operating activities and a net decrease in cash and cash equivalents for the six months ended June 30, 2025 Cash Flow Summary (Six Months Ended June 30, in thousands): | Activity | 2025 | 2024 | | :-------------------------------- | :--------- | :--------- | | Net cash used in operating activities | $(24,263) | $(15,398) | | Net cash provided by investing activities | $11,067 | $4,989 | | Net cash provided by financing activities | $537 | $1,416 | | Net decrease in cash and cash equivalents | $(12,659) | $(8,993) | - Net cash used in operating activities for the six months ended June 30, 2025, was $24.3 million, primarily due to the net loss of $22.6 million and $9.5 million in net cash outflows from changes in operating assets and liabilities[153] - Net cash provided by investing activities increased to $11.1 million in 2025, mainly from maturities of investments ($77.6 million) offsetting purchases ($63.5 million) and the SeQure acquisition ($1.8 million)[155] Contractual Obligations and Commitments This section details the company's primary contractual obligations, including operating lease payments and contingent consideration from the SeQure acquisition - Primary contractual obligations include operating lease payments for the Headquarters Lease ($25.0 million through August 2035) and the SeQure Lease ($1.1 million through December 2027)[159] - A contingent consideration obligation of up to $2.5 million related to the SeQure acquisition has an estimated fair value of $25k as of June 30, 2025[160] - The company had no debt obligations as of June 30, 2025, and December 31, 2024[161] Critical Accounting Estimates This note discusses significant accounting estimates, particularly for business combinations, and the company's status as an Emerging Growth Company - Business combination accounting requires significant estimates for the fair value of acquired assets and liabilities, impacting goodwill allocation, with $432k recorded in developed technology from the SeQure acquisition[164] - As an Emerging Growth Company (EGC), MaxCyte has elected to delay the adoption of new accounting standards and intends to rely on exemptions from auditor attestation requirements of Section 404(b) of the Sarbanes-Oxley Act[165][166] - The company expects to retain its EGC status through December 31, 2026, and also qualifies as a 'smaller reporting company'[167][168] Item 3. Quantitative and Qualitative Disclosures About Market Risk MaxCyte faces interest rate and foreign currency risks, though a 10% interest rate change is not material, and no hedging is currently employed - A 10% change in market interest rates is not expected to have a material effect on the company's business, financial condition, or results of operations[170] - The company is exposed to foreign currency risk from transactions denominated in Euros and British Pounds but has not entered into any hedging arrangements[172] - Inflation and changing prices have not had a material effect on the business during the last two years[173] Item 4. Controls and Procedures Management concluded that disclosure controls and procedures were effective as of June 30, 2025, with no material changes in internal control over financial reporting - The company's disclosure controls and procedures were effective as of June 30, 2025, at the reasonable assurance level[175] - There were no material changes in internal control over financial reporting during the three months ended June 30, 2025[176] PART II. OTHER INFORMATION This section covers legal proceedings, risk factors, equity sales, defaults, mine safety, other information, and exhibits Item 1. Legal Proceedings MaxCyte is not currently involved in any material legal proceedings and is unaware of any significant pending or threatened legal actions - The company is not currently a party to any material legal proceedings[179] Item 1A. Risk Factors This section refers to the risk factors detailed in the 2024 Form 10-K, confirming no material changes in the current period - There have been no material changes to the risk factors set forth in the 2024 Form 10-K[180] Item 2. Unregistered Sales of Equity Securities and Use of Proceeds MaxCyte reported no unregistered sales of equity securities, and the use of IPO proceeds remains consistent with prior disclosures - No unregistered sales of equity securities were reported[181] - There has been no material change in the planned use of proceeds from the IPO[182] Item 3. Defaults Upon Senior Securities The company reported no defaults upon senior securities - No defaults upon senior securities were reported[183] Item 4. Mine Safety Disclosures This item is not applicable to MaxCyte's operations - This item is not applicable[184] Item 5. Other Information No other information is required to be disclosed under this item - Not applicable[185] Item 6. Exhibits This section lists all exhibits filed with the Quarterly Report on Form 10-Q, including executive certifications and XBRL data files - Exhibits include certifications (31.1, 31.2, 32.1, 32.2), XBRL interactive data files, and the Amended and Restated 2022 Plan (10.1)[186] SIGNATURES The report was duly signed on August 6, 2025, by the President and CEO and the CFO of MaxCyte, Inc Signatures The report was signed by Maher Masoud, President and CEO, and Douglas Swirsky, CFO, on August 6, 2025 - The report was signed by Maher Masoud, President and Chief Executive Officer, and Douglas Swirsky, Chief Financial Officer, on August 6, 2025[190]