CG Oncology(CGON) - 2025 Q2 - Quarterly Report

PART I. FINANCIAL INFORMATION Presents unaudited condensed consolidated financial statements and management's analysis of financial condition and operations Item 1. Condensed Consolidated Financial Statements (unaudited) Presents unaudited condensed consolidated financial statements for periods ended June 30, 2025, and December 31, 2024 Condensed Consolidated Balance Sheets Presents the company's financial position (assets, liabilities, equity) as of June 30, 2025 and December 31, 2024 | Asset/Liability Category | June 30, 2025 (in thousands) | December 31, 2024 (in thousands) | | :---------------------- | :----------------------------- | :------------------------------- | | Assets | | | | Cash and cash equivalents | $14,624 | $257,068 | | Marketable securities | $646,428 | $484,930 | | Total current assets | $673,030 | $754,210 | | Total assets | $701,445 | $754,797 | | Liabilities | | | | Total current liabilities | $30,381 | $21,368 | | Total liabilities | $31,087 | $21,420 | | Stockholders' Equity| | | | Accumulated deficit | $(293,859) | $(217,981) | | Total stockholders' equity | $670,358 | $733,377 | Condensed Consolidated Statements of Operations and Comprehensive Loss Details revenues, expenses, and net loss for the three and six months ended June 30, 2025 and 2024 | Metric | Three Months Ended June 30, 2025 (in thousands) | Three Months Ended June 30, 2024 (in thousands) | Six Months Ended June 30, 2025 (in thousands) | Six Months Ended June 30, 2024 (in thousands) | | :---------------------------------- | :---------------------------------------------- | :---------------------------------------------- | :-------------------------------------------- | :-------------------------------------------- | | License and collaboration revenue | $0 | $111 | $52 | $640 | | Research and development expenses | $31,331 | $18,470 | $58,799 | $35,680 | | General and administrative expenses | $17,410 | $7,494 | $32,198 | $13,282 | | Total operating expenses | $48,741 | $25,964 | $90,997 | $48,962 | | Loss from operations | $(48,741) | $(25,853) | $(90,945) | $(48,322) | | Interest income, net | $7,319 | $6,943 | $15,066 | $12,487 | | Net loss and comprehensive loss | $(41,426) | $(18,902) | $(75,878) | $(35,836) | | Net loss per share, basic and diluted | $(0.54) | $(0.28) | $(1.00) | $(0.63) | Condensed Consolidated Statements of Redeemable Convertible Preferred Stock and Stockholders' Equity (Deficit) Outlines changes in redeemable convertible preferred stock and stockholders' equity for the periods presented - The company's redeemable convertible preferred stock converted into common stock concurrently with its IPO in January 2024[17][25] As of June 30, 2025, and December 31, 2024, there was no redeemable convertible preferred stock outstanding[17] | Equity Item | December 31, 2024 (in thousands) | March 31, 2025 (in thousands) | June 30, 2025 (in thousands) | | :-------------------------- | :------------------------------- | :---------------------------- | :--------------------------- | | Common Stock | $8 | $8 | $8 | | Additional Paid-in Capital | $951,350 | $957,183 | $964,209 | | Accumulated Deficit | $(217,981) | $(252,433) | $(293,859) | | Total Stockholders' Equity | $733,377 | $704,758 | $670,358 | Condensed Consolidated Statements of Cash Flows Summarizes cash flows from operating, investing, and financing activities for the periods presented | Cash Flow Activity | Six Months Ended June 30, 2025 (in thousands) | Six Months Ended June 30, 2024 (in thousands) | | :------------------------------------ | :-------------------------------------------- | :-------------------------------------------- | | Net cash used in operating activities | $(57,236) | $(42,132) | | Net cash used in investing activities | $(185,362) | $(343,674) | | Net cash provided by financing activities | $154 | $402,698 | | Net (decrease) increase in cash and cash equivalents | $(242,444) | $16,892 | | Cash and cash equivalents at end of period | $14,624 | $25,158 | Notes to Condensed Consolidated Financial Statements Provides detailed explanations of accounting policies, financial line items, and significant events 1. Description of Business and Basis of Presentation Describes the company's business, clinical stage, recent financing activities, and current financial position - CG Oncology, Inc. is a late-stage clinical biopharmaceutical company focused on developing and commercializing cretostimogene grenadenorepvec for bladder cancer[23] The company is at a clinical stage and does not expect significant revenues until FDA approval and commercialization[23] - The company completed its IPO on January 29, 2024, raising $399.6 million net proceeds, and a follow-on offering in December 2024, raising $223.1 million net proceeds[25] All redeemable convertible preferred stock converted to common stock with the IPO[25] - In February 2025, the company's subsidiary established a $26.0 million convertible promissory note receivable with SP Healthcare SPV I, LLC, which invested in Biovire, Inc. to acquire a contract manufacturing organization for cretostimogene[26] - As of June 30, 2025, the company had $661.1 million in cash, cash equivalents, and marketable securities, and a working capital of $642.6 million[31] It has an accumulated deficit of $293.9 million and incurred net losses of $41.4 million and $75.9 million for the three and six months ended June 30, 2025, respectively[31] - On March 28, 2025, the company entered into an Open Market Sale Agreement with Jefferies LLC to sell up to $250.0 million in common stock, with no sales made as of June 30, 2025[32] 2. Summary of Significant Accounting Policies Outlines key accounting policies, deferred offering costs, and evaluation of new accounting standards - The company capitalizes direct and incremental legal, professional, accounting, and other third-party fees incurred in connection with equity offerings as deferred offering costs[34] As of June 30, 2025, deferred offering costs were $0.4 million, related to a Form S-3 registration statement filed in March 2025[34] - The FASB issued ASU 2023-09 (Income Taxes) in December 2023, effective for annual periods beginning after December 15, 2025, requiring enhanced income tax disclosures[36] The company is evaluating its impact[36] - The FASB issued ASU No. 2024-03 (Comprehensive Income - Expense Disaggregation Disclosures) in November 2024, effective for fiscal years beginning after December 15, 2026, to improve expense disclosures[38] The company is evaluating its impact[38] 3. Fair Value Measurements Details fair value measurements for cash equivalents and marketable securities, including their classification | Asset Category | Fair Value at June 30, 2025 (in thousands) | Fair Value at December 31, 2024 (in thousands) | | :--------------- | :--------------------------------------- | :--------------------------------------------- | | Cash equivalents | $14,291 | $256,204 | | Marketable securities | $646,428 | $484,930 | - Cash equivalents are classified as Level 1 fair value measurements (short-term U.S. Treasury money market fund)[39] Marketable securities (fixed income U.S. Treasury bills) are classified as Level 2 fair value measurements[39] 4. Note Receivable Describes the convertible promissory note receivable held by the company's subsidiary - The company's subsidiary, SafeGuard Healthcare, LLC, holds a $26.0 million convertible promissory note receivable from SPV, established in February 2025, with an 8% interest rate and due February 3, 2029[41] No payments have been made as of June 30, 2025[41] 5. Accrued Expenses and Other Current Liabilities Presents a breakdown of accrued expenses and other current liabilities as of the reporting dates | Component | June 30, 2025 (in thousands) | December 31, 2024 (in thousands) | | :-------------------------------- | :----------------------------- | :------------------------------- | | External research and development expenses | $16,000 | $7,181 | | Personnel-related expenses | $4,561 | $5,793 | | Professional fees | $2,166 | $1,255 | | Other | $241 | $436 | | Total accrued expenses and other current liabilities | $22,968 | $14,665 | 6. Commitments and Contingencies Details operating lease obligations and provides an update on significant legal proceedings - As of June 30, 2025, the company had three operating leases for office space, with terms expiring between 2026 and 2030[45][46] Total lease cost for the three and six months ended June 30, 2025, was $86 thousand and $152 thousand, respectively[45][46] | Year | Lease Liabilities (in thousands) | | :--- | :------------------------------- | | 2025 | $172 | | 2026 | $324 | | 2027 | $274 | | 2028 | $227 | | 2029 | $124 | | Thereafter | $10 | | Total future minimum lease obligations | $994 | - On July 16, 2025, the Superior Court granted the company's motion for summary judgment regarding ANI Pharmaceuticals, Inc.'s royalty claim on cretostimogene sales[49] On July 29, 2025, a jury rejected ANI's unjust enrichment claim, meaning the company will not owe ANI a 5% royalty or damages[49] 7. License and Collaboration Agreements Summarizes key terms and revenue recognition from the Lepu and Kissei license agreements - Under the Lepu License Agreement (March 2019), the company granted an exclusive license to Lepu Biotech Co., Ltd. for cretostimogene in mainland China, Hong Kong, and Macau[51] Lepu paid a $4.5 million upfront fee and is obligated for up to $2.5 million in regulatory milestones and $57.5 million in commercial milestones, plus high single-digit royalties on net sales[52][53] - Under the Kissei License Agreement (March 2020, amended September 2022), the company granted an exclusive license to Kissei Pharmaceutical Co., Ltd. for cretostimogene in various Asian territories[58] Kissei paid a $10.0 million upfront fee and purchased $30.0 million in Series D preferred stock[59] Kissei is obligated for up to $33.0 million in development/regulatory milestones and $67.0 million in commercial milestones[59] The company is entitled to mid-twenties percentage royalties on Kissei Territory sales and pays Kissei a low-single digit royalty on sales outside the Kissei/Lepu Territories[59] | Revenue Source | Three Months Ended June 30, 2025 (in thousands) | Three Months Ended June 30, 2024 (in thousands) | Six Months Ended June 30, 2025 (in thousands) | Six Months Ended June 30, 2024 (in thousands) | | :--------------- | :---------------------------------------------- | :---------------------------------------------- | :-------------------------------------------- | :-------------------------------------------- | | Lepu License Agreement | $0 | $0 | $0 | $500 | | Kissei License Agreement | $0 | $100 | <$100 | $100 | | Total License and Collaboration Revenue | $0 | $111 | $52 | $640 | 8. Segment Disclosures Confirms the company operates as a single operating segment for financial reporting purposes - The company operates as a single operating segment, with its chief executive officer reviewing financial information on a consolidated basis to assess performance and allocate resources[68] 9. Common Stock Provides information on common stock (authorized, issued, outstanding) and shares reserved for equity plans - As of June 30, 2025, the company had 76,231,859 shares of common stock issued and outstanding, out of 700,000,000 authorized shares[70] | Reserved Shares Category | June 30, 2025 | | :----------------------- | :------------ | | Stock options outstanding | 8,963,925 | | Reserved for future stock option issuances | 3,788,588 | | Reserved for future ESPP issuances | 751,077 | | Total | 13,503,590 | 10. Stock-Based Compensation Details the company's equity incentive plans and the stock-based compensation expense recognized - The company has three equity incentive plans: the 2015 Plan, 2022 Plan, and 2024 Equity Incentive Plan[75] The 2024 Plan replaced the 2022 Plan, with 8,246,565 shares initially available, plus shares from prior plans that become available[76] | 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 | | :-------------------------------- | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | Stock-based compensation expense (R&D) | $2,303 thousand | $779 thousand | $3,955 thousand | $1,322 thousand | | Stock-based compensation expense (G&A) | $4,704 thousand | $1,467 thousand | $8,203 thousand | $2,441 thousand | | Total stock-based compensation expense | $7,007 thousand | $2,246 thousand | $12,158 thousand | $3,763 thousand | - As of June 30, 2025, the company had $79.8 million of gross unrecognized stock-based compensation expense related to unvested options, to be recognized over a weighted average period of 3.2 years[81] 11. Employee Stock Purchase Plan Describes the ESPP, shares available, and related stock-based compensation expense - The 2024 Employee Stock Purchase Plan (ESPP) became effective January 11, 2024, with 812,242 shares initially available[83] It allows eligible employees to purchase common stock at 85% of fair market value[83] As of June 30, 2025, 751,077 shares were available for issuance[83] - Stock-based compensation expense under the ESPP was approximately $0.6 million for the three months ended June 30, 2025, and $1.4 million for the six months ended June 30, 2025[84] 12. Debt Provides an update on the company's debt obligations, including repayment of prior loans - In May 2023, the company repaid all outstanding principal and interest on its loan agreement with Silicon Valley Bank (SVB)[86] In March 2024, the company paid a $0.4 million Success Fee to SVB in connection with its IPO[87] As of June 30, 2025, the company has no further debt obligations[88] 13. Net Loss Per Share Attributable to Common Stockholders Presents the calculation of basic and diluted net loss per share for common stockholders | 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 | | :------------------------------------------------ | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | Net loss and comprehensive loss (in thousands) | $(41,426) | $(18,902) | $(75,878) | $(35,836) | | Weighted-average common stock outstanding (basic and diluted) | 76,226,829 | 66,649,443 | 76,207,333 | 56,857,104 | | Net loss per share (basic and diluted) | $(0.54) | $(0.28) | $(1.00) | $(0.63) | - Potentially dilutive securities, including redeemable convertible preferred stock and stock options, were excluded from diluted net loss per share calculations as their effect would be anti-dilutive[89] 14. Subsequent Events Reports significant events after the balance sheet date, including a change in control of an SPV - Subsequent to June 30, 2025, on July 20, 2025, the company obtained control of SP Healthcare SPV I, LLC (SPV) following the conversion of a convertible note[92][93] The company will now consolidate SPV in its financial statements[92][93] Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Management discusses financial condition, operational results, liquidity, and capital resources Overview Summarizes the company's business, product development, financial performance, and funding outlook - CG Oncology is a late-stage clinical biopharmaceutical company developing cretostimogene grenadenorepvec for bladder cancer, aiming to be an alternative to Bacillus Calmette-Guérin (BCG) for high-risk Non-Muscle Invasive Bladder Cancer (NMIBC) unresponsive to BCG[99] - The company is building commercial operations in anticipation of potential U.S. FDA approval for cretostimogene, with a Biologics License Application (BLA) submission expected in Q4 2025 based on the BOND-003 Cohort C Phase 3 trial data[100] - The company has incurred significant operating losses and negative cash flows since inception, with net losses of $75.9 million for the six months ended June 30, 2025, and an accumulated deficit of $293.9 million[103] - Existing cash, cash equivalents, and marketable securities of $661.1 million as of June 30, 2025, are estimated to fund operations into the first half of 2028[104][105] License and Collaboration Agreements Discusses the revenue recognition and key terms of the Lepu and Kissei license agreements - The Lepu License Agreement (March 2019) grants Lepu Biotech Co., Ltd. exclusive rights for cretostimogene in mainland China, Hong Kong, and Macau[109] No revenue was recognized from this agreement for the three and six months ended June 30, 2025[109] - The Kissei License Agreement (March 2020, amended September 2022) grants Kissei Pharmaceutical Co., Ltd. exclusive rights for cretostimogene in various Asian territories[110] Less than $0.1 million in revenue was recognized for the six months ended June 30, 2025, and zero for the three months ended June 30, 2025[110] Components of Our Results of Operations Explains primary components of revenue, operating expenses, and other income (expense) impacting financial results - The company has recognized $26.2 million in license and collaboration revenue since inception through June 30, 2025, but has not generated product sales revenue and does not expect to in the foreseeable future[111] - Operating expenses consist of research and development (R&D) expenses and general and administrative (G&A) expenses[112] R&D expenses are primarily external costs for clinical trials and internal personnel-related expenses, all related to cretostimogene[113][114][117] - G&A expenses include personnel-related costs for executive, legal, finance, HR, and other administrative functions, as well as professional fees and allocated facilities costs[119] - Other income (expense), net, includes interest income from invested cash and marketable securities, and miscellaneous items like success fees[121][122] Results of Operations Analyzes the company's financial performance by comparing key metrics across different reporting periods Comparison of the Three Months Ended June 30, 2025 and 2024 Compares the company's financial performance for the three-month periods ended June 30, 2025 and 2024 | Metric | Three Months Ended June 30, 2025 (in thousands) | Three Months Ended June 30, 2024 (in thousands) | Change (in thousands) | | :-------------------------------- | :---------------------------------------------- | :---------------------------------------------- | :-------------------- | | License and collaboration revenue | $0 | $111 | $(111) | | Research and development | $31,331 | $18,470 | $12,861 | | General and administrative | $17,410 | $7,494 | $9,916 | | Total operating expenses | $48,741 | $25,964 | $22,777 | | Loss from operations | $(48,741) | $(25,853) | $(22,888) | | Interest income, net | $7,319 | $6,943 | $376 | | Net loss and comprehensive loss | $(41,426) | $(18,902) | $(22,524) | - R&D expenses increased by $12.9 million, primarily due to a $7.9 million increase in external clinical trial expenses (higher CRO fees) and a $3.9 million increase in personnel-related costs (including $1.5 million in stock-based compensation)[125] - G&A expenses increased by $9.9 million, driven by a $5.4 million increase in personnel-related costs (including $3.2 million in stock-based compensation) and a $3.3 million increase in professional and consultant fees (including $3.0 million in legal fees)[126] Comparison of the Six Months Ended June 30, 2025 and 2024 Compares the company's financial performance for the six-month periods ended June 30, 2025 and 2024 | Metric | Six Months Ended June 30, 2025 (in thousands) | Six Months Ended June 30, 2024 (in thousands) | Change (in thousands) | | :-------------------------------- | :-------------------------------------------- | :-------------------------------------------- | :-------------------- | | License and collaboration revenue | $52 | $640 | $(588) | | Research and development | $58,799 | $35,680 | $23,119 | | General and administrative | $32,198 | $13,282 | $18,916 | | Total operating expenses | $90,997 | $48,962 | $42,035 | | Loss from operations | $(90,945) | $(48,322) | $(42,623) | | Interest income, net | $15,066 | $12,487 | $2,579 | | Net loss and comprehensive loss | $(75,878) | $(35,836) | $(40,042) | - R&D expenses increased by $23.1 million, primarily due to a $13.4 million increase in external clinical trial expenses and a $7.4 million increase in personnel-related costs (including $2.6 million in stock-based compensation)[131] - G&A expenses increased by $18.9 million, mainly due to a $10.7 million increase in personnel-related costs (including $5.8 million in stock-based compensation) and a $4.8 million increase in professional and consultant fees[133] Liquidity and Capital Resources Assesses the company's ability to meet financial obligations and fund future operations through available capital - The company has primarily funded operations through public offerings of common stock and redeemable convertible preferred stock, raising $982.9 million in gross proceeds since inception through June 30, 2025[135] - As of June 30, 2025, cash, cash equivalents, and marketable securities totaled $661.1 million, estimated to fund operations into the first half of 2028[135][139] - On March 28, 2025, the company entered into an At-the-Market (ATM) offering agreement with Jefferies LLC to sell up to $250 million of common stock, with no sales made as of June 30, 2025[136] - Future funding requirements are expected to increase substantially due to ongoing R&D, regulatory approval processes, potential commercialization of cretostimogene, and costs associated with being a public company[137] - The company expects to finance future operations through equity offerings, debt financings, or collaborations, acknowledging potential dilution or restrictive covenants[140] Cash Flows Analyzes the sources and uses of cash from operating, investing, and financing activities | Cash Flow Activity | Six Months Ended June 30, 2025 (in thousands) | Six Months Ended June 30, 2024 (in thousands) | | :------------------------------------ | :-------------------------------------------- | :-------------------------------------------- | | Net cash used in operating activities | $(57,236) | $(42,132) | | Net cash used in investing activities | $(185,362) | $(343,674) | | Net cash provided by financing activities | $154 | $402,698 | - Operating activities used $57.2 million in cash for the six months ended June 30, 2025, primarily due to a net loss of $75.9 million, partially offset by non-cash stock-based compensation and changes in operating assets and liabilities[144] - Investing activities used $185.4 million in cash for the six months ended June 30, 2025, mainly from purchases of marketable securities and the issuance of a $26.0 million note receivable[146] - Financing activities provided $0.2 million in cash for the six months ended June 30, 2025, primarily from stock option exercises, offset by deferred offering costs[148] Critical Accounting Policies and Significant Judgments and Estimates Highlights accounting policies requiring significant management judgment and estimation, including R&D expenses - The preparation of financial statements requires management to make estimates and judgments, particularly for R&D expenses, which involve estimating costs for services performed by vendors when invoices are not yet received[150][152] - There have been no material changes to the critical accounting policies and estimates from those described in the 2024 Annual Report[151] Off-Balance Sheet Arrangements Confirms the absence of any off-balance sheet arrangements during the reported periods - The company did not have any off-balance sheet arrangements during the periods presented[155] Recently Issued Accounting Standards Refers to disclosures regarding new accounting standards and their potential impact on the company - A description of recently issued accounting standards that may impact the company's financial position, results of operations, and cash flows is included in Note 2 to the condensed consolidated financial statements[156] Item 3. Quantitative and Qualitative Disclosures About Market Risk Discusses the company's exposure to market risks, focusing on interest rate sensitivity and inflation impact - The company's market risk exposure is primarily limited to interest rate sensitivity, with $661.1 million in cash, cash equivalents, and marketable securities (money market funds and U.S. Treasury bills) as of June 30, 2025[157] - Due to the short-term duration and low-risk profile of its investment portfolio, the company believes its exposure to interest rate risk is not significant[158] - Inflation has not had a material effect on the company's business, financial condition, or results of operations for the periods covered[159] Item 4. Controls and Procedures Details disclosure controls and procedures, including management's evaluation of effectiveness and internal control changes - Management, including the principal executive officer and principal financial officer, concluded that the company's disclosure controls and procedures were effective at a reasonable assurance level as of June 30, 2025[161] - There have been no material changes in the company's internal control over financial reporting during the three months ended June 30, 2025[162] PART II. OTHER INFORMATION Presents additional information including legal proceedings, risk factors, equity sales, and other disclosures Item 1. Legal Proceedings Provides an update on significant legal proceedings, specifically the lawsuit filed by ANI Pharmaceuticals - On July 16, 2025, the Superior Court granted the company's motion for summary judgment regarding ANI Pharmaceuticals, Inc.'s royalty claim on cretostimogene sales[165] On July 29, 2025, a jury unanimously rejected ANI's unjust enrichment claim[165] - As a result, the company will not owe ANI a future royalty of 5% on commercial sales of cretostimogene, and no damages were awarded to ANI[165] - The company expects ANI to pursue post-trial motions and appeals and will continue to vigorously defend against these claims[165] Item 1A. Risk Factors Supplements previously disclosed risk factors, focusing on litigation, trade policies, and healthcare reform - The company's business could be affected by litigation, government investigations, and enforcement actions, which can be expensive, time-consuming, and cause reputational damage, as exemplified by the ANI Pharmaceuticals lawsuit[168][169] - International trade policies, including tariffs, sanctions, and trade barriers, may adversely affect the business by increasing R&D expenses, disrupting supply chains (especially for non-U.S. suppliers of raw materials and equipment), and potentially delaying development timelines[170][171][172] - Current and future healthcare reform legislation, such as the 'One Big Beautiful Bill Act' (OBBBA) and the Inflation Reduction Act of 2022 (IRA), may increase the difficulty and cost of obtaining coverage and commercializing products, potentially reducing reimbursement and affecting pricing[175][177][178] - Changes in tax law, including recent U.S. federal tax reforms and potential future legislation, could materially adversely affect the company's financial condition, results of operations, and cash flows[182] Item 2. Unregistered Sales of Equity Securities and Use of Proceeds Reports on unregistered sales of equity securities and details the use of IPO proceeds - There were no recent unregistered sales of equity securities[184] - The company received net proceeds of approximately $399.6 million from its IPO on January 29, 2024[185] As of June 30, 2025, approximately $204.7 million of these proceeds have been used for general corporate purposes, including R&D and pre-commercial activities for cretostimogene[185] Item 3. Defaults Upon Senior Securities This item states that there are no defaults upon senior securities - Not applicable[186] Item 4. Mine Safety Disclosures This item states that there are no mine safety disclosures - Not applicable[187] Item 5. Other Information Provides information on Rule 10b5-1 or non-Rule 10b5-1 trading arrangements by officers and directors - During the six months ended June 30, 2025, Director James J. Mulé adopted a Rule 10b5-1 trading arrangement on June 6, 2025, to sell 99,032 shares, expiring June 30, 2026[188][189] No other officers or directors adopted, modified, or terminated such arrangements[188][189] Item 6. Exhibits Lists exhibits filed as part of the Form 10-Q, including organizational documents, certifications, and XBRL | Exhibit Number | Exhibit Description | Filed Herewith | | :------------- | :------------------------------------------------------------------------------------------------------ | :------------- | | 3.1 | Amended and Restated Certificate of Incorporation | | | 3.2 | Amended and Restated Bylaws | | | 31.1 | Certification of Chief Executive Officer, as required by Rule 13a-14(a) or Rule 15d-14(a) | X | | 31.2 | Certification of Principal Financial Officer, as required by Rule 13a-14(a) or Rule 15d-14(a) | X | | 32.1* | Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | X | | 32.2* | Certification of Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | X | | 101.INS | Inline XBRL Instance Document | X | | 101.SCH | Inline XBRL Taxonomy Extension Schema with Embedded Linkbase Document | X | | 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | | Signatures This section contains the required signatures for the Form 10-Q report - The report was signed on August 8, 2025, by Arthur Kuan, Chairman and Chief Executive Officer, and Robert Lapetina, Vice President, Financial Planning & Analysis[196]