
PART I FINANCIAL INFORMATION Item 1. Condensed Financial Statements (Unaudited) Unaudited H1 2025 financials reflect a reduced net loss and decreased assets, primarily due to lower R&D expenses and the conclusion of collaboration agreements Condensed Balance Sheets Condensed Balance Sheet Summary (in thousands) | Account | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Assets | | | | Cash and cash equivalents | $50,467 | $57,387 | | Total current assets | $54,675 | $79,215 | | Total assets | $64,371 | $91,049 | | Liabilities & Equity | | | | Total current liabilities | $5,336 | $8,917 | | Total liabilities | $7,352 | $11,423 | | Total stockholders' equity | $57,019 | $79,626 | - Total assets decreased from $91.0 million at the end of 2024 to $64.4 million as of June 30, 2025, primarily due to a reduction in cash, cash equivalents, and investments18 Condensed Statements of Operations and Comprehensive Loss Statement of Operations Summary (in thousands, except per share data) | Metric | Q2 2025 | Q2 2024 | H1 2025 | H1 2024 | | :--- | :--- | :--- | :--- | :--- | | Collaboration revenue | $0 | $1,609 | $0 | $2,724 | | Research and development | $8,680 | $19,239 | $18,599 | $35,503 | | General and administrative | $4,352 | $5,332 | $8,822 | $10,227 | | Loss from operations | $(13,032) | $(22,962) | $(27,421) | $(43,006) | | Net loss | $(12,458) | $(21,552) | $(26,160) | $(40,056) | | Net loss per share | $(0.24) | $(0.42) | $(0.51) | $(0.79) | - Net loss for the second quarter of 2025 was $12.5 million, a significant reduction from $21.6 million in the same period of 2024, mainly due to a 55% decrease in R&D expenses21 Condensed Statements of Changes in Stockholders' Equity - Total stockholders' equity decreased from $79.6 million at December 31, 2024, to $57.0 million at June 30, 2025, primarily driven by the net loss of $26.2 million for the six-month period23 Condensed Statements of Cash Flows Cash Flow Summary for Six Months Ended June 30 (in thousands) | Cash Flow Activity | 2025 | 2024 | | :--- | :--- | :--- | | Net cash used in operating activities | $(22,463) | $(27,079) | | Net cash provided by (used in) investing activities | $15,600 | $(38,690) | | Net cash (used in) provided by financing activities | $(57) | $836 | | Net decrease in cash and cash equivalents | $(6,920) | $(64,933) | - Cash and cash equivalents decreased by $6.9 million during the first six months of 2025, ending at $50.5 million, compared to a much larger decrease of $64.9 million in the same period of 2024, which included significant purchases of investments25 Notes to the Unaudited Interim Condensed Financial Statements - The company has incurred losses since inception, with an accumulated deficit of $407.9 million as of June 30, 2025, but management believes current cash of $50.5 million is sufficient to fund operations for at least the next twelve months27 - All collaboration revenue in 2024 was derived from agreements with Ono Pharmaceutical and ImmunoGen, both completed by December 31, 2024, with no revenue recognized from these agreements in 2025368691 - On August 4, 2025, the company entered into a securities purchase agreement for a private placement expected to provide upfront gross proceeds of approximately $46 million, including common stock, pre-funded warrants, and common stock warrants110113 R&D Expenses by Program for Six Months Ended June 30 (in thousands) | Program | 2025 | 2024 | | :--- | :--- | :--- | | SL-325 | $4,833 | $363 | | SL-172154 (discontinued) | $2,625 | $16,270 | | Other research and development | $4,859 | $8,204 | | Total R&D | $18,599 | $35,503 | Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Management discusses the strategic pivot to developing SL-325, reduced operating expenses, and liquidity, with a private placement extending funding into 2029 Overview - The company is now focused on developing SL-325, a potentially first-in-class death receptor 3 (DR3) antagonist antibody for treating inflammatory bowel disease (IBD) and other immune-mediated diseases116 - Shattuck Labs plans to initiate a Phase 1 clinical trial for SL-325 in the third quarter of 2025 and expects to complete enrollment in the full Phase 1 trial in the second quarter of 2026121 - The company is also developing a series of bispecific antibodies targeting DR3 and other clinically validated targets, with a lead candidate nomination expected in 2025124125 Results of Operations Comparison of Operating Results for Q2 (in thousands) | Metric | Q2 2025 | Q2 2024 | Change ($) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Collaboration Revenue | $0 | $1,609 | $(1,609) | (100.0)% | | R&D Expense | $8,680 | $19,239 | $(10,559) | (54.9)% | | G&A Expense | $4,352 | $5,332 | $(980) | (18.4)% | | Net Loss | $(12,458) | $(21,552) | $9,094 | (42.2)% | Comparison of Operating Results for H1 (in thousands) | Metric | H1 2025 | H1 2024 | Change ($) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Collaboration Revenue | $0 | $2,724 | $(2,724) | (100.0)% | | R&D Expense | $18,599 | $35,503 | $(16,904) | (47.6)% | | G&A Expense | $8,822 | $10,227 | $(1,405) | (13.7)% | | Net Loss | $(26,160) | $(40,056) | $13,896 | (34.7)% | - The decrease in R&D expenses for H1 2025 was primarily due to a $13.6 million reduction from the discontinuation of SL-172154 and a $4.4 million decrease in compensation from workforce reductions, offset by a $4.5 million increase in spending on SL-325154 Liquidity and Capital Resources - The company believes its cash and cash equivalents of $50.5 million as of June 30, 2025, are sufficient to fund operations into 2027162 - The anticipated proceeds from the August 2025 Private Placement, combined with current cash, are expected to extend the company's operational funding into 2029162 - The company's Registration Statement on Form S-3 expired on July 29, 2025, halting sales under its ATM Facility, and due to its public float, sales are limited to one-third of the market value of its common stock held by non-affiliates until its public float exceeds $75.0 million158159 Critical Accounting Policies - There have been no material changes to the company's critical accounting policies, including revenue recognition, accrual for R&D expenses, and valuation of stock-based awards, compared to those disclosed in the 2024 Annual Report on Form 10-K171174 Item 3. Quantitative and Qualitative Disclosures About Market Risk As a smaller reporting company, the company is not required to provide market risk disclosures - The company is a smaller reporting company and is not required to provide quantitative and qualitative disclosures about market risk179 Item 4. Controls and Procedures Disclosure controls were effective as of June 30, 2025, with no material changes in internal control over financial reporting during Q2 2025 - Management concluded that as of June 30, 2025, the company's disclosure controls and procedures were effective at the reasonable assurance level180 - No changes in internal control over financial reporting occurred during the second quarter of 2025 that have materially affected, or are reasonably likely to materially affect, these controls181 PART II OTHER INFORMATION Item 1. Legal Proceedings The company reported no legal proceedings as of the reporting date - As of the reporting date, there were no legal proceedings to disclose183 Item 1A. Risk Factors Key risks include the need for additional funding, potential non-completion of the private placement, and Nasdaq minimum bid price non-compliance - The company requires additional funding to complete development of its product candidates, and the August 2025 Private Placement is subject to closing conditions and may not be completed as expected185187 - On August 8, 2025, the company received a notice from Nasdaq for non-compliance with the minimum bid price rule ($1.00 per share), with a deadline of February 4, 2026, to regain compliance191192 - The company is subject to limitations on its ability to sell stock under Form S-3, which may restrict sales to no more than one-third of the market value of its common stock held by non-affiliates until its public float exceeds $75.0 million186 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds No unregistered sales of equity securities or use of proceeds were reported - None reported194 Item 3. Defaults Upon Senior Securities No defaults upon senior securities were reported - None reported194 Item 4. Mine Safety Disclosures No mine safety disclosures were reported - None reported195 Item 5. Other Information The company received a Nasdaq notice for non-compliance with the $1.00 minimum bid price rule, with a compliance deadline of February 4, 2026 - On August 8, 2025, the company received a notice from Nasdaq for failing to meet the minimum bid price requirement of $1.00 per share for 30 consecutive business days196 - The company has a 180-day compliance period, ending February 4, 2026, to regain compliance by having its closing bid price be at least $1.00 for a minimum of 10 consecutive business days196 Item 6. Exhibits This section lists exhibits filed with the Form 10-Q, including certifications and Inline XBRL data files - The exhibits filed with the report include certifications from the CEO and CFO, and Inline XBRL documents202