
PART I – FINANCIAL INFORMATION Financial Statements (Unaudited) Marker Therapeutics reported a net loss of $2.4 million for Q1 2024, a significant reduction from $5.0 million in Q1 2023, driven by lower operating expenses Condensed Consolidated Balance Sheets Total assets decreased to $14.1 million as of March 31, 2024, from $17.1 million at year-end 2023, primarily due to reduced cash and cash equivalents Condensed Consolidated Balance Sheets (in thousands) | | March 31, 2024 | December 31, 2023 | | :--- | :--- | :--- | | Assets | | | | Cash and cash equivalents | $11,323 | $15,111 | | Total current assets | $14,092 | $17,127 | | Total assets | $14,092 | $17,127 | | Liabilities and Stockholders' Equity | | | | Total current liabilities | $2,304 | $3,075 | | Total liabilities | $2,304 | $3,075 | | Total stockholders' equity | $11,788 | $14,053 | | Total liabilities and stockholders' equity | $14,092 | $17,127 | Condensed Consolidated Statements of Operations Net loss significantly decreased to $2.4 million in Q1 2024 from $5.0 million in Q1 2023, driven by reduced R&D and G&A expenses Condensed Consolidated Statements of Operations (in thousands) | | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | | :--- | :--- | :--- | | Grant income | $1,244 | $1,234 | | Total revenues | $1,244 | $1,234 | | Research and development | $2,575 | $3,376 | | General and administrative | $1,218 | $2,167 | | Total operating expenses | $3,793 | $5,544 | | Loss from operations | ($2,549) | ($4,309) | | Loss from continuing operations | ($2,393) | ($4,225) | | Loss from discontinued operations | $0 | ($743) | | Net loss | ($2,393) | ($4,968) | | Net loss per share | ($0.27) | ($0.57) | Condensed Consolidated Statements of Cash Flows Net cash used in operating activities was $3.8 million in Q1 2024, leading to a net decrease in cash and cash equivalents to $11.3 million Condensed Consolidated Statements of Cash Flows (in thousands) | | For the Three Months Ended March 31, 2024 | For the Three Months Ended March 31, 2023 | | :--- | :--- | :--- | | Net cash used in operating activities | ($3,837) | ($5,888) | | Net cash used in investing activities | $0 | ($113) | | Net cash provided by financing activities | $49 | $620 | | Net decrease in cash and cash equivalents | ($3,788) | ($5,381) | | Cash and cash equivalents at beginning of period | $15,111 | $11,782 | | Cash and cash equivalents at end of period | $11,323 | $6,401 | Notes to Condensed Consolidated Financial Statements Notes detail the company's immuno-oncology focus, the strategic shift from its 2023 asset sale, reliance on grant funding, and projected cash runway into Q4 2025 - The company is a clinical-stage immuno-oncology company focused on developing multiTAA-specific T cell immunotherapies14 - In June 2023, the company sold its manufacturing facilities and related assets to Cell Ready, LLC for $19.0 million, treated as a discontinued operation and a significant strategic shift1516 - The company effected a 1-for-10 reverse stock split on January 26, 2023, reducing authorized common stock from 300 million to 30 million shares21 - Based on current plans, the company expects its cash and cash equivalents of $11.3 million as of March 31, 2024, will fund operations into the fourth quarter of 202530 - In Q1 2024, the company incurred $1.2 million in expenses for services from Cell Ready, a related party, for GMP drug product manufacturing72 Management's Discussion and Analysis of Financial Condition and Results of Operations Management attributes improved Q1 2024 financial results to significant cost reductions post-asset sale, focusing on advancing its clinical pipeline with outsourced manufacturing, while relying on external financing for future operations Company Overview and Pipeline Marker Therapeutics is a clinical-stage immuno-oncology company developing multiTAA-specific T cell therapies, with a pipeline including MT-601 and MT-401-OTS, offering advantages over CAR-T - The company specializes in multiTAA-specific T cell technology, which expands a patient's own tumor-specific T cells to recognize and kill cancer cells78 - Key advantages cited over CAR-T therapies include targeting multiple tumor antigens, a strong clinical safety profile with no observed CRS, and a non-genetically engineered process reducing manufacturing complexity and cost8081 - The clinical pipeline features MT-601 (autologous) for lymphoma and pancreatic cancer, and MT-401-OTS (off-the-shelf) for various indications8084 - Recent data from the APOLLO study of MT-601 presented in April 2024 showed that participants tolerated the initial dose level well and demonstrated durable objective responses83 Results of Operations Loss from continuing operations decreased 43% to $2.4 million in Q1 2024, driven by a 32% reduction in total operating expenses, including R&D and G&A Comparison of Operations for the Three Months Ended March 31 (in thousands) | | 2024 | 2023 | Change | Change % | | :--- | :--- | :--- | :--- | :--- | | Grant income | $1,244 | $1,234 | $10 | 1% | | Research and development | $2,575 | $3,376 | ($801) | (24)% | | General and administrative | $1,218 | $2,167 | ($949) | (44)% | | Loss from continuing operations | ($2,393) | ($4,224) | $1,831 | (43)% | - The $0.8 million decrease in R&D expenses was mainly due to lower process development, clinical trial, and headcount costs, partially offset by a $1.2 million increase in outsourced clinical manufacturing costs with Cell Ready107108 - The $1.0 million decrease in G&A expenses was primarily driven by reduced headcount-related costs ($0.4 million) and lower legal and professional fees ($0.4 million)108109 Liquidity and Capital Resources The company's cash and cash equivalents decreased to $11.3 million by March 31, 2024, with current funds projected to last into Q4 2025, necessitating continued reliance on external financing Cash and Working Capital (in thousands) | | March 31, 2024 | December 31, 2023 | | :--- | :--- | :--- | | Cash and cash equivalents | $11,323 | $15,111 | | Working capital | $11,788 | $14,053 | - Net cash used in operating activities from continuing operations was $3.8 million for Q1 2024113114 - The company expects its cash on hand as of March 31, 2024, will fund operating expenses and capital requirements into the fourth quarter of 2025124 - The company has access to capital through an ATM agreement, though its use is limited, selling 8,178 shares for net proceeds of $0.04 million in April 202412873 - The company terminated its $25 million stock purchase agreement with Lincoln Park Capital on February 29, 2024129 Quantitative and Qualitative Disclosures About Market Risk As a smaller reporting company, Marker Therapeutics is exempt from providing quantitative and qualitative disclosures about market risk - The company is a smaller reporting company as defined by Rule 12b-2 of the Exchange Act and is not required to provide the information under this item131 Controls and Procedures Management concluded that disclosure controls and procedures were effective as of March 31, 2024, with no material changes to internal control over financial reporting during the quarter - Management evaluated disclosure controls and procedures and concluded they were effective as of the end of the period covered by the report132 - There were no changes in internal control over financial reporting during the fiscal quarter ended March 31, 2024, that materially affected, or are reasonably likely to materially affect, internal controls135 PART II – OTHER INFORMATION Legal Proceedings The company is not currently a party to any material legal proceedings, nor is it aware of any pending or threatened litigation - The company is not currently a party to any material legal proceedings136 Risk Factors No material changes to the risk factors previously disclosed in the Annual Report on Form 10-K for the fiscal year ended December 31, 2023 - There have been no material changes to the risk factors described in the Annual Report on Form 10-K for the fiscal year ended December 31, 2023137 Unregistered Sales of Equity Securities and Use of Proceeds The company recorded no unregistered sales of equity securities during the three months ended March 31, 2024 - No issuances of unregistered securities were recorded during the three months ended March 31, 2024138 Exhibits This section lists exhibits filed with the Form 10-Q, including CEO and CFO certifications and interactive data files - The report includes CEO and CFO certifications pursuant to Rule 13a-14(a) and Section 906 of the Sarbanes-Oxley Act of 2002142 - The Master Services Agreement with Cell Ready LLC is incorporated by reference142