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CTMX on Nasdaq

CytomX Therapeutics, Inc.

American pharmaceutical preparations company based in South San Francisco2

In its 2026 annual report the company says: “We are a clinical-stage, oncology-focused biopharmaceutical company dedicated to developing innovative therapies to address major unmet need in oncology.”5 Its shares trade on Nasdaq under the symbol CTMX.2

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Last updated Oct 21, 2026.

Overview

$76.2MRevenue, fiscal 20253
-$17.4MNet income, fiscal 20253

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  • TickerCTMX on Nasdaq2
  • IndustryPharmaceutical Preparations2
  • HeadquartersSouth San Francisco, United States2
  • Incorporated inDE4
  • Business address151 Oyster Point Blvd., Suite 400, South San Francisco, Ca 940804
  • Filer categoryAccelerated filer4
  • Legal formCorporation2
  • LEI5493004VW2FW0QLL33452
  • StatusActive2
  • LEI statusLapsed (not renewed)2
  • Registered addressC/O COGENCY GLOBAL INC., 19904 Dover, United States2
  • Registered withDivision of Corporations, Department of State, 48455022

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We are a clinical-stage, oncology-focused biopharmaceutical company dedicated to developing innovative therapies to address major unmet need in oncology. CytomX has led the field of conditionally activated, masked biologics through the development of its PROBODY technology platform. This versatile, multi-modality platform is built on a strong foundation of tumor biology expertise, including deep knowledge of tumor-associated enzymes known as proteases. Our masking strategy is designed to reduce binding of biologic therapeutics to their targets until the mask is removed by proteases in the tumor microenvironment, providing more selective targeting of the tumor and optimizing the predicted therapeutic index of our clinical candidates.5 From its latest annual report

Financials

From the company’s reports to the SEC. Every number links to the filing it came from.

Key numbers, fiscal 2025

-29.3%Operating margin3
-22.8%Net margin3
-44.8%Revenue growth, 20253
-17.5%Return on equity3
-$75.8MFree cash flow3

Where the money goes

Where each dollar of revenue went, fiscal 2025

  • Research and development90¢$68.7M
  • Other costs9¢$7.2M
  • Income tax0¢$238.0K

Out of $76.2M in revenue.3 The company lost money this year.

Financial statements

Revenue6789103$76.2M in 2025+28% since 2018
0$50.0M$100.0M$150.0M2018: $59.5M$59.5M20182019: $26.9M$26.9M2019−55%2020: $68.4M$68.4M2020+154%2021: $37.3M$37.3M2021−45%2022: $53.2M$53.2M2022+42%2023: $101.2M$101.2M2023+90%2024: $138.1M$138.1M2024+36%2025: $76.2M$76.2M2025−45%
Operating income6789103-$22.4M in 2025−71% since 2018
-$150.0M-$100.0M-$50.0M0$50.0M2018: -$77.9M-$77.9M20182019: -$141.5M-$141.5M2019+82%2020: -$80.5M-$80.5M2020−43%2021: -$116.0M-$116.0M2021+44%2022: -$101.3M-$101.3M2022−13%2023: -$6.5M-$6.5M2023−94%2024: $25.0M$25.0M20242025: -$22.4M-$22.4M2025
Net income6789103-$17.4M in 2025−79% since 2018
-$150.0M-$100.0M-$50.0M0$50.0M2018: -$84.6M-$84.6M20182019: -$132.8M-$132.8M2019+57%2020: -$64.8M-$64.8M2020−51%2021: -$115.9M-$115.9M2021+79%2022: -$99.3M-$99.3M2022−14%2023: -$569.0K-$569.0K2023−99%2024: $31.9M$31.9M20242025: -$17.4M-$17.4M2025

Every line of the income statement as filed: the last 2 fiscal years, latest first.3

Period ending2025-12-312024-12-31
Revenue$76.2M$138.1M
Research and development$68.7M$83.4M
General and administrative$29.8M$29.7M
Total operating expenses$98.6M$113.1M
Income (loss) from operations-$22.4M$25.0M
Interest income$5.2M$7.1M
Other income (expense), net$28.0K-$38.0K
Income (loss) before income taxes-$17.1M$32.1M
Provision for income taxes$238.0K$224.0K
Net income (loss)-$17.4M$31.9M
Net income (loss)-$17.4M$31.9M
Deemed dividend on warrants-$3.0M$0
Net income (loss) attributable to common stockholders-$20.4M$31.9M
Unrealized gain (loss) on available-for-sale investments, net of tax$84.0K-$68.0K
Total comprehensive income (loss)-$17.3M$31.8M
Net income (loss) per share, Basic-$0$0
Net income (loss) per share, Diluted-$0$0
Shares used to compute net income (loss) per share, Basic137.9M shares84.4M shares
Shares used to compute net income (loss) per share, Diluted137.9M shares84.7M shares

Compare CytomX Therapeutics, Inc. with another company

Corporate structure

CytomX Therapeutics, Inc. sits at the top of its group. 1 entity, 1 country on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of CytomX Therapeutics, Inc.

  • CytomX Therapeutics, Inc. South San Francisco, California, United States

Built from parent and subsidiary links from GLEIF, the Global Legal Entity Identifier Foundation (CC0); major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What CytomX Therapeutics, Inc. reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.

Property and equipment

ItemLatestA year beforeChange
Furniture and fixtures$1.1M3 Dec 31, 2025$1.1M3 Dec 31, 20240%
Leasehold improvements$1.6M3 Dec 31, 2025$2.0M3 Dec 31, 2024−20.0%
Construction in progress$03 Dec 31, 2025$03 Dec 31, 2024
Property and equipment, before depreciation$18.2M3 Dec 31, 2025$18.7M3 Dec 31, 2024−2.5%
Accumulated depreciation$16.9M3 Dec 31, 2025$16.2M3 Dec 31, 2024+4.2%
Property and equipment, net$1.3M3 Dec 31, 2025$2.5M3 Dec 31, 2024−47.1%
Operating-lease assets (leased space)$3.4M3 Dec 31, 2025$8.1M3 Dec 31, 2024−58.3%

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$12.7M3 Dec 31, 2025$38.1M3 Dec 31, 2024−66.7%
Marketable securities, current$124.4M3 Dec 31, 2025$62.6M3 Dec 31, 2024+98.8%

Intangibles and goodwill

ItemLatestA year beforeChange
Goodwill$949.0K3 Dec 31, 2025$949.0K3 Dec 31, 20240%
Indefinite-lived intangibles (excluding goodwill)$438.0K3 Dec 31, 2025$583.0K3 Dec 31, 2024−24.9%

Properties, in its own words

Our principal executive office is currently located in South San Francisco, California, and consists of approximately 76,000 square feet of office and research and development space, all of which is located in a single building, under a lease that expires in September 2026. In November 2025, we entered into a lease (the “2026 Lease”) of approximately 36,000 square feet of office and research and development space located in a single building in Emeryville, California for our corporate headquarters. The contractual commencement date for the 2026 Lease will be October 1, 2026 and will expire on December 31, 2029. We believe the new facilities are sufficient for our current and near-term needs.

Item 2 of the 10-K filed Mar 16, 2026.5

Leadership

Who has led CytomX Therapeutics, Inc., and when. Pick a name to see everywhere that person has worked.

Chief executive

  1. Sean A. McCarthy2015–now

President

  1. Sean A. McCarthy2015–2022

Chief financial officer

  1. Robert C. Goeltz Ii.2015–2017
  2. Debanjan Ray2017–2019
  3. Carlos Campoy2020–2023
  4. Jeffrey B. Landau2023
  5. Christopher Ogden2024–now
20202025
Board members and other officers (27)

Named in SEC Form D filings

People the company listed in its private-offering notices.

  • Executive OfficerWayne Chu named Aug 17, 202346

Timeline

  1. Aug 6, 20268-K Results of operations47
  2. Jul 27, 20268-K Executive or director change48
  3. Jun 22, 20268-K Executive or director change; Bylaws or fiscal year changed; Shareholder vote49
  4. Jun 3, 20268-K Entered a material agreement50
  5. May 7, 20268-K Results of operations51
  6. Mar 19, 20268-K Other events52
  7. Mar 16, 20268-K Results of operations53
  8. Nov 6, 20258-K Results of operations54
  9. Aug 13, 20258-K Other events55
  10. Aug 7, 20258-K Results of operations56
  11. Jun 13, 20258-K Executive or director change; Shareholder vote57
  12. May 28, 20258-K Other events58
  13. Oct 7, 2015New chief executive Sean A. McCarthy becomes CEO14
  14. Sep 16, 2010Founded CytomX Therapeutics, Inc. is founded2

Calendar

Coming up

  1. Nov 5, 2026Reports results for the quarter ending Sep/2026 A year earlier it reported ($0.09) a share, on Nov 6, 2025.59

When it reported results

  1. Aug 6, 2026Reported quarterly or annual results47
  2. May 7, 2026Reported quarterly or annual results51
  3. Mar 16, 2026Reported quarterly or annual results53
  4. Nov 6, 2025Reported quarterly or annual results54
  5. Aug 7, 2025Reported quarterly or annual results56
  6. May 12, 2025Reported quarterly or annual results60
  7. Mar 6, 2025Reported quarterly or annual results61
  8. Nov 7, 2024Reported quarterly or annual results62

Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar

Filings

317 filings to the SEC since October 2021: 6 annual reports, 15 quarterly reports, 53 major events, 143 insider forms, 59 large holders, 1 private raises, 40 other. The latest 20:

  1. Aug 14, 2026SCHEDULE 13G/A EDGAR
  2. Aug 14, 2026SCHEDULE 13G/A EDGAR
  3. Aug 7, 2026SCHEDULE 13G EDGAR
  4. Aug 6, 2026S-8 EDGAR
  5. Aug 6, 20268-K EDGAR
  6. Aug 6, 202610-Q EDGAR
  7. Aug 5, 20264 EDGAR
  8. Aug 5, 20263 EDGAR
  9. Aug 3, 2026SCHEDULE 13G EDGAR
  10. Jul 30, 20264 EDGAR
  11. Jul 30, 20263 EDGAR
  12. Jul 27, 2026SCHEDULE 13G EDGAR
  13. Jul 27, 20268-K EDGAR
  14. Jun 22, 20264 EDGAR
  15. Jun 22, 20264 EDGAR
  16. Jun 22, 20264 EDGAR
  17. Jun 22, 20264 EDGAR
  18. Jun 22, 20264 EDGAR
  19. Jun 22, 20264 EDGAR
  20. Jun 22, 20264 EDGAR

The 317 filings since October 2021 can be filtered by form type and year here when JavaScript is on.

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

Insider trades

47 open-market trades by officers, directors and large owners since October 2021: 1 buys and 46 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
Jun 15, 2026Ogden ChristopherChief Financial OfficerSale1,624$3.05$5.0KForm 4
Mar 17, 2026Chu Yu-WayeChief Medical OfficerSale21,279$6.42$136.6KForm 4
Mar 17, 2026McCarthy Sean A.CEOSale118,969$6.42$763.8KForm 4
Mar 17, 2026BELVIN MARCIASVP, Chief Scientific OfficerSale31,492$6.42$202.2KForm 4
Mar 17, 2026Ogden ChristopherChief Financial OfficerSale19,323$6.42$124.1KForm 4
Nov 6, 2025McCarthy Sean A.CEOSale101,793$4.54$462.1KForm 4
Jun 16, 2025Ogden ChristopherChief Financial OfficerSale10,614$2.69$28.6KForm 4
Jun 16, 2025BELVIN MARCIASVP, Chief Scientific OfficerSale13,884$2.69$37.3KForm 4
Jun 16, 2025McCarthy Sean A.CEOSale55,511$2.69$149.3KForm 4
Jun 13, 2025Ogden ChristopherChief Financial OfficerSale1,641$2.95$4.8KForm 4
Mar 18, 2025McCarthy Sean A.CEOSale37,656$0.60$22.6KForm 4
Mar 18, 2025Ogden ChristopherChief Financial OfficerSale8,551$0.60$5.1KForm 4
Mar 18, 2025Chu Yu-WayeChief Medical OfficerSale4,025$0.60$2.4KForm 4
Mar 18, 2025ROWLAND LLOYD AGeneral CounselSale10,203$0.60$6.1KForm 4
Mar 18, 2025BELVIN MARCIASVP, Chief Scientific OfficerSale19,512$0.60$11.7KForm 4
Aug 20, 2024Landau Jeffrey BChief Business OfficerSale4,181$1.23$5.1KForm 4
Aug 20, 2024BELVIN MARCIASVP, Chief Scientific OfficerSale4,181$1.23$5.1KForm 4
Aug 20, 2024ROWLAND LLOYD AGeneral CounselSale4,181$1.23$5.1KForm 4
Aug 20, 2024Ogden ChristopherChief Financial OfficerSale1,984$1.23$2.4KForm 4
Aug 20, 2024McCarthy Sean A.CEOSale13,898$1.23$17.1KForm 4

All 47 trades can be filtered by person here when JavaScript is on.

From Forms 4 filed with the SEC.

Major holders

Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.

Executive pay

What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.

YearExecutiveAgeSalaryTotal pay
2025Sean A. McCarthy, D. Phil.Chief Executive Officer and Chairman of the Board of Directors59$675.3K$4.7M84
2025Rachael LesterSenior Vice President and Chief Business Officer48$77.0K$2.2M84
2025Chris OgdenSenior Vice President, and Chief Financial Officer42$478.6K$1.5M84
2024Sean A. McCarthy, D. Phil.Chief Executive Officer and Chairman of the Board of Directors59$675.3K$1.8M84
2024Chris OgdenSenior Vice President, and Chief Financial Officer42$424.7K$914.3K84

Money raised

Private offerings the company reported to the SEC on Form D.

  1. Jun 29, 2023Raised $30 million in a private offering of securities Form D: 4 investors so far Form D

Held by these funds

The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026, the top 25 of 100. Change is in shares since the quarter before.

FundSharesValueShare of the fundChange
Fmr LLC32,714,937$122.7M0.0%+759,300
Kynam Capital Management, LP21,703,093$81.4M4.5%+6,690,000
BlackRock, Inc.17,559,822$65.8M0.0%+12,331,542
Bank Of America Corp /de/15,082,617$56.6M0.0%+4,879,832
State Street Corp11,747,236$44.1M0.0%+6,083,828
Perceptive Advisors LLC10,439,185$39.1M0.6%+340,361
Vanguard Capital Management LLC8,525,457$32.0M0.0%−207,661
Point72 Asset Management, L.P.7,811,033$29.3M0.0%−64,357
Wellington Management Group Llp5,168,961$19.4M0.0%+1,585,976
Venrock Adviser, LLC4,982,124$18.7M0.6%−5,000,000
Baker Bros. Advisors LP4,975,826$18.7M0.1%No change
Geode Capital Management, LLC4,678,716$17.5M0.0%+2,612,104
Elmind Capital, LP4,550,000$17.1M4.3%No change
Nextech Invest Ltd.4,449,932$16.7M0.8%No change
Two Sigma Investments, LP4,132,643$15.5M0.0%+1,422,487
Eversept Partners, LP3,558,497$13.3M0.7%+369,983
UBS Group AG3,468,359$13.0M0.0%+348,204
Siren, L.L.C.3,457,711$13.0M0.3%No change
ADAR1 Capital Management, LLC3,365,118$12.6M0.6%−45,072
Citadel Advisors LLC3,110,509$11.7M0.0%−2,295,684
Marshall Wace, Llp3,024,351$11.3M0.0%−1,113,825
Woodline Partners LP2,040,210$7.7M0.0%+39,385
Goldman Sachs Group Inc2,003,652$7.5M0.0%+543,813
Dimensional Fund Advisors LP1,860,290$7.0M0.0%−70,630
Qube Research & Technologies Ltd1,824,564$6.8M0.0%−425,019

13F reports cover disclosed long positions in U.S. stocks only.

SEC filer profile

How CytomX Therapeutics, Inc. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGARCytomX Therapeutics, Inc.1
  • CIK0001501989
  • Employer ID (EIN)27-35212195
  • Filer statusAccelerated filer not an emerging growth company; a smaller reporting company; not a shell company5
  • Incorporated inDelaware5
  • Fiscal year endsDecember 311
  • Industry code (SIC)2834 Pharmaceutical Preparations1
  • SEC reviewing officeOffice of Life Sciences, Division of Corporation Finance1
  • Business address151 Oyster Point Blvd., Suite 400, South San Francisco, CA 940801
  • Phone650.515.31851
  • Shares outstanding217,899,284 as of Jul 31, 202612
  • Public float$372.3M as of Jun 30, 20255
  • AuditorErnst & Young LLP, San Francisco, California PCAOB ID 42; it also attests to the company’s internal control over financial reporting5
  • On EDGAR sinceSep 28, 20101
  • Filings796 in all: 4 (356), 8-K (131), SC 13G/A (44), 3 (38), 10-Q (33), SCHEDULE 13G/A (23), SC 13G (21), S-8 (14)1
    All 35 form types

    CORRESP (12), SCHEDULE 13G (12), 10-K (11), DEF 14A (11), UPLOAD (10), 424B5 (9), D (9), DEFA14A (9), CT ORDER (8), EFFECT (8), S-3 (7), S-1/A (5), 4/A (4), 10-K/A (3), PRE 14A (3), S-3/A (3), SEC STAFF LETTER (2), 144 (1), 424B3 (1), 424B4 (1), 5 (1), 8-A12B (1), 8-K/A (1), CERTNAS (1), DRS (1), S-1 (1), S-3ASR (1)

  • Latest filingsAnnual report (10-K) Mar 16, 2026
    Quarterly report (10-Q) Aug 6, 2026
    Proxy statement (DEF 14A) Apr 30, 2026
    Latest 8-K (8-K) Aug 6, 2026

Securities registered for trading

ClassSymbolExchange
Common Stock, $0.00001 par valueCTMXThe Nasdaq Global Select Market

From the cover page of the 10-K filed Mar 16, 2026 (Section 12(b) of the Exchange Act).5

Risk factors and legal proceedings

The risks CytomX Therapeutics, Inc. names in Item 1A of its 10-K filed Mar 16, 2026: 75 risks under these headings, as written.5

  • Risks Related to Our Business
  • We are a clinical-stage biopharmaceutical company with a limited operating history and have not generated any revenue from product sales. We have a history of losses, expect to continue to incur significant losses for the foreseeable future and may never achieve or maintain profitability, which could result in a decline in the market value of our common stock.
  • We expect that we will need to raise substantial additional funds to advance development of our product candidates and we cannot guarantee that this additional funding will be available on acceptable terms or at all. Failure to obtain this necessary capital when needed may force us to delay, limit or terminate our product development and commercialization of our current or future product candidates.
  • Clinical development involves a lengthy and expensive process with an uncertain outcome, and results of earlier studies and trials may not be predictive of future trial results. We may incur additional costs or experience delays in completing, or ultimately be unable to complete, the development and commercialization of our product candidates.
  • Our product candidates are in early stages of development and may fail or suffer delays that materially and adversely affect their commercial viability. If we are unable to advance our product candidates through clinical development, obtain regulatory approval
  • and ultimately commercialize such product candidates, or experience significant delays in doing so, our business will be materially harmed.
  • Interim, “top-line,” initial and preliminary data from our clinical trials, including the ongoing Phase 1 clinical trials of Varseta-M or CX-801, that we announce or publish from time to time may change as more patient data become available and are subject to audit and verification procedures that could result in material changes in the final data.
  • Our product candidates, including Varseta-M and CX-801, may cause undesirable side effects at any time during or after the clinical trial process that could delay or prevent their regulatory approval, limit the commercial profile of an approved label, or result in significant negative consequences following marketing approval, if any, including withdrawal from the market.
  • If we experience delays or difficulties in the enrollment of patients in clinical trials, our receipt of necessary regulatory approvals could be delayed or prevented.
  • We will continue to conduct clinical trials and contract with third-party manufacturers in foreign countries, including Europe and China, which could expose us to risks that could have a material adverse effect on the success of our business.
  • Because we have no long-term contracts with and rely on third-party manufacturing and supply partners, most of which are sole source suppliers, our supply of research and development, preclinical and clinical development materials may become limited or interrupted or may not be of satisfactory quantity or quality.
  • We, or third-party manufacturers, may be unable to successfully scale-up manufacturing of our product candidates in sufficient quality and quantity, which would delay or prevent us from developing our product candidates and commercializing approved products, if any.
The other 64 risks
  • Our approach to the discovery and development of our therapeutic treatments is based on novel technologies that are unproven and may not result in marketable products.
  • The market may not be receptive to our product candidates based on a novel therapeutic modality, and we may not generate any future revenue from the sale or licensing of product candidates.
  • We have entered, and may in the future seek to enter, into collaborations with third parties for the development and commercialization of our product candidates using our PROBODY platform. If we fail to enter into such collaborations, or such collaborations are not successful, we may not be able to capitalize on the market potential of our PROBODY platform and resulting product candidates.
  • If our collaborators cease development efforts under our collaboration agreements, or if any of those agreements are terminated, these collaborations may fail to lead to commercial products and we may never receive milestone payments or future royalties under these agreements.
  • If we do not achieve our projected development and commercialization goals in the timeframes we announce, and expect the commercialization of any of our product candidates may be delayed, or never attained, and our business will be harmed.
  • We may not successfully engage in strategic transactions, including any additional collaborations we seek, which could adversely affect our ability to develop and commercialize product candidates, impact our cash position, increase our expenses and present significant distractions to our management.
  • If we are unable to successfully develop companion diagnostic tests for certain of our product candidates, or experience significant delays in doing so, we may not realize the full commercial potential of our product candidates.
  • We rely on third parties to conduct all of our clinical trials and certain of our preclinical studies and intend to continue to do so, and if such third parties do not perform as contractually required, fail to satisfy regulatory or legal requirements or miss expected deadlines, our development programs could be delayed with material and adverse effects on our business, financial condition, results of operations and prospects.
  • We may expend our limited resources to pursue a particular product candidate and fail to capitalize on product candidates that may be more profitable or for which there is a greater likelihood of success.
  • We may experience difficulties in managing our growth and expanding when needed.
  • We face competition from entities that have developed or may develop product candidates for cancer, including companies developing novel treatments and technology platforms. If these companies develop technologies or product candidates more rapidly than we do or their technologies are more effective, our ability to develop and successfully commercialize product candidates may be adversely affected.
  • Any inability to attract and retain qualified key management and technical personnel would impair our ability to implement our business plan.
  • If any of our product candidates are approved for marketing and commercialization and we are unable to develop sales, marketing and distribution capabilities on our own or enter into agreements with third parties to perform these functions on acceptable terms, we will be unable to commercialize successfully any such future products.
  • Price controls imposed in foreign markets may adversely affect our future profitability.
  • Our business entails a significant risk of product liability and our ability to obtain sufficient insurance coverage could have a material and adverse effect on our business, financial condition, results of operations and prospects.
  • Our employees and independent contractors may engage in misconduct or other improper activities, including noncompliance with regulatory standards and requirements.
  • Our current operations are concentrated in one location, and we or the third parties upon whom we depend may be adversely affected by earthquakes or other natural disasters and our business continuity and disaster recovery plans may not adequately protect us from a serious disaster.
  • Our reported financial results may be adversely affected by changes in accounting principles generally accepted in the U.S.
  • Our ability to utilize our net operating loss carryforwards and certain other tax attributes may be limited.
  • Risks Related to Intellectual Property
  • If we are not able to obtain and enforce patent protection for our technologies or product candidates, development and commercialization of our product candidates may be adversely affected.
  • Other companies or organizations may challenge our or our licensors’ patent rights or may assert patent rights that prevent us from developing and commercializing our products.
  • We may not be able to protect our intellectual property rights throughout the world.
  • We or our licensors, or any future strategic partners may become subject to third-party claims or litigation alleging infringement of patents or other proprietary rights or seeking to invalidate patents or other proprietary rights, and we may need to resort to litigation to protect or enforce our patents or other proprietary rights, all of which could be costly, time consuming, delay or prevent the development and commercialization of our product candidates, or put our patents and other proprietary rights at risk.
  • Intellectual property rights of third parties could adversely affect our ability to commercialize our product candidates, and we might be required to litigate or obtain licenses from third parties in order to develop or market our product candidates. Such litigation or licenses could be costly or not available on commercially reasonable terms.
  • Intellectual property litigation could cause us to spend substantial resources and distract our personnel from their normal responsibilities.
  • If we fail to comply with our obligations under any license, collaboration or other agreements, we may be required to pay damages and could lose our rights to intellectual property rights that are necessary for developing and protecting our product candidates or we could lose certain rights to grant sublicenses.
  • Our intellectual property agreements with our licensors, collaborators and third parties may be subject to disagreements over contract interpretation, which could narrow the scope of, or result in termination of, our rights to the relevant intellectual property or technology or increase our financial or other obligations to such third parties.
  • If we are unable to protect the confidentiality of our trade secrets, our business and competitive position would be harmed.
  • We may be subject to claims that we or our employees or consultants have wrongfully used or disclosed alleged trade secrets of our employees’ or consultants’ former employers or their clients. These claims may be costly to defend and if we do not successfully do so, we may be required to pay monetary damages and may lose valuable intellectual property rights or personnel.
  • If our trademarks and trade names are not adequately protected, then we may not be able to build name recognition in our markets of interest and our business may be adversely affected.
  • Risks Related to Government Regulation
  • We may be unable to obtain or be delayed in obtaining U.S. or foreign regulatory approval and, as a result, be unable or delayed in being able to commercialize our product candidates.
  • Even if we receive regulatory approval for any of our product candidates, we will be subject to ongoing regulatory obligations and continued regulatory review, which may result in significant additional expense. Additionally, our product candidates, if approved,
  • could be subject to labeling and other restrictions and market withdrawal and we may be subject to penalties if we fail to comply with regulatory requirements or experience unanticipated problems with our products.
  • Our product candidates for which we intend to seek approval as biologic products may face competition sooner than anticipated.
  • Disruptions at the FDA and other government agencies caused by funding shortages, staffing limitations, or policy changes could hinder their ability to hire, retain or deploy key leadership and other personnel, or otherwise prevent new or modified products from being developed, approved or commercialized in a timely manner or at all, which could negatively impact our business.
  • Healthcare legislative reform measures may have a material and adverse effect on our business and results of operations.
  • If we or our collaborators, manufacturers or service providers fail to comply with healthcare laws and regulations, we or they could be subject to enforcement actions, which could affect our ability to develop, market and sell our products and may harm our reputation.
  • Actual or perceived failures to comply with applicable data protection, privacy and security laws, regulations, standards and other requirements could adversely affect our business, results of operations, and financial condition.
  • Our business may be affected by the evolving regulatory framework for AI Technologies
  • Even if we are able to commercialize any product candidate, such product candidate may become subject to unfavorable pricing regulations or third-party coverage and reimbursement policies, which would harm our business.
  • We may seek and fail to obtain fast track or breakthrough therapy designations for our current or future product candidates. If we are successful, these programs may not lead to a faster development or regulatory review process, and they do not guarantee we will receive approval for any product candidate.
  • We may seek Orphan Drug Designation for some of our product candidates, and we may be unsuccessful or may be unable to maintain the benefits associated with Orphan Drug Designation, including the potential for market exclusivity.
  • Risks Related to Ownership of Our Common Stock
  • Our quarterly operating results may fluctuate significantly or may fall below the expectations of investors or securities analysts, each of which may cause our stock price to fluctuate or decline.
  • If we are not able to comply with the requirements of Section 404 of the Sarbanes-Oxley Act of 2002 in a timely manner or with adequate compliance, we may be subject to a loss of stockholder confidence and sanctions or investigations by regulatory authorities or litigation.
  • Our stock price may be volatile and purchasers of our common stock could incur substantial losses.
  • The future issuance of equity or of debt securities that are convertible into equity will dilute our share capital.
  • The employment agreements with our executive officers may require us to pay severance benefits to officers in connection with termination of employment or upon a change of control of us, which could harm our financial condition.
  • An active market for our common stock may not be maintained.
  • Our principal stockholders and management own a significant percentage of our stock and will be able to exert significant control over matters subject to stockholder approval.
  • Anti-takeover provisions in our charter documents and under Delaware law could make an acquisition of us, which may be beneficial to our stockholders, more difficult and may prevent attempts by our stockholders to replace or remove our current management.
  • We incur increased costs as a result of operating as a public company, and our management is required to devote substantial time to new compliance initiatives and corporate governance practices.
  • Because we do not anticipate paying any cash dividends on our capital stock in the foreseeable future, capital appreciation, if any, will be your sole source of gain.
  • Our failure to meet the continued listing requirements of the Nasdaq Global Select Market, including minimum stock price requirements, could result in a delisting of our common stock.
  • We may incur significant costs from class action litigation due to our expected stock volatility.
  • Our amended and restated bylaws designate the Court of Chancery of the State of Delaware as the sole and exclusive forum for certain types of actions and proceedings that may be initiated by our stockholders, which could limit our stockholders’ ability to obtain a favorable judicial forum for disputes with us or our directors, officers or employees.
  • General Risk Factors
  • Any future pandemic could adversely impact our business, including our research, development, including clinical trials, manufacturing and financial condition.
  • Adverse U.S. and multi-national financial market conditions may adversely affect our business and financial position.
  • We may acquire assets or form strategic alliances in the future, and we may not realize the benefits of such acquisitions.
  • Our future growth may depend, in part, on our ability to operate in foreign markets, where we would be subject to additional regulatory burdens and other risks and uncertainties.
  • Our information technology systems, or those of our CROs or other contractors or consultants we may utilize, may fail, suffer disruptions or suffer security breaches, which could result in a material disruption of our product development programs.
  • Ongoing or future international conflicts could adversely affect our business, financial condition, and results of operations.
  • If we do not comply with laws regulating the protection of the environment and health and human safety, our business could be adversely affected.
  • Changes in U.S. or foreign tax laws or regulations that are applied adversely to us may have a material adverse effect on our business, cash flow, financial condition or results of operations.
  • If securities or industry analysts do not publish research or reports about our business, or if they issue adverse or misleading opinions regarding our stock, our stock price and trading volume could decline.

Legal proceedings

We are not currently a party to any material litigation or legal proceedings.

The opening of Item 3, Legal Proceedings.5

Sources

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