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PTGX on Nasdaq

Protagonist Therapeutics, Inc

Protagonist Therapeutics, Inc is an American pharmaceutical preparations company, incorporated in Delaware.1 It is headquartered in Newark, California.1 Its shares trade on Nasdaq under the symbol PTGX.1

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Last updated Oct 21, 2026.

Overview

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  • TickerPTGX on Nasdaq1
  • IndustryPharmaceutical Preparations1
  • HeadquartersNewark, California1
  • Incorporated inDE2
  • Business address7707 Gateway Blvd., Suite 140, Newark, Ca 94560-11602
  • Filer categoryLarge accelerated filer2

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Protagonist Therapeutics, Inc. (referred to as “Protagonist,” the “Company,” “we,” “our” or “us”) is an integrated discovery and development company with a validated technology platform. Our programs fall into three broad therapeutic areas: (i) inflammation and immunology (“I&I”), (ii) hematology and (iii) metabolic diseases. Our aim is to develop medicines for biologically and commercially validated targets which demonstrate a strong differentiation compared to existing therapies.4 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

-343.6%Operating margin5
-282.8%Net margin5
-89.4%Revenue growth, 20255
-21.2%Return on equity5
$56.1MFree cash flow5

Where the money goes

Where each dollar of revenue went, fiscal 2025

  • Research and development99¢$159.3M
  • Income tax1¢$838.0K

Out of $46.0M in revenue.5 The company lost money this year.

Where each dollar of operating cash went, fiscal 2025

  • Capital spending3¢$1.6M
  • Kept or used elsewhere97¢$56.1M

Out of $57.7M of cash from operations.5

Financial statements

Revenue67895$46.0M in 2025+19820% since 2019
0$200.0M$400.0M$600.0M2019: $231.0K$231.0K20192020: $28.6M$28.6M2020+12293%2021: $27.4M$27.4M2021−4%2022: $26.6M$26.6M2022−3%2023: $60.0M$60.0M2023+126%2024: $434.4M$434.4M2024+624%2025: $46.0M$46.0M2025−89%
Operating income67895-$158.1M in 2025+96% since 2019
-$200.0M0$200.0M$400.0M2019: -$80.5M-$80.5M20192020: -$64.5M-$64.5M2020−20%2021: -$125.8M-$125.8M2021+95%2022: -$131.4M-$131.4M2022+4%2023: -$93.7M-$93.7M2023−29%2024: $252.8M$252.8M20242025: -$158.1M-$158.1M2025
Net income67895-$130.1M in 2025+69% since 2019
-$200.0M0$200.0M$400.0M2019: -$77.2M-$77.2M20192020: -$66.2M-$66.2M2020−14%2021: -$125.6M-$125.6M2021+90%2022: -$127.4M-$127.4M2022+1%2023: -$79.0M-$79.0M2023−38%2024: $275.2M$275.2M20242025: -$130.1M-$130.1M2025

Every line of the income statement as filed: the last 3 fiscal years, latest first.5

Period ending2025-12-312024-12-312023-12-31
License and collaboration revenue$46.0M$434.4M$60.0M
Research and development$159.3M$138.1M$120.2M
General and administrative$44.9M$43.5M$33.5M
Total operating expenses$204.1M$181.6M$153.7M
(Loss) income from operations-$158.1M$252.8M-$93.7M
Interest income$28.8M$26.3M$14.9M
Other income (expense), net$27.0K$250.0K-$201.0K
(Loss) income before income tax expense-$129.3M$279.4M-$79.0M
Provision for income taxes$838.0K$4.2M
Net (loss) income-$130.1M$275.2M-$79.0M
Net (loss) income per share, basic-$2.05$4.47-$1.39
Net (loss) income per share, diluted-$2.05$4.23-$1.39
Weighted-average shares used to compute net (loss) income per share, basic63.6M shares61.6M shares56.8M shares
Weighted-average shares used to compute net (loss) income per share, diluted63.6M shares65.1M shares56.8M shares

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Corporate structure

Protagonist Therapeutics, Inc sits at the top of its group. 2 entities, 2 countries on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of Protagonist Therapeutics, Inc

  • Protagonist Therapeutics, Inc Newark, California
    • Protagonist Pty Limited Subsidiary · Australia

Built from subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What Protagonist 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
Property and equipment, before depreciation$12.2M5 Dec 31, 2025$10.2M5 Dec 31, 2024+19.1%
Accumulated depreciation$8.3M5 Dec 31, 2025$7.0M5 Dec 31, 2024+18.2%
Property and equipment, net$3.9M5 Dec 31, 2025$3.2M5 Dec 31, 2024+21.0%
Operating-lease assets (leased space)$7.8M5 Dec 31, 2025$9.4M5 Dec 31, 2024−16.9%

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$128.4M5 Dec 31, 2025$97.2M5 Dec 31, 2024+32.0%
Marketable securities, current$439.0M5 Dec 31, 2025$321.7M5 Dec 31, 2024+36.5%
Marketable securities, non-current$78.6M5 Dec 31, 2025$140.3M5 Dec 31, 2024−43.9%

Properties, in its own words

We lease approximately 60,600 square feet of office and laboratory space in Newark, California under a lease agreement, as amended, that expires in November 2029. We believe that our existing facilities are adequate to meet our current business needs. We anticipate that additional space will be available on commercially reasonable terms, if required.

Item 2 of the 10-K filed Feb 25, 2026.4

Leadership

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

Chief executive

  1. Dinesh Ph D. Patel V.2016–now

President

  1. Dinesh Ph D. Patel V.2016–now

Chief financial officer

  1. Thomas P. O'Neil2016–2018
  2. Donald A. Kalkofen2019–2022
20202025
Board members and other officers (18)

Subsidiaries and ownership

Subsidiaries (Exhibit 21)

  • Protagonist Pty Limited Australia3

The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.

Former names

  • Protagonist Therapeutics IncJun 11, 2013 to Jun 11, 20132
  • Protagonist IncSep 28, 2006 to Sep 28, 20062

Timeline

  1. Aug 5, 20268-K Results of operations; Regulation FD disclosure33
  2. Jun 18, 20268-K Executive or director change; Shareholder vote34
  3. May 5, 20268-K Results of operations35
  4. Feb 25, 20268-K Results of operations36
  5. Jan 12, 20268-K Regulation FD disclosure37
  6. Nov 6, 20258-K Results of operations38
  7. Aug 6, 20258-K Results of operations39
  8. Jun 26, 20258-K Shareholder vote40
  9. May 6, 20258-K Results of operations41
  10. Mar 20, 20258-K Other events42
  11. Mar 11, 20258-K Other events43
  12. Mar 10, 20258-K Other events44
  13. Aug 10, 2016New chief executive Dinesh Ph D. Patel V. becomes CEO13

Calendar

Coming up

  1. Nov 5, 2026Reports results for the quarter ending Sep/2026 A year earlier it reported ($0.62) a share, on Nov 6, 2025.45

When it reported results

  1. Aug 5, 2026Reported quarterly or annual results33
  2. May 5, 2026Reported quarterly or annual results35
  3. Feb 25, 2026Reported quarterly or annual results36
  4. Nov 6, 2025Reported quarterly or annual results38
  5. Aug 6, 2025Reported quarterly or annual results39
  6. May 6, 2025Reported quarterly or annual results41
  7. Feb 21, 2025Reported quarterly or annual results46
  8. Nov 7, 2024Reported quarterly or annual results47

Drug trials and FDA: recently

  1. Feb 21, 2025Phase 3 trial completed Phase 3 trial of Rusfertide in Polycythemia Vera: primary completion Feb 21, 2025, results posted Oct 19, 2026 (ClinicalTrials.gov NCT05210790).48

Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). Trials from ClinicalTrials.gov, as the sponsor registered them (expected dates are the sponsor's own and often move); approvals and advisory committee meetings from the FDA. The FDA does not publish its decision (PDUFA) dates. The full markets calendar

Filings

353 filings to the SEC since October 2021: 5 annual reports, 15 quarterly reports, 47 major events, 139 insider forms, 57 large holders, 90 other. The latest 20:

  1. Oct 2, 20264 OWNERSHIP DOCUMENT EDGAR
  2. Sep 30, 2026144 EDGAR
  3. Sep 10, 20264 OWNERSHIP DOCUMENT EDGAR
  4. Sep 8, 20264 OWNERSHIP DOCUMENT EDGAR
  5. Aug 13, 2026SCHEDULE 13G/A EDGAR
  6. Aug 12, 20264 OWNERSHIP DOCUMENT EDGAR
  7. Aug 10, 2026144 EDGAR
  8. Aug 7, 2026SCHEDULE 13G EDGAR
  9. Aug 5, 2026S-8 POS EDGAR
  10. Aug 5, 2026S-8 POS EDGAR
  11. Aug 5, 2026S-8 POS EDGAR
  12. Aug 5, 2026S-8 POS EDGAR
  13. Aug 5, 2026S-8 POS EDGAR
  14. Aug 5, 2026S-8 POS EDGAR
  15. Aug 5, 2026S-8 POS EDGAR
  16. Aug 5, 2026S-8 POS EDGAR
  17. Aug 5, 2026S-8 POS EDGAR
  18. Aug 5, 2026S-8 POS EDGAR
  19. Aug 5, 2026S-8 POS EDGAR
  20. Aug 5, 2026S-8 EDGAR

The 353 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

69 open-market trades by officers, directors and large owners since October 2021: 0 buys and 69 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
Sep 10, 2026PATEL DINESH V PH DPresident and CEOSale7,278$144.10$1.0MForm 4
Sep 9, 2026PATEL DINESH V PH DPresident and CEOSale63,548$146.18$9.3MForm 4
Sep 8, 2026PATEL DINESH V PH DPresident and CEOSale54,174$145.87$7.9MForm 4
Aug 11, 2026PATEL DINESH V PH DPresident and CEOSale34,239$148.52$5.1MForm 4
Aug 10, 2026PATEL DINESH V PH DPresident and CEOSale65,761$149.11$9.8MForm 4
Jun 23, 2026Waddill William D.DirectorSale9,000$117.94$1.1MForm 4
Jun 10, 2026Waddill William D.DirectorSale9,000$107.68$969.1KForm 4
May 29, 2026Waddill William D.DirectorSale9,000$99.64$896.8KForm 4
May 12, 2026PATEL DINESH V PH DPresident and CEOSale75,000$100.12$7.5MForm 4
May 12, 2026PATEL DINESH V PH DPresident and CEOSale75,000$100.12$7.5MForm 4
May 8, 2026Giraudo BryanDirectorSale11,130$100.00$1.1MForm 4
May 7, 2026Giraudo BryanDirectorSale48,000$100.12$4.8MForm 4
Apr 20, 2026Ali AsifChief Financial OfficerSale1,750$105.47$184.6KForm 4
Mar 26, 2026MOLINA ARTURO MDChief Medical OfficerSale15,000$104.79$1.6MForm 4
Mar 26, 2026SELICK HAROLD EDirectorSale24,000$105.00$2.5MForm 4
Mar 26, 2026Ali AsifChief Financial OfficerSale24,765$104.24$2.6MForm 4
Mar 25, 2026PATEL DINESH V PH DPresident and CEOSale54,641$101.00$5.5MForm 4
Mar 24, 2026PATEL DINESH V PH DPresident and CEOSale59$101.00$6.0KForm 4
Feb 17, 2026Williams Lewis TDirectorSale18,000$82.42$1.5MForm 4
Feb 6, 2026Waddill William D.DirectorSale20,000$83.68$1.7MForm 4

All 69 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
2025Dinesh V. Patel, Ph.D.President and Chief Executive Officer69$715.5K$12.9M66
2025Arturo Molina, M.D., M.S., F.A.C.P.Chief Medical Officer67$572.0K$4.1M66
2025Asif AliEVP, Chief Financial Officer52$500.0K$3.3M66
2024Dinesh V. Patel, Ph.D.President and Chief Executive Officer69$681.4K$9.5M66
2024Arturo Molina, M.D., M.S., F.A.C.P.Chief Medical Officer67$550.0K$3.5M66
2024Asif AliEVP, Chief Financial Officer52$465.0K$2.8M66
2023Dinesh V. Patel, Ph.D.President and Chief Executive Officer69$655.2K$7.1M66
2023Asif AliEVP, Chief Financial Officer52$447.0K$1.4M66

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
BlackRock, Inc.10,307,837$1.3B0.0%+528,468
Farallon Capital Management, L.l.c.6,348,906$778.2M4.6%No change
Rtw Investments, LP5,061,175$620.4M5.3%+2,122
Vanguard Portfolio Management LLC3,629,298$444.9M0.0%+148,087
Wellington Management Group Llp3,416,781$418.8M0.1%−182,863
UBS Group AG3,399,221$416.7M0.1%−1,778,575
State Street Corp3,321,554$407.2M0.0%+204,805
Vanguard Capital Management LLC2,853,394$349.8M0.0%+47,498
Johnson & Johnson2,449,183$300.2M37.6%No change
Invesco Ltd.2,340,667$286.9M0.0%+175,997
Jupiter Topco LLC2,129,780$261.0M0.1%New
Geode Capital Management, LLC1,741,209$213.5M0.0%+71,838
Woodline Partners LP1,414,173$173.3M0.5%No change
Bank Of America Corp /de/1,324,498$162.4M0.0%+29,064
Jennison Associates LLC1,151,681$141.2M0.1%+79,670
Perceptive Advisors LLC981,879$120.4M1.9%−249,000
ADAR1 Capital Management, LLC960,863$117.8M5.6%−33,256
Morgan Stanley905,992$111.1M0.0%−112,230
Alyeska Investment Group, L.P.889,298$109.0M0.3%+296,101
Hood River Capital Management LLC882,738$108.2M0.8%+53,453
Goldman Sachs Group Inc812,852$99.6M0.0%+33,907
Driehaus Capital Management LLC731,053$89.6M0.5%+10,125
Clearbridge Investments, LLC725,335$88.9M0.1%+103,515
Fmr LLC672,186$82.4M0.0%+10,189
Northern Trust Corp666,105$81.7M0.0%+78,137

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

SEC filer profile

How Protagonist 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 EDGARProtagonist Therapeutics, Inc1
  • CIK0001377121
  • Employer ID (EIN)98-05054954
  • Filer statusLarge accelerated filer not an emerging growth company; not a smaller reporting company; not a shell company4
  • Incorporated inDelaware4
  • Fiscal year endsDecember 311
  • Industry code (SIC)2834 Pharmaceutical Preparations1
  • SEC reviewing officeOffice of Life Sciences, Division of Corporation Finance1
  • Business address7707 Gateway Blvd., Suite 140, Newark, CA 94560-11601
  • Phone(510) 474-01701
  • Shares outstanding64,708,285 as of Jul 31, 202611
  • Public float$2.9B as of Jun 30, 20254
  • AuditorErnst & Young LLP, San Mateo, California, USA PCAOB ID 42; it also attests to the company’s internal control over financial reporting4
  • On EDGAR sinceSep 28, 20061
  • Filings704 in all: 4 (262), 8-K (105), SC 13G/A (60), 144 (50), 10-Q (31), SC 13G (27), 3 (25), 424B5 (13)1
    All 41 form types

    S-8 (13), DEFA14A (11), S-8 POS (11), SCHEDULE 13G/A (11), 10-K (10), DEF 14A (10), SCHEDULE 13G (9), CORRESP (8), UPLOAD (6), EFFECT (5), ARS (4), S-3 (4), 4/A (3), 8-K/A (3), CT ORDER (2), D (2), S-1/A (2), S-3ASR (2), 424B3 (1), 424B4 (1), 5 (1), 8-A12B (1), 8-A12B/A (1), CERTNAS (1), DRS (1), DRS/A (1), DRSLTR (1), PRE 14A (1), REGDEX (1), S-1 (1), S-1MEF (1), SC 13D (1), SC 13D/A (1)

  • Latest filingsAnnual report (10-K) Feb 25, 2026
    Quarterly report (10-Q) Aug 5, 2026
    Proxy statement (DEF 14A) Apr 28, 2026
    Latest 8-K (8-K) Aug 5, 2026

Securities registered for trading

ClassSymbolExchange
Common Stock, $0.00001 par valuePTGXNasdaq

From the cover page of the 10-K filed Feb 25, 2026 (Section 12(b) of the Exchange Act).4

Risk factors and legal proceedings

The risks Protagonist Therapeutics, Inc names in Item 1A of its 10-K filed Feb 25, 2026: 59 risks under these headings, as written.4

  • Risks Related to Clinical Development
  • We are heavily dependent on the success of our product candidates in clinical development, and if any of these products fail to receive regulatory approval or are not successfully commercialized, our business would be adversely affected.
  • We are a biopharmaceutical company with no approved products and no historical commercial revenue, which makes it difficult to assess our future prospects and financial results.
  • Clinical development is a lengthy and expensive process with an uncertain outcome, and results of earlier studies and trials may not be predictive of future trial results. Clinical failure can occur at any stage of clinical development.
  • If we are unable to discover and develop new product candidates, our business will be adversely affected.
  • Our proprietary technology platform may not result in any products of commercial value.
  • Our product candidates may cause undesirable side effects or have other properties adversely impacting safety that delay or prevent their regulatory approval, restrict their approved labeling, or otherwise limit their commercial opportunity.
  • We have focused our limited resources to pursue particular product candidates and indications, and consequently, we may fail to capitalize on product candidates or indications that may be more profitable or for which there is a greater likelihood of success.
  • Risks Related to our Financial Position and Capital Requirements
  • We have incurred a cumulative net loss since our inception and we may incur significant losses in the future. We have never generated any revenue from product sales.
  • We may require additional funding, which may not be available to us on acceptable terms, or at all.
  • If we require additional capital, there may be dilution to our existing stockholders, our operations may be restricted, or we may be required to relinquish rights to our product candidates or technologies.
The other 49 risks
  • Risks Related to our Reliance on Third Parties
  • If JNJ does not elect to continue the development of or successfully commercialize Icotyde, or if Takeda does not elect to commercialize rusfertide, our business and business prospects would be adversely affected.
  • We may have disagreements with JNJ during the term of the JNJ License and Collaboration Agreement or Takeda under the Takeda Collaboration Agreement, and if they are not settled amicably or in the favor of Protagonist, the result may harm our business.
  • Our current and future development and commercialization collaborations may not be successful.
  • We rely on third parties to conduct our pre-clinical studies and clinical trials. If these third parties do not successfully carry out their contractual obligations or do not meet regulatory requirements or expected deadlines, we may not be able to obtain timely regulatory approval for or commercialize our product candidates and our business could be substantially harmed.
  • We face a variety of manufacturing risks and rely on third parties to manufacture our drug substance and clinical drug product and we intend to rely on third parties to produce commercial supplies of any approved product candidate.
  • Potential business combinations or other strategic transactions may disrupt our business or divert management’s attention.
  • Risks Related to Regulatory Process and Other Legal Compliance Matters
  • The regulatory approval processes of the FDA and comparable foreign authorities are lengthy and time consuming, and if we or our collaborators are ultimately unable to obtain regulatory approval for our product candidates, our business will be substantially harmed.
  • Disruptions at the FDA and other government agencies could negatively affect the review of our regulatory submissions, which could negatively impact our business.
  • We may fail to obtain additional orphan drug designations from the FDA and/or the EMA for our product candidates, as applicable, and even if we obtain such designations, we may be unable to maintain the benefits associated with orphan drug designation, including the potential for market exclusivity.
  • Risks Related to Commercialization of our Product Candidates
  • We currently have no marketing and sales organization. To the extent any of our product candidates for which we maintain commercial rights is approved for marketing, if we are unable to establish marketing and sales capabilities or enter into agreements with third parties to market and sell our product candidates, we may not be able to effectively market and sell any products or generate product revenue.
  • Recently enacted and future legislation may increase the difficulty and cost for us to obtain marketing approval of and commercialize our product candidates and affect the prices we may obtain.
  • Pharmaceutical and biological product marketing is subject to substantial regulation in the U.S. and EU, and any failure by us or our future commercial and collaborative partners to comply with applicable statutes or regulations can adversely affect our business.
  • The healthcare system is under significant financial pressure to reduce costs, which could reduce payment and reimbursement rates for drugs.
  • We currently conduct, and intend to continue to conduct, a substantial portion of the clinical trials for our product candidates outside of the United States. If approved, we or our collaborators may commercialize our product candidates abroad. We will thus be subject to the risks of doing business outside of the United States.
  • We or our collaborators may fail or elect not to commercialize our product candidates, even if approved.
  • The commercial success of any current or future product candidate will depend upon the degree of market acceptance by physicians, patients, third-party payors and others in the medical community.
  • If the market opportunities for our approved product candidates, if any, are smaller than we expect, it could
  • materially adversely affect our financial condition and results of operations.
  • If the FDA or comparable foreign regulatory authorities approve generic versions of our approved product candidates, if any, or such authorities do not grant our approved product candidates appropriate periods of data or market exclusivity before approving a generic version, sales of our approved drug candidates could be adversely affected.
  • Risks Related to our Business and Industry
  • We face significant competition from other biotechnology and pharmaceutical companies, and our operating results will suffer if we or our collaborators fail to compete effectively.
  • Outbreaks of disease, epidemics and pandemics have and could continue to adversely impact our business, including our ongoing and planned clinical trials and pre-clinical and discovery research.
  • Unstable market and macroeconomic conditions, including tariffs or trade policy, may have serious adverse consequences on our business, financial condition and stock price.
  • We maintain our cash at financial institutions, often in balances that exceed federally insured limits. The failure of financial institutions could adversely affect our ability to pay our operational expenses or make other payments.
  • If we fail to comply with state and federal healthcare regulatory laws, we could face substantial penalties, damages, fines, disgorgement, integrity oversight and reporting obligations, exclusion from participation in governmental healthcare programs, and the curtailment of our operations, any of which could adversely affect our business, operations, and financial condition.
  • Our future success depends on our ability to retain our executive officers and to attract, retain and motivate qualified personnel. If we are not successful in attracting and retaining highly qualified personnel, we may not be able to successfully implement our business strategy.
  • We expect to expand the size of our organization in the future, and we may experience difficulties in managing this growth.
  • Significant disruptions of information technology systems or cybersecurity incidents could adversely affect our business.
  • If we fail to comply with environmental, health and safety laws and regulations, we could become subject to fines or penalties or incur costs that could have a material adverse effect on the success of our business.
  • Our employees, independent contractors, principal investigators, consultants and vendors may engage in misconduct or other improper activities, including noncompliance with regulatory standards and requirements, which could have a material adverse effect on our business.
  • If product liability lawsuits are brought against us, we may incur substantial liabilities and may be required to limit commercialization of our product candidates.
  • Our headquarters is located near known earthquake fault zones. The occurrence of an earthquake, fire or any other catastrophic event could disrupt our operations or the operations of third parties who provide vital support functions to us, which could have a material adverse effect on our business and financial condition.
  • The insurance coverage and reimbursement status of newly approved products is uncertain. Failure to obtain or maintain adequate coverage and reimbursement for our product candidates could limit our ability to generate revenue.
  • Risks Related to our Intellectual Property
  • If we are unable to obtain or protect intellectual property rights related to our product candidates and technologies, we may not be able to compete effectively in our markets.
  • We may be involved in lawsuits and other legal proceedings to protect or enforce our intellectual property, which could be expensive, time consuming and unsuccessful.
  • Any issued patents covering our product candidates, including any patent that may issue as a result of our pending or future patent applications, could be found invalid or unenforceable if challenged in court in the United States or abroad.
  • Third-party claims of intellectual property infringement may prevent or delay our drug discovery and development efforts.
  • We may be subject to claims that our employees, consultants or independent contractors have wrongfully used or disclosed confidential information of third parties or that our employees have wrongfully used or disclosed alleged trade secrets of former or other employers.
  • We may be subject to claims challenging the inventorship or ownership of our issued patents, any patents issued as a result of our pending or future patent applications and other intellectual property.
  • Our reliance on third parties requires us to share our trade secrets, which increases the possibility that a competitor will discover them or that our trade secrets will be misappropriated or disclosed.
  • Intellectual property rights do not necessarily address all potential threats to our business.
  • Risks Related to Ownership of our Common Stock
  • Our stock price has been and will likely continue to be volatile and may decline regardless of our operating performance.
  • Volatility in our share price could subject us to securities class action litigation.
  • We are required to develop and maintain proper and effective internal controls over financial reporting and any failure to maintain the adequacy of these internal controls may adversely affect investor confidence in our company and, as a result, the value of our common stock.
  • Shareholder activism could cause material disruption to our business.
  • Our certificate of incorporation provides that the Court of Chancery of the State of Delaware is the exclusive forum for substantially all disputes between us and our stockholders, which could limit our stockholders’ ability to obtain a favorable judicial forum for disputes with us or our directors, officers or employees.
  • Some provisions of our charter documents and Delaware law may have anti-takeover effects that could discourage an acquisition of us by others, even if an acquisition would be beneficial to our stockholders, and may prevent attempts by our stockholders to replace or remove our current management.
  • General Risk Factors
  • Our ability to use net operating loss carryforwards to offset future taxable income, and our ability to use tax credit carryforwards, may be subject to certain limitations.
  • If the estimates we make, or the assumptions on which we rely, in preparing our consolidated financial statements prove inaccurate, our actual results may vary from those reflected in our accruals.
  • We could be subject to additional tax liabilities.

Legal proceedings

From time to time, we may become subject to litigation and claims arising in the ordinary course of business. We are not currently a party to any material legal proceedings, and we are not currently aware of any pending or threatened legal proceeding against us that we believe could have a material adverse effect on our business, operating results, financial condition or cash flows. Refer to Note 9 to the Consolidated Financial Statements included elsewhere in this Annual Report on Form 10-K for additional information on our historical legal proceedings.

The opening of Item 3, Legal Proceedings.4

Sources

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