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RNAZ on Nasdaq

Transcode Therapeutics, Inc.

Transcode Therapeutics, Inc. is a clinical-stage company pioneering immuno-oncology.1 It is headquartered in Boston, Massachusetts.1 Its shares trade on Nasdaq under the symbol RNAZ.1

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Last updated Oct 21, 2026.

Overview

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  • TickerRNAZ on Nasdaq1
  • IndustryPharmaceutical Preparations1
  • HeadquartersBoston, Massachusetts1
  • Incorporated inDE2
  • Business address6 Liberty Square, #2382, Boston, Ma 021092
  • Filer category, Emerging growth company2
  • Legal formCorporation

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TransCode is a clinical-stage company pioneering immuno-oncology and RNA therapeutics for treatment of high risk and advanced cancers. Our lead therapeutic product candidate is TTX-MC138, an antisense inhibitor of an oncogenic microRNA. TTX-MC138 has recently completed a Phase 1a clinical trial. In addition to other RNA-targeted product candidates, we are conducting research and development of a cancer vaccine product candidate and an oncolytic immunotherapy platform.3 From its latest annual report

Financials

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

Financial statements

Operating income45678-$28.0M in 2025+3751% since 2020
-$30.0M-$20.0M-$10.0M02020: -$726.6K-$726.6K20202021: -$6.2M-$6.2M2021+747%2022: -$18.6M-$18.6M2022+203%2023: -$19.4M-$19.4M2023+4%2024: -$15.7M-$15.7M2024−19%2025: -$28.0M-$28.0M2025+79%
Net income45678-$34.7M in 2025+1379% since 2020
-$40.0M-$30.0M-$20.0M-$10.0M02020: -$2.3M-$2.3M20202021: -$6.8M-$6.8M2021+192%2022: -$17.6M-$17.6M2022+157%2023: -$18.5M-$18.5M2023+6%2024: -$16.8M-$16.8M2024−10%2025: -$34.7M-$34.7M2025+107%
Fiscal year20192020202120222023202420252026
Research and development$284.5K4$2.8M5$10.2M6$12.3M7$9.7M8$13.4M8
Operating expenses$6.2M5$18.6M6$19.4M7$15.7M8$28.0M8
Operating income-$726.6K4-$6.2M5-$18.6M6-$19.4M7-$15.7M8-$28.0M8
Interest$394.6K4$95.1K5$32.0K6$55.9K7$26.8K7
Income before tax-$16.8M8-$34.4M8
Income tax$04$53.1K5$06$07$08$226.1K8
Net income-$2.3M4-$6.8M5-$17.6M6-$18.5M7-$16.8M8-$34.7M8
Earnings per share-$0.514-$0.815-$1,082.796-$3,419.017-$1,336.638-$52.598
Earnings per share (diluted)-$0.514-$0.815-$1,082.796-$3,419.017-$1,336.638-$52.598
Shares (weighted, basic)8.4M shares516.2K shares65.4K shares712.6K shares8689.7K shares8
Shares (weighted, diluted)8.4M shares516.2K shares65.4K shares712.6K shares8689.7K shares8

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Corporate structure

Transcode 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 Transcode Therapeutics, Inc.

  • CK Life Sciences Intl (Holdings) Inc Filed SCHEDULE 13D/A on Transcode Therapeutics, Inc., latest Aug 3, 2026 (6 filings since Oct 16, 2025)
  • Daniel Eduardo Katzman Filed SCHEDULE 13G on Transcode Therapeutics, Inc., latest Jul 28, 2026
  • Elena Rosa Braci Filed SCHEDULE 13G on Transcode Therapeutics, Inc., latest Jul 28, 2026
  • Unleash Immuno Oncolytics, Inc. Filed SCHEDULE 13G on Transcode Therapeutics, Inc., latest Jul 28, 2026
  • YA II PN, Ltd. Filed SCHEDULE 13G on Transcode Therapeutics, Inc., latest Apr 20, 2026
  • SABBY MANAGEMENT, LLC Filed SCHEDULE 13G/A on Transcode Therapeutics, Inc., latest Jan 7, 2026 (2 filings since Jan 3, 2025)
  • Goldman Sachs Filed SCHEDULE 13G/A on Transcode Therapeutics, Inc., latest Nov 10, 2025 (2 filings since Aug 14, 2025)
  • Anson Funds Management LP Filed SCHEDULE 13G/A on Transcode Therapeutics, Inc., latest Aug 14, 2025 (2 filings since Feb 14, 2025)
  • Thomas Joseph Tracy Filed SCHEDULE 13D on Transcode Therapeutics, Inc., latest Mar 20, 2025
  • 3i, LP Filed SC 13G/A on Transcode Therapeutics, Inc., latest Nov 6, 2024 (2 filings since Jul 26, 2024)
  • Thomas A. Fitzgerald Filed SC 13D on Transcode Therapeutics, Inc., latest Jun 21, 2024
  • Zdravka Medarova Filed SC 13G/A on Transcode Therapeutics, Inc., latest Feb 15, 2024 (3 filings since Dec 20, 2022)
  • Transcode Therapeutics, Inc. Boston, Massachusetts

Built from major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What Transcode 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$757.9K8 Dec 31, 2025$362.4K8 Dec 31, 2024+109.2%
Accumulated depreciation$387.3K8 Dec 31, 2025$310.8K8 Dec 31, 2024+24.6%
Property and equipment, net$370.7K8 Dec 31, 2025$51.6K8 Dec 31, 2024+618.7%
Operating-lease assets (leased space)$37.7K8 Dec 31, 2024$481.7K7 Dec 31, 2023−92.2%

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$17.8M8 Dec 31, 2025$5.8M8 Dec 31, 2024+206.5%

Intangibles and goodwill

ItemLatestA year beforeChange
Goodwill$25.7M8 Dec 31, 2025
Intangible assets, net (excluding goodwill)$114.3M8 Dec 31, 2025

Properties, in its own words

As of December 31, 2025, we conducted the majority of our R&D activities in conjunction with Michigan State University with which we recently entered a sponsored research agreement. We moved our business operations into office space in Woburn, Massachusetts, under a short-term rental arrangement. We maintain a “virtual office” at the address set forth on the cover page of this Annual Report. We also rent office space in Boca Raton, Florida.

Item 2 of the 10-K filed Apr 15, 2026.3

Leadership

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

Chief executive

  1. Thomas A. Fitzgerald2024

Chief financial officer

  1. Thomas A. Fitzgerald2021–2026
  2. John A. Tattory2026–now
2025
Board members and other officers (7)

Timeline

  1. Oct 1, 20268-K Entered a material agreement; Debt or obligation accelerated21
  2. Sep 28, 20268-K Other events22
  3. Sep 11, 20268-K Executive or director change23
  4. Aug 3, 20268-K Change to shareholders' rights; Bylaws or fiscal year changed24
  5. Jul 20, 20268-K Shareholder vote25
  6. Jul 17, 20268-K Change to shareholders' rights; Bylaws or fiscal year changed26
  7. Jul 2, 20268-K Other events27
  8. Jun 18, 20268-K Regulation FD disclosure28
  9. Jun 3, 20268-K Other events29
  10. Jun 1, 20268-K Director nominations30
  11. May 26, 20268-K Listing notice or transfer31
  12. May 22, 20268-K Listing notice or transfer32
  13. Jun 18, 2024New chief executive Thomas A. Fitzgerald becomes CEO12

Calendar

Coming up

  1. Nov 13, 2026Reports results for the quarter ending Sep/202633

When it reported results

  1. Apr 5, 2024Reported quarterly or annual results34
  2. Jan 16, 2024Reported quarterly or annual results35
  3. Nov 14, 2023Reported quarterly or annual results36
  4. Mar 31, 2023Reported quarterly or annual results37
  5. Feb 17, 2023Reported quarterly or annual results38
  6. Feb 1, 2023Reported quarterly or annual results39
  7. Nov 14, 2022Reported quarterly or annual results40
  8. Aug 15, 2022Reported quarterly or annual results41

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

Filings

283 filings to the SEC since October 2021: 7 annual reports, 15 quarterly reports, 84 major events, 36 insider forms, 33 large holders, 1 private raises, 107 other. The latest 20:

  1. Oct 1, 20268-K EDGAR
  2. Sep 28, 20268-K EDGAR
  3. Sep 21, 20263 OWNERSHIP DOCUMENT EDGAR
  4. Sep 11, 20264 OWNERSHIP DOCUMENT EDGAR
  5. Sep 11, 20268-K EDGAR
  6. Aug 14, 202610-Q EDGAR
  7. Aug 5, 20264 OWNERSHIP DOCUMENT EDGAR
  8. Aug 5, 20263 OWNERSHIP DOCUMENT EDGAR
  9. Aug 3, 2026SCHEDULE 13D/A EDGAR
  10. Aug 3, 20268-K EDGAR
  11. Jul 28, 2026SCHEDULE 13G EDGAR
  12. Jul 28, 2026SCHEDULE 13G EDGAR
  13. Jul 28, 2026SCHEDULE 13G EDGAR
  14. Jul 27, 2026SCHEDULE 13D/A EDGAR
  15. Jul 23, 2026SCHEDULE 13D/A EDGAR
  16. Jul 20, 2026424B3 EDGAR
  17. Jul 20, 2026424B3 EDGAR
  18. Jul 20, 20268-K EDGAR
  19. Jul 17, 2026SCHEDULE 13D/A EDGAR
  20. Jul 17, 2026DEFA14A EDGAR

The 283 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

10 open-market trades by officers, directors and large owners since October 2021: 10 buys and 0 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
Sep 28, 2023Fitzgerald Thomas AChief Financial OfficerBuy49,350$0.51$25.2KForm 4
Sep 28, 2023Dudley Robert MichaelChief Executive OfficerBuy98,000$0.51$50.0KForm 4
Jun 21, 2023Dudley Robert MichaelChief Executive OfficerBuy12,000$2.65$31.8KForm 4
Jun 20, 2023Dudley Robert MichaelChief Executive OfficerBuy6,607$2.55$16.8KForm 4
Jun 9, 2023Dudley Robert MichaelChief Executive OfficerBuy19,000$2.76$52.4KForm 4
Jun 9, 2023Dudley Robert MichaelChief Executive OfficerBuy19,000$2.76$52.4KForm 4
Sep 14, 2022Dudley Robert MichaelChief Executive OfficerBuy20,000$1.15$23.0KForm 4
Jun 16, 2022Fitzgerald Thomas AChief Financial OfficerBuy12,000$1.27$15.2KForm 4
May 31, 2022Dudley Robert MichaelChief Executive OfficerBuy2,000$1.87$3.7KForm 4
May 27, 2022Dudley Robert MichaelChief Executive OfficerBuy28,000$1.84$51.5KForm 4

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
2025Thomas A. FitzgeraldVice President, Chief Financial Officer, and former interim Chief Executive Officer75$1.1M58
2025Philippe P. CalaisChief Executive Officer$123.8K$373.8K58
2024Thomas A. FitzgeraldVice President, Chief Financial Officer, and former interim Chief Executive Officer75$957.0K58

Money raised

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

  1. Dec 2, 2024Raised $8 million in a private offering of equity Form D: 6 investors so far Form D

Held by these funds

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

FundSharesValueShare of the fundChange
Yorkville Advisors Global, LP19,639$122.0K0.1%New
Vanguard Capital Management LLC6,545$40.6K0.0%No change
Vanguard Fiduciary Trust Co2,982$18.5K0.0%No change
UBS Group AG2,888$17.9K0.0%−5,407
Fmr LLC706$4.4K0.0%New
Tower Research Capital LLC (TRC)677$4.2K0.0%+449
Wells Fargo & Company/mn55$3420.0%No change
SBI Securities Co., Ltd.12$750.0%No change

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

SEC filer profile

How Transcode 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 EDGARTranscode Therapeutics, Inc.1
  • CIK0001829635
  • Employer ID (EIN)81-10650543
  • Filer statusNon-accelerated filer an emerging growth company; a smaller reporting company; not a shell company3
  • Incorporated inDelaware3
  • Fiscal year endsDecember 311
  • Industry code (SIC)2834 Pharmaceutical Preparations1
  • SEC reviewing officeOffice of Life Sciences, Division of Corporation Finance1
  • Business address6 Liberty Square, #2382, Boston, MA 021091
  • Phone857-301-68571
  • Shares outstanding16,930,739 as of Aug 10, 202610
  • Public float$6.5M as of Jun 30, 20253
  • AuditorWithumSmith+Brown, PC, East Brunswick, New Jersey PCAOB ID 100; no auditor attestation of internal control over financial reporting3
  • On EDGAR sinceDec 18, 20201
  • Filings323 in all: 8-K (82), 4 (31), CORRESP (28), DEFA14A (19), 10-Q (16), S-1/A (12), 3 (11), DEF 14A (9)1
    All 40 form types

    EFFECT (9), UPLOAD (9), S-1 (8), 424B5 (7), PRE 14A (7), SC 13G/A (7), SCHEDULE 13G (7), SC 13G (6), 10-K (5), 8-K/A (5), SCHEDULE 13D/A (5), 424B4 (4), ARS (3), S-3 (3), SCHEDULE 13G/A (3), 10-K/A (2), 424B3 (2), DRS (2), NT 10-K (2), RW (2), S-8 (2), SC 13D (2), SC 13D/A (2), SCHEDULE 13D (2), SEC STAFF LETTER (2), 4/A (1), 8-A12B (1), CERT (1), D (1), DEFR14A (1), DRS/A (1), DRSLTR (1)

  • Latest filingsAnnual report (10-K) Apr 15, 2026
    Quarterly report (10-Q) Aug 14, 2026
    Proxy statement (DEF 14A) Jun 2, 2026
    Latest 8-K (8-K) Oct 1, 2026

Securities registered for trading

ClassSymbolExchange
Common Stock, $0.0001 par value per shareRNAZNasdaq

From the cover page of the 10-K filed Apr 15, 2026 (Section 12(b) of the Exchange Act).3

Risk factors and legal proceedings

The risks Transcode Therapeutics, Inc. names in Item 1A of its 10-K filed Apr 15, 2026: 73 risks under these headings, as written.3

  • Risks related to our consolidated financial position and need for additional capital
  • We could lose our listing on the Nasdaq Capital Market if we do not maintain our stockholders’ equity or if the closing bid price of our common stock does not increase or if we do not comply with other Nasdaq requirements. The loss of our Nasdaq listing would in all likelihood make our common stock significantly less liquid and adversely affect its value, including a total loss of value.
  • We have identified conditions and events that raise substantial doubt about our ability to continue operations in the near-term and our independent registered public accounting firm has expressed substantial doubt about our ability to continue as a going concern. We may need to seek an in-court or out-of-court restructuring of our liabilities, including potentially a bankruptcy proceeding, or to substantially reduce or totally cease our operations.
  • We have incurred significant losses since inception, and we expect to incur losses over the next several years and may not be able to achieve or sustain revenues or profitability in the future.
  • We have never generated any revenue from product sales and may never be profitable.
  • We will need to raise substantial additional funding. If we are unable to raise capital when needed, we would be forced to delay, scale back or discontinue some of our therapeutic candidate development programs or commercialization efforts.
  • Any additional fundraising efforts may divert our management from other day-to-day activities, which may adversely affect our ability to develop and commercialize our current or future therapeutic candidates.
  • The amount of our future losses is uncertain, and our quarterly consolidated 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.
  • Risks related to research and development and the biopharmaceutical industry
  • Our limited operating history may make it difficult for you to evaluate the success of our business to date and to assess our future viability.
  • In drug and biologic development, there is a high risk of failure and we may never succeed in developing marketable products or generating therapeutic revenues.
  • Our business is highly dependent on the success of TTX-MC138, our lead candidate, as well as our other product candidates, including Seviprotimut-L, UIO 524, UIO 525, and UIO 526. All of our therapeutic candidates may require significant additional manufacturing, preclinical and clinical development before we may be able to seek regulatory approval for and launch a product commercially.
The other 63 risks
  • Our therapeutic candidates may cause undesirable side effects or death or have other properties that could halt their clinical development, prevent their regulatory approval, limit their commercial potential or result in significant negative consequences.
  • Clinical development involves a lengthy, complex and expensive process, with an uncertain outcome, and the results of preclinical studies and early-stage clinical trials of our therapeutic candidates may not be predictive of the results of later-stage clinical trials.
  • Caution should be taken when interpreting the preliminary results of our preclinical studies or clinical trials, including those for TTX-MC138, Seviprotimut-L, UIO 524, UIO 525, UIO 526, or any of our other product candidates. These data may differ from future results of additional studies or trials, or different conclusions or considerations may qualify such results, once additional data have been received and fully evaluated.
  • If we encounter difficulties enrolling eligible patients in our clinical trials, our clinical development activities could be delayed or otherwise adversely affected.
  • Due to our limited resources and access to capital, we must make decisions on the allocation of resources to certain programs and therapeutic candidates; these decisions may prove to be wrong and may adversely affect our business.
  • We may incur additional costs or experience delays in completing, or ultimately be unable to complete, the development and commercialization of TTX-MC138, Seviprotimut-L, UIO 524, UIO 525, UIO 526 or any of our other therapeutic candidates in development.
  • Changes in methods of therapeutic candidate manufacturing or formulation may result in additional costs or delay.
  • Quality problems could delay or prevent delivery of our product candidates to clinical trials or the market.
  • We may not be successful in our efforts to identify or discover additional therapeutic candidates in the future.
  • If product liability lawsuits are brought against us, we may incur substantial financial or other liabilities and may be required to limit commercialization of our therapeutic candidates.
  • Risks related to regulatory approval, healthcare regulations and ongoing regulatory compliance
  • If we are unable to advance our therapeutic candidates through clinical development to obtain regulatory approval and ultimately commercialize our therapeutic candidates, or we experience significant delays in doing so, our business will be materially harmed.
  • We have received Orphan Drug Designations for TTX-MC138 and TTX-siPDL1 for pancreatic cancer, and may in the future seek Orphan Drug Designation for our current or future product candidates in other indications and for some of our other current and future therapeutic candidates, but we may be unable to obtain such designations or to maintain the benefits associated with orphan drug status, including market exclusivity, which may cause our revenue, if any, to be reduced.
  • A Breakthrough Therapy designation by FDA, even if granted for any of our product candidates, may not lead to a faster development or regulatory review or approval process and it does not increase the likelihood that our product candidates will receive marketing approval.
  • A Fast Track designation by the FDA, even if granted for any of our product candidates, may not lead to faster development, regulatory review or approval, and does not increase the likelihood that our product candidates will receive marketing approval.
  • We may seek an accelerated approval pathway for one or more of our current or future product candidates, including TTX-MC138, but even if granted, it may not lead to a faster development or regulatory review or approval process and it does not increase the likelihood that our therapeutic candidates will receive marketing approval.
  • A variety of factors, including inadequate funding for the FDA, the SEC and other government agencies could hinder their ability to hire and retain key leadership and other personnel, prevent new products and services from being developed or commercialized in a timely manner or otherwise prevent those agencies from performing normal business functions on which the operation of our business may rely, which could negatively impact our business.
  • Even if we receive regulatory approval of TTX-MC138, Seviprotimut-L, UIO 524, UIO 525, UIO 526, or any of our other therapeutic candidates, we will be subject to ongoing regulatory requirements and continued regulatory review, which may result in significant additional expense. We may be subject to penalties if we fail to comply with regulatory requirements or experience unanticipated problems with our therapeutic candidates.
  • We may develop, or enter into a collaboration or partnership to develop, in vitro diagnostics, including potentially complementary diagnostics and/or companion diagnostics, for our current or future therapeutic candidates. If we, or our future collaborators, are unable to successfully develop such diagnostics, or experience significant delays in doing so, we may not realize the full commercial potential of our future therapeutic candidates.
  • Our relationships with customers and third-party payors will be subject to applicable anti-kickback, fraud and abuse and other healthcare laws and regulations, which could expose us to criminal sanctions, civil penalties, exclusion from government healthcare programs, contractual damages, reputational harm and diminished profits and future earnings.
  • Obtaining and maintaining regulatory approval for our therapeutic candidates in one jurisdiction does not mean that we will be successful in obtaining regulatory approval for that or of any of our other therapeutic candidates in other jurisdictions.
  • Ongoing healthcare legislative and regulatory reform measures may have a material adverse effect on our business and consolidated results of operations.
  • We are subject to certain U.S. and foreign anti-corruption, anti-money laundering, export control, sanctions, and other trade laws and regulations. We can face serious consequences for violations.
  • We are subject to geopolitical risks, economic volatility, anti-corruption laws, export and import restrictions, local regulatory authorities and the laws and medical practices in foreign jurisdictions.
  • Risks related to commercialization
  • We currently have no marketing and sales organization and have no experience as a company in commercializing products, and we may have to invest significant resources to develop these capabilities. If we are unable to establish marketing and sales capabilities or enter into agreements with third-parties to market and sell any products for which we obtain regulatory approval, we may not be able to generate product revenue.
  • Coverage and reimbursement may be limited or unavailable in certain market segments for our therapeutic candidates, if approved, which could make it difficult for us to sell any therapeutic candidates profitably.
  • We face substantial competition, which may result in others discovering, developing or commercializing products before or more successfully than we do.
  • If, in the future, we are unable to establish sales and marketing and patient support capabilities or enter into agreements with third-parties to sell and market our current or future therapeutic candidates, we may not be successful in commercializing our current or future therapeutic candidates if and when they are approved, and we may not be able to generate any revenue.
  • Sales of our products may involve a lengthy sales cycle.
  • Risks related to third-parties and suppliers
  • We expect to rely on third-party manufacturing and supply vendors, and 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 rely on third-parties to conduct certain aspects of our preclinical studies and clinical trials. If these third-parties do not successfully carry out their contractual duties, meet expected deadlines or comply with regulatory requirements, we may not be able to obtain regulatory approval of or commercialize any potential therapeutic candidates.
  • Parties conducting some or all of our product manufacturing may not perform satisfactorily.
  • We are highly dependent on others to provide services for certain core aspects of our business.
  • If our third-party manufacturers use hazardous and biological materials in a manner that causes injury or violates applicable law, we may be liable for damages.
  • We may not be successful in establishing and maintaining strategic partnerships, which could adversely affect our ability to develop and commercialize products.
  • Risks related to managing our business and operations
  • We face risks related to health epidemics, pandemics and other widespread outbreaks of contagious disease, including a pandemic, which could significantly disrupt our operations, impact our consolidated financial results or otherwise adversely affect our business.
  • We will need to grow the size of our organization, and we may experience difficulties in managing this growth.
  • Our future success depends on our ability to retain key executives and to attract, retain and motivate qualified personnel.
  • The estimates of market opportunity and forecasts of market growth included herein or that we may otherwise provide may prove to be inaccurate; even if the markets in which we compete achieve the forecasted growth, our business may not grow at similar rates, or at all.
  • We may be exposed to significant foreign exchange risk.
  • Compliance with governmental regulations regarding the treatment of animals used in research could increase our operating costs, which would adversely affect the commercialization of our products.
  • Our ability to use our net operating loss carryforwards and certain tax credit carryforwards may be subject to limitation.
  • Risks related to intellectual property
  • Our success depends in part on our ability to protect our intellectual property. It is difficult and costly to protect our proprietary rights and technology, and we may not be able to ensure their protection.
  • The patents covering the therapeutic use of our lead candidate, TTX-MC138, are currently issued only in the U.S. and there are no foreign applications pending for this invention at this time. We have limited foreign intellectual property rights and may not be able to protect our intellectual property rights throughout the world.
  • Third-party claims of intellectual property infringement may be costly and time consuming to defend, and could prevent or delay our product discovery, development and commercialization efforts.
  • If we are not able to obtain and enforce patent and other intellectual property protection for our technologies, development and commercialization of our therapeutic candidates may be adversely affected and our business materially harmed.
  • Intellectual property litigation and administrative patent office patent validity challenges in one or more countries could cause us to spend substantial resources and distract our personnel from their normal responsibilities.
  • Confidentiality agreements with employees and others may not prevent unauthorized disclosure of proprietary information.
  • Third-parties may assert that our employees or consultants have wrongfully used or disclosed confidential information or misappropriated trade secrets.
  • Patent terms may be inadequate to protect our competitive position on our therapeutic candidates for an adequate amount of time.
  • Changes in patent law could diminish the value of patents in general, thereby impairing our ability to protect our current or future therapeutic candidates.
  • If we are unable to adequately protect and enforce our trade secrets, our business and competitive position would be harmed.
  • We may initiate, become a defendant in, or otherwise become party to lawsuits to protect or enforce our intellectual property rights, which could be expensive, time-consuming and unsuccessful.
  • General Risk Factors
  • Our internal computer systems, or those of our third-party CROs or other contractors or consultants, may fail or suffer security breaches, which could result in a material disruption of our current or future therapeutic candidates’ development programs.
  • We may be unable to adequately protect our information systems from cyberattacks, which could result in the disclosure of confidential or proprietary information, including personal data, damage our reputation, and subject us to significant financial and legal exposure.
  • We or the third-parties upon whom we depend may be adversely affected by earthquakes, other natural disasters, or political and military events, and our business continuity and disaster recovery plans may not adequately protect us from any such serious disaster.
  • Our employees, principal investigators, clinical trial sites, CROs and consultants may engage in misconduct or other improper activities, including non-compliance with regulatory standards and requirements and insider trading.
  • Unstable market and economic conditions may have serious adverse consequences on our business, consolidated financial condition and stock price.
  • Current economic circumstances may harm our business, consolidated financial condition and consolidated results of operations.
  • Rising inflation rates have increased our operating costs and could negatively impact our operations.
  • We may incur substantial costs in our efforts to comply with evolving global data protection laws and regulations, and any failure or perceived failure by us to comply with such laws and regulations may harm our business and operations.
  • We 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.
  • We incur significant costs as a result of operating as a public company, and our management devotes substantial time to compliance activities and investor relations.

Legal proceedings

From time to time, we may become involved in litigation relating to claims arising from the ordinary course of business. We do not know of any claims or actions pending against us or threatened, the ultimate disposition of which could have a material adverse effect on our consolidated results of operations or consolidated financial condition except claims by an investment bank that it is entitled to fees, claims which we have rigorously disputed.

The opening of Item 3, Legal Proceedings.3

Sources

The numbers on this page point here. Each one links to the record it came from.

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    SEC EDGAROther events
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    SEC EDGAROther events
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    SEC EDGAROther events
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  34. 34
  35. 35
  36. 36
  37. 37
  38. 38
  39. 39
  40. 40
  41. 41
  42. 42
  43. 43
  44. 44
  45. 45
  46. 46
  47. 47
  48. 48
  49. 49
  50. 50
  51. 51
  52. 52
  53. 53
  54. 54
  55. 55
  56. 56
  57. 57
  58. 58