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SERA on Nasdaq

SERA PROGNOSTICS, INC.

SERA PROGNOSTICS, INC. is an American medical laboratories services company, incorporated in Delaware.1 It is headquartered in Salt Lake City, Utah.1

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Last updated Oct 21, 2026.

Overview

$81.0KRevenue, fiscal 20252
-$31.9MNet income, fiscal 20252

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  • TickerSERA on Nasdaq1
  • IndustryServices-Medical Laboratories1
  • HeadquartersSalt Lake City, Utah1
  • Incorporated inDE3
  • Business address2749 E. Parleys Way, Suite 200, Salt Lake City, Ut 841093
  • Filer category, Emerging growth company3

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Financials

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

Key numbers, fiscal 2025

-45066.7%Operating margin2
-39417.3%Net margin2
5.2%Revenue growth, 20252
-42.3%Return on equity2
-$26.3MFree cash flow2

Where the money goes

Where each dollar of revenue went, fiscal 2025

  • Cost of revenue1¢$164.0K
  • Research and development99¢$13.2M
  • Interest0¢$9.0K

Out of $81.0K in revenue.2 The company lost money this year.

Financial statements

Revenue45672$81.0K in 2025+224% since 2020
0$100.0K$200.0K$300.0K$400.0K2020: $25.0K$25.0K20202021: $82.0K$82.0K2021+228%2022: $268.0K$268.0K2022+227%2023: $306.0K$306.0K2023+14%2024: $77.0K$77.0K2024−75%2025: $81.0K$81.0K2025+5%
Operating income45672-$36.5M in 2025+103% since 2020
-$60.0M-$40.0M-$20.0M02020: -$18.0M-$18.0M20202021: -$35.4M-$35.4M2021+97%2022: -$45.7M-$45.7M2022+29%2023: -$39.8M-$39.8M2023−13%2024: -$36.6M-$36.6M2024−8%2025: -$36.5M-$36.5M2025−0%
Net income45672-$31.9M in 2025+61% since 2020
-$60.0M-$40.0M-$20.0M02020: -$19.8M-$19.8M20202021: -$35.0M-$35.0M2021+76%2022: -$44.2M-$44.2M2022+26%2023: -$36.2M-$36.2M2023−18%2024: -$32.9M-$32.9M2024−9%2025: -$31.9M-$31.9M2025−3%

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

Period ending2025-12-312024-12-31
Revenue$81.0K$77.0K
Cost of revenue$164.0K$82.0K
Research and development$13.2M$14.7M
Selling and marketing$6.5M$5.8M
General and administrative$16.7M$16.1M
Total operating expenses$36.6M$36.7M
Loss from operations-$36.5M-$36.6M
Interest expense-$9.0K-$28.0K
Other income, net$4.6M$3.8M
Net loss-$31.9M-$32.9M
Net loss per share, basic-$0.67-$0.99
Net loss per share, diluted-$0.67-$0.99
Weighted-average shares outstanding, basic47.7M shares33.2M shares
Weighted-average shares outstanding, diluted47.7M shares33.2M shares
Unrealized gain on available-for-sale debt securities, net of tax$202.0K$75.0K
Total other comprehensive income$202.0K$75.0K
Comprehensive loss-$31.7M-$32.8M

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Corporate structure

SERA PROGNOSTICS, 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 SERA PROGNOSTICS, INC.

  • SERA PROGNOSTICS, INC. Salt Lake City, Utah

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

What it owns

What SERA PROGNOSTICS, 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
Finance-lease assets$385.0K2 Dec 31, 2025$699.0K2 Dec 31, 2024−44.9%
Operating-lease assets (leased space)$2.4M2 Dec 31, 2025$613.0K2 Dec 31, 2024+291.8%

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$3.9M2 Dec 31, 2025$4.0M2 Dec 31, 2024−2.4%
Marketable securities, current$35.3M2 Dec 31, 2025$42.2M2 Dec 31, 2024−16.4%
Marketable securities, non-current$56.6M2 Dec 31, 2025$22.0M2 Dec 31, 2024+157.5%
Debt securities available for sale$91.8M2 Dec 31, 2025$64.2M2 Dec 31, 2024+43.1%

Intangibles and goodwill

ItemLatestA year beforeChange
Intangible assets, net (excluding goodwill)$910.0K2 Dec 31, 2025$1.0M2 Dec 31, 2024−11.3%
Accumulated amortization$135.0K2 Dec 31, 2025$19.0K2 Dec 31, 2024+610.5%

Properties, in its own words

Our corporate headquarters and facilities are located in Salt Lake City, Utah. We currently lease a total of approximately 20,400 square feet of building space in Salt Lake City dedicated to research and development, administration and our CLIA-certified laboratory. The lease on our existing Salt Lake City facility expires on June 30, 2034. The amended lease includes a termination right that permits us to terminate the lease if we move to another space of at least 30,000 square feet that is managed by the landlord of our current office space.

Item 2 of the 10-K filed Mar 18, 2026.12

Leadership

Who has led SERA PROGNOSTICS, INC., and when. Pick a name to see everywhere that person has worked.

Chief executive

  1. Gregory C. Critchfield2021–2023
  2. Zhenya Lindgardt2023–now

Chief financial officer

  1. Jay M. Moyes2021–2023
  2. Austin Aerts2023–2026
  3. Scott Gleason2026–now
2025
Board members and other officers (19)

Timeline

  1. Aug 19, 20268-K Executive or director change; Regulation FD disclosure36
  2. Aug 12, 20268-K Results of operations37
  3. Jun 30, 20268-K Executive or director change38
  4. Jun 4, 20268-K Shareholder vote39
  5. Jun 1, 20268-K Executive or director change40
  6. May 6, 20268-K Results of operations41
  7. Mar 18, 20268-K Results of operations42
  8. Jan 8, 20268-K Regulation FD disclosure43
  9. Jan 7, 20268-K Regulation FD disclosure44
  10. Nov 24, 20258-K Regulation FD disclosure45
  11. Nov 13, 20258-K Results of operations46
  12. Sep 5, 20258-K Regulation FD disclosure47
  13. Nov 8, 2023New chief executive Zhenya Lindgardt becomes CEO13
  14. Jul 14, 2021New chief executive Gregory C. Critchfield becomes CEO14

Calendar

Coming up

  1. Nov 12, 2026Reports results for the quarter ending Sep/2026 A year earlier it reported ($0.16) a share, on Nov 13, 2025.48

When it reported results

  1. Aug 12, 2026Reported quarterly or annual results37
  2. May 6, 2026Reported quarterly or annual results41
  3. Mar 18, 2026Reported quarterly or annual results42
  4. Nov 13, 2025Reported quarterly or annual results46
  5. Aug 6, 2025Reported quarterly or annual results49
  6. May 7, 2025Reported quarterly or annual results50
  7. Mar 19, 2025Reported quarterly or annual results51
  8. Jan 31, 2025Reported quarterly or annual results52

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

Filings

596 filings to the SEC since October 2021: 5 annual reports, 15 quarterly reports, 53 major events, 292 insider forms, 25 large holders, 206 other. The latest 20:

  1. Oct 13, 20264 EDGAR
  2. Oct 13, 2026144 EDGAR
  3. Sep 11, 20264 EDGAR
  4. Sep 11, 2026144 EDGAR
  5. Sep 11, 20264 EDGAR
  6. Sep 11, 2026144 EDGAR
  7. Sep 11, 2026144 EDGAR
  8. Sep 11, 20264 EDGAR
  9. Sep 11, 2026144 EDGAR
  10. Sep 11, 20264 EDGAR
  11. Sep 11, 2026144 EDGAR
  12. Sep 9, 2026144 EDGAR
  13. Sep 9, 20264 EDGAR
  14. Sep 9, 2026144 EDGAR
  15. Sep 2, 20264 EDGAR
  16. Sep 1, 20264 EDGAR
  17. Sep 1, 20263 EDGAR
  18. Aug 19, 20268-K EDGAR
  19. Aug 12, 202610-Q EDGAR
  20. Aug 12, 20268-K EDGAR

The 596 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

198 open-market trades by officers, directors and large owners since October 2021: 1 buys and 197 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
Sep 10, 2026Inglis Tiffany Eul DavisChief Medical OfficerSale486$2.00$972Form 4
Sep 10, 2026Anderson Dyaarl Lee Jr.Chief Commercial OfficerSale1,800$2.00$3.6KForm 4
Sep 10, 2026Lindgardt ZhenyaChief Executive OfficerSale7,022$2.00$14.0KForm 4
Sep 10, 2026Jackson BenjaminGeneral CounselSale2,190$2.00$4.4KForm 4
Sep 8, 2026Lindgardt ZhenyaChief Executive OfficerSale20,139$2.00$40.3KForm 4
Jun 11, 2026Inglis Tiffany Eul DavisChief Medical OfficerSale362$2.01$728Form 4
Jun 11, 2026Anderson Dyaarl Lee Jr.Chief Commercial OfficerSale4,739$2.01$9.5KForm 4
Jun 11, 2026Aerts AustinChief Financial OfficerSale2,037$2.01$4.1KForm 4
Jun 11, 2026Lindgardt ZhenyaChief Executive OfficerSale6,990$2.01$14.1KForm 4
Jun 11, 2026Jackson BenjaminGeneral CounselSale2,179$2.01$4.4KForm 4
Jun 9, 2026Aerts AustinChief Financial OfficerSale5,440$2.08$11.3KForm 4
Jun 9, 2026Lindgardt ZhenyaChief Executive OfficerSale20,755$2.08$43.2KForm 4
Jun 8, 2026Lawrence Sandra AJDirectorSale1,560$2.15$3.4KForm 4
Mar 11, 2026Lindgardt ZhenyaChief Executive OfficerSale2,973$2.04$6.1KForm 4
Mar 11, 2026Kearney PaulChief Data OfficerSale1,396$2.04$2.8KForm 4
Mar 11, 2026Jackson BenjaminGeneral CounselSale1,027$2.04$2.1KForm 4
Mar 11, 2026Harrison Robert GardnerChief Information OfficerSale716$2.04$1.5KForm 4
Mar 11, 2026Boniface John J.Chief Scientific OfficerSale1,517$2.04$3.1KForm 4
Mar 11, 2026Aerts AustinChief Financial OfficerSale1,019$2.04$2.1KForm 4
Mar 10, 2026Lindgardt ZhenyaChief Executive OfficerSale22,639$1.90$43.0KForm 4

All 198 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
2025Zhenya Lindgardt52$607.0K$2.0M64
2025John J. BonifacePh.D.$439.1K$1.0M64
2025Paul KearneyPh.D.$426.1K$984.7K64
2024Chief Data Officer$391.3K$847.0K64
2024President and Chief Executive Officer$447.3K$693.4K64
2024Chief Scientific Officer$358.9K$431.3K64

Held by these funds

The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026, the top 25 of 46. Change is in shares since the quarter before.

FundSharesValueShare of the fundChange
Baker Bros. Advisors LP5,498,170$10.0M0.1%No change
Whetstone Capital Advisors, LLC3,306,889$6.0M1.6%No change
Aberdeen Group plc2,753,525$5.0M0.0%+202,750
Vivo Capital, LLC1,650,440$3.0M0.3%No change
Vanguard Capital Management LLC1,297,792$2.4M0.0%+93,677
Captrust Financial Advisors535,755$975.1K0.0%−1,006
Geode Capital Management, LLC348,967$635.5K0.0%−14,650
BlackRock, Inc.221,369$402.9K0.0%+25,264
AWM Investment Company, Inc.207,382$377.4K0.0%No change
Vanguard Fiduciary Trust Co170,908$311.1K0.0%+1,247
State Street Corp124,792$227.1K0.0%No change
Millennium Management LLC73,986$134.7K0.0%−17,518
Perigon Wealth Management, LLC72,685$132.3K0.0%No change
Northern Trust Corp68,595$124.8K0.0%−27,940
Bank of New York Mellon Corp60,927$110.9K0.0%No change
Bridgeway Capital Management, LLC55,705$101.4K0.0%+10,000
Requisite Capital Management, LLC55,648$101.3K0.0%No change
Morgan Stanley50,972$92.8K0.0%−54,045
Qube Research & Technologies Ltd50,871$92.6K0.0%+30,954
Ballentine Partners, LLC49,664$90.4K0.0%No change
Twelve Points Wealth Management LLC43,388$79.0K0.0%No change
HighTower Advisors, LLC42,234$76.9K0.0%No change
Citadel Advisors LLC41,411$75.4K0.0%−207,498
Catalyst Funds Management Pty Ltd38,890$70.8K0.0%+15,326
Goldman Sachs Group Inc32,541$59.2K0.0%+14,069

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

SEC filer profile

How SERA PROGNOSTICS, INC. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGARSERA PROGNOSTICS, INC.1
  • CIK0001534969
  • Employer ID (EIN)26-191152212
  • Filer statusNon-accelerated filer an emerging growth company; a smaller reporting company; not a shell company12
  • Incorporated inDelaware12
  • Fiscal year endsDecember 311
  • Industry code (SIC)8071 Services-Medical Laboratories1
  • SEC reviewing officeOffice of Industrial Applications and Services, Division of Corporation Finance1
  • Business address2749 E. Parleys Way, Suite 200, Salt Lake City, UT 841091
  • Phone(801) 990-05201
  • Shares outstanding38,176,089 Common Class A shares; 967,759 Common Class B shares as of Mar 13, 202612
  • Public float$82.9M as of Jun 30, 202512
  • AuditorErnst & Young LLP, Salt Lake City, Utah PCAOB ID 42; no auditor attestation of internal control over financial reporting12
  • On EDGAR sinceNov 21, 20111
  • Filings658 in all: 4 (283), 144 (177), 8-K (52), 3 (28), 10-Q (16), D (9), SC 13G/A (9), SC 13G (8)1
    All 37 form types

    DEFA14A (6), S-8 (6), 10-K (5), CORRESP (5), DEF 14A (5), SCHEDULE 13G/A (5), 424B5 (4), ARS (4), D/A (4), SEC STAFF LETTER (4), UPLOAD (4), 8-K/A (3), DRS/A (2), DRSLTR (2), EFFECT (2), SCHEDULE 13G (2), 3/A (1), 4/A (1), 424B4 (1), 8-A12B (1), CERT (1), DRS (1), PRE 14A (1), S-1 (1), S-1/A (1), S-3 (1), SC 13D (1), SCHEDULE 13D (1), SCHEDULE 13D/A (1)

  • Latest filingsAnnual report (10-K) Mar 18, 2026
    Quarterly report (10-Q) Aug 12, 2026
    Proxy statement (DEF 14A) Apr 24, 2026
    Latest 8-K (8-K) Aug 19, 2026

Securities registered for trading

ClassSymbolExchange
Class A Common Stock, $0.0001 par value per shareSERAThe Nasdaq Stock Market LLC

From the cover page of the 10-K filed Mar 18, 2026 (Section 12(b) of the Exchange Act).12

Risk factors and legal proceedings

The risks SERA PROGNOSTICS, INC. names in Item 1A of its 10-K filed Mar 18, 2026: 71 risks under these headings, as written.12

  • Risks Related to Our Financial Position and Need for Additional Capital
  • We have incurred net losses since our inception and we anticipate that we will continue to incur losses for the foreseeable future, which could harm our future business prospects.
  • Operating our business requires a significant amount of cash, and our ability to generate sufficient cash depends on many factors, some of which are beyond our control and if we cannot raise additional capital when needed, we may have to curtail or cease operations.
  • Our quarterly and annual results may fluctuate from period to period, which could adversely impact the value of our Class A common stock.
  • Adverse developments affecting the financial services industry, such as actual events or concerns involving liquidity, defaults or non-performance by financial institutions or transactional counterparties, could adversely affect our current and projected business operations and our financial condition and results of operations.
  • Risks Related to Our Business and Industry
  • We have derived substantially all of our revenues to date from the PreTRM test, and if our efforts to further increase the use and adoption of the PreTRM test or to develop new products and services in the future do not succeed, our business will be harmed.
  • Our success depends on broad scientific and market acceptance of the PreTRM test and our other pipeline products and services, which we may fail to achieve.
  • In the near future, we expect to rely on sales to a limited number of direct customers for a significant portion of our revenue and cash flows related to the sale of the PreTRM test, making us subject to customer concentration risk.
  • If we are unable to establish and maintain sales and marketing capabilities, we may not be successful in commercializing the PreTRM test.
  • Even if the PreTRM test achieves broad scientific and market acceptance, if we fail to improve it or introduce compelling new products and services, our future revenues and prospects could be harmed.
  • Competition in the life science industry, including companies engaged in molecular diagnostics and proteomics, is intense. If we are unable to compete successfully with respect to our current or future products or services, we may not be able to increase or sustain our revenues or achieve profitability.
The other 61 risks
  • If our products do not perform as expected, our operating results, reputation, and business will suffer.
  • If our CLIA-certified laboratory facility becomes inoperable, we will be unable to perform our tests, and our business will be harmed.
  • The marketing, sale, and use of the PreTRM test and any other products that we develop in the future could result in substantial damages arising from product liability or professional liability claims that exceed our resources.
  • The results of our clinical trials and studies may not support the use of our tests and other product candidates or may not be replicated in later studies.
  • Interim, top-line and preliminary data from our clinical trials that we announce or publish from time to time may change as additional data become available and are subject to confirmation, audit, and verification procedures that could result in material changes in the final data.
  • Our business would be materially harmed if our proprietary biobank were to become contaminated, lost or destroyed.
  • Some of our products and services rely heavily on access to internal and external databases, and loss of access to data or such databases could materially harm our business.
  • International expansion of our business will expose us to business, regulatory, political, operational, financial, and economic risks associated with doing business outside the United States.
  • We may not be able to obtain and maintain the third-party relationships that are necessary to develop and commercialize some or all of our tests.
  • We rely on third parties for specimen collection, including phlebotomy services, and commercial courier delivery services, and if these services are disrupted, our business will be harmed.
  • We rely on a limited number of suppliers or, in some cases, single suppliers, for some of our laboratory instruments and materials, as well as for our whole-blood collection kit, and may not be able to find replacements or immediately transition to alternative suppliers on a cost-effective basis, or at all.
  • If we are unable to successfully scale our operations, or attract and retain highly skilled employees, our business could suffer.
  • Risks associated with any operations outside of the United States and developments in international trade by the U.S. and foreign governments could adversely affect our business.
  • Any headcount reductions undertaken to extend our cash runway and focus more of our capital resources on our prioritized research and development programs as well as commercialization activities may not achieve our intended outcome.
  • We may engage in acquisitions, dispositions or other strategic transactions that could disrupt our business, cause dilution to our stockholders or reduce our financial resources.
  • Public health threats, such as pandemics or epidemics, could materially affect our operations, as well as the business or operations of third parties with whom we conduct business. Our business could be adversely affected by the effects of other future public health threats in regions where we, or third parties on which we rely, have significant business operations.
  • We cannot ensure that our employees will fully adhere to compliance policies and procedures.
  • Our ability to utilize our net operating loss carryforwards and certain other tax attributes may be limited.
  • Our estimates of total addressable market opportunity and forecasts of market growth may prove to be inaccurate, and even if the market in which we compete achieves the forecasted growth, our business could fail to grow at a similar rate.
  • An inflationary environment and unstable global economic and geopolitical conditions could materially adversely impact our business and results of operations.
  • Inadequate funding for the SEC and other government agencies, or a work slowdown or stoppage at those agencies as part of a broader federal government shutdown or reduction in force, 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.
  • Risks Related to Reimbursement
  • If third-party payers do not adequately reimburse for the PreTRM test or any new products we may develop, such products may not be purchased or used, which may adversely affect our revenue and profits.
  • New reimbursement methodologies applicable to the PreTRM test, and other future products, including new CPT codes, may decrease reimbursement rates from third-party payers.
  • Billing disputes with third-party payers, including disagreement regarding the selection and use of CPT codes when submitting claims, may decrease realized revenue and may lead to requests for recoupment of past amounts paid.
  • Failure to comply with laws and regulations related to submission of claims for our services could result in substantial financial penalties and/or potential civil or criminal liability.
  • “Most favored nation” provisions in contracts with third-party payers may limit potential for revenue growth and may lead to claims for recoupment.
  • When third-party payers deny coverage, we are often unable to collect from the patient or any other source and risk disputes if we attempt to do so.
  • Our revenues may be adversely impacted if third-party payers withdraw coverage or provide lower levels of reimbursement due to changing policies, billing complexities or other factors.
  • Status as an out-of-network provider with a large commercial insurer may cause health care providers to avoid recommending our tests.
  • Changes in government health care policy could increase our costs and negatively impact coverage and reimbursement for our tests by governmental and other third-party payers.
  • If the validity of an informed consent from a patient is challenged, we could be precluded from billing for such patient’s testing, be forced to stop performing certain tests, forced to exclude the patient’s data or specimens from clinical trial results or be subject to lawsuits or regulatory enforcement.
  • Risks Related to Government Regulation
  • We may be adversely impacted by changes in laws and regulations, or in their application.
  • Changes in the way the FDA regulates the reagents, other consumables, and testing equipment we use when developing, validating, and performing our tests could result in delay or additional expense in bringing our tests to market or performing such tests for our customers.
  • If we fail to comply with federal and/or state laboratory licensing requirements, we could lose the ability to perform our tests or experience disruptions to our business.
  • We may become subject to extensive regulatory requirements and may be required to conduct additional clinical trials prior to continuing to sell our existing tests or launching any other tests we may develop, which may increase the cost of conducting, or otherwise harm, our business.
  • If we were to be required by the FDA to conduct additional clinical studies before continuing to offer the PreTRM test or future tests that we may develop as LDTs, those studies could lead to delays or failure to obtain necessary regulatory authorization, which could cause significant delays in commercializing any future products and harm our ability to achieve profitability.
  • The Federal Trade Commission and/or state enforcement or regulatory agencies may object to the methods and materials we use to promote our tests, our services or our nonmedical products and initiate enforcement against us, which could adversely affect our business and financial condition.
  • Medical product manufacturers’ use of social media platforms presents new risks.
  • Actual or perceived failures to comply with applicable data protection, data privacy and information security laws, regulations, standards, and other requirements could adversely affect our business, results of operations, and financial condition.
  • Security breaches, losses of data, and other disruptions could compromise sensitive information related to our business or prevent us from accessing critical information and expose us to liability, which could adversely affect our business and reputation.
  • Our internal information technology systems, or those of any of our third party service providers, or potential future collaborators, may fail or suffer security or data privacy breaches or other unauthorized or improper access to, use of, or destruction of our proprietary or confidential data, employee data or other personal data, which could result in regulatory enforcement, additional costs, loss of revenue, significant liabilities, harm to our brand and material disruption of our operations.
  • Artificial intelligence presents risks and challenges that can impact our business including by posing security risks to our confidential information, proprietary information, and personal data.
  • If we, or our employees or contractors on our behalf, engage in conduct that violates health care laws, are suspected or accused of engaging in such conduct, or are subject to investigation for actual or alleged such conduct, we could face substantial penalties and damage to our reputation, and our business operations and financial condition could be adversely affected.
  • Risks Related to Intellectual Property
  • Any failure to obtain, maintain, and enforce our intellectual property rights could impair our ability to protect our proprietary technology and our brand.
  • Issued patents covering our tests and technology could be found invalid or unenforceable, if challenged.
  • Our intellectual property may be infringed by a third party.
  • Developments or uncertainty in the patent statute, patent case law or USPTO rules and regulations may impact the validity of our patent rights.
  • We may be subject to claims challenging the inventorship of our patents and other intellectual property.
  • We may be subject to claims that our employees, consultants or independent contractors have wrongfully used or disclosed confidential information of third parties.
  • If we are not able to prevent disclosure of our trade secrets and other proprietary information, the value of our tests and technology could be significantly diminished.
  • Risks Related to Our Class A Common Stock
  • Our executive officers, directors and their affiliates and our stockholders holding 5% or more of our common stock own a significant percentage of our Class A common stock and will be able to exert significant control over matters subject to stockholder approval.
  • The price of our Class A common stock may be volatile, and you could lose all or part of your investment.
  • We do not intend to pay dividends on our Class A common stock, so any returns will be limited to the value of our Class A common stock.
  • The dual class structure of our common stock may limit your ability to influence corporate matters and may limit your visibility with respect to certain transactions.
  • We are an emerging growth company and a smaller reporting company, and we cannot be certain if the reduced reporting requirements applicable to emerging growth companies will make our Class A common stock less attractive to investors.
  • Sales of a substantial number of shares of our Class A common stock by our existing stockholders in the public market could cause our stock price to decline.
  • Anti-takeover provisions under our charter documents and Delaware law could delay or prevent a change in control which could limit the market price of our Class A common stock and may prevent or frustrate attempts by our stockholders to replace or remove our current management.
  • If securities or industry analysts do not publish research or publish inaccurate or unfavorable research about our business, our stock price and trading volume could decline.
  • Our amended and restated certificate of incorporation, as amended, designates certain courts 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.
  • Our inability to maintain effective disclosure controls and procedures could adversely affect our results of operations, liquidity and financial positions, as well as our stock price and investor confidence in us.
  • We expect to continue incurring significant costs as a result of operating as a public company, and our management is required to devote substantial time to new compliance initiatives.

Legal proceedings

We are not currently a party to any material litigation or other material legal proceedings. We may, from time to time, be involved in various legal proceedings arising from the normal course of business activities, and an unfavorable resolution of any of these matters could materially affect our future results of operations, cash flows, or financial position.

The opening of Item 3, Legal Proceedings.12

Sources

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