VIVS on Nasdaq
VivoSim Labs, INC.
American biological products company, incorporated in Delaware1
In its 2026 annual report the company says: “VivoSim Labs, Inc., is a pharmaceutical and biotechnology services company that is focused on providing testing of drugs and drug candidates in three-dimensional human tissue models of liver and intestine. We offer partners liver and intestinal toxicology insights using our new approach methodologies models. We also expect to offer bespoke services in the areas of investigational toxicology, mechanism of drug action elucidation, and other applications of these complex human tissue models.”4 It is headquartered in San Diego, California.1 Its shares trade on Nasdaq under the symbol VIVS.1
Price unavailable
Last updated Oct 21, 2026.
Overview
Compare with Candel Therapeutics, Instil Bio, Inc. or Zivo Bioscience, Inc., or pick any stock.
- TickerVIVS on Nasdaq1
- IndustryBiological Products, (No Diagnostic Substances)1
- HeadquartersSan Diego, California1
- Incorporated inDE3
- Business address11555 Sorrento Valley Road, Suite 100, San Diego, Ca 921213
- Filer categoryNon-accelerated filer, Smaller reporting company3
See how the biggest companies compare on our leaderboards
VivoSim Labs, Inc. ("VivoSim," “we,” “us,” “our,” the “Company” and “our Company”), is a pharmaceutical and biotechnology services company that is focused on providing testing of drugs and drug candidates in three-dimensional (“3D”) human tissue models of liver and intestine. We offer partners liver and intestinal toxicology insights using our new approach methodologies ("NAM") models. We anticipate accelerated adoption of human tissue models following the U.S. Food and Drug Administration ("FDA") announcement on April 10, 2025 to refine animal testing requirements in favor of these non-animal NAM methods. We also expect to offer bespoke services in the areas of investigational toxicology, mechanism of drug action elucidation, and other applications of these complex human tissue models.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 2026
Where the money goes
Where each dollar of revenue went, fiscal 2026
- Research and development36¢$4.2M
- Selling, general and admin64¢$7.4M
- Income tax0¢$2.0K
Out of $131.0K in revenue.2 The company lost money this year.
Financial statements
Every line of the income statement as filed: the last 2 fiscal years, latest first.2
| Period ending | 2026-03-31 | 2025-03-31 |
|---|---|---|
| Total Revenues | $131.0K | $144.0K |
| Cost of revenues | $0 | $5.0K |
| Research and development expenses | $4.2M | $5.0M |
| Selling, general, and administrative expenses | $7.4M | $7.7M |
| Total costs and expenses | $11.6M | $12.8M |
| Loss from Operations | -$11.5M | -$12.6M |
| Loss on issuance of common stock | -$2.7M | $0 |
| Gain on investment in equity securities | $94.0K | $0 |
| Gain on sale of asset | $0 | $10.0M |
| Interest income | $267.0K | $140.0K |
| Interest expense | -$12.0K | -$10.0K |
| Total Other Income (Expense) | -$2.4M | $10.1M |
| Income Tax Expense | -$2.0K | -$2.0K |
| Net Loss | -$13.8M | -$2.5M |
| Comprehensive Loss | -$13.8M | -$2.5M |
| Net loss per common share basic | -$5.35 | -$1.70 |
| Net loss per common share diluted | -$5.35 | -$1.70 |
| Weighted average shares used in computing net loss per common share basic | 2.6M shares | 1.5M shares |
| Weighted average shares used in computing net loss per common share diluted | 2.6M shares | 1.5M shares |
No quarter-by-quarter statement was filed.
Every line of the balance sheet as filed: the last 3 fiscal years (annual) or 3 quarters (quarterly), latest first.2
| Period ending | 2026-03-31 | 2025-03-31 | 2021-12-31 |
|---|---|---|---|
| Cash and cash equivalents | $5.0M | $11.3M | |
| Accounts receivable | $32.0K | $30.0K | |
| Escrow receivable | $1.0M | $0 | |
| Prepaid expenses and other current assets | $557.0K | $789.0K | |
| Total current assets | $6.6M | $12.1M | |
| Fixed assets, net | $206.0K | $419.0K | |
| Restricted cash | $143.0K | $143.0K | |
| Operating lease right-of-use assets | $407.0K | $867.0K | $2.3M |
| Escrow receivable | $0 | $1.0M | |
| Prepaid expenses and other assets, net | $3.0K | $90.0K | |
| Total assets | $7.4M | $14.7M | |
| Accounts payable | $1.0M | $1.6M | |
| Accrued expenses | $981.0K | $1.2M | |
| Insurance premium financing liability | $118.0K | $128.0K | |
| Liability to be settled in equity | $218.0K | $218.0K | |
| Operating lease liability, current portion | $447.0K | $521.0K | |
| Total current liabilities | $2.8M | $3.7M | |
| Common stock warrant liabilities | $5.7M | $0 | |
| Operating lease liability, net of current portion | $0 | $421.0K | |
| Total liabilities | $8.5M | $4.2M | |
| Common stock, $0.001 par value; 200,000,000 shares authorized, 2,894,519 and 1,898,068 shares issued and outstanding at March 31, 2026 and 2025, respectively | $3.0K | $2.0K | |
| Additional paid-in capital | $354.9M | $352.6M | |
| Accumulated deficit | -$356.0M | -$342.2M | |
| Treasury stock, 3 shares at cost | $0 | -$1.0K | |
| Total stockholders' (deficit) equity | -$1.1M | $10.5M | |
| Total Liabilities and Stockholders' (Deficit) Equity | $7.4M | $14.7M | |
| Common stock, par value | $0.00 | $0.00 | |
| Common stock, shares authorized | 200.0M shares | 200.0M shares | |
| Common stock, shares issued | 2.9M shares | 1.9M shares | |
| Common stock, shares outstanding | 2.9M shares | 1.9M shares | |
| Treasury stock, shares | 3 shares | 3 shares |
| Period ending | 2026-03-31 | 2025-03-31 | 2021-12-31 |
|---|---|---|---|
| Cash and cash equivalents | $5.0M | $11.3M | |
| Accounts receivable | $32.0K | $30.0K | |
| Escrow receivable | $1.0M | $0 | |
| Prepaid expenses and other current assets | $557.0K | $789.0K | |
| Total current assets | $6.6M | $12.1M | |
| Fixed assets, net | $206.0K | $419.0K | |
| Restricted cash | $143.0K | $143.0K | |
| Operating lease right-of-use assets | $407.0K | $867.0K | $2.3M |
| Escrow receivable | $0 | $1.0M | |
| Prepaid expenses and other assets, net | $3.0K | $90.0K | |
| Total assets | $7.4M | $14.7M | |
| Accounts payable | $1.0M | $1.6M | |
| Accrued expenses | $981.0K | $1.2M | |
| Insurance premium financing liability | $118.0K | $128.0K | |
| Liability to be settled in equity | $218.0K | $218.0K | |
| Operating lease liability, current portion | $447.0K | $521.0K | |
| Total current liabilities | $2.8M | $3.7M | |
| Common stock warrant liabilities | $5.7M | $0 | |
| Operating lease liability, net of current portion | $0 | $421.0K | |
| Total liabilities | $8.5M | $4.2M | |
| Common stock, $0.001 par value; 200,000,000 shares authorized, 2,894,519 and 1,898,068 shares issued and outstanding at March 31, 2026 and 2025, respectively | $3.0K | $2.0K | |
| Additional paid-in capital | $354.9M | $352.6M | |
| Accumulated deficit | -$356.0M | -$342.2M | |
| Treasury stock, 3 shares at cost | $0 | -$1.0K | |
| Total stockholders' (deficit) equity | -$1.1M | $10.5M | |
| Total Liabilities and Stockholders' (Deficit) Equity | $7.4M | $14.7M | |
| Common stock, par value | $0.00 | $0.00 | |
| Common stock, shares authorized | 200.0M shares | 200.0M shares | |
| Common stock, shares issued | 2.9M shares | 1.9M shares | |
| Common stock, shares outstanding | 2.9M shares | 1.9M shares | |
| Treasury stock, shares | 3 shares | 3 shares |
Cash flow is reported year to date, not quarter by quarter, so there are no separate quarterly figures.
Every line of the cash flow as filed: the last 2 fiscal years, latest first.2
| Period ending | 2026-03-31 | 2025-03-31 |
|---|---|---|
| Net loss | -$13.8M | -$2.5M |
| Loss on issuance of common stock | $2.7M | $0 |
| Placement agent warrant offering expense | $138.0K | $0 |
| Gain on previously liquidated equity securities | -$94.0K | $0 |
| Gain on sale of asset | $0 | -$10.0M |
| Interest accretion on escrow receivable | -$14.0K | $0 |
| Accretion on investments | $0 | -$38.0K |
| Depreciation and amortization | $215.0K | $266.0K |
| Stock-based compensation | $303.0K | $532.0K |
| Non-cash lease expense | $460.0K | $432.0K |
| Inventory write-off | $0 | $798.0K |
| Accounts receivable | -$2.0K | $3.0K |
| Inventory | $0 | -$501.0K |
| Prepaid expenses and other assets | $670.0K | $253.0K |
| Accounts payable | -$623.0K | $1.0M |
| Accrued expenses | -$245.0K | $717.0K |
| Operating lease liability | -$495.0K | -$452.0K |
| Net cash used in operating activities | -$10.8M | -$9.5M |
| Purchases of fixed assets | $0 | -$13.0K |
| Proceeds from sale of asset | $0 | $9.0M |
| Purchases of investments | $0 | -$3.0M |
| Maturities of investments | $0 | $3.0M |
| Proceeds from previously liquidated equity securities | $94.0K | $0 |
| Net cash provided by investing activities | $94.0K | $9.0M |
| Proceeds from issuance of common stock, net | $4.8M | $8.8M |
| Repayment of insurance premium financing liability | -$363.0K | $0 |
| Net cash provided by financing activities | $4.4M | $8.8M |
| Net (Decrease) Increase in Cash, Cash Equivalents, and Restricted Cash | -$6.3M | $8.4M |
| Escrow receivable | $0 | $1.0M |
| Income taxes paid | $2.0K | $2.0K |
| Interest paid | $12.0K | $10.0K |
| Liability to be settled in equity | $0 | $218.0K |
| Financed insurance premium exchanged for prepaid insurance | $353.0K | $128.0K |
No quarter-by-quarter statement was filed.
Corporate structure
VivoSim Labs, 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 VivoSim Labs, INC.
- Esousa Group Holdings LLC Filed SCHEDULE 13G/A on VivoSim Labs, INC., latest Aug 17, 2026 (2 filings since Apr 6, 2026)
- ARMISTICE CAPITAL, LLC Filed SCHEDULE 13G/A on VivoSim Labs, INC., latest May 15, 2025 (3 filings since Nov 14, 2024)
- Amova Asset Management Americas, Inc. Filed SC 13G/A on VivoSim Labs, INC., latest Feb 12, 2024 (3 filings since Feb 14, 2022)
- Sumitomo Mitsui Trust Group Filed SC 13G/A on VivoSim Labs, INC., latest Feb 5, 2024 (3 filings since Feb 4, 2022)
- RENAISSANCE TECHNOLOGIES LLC Filed SC 13G/A on VivoSim Labs, INC., latest Feb 10, 2022
- VivoSim Labs, INC. San Diego, California
Built from major holders from Schedules 13D and 13G. Each entity in the chart links to its source.
What it owns
What VivoSim Labs, 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
| Item | Latest | A year before | Change |
|---|---|---|---|
| Machinery and equipment | $1.6M2 Mar 31, 2026 | $1.6M2 Mar 31, 2025 | 0% |
| Furniture and fixtures | $66.0K2 Mar 31, 2026 | $66.0K2 Mar 31, 2025 | 0% |
| Computer equipment and software | $244.0K2 Mar 31, 2026 | $244.0K2 Mar 31, 2025 | 0% |
| Property and equipment, before depreciation | $1.9M2 Mar 31, 2026 | $1.9M2 Mar 31, 2025 | 0% |
| Accumulated depreciation | $1.7M2 Mar 31, 2026 | $1.5M2 Mar 31, 2025 | +14.0% |
| Property and equipment, net | $206.0K2 Mar 31, 2026 | $419.0K2 Mar 31, 2025 | −50.8% |
| Operating-lease assets (leased space) | $407.0K2 Mar 31, 2026 | $867.0K2 Mar 31, 2025 | −53.1% |
Investments
Inventory
Properties, in its own words
In November 2020, we entered into a sixty-two month lease agreement for our long term permanent premises, consisting of approximately 8,051 square feet of lab and office space. In November 2021, we amended the permanent lease agreement to add an additional 2,892 square feet of office space in the same building. In December 2021, we took occupancy of the aforementioned lab and office space, located at 11555 Sorrento Valley Road, San Diego, CA 92121. See “Note 7. Leases” of the Notes to the Consolidated Financial Statements contained within this Annual Report for a further discussion of properties. We believe that our existing facilities are adequate to meet our current needs, and that suitable additional alternative spaces will be available in the future on commercially reasonable terms.
Item 2 of the 10-K filed Jul 14, 2026.4
Leadership
Who has led VivoSim Labs, INC., and when. Pick a name to see everywhere that person has worked.
Chief executive
Chair
Chief financial officer
- Chief executive officerTaylor Crouch Apr 24, 2017 to Aug 18, 202014
- Chief executive officerKeith Murphy Mar 13, 2012 to Feb 21, 201715
- ChairKeith Murphy Mar 13, 2012 to now15
- PresidentChris Heberlig Sep 17, 2020 to Sep 17, 202016
- PresidentTaylor Crouch Apr 24, 2017 to Aug 18, 202014
- PresidentKeith Murphy Mar 13, 2012 to Feb 21, 201715
- Chief financial officerChris Heberlig Sep 17, 2020 to Sep 17, 202016
- Chief financial officerCraig Kussman Aug 23, 2016 to Aug 18, 202017
- Chief financial officerBarry D. Michaels Mar 13, 2012 to May 11, 201618
Board members and other officers (25)
- OfficerNorm Staskey Jan 8, 2025 to Jan 8, 202519
- Chief Commercial OfficerTony Serge Lialin Aug 21, 2025 to now20
- Chief Scientific OfficerAmar Akhtar Sethi Nov 26, 2025 to now21
- Chief Scientific OfficerJeffrey N. Miner Sep 17, 2020 to Oct 20, 202222
- Chief Medical OfficerSteven George Hughes Aug 9, 2018 to Aug 19, 201923
- General ManagerPaul Gallant Aug 24, 2015 to Aug 19, 201924
- EVP, Research & DevelopmentSharon Collins Presnell Mar 13, 2012 to Nov 20, 201825
- EVP of Commercial OperationsMichael Renard May 7, 2012 to Jun 8, 201526
- Chief Strategy OfficerEric David May 31, 2012 to Nov 16, 201727
- Board memberVaidehi Joshi Mar 10, 2022 to Aug 9, 202428
- Board memberAlison Tjosvold Milhous Sep 17, 2020 to now29
- Board memberDavid Gobel Sep 17, 2020 to now30
- Board memberDouglas Jay Cohen Sep 17, 2020 to now31
- Board memberCarolyn Beaver Feb 21, 2019 to Sep 9, 201932
- Board memberTaylor Crouch Apr 24, 2017 to Aug 18, 202014
- Board memberKeith Murphy May 9, 2017 to Jul 22, 202033
- Board memberMark Kessel Aug 19, 2016 to Sep 9, 201934
- Board memberRichard E. Maroun Aug 19, 2016 to Sep 9, 201935
- Board memberKirk Malloy Dec 9, 2014 to Sep 9, 201936
- Board memberTamar D. Howson Jun 7, 2013 to Jul 30, 201837
- Board memberRichard A. Heyman Aug 23, 2013 to Aug 24, 201538
- Board memberAdam K. Stern Mar 13, 2012 to now39
- Board memberRobert Baltera Jr. Mar 13, 2012 to Jul 30, 201840
- Board memberJames T. Glover Sep 7, 2012 to Jul 30, 201841
- General counselThomas E. Jurgensen Sep 17, 2020 to Oct 20, 202242
Former names
Timeline
- Oct 6, 20268-K Executive or director change; Shareholder vote43
- Aug 21, 20268-K Listing notice or transfer44
- Aug 6, 20268-K Results of operations45
- Jul 30, 20268-K Director nominations; Other events46
- Jul 24, 20268-K Listing notice or transfer; Other events47
- Jul 17, 20268-K Entered a material agreement; Unregistered sale of shares; Other events48
- Apr 3, 20268-K Entered a material agreement; Other events49
- Dec 18, 20258-K Shareholder vote50
- Aug 14, 20258-K Executive or director change; Regulation FD disclosure51
- May 6, 20258-K Other events52
- Apr 24, 20258-K Bylaws or fiscal year changed; Regulation FD disclosure; Other events53
- Apr 23, 20258-K Regulation FD disclosure54
- Apr 24, 2017New chief executive Taylor Crouch becomes CEO14
- Mar 13, 2012New chief executive Keith Murphy becomes CEO15
Calendar
Coming up
- Nov 5, 2026Reports results for the quarter ending Sep/202655
When it reported results
Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar
Filings
186 filings to the SEC since October 2021: 8 annual reports, 15 quarterly reports, 43 major events, 44 insider forms, 12 large holders, 64 other. The latest 20:
- Oct 6, 20268-K EDGAR
- Sep 1, 20264 EDGAR
- Aug 21, 2026ARS EDGAR
- Aug 21, 20268-K EDGAR
- Aug 21, 2026DEF 14A EDGAR
- Aug 17, 2026SCHEDULE 13G/A EDGAR
- Aug 13, 2026PRER14A EDGAR
- Aug 12, 202610-Q EDGAR
- Aug 10, 2026EFFECT EDGAR
- Aug 10, 2026PRE 14A EDGAR
- Aug 6, 20268-K EDGAR
- Jul 31, 2026S-1 EDGAR
- Jul 30, 20268-K EDGAR
- Jul 24, 20268-K CURRENT REPORT EDGAR
- Jul 17, 20268-K EDGAR
- Jul 14, 202610-K EDGAR
- Jun 29, 2026NT 10-K EDGAR
- Apr 6, 2026SCHEDULE 13G EDGAR
- Apr 3, 20268-K EDGAR
- Apr 2, 2026424B4 PROSPECTUS EDGAR
The 186 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
4 open-market trades by officers, directors and large owners since October 2021: 1 buys and 3 sales. Grants, option exercises and gifts are left out.
| Date | Who | Trade | Shares | Price | Value | Filing |
|---|---|---|---|---|---|---|
| Aug 31, 2026 | Lialin Tony SergeChief Commercial Officer | Buy | 10,000 | $0.28 | $2.8K | Form 4 |
| Nov 17, 2025 | Gobel DavidDirector | Sale | 3,266 | $2.24 | $7.3K | Form 4 |
| Nov 15, 2023 | Gobel DavidDirector | Sale | 19,607 | $1.62 | $31.8K | Form 4 |
| Nov 19, 2021 | Gobel DavidDirector | Sale | 145 | $5.29 | $767 | Form 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.
- Esousa Group Holdings LLCSCHEDULE 13G/A, 2 filings Apr 6, 2026 to Aug 17, 202657
- ARMISTICE CAPITAL, LLCSCHEDULE 13G/A, 3 filings Nov 14, 2024 to May 15, 202558
- Amova Asset Management Americas, Inc.SC 13G/A, 3 filings Feb 14, 2022 to Feb 12, 202459
- Sumitomo Mitsui Trust GroupSC 13G/A, 3 filings Feb 4, 2022 to Feb 5, 202460
- RENAISSANCE TECHNOLOGIES LLCSC 13G/A, 1 filing Feb 10, 202261
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.
| Year | Executive | Age | Salary | Total pay |
|---|---|---|---|---|
| 2026 | Keith Murphy | 54 | $740.2K | $866.0K62 |
| 2026 | Tony LialinChief Commercial Officer | 55 | $221.5K | $298.0K62 |
| 2026 | Amar SethiChief Scientific Officer | 55 | $117.7K | $235.3K62 |
| 2026 | Norman Staskey | 55 | $119.5K62 | |
| 2025 | Executive Chairman | $726.7K | $1.2M62 | |
| 2025 | Chief Financial Officer | $20.9K62 |
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.
13F reports cover disclosed long positions in U.S. stocks only.
SEC filer profile
How VivoSim Labs, INC. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.
- Name on EDGARVivoSim Labs, INC.1
- CIK0001497253
- Employer ID (EIN)27-14889434
- Filer statusNon-accelerated filer not an emerging growth company; a smaller reporting company; not a shell company4
- Incorporated inDelaware4
- Fiscal year endsMarch 311
- Industry code (SIC)2836 Biological Products, (No Diagnostic Substances)1
- SEC reviewing officeOffice of Life Sciences, Division of Corporation Finance1
- Business address11555 Sorrento Valley Road, Suite 100, San Diego, CA 921211
- Phone858-224-10001
- Shares outstanding14,850,612 as of Aug 10, 202613
- Public float$7.5M as of Sep 30, 20254
- AuditorRosenberg Rich Baker Berman, P.A., Somerset, New Jersey PCAOB ID 894
- On EDGAR sinceAug 4, 20101
- Filings818 in all: 4 (258), 8-K (186), 10-Q (46), 3 (36), CORRESP (25), SC 13G/A (22), DEFA14A (20), UPLOAD (17)1
All 53 form types
10-K (15), 424B5 (15), 425 (15), DEF 14A (15), EFFECT (14), S-8 (12), S-1/A (9), SC 13G (9), 5 (8), CT ORDER (7), 8-K/A (6), PRE 14A (6), S-1 (6), 10-K/A (5), 424B3 (5), S-3 (5), S-8 POS (5), ARS (4), SC TO-I/A (4), 424B4 (3), D (3), NT 10-K (3), POS AM (3), S-4/A (3), SCHEDULE 13G/A (3), 3/A (2), 4/A (2), 8-A12B (2), PX14A6G (2), SEC STAFF LETTER (2), 10-KT (1), 144 (1), 25 (1), 8-A12G (1), CERTNAS (1), CERTNYS (1), D/A (1), DEFR14A (1), DRS (1), NT 10-Q (1), PRER14A (1), RW (1), S-4 (1), SC TO-I (1), SCHEDULE 13G (1)
- Latest filingsAnnual report (10-K) Jul 14, 2026
Quarterly report (10-Q) Aug 12, 2026
Proxy statement (DEF 14A) Aug 21, 2026
Latest 8-K (8-K) Oct 6, 2026
Securities registered for trading
| Class | Symbol | Exchange |
|---|---|---|
| Common Stock, par value $0.001 per share | VIVS | Nasdaq |
From the cover page of the 10-K filed Jul 14, 2026 (Section 12(b) of the Exchange Act).4
Risk factors and legal proceedings
The risks VivoSim Labs, INC. names in Item 1A of its 10-K filed Jul 14, 2026: 51 risks under these headings, as written.4
- We will incur substantial additional operating losses over the next several years as our services and research and development activities proceed.
- Using our platform technology to develop healthy human tissues and disease models to support both external and internal drug discovery and development is new and unproven.
- We will require access to a constant, steady, reliable supply of human cells to support our services and research and development activities.
- We may require substantial additional funding. Raising additional capital would cause dilution to our existing stockholders and may restrict our operations or require us to relinquish rights to our technologies or to a product candidate.
- We will be supporting external clinical development through our services and pursuing our own R&D programs. Clinical drug development involves a lengthy and expensive process with uncertain timelines and uncertain outcomes, and results of earlier studies and trials may not be predictive of future results.
- The near and long-term viability of our services and R&D efforts will depend on our ability to successfully establish strategic relationships.
- Current and future legislation may increase the difficulty and cost of commercializing drug candidates and may affect the prices that can be charged if drug candidates are approved for commercialization.
- Management has performed an analysis and concluded that substantial doubt exists about our ability to continue as a going concern. Separately, our independent registered public accounting firm has included in its opinion for the year ended March 31, 2026 an explanatory paragraph expressing substantial doubt in our ability to continue as a going concern, which may hinder our ability to obtain future financing.
- We have a history of operating losses and expect to incur significant additional operating losses.
- There is no assurance that an active market in our common stock will continue at present levels or increase in the future.
- The price of our common stock may continue to be volatile, which could lead to losses by investors and costly securities litigation.
- Patents covering our products could be found invalid or unenforceable if challenged in court or before administrative bodies in the United States or abroad.
The other 39 risks
- We may be involved in lawsuits or other proceedings to protect or enforce our patents or the patents of our licensors, which could be expensive, time-consuming and unsuccessful.
- Risks Related to our Business
- We are a pharmaceutical and biotechnology services company focusing on providing testing of drugs and drug candidates in 3D human tissue models, which is an unproven business strategy that may never achieve profitability.
- We will face intense competition in our services and drug discovery efforts.
- Our business will be adversely impacted if we are unable to successfully attract, hire and integrate key additional employees or contractors.
- We will be supporting external clinical development by third parties through our services and pursuing our own R&D programs. Clinical drug development involves a lengthy and expensive process with uncertain timelines and uncertain outcomes, and results of earlier studies and trials may not be predictive of future results.
- We may expend our limited resources to pursue a particular product candidate or indication and fail to capitalize on potential product candidates or indications that may be more profitable or for which there is a greater likelihood of success.
- We will rely upon third-party contractors and service providers for the execution of critical aspects of any future development programs. Failure of these collaborators to provide services of a suitable quality and within acceptable timeframes may cause the delay or failure of any future development programs.
- The near and long-term viability of our services platform and R&D efforts will depend on our ability to successfully establish strategic relationships.
- Our ability to effectively monitor and respond to the rapid and evolving developments and expectations relating to sustainability, including environmental, social and governance factors may impose unexpected costs or results in reputational or other harm that could have a material adverse effect on our business.
- Unstable market and economic conditions may have serious adverse consequences on our business, financial condition and share price.
- Our use of generative artificial intelligence tools in our operations may expose us to risks related to confidentiality, accuracy, regulatory compliance and intellectual property ownership or rights.
- Risks Related to Government Regulation
- In the past, we have used hazardous chemicals, biological materials and infectious agents in our business. Any claims relating to improper handling, storage or disposal of these materials could be time consuming and costly.
- If we fail to obtain and sustain an adequate level of reimbursement for our potential products by third-party payors, potential future sales would be materially adversely affected.
- Changes in government funding for the FDA, the SEC and other government agencies could hinder their ability to hire and retain key leadership and other personnel, properly administer drug innovation, or prevent our potential product candidates 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, financial condition and results of operations.
- Risks Related to Our Capital Requirements, Finances and Operations
- Management has performed an analysis and concluded that substantial doubt exists about our ability to continue as a going concern. Separately, our independent registered public accounting firm has included in its opinion for the year ended March 31,
- 2026 an explanatory paragraph expressing substantial doubt in our ability to continue as a going concern, which may hinder our ability to obtain future financing.
- Additional funds may not be available when we need them on terms that are acceptable to us, or at all. If adequate funds are not available to us on a timely basis, we may be required to curtail or cease our operations.
- Our quarterly operating results may vary, which could negatively affect the market price of our common stock.
- We may identify material weaknesses in our internal control over financial reporting in the future that may cause us to fail to meet our reporting obligations or result in material misstatements of our financial statements.
- The anticipated benefits of the sale of our FXR program may not be fully realized as we may not receive some or all of the potential milestone payments related to the sale of our FXR program.
- Future strategic investments could negatively affect our business, financial condition and results of operations if we fail to achieve the desired returns on our investment.
- Our business could be adversely impacted if we are unable to retain our executive officers and other key personnel.
- We may be subject to security breaches or other cybersecurity incidents that could compromise our information and expose us to liability.
- Compliance with global privacy and data security requirements could result in additional costs and liabilities to us or inhibit our ability to collect and process data globally, and the failure to comply with such requirements could subject us to significant fines and penalties, which may have a material adverse effect on our business, financial condition and results of operations.
- We and our partners may be subject to stringent privacy laws, information security laws, regulations, policies and contractual obligations related to data privacy and security, and changes in such laws, regulations, policies or how they are interpreted or changes in contractual obligations could adversely affect our business.
- We may experience conflicts of interest with Viscient Biosciences, Inc. with respect to business opportunities and other matters.
- Risks Related to Our Common Stock and Liquidity Risks
- We could fail to maintain the listing of our common stock on the Nasdaq Capital Market, which could seriously harm the liquidity of our stock and our ability to raise capital or complete a strategic transaction.
- Investors may experience dilution of their ownership interests because of the future issuance of additional shares of our capital stock.
- We do not intend to pay dividends for the foreseeable future.
- Anti-takeover provisions in our organizational documents and Delaware law may discourage or prevent a change of control, even if an acquisition would be beneficial to our stockholders, which could affect our stock price adversely and prevent attempts by our stockholders to replace or remove our current management.
- Risks Related to Our Intellectual Property
- If we are not able to adequately protect our proprietary rights, our business could be harmed.
- We may not be able to protect our intellectual property rights throughout the world.
- Changes in U.S. patent law or the patent law of other countries or jurisdictions could diminish the value of patents in general, thereby impairing our ability to protect our products.
- We depend on license agreements with University of Missouri for rights to use certain patents, pending applications, and know how. Failure to comply with or maintain obligations under these agreements and any related or other termination of these agreements could materially harm our business and prevent us from developing or commercializing new product candidates.
- We may be unable to adequately prevent disclosure of trade secrets and other proprietary information.
- We may be subject to claims that our employees, consultants or independent contractors have wrongfully used or disclosed confidential information of third parties.
- Risks Related to Litigation
- Claims, litigation, government investigations and other proceedings may adversely affect our business, operating results and financial condition.
- General Risk Factors
- Compliance with the reporting requirements of federal securities laws can be expensive.
- If we fail to comply with the rules of Section 404 of the Sarbanes-Oxley Act related to accounting controls and procedures, or, if we discover material weaknesses and deficiencies in our internal control and accounting procedures, we may be subject to sanctions by regulatory authorities and our stock price could decline.
Legal proceedings
In addition to commitments and obligations in the ordinary course of business, we may be subject, from time to time, to various claims and pending and potential legal actions arising out of the normal conduct of our business.
We assess contingencies to determine the degree of probability and range of possible loss for potential accrual in our financial statements. Because litigation is inherently unpredictable and unfavorable resolutions could occur, assessing litigation contingencies is subjective and requires judgments about future events. When evaluating contingencies, we may be unable to provide a meaningful estimate due to a number of factors, including the procedural status of the matter in question, the presence of complex or novel legal theories, and/or the ongoing discovery and development of information important to the matters. In addition, damage amounts claimed in litigation against us may be unsupported, exaggerated or unrelated to possible outcomes, and as such are not meaningful indicators of our potential liability.
See “Note 8. Commitments and Contingencies” of the Notes to the Consolidated Financial Statements contained within this Annual Report for a further discussion of potential commitments and contingencies related to legal proceedings.
The opening of Item 3, Legal Proceedings.4
Sources
The numbers on this page point here. Each one links to the record it came from.
- 1
- 2
- 3
- 4
- 5
- 6
- 7
- 8
- 9
- 10
- 11
- 12
- 13
- 14
- 15
- 16SEC EDGARChris Heberlig, President
- 17
- 18
- 19SEC EDGARNorm Staskey, Officer
- 20
- 21
- 22
- 23
- 24SEC EDGARPaul Gallant, General Manager
- 25
- 26
- 27SEC EDGAREric David, Chief Strategy Officer
- 28SEC EDGARVaidehi Joshi, Board member
- 29
- 30SEC EDGARDavid Gobel, Board member
- 31SEC EDGARDouglas Jay Cohen, Board member
- 32SEC EDGARCarolyn Beaver, Board member
- 33SEC EDGARKeith Murphy, Board member
- 34SEC EDGARMark Kessel, Board member
- 35SEC EDGARRichard E. Maroun, Board member
- 36SEC EDGARKirk Malloy, Board member
- 37SEC EDGARTamar D. Howson, Board member
- 38SEC EDGARRichard A. Heyman, Board member
- 39SEC EDGARAdam K. Stern, Board member
- 40SEC EDGARRobert Baltera Jr., Board member
- 41SEC EDGARJames T. Glover, Board member
- 42SEC EDGARThomas E. Jurgensen, General counsel
- 43
- 44SEC EDGARListing notice or transfer
- 45SEC EDGARResults of operations
- 46SEC EDGARDirector nominations; Other events
- 47
- 48
- 49
- 50SEC EDGARShareholder vote
- 51
- 52SEC EDGAROther events
- 53
- 54SEC EDGARRegulation FD disclosure
- 55NasdaqNasdaq calendar
- 56
- 57
- 58
- 59
- 60
- 61
- 62