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CODEXIS, INC.

For the period ended Sep 30, 2026. Filed Nov 12, 2026.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2026 · Filed Nov 12, 2026

CDXS$0.96-1.9%Stored close · as of Nov 12, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2026-06-30; filed 2026-08-11.

0001200375-26-000019

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2026-09-30; filed 2026-11-12.

0001200375-26-000026

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 72 previous paragraphs and 75 current paragraphs.

46 unchanged; 24 reworded; 5 added; 2 removed; 0 previous and 0 current paragraphs rearranged.

Tables are not compared: 9 previous and 9 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (5)

Current report

In November 2026, we presented data at TIDES Europe conference demonstrating the quality, stereo-control and manufacturing performance of its ECO Synthesis® Manufacturing Platform. In particular, we presented data related to gains in manufacturing efficiency at the 100-gram scale, achieving product quality above 90% while nearly halving cycle time.

Current report

On November 5, 2026, we and our wholly owned subsidiary, Codexis Mayflower Holdings, LLC, entered into the LSA with the Trinity Lenders and Trinity Capital Inc., as administrative agent and collateral agent for the Trinity Lenders. The LSA provides for term loans in an aggregate principal amount of up to $60.0 million, available in three tranches: (a) a term loan of $42.5 million, which was funded on the Trinity Closing Date; (b) a term loan of $7.5 million, available at our request through December 15, 2027, subject to customary conditions and to the ratio of the outstanding principal amount of the Trinity Loans (after giving pro forma effect to such loan) to our market capitalization, as defined in the LSA, not exceeding 20%; and (c) a term loan of $10.0 million, available through the end of the interest-only period, subject to approval by the Trinity Lenders in their sole discretion. We are required to pay a commitment fee equal to 1.00% of the principal amount of each Trinity Loan funded. The Trinity Loans bear interest at a variable rate per annum equal to the greater of (i) 10.50% and (ii) the sum of (x) the lesser of The Wall Street Journal prime rate and 8.00%, plus (y) 3.75%. We are required to make monthly payments of interest only until November 1, 2030, after which the Trinity Loans amortize in equal monthly installments of principal and interest through the maturity date of November 1, 2031. If no event of default or potential event of default has occurred on or prior to the last day of the interest-only period, the interest-only period will extend to the maturity date. At maturity or upon earlier prepayment or acceleration, we are required to pay an end of term payment equal to 5.00% of the original principal amount of the Trinity Loans funded. We may prepay the Trinity Loans in whole at any time, subject to a prepayment premium of 3.00%, 2.00% or 1.00% of the principal amount prepaid, declining annually through the second anniversary of the Trinity Closing Date. Our obligations under the LSA are secured by substantially all of our assets, including intellectual property, subject to customary exceptions. The LSA contains customary representations and warranties, affirmative and negative covenants and events of default, and a financial covenant requiring us, at any time our market capitalization is less than $400.0 million, to maintain liquidity, as defined in the LSA, of not less than the then-outstanding principal amount of the Trinity Loans, subject to a 60-day cure right that may be exercised no more than twice in any trailing 12-month period and that is not available if liquidity falls below 90% of the then-outstanding principal amount of the Trinity Loans. In connection with the LSA, we issued to the Trinity Lenders the Lender Warrants to purchase up to an aggregate of 1,666,668 shares of our common stock at an exercise price of $1.08 per share. Upon the funding of the Tranche A Loan on the Trinity Closing Date, the Lender Warr…

Excerpt shortened here; the source contains the full paragraph.

Current report

On the Trinity Closing Date, we used the proceeds of the Tranche A Loan, together with cash on hand, to repay in full all outstanding obligations under the Loan Agreement, paying an aggregate of approximately $43.6 million, consisting of outstanding principal, accrued and unpaid interest, a prepayment fee and the exit fee, together with other fees and expenses. Upon such payment, all liens and security interests securing the obligations under the Loan Agreement were released and the Loan Agreement was terminated. The warrants to purchase shares of common stock previously issued to Innovatus in connection with the Loan Agreement remain outstanding in accordance with their terms.
Removed paragraphs (2)

Previous report

The offering closed on July 27, 2026, and we received net proceeds of approximately$23.1 million after deducting the underwriting discounts and commissions and estimated offering expenses payable by the Company. On July 29, 2026, the underwriters partially exercised their option and purchased an additional 1,333,333 shares of common stock at the public offering price of$1.50 per share, less underwriting discounts and commissions.
Reworded paragraphs (24)

Previous wording

At the end of 2024, we completed the build out of our ECO Synthesis Innovation Lab, a facility where our ECO Synthesis manufacturing platform is deployed to synthesize gram-scale quantities of a customer’s desired siRNA construct suitable for pre-clinical testing. In addition, the infrastructure allows us to provide process development, analytical method development and other manufacturing process optimization which is required to enable the siRNA to proceed to clinical-stage manufacturing and testing. In 2025, we successfully manufactured non-good manufacturing practice (“GMP”)-grade siRNA drug substance for customers in our Innovation Lab under development services contracts. We also entered into partnerships with three large-scale contract development and manufacturing organizations (“CDMOs”)to evaluate our ECO platform of enzymatic tools and processes to ultimately synthesize GMP-grade siRNA drug substance for our customers. Under each of these agreements, we have conducted technology transfer to several partners in 2026 for further evaluation of the technology. We believe these relationships to be a vital extension of our strategy to be a technology solutions provider for our customers. Through these arrangements, our customers will have access to proven, large-scale commercial manufacturers who are familiar with our process, who can then offer a seamless manufacturing scale-up of our customers’products. We expect to expand our enzymatic tools and process offerings as we further enhance the ECO Synthesis platform to address the overall market needs for scalable and sustainable RNAi manufacturing.

Current wording

At the end of 2024, we completed the build-out of our ECO Synthesis Innovation Lab, a facility where our ECO Synthesis Manufacturing Platform is deployed to synthesize gram-scale quantities of a customer’s desired siRNA construct suitable for pre-clinical testing. In addition, the infrastructure allows us to provide process development, analytical method development and other manufacturing process optimization which is required to enable the siRNA to proceed to clinical-stage manufacturing and testing. In 2025, we successfully manufactured non-good manufacturing practice (“GMP”)-grade siRNA drug substance for customers in our Innovation Lab under development services contracts. We also entered into partnerships with three large-scale contract development and manufacturing organizations (“CDMOs”)to evaluate our ECO platform of enzymatic tools and processes to ultimately synthesize GMP-grade siRNA drug substance for our customers. Under each of these agreements, we have conducted technology transfer to these partners in 2026 for further evaluation of the technology. We believe these relationships to be a vital extension of our strategy to be a technology solutions provider for our customers. Through these arrangements, our customers will have access to proven, large-scale commercial manufacturers who are familiar with our process, who can then offer a seamless manufacturing scale-up of our customers’ products. We expect to expand our enzymatic tools and process offerings as we further enhance the ECO Synthesis platform to address the overall market needs for scalable and sustainable RNAi manufacturing.

Previous wording

In November 2025, we signed a lease for a 34,000-square-foot GMP manufacturing facility in Hayward, California, which we refer to as our ECO GMP Manufacturing Center. The multi-purpose facility is designed to expand our internal capabilities into GMP manufacturing of siRNA and other oligonucleotides using our ECO Synthesis manufacturing platform, and its flexible design is also intended to support production of purified enzymes used in the ECO Synthesis process. We applied for a building permit during the second quarter of 2026 and expect to commence retrofit construction during the second half of 2026. We expect the facility to support customers’ early clinical trial supply requirements. Our CDMO partnerships and the ECO GMP Manufacturing Center are complementary elements of our strategy: the ECO GMP Manufacturing Center is intended to serve early clinical-stage supply, while our CDMO partners are intended to provide large-scale commercial manufacturing capacity.

Current wording

In November 2025, we signed a lease for a 34,000-square-foot GMP manufacturing facility in Hayward, California, which we refer to as our ECO GMP Manufacturing Center. The multi-purpose facility is designed to expand our internal capabilities into GMP manufacturing of siRNA and other oligonucleotides using our ECO Synthesis Manufacturing Platform, and its flexible design is also intended to support production of purified enzymes used in the ECO Synthesis process. We applied for a building permit during the third quarter of 2026. Once fully operational, we expect the facility to support customers’ early clinical trial supply requirements.

Previous wording

Total revenues decreased by $0.4 million to $14.9 million in the three months ended June 30, 2026 compared to the same period in 2025, primarily due to lower research and development revenue partially offset by higher product revenue in the current period. Total revenues increased by $7.3 million to $30.2 million in the six months ended June 30, 2026 compared to the same period in 2025, primarily due to higher product revenue.

Current wording

Total revenues increased by $10.7 million to $19.3 million in the three months ended September 30, 2026 compared to the same period in 2025, primarily due to higher product revenue and research and development revenue in the current period. Total revenues increased by $18.0 million to $49.4 million in the nine months ended September 30, 2026 compared to the same period in 2025, primarily due to increases in product revenue and research and development revenue.

Previous wording

Product revenue increased by $5.8 million to $13.2 million in the three months ended June 30, 2026 compared to the same period in 2025, primarily due to$1.7 million higher sales of enzymes used in commercial pharmaceutical manufacturing and$4.1 million higher sales of enzymes for use in clinical-stage manufacturing and process development activities. Product revenue increased by $7.0 million to $20.4 million in the six months ended June 30, 2026 compared to the same period in 2025, primarily due to$1.8 million higher sales of enzymes used in commercial pharmaceutical manufacturing and$5.2 million higher sales of enzymes for use in clinical-stage manufacturing and process development activities. Our product revenue fluctuates from period to period due to variability in our customers’ manufacturing schedules and the timing of their clinical trial progression and receipt of their product approvals, which affects order volumes for our enzyme products.

Current wording

Product revenue increased by $8.9 million to $15.7 million in the three months ended September 30, 2026 compared to the same period in 2025, primarily due to$8.4 million higher sales of enzymes used in commercial pharmaceutical manufacturing and$0.6 million higher sales of enzymes for use in clinical-stage manufacturing and process development activities. Product revenue increased by $15.9 million to $36.1 million in the nine months ended September 30, 2026 compared to the same period in 2025, primarily due to$11.0 million higher sales of enzymes used in commercial pharmaceutical manufacturing and$5.0 million higher sales of enzymes for use in clinical-stage manufacturing and process development activities. Our product revenue fluctuates from period to period due to variability in our customers’ manufacturing schedules and the timing of their clinical trial progression and receipt of their product approvals, which affects order volumes for our enzyme products.

Previous wording

Research and development revenue decreased by $6.3 million to $1.7 million in the three months ended June 30, 2026 compared to the same period in 2025, primarily due to the recognition of$4.7 million of milestone revenue from legacy collaboration agreements and$2.5 million of revenue from a licensing agreement in the second quarter of 2025 that did not reoccur inthe current period. The decrease was partially offset by$0.9 million in higher revenue from existing and legacy agreements in the current period. Research and development revenue increased by $0.3 million to $9.8 million in the six months ended June 30, 2026 compared to the same period in 2025, primarily due to the recognition of $6.3 million of license revenue previously recorded as deferred revenue as of December 31, 2025,$0.7 million of revenue recognized related to ECO Synthesis evaluation services, and $1.0 million of higher revenue from existing and legacy agreements. The increase was partially offset by the non-recurrence of $4.7 million of milestone revenue and $3.0 million of licensing revenue recognized in 2025.

Current wording

Research and development revenue increased by $1.7 million to $3.5 million in the three months ended September 30, 2026 compared to the same period in 2025, primarily due to the recognition of$2.8 million of milestone revenue from legacy collaboration agreements partially offset by$1.1 million in lower service revenue from existing and legacy agreements in the current period. Research and development revenue increased by $2.1 million to $13.3 million in the nine months ended September 30, 2026 compared to the same period in 2025. The increase was primarily due to a$3.3 million increase in license revenue, resulting from the recognition of$6.3 million of license revenue that was previously included in deferred revenue as of December 31, 2025, as well as$0.8 million of revenue recognized related to ECO Synthesis evaluation services. These increases were partially offset by $1.6 million in lower milestone revenue recognized in 2026 and$0.4 million lower service revenue from existing and legacy agreements.

Previous wording

Cost of product revenue increased by $1.4 million and$0.7 millionin the three and six months ended June 30, 2026, respectively, compared to the same period in 2025. Product gross margin was 73% and 73% in the three and six months ended June 30, 2026, respectively, compared to 72% and 64%in the corresponding period in 2025. The changes in cost of product revenue and product gross margins are primarily due to a shift in sales toward more profitable products, and declines in less profitable legacy products.

Current wording

Cost of product revenue increased by $1.5 million and$2.3 millionin the three and nine months ended September 30, 2026, respectively, compared to the same periods in 2025. Product gross margin was 74% and 73% for the three and nine months ended September 30, 2026, respectively, compared to 64% in each of the corresponding periods in 2025. The changes in cost of product revenue and product gross margins are primarily due to a shift in sales toward more profitable products, and declines in less profitable legacy products.

Previous wording

Research and development expenses decreased by $2.1 million in the three months ended June 30, 2026 compared to the same period in 2025 primarily due to $1.6 million decrease in employee-related costs due to lower headcount, $0.3 million decrease from lower use of outside services,$0.3 million in lower lab supplies, $0.1 million decrease in depreciation expense, and $0.1 million decrease in stock-based compensation expense, partially offset by $0.2 million in higher allocable costs. The decrease in research and development expenses of $3.6 million in the six months ended June 30, 2026, compared to the same period in 2025, was primarily due to $3.0 million decrease in employee-related costs, $0.3 million in lower consulting and outside services, $0.3 million decrease in stock-based compensation expense, and $0.2 million in lower lab supplies, partially offset by $0.2 million in higher allocable costs.

Current wording

Research and development expenses decreased by $1.3 million in the three months ended September 30, 2026 compared to the same period in 2025 primarily due to a $1.2 million decrease in employee-related costs due to lower headcount, and$0.2 million decrease in depreciation expense, partially offset by $0.1 million in higher allocable costs. The decrease in research and development expenses of $4.8 million in the nine months ended September 30, 2026, compared to the same period in 2025, was primarily due to a $4.4 million decrease in employee-related costs and $0.3 million decrease in stock-based compensation expense due to lower headcount, $0.3 million decrease in depreciation expense, and $0.1 million in lower consulting and outside services, partially offset by $0.3 million in higher allocable costs.

Previous wording

Selling, general and administrative expenses decreased by $1.4 million during the three months ended June 30, 2026, compared to the same period in 2025 primarily due to$0.8 million in lower stock-based compensation expenses, $0.6 million decrease in employee-related costs due to lower headcount, $0.2 million decrease in allocable costs and$0.1 million in lower consulting and outside services, partially offset by$0.2 million increase in facilities associated costs. The decrease in selling, general and administrative expenses of $4.0 million during the six months ended June 30, 2026 as compared to the same period in 2025, was primarily due to $2.0 million in lower employee-related costs, $1.6 million decrease in stock-based compensation expense, $0.5 million in lower legal costs, $0.2 million decrease in consulting and outside services and $0.2 million in lower allocable costs, partially offset by a $0.4 million increase in facilities associated costs.

Current wording

Selling, general and administrative expenses decreased by $1.1 million during the three months ended September 30, 2026, compared to the same period in 2025 primarily due to$0.9 million in lower stock-based compensation expenses due to lower headcount, $0.3 million decrease in allocable costs, and $0.2 million decrease in employee-related costs due to lower headcount, partially offset by a$0.2 million increase in facilities associated costs, $0.1 million in higher consulting and outside services and$0.1 million in higher legal costs. The decrease in selling, general and administrative expenses of $5.1 million during the nine months ended September 30, 2026 as compared to the same period in 2025, was primarily due to $2.5 million decrease in stock-based compensation expense and $2.1 million in lower employee-related costs due to lower headcount, $0.5 million in lower allocable costs, $0.3 million in lower legal costs, and $0.3 million decrease in consulting and outside services, partially offset by a $0.7 million increase in facilities associated costs.

Previous wording

Interest income remained relatively consistent during the three and six months ended June 30, 2026, compared to the same period in 2025, reflecting comparable average balances of cash, cash equivalents and short-term investments.

Current wording

Interest income remained relatively consistent during the three and nine months ended September 30, 2026, compared to the same periods in 2025, reflecting comparable average balances of cash, cash equivalents and short-term investments.

Previous wording

Interest and other expense, netincreased by $0.3 million and$0.7 million in the three and six months ended June 30, 2026, respectively, compared to the same period in 2025, primarily due to higher interest related to long-term debt due to the funding of the second tranche of the Innovatus Loan in June 2025.

Current wording

Interest and other expense remained relatively consistent for thethree months ended September 30, 2026, compared to the same period in 2025. Interest and other expense increased by$0.7 million for thenine months ended September 30, 2026, compared to the same period in 2025, primarily due to higher interest expense related to long-term debt due to the funding of the second tranche of the Innovatus Loan in June 2025.

Previous wording

The provision for income taxes for the three and six months ended June 30, 2026 was primarily due to income taxes imposed by foreign taxing authorities related to the ongoing liquidation of our Indian subsidiary and accrual of interest and penalties on historic uncertain tax positions. The provision for income taxes for thethree and six months ended June 30, 2025 was primarily due to the accrual of interest and penalties on historic uncertain tax positions.

Current wording

The provision for income taxes for the three and nine months ended September 30, 2026 was primarily due to income taxes imposed by foreign taxing authorities related to the ongoing liquidation of our Indian subsidiary and accrual of interest and penalties on historic uncertain tax positions. The provision for income taxes for thethree and nine months ended September 30, 2025 was primarily due to the accrual of interest and penalties on historic uncertain tax positions.

Previous wording

Net loss for the three months ended June 30, 2026 was $12.0 million, or a net loss per basic and diluted share of $0.13. This compared to a net loss of $13.3 million, or a net loss per basic and diluted share of $0.16, for the three months ended June 30, 2025. The decrease in net loss was primarily related to$2.0 million lower costs and operating expenses in 2026.

Current wording

Net loss for the three months ended September 30, 2026 was $8.1 million, or a net loss per basic and diluted share of $0.08. This compared to a net loss of $19.6 million, or a net loss per basic and diluted share of $0.22, for the three months ended September 30, 2025. The decrease in net loss was primarily related to $10.7 million higher revenue in 2026.

Previous wording

Net loss for thesix months ended June 30, 2026 was $20.7 million, or a net loss per basic and diluted share of $0.23. This compared to a net loss of $34.0 million, or a net loss per basic and diluted share of $0.40, for the six months ended June 30, 2025. The decrease in net loss was primarily related to higher revenue and lower costs and operating expenses in 2026.

Current wording

Net loss for thenine months ended September 30, 2026 was $28.8 million, or a net loss per basic and diluted share of $0.30. This compared to a net loss of $53.6 million, or a net loss per basic and diluted share of $0.62, for the nine months ended September 30, 2025. The decrease in net loss was primarily related to $18.0 million higher revenue and $7.6 million lower costs and operating expenses in 2026.

Previous wording

Liquidity is the measurement of our ability to meet working capital needs and to fund capital expenditures. We have historically funded our operations primarily through cash generated from operations, stock option exercises and public and private offerings of our common stock. In addition, pursuant to our Loan Agreement with Innovatus, an affiliate of Innovatus Capital Partners, LLC, we borrowed $30.0 million from Innovatus, as Lender, on February 13, 2024 and borrowed an additional $10.0 million on June 27, 2025 upon the achievement of certain financial milestones. The Loan Agreement, which provided for an aggregate principal amount of up to $40.0 million, has a maturity date of February 13, 2029 (the “Innovatus Loan”). We actively manage our cash usage and investment of liquid cash to ensure the maintenance of sufficient funds to meet our working capital needs. Our cash and cash equivalents are held in U.S. banks.

Current wording

Liquidity is the measurement of our ability to meet working capital needs and to fund capital expenditures. We have historically funded our operations primarily through cash generated from operations, stock option exercises and public and private offerings of our common stock. In addition, pursuant to our Loan Agreement with Innovatus, an affiliate of Innovatus Capital Partners, LLC, we borrowed $30.0 million from Innovatus, as Lender, on February 13, 2024 and borrowed an additional $10.0 million on June 27, 2025 upon the achievement of certain financial milestones. The Loan Agreement, which provided for an aggregate principal amount of up to $40.0 million, had a maturity date of February 13, 2029 (the “Innovatus Loan”). On November 5, 2026, we entered into the LSA, which provides for term loans in an aggregate principal amount of up to $60.0 million, and used the proceeds of the Tranche A Loan of $42.5 million, together with cash on hand, to repay in full all outstanding obligations under the Loan Agreement, and the Loan Agreement was terminated. We actively manage our cash usage and investment of liquid cash to ensure the maintenance of sufficient funds to meet our working capital needs. Our cash and cash equivalents are held in U.S. banks.

Previous wording

On February 13, 2024, we entered into the Loan Agreement with Innovatus consisting of up to two tranches, of which the first tranche of$30.0 million was disbursed upon execution of the Loan Agreement and the second tranche of$10.0 million was funded in June 2025 upon achievement of certain milestones including certain pre-specified revenue thresholds. Both tranches were subject to payment of a facility fee equal to 1.00% of the amount of such term loan. The Term Loan carries an interest-only period of 36 months (with the possibility to extend up to 48 months upon achievement of certain pre-specified financial milestones) and will bear interest at a floating rate of the sum of (a) the greater of (i) prime rate and (ii)7.50%, plus (b)3.25%. As of June 30, 2026, we were in compliance with all covenants of the Loan Agreement.

Current wording

On February 13, 2024, we entered into the Loan Agreement with Innovatus consisting of up to two tranches, of which the first tranche of$30.0 million was disbursed upon execution of the Loan Agreement and the second tranche of$10.0 million was funded in June 2025 upon achievement of certain milestones including certain pre-specified revenue thresholds. Both tranches were subject to payment of a facility fee equal to 1.00% of the amount of such term loan. As of September 30, 2026, the Innovatus Loan carried an interest-only period of 36 months (with the possibility to extend up to 48 months upon achievement of certain pre-specified financial milestones) and bore interest at a floating rate of the sum of (a) the greater of (i) prime rate and (ii)7.50%, plus (b)3.25%. As of September 30, 2026, we were in compliance with all covenants of the Loan Agreement. As described below, on November 5, 2026, we repaid in full all outstanding obligations under the Innovatus Loan and the Loan Agreement was terminated.

Previous wording

On July 23, 2026, we entered into an underwriting agreement for an underwritten public offering of 16,666,667 shares of our common stock at a public offering price of$1.50 per share, less underwriting discounts and commissions. The underwriters were granted a 30-day option to purchase up to an additional 2,500,000 shares.

Current wording

On July 23, 2026, we entered into an underwriting agreement for an underwritten public offering of 16,666,667 shares of our common stock at a public offering price of$1.50 per share, which closed on July 27, 2026. The underwriters exercised a portion of their 30-day option to purchase additional shares, resulting in the purchase of 1,333,333 additional shares on July 29, 2026. In the aggregate, we issued 18,000,000 shares of common stock and received net proceeds of $24.9 million, after deducting underwriting discounts and commissions of $1.6 million and direct offering expenses of $0.5 million.

Previous wording

We believe that our existing cash and cash equivalents, combined with our future expectations for product revenues, research and development revenue, and expense management will provide adequate funds for planned ongoing operations, capital expenditures and working capital requirements for at least the next 12 months. We have based this estimate on assumptions that may prove to be wrong, and we could utilize our capital resources sooner than we expect.

Current wording

We believe that our existing cash, cash equivalents and short-term investments, combined with our future expectations for product revenues, research and development revenue, and expense management will provide adequate funds for planned ongoing operations, capital expenditures and working capital requirements for at least the next 12 months. We have based this estimate on assumptions that may prove to be wrong, and we could utilize our capital resources sooner than we expect.

Previous wording

However, we may need additional capital if our current plans and assumptions change. In addition, we may choose to seek sources of capital, which may arise through a combination of equity offerings, debt financings, other third-party funding and other collaborations, strategic alliances and partnering arrangements, even if we believe we have generated sufficient cash flows to support our operating needs. Our need for additional capital will depend on many factors, including the financial success of our business, the spending required to develop and commercialize new and existing products including our ECO Synthesis manufacturing platform, the effect of any acquisitions of other businesses, technologies or facilities that we may make or develop in the future, our spending on new market opportunities, and the potential costs for the filing, prosecution, enforcement and defense of patent claims, if necessary. If our capital resources are insufficient to meet our capital requirements, and we are unable to enter into or maintain collaborations with partners that are able or willing to fund our development efforts or commercialize any products that we develop or enable, we will have to raise additional funds to continue the development of our technology and products and complete the commercialization of products, if any, resulting from our technologies. If future financings involve the issuance of equity securities, our existing stockholders would suffer dilution. In addition, under our Loan Agreement, we are subject to restrictive covenants that limit our ability to conduct our business and could be subject to additional covenants to the extent we seek other debt financing in the future. We may not be able to raise sufficient additional funds on terms that are favorable to us, if at all. If we fail to raise sufficient funds and fail to generate sufficient revenues to achieve planned gross margins and to control operating costs, our ability to fund our operations, take advantage of strategic opportunities, develop products or technologies, or otherwise respond to competitive pressures could be significantly limited. If this happens, we may be forced to delay or terminate development of new products or services, such as our ECO Synthesis manufacturing platform, or the commercialization of products resulting from our technologies, curtail or cease operations or obtain funds through collaborative and licensing arrangements that may require us to relinquish commercial rights, or grant licenses on terms that are not favorable to us. If adequate funds are not available, we will not be able to successfully execute our business plan or continue our business.

Current wording

However, we may need additional capital if our current plans and assumptions change. In addition, we may choose to seek sources of capital, which may arise through a combination of equity offerings, debt financings, other third-party funding and other collaborations, strategic alliances and partnering arrangements, even if we believe we have generated sufficient cash flows to support our operating needs. Our need for additional capital will depend on many factors, including the financial success of our business, the spending required to develop and commercialize new and existing products including our ECO Synthesis Manufacturing Platform, the effect of any acquisitions of other businesses, technologies or facilities that we may make or develop in the future, our spending on new market opportunities, and the potential costs for the filing, prosecution, enforcement and defense of patent claims, if necessary. If our capital resources are insufficient to meet our capital requirements, and we are unable to enter into or maintain collaborations with partners that are able or willing to fund our development efforts or commercialize any products that we develop or enable, we will have to raise additional funds to continue the development of our technology and products and complete the commercialization of products, if any, resulting from our technologies. If future financings involve the issuance of equity securities, our existing stockholders would suffer dilution. In addition, under our LSA, we are subject to restrictive covenants that limit our ability to conduct our business and could be subject to additional covenants to the extent we seek other debt financing in the future. We may not be able to raise sufficient additional funds on terms that are favorable to us, if at all. If we fail to raise sufficient funds and fail to generate sufficient revenues to achieve planned gross margins and to control operating costs, our ability to fund our operations, take advantage of strategic opportunities, develop products or technologies, or otherwise respond to competitive pressures could be significantly limited. If this happens, we may be forced to delay or terminate development of new products or services, such as our ECO Synthesis Manufacturing Platform, or the commercialization of products resulting from our technologies, curtail or cease operations or obtain funds through collaborative and licensing arrangements that may require us to relinquish commercial rights, or grant licenses on terms that are not favorable to us. If adequate funds are not available, we will not be able to successfully execute our business plan or continue our business.

Previous wording

The following is a summary of cash flows for the six months ended June 30, 2026 and 2025 (in thousands):

Current wording

The following is a summary of cash flows for the nine months ended September 30, 2026 and 2025 (in thousands):

Previous wording

The $9.0 million decrease in net cash used in operating activities for the six months ended June 30, 2026 as compared to the same period in 2025, was primarily due to smaller net operating loss driven by higher revenue and lower operating expenses, including decreased employee-related costs resulting from the reduction in force implemented in the fourth quarter of 2025, as well as lower spending on outside services.

Current wording

The $8.9 million decrease in net cash used in operating activities for the nine months ended September 30, 2026 as compared to the same period in 2025, was primarily due to smaller net operating loss driven by higher revenue and lower operating expenses, including decreased employee-related costs resulting from the reduction in force implemented in the fourth quarter of 2025, as well as lower spending on outside services.

Previous wording

The $12.3 million decrease in net cash provided by investing activities for the six months ended June 30, 2026 as compared to the same period in 2025, was primarily due to higher purchases of short-term investments and lower proceeds from maturities of short-term investments in the current period, partially offset by reduced capital expenditures.

Current wording

The $34.3 million decrease in net cash provided by investing activities for the nine months ended September 30, 2026 as compared to the same period in 2025, was primarily due to higher purchases of short-term investments and lower proceeds from maturities of short-term investments in the current period, partially offset by reduced capital expenditures.

Previous wording

The $27.8 million decrease in net cash provided by financing activities for the six months ended June 30, 2026 as compared to the same period in 2025, was primarily due to the absence of proceeds from issuance of common stock in connection with an equity sales agreement and proceeds from long term debt in the current period.

Current wording

The $2.7 million decrease in net cash provided by financing activities for the nine months ended September 30, 2026 as compared to the same period in 2025, was primarily due to the absence of proceeds from long-term debt financing and issuance of common stock in connection with an equity sales agreement in the current year, partially offset by net proceeds from the underwritten public offering in July 2026.

Previous wording

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make judgments, estimates and assumptions in the preparation of our consolidated financial statements and accompanying notes. Actual results could differ from those estimates. There have been no material changes to our critical accounting policies or estimates during the three and six months ended June 30, 2026 from those discussed in our Annual Report.

Current wording

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make judgments, estimates and assumptions in the preparation of our consolidated financial statements and accompanying notes. Actual results could differ from those estimates. There have been no material changes to our critical accounting policies or estimates during the three and nine months ended September 30, 2026 from those discussed in our Annual Report.