BIOCRYST PHARMACEUTICALS INC

(In thousands, except per share amounts)

(Unaudited)

Note 1— Significant Accounting Policies and Concentrations of Risk

The Company

BioCryst Pharmaceuticals, Inc. (the “Company”) is a global biotechnology company focused on developing and commercializing medicines for hereditary angioedema (“HAE”) and other rare diseases, driven by the Company’s deep commitment to improving the lives of people living with these conditions. The Company has built an established commercial infrastructure supporting ORLADEYO®, an oral, once-daily therapy discovered and developed internally for the prevention of HAE attacks, and is advancing a pipeline of potential first-in-class or best-in-class oral small-molecule and injectable protein therapeutics for a range of rare diseases. The Company was founded in 1986 and incorporated in Delaware in 1991, and its headquarters is located in Durham, North Carolina.

The Company’s marketed products include ORLADEYO® for the prevention of HAE attacks and RAPIVAB® (peramivir injection) for the treatment of acute uncomplicated influenza in the United States. ORLADEYO has received regulatory approval in the United States and other global markets. The Company is commercializing ORLADEYO in each of these territories directly or through other parties. In addition to its approval in the United States, peramivir injection has received regulatory approvals in Canada (RAPIVAB), Australia (RAPIVAB), Japan (RAPIACTA), Taiwan (RAPIACTA) and Korea (PERAMIFLU).

Based on the Company’s expectations for revenue and operating expenses, the Company believes its financial resources available at March 31, 2026 will be sufficient to fund its operations for at least the next 12 months. The Company may, in the future, issue securities, including common stock, preferred stock, depositary shares, purchase contracts, warrants, debt securities and units, through private placement transactions or registered public offerings. The Company’s future liquidity needs, and ability to address those needs, will largely be determined by the success of its products and product candidates; the success of its business development efforts; the timing, scope and magnitude of its research and development and commercial expenses; and key developments and regulatory events and its decisions in the future.

Basis of Presentation

The Company’s unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial reporting and the instructions to Form 10-Q and do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. Such financial statements reflect all adjustments that are, in management’s opinion, necessary to present fairly, in all material respects, the Company’s condensed consolidated financial position, results of operations, and cash flows. There were no adjustments other than normal recurring adjustments. Certain prior year amounts have been reclassified to conform to the current year presentation.

The condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries including Astria Therapeutics Inc., which was acquired by the Company on January 23, 2026 (See “Note 2—Acquisition of Astria Therapeutics, Inc.”). All intercompany transactions and balances among the consolidated entities have been eliminated from the condensed consolidated financial statements. The Company operates and manages its business asone reportable and operating segment (see “Note 14—Segment Information”).

These condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements for the fiscal year ended December 31, 2025 and the notes thereto included in the Company’s 2025 Annual Report on Form 10-K as filed with the Securities and Exchange Commission (the “SEC”) on February 26, 2026. Interim operating results are not necessarily indicative of operating results for the full fiscal year. The condensed consolidated balance sheet as of December 31, 2025 was derived from the audited consolidated financial statements included in the Company’s most recent Annual Report on Form 10-K.

Sale of European ORLADEYO Business

On June 27, 2025, the Company entered into a stock purchase agreement (the “Stock Purchase Agreement”) with BioCryst Ireland Limited (“BioCryst Ireland”) and Neopharmed Gentili S.p.A., (“Neopharmed”). On October 1, 2025, the Company sold to Neopharmed all of its equity interests in BioCryst Ireland, which, together with its subsidiaries, holds certain assets, rights, and employees related to the European ORLADEYO business. The Company and BioCryst Ireland also amended and restated their existing intellectual property licence agreement, pursuant to which the Company is entitled to receive quarterly royalty payments from BioCryst Ireland equal to amounts owed under its Royalty Purchase Agreements with RPI and OMERS for the sale of ORLADEYO products in the Territory, as defined in the Stock Purchase Agreement (See “Note 7—Royalty Financing Obligations”). The condensed consolidated financial statements as of and for the three months ended March 31, 2025 include the accounts of BioCryst Ireland, which was a wholly owned subsidiary of the Company prior to October 1, 2025.

Use of Estimates

The preparation of the condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities. Actual results could differ from those estimates.

Revenue Recognition

The Company recorded the following revenues for the three months ended March 31, 2026 and 2025:

Pursuant to Accounting Standards Codification (“ASC”) Topic 606, Revenue from Contracts with Customers (“Topic 606”), the Company recognizes revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. To achieve this core principle, Topic 606 includes provisions within a five-step model that includes (i) identifying the contract with a customer, (ii) identifying the performance obligations in the contract, (iii) determining the transaction price, (iv) allocating the transaction price to the performance obligations, and (v) recognizing revenue when, or as, an entity satisfies a performance obligation.

At contract inception, the Company identifies the goods or services promised within each contract, assesses whether each promised good or service is distinct and determines those that are performance obligations. The Company recognizes as revenue the amount of the transaction price that is allocated to the respective performance obligation when, or as, the performance obligation is satisfied.

Product Sales, Net

The Company’s sources of product sales are sales of ORLADEYO and peramivir (RAPIVAB/RAPIACTA/PERAMIFLU). The Company generally ships ORLADEYO directly to patients through a single specialty pharmacy in the United States and through specialty distributors outside of the United States, which are considered its customers. The Company generally sells peramivir to its licensing partners, hospitals, and, in 2025, to the U.S. Department of Health and Human Services.

The Company recognizes revenue when the customer obtains control of the product, which generally occurs upon delivery.

Net revenue from sales of ORLADEYO is recorded at net selling price (transaction price), which includes reserves for variable consideration such as (i) estimated government rebates, including Medicaid and Medicare Part D reimbursements, and estimated managed care rebates, (ii) estimated chargebacks, (iii) estimated costs of co-payment assistance programs and (iv) product returns. These reserves, representing the Company’s best estimates of the amount of consideration to which it is entitled based on the terms of the applicable contracts and statutory requirements, are based on the amounts earned or to be claimed on the related sales and are classified as reductions of accounts receivable if no payments are required of the Company or a current liability if a payment is required of the Company. Actual amounts of consideration may differ from the Company’s estimates. Any differences are recognized as adjustments to net product revenue and earnings in the period such variances become known.

Government and Managed Care Rebates. The Company contracts with group purchasing organizations associated with managed care organizations and participates in certain government programs, collectively, third-party payors, so that ORLADEYO will be eligible for purchase by, or partial or full reimbursement from, such third-party payors. The Company estimates the rebates it will provide to third-party payors and deducts these estimated amounts from total gross product revenues at the time the revenues are recognized, resulting in a reduction of product revenue and the establishment of a current liability. The Company estimates the rebates that it will provide to third-party payors based upon (i) the Company’s contracts with these third-party payors, (ii) the contractually mandated discounts applicable to the programs, and (iii) product distribution information obtained from the Company’s specialty pharmacy regarding payor mix.

Chargebacks. Chargebacks are discounts that occur when certain contracted customers, pharmacy benefit managers, insurance companies, and government programs purchase directly from the Company’s specialty pharmacy. These customers purchase the Company’s product under contracts negotiated between them and the Company’s specialty pharmacy. The specialty pharmacy, in turn, charges back to the Company the difference between the price that the specialty pharmacy paid and the negotiated price paid by the contracted customers, which may be higher or lower than the specialty pharmacy’s purchase price with the Company. The Company estimates chargebacks and adjusts gross product revenues and establishes a current liability at the time revenues are recognized.

Co-payment assistance programs. Patients who have commercial insurance and meet certain eligibility requirements may receive co-payment assistance. Based upon the terms of the program and co-payment assistance utilization reports received from the specialty pharmacy, the Company estimates the co-payment assistance amounts, which are recorded in the same period in which the related revenue is recognized, resulting in a reduction of product revenue and establishment of a current liability.

Patient assistance programs. The Company offers a patient assistance program that provides free drug product, for a limited period of time, to allow a patient’s insurance coverage to be established. Based on patient assistance program utilization reports provided by the specialty pharmacy, the Company records gross revenue of the product provided and a full reduction of the revenue amount for the free drug discount.

Product returns. The Company does not provide contractual return rights to its customers, except in instances where the product is damaged or defective. Non-acceptance by the patient of shipped drug product by the specialty pharmacy is reflected as a reversal of sales in the period in which the sales were originally recorded. Reserves for estimated non-acceptances by patients are recorded as a reduction of revenue in the period that the related revenue is recognized, as well as a reduction to accounts receivable. Estimates of non-acceptance are based on quantitative information provided by the specialty pharmacy.

License and Collaborative and Other Revenues

The Company has collaboration and license agreements with a number of third parties. The terms of the agreements typically include one or more of the following: upfront license fees; development, regulatory and sales-based milestone payments; and royalties on net sales of licensed products. For agreements with multiple performance obligations, revenue is allocated to each performance obligation based on its relative standalone selling price. The Company uses judgment to identify performance obligations and determine whether variable consideration should be included in the transaction price.

Upfront license fees. Arrangements that include upfront payments may require deferral of revenue recognition to a future period until obligations under such arrangements are fulfilled. If the license to the Company’s intellectual property is determined to be distinct from the other performance obligations identified in the arrangement, the Company recognizes revenue from upfront license fees allocated to the license when the license is transferred to the customer and the customer is able to use and benefit from the license. For agreements with multiple performance obligations, the Company develops assumptions that require judgment to determine the standalone selling price for each performance obligation, the determination of the transaction price, and the application of the constraints. The Company re-evaluates the transaction price at each reporting period and adjusts the estimate as changes in circumstances occur. The Company determines whether the performance obligations are satisfied over time or at a point in time and, if over time, determines the appropriate method of measuring progress for purposes of recognizing revenue.

Development, regulatory or commercial milestone payments. At the inception of each arrangement that includes payments based on the achievement of certain development, regulatory and commercial events, the Company evaluates whether the milestones are considered probable of being achieved and estimates the amount to be included in the transaction price using the most likely amount method. If it is probable that a significant revenue reversal would not occur, the associated milestone value is included in the transaction price. Milestone payments that are not within the Company’s or the customer’s control are not considered probable until the milestone is achieved. Each subsequent reporting period, the Company re-evaluates the probability of achieving such development and regulatory milestones and any related constraint, and if necessary, adjusts the Company’s estimate of the overall transaction price. Any such adjustments are recorded on a cumulative catch-up basis and recognized as revenue during the period of adjustment.

Sales-based milestone payments and royalties. For arrangements that include sales-based royalties, including milestone payments based on the volume of sales, the Company determines whether the license is deemed to be the predominant item to which the royalties or sales-based milestones relate and if such is the case, the Company recognizes revenue at the later of (i) when the related sales occur, or (ii) when the performance obligation to which some or all of the royalty has been allocated has been satisfied (or partially satisfied).

Cash and Cash Equivalents

The Company considers cash equivalents to be highly liquid investments with maturities of three months or less from the date of purchase.

Restricted Cash

Total restricted cash was $1,787 and $1,601 as of March 31, 2026 and December 31, 2025, respectively, and primarily consisted of $1,400 as of March 31, 2026 and December 31, 2025, for a letter of credit the Company is required to maintain associated with its Birmingham lease. The long-term portion of the letter of credit associated with the Birmingham lease of $933 and $1,400 as of March 31, 2026 and December 31, 2025, respectively, is reflected within other assets in the Condensed Consolidated Balance Sheets.

Investments

The Company invests in high credit quality investments in accordance with its investment policy. The objectives of the Company’s investment policy are to eliminate or greatly minimize the probability of a loss of principal value, maintain sufficient liquidity to meet cash flow requirements, and earn a competitive level of return. The Company places its excess cash with high credit quality financial institutions to limit the amount of its credit exposure. In accordance with its policy, the Company is able to invest in marketable debt securities that may consist of U.S. Treasury obligations, U.S government agency securities, money market funds, certificates of deposits and corporate notes and bonds. The Company’s investment policy requires it to purchase high-quality marketable securities with a maximum individual maturity oftwo years and requires an average portfolio maturity of no more than 12 months. Some of the securities in which the Company invests may have market risk. This means that a change in prevailing interest rates may cause the principal amount of the investment to fluctuate. To minimize this risk, the Company schedules its investments with maturities that coincide with expected cash flow needs, thus avoiding the need to redeem an investment prior to its maturity date. Accordingly, the Company does not believe it has a material exposure to interest rate risk arising from its investments. The Company has not realized any significant losses from its investments.

The Company classifies all of its investments as available-for-sale. Available-for-sale investments are reported at fair value at each balance sheet date, and include any unrealized holding gains and losses in accumulated other comprehensive (loss) income, unless an unrealized loss is considered to be other than temporary, in which case the unrealized loss is charged to operations. The Company reviews its investments for other than temporary declines in fair value below cost basis at the end of each reporting period and whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Factors considered to determine whether an unrealized loss is temporary include whether a decline in fair value below the amortized cost basis is due to credit-related factors or non-credit-related factors, the financial condition and near-term prospects of the Company, and the Company’s intent and ability to hold the investment to allow for an anticipated recovery in fair value. A credit-related impairment is recognized as an allowance in the condensed consolidated balance sheet with a corresponding adjustment to earnings. Any impairment that is not credit-related is recognized in other comprehensive income, net of applicable taxes unless deemed other than temporary. Realized gains and losses are reflected in other expense, net in the Condensed Consolidated Statements of Comprehensive (Loss) Income and are determined using the specific identification method with transactions recorded on a settlement date basis. Investments with original maturities at date of purchase beyond three months and which mature at or less than 12 months from the condensed consolidated balance sheet date are classified as current. Investments with a maturity beyond 12 months from the condensed consolidated balance sheet date are classified as long-term.

Fair Value Measurements

Assets and liabilities recorded at fair value on a recurring basis in the Condensed Consolidated Balance Sheets are categorized based upon the level of judgment associated with the inputs used to measure their fair values. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs.

Assets measured at fair value on a recurring basis include cash equivalents and investments (See “Note 4—Investments and Fair Value Measurements”). The carrying amounts reflected in the Condensed Consolidated Balance Sheets for cash and cash equivalents, trade receivables, prepaid expenses and other current assets, accounts payable and accrued expenses approximate their fair values due to the short-term nature of these assets and liabilities.

Trade Receivables

The Company’s trade receivables represent amounts due from its customers and partners for product sales and from its license and collaboration agreements. Trade receivables are generally stated at the invoiced amount with standard payment terms that require payment within 30 to 90 days and do not bear interest.

The Company provides reserves against trade receivables for estimated losses that may result from a customer’s inability to pay. Receivables are evaluated to determine if any reserve or allowance should be recorded based on consideration of the current economic environment, expectations of future economic conditions, specific circumstances and the Company’s own historical collection experience. Amounts determined to be uncollectible are charged or written-off against the reserve.

Inventory

The Company values its inventory at the lower of cost or estimated net realizable value and classifies inventory as short-term or long-term based on whether it is expected to be consumed or sold within 12 months of the condensed consolidated balance sheet date. The Company uses an actual cost method and determines the cost of its inventory on a first-in, first-out basis. Raw materials and work-in-process include all inventory costs prior to packaging and labeling, including raw material, active product ingredient, and the drug product. Finished goods include packaged and labeled products.

The Company’s inventory is subject to expiration dating. At each balance sheet date, the Company evaluates inventory for excess, obsolete, short-dated, unmarketable, or otherwise impaired items and records valuation reserves as necessary. The determination of whether a valuation reserve is required, and the amount of such reserve, requires the use of significant judgment. Inventory is also subject to strict quality control and monitoring that is performed throughout the manufacturing process, including release of work-in-process to finished goods. If certain batches or units of product do not meet quality specifications, the Company records a write-down of any potential unmarketable inventory to its estimated net realizable value with the resulting charge recorded as cost of product in the Condensed Consolidated Statements of Comprehensive (Loss) Income.

Prior to obtaining initial regulatory approval for an investigational product candidate, the Company expenses costs relating to production of pre-launch inventory as research and development expense in its Condensed Consolidated Statements of Comprehensive (Loss) Income in the period incurred. After regulatory approval has been received, the Company capitalizes inventory costs.

Property and Equipment

Property and equipment are recorded at cost. Depreciation is computed using the straight-line method over the estimated useful lives of the assets. Computer equipment and office equipment are depreciated over a life ofthree years. Laboratory equipment, software, and furniture and fixtures are depreciated over a life offive years. Leasehold improvements are amortized over their estimated useful lives or the expected lease term, whichever is less. Construction in progress reflects amounts incurred for construction or improvements of property and equipment that have not been placed in service.

The Company periodically reviews its property and equipment for impairment when events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. Determination of recoverability is based on an estimate of undiscounted future cash flows resulting from the use of the asset and its eventual disposition. In the event that such cash flows are not expected to be sufficient to recover the carrying amount of the assets, the assets are written down to their estimated fair values. Property and equipment to be disposed of are reported at the lower of carrying amount or fair value less cost to sell.

Accrued Expenses

The Company enters into contractual agreements with third-party vendors who provide research and development, manufacturing, distribution, and other services in the ordinary course of business. Some of these contracts are subject to milestone-based invoicing and involve services completed over extended periods. The Company records liabilities under these contractual commitments when obligations are incurred, regardless of the invoice timing. Accrued expenses are estimated as of each condensed consolidated balance sheet date based on the facts and circumstances known at that time, which may include assumptions such as expected patient enrollment, site activation and estimated project duration. The Company accrues expenses for clinical trial activities based on the estimates of services received pursuant to contracts with multiple research institutions and clinical research organizations (“CROs”) that conduct and manage clinical trials on the Company’s behalf.

The Company periodically confirms the accuracy of its estimates with the service providers and adjusts if necessary. Examples of estimated accrued expenses include (i) fees paid to CROs in connection with preclinical and toxicology studies and clinical trials; (ii) fees paid to investigative sites in connection with clinical trials; (iii) fees paid to contract manufacturers in connection with the production of the Company’s raw materials, drug substance, drug products, and product candidates; and (iv) professional fees. If the Company underestimates or overestimates the level of these costs, actual expenses could differ from such estimates.

Cost of Product Sales

Cost of product sales includes the cost of producing inventory that is related to product revenue during the respective period. Cost of product sales also includes costs related to excess or obsolete inventory adjustment charges.

Research and Development Expenses

Research and development expenses include all direct and indirect expenses relating to research and development activities, including costs associated with product development efforts, preclinical trials, clinical trials and manufacturing activities. Research and development expenses are expensed as incurred. Most of the Company’s clinical and preclinical studies are performed by third-party CROs. Costs for studies performed by CROs are accrued based upon estimates of the actual work completed in accordance with the third-party agreements. Advance payments for goods or services that will be used or rendered for future research and development activities are deferred and capitalized. Such amounts are expensed when the related goods are delivered or the related services are performed.

Direct expenses consist of compensation for research and development personnel and costs of outside parties to conduct laboratory studies, develop manufacturing processes and manufacture the product candidate, conduct and manage clinical trials, as well as other costs related to the Company’s clinical and preclinical studies. Additionally, direct expenses consist of those costs necessary to discontinue and close out a development program, including termination fees and other commitments. Indirect expenses consist of lab supplies and services, facility expenses, depreciation of development equipment and an allocation of general and administrative overhead costs that support the Company’s research and development efforts.

Selling, General and Administrative Expenses

Selling, general and administrative expenses are comprised of sales and marketing expenses and general and administrative expenses. Sales and marketing expenses include compensation, benefits, and related costs associated with sales and marketing personnel, safety, regulatory, manufacturing, and distribution activities related to marketed products, market research, marketing, medical affairs, market access, and advertising costs.

General and administrative expenses include compensation, benefits, and related costs associated with general and administrative personnel, quality activities related to marketed products, finance, human resources, information technology, and legal expenses, licenses and other administrative costs, including transaction-related costs. All patent related costs are expensed to general and administrative expenses when incurred as recoverability of such expenditures is uncertain.

Leases

The Company leases certain assets under operating and finance leases, which consist of real estate leases, laboratory equipment leases and office equipment leases as of March 31, 2026. The Company determines whether a contract is, or contains, a lease at inception. The Company accounts for lease obligations in accordance with ASC Topic 842, Leases, which requires a lessee to recognize a right-of-use asset and a lease liability in its condensed consolidated balance sheet for most leases. The Company elected the practical expedient that exempts leases with an initial lease term of twelve months or less and recognizes lease expense on a straight-line basis over the lease term. The Company also elected the practical expedient that allows companies to select, by class of underlying asset, not to separate lease and non-lease components.

Certain of the Company’s leases provide for renewal options, which can vary by lease. The right-of-use asset and lease liabilities in the Company’s Condensed Consolidated Balance Sheets represent payments over the lease term, which include renewal options for certain real estate leases that the Company is reasonably certain to exercise. Certain operating leases include rent escalation provisions, which the Company recognizes as expense on a straight-line basis.

The discount rate used to determine the Company’s right-of-use asset and lease liability is the Company’s incremental borrowing rate on a collateralized basis over a similar term and amount in a similar economic environment, as generally an implicit rate in the lease is not readily determinable.

The Company has not made any residual value guarantees related to its leases; therefore, the Company has no corresponding liability recorded in its Condensed Consolidated Balance Sheets.

Stock-Based Compensation

All share-based payments, including grants of stock option awards and restricted stock unit awards, are recognized in the Company’s Condensed Consolidated Statements of Comprehensive (Loss) Income based on their fair values. Stock-based compensation cost is estimated at the grant date based on the fair value of the award and is recognized as expense on a straight-line basis over the requisite service period of the award. Determining the appropriate fair value model and the related assumptions for the model requires judgment, including estimating the stock price volatility and the expected term. The Company utilizes the Black-Scholes option-pricing model or binomial lattice model to value its stock option awards. The Company reduces stock-based compensation expense for estimated forfeitures. The estimation of share-based payment awards that will ultimately vest requires judgment, and to the extent actual results or updated estimates differ from the Company’s current estimates, such amounts will be recorded as a cumulative adjustment in the period estimates are revised. Actual results, and future changes in estimates, may differ substantially from the Company’s current estimates.

Debt

Costs directly associated with term loan borrowings are capitalized and netted against the corresponding debt liabilities in the Condensed Consolidated Balance Sheets. These costs are amortized to interest expense over the terms of the corresponding borrowings using the effective interest rate method.

Royalty Financing Obligations

Royalty financing obligations are eligible to be repaid based on royalties from net sales of ORLADEYO. Interest expense is accrued using the effective interest rate method over the estimated period each of the related liabilities will be paid. This requires the Company to estimate the total amount of future royalty payments to be generated from product sales over the life of the agreements. The Company imputes interest on the carrying value of each of the royalty financing obligations and records interest expense using an imputed effective interest rate. The Company reassesses the expected royalty payments each reporting period and accounts for any changes through adjustments to the effective interest rates on a prospective basis. The assumptions used in determining the expected repayment terms of the debt and amortization periods of the issuance costs require that the Company make estimates that could impact the carrying values of each of the liabilities, as well as the periods over which associated issuance costs will be amortized. A significant increase or decrease in forecasted net sales could materially impact each of the liability balances, interest expense and the time periods for repayment.

Income Taxes

The liability method is used in the Company’s accounting for income taxes. Under this method, deferred tax assets and liabilities are determined based on differences between financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that are expected to be in effect when the differences are expected to reverse.

Significant management judgment is required in determining the Company’s provision for income taxes, deferred tax assets and liabilities and any valuation allowance recorded against net deferred tax assets. The Company has recorded a valuation allowance against substantially all potential tax assets, due to uncertainties in its ability to utilize deferred tax assets, primarily consisting of certain net operating losses carried forward, before they expire. The valuation allowance is based on estimates of future earnings in each of the jurisdictions in which the Company operates and the period over which its deferred tax assets will be recoverable.

The Company accounts for uncertain tax positions in accordance with U.S. GAAP. Uncertain tax positions are recorded based upon certain recognition and measurement criteria. The Company re-evaluates uncertain tax positions and considers various factors, including, but not limited to, changes in tax law and the measurement of tax positions taken or expected to be taken in tax returns. The Company adjusts the amount of the liability to reflect any subsequent changes in the relevant facts and circumstances surrounding the uncertain tax positions. The Company recognizes interest and penalties related to income tax matters in income tax expense.

The Company accrues for U.S. state taxes and foreign income taxes for jurisdictions where the Company has presence and nexus has been established.

Research and development costs are capitalized and amortized over a 15-year period in accordance with Section 174 of the Internal Revenue Code of 1986, as amended (“IRC”). The amortization period begins with the midpoint of any taxable year that IRC Section 174 costs are first incurred, regardless of whether the expenditures were made prior to or after July 1, and runs until the midpoint of year sixteen.

Certain countries in which the Company has operations have adopted legislation influenced by the Organization for Economic Cooperation and Development (“OECD”) Pillar Two rules, including a minimum tax rate of 15%. It is uncertain whether the U.S. will enact legislation to adopt the Pillar Two framework. While the Company is currently not within the scope of the rules, it is continuing to review and evaluate additional guidance released by the OECD, along with the pending legislative adoption by additional individual countries where the Company operates.

On July 4, 2025, the One Big Beautiful Bill Act (“OBBBA”) was signed into law, making permanent certain provisions of the Tax Cuts and Jobs Act, including permanent 100% bonus depreciation, expensing of domestic research costs, and amendments to the business interest expense limitation. In accordance with ASC Topic 740, Income Taxes, the Company recognized the effects of the new tax law in the period of enactment. As the Company maintains a full valuation allowance on its U.S. federal deferred tax assets, the legislation did not have a material impact on its condensed consolidated financial statements for the three months ended March 31, 2026.

Foreign Currency

The functional currency of each of the Company’s foreign subsidiaries is primarily the local currency of the country in which the subsidiary operates. The Company’s asset and liability accounts are translated at the current exchange rate as of the condensed consolidated balance sheet date. Revenue and expense accounts are translated at the average exchange rate over the period. Adjustments resulting from the translation of the financial statements of the Company’s foreign subsidiaries into U.S. dollars are accumulated as a separate component of stockholders’ deficit within accumulated other comprehensive (loss) income. Gains or losses resulting from transactions denominated in foreign currencies are included in foreign currency losses (gains), net, within the Condensed Consolidated Statement of Comprehensive (Loss) Income.

Net (Loss) Income Per Share

Basic net (loss) income per share is calculated using the weighted average number of common shares outstanding during the period. Diluted net (loss) income per share includes the effect of potentially dilutive common shares outstanding during the period, as determined using the treasury stock method. Potentially dilutive common shares include shares that the Company could be obligated to issue from its outstanding stock-based compensation awards. In periods of net loss, all potential common shares would be anti-dilutive and therefore are excluded from the calculation of diluted net (loss) income per share.

Accumulated Other Comprehensive (Loss) Income

Accumulated other comprehensive (loss) income is comprised of cumulative foreign currency translation adjustments and unrealized gains and losses on available-for-sale investments and is disclosed as a separate component of stockholders’ deficit. Realized gain and loss amounts on available-for-sale investments are reclassified from accumulated other comprehensive (loss) income and recorded as other expense, net in the Condensed Consolidated Statements of

Comprehensive (Loss) Income. There wereno realized gains or losses reclassified out of accumulated other comprehensive (loss) income for the three months ended March 31, 2026 and 2025.

Significant Customers and Other Risks

Significant Customers

The Company’s primary source of revenue and cash flow is sales of ORLADEYO in the United States.

ORLADEYO is generally distributed through an arrangement with a single specialty pharmacy in the United States. The specialty pharmacy subsequently sells ORLADEYO to its customers (pharmacy benefit managers, insurance companies, government programs and group purchasing organizations) who dispense product to patients. Peramivir is also generally distributed through the same specialty pharmacy in the United States. The specialty pharmacy’s inability or unwillingness to continue these distribution activities could adversely impact the Company’s business, results of operations and financial condition. Product revenue where the specialty pharmacy is considered the customer was approximately 93% and 85% of total product sales for the three months ended March 31, 2026 and 2025, respectively.

The Company distributes ORLADEYO in other global markets directly or through other parties.

Risks from Third-Party Manufacturing and Distribution Concentration

The Company relies on a single source manufacturer for active pharmaceutical ingredient and finished drug product manufacturing of product candidates in development and on a single specialty pharmacy for distribution of approved drug product in the United States. Delays or disruption in the manufacture or distribution of any product could adversely impact the future procurement stockpiling of the Company’s commercial product, commercial revenue and product candidates.

Further, the Company’s drug development activities are performed by a limited group of third-party vendors. If any of these vendors were unable to perform its services, this could significantly impact the Company’s ability to complete its drug development activities.

Credit Risk

Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash and cash equivalents, investments, and trade receivables. The Company maintains its cash and cash equivalents with high-credit quality financial institutions in the United States. Such amounts may exceed federally-insured limits. The Company believes it has established guidelines for investment of its excess cash relative to diversification and maturities that maintain safety and liquidity. To minimize the exposure due to adverse shifts in interest rates, the Company maintains a portfolio of investments with an average maturity of approximately 12 months or less.

The Company’s trade receivables from sales of ORLADEYO are primarily due from its significant customer, as discussed above, resulting in a concentration of credit risk.

Recently Adopted Accounting Pronouncements

In September 2025, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2025-06, Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software, which clarifies and modernizes the accounting for costs related to internal-use software, eliminating references to project stages and clarifying the threshold entities apply to begin capitalizing costs. ASU 2025-06 is effective for fiscal years beginning after December 15, 2027, and interim periods within those annual reporting periods, with early adoption permitted. The Company adopted ASU 2025-06 as of January 1, 2026. The adoption of this standard did not have a material effect on the Company’s Condensed Consolidated Balance Sheet, Condensed Consolidated Statement of Comprehensive (Loss) Income, or Condensed Consolidated Statement of Cash Flows.

New Accounting Pronouncements Not Yet Adopted

In November 2024, the FASB issued ASU 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses, which requires public entities, on an annual and interim basis, to provide disaggregated disclosure of certain income statement expenses into specified categories within the footnotes to the financial statements. ASU 2024-03 is effective for fiscal years beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027, with early adoption permitted. The Company is currently evaluating the impact that the adoption of ASU 2024-03 will have on its disclosures. The Company does not expect the adoption of this ASU to have a material effect on its Condensed Consolidated Balance Sheet, Condensed Consolidated Statement of Comprehensive (Loss) Income, or Condensed Consolidated Statement of Cash Flows.

The Company does not expect any other recently issued accounting standards to have a material impact to its condensed consolidated financial statements or disclosures.

Note 2 — Acquisition of Astria Therapeutics, Inc.

On October 14, 2025, the Company, Axel Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of the Company (“Merger Sub”), and Astria Therapeutics, Inc., a Delaware corporation (“Astria”), entered into an Agreement and Plan of Merger (the “Merger Agreement”). Pursuant to the Merger Agreement, on January 23, 2026 (the “Closing Date”), the Company completed the acquisition of all of the outstanding equity of Astria and Merger Sub merged with and into Astria, with Astria surviving as a wholly owned subsidiary of the Company (the “Merger”).

Under the terms of the Merger Agreement, at the effective time of the Merger (the “Effective Time”), each share of Astria common stock, par value $0.001 per share, issued and outstanding immediately prior to the Effective Time was converted into the right to receive (i)0.59 of a share of the Company’s common stock, par value $0.01 per share (and, if applicable, cash in lieu of fractional shares), and (ii) $8.55 in cash, without interest, subject to certain adjustments and applicable withholding taxes. Holders of Astria’s Series X Convertible Preferred Stock, warrants, and certain options were also entitled to certain consideration, as further set forth in the Merger Agreement.

The Company accounted for the Merger as an asset acquisition in accordance with ASC Topic 805, Business Combinations, as substantially all of the fair value of the gross assets acquired was concentrated in a single identifiable asset, the in-process research and development asset related to navenibart (the “IPR&D – navenibart” asset). Accordingly, the total cost of the asset acquisition, including direct transaction costs incurred by the Company in connection with the Merger, was allocated to the assets acquired and liabilities assumed on a relative fair value basis.

Consideration Transferred and Purchase Price Allocation

The following is a summary of the total consideration transferred and allocation of consideration transferred to the assets acquired, liabilities assumed, and IPR&D – navenibart in connection with the Merger:

The entire amount allocated to the IPR&D – navenibart asset was expensed in accordance with ASC Topic 730, Research and Development. Of the total value ascribed to the IPR&D – navenibart asset, $7,506 related to direct transaction costs incurred prior to the transaction close and were recorded in selling, general and administrative expense in the Consolidated Statement of Comprehensive Income (Loss) for the year ended December 31, 2025. The remaining value ascribed to the IPR&D – navenibart asset of $697,761 was recognized in acquired in-process research and development in the Condensed Consolidated Statement of Comprehensive (Loss) Income for the three months ended March 31, 2026. The amount allocated to the assembled workforce was amortized overtwo months to reflect the estimated benefit derived from that asset which resulted in amortization expense of $600 being recognized in research and development expense in the Condensed Consolidated Statement of Comprehensive (Loss) Income for the three months ended March 31, 2026.

Astria Stock Options

In connection with the Merger, the vesting of outstanding in-the-money Astria stock options was accelerated and the options were cancelled in exchange for a cash payment equal to the product of the difference between $13.00 and the option’s exercise price and the number of shares underlying the option, for total consideration of $43,403. Options with an exercise price equal to or exceeding $13.00 were cancelled for no consideration. The total consideration was allocated between the portion attributable to pre‑combination service, not to exceed the fair value of the underlying options, and the portion attributable to post‑combination service. The amount attributable to pre‑combination service was measured based on the fair value of the options immediately prior to cash settlement, totaling $14,274, and was included in the total purchase price as cash consideration. The remaining $29,129 was attributable to post-combination service, of which $10,709 was recognized in research and development expense and $18,420 was recognized in selling, general and administrative expense in the Condensed Consolidated Statement of Comprehensive (Loss) Income for the three months ended March 31, 2026.

Separation Costs

Concurrent with the Closing Date, the Company entered into separation agreements with certain Astria employees. The Company recognized $11,927 of costs associated with the separation agreements during the three months ended March 31, 2026, of which $3,954 was recognized in research and development expense and $7,973 was recognized in selling, general and administrative expense in the Condensed Consolidated Statement of Comprehensive (Loss) Income for the three months ended March 31, 2026. The following table summarizes the accrued liability activity recorded in connection with the separation agreements for the three months ended March 31, 2026:

The Company does not expect to incur any additional significant costs related to the separation agreements. The remaining unpaid costs are expected to be disbursed by September 30, 2027.

Note 3 — Revenue

The Company recorded the following revenues for the three months ended March 31, 2026 and 2025:

ORLADEYO revenue includes product sales and royalties. License revenue includes quarterly royalty payments from BioCryst Ireland Limited (see “Note 1—Significant Accounting Policies”). Other revenues consist of product sales and royalty revenue related to peramivir and collaboration revenue under the Kaken License Agreement (see “Note 12—Collaborative and Other Relationships”).

Revenues from customers in the U.S. represented approximately 94% and 90% of ORLADEYO revenues and 90% and 88% of total revenues for the three months ended March 31, 2026 and 2025, respectively. No individual country outside of the U.S. exceeded 10% of total revenues for the three months ended March 31, 2026 or 2025.

Note 4 — Fair Value Measurements and Investments

Fair Value Measurements

Fair value is an exit price, representing the amount that would be received from the sale of an asset or paid to transfer a liability in an orderly transaction between market participants. Fair value is determined based on observable and unobservable inputs. Observable inputs reflect readily obtainable data from independent sources, while unobservable inputs reflect certain market assumptions. As a basis for considering such assumptions, U.S. GAAP establishes a three-tier value hierarchy, which prioritizes the inputs used to develop the assumptions and for measuring fair value as follows:

•Level 1 — observable inputs such as quoted prices in active markets for identical assets;

•Level 2 — inputs other than the quoted prices in active markets that are observable either directly or indirectly; and

•Level 3 — unobservable inputs for which there is little or no market data, which requires the Company to develop its own assumptions.

This hierarchy requires the Company to use observable market data, when available, and to minimize the use of unobservable inputs when determining fair value.

Assets measured at fair value on a recurring basis were as follows:

Investments

The following tables summarize the fair value of the Company’s investments by type:

The Company’s investments consist of fixed income securities whose valuations are based on observable direct and indirect inputs, primarily quoted prices of similar, but not identical, instruments in active markets or quoted prices for identical or similar instruments in markets that are not active. These fair values are obtained from independent pricing services.

As of March 31, 2026, the Company hadeight securities with a total estimated fair value of $72,273 in an unrealized loss position. The Company believes the individual unrealized losses represent temporary declines primarily resulting from interest rate changes. The Company does not have an intent to sell these investments, and it is more likely than not that the investments will be held until recovery of their amortized cost basis. As such, no allowance was recognized.

The following table summarizes the scheduled maturity for the Company’s investments at March 31, 2026 and December 31, 2025:

Note 5 — Trade Receivables

At March 31, 2026 and December 31, 2025, the Company’s trade receivables from product sales of ORLADEYO and peramivir and license and other revenues consisted of the following:

Note 6— Inventory

At March 31, 2026 and December 31, 2025, the Company’s inventory related to ORLADEYO and peramivir consisted of the following:

Note 7— Royalty Financing Obligations

On December 7, 2020, the Company and RPI 2019 Intermediate Finance Trust (“RPI”) entered into a Purchase and Sale Agreement (the “2020 RPI Royalty Purchase Agreement”), pursuant to which the Company sold to RPI the right to receive certain royalty payments from the Company for a purchase price of $125,000 in cash. Under the 2020 RPI Royalty Purchase Agreement, RPI is entitled to receive tiered, sales-based royalties on net product sales of ORLADEYO in the United States and certain key European markets (collectively, the “Key Territories”), and other markets where the Company sells ORLADEYO directly or through distributors (collectively, the “Direct Sales”) in an amount equal to: (i)8.75% of aggregate annual net sales of ORLADEYO for annual net sales up to $350,000 and (ii)2.75% of annual net sales for annual net sales between $350,000 and $550,000. No royalty payments are payable on annual Direct Sales over $550,000.

Under the 2020 RPI Royalty Purchase Agreement, RPI is also entitled to receive a tiered revenue share on ORLADEYO sublicense revenue or net sales by licensees outside of the Key Territories (the “Other Markets”) equal to: (i)20% of the proceeds received by the Company for upfront license fees and development milestones for ORLADEYO in the Other Markets, (ii)20% of proceeds received on annual net sales of up to $150,000 in the Other Markets, and (iii)10% of proceeds received by the Company on annual net sales between $150,000 and $230,000 in the Other Markets. No royalty payments are payable on annual net sales above $230,000 in the Other Markets.

On November 19, 2021, the Company and RPI entered into (i) a Purchase and Sale Agreement (the “2021 RPI Royalty Purchase Agreement” and together with the 2020 RPI Royalty Purchase Agreement, the “RPI Royalty Purchase Agreements”), pursuant to which the Company sold to RPI the right to receive certain royalty payments from the Company for a purchase price of $150,000 in cash, and (ii) a Purchase and Sale Agreement with OCM IP Healthcare Holdings Limited, an affiliate of OMERS Capital Markets (“OMERS”) (the “OMERS Royalty Purchase Agreement” and collectively with the RPI Royalty Purchase Agreements, the “Royalty Purchase Agreements”), pursuant to which the Company sold to OMERS the right to receive certain royalty payments from the Company for a purchase price of an additional $150,000 in cash.

Under the 2021 RPI Royalty Purchase Agreement, RPI is entitled to receive tiered, sales-based royalties on Direct Sales in an amount equal to: (i)0.75% of aggregate annual net sales of ORLADEYO for annual net sales up to $350,000 and (ii)1.75% of annual net sales of ORLADEYO for annual net sales between $350,000 and $550,000. No royalty payments are payable on Direct Sales over $550,000. RPI is also entitled to receive a tiered revenue share on ORLADEYO sublicense revenue or net sales by licensees in the Other Markets in an amount equal to (i)3.0% of proceeds received by the Company on annual net sales of up to $150,000 in the Other Markets and (ii)2.0% of proceeds received by the Company on annual net sales between $150,000 and $230,000 in the Other Markets. No royalty payments are payable on annual net sales above $230,000 in the Other Markets.

The royalties payable under the 2021 RPI Royalty Purchase Agreement are in addition to the royalties payable to RPI under the 2020 RPI Royalty Purchase Agreement.

Concurrent with entering into the 2021 RPI Royalty Purchase Agreement, the Company and RPI entered into a Common Stock Purchase Agreement pursuant to which the Company sold common stock to RPI for a premium of $4,269. The premium was deferred and is being amortized through interest expense using the effective interest method over the term of the applicable arrangement.

Under the OMERS Royalty Purchase Agreement, for the calendar quarter beginning October 1, 2023, OMERS was entitled to receive tiered, sales-based royalties on Direct Sales in an amount equal to: (i)7.5% of aggregate annual net sales of ORLADEYO for annual net sales up to $350,000 and (ii)6.0% of annual net sales of ORLADEYO for annual net sales between $350,000 and $550,000 (withno royalty payments payable on annual Direct Sales over $550,000). Commencing with the calendar quarter beginning January 1, 2024, OMERS is entitled to receive tiered, sales-based royalties on Direct Sales in an amount equal to: (i)10.0% of aggregate annual net sales of ORLADEYO for annual net sales up to $350,000 and (ii)3.0% of annual net sales of ORLADEYO for annual net sales between $350,000 and $550,000 (withno royalty payments payable on annual Direct Sales over $550,000).

Under the OMERS Royalty Purchase Agreement, OMERS is also entitled to receive a tiered revenue share on ORLADEYO sublicense revenue or net sales by licensees in the Other Markets in an amount equal to: (i)20.0% of the proceeds received by the Company for upfront license fees and development milestones for ORLADEYO in the Other Markets, (ii)20.0% of proceeds received by the Company on annual net sales of up to $150,000 in the Other Markets, and (iii)10.0% of proceeds received by the Company on annual net sales between $150,000 and $230,000 in the Other

Markets. No royalty payments are payable on annual net sales above $230,000 in the Other Markets. OMERS is also entitled to receive profit share amounts of up to 10% from certain other permitted sales in certain other markets.

Under the 2020 RPI Royalty Purchase Agreement, the Company is required to make royalty payments of amounts owed to RPI each calendar quarter following the first commercial sale of ORLADEYO in any country. Under the 2021 RPI Royalty Purchase Agreement, the Company is required to make payments to RPI in respect of net sales or sublicense revenue in each calendar quarter from and after October 1, 2021. Under the OMERS Royalty Purchase Agreement, the Company is required to make payments to OMERS in respect of net sales or sublicense revenue in each calendar quarter from and after October 1, 2023. OMERS will no longer be entitled to receive any payments on the date in which aggregate payments actually received by OMERS equals 155.0% of the $150,000 purchase price. As of March 31, 2026, cumulative royalties paid and payable under the OMERS Royalty Purchase Agreement were $103,406.

The transactions contemplated by each of the Royalty Purchase Agreements are referred to herein as the “Royalty Sales”.

Under the Royalty Purchase Agreements, the Company has agreed to specified affirmative and negative covenants, including covenants regarding periodic reporting of information by the Company to RPI and OMERS, third-party audits of royalties paid under the Royalty Purchase Agreements, and restrictions on the ability of the Company or any of its subsidiaries to incur indebtedness other than certain royalty sales and as was permitted to be incurred under the terms of the Pharmakon Loan Agreement (as defined in Note 8 herein) through its payoff and termination on October 8, 2025 or, subsequent to that date, the Blackstone Loan Agreement (as defined in Note 8 herein), as applicable. See “Note 8—Debt” for further details on the Pharmakon Loan Agreement and Blackstone Loan Agreement. The restrictions under the Royalty Purchase Agreements on the ability of the Company or any of its subsidiaries to incur indebtedness are eliminated after the achievement of certain specified milestones in the Royalty Purchase Agreements.

In connection with the Stock Purchase Agreement, RPI and OMERS provided their written consent of the consummation of the sale of the Company’s European ORLADEYO business. Concurrent with the closing of the transaction on October 1, 2025, Neopharmed paid a $15,000 royalty release fee to RPI on behalf of the Company and the Company paid a $500 royalty release fee to OMERS. The payments were accounted for as a debt modification and the royalty release fees, totaling $15,500, were capitalized as a reduction to royalty financing obligations and are being amortized as interest expense over the terms of the arrangements using the effective interest rate method. In accordance with the Stock Purchase Agreement, the Company receives quarterly royalty payments from BioCryst Ireland equal to amounts owed under its Royalty Purchase Agreements with RPI and OMERS for the sale of ORLADEYO products in the Territory. During the three months ended March 31, 2026, the Company recognized $3,016 related to the quarterly royalty payments from BioCryst Ireland in license and other revenues in the Condensed Consolidated Statement of Comprehensive (Loss) Income.

The cash consideration obtained pursuant to the Royalty Purchase Agreements was recorded in royalty financing obligations in the Company’s Condensed Consolidated Balance Sheets. Deferred financing costs, which consisted primarily of advisory and legal fees, were capitalized as a reduction to royalty financing obligations and are amortized using the effective interest method over the terms of the arrangements. At inception, the royalty financing obligations were measured at fair value based on the Company’s estimates of future royalties expected to be paid to the counterparties over the terms of the arrangements. The Company subsequently records the obligations using the effective interest method. As of March 31, 2026 and December 31, 2025, the carrying values of the royalty financing obligations approximated their fair values and were measured based on the Company’s current estimates of future payments to RPI and OMERS over the lives of the arrangements, which are considered Level 3 inputs. The Company utilizes the prospective method to account for changes in estimated future royalty payments. Under the prospective method, revised estimates of future cash flows result in the determination of new effective interest rates that equate the present value of the revised estimated remaining cash flows with the carrying amounts of the royalty financing obligations. The revised effective interest rate is used prospectively to recognize interest expense for the remaining periods.

The Company periodically assesses the amount and timing of expected royalty payments based on internal projections of future net product sales, which are based on key assumptions, including paid patients and price. If projected royalty payments for the next twelve months exceed interest accretion for the same period, the excess is classified as a current liability in the Company’s Condensed Consolidated Balance Sheets.

During the three months ended March 31, 2026, there were no significant changes to the amount and timing of expected royalties under the Royalty Purchase Agreements based on the Company’s latest forecasts related to ORLADEYO sales.

The following table shows the royalty financing obligations activity for the three months ended March 31, 2026 as well as the effective interest rate as of March 31, 2026:

Cash paid for interest on the royalty financing obligations was $8,470 and $14,549 for the three months ended March 31, 2026 and 2025, respectively.

Note 8— Debt

Blackstone Loan Agreement

On January 23, 2026, the Company entered into a Loan Agreement (the “Blackstone Loan Agreement”) with Blackstone Alternative Credit Advisors LP and Blackstone Life Sciences Advisors L.L.C. (together, “Blackstone”), the guarantors and lenders from time to time party thereto, and Wilmington Trust, National Association, as agent, pursuant to which the Company borrowed $400,000 in aggregate principal amount of term loans (the “Term Loans”). The Term Loans were funded on January 23, 2026 (the “Term Loans Closing Date”), and the proceeds were used to fund the cash portion of the consideration for the acquisition of Astria (see “Note 2—Acquisition of Astria Therapeutics, Inc.”). Subject to the mutual agreement between the Company, Blackstone and the lenders, the Company may request additional term loans of up to $150,000 in the aggregate.

The Term Loans mature on January 23, 2031 (the “Maturity Date”) and require quarterly interest-only payments until the Maturity Date, with outstanding principal due at maturity. Interest accrues at a rate equal to the three-month Secured Overnight Financing Rate (“SOFR”), subject to a floor of 1.75%, plus 4.50% per annum.

Prior to the second anniversary of the Term Loans Closing Date, and provided that no event of default is ongoing, the Company may elect to pay a portion of the applicable interest payment in-kind (a “Blackstone PIK Interest Payment”) by capitalizing as principal up to 200 basis points of interest accrued during the applicable interest period, subject to an incremental margin increase of 0.50% per annum on the capitalized portion.

The Company is required to make a mandatory prepayment of the Term Loans (i) upon the occurrence of a change of control, (ii) upon the incurrence of certain non-permitted indebtedness, (iii) upon the occurrence of certain asset sales (subject to certain exceptions), or (iv) upon the occurrence of certain events of loss related to the assets of the Company or its subsidiaries (subject to certain exceptions). The Company may make voluntary prepayments in whole or in part in an aggregate principal amount of $5,000 or any whole multiple of $1,000 in excess thereof. Prepayments are subject to a prepayment premium that declines over time.

The Blackstone Loan Agreement contains representations and warranties and affirmative and negative covenants customary for financings of this type (including a minimum liquidity covenant), as well as customary events of default. A failure to comply with the covenants in the Blackstone Loan Agreement, or an occurrence of any other event of default, could permit the lenders under the Blackstone Loan Agreement to declare the borrowings thereunder, together with accrued interest and fees, and any applicable prepayment premium, to be immediately due and payable.

The Company’s obligations under the Blackstone Loan Agreement are secured by a security interest in, subject to certain exceptions, substantially all of the Company’s and its subsidiaries’ assets.

As of March 31, 2026, the Company had total borrowings of $400,000 under the Blackstone Loan Agreement. Interest expense accrued on the Term Loans for the three months ended March 31, 2026 totaled $6,174, of which $6,083 was paid at the end of the quarterly period and $91 was included in accrued expenses in the Condensed Consolidated

Balance Sheet as of March 31, 2026. The Term Loans accrued interest at an effective interest rate of 8.47% during the three months ended March 31, 2026.

Incurred debt fees and issuance costs associated with the Term Loans under the Blackstone Loan Agreement totaled $4,952 and are being amortized as interest expense on an effective interest rate method over the remaining term of the Term Loans. Deferred financing amortization of $149 was recognized for the three months ended March 31, 2026.

The fair value of the debt approximates its carrying value based on prevailing interest rates as of the condensed consolidated balance sheet date and is considered as Level 2 in the fair value hierarchy.

Pharmakon Loan Agreement

On April 17, 2023, the Company entered into a $450,000 Loan Agreement (the “Pharmakon Loan Agreement”) with BioPharma Credit Investments V (Master) LP and BPCR Limited Partnership, as lenders, and BioPharma Credit PLC, as collateral agent for the lenders. Certain of the Company’s wholly owned subsidiaries were guarantors to the Pharmakon Loan Agreement. The Pharmakon Loan Agreement provided for an initial term loan in the principal amount of $300,000 (the “Tranche A Loan”) funded on April 17, 2023 (the “Tranche A Closing Date”). The Company used a portion of the proceeds from the Tranche A Loan to repay the $241,787 of outstanding indebtedness (principal and interest due as of April 17, 2023) under the then-existing credit facility with Athyrium Opportunities III Co-Invest 1 LP (the “Athyrium Credit Agreement”) and to pay associated transaction costs and fees, and used the remaining net proceeds of $25,805 for other general corporate purposes.

The Pharmakon Loan Agreement provided for quarterly interest-only payments until the maturity date of April 17, 2028, with the unpaid principal amount of the outstanding Tranche A Loan due and payable on the maturity date. During the first 18 months following the Tranche A Closing Date, the Company had the option to make a portion of the applicable interest payment on the Tranche A Loan in-kind (a “Pharmakon PIK Interest Payment”) by capitalizing as principal up to 50% of the amount of interest accrued on the Tranche A Loan during the applicable interest period. The Tranche A Loan bore interest at a rate equal to the three-month SOFR, which could be no less than 1.75%, plus 7.00%, per annum or, for each interest period in which a Pharmakon PIK Interest Payment was made, with respect to the Tranche A Loan, SOFR plus 7.25%, per annum.

The Tranche A Loan accrued interest at an effective interest rate of 12.31% for the three months ended March 31, 2025. Interest expense on the Tranche A Loan for the three months ended March 31, 2025 was $9,153, all of which was paid at the end of the quarterly period. Deferred financing amortization of $544 was recognized for the three months ended March 31, 2025.

In 2025, the Company paid off in full the outstanding principal balance on the Tranche A Loan inthree separate prepayments totaling $323,704.

Note 9— Lease Obligations

The Company leases certain assets under operating leases, which primarily consist of real estate leases, and finance leases, which generally consist of laboratory equipment leases and office equipment leases. The Company’s real estate agreements expire at various times between 2028 through 2033 and its Birmingham and Durham leases include renewal options that range from three tofive years in length.

Lease expense under operating and finance leases was as follows:

Other supplemental information related to leases was as follows:

Maturities of lease liabilities as of March 31, 2026 are as follows:

Supplemental cash flow information related to leases was as follows:

Note 10— Stockholders’ Equity

Issuance of Common Stock

On November 20, 2025, the Company filed with the SEC, and amended on December 15, 2025, a registration statement on Form S-4. This registration statement was declared effective by the SEC on December 18, 2025 and registered the Company’s offer of up to 45,000 shares of the Company’s common stock in connection with the Merger (as defined in “Note 2—Acquisition of Astria Therapeutics, Inc.” herein).

On January 23, 2026, the Company issued 37,282 shares of common stock to Astria’s equity holders in connection with the Merger (see “Note 2—Acquisition of Astria Therapeutics, Inc.”).

Shares Reserved for Future Issuance of Common Stock

The Company had reserved shares of common stock for issuance as follows:

Note 11— Stock-Based Compensation

As of March 31, 2026, the Company hadthree stock-based employee compensation plans: the Amended and Restated Stock Incentive Plan (“Incentive Plan”), the Amended and Restated Inducement Equity Incentive Plan (“Inducement Plan”) and the Amended and Restated Employee Stock Purchase Plan (“ESPP”). The Incentive Plan was most recently amended and restated on April 20, 2026, subject to stockholder approval at the Company’s annual meeting of stockholders to be held on June 11, 2026. The Inducement Plan was most recently amended and restated by the Company’s Board of Directors on October 26, 2023. The ESPP was most recently amended and restated by the Company’s Board of Directors on July 7, 2023.

The Company recorded the following stock-based compensation expense:

Extension of Exercise Period

In December 2025, the Company extended the post-termination exercise period of certain vested stock option awards at the time of retirement for certain individuals to the original expiration date of the option awards. The Company considered this to be a modification of existing awards under ASC Topic 718, Compensation - Stock Compensation (“Topic 718”) and determined the incremental fair value associated with the modification using a binomial lattice model. In connection with the modification, the Company recognized incremental stock-based compensation expense of $3,584 during the three months ended March 31, 2026.

Sale of the European ORLADEYO Business

In connection with the sale of the European ORLADEYO business on October 1, 2025, the Company modified certain outstanding stock option awards and restricted stock unit awards held by employees who transferred to Neopharmed. Under the original terms of the Company’s Incentive Plan and Inducement Plan, unvested awards would have been forfeited upon the employees’ termination with the Company at closing. As part of the transaction, the Company approved modifications that (i) allowed previously unvested awards to continue to vest based on continued service to Neopharmed after Closing and (ii) extended the post-termination exercise period for certain vested stock option awards.

The modified awards vest, and for certain vested stock options remain exercisable, only if the employees remain employed by Neopharmed for specified periods following the closing of the transaction. Because the vesting of the modified awards depends on service to Neopharmed, the awards contain an “other” condition under Topic 718 and are therefore classified as liability awards until the required service to Neopharmed is provided.

The Company accounted for the continued vesting of unvested awards as a Type III modification under Topic 718 and measured the awards at their modification-date fair value. The extension of the post-termination exercise period for certain vested stock option awards was accounted for as a Type I modification under Topic 718, with the incremental fair value measured on the modification date.

The liability for the modified awards is remeasured to fair value each reporting period. The options are valued using a Black-Scholes option pricing model which incorporates significant unobservable inputs. This remeasurement resulted in the recognition of a $2,807 loss in other expense, net in the Consolidated Statement of Comprehensive (Loss) Income and a $637 decrease to additional paid-in capital during the three months ended March 31, 2026.

The following is a reconciliation of the beginning and ending balances of recurring fair value measurements recognized in the Condensed Consolidated Balance Sheets using Level 3 inputs:

Stock Incentive Plan

The following table summarizes stock option activity under the Incentive Plan:

The following table summarizes restricted stock unit activity under the Incentive Plan:

For restricted stock unit awards granted under the Incentive Plan, the fair value of the awards is determined based on the market value of the Company’s shares on the grant date. The weighted average grant date fair value of these awards granted during the three months ended March 31, 2026 and 2025 was $6.84 and $8.96, respectively. The fair value of the restricted stock unit awards is amortized to expense over the vesting periods using a straight-line expense attribution method.

Inducement Equity Incentive Plan

The following table summarizes stock option activity under the Inducement Plan:

The following table summarizes restricted stock unit activity under the Inducement Plan:

For restricted stock unit awards granted under the Inducement Plan, the fair value of the awards is determined based on the market value of the Company’s shares on the grant date. The weighted average grant date fair value of these awards granted during the three months ended March 31, 2026 and 2025 was $6.96 and $8.35, respectively. The fair value of the restricted stock unit awards is amortized to expense over the vesting periods using a straight-line expense attribution method.

Note 12 — Collaborative and Other Relationships

Navenibart

Kaken Pharmaceutical, Co., Ltd. (“Kaken”)

On August 6, 2025, Astria, which became a wholly owned subsidiary of the Company on January 23, 2026 (see “Note 2—Acquisition of Astria Therapeutics, Inc.”), entered into a license agreement with Kaken (the “Kaken License Agreement”), granting Kaken an exclusive license to develop, package, and commercialize navenibart (the “Navenibart Licensed Product”) for the prevention of HAE attacks in humans in Japan. The Kaken License Agreement included an upfront payment of $16,000, potential commercialization and sales milestone payments of $16,000, and tiered royalties ranging from 15% to 30% of annual net sales of the Navenibart Licensed Product in Japan. Under the terms of the Kaken License agreement, Kaken will also provide support for the Phase 3 trial in Japan, be responsible for regulatory submissions in Japan, and provide reimbursement for a portion of the costs associated with the navenibart Phase 3 program.

In accordance with Topic 606, two performance obligations were identified under the agreement: (i) the performance of research and development services and (ii) the delivery of the license. The Company re-evaluates the transaction price at the end of each reporting period and adjusts the estimate as changes in circumstances occur. As of March 31, 2026, the estimated transaction price was determined to be approximately $23,067, consisting of fixed consideration of $16,000 related to the upfront payment and variable consideration of $7,067 related to the estimated reimbursement of research and development services. Variable consideration is estimated each reporting period using the expected value method based on the most current forecasts. Potential milestone payments and sales-based royalties were excluded from the transaction price as they were constrained and will be recognized if and when the related milestones or sales occur.

As of March 31, 2026, the Company allocated $20,667 of the transaction price to the research and development services and the remaining $2,400 was allocated to delivery of the license. The fixed consideration was allocated to the performance obligations based on their relative standalone selling price. The variable consideration was allocated to the performance obligation to which it is determined to be related, which is the reimbursement of research and development services to be incurred.

Revenue allocated to the research and development services is recognized over time using an input method based on costs incurred. Revenue allocated to the license will be recognized at the point in time in which control of the Navenibart Licensed Product is transferred to Kaken. During three months ended March 31, 2026, the Company recognized $1,199 of collaboration revenue related to the Kaken License Agreement in license and other revenues in the Condensed Consolidated Statement of Comprehensive (Loss) Income. As of March 31, 2026, the Company recorded $14,240 of deferred revenue related to the upfront payment and cost-sharing reimbursements, of which $5,409 is classified as current and $8,831 is classified as non-current in the Condensed Consolidated Balance Sheet.

Note 13— Workforce Reduction

In December 2025, the Company had a workforce reduction. The majority of the impacted employees had termination dates in December 2025, with certain employees exiting in the first quarter of 2026. The Company notified all impacted employees in December 2025.

In accordance with ASC Topic 712, Nonretirement Postemployment Benefits, and ASC Topic 420, Exit or Disposal Costs, the Company recognized $6,314 of costs related to the workforce reduction during the year ended December 31,

2025. As of March 31, 2026, $5,718 of the costs were paid and the remaining $596 are included within accrued expenses in the Condensed Consolidated Balance Sheet.

The following table summarizes the accrued liability activity recorded in connection with the workforce reduction for the three months ended March 31, 2026:

The Company does not expect to incur any additional significant costs related to this workforce reduction. The remaining unpaid costs are expected to be disbursed by September 30, 2026.

Note 14— Segment Information

The Company operates asone reportable and operating segment, centered around its commercialized product, ORLADEYO, and its pipeline with the goal of developing first-in-class or best-in-class oral small-molecule and injectable protein therapeutics to target a range of rare diseases. The determination of a single segment is consistent with the consolidated financial information regularly provided to the Company’s chief operating decision maker (“CODM”). The Chief Executive Officer, as the CODM, uses consolidated, single-segment financial information for purposes of evaluating performance, making operating decisions, allocating resources, and planning and forecasting for future periods.

The CODM assesses performance and decides how to allocate resources based on consolidated net (loss) income. This measure is used to monitor budget versus actual results to evaluate the performance of the segment. The CODM uses consolidated cash, cash equivalents and investments as the measure of segment assets. As of March 31, 2026 and December 31, 2025 the Company’s cash, cash equivalents, and investments were $258,969 and $335,911, respectively.

The following table illustrates information about segment revenues, significant segment expenses, and segment net (loss) income for the three months ended March 31, 2026 and 2025:

All material long-lived assets of the Company reside in the U.S. For geographic information about the Company’s product revenues, see “Note 3—Revenue”.

Note 15 — Commitments and Contingencies

Abbreviated New Drug Application

In January 2025, the Company received a Paragraph IV notice of certification (the “First Notice Letter”) from Annora Pharma Private Limited (“Annora”) regarding U.S. Patent Nos. 10,662,160; 11,117,867; and 11,618,733. In January 2026, the Company received an additional Paragraph IV notice of certification (the “Second Notice Letter” and, together with the First Notice Letter, the “Notice Letters”) from Annora regarding U.S. Patent No. 12,344,585. The Notice Letters advise that Annora has submitted an Abbreviated New Drug Application (“ANDA”) to the U.S. Food and Drug Administration (“FDA”) seeking approval to manufacture, use or sell a generic version of ORLADEYO in the United States prior to the expiration of four patents listed in the FDA’s Orange Book: U.S. Patent Nos. 10,662,160; 11,117,867; 11,618,733; and 12,344,585 (the “Challenged Patents”). The Notice Letters allege that the Challenged Patents, which expire in 2039, are invalid, unenforceable and/or will not be infringed by the commercial manufacture, use or sale of the generic product described in Annora’s ANDA. The Notice Letters do not challenge the following six ORLADEYO Orange Book patents that expire in 2035: U.S. Patent Nos. 10,125,102; 10,329,260; 10,689,346; 11,230,530; 11,708,333; and 12,116,346.

On March 10, 2025 (as supplemented by the First Amended Complaint filed in December 2025), the Company filed a patent infringement lawsuit in the United States District Court for the District of Delaware against Annora, Hetero Labs Limited, Hetero USA, Inc., and Camber Pharmaceuticals, Inc. (collectively, the “Defendants”), asserting infringement of the Challenged Patents arising from Annora’s ANDA filing with the FDA. The Company is seeking, among other remedies, equitable relief enjoining the Defendants from infringing the Challenged Patents, as well as an order that the effective date of any FDA approval of the ANDA would be a date no earlier than the expiration of the Challenged Patents (including any regulatory extensions). While the Company intends to vigorously defend its intellectual property rights protecting ORLADEYO, this matter is in the early stages of litigation and no assessment can be made as to the likely outcome of this matter or whether it will be material to the Company. Accordingly, an estimate of the potential loss, or range of loss, if any, to the Company relating to this matter is not possible at this time.

Other Arrangements

The Company has collaborative, licensing, and research and development services agreements in place for which it could be obligated to make payments upon certain developmental, regulatory, or commercial milestones, and future royalty payments, which will be reflected in the financial statements upon the occurrence of such contingent events. Except as disclosed in “Note 12—Collaborative and Other Relationships”, there have been no changes to material arrangements during the three months ended March 31, 2026 as compared to those disclosed in “Note 16—Collaborative and Other Relationships” to the audited consolidated financial statements in the Annual Report on Form 10-K for the fiscal year ended December 31, 2025.

Note 16 — Net (Loss) Income Per Share

Basic and diluted net (loss) income per share for the three months ended March 31, 2026 and 2025 were calculated as follows:

For the three months ended March 31, 2025, the dilutive effect of outstanding stock options, restricted stock unit awards, and shares issuable under the employee stock purchase plan was calculated using the treasury method, whereby all such awards are assumed to be exercised at the beginning of the period. The hypothetical proceeds from such exercises, including the average unrecognized stock compensation expense for outstanding stock options, restricted stock units and shares issuable under the employee stock purchase plan, were assumed to be used to purchase outstanding common stock at the average price during the period. The net share impact of dilutive securities was added to the weighted average basic common shares outstanding to calculate weighted average diluted shares outstanding.

For the three months ended March 31, 2026, during which the Company recorded a net loss, all potentially dilutive securities were excluded from the computation of diluted net loss per share as the effect would be to reduce the net loss per share, and thus they are considered “anti-dilutive.” For this period, the weighted average number of shares of common stock outstanding used to calculate both basic and diluted net loss per share of common stock is the same.

The following table summarizes potential shares of common stock that were excluded from the computation of diluted net (loss) income per share attributable to common stockholders as they were anti-dilutive:

Note 17 — Subsequent Events

On May 4, 2026, the Company announced that it entered into a licensing agreement granting an Irish affiliate of Neopharmed exclusive rights to commercialize navenibart for HAE in Europe. The Company received upfront consideration of $70,000 and will be eligible to receive up to $275,000 in future regulatory and sales milestone payments. The Company will also receive tiered royalties on net sales ranging from 18% to 30%.