Form 10-Q EXICURE, INC. For: Jun 30
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended
or
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from to
Commission File Number:
(Exact name of registrant as specified in its charter)
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(State or other jurisdiction of incorporation or organization) |
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(IRS Employer Identification No.) |
(Address of principal executive offices)
Registrant’s telephone number, including area code (
Securities registered pursuant to Section 12(b) of the Act:
Title of each class |
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Trading symbol(s) |
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Name of each exchange on which registered |
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Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer |
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Accelerated filer |
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Smaller reporting company |
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Emerging growth company |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐
Indicate by check mark whether the registrant is a shell company (as defined by Rule 12b-2 of the Exchange Act). Yes ☐ No
As of August 12, 2026, there were
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Item 1. Financial Statements |
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Unaudited Condensed Consolidated Statements of Changes in Stockholders’ Equity |
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Notes to Unaudited Condensed Consolidated Financial Statements |
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Item 2. Management's Discussion and Analysis and Results of Operations |
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Item 3. Quantitative and Qualitative Disclosures About Market Risk |
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CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
This Quarterly Report on Form 10-Q, including the sections titled “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” contains express or implied “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). All statements other than statements of historical fact contained in this Report are forward-looking statements. In some cases, you can identify forward-looking statements by terminology such as “may,” “could,” “will,” “would,” “should,” “expect,” “plan,”, “anticipate,” “believe,” “estimate,” “intend,” “predict,” “seek,” “contemplate,” “project,” “continue,” “potential,” “ongoing” or the negative forms of these terms or other comparable terminology. Forward-looking statements also include the assumptions underlying or relating to such statements.
Although we believe that the expectations reflected in the forward-looking statements contained herein are reasonable, such expectations or any of the forward-looking statements may prove to be incorrect and actual results could differ materially from those projected or assumed in the forward-looking statements. Our future financial condition and results of operations, as well as any forward-looking statements, are subject to inherent risks and uncertainties, including, but not limited to, the reasons described elsewhere in this Quarterly Report on Form 10-Q. All forward-looking statements and reasons why results may differ included in this Quarterly Report on Form 10-Q are made as of the date hereof and we do not intend to update any forward-looking statements except as required by law. Forword-looking statemens are subject to numerous risks and uncertainties, many of which are beyond our control, and actual results may differ materially from those expressed or implied by such statements.
Forward-looking statements included in this Quarterly Report on Form 10-Q are subject to inherent risks and uncertainties, including, but not limited to, factors concerning the following:
Forward-looking statements relate to future events or our future operational or financial performance, and involve known and unknown risks, uncertainties and other factors that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by these forward-looking statements.
Any forward-looking statement in this Quarterly Report on Form 10-Q reflects our current view with respect to future events and is subject to these and other risks, uncertainties and assumptions relating to our business, results of operations and future growth. Given these uncertainties, you should not place undue reliance on these forward-looking statements. No forward-looking statement is a guarantee of future performance. You should read this Quarterly Report on Form 10-Q and the documents that we reference herein and have filed with the SEC as exhibits thereto completely and with the understanding that our actual future results may be materially different from any future results expressed or implied by these forward-looking statements. Except as required by law, we assume no, and specifically decline any, obligation to update or revise these forward-looking statements for any reason, even if new information becomes available in the future.
Except where the context otherwise requires, in this Quarterly Report on Form 10-Q, the terms the “Company,” “Exicure,” “we,” “us” and “our” refer to Exicure, Inc., a Delaware corporation, and, where appropriate, our subsidiaries.
PART I - FINANCIAL INFORMATION
EXICURE, INC.
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands, except share and per share data)
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June 30, |
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December 31, |
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ASSETS |
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Current assets: |
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Cash and cash equivalents |
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$ |
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$ |
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Other receivable |
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Prepaid expenses and other current assets |
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Total current assets |
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Other noncurrent assets |
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Property and equipment, net |
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Goodwill |
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Intangible asset |
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Total assets |
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$ |
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$ |
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LIABILITIES AND STOCKHOLDERS’ EQUITY |
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Current liabilities: |
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Accounts payable |
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$ |
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$ |
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Accrued expenses and other current liabilities |
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Total current liabilities |
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Contingent consideration |
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Deferred tax liability |
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Total liabilities |
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Stockholders’ equity: |
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Preferred stock, $ |
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Common stock, $ |
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Additional paid-in capital |
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Accumulated other comprehensive loss |
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( |
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Accumulated deficit |
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( |
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( |
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Total stockholders’ equity |
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Total liabilities and stockholders’ equity |
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$ |
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$ |
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See accompanying notes to the unaudited condensed consolidated financial statements.
6
EXICURE, INC.
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except share and per share data)
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Three Months Ended |
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Six Months Ended |
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2026 |
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2025 |
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2026 |
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2025 |
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Revenue: |
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Revenue |
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$ |
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$ |
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$ |
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$ |
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Total revenue |
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Operating expenses: |
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Research and development expense |
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General and administrative expense |
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Loss (Gain) on disposal of assets |
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Gain on early lease termination |
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( |
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Total operating expenses |
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( |
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Operating (loss) income |
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Other (expense) income, net: |
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Dividend income |
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Interest income |
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Gain on settlement of accounts payables |
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Change in fair value of contingent liability |
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( |
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( |
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( |
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( |
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Other expense, net: |
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( |
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( |
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( |
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( |
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Total other expense, net |
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( |
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( |
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( |
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Net (loss) income before provision for income taxes |
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( |
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Provision for income taxes |
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Net (loss) income |
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$ |
( |
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$ |
( |
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$ |
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$ |
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Net (loss) income per common share: |
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Basic |
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$ |
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$ |
( |
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$ |
( |
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$ |
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Diluted |
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$ |
( |
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$ |
( |
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$ |
( |
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$ |
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Weighted-average common shares outstanding: |
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Basic |
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Diluted |
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See accompanying notes to the unaudited condensed consolidated financial statements.
7
EXICURE, INC.
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY
(in thousands, except shares)
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Common Stock |
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Additional |
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Accumulated Other |
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Accumulated |
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Total |
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Shares |
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$ |
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Capital |
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Loss |
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Deficit |
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Equity |
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Balance at January 1, 2026 |
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$ |
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$ |
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$ |
( |
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$ |
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$ |
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Vesting of restricted stock units |
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— |
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— |
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— |
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— |
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— |
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Net loss |
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— |
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— |
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— |
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— |
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( |
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( |
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Balance at March 31, 2026 |
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$ |
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$ |
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$ |
( |
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$ |
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$ |
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Vesting of restricted stock units |
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— |
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— |
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— |
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— |
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— |
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Net loss |
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— |
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— |
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— |
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— |
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( |
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( |
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Balance at June 30, 2026 |
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$ |
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$ |
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$ |
( |
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$ |
( |
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$ |
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8
EXICURE, INC.
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
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Common Stock |
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Additional |
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Accumulated |
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Accumulated Other 'Comprehensive |
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Total |
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Shares |
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$ |
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Capital |
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Deficit |
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Loss |
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Equity |
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Balance at January 1, 2025 |
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$ |
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$ |
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$ |
( |
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$ |
— |
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$ |
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Vesting of restricted stock units |
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— |
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— |
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— |
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— |
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— |
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Issuance of common stock, net |
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— |
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— |
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— |
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Net income |
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— |
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— |
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— |
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— |
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Balance at March 31, 2025 |
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$ |
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$ |
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$ |
( |
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$ |
— |
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$ |
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Equity-based compensation |
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— |
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— |
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— |
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— |
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Vesting of restricted stock units and related purchases |
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— |
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— |
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— |
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— |
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— |
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Foreign currency translation adjustment |
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— |
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— |
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— |
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— |
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Net loss |
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— |
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— |
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— |
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( |
) |
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— |
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( |
) |
Balance at June 30, 2025 |
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$ |
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$ |
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$ |
( |
) |
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$ |
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$ |
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See accompanying notes to the unaudited condensed consolidated financial statements.
9
EXICURE, INC.
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
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Six Months Ended June 30, |
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2026 |
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2025 |
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Cash flows from operating activities: |
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Net income (loss) |
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$ |
( |
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$ |
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Adjustments to reconcile net loss to cash used in operating activities: |
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Depreciation and amortization |
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Equity-based compensation |
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Amortization of right-of-use asset |
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Change in fair value of contingent consideration |
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Gain on early lease termination |
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( |
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Gain on settlement of accounts payables |
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( |
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Loss from sale or disposal of property and equipment |
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Changes in operating assets and liabilities: |
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Other receivable |
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Prepaid expenses and other current assets |
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Other noncurrent assets |
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( |
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Accounts payable |
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Accrued expenses |
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( |
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Net cash used in operating activities |
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( |
) |
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( |
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Cash flows from investing activities: |
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Property and equipment |
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( |
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Proceeds from sale of fixed assets |
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Acquisition of GPCR Therapeutics USA Inc. |
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( |
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Net cash used in investing activities |
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( |
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Cash flows from financing activities: |
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Proceeds from common stock offering |
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Net cash provided by provided by financing activities |
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Net decrease in cash and cash equivalents |
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( |
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( |
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Cash and cash equivalents - beginning of period |
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Cash and cash equivalents - end of period |
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$ |
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$ |
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Six Months Ended June 30, |
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2026 |
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2025 |
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Supplemental disclosure of cash flow information |
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Non-cash investing activities: |
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Reclass prepaid expenses from noncurrent to current |
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$ |
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$ |
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See accompanying notes to the unaudited condensed consolidated financial statements.
10
EXICURE, INC.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except share and per share data)
1. Description of Business, Basis of Presentation and Going Concern
Description of Business
Exicure, Inc. has historically been an early-stage biotechnology company focused on developing nucleic acid therapies targeting ribonucleic acid against validated targets. Following the changed in the Company's ownership, board composition and management team, the Company is evaluating a range of strategic alternatives intended to maximize stockholder value, including potential acquisitions, financings, strategic partnerships and other business combination opportunities.
On January 19, 2025, the Company entered into a share purchase agreement (the “Share Purchase Agreement”) with GPCR Therapeutics Inc, a Korean corporation, (“GPCR”), pursuant to which the Company acquired from GPCR all of the issued and outstanding equity securities of its then-subsidiary, GPCR Therapeutics USA Inc., a California corporation (“GPCR USA”). In connection with the closing of the transaction pursuant to the Share Purchase Agreement, the Company and GPCR entered into a License and Collaboration Agreement to further develop and commercialize GPCR’s technologies related to certain intellectual property and patents (the “License and Collaboration Agreement”). The License and Collaboration Agreement requires the Company to make milestone payments to GPCR upon the achievement of specific milestone events relating to clinical trials, marketing authorizations, and net sales, as well as for the Company to pay a recurring royalty payments, as set forth in the agreement.
GPCR USA completed its Phase 2 clinical trial in January 2026 that focused on blood cancer patients, particularly those eligible for hematopoietic stem cell transplantation, commonly referred to as bone marrow transplant. Its current clinical trial involves the combined administration of GPC-100 (a small molecule antagonist with a high binding affinity to a chemokine receptor) and propranolol (a beta-blocker drug that affects the heart and circulation) for mobilization of stem cells in Multiple Myeloma patients. In accordance with the terms of the License and Collaboration Agreement, the Company became obligated to make, or made, a milestone payment of $
On March 26, 2025, the Company formed KC Creation Co., Ltd. (“KC Creation”), a wholly-owned South Korean subsidiary. It was established based on the growth strategies, such as a collaboration with GPCR USA and Korean bio-platform companies, response to sustainability trends by development of infrastructure based on eco-friendly renewable energy, and diversification of business and utilization of global growth potential of Korean entertainment content. However, the Company completed the sale of KC Creation on November 24, 2025.
On February 24, 2026, the Company incorporated a wholly-owned subsidiary, Exicure Canada Incorporated, under the laws of British Columbia, Canada.
Throughout these condensed consolidated financial statements, the terms the “Company,” and “Exicure” refer to Exicure, Inc. and where appropriate, its wholly owned subsidiary, Exicure Operating Company. Exicure Operating Company holds all material assets and conducts all business activities and operations of Exicure, Inc.
11
EXICURE, INC.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except share and per share data)
Basis of Presentation
Principles of Consolidation
The accompanying unaudited condensed consolidated financial statements include the accounts of Exicure and its wholly owned subsidiaries, Exicure Operating Company, GPCR USA, and Excure Canada Incorporated. All intercompany transactions and accounts are eliminated in consolidation.
Unaudited Interim Financial Information
The condensed consolidated financial statements provided herewith are unaudited. Such statements include interim condensed consolidated balance sheet as of June 30, 2026, the interim condensed consolidated statements of operations for the six months ended June 30, 2026 and 2025, the interim condensed consolidated statements of changes in stockholders’ equity for the six months ended June 30, 2026 and 2025, and the interim condensed consolidated statements of cash flows for the six months ended June 30, 2026 and 2025. In the opinion of management, the interim unaudited condensed consolidated financial statements have been prepared on the same basis as the annual audited financial statements and with instructions to Form 10-Q and Article 10 of Regulation S-X under the Exchange Act; and in the opinion of management, reflect all adjustments, which include only normal recurring adjustments necessary for the fair statement of the Company’s financial position as of June 30, 2026, the results of its operations for the six months ended June 30, 2026 and 2025, and the results of its cash flows for the six months ended June 30, 2026 and 2025. The financial data and other information disclosed in these notes related to the six months ended June 30, 2026 and 2025 are unaudited. The results for the three months ended June 30, 2026 are not necessarily indicative of results to be expected for the year ending December 31, 2026, or any other interim periods, or any future year or period. These interim unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and accompanying notes for the year ended December 31, 2025, included in the Company’s corresponding Annual Report on Form 10-K filed with the Securities and Exchange Commission (“SEC”) on March 25, 2026 (the “Annual Report”).
Going Concern
At each reporting period, the Company evaluates whether there are conditions or events that raise substantial doubt about the Company’s ability to continue as a going concern for a period of one year after the date that the condensed consolidated financial statements are issued. The Company is required to make certain additional disclosures if it concludes substantial doubt exists that is not alleviated by the Company’s plans or when its plans alleviate substantial doubt about the Company’s ability to continue as a going concern.
The accompanying unaudited condensed consolidated financial statements have been prepared assuming that the Company will continue as a going concern for a period of one year after the date that the condensed consolidated financial statements are issued. As of June 30, 2026, the Company expects to incur significant expenses and negative cash flows for the foreseeable future. As of June 30, 2026, the Company’s cash and cash equivalents were $
12
EXICURE, INC.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except share and per share data)
twelve-month period following issuance of these financial statements. There can be no assurance that such additional financing will be available and, if available, can be obtained on acceptable terms.
Management believes that, given the Company’s current cash position, operating plans and forecasted negative cash flows from operating activities over the next twelve months, there is substantial doubt about the Company’s ability to continue as a going concern within one year after the date these condensed consolidated financial statements are issued. Additional financing will be needed to fund ongoing operations, support of GPCR USA’s operations, and exploration of strategic alternatives and pursuing any alternatives that management identifies. Management's plan to alleviate this substantial doubt include pursuing additional equity and/or debt financings, strategic transactions, potential business combination opportunities and other sources of capital. However, there can be no assurance that such plans will be successful.
The accompanying unaudited condensed consolidated financial statements have been prepared as though the Company will continue as a going concern, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. The condensed consolidated financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.
Reclassification
Certain accounts in the prior period condensed consolidated financial statements have been reclassified to conform to the presentation of the current year condensed consolidated financial statements. These reclassifications had no effect on the previously reported operating results.
2. Significant Accounting Policies
The Company’s significant accounting policies are disclosed in the audited consolidated financial statements and the notes thereto, which are included in the Annual Report on Form 10-K (the “Annual Report”) for the year ended December 31, 2025 filed with the SEC on March 25, 2026. Since the date of those audited consolidated financial statements, there have been no material changes to the Company’s significant accounting policies.
Use of Estimates
The preparation of the condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Significant estimates include, among others, the valuation of contingent consideration, the assessment of goodwill and identifiable intangible assets, going concern considerations and accrued liabilities. Actual results could differ frommaterially from those estimates.
13
EXICURE, INC.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except share and per share data)
Recent Accounting Pronouncements
Disaggregation of Income Statement Expenses
In November 2024, the Financial Accounting Standards Board (“FASB”) issued ASU 2024-03, “Income Statement - Reporting Comprehensive Income -Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses.” The standard requires that public business entities disclose additional information about specific expense categories in the notes to financial statements for interim and annual reporting periods. The standard will become effective for the Company for the fiscal year 2026 annual financial statements and interim financial statements thereafter and may be applied prospectively to periods after the adoption date or retrospectively for all prior periods presented in the financial statements, with early adoption permitted. The Company has not yet adopted ASU 2024-03. The standard will become effective for the Company’s annual reporting period ending December 31, 2026 and interim reporting periods thereafter. The Company is currently evaluating the impact that adoption will have on its consolidated financial statement disclosures.
Codification Improvements
In December 2025, the FASB issued ASU 2025-12, “Codification Improvements”, which includes various clarifications, technical corrections, and enhancements to several areas of the FASB Accounting Standards Codification. The amendments are intended to improve the consistency, usability, and application of existing guidance and do not introduce new accounting models. Key areas addressed by the ASU include clarifications related to diluted earnings per share, lease receivables for sales-type and direct financing leases, and the calculation of reference amounts for certain beneficial interests. The Company adoptedASU 2025-12 on January 1, 2026. Adoption of the standard did not have a material impact on the Company’s condensed consolidated financial statements or related disclosures.
Codification Improvements—Financial Instruments
In December 2025, the FASB issued ASU 2025-11, “Codification Improvements-Financial Instruments”. The amendments provide targeted clarifications and technical corrections to existing guidance related to financial instruments, including improvements to the recognition, measurement, and disclosure requirements for certain debt and equity instruments. The amendments do not create new accounting models; rather, they are intended to enhance the consistency and operability of the current guidance. The Company plans to adopt the standard when it becomes effective in the fiscal year 2027 annual financial statements, and the Company is currently evaluating the impact this guidance will have on the disclosures included in the Notes to the Consolidated Financial Statements.
14
EXICURE, INC.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except share and per share data)
3. Supplemental Balance Sheet Information
Prepaid expenses and other current assets
|
|
June 30, 2026 |
|
|
December 31, 2025 |
|
||
Prepaid insurance |
|
$ |
|
|
$ |
|
||
Prepaid professional fees |
|
|
|
|
|
|
||
Prepaid software |
|
|
|
|
|
|
||
Right of use asset |
|
|
|
|
|
|
||
Lease security deposit |
|
|
|
|
|
|
||
Other |
|
|
|
|
|
|
||
Prepaid expenses and other current assets |
|
$ |
|
|
$ |
|
||
Property and equipment, net
|
|
June 30, 2026 |
|
|
December 31, 2025 |
|
||
Scientific equipment |
|
$ |
|
|
$ |
|
||
Computers and software |
|
|
|
|
|
|
||
Furniture and fixtures |
|
|
|
|
|
|
||
Leasehold Improvements |
|
|
|
|
|
|
||
Auto |
|
|
|
|
|
|
||
Property and equipment, gross |
|
|
|
|
|
|
||
Less: accumulated depreciation and amortization |
|
|
( |
) |
|
|
( |
) |
Property and equipment, net |
|
$ |
|
|
$ |
|
||
Depreciation and amortization expense was $
Other noncurrent assets
|
|
June 30, 2026 |
|
|
December 31, 2025 |
|
||
Prepaid insurance |
|
$ |
|
|
$ |
|
||
The prepaid insurance balance relates primarily to directors’ and officers’ liability insurance and other insurance policies with coverage periods extending beyond twelve months from the applicable balance sheet date
Accrued expenses and other current liabilities
|
|
June 30, 2026 |
|
|
December 31, 2025 |
|
||
Current lease liability |
|
|
|
|
$ |
|
||
Accrued payroll-related expenses |
|
|
|
|
|
|
||
Accrued litigation and legal fees |
|
|
|
|
|
|
||
Accrued registration delay payments |
|
|
|
|
|
|
||
Accrued contingent consideration, current portion |
|
|
|
|
|
|
||
Accrued other expenses |
|
|
|
|
|
|
||
Accrued expenses and other current liabilities |
|
$ |
|
|
$ |
|
||
4. Leases
Redwood City Lease
15
EXICURE, INC.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except share and per share data)
The Company’s lease arrangements at June 30, 2026 consist of a sublease for office space at its headquarters in Redwood City, California that commenced in July 2022 (the “Redwood Sublease”). The Redwood Sublease is classified as an operating lease.
GPCR USA was subleasing approximately
Chicago Lease
On February 13, 2025, the Company executed a Lease Termination Agreement with its landlord related to the Chicago, Illinois lease effective as of January 31, 2025 (the “Chicago Lease”). As a result of this early termination for the Chicago Lease that commenced on July 1, 2020 and would have ended on June 30, 2030, the Company vacated the Chicago office and stopped paying any further amounts owed to its landlord. There were no additional fees or costs related to the early termination. The Company recognized a $
5. Stockholders’ Equity
Preferred Stock
The Company has
Common Stock
The Company has authorized
The holders of Common Stock are entitled to
16
EXICURE, INC.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except share and per share data)
the Board out of funds legally available for that purpose. In the event of the Company’s liquidation, dissolution or winding up, the holders of Common Stock are entitled to share ratably in all assets remaining after payment of liabilities, subject to prior distribution rights of preferred stock then outstanding. Common Stock has no preemptive or conversion rights or other subscription rights. There are no redemption or sinking fund provisions applicable to Common Stock. The outstanding shares of Common Stock are fully paid and non-assessable.
Common Stock Warrants
As of June 30, 2026 and December 31, 2025, warrants to purchase
6. Equity-Based Compensation
2017 Equity Incentive Plan
On September 22, 2017, the Company’s stockholders approved the Exicure, Inc. 2017 Equity Incentive Plan (the “2017 Plan”), which became effective on November 15, 2017. The 2017 Plan provides for the issuance of incentive awards of up to
Awards granted under the 2017 Plan are contingent on the participants’ continued employment or provision of non-employee services and are subject to forfeiture if employment or continued service terminates for any reason. The initial award granted to an employee or consultant generally vests
Equity-based compensation expense for the three months ended June 30, 2026 and for the year ended December 31, 2025 is included in the condensed consolidated financial statements and is immaterial.
Employee Stock Purchase Plan
The 2017 Employee Stock Purchase Plan (the “ESPP”) was adopted by the Board in September 2017 and approved by the Company’s stockholders in September 2017. Through the ESPP, eligible employees may authorize payroll deductions of
17
EXICURE, INC.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except share and per share data)
up to
The ESPP provides that the number of shares reserved and available for issuance will automatically increase each January 1, beginning on January 1, 2018 and each January 1 thereafter through January 1, 2027, by the least of (i)
7. Segment Reporting
The Company manages its business activities on a consolidated basis and operates as a
The Company’s chief operating decision maker (“CODM”) is its , Jung Soo Kim.
18
EXICURE, INC.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except share and per share data)
The following table provides the operating financial results of the Biotechnology segment:
|
|
Three Months Ended |
|
Six Months Ended |
|
||||||||||
|
|
2026 |
|
|
2025 |
|
2026 |
|
|
2025 |
|
||||
Total revenues |
|
$ |
|
|
$ |
|
$ |
|
|
$ |
|
||||
Significant segment expenses: |
|
|
|
|
|
|
|
|
|
|
|
||||
Research and development expense |
|
|
|
|
|
|
|
|
|
|
|
||||
General and administrative expense |
|
|
|
|
|
|
|
|
|
|
|
||||
Loss (Gain) on disposal of assets |
|
|
( |
) |
|
|
|
|
|
|
|
|
|||
Gain on lease termination |
|
|
|
|
|
|
|
|
|
|
( |
) |
|||
Total operating expenses |
|
|
( |
) |
|
|
( |
) |
|
( |
) |
|
|
|
|
Interest and dividend income |
|
|
|
|
|
|
|
|
|
|
|
||||
Gain on settlement of accounts payable |
|
|
|
|
|
|
|
|
|
|
|
||||
Change in fair value of contingent liability |
|
|
( |
) |
|
|
( |
) |
|
( |
) |
|
|
( |
) |
Other income (expense) |
|
|
( |
) |
|
|
( |
) |
|
( |
) |
|
|
|
|
Total other income |
|
|
( |
) |
|
|
( |
) |
|
( |
) |
|
|
( |
) |
Segment net (loss) income |
|
$ |
( |
) |
|
$ |
( |
) |
$ |
( |
) |
|
$ |
|
|
8. Income Taxes
The Company incurred pretax income in the three months ended June 30, 2026, but does not expect to end the fiscal year with pretax income. The Company incurred pretax loss for the three months ended June 30, 2025, which consists entirely of loss in the United States and resulted in
9. (Loss) Income Per Common Share
Basic net (loss) income per common share is calculated by dividing net (loss) income by the weighted-average number of shares of common stock outstanding during the period. Diluted net (loss) income per common share is calculated using the treasury share method by giving effect to all potentially dilutive securities that were outstanding. Potentially dilutive options, restricted stock units and warrants to purchase common stock that were outstanding for the three months ended June 30, 2025 were included in the diluted income per share calculation. As a result of the net loss for the three months ended June 30, 2026, all potentially dilutive shares in such period were anti-dilutive, and therefore, excluded from the computation of diluted net loss per share.
19
EXICURE, INC.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except share and per share data)
The following is the computation of net (loss) income per common share for the six months ended June 30, 2026 and 2025:
|
|
Three Months Ended |
|
For the Six Months |
|
||||||||||
|
|
2026 |
|
|
2025 |
|
2026 |
|
|
2025 |
|
||||
Net (loss) income |
|
$ |
( |
) |
|
$ |
( |
) |
$ |
( |
) |
|
$ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Weighted-average basic common shares outstanding |
|
|
|
|
|
|
|
|
|
|
|
||||
Dilutive effect of options, restricted stock units and warrants |
|
|
|
|
|
|
|
|
|
|
|
||||
Weighted-average diluted common shares outstanding |
|
|
|
|
|
|
|
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
||||
Net (loss) income per share: |
|
|
|
|
|
|
|
|
|
|
|
||||
Basic |
|
$ |
( |
) |
|
$ |
( |
) |
$ |
( |
) |
|
$ |
|
|
Diluted |
|
$ |
( |
) |
|
$ |
( |
) |
$ |
( |
) |
|
$ |
|
|
To the extent that securities are “anti-dilutive,” they are excluded from the calculation of diluted net income (loss) per share.
|
|
As of June 30, |
|
|||||
|
|
2026 |
|
|
2025 |
|
||
Options to purchase common stock |
|
|
|
|
|
|
||
Restricted stock units |
|
|
|
|
|
|
||
Warrants to purchase common stock |
|
|
|
|
|
|
||
10. Fair Value Measurements
Assets and liabilities measured at fair value on a recurring basis as of June 30, 2026 are as follows:
|
|
Total |
|
|
Level 1 |
|
|
Level 2 |
|
|
Level 3 |
|
||||
Liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Contingent consideration |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Total financial liabilities |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
In connection with the contingent consideration, the Company was not able to pay the first $
20
EXICURE, INC.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except share and per share data)
Assumptions utilized in the valuation of Level 3 liabilities are described as follows:
|
|
As of June 30, 2026 |
|
|||||||
Milestone |
|
Probability Of Success |
|
|
Payment Date |
|
Discount Rate |
|
||
1 |
|
|
% |
|
1/16/2026 |
|
|
% |
||
2 |
|
|
% |
|
6/30/2027 |
|
|
% |
||
3 |
|
|
% |
|
12/31/2028 |
|
|
% |
||
4 |
|
|
% |
|
12/31/2028 |
|
|
% |
||
5 |
|
|
% |
|
12/31/2030 |
|
|
% |
||
6 |
|
|
% |
|
12/31/2031 |
|
|
% |
||
7 |
|
|
% |
|
12/31/2032 |
|
|
% |
||
The increase in the fair value of contingent consideration during the six months ended June 30, 2026 was primarily attributable to revisions in management’s estimates regarding the probability and timing of achievement of the applicable milestone events under the License and Collaboration Agreement.
|
|
Three Months Ended June 30, 2026 |
|
|
Year Ended December 31, 2025 |
|
||
Contingent consideration |
|
|
|
|
|
|
||
Beginning balance |
|
$ |
|
|
$ |
|
||
Contingent consideration assumed in the GPCR USA acquisition |
|
|
|
|
|
|
||
Change in fair value of contingent consideration |
|
|
|
|
|
|
||
Ending balance |
|
$ |
|
|
$ |
|
||
At June 30, 2026 and December 31, 2025, current portion of contingent consideration of $
Cash and cash equivalents were measured using level 1 inputs as of June 30, 2026. The Company recognizes transfers between levels of the fair value hierarchy as of the end of the reporting period. There were no transfers within the hierarchy during the period ended June 30, 2026 and the year ended December 31, 2025. The carrying amount of the Company’s receivables and payables approximate their fair value due to their maturity.
11. Commitments and Contingencies
The Company is subject to various claims and legal actions that arise in the ordinary course of business. Management, after consultation with legal counsel, believes that the resolution of these matters will not have a material adverse effect on the Company’s financial position, results of operations, or cash flows.
On March 3, 2026, the Company received a Three Day Notice to Pay Rent or Quit from Dren Bio demanding payment of unpaid rent payments of approximately $
21
EXICURE, INC.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except share and per share data)
not remit a payment and on March 9, 2026, Dren Bio filed a Complaint for Unlawful Detainer against GPCR USA in the Superior Court of California, County of San Mateo, seeking restitution of possession of the premises and forfeiture of the sublease and the unpaid rent payments of approximately $
The Company and certain of its current and former officers and directors were defendants in Colwell v. Exicure, Inc. et al., a securities class action in the United States District Court for the Northern District of Illinois (Case No. 1:21-cv-06637) (the “Securities Class Action”). On May 26, 2023, the plaintiffs filed a second amended complaint generally alleging that the defendants made false statements about the results of experiments concerning the drug XCUR-FXN and asserting claims for violations of federal securities laws under Section 10(b) and Section 20(a) of the Exchange Act and Rule 10b-5 thereunder. On October 8, 2024, the court granted preliminary approval of the settlement in the Securities Class Action and set a schedule for final approval proceedings, including a final approval hearing on January 13, 2025. On January 13, 2025, the court entered final judgment approving a settlement of this litigation, which settlement included a $
The settlement described above was fully covered by insurance. However, the settlement includes a reservation of rights by the insurers against the Company for the unsatisfied portion of its self-insured retainer. As a result, the Company recorded an accrual as of September 30, 2024 for the amount of the unsatisfied retainer of approximately $
On October 3, 2023, a former employee filed a complaint against the Company and various of its former executives in the United States District Court for the District of New Jersey. The complaint is primarily a breach of contract claim relating to the former employee’s separation from the Company, as well as a claim for unpaid wages under the Illinois Wage Payment and Collection Act (“IWPCA”). On July 15th 2026, the parties entered into a settlement agreement in the amount of $425,000.
22
EXICURE, INC.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except share and per share data)
12. Related-Party Transactions
On February 1, 2025, the Company and Paul Kang came to an understanding that they would execute an agreement (the “Consulting Agreement”) by which Mr. Kang would provide transitional consulting services to the Company for the next
23
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.
The following information should be read in conjunction with our unaudited condensed consolidated financial statements and the notes thereto included in this Quarterly Report on Form 10-Q and the audited financial information and the notes thereto included in our Annual Report on Form 10-K (the “Annual Report”) for the year ended December 31, 2025, which was filed with the Securities and Exchange Commission, or SEC, on March 25, 2026. This Quarterly Report on Form 10-Q contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, or the Securities Act, and Section 21E of the Exchange Act, that involve significant risks and uncertainties. Our actual results, performance or experience could differ materially from what is indicated by any forward-looking statement due to various important factors, risks, uncertainties, assumptions and other factors including, but not limited to, those identified in this Quarterly Report on Form 10-Q and in our other SEC filings.
Overview
Historically, we have been an early-stage biotechnology company focused on developing nucleic acid therapies targeting ribonucleic acid against validated targets. Following the acquisition of GPCR USA in January 2025 and changes in our ownership, board composition and management team, our activities have primarily focused on supporting GPCR USA’s clinical development programs, evaluating strategic alternatives strategic alternatives and preserving capital.
We continue to evaluate a board range of strategic alternatives intended to maximize stockholder value, including private company acquisitions, additional capital raising transactions, business combination opportunities and other strategic transactions. No assurance can be given that any such evaluation process will result in the consummation of a transaction.
On January 19, 2025, we entered into a share purchase agreement (the “Share Purchase Agreement”) with GPCR Therapeutics Inc, a Korean corporation, (“GPCR”), pursuant to which we acquired from GPCR all of the issued and outstanding equity securities of its then-subsidiary, GPCR Therapeutics USA Inc., a California corporation (“GPCR USA”). In connection with the closing of the Share Purchase Agreement, the Company and GPCR entered into a License and Collaboration Agreement to further develop and commercialize GPCR’s technologies related to certain intellectual property and patents. The License and Collaboration Agreement requires us to make milestone payments to GPCR upon the achievement of specific milestone events relating to clinical trials, marketing authorizations, and net sales, as well as for us to pay a recurring royalty payments, as set forth in the agreement.
GPCR USA completed its Phase 2 clinical trial in January 2026 that focused on blood cancer patients, particularly those eligible for hematopoietic stem cell transplantation, commonly referred to as bone marrow transplant. Its current clinical trial involves the combined administration of GPC-100 (a small molecule antagonist with a high binding affinity to a chemokine receptor) and propranolol (a beta-blocker drug that affects the heart and circulation) for mobilization of stem cells in Multiple Myeloma patients. In accordance with the terms of the License and Collaboration Agreement, the first milestone payment of $1,000,000 became payable the second quarter of 2026. Due to the Company’s limited cash resources, the payment terms were amended and the milestone obligation is expected to be satisfied through the issuance of shares of the Company’s common stock
The Company previously formed KC Creation Co., Ltd. a wholly-owned South Korean subsidiary, which was subsequently disposed of on November 24, 2025 and dose not represent and ongoing operations of the Company.
24
Operating, financing, and cash flow considerations
Since our inception in 2011, we have primarily funded our operations through sales of our securities, loans and collaborations.
As of June 30, 2026, our cash and cash equivalents were approximately $1.7 million, compared to approximately $3.7 million as of December 31, 2025. The decrease primarily reflects cash utilized to fund operating activities, support GPCR USA’s clinical development activities and satisfy public company compliance obligations. Our current liquidity may not be sufficient to fund operations for the next 12 months. As a result, there is substantial doubt about our ability to continue as a going concern. Additional financing will be needed to fund our ongoing operations and exploration of strategic alternatives and pursue any alternatives that we identify. Management continues to evaluate potential equity financings, strategic transactions, partnering opportunities and other
capital-raising alternatives. If we are unable to raise capital, the Company could seek bankruptcy protection and/or cease operations, which may result in our stockholders receiving no or very little value in respect of their shares of our common stock.
We expect to seek financing through equity offerings. However, it may be difficult to obtain financing given our current condition and uncertainty over its future direction. Therefore, we may be unable to raise capital at all or on favorable terms. Our failure to raise capital or enter into such other arrangements as and when needed would have a negative impact on our financial condition and our ability to continue operations.
Recent Developments
Nasdaq Listing Requirements Deficiency Notices
As previously disclosed, we have received numerous deficiency notices with respect to various Nasdaq listing requirements in the past year. Most recently, On May 28, 2026, the Company received a notice from Nasdaq indicating that the Company was not in compliance with Nasdaq Listing Rules as a result of the delayed filing of its Quarterly Report on Form 10-Q for the period March 31, 2026. On May 29, 2026, the Company filed its Form 10-Q for the period ended March 31, 2026, and on June 5, 2026, the Company received a formal notice from Nasdaq confirming that the Company had regained compliance with the applicable listing requirement and that this matter was officially closed.
In addition, on June 5, 2026, the Company received a deficiency notification from Nasdaq stating that the Company’s Stockholders' Equity reported in its Form 10-Q for the period ended March 31, 2026 ($2.098 million) had fallen below Nasdaq's minimum requirement of $2.5 million. On July 30, 2026, the Company submitted a formal Plan of Compliance to Nasdaq to address the equity shortfall. The Company is currently awaiting Nasdaq’s review and approval of its plan. If accepted, Nasdaq may grant an extension period of up to 180 days for the Company to regain compliance.
There can be no assurance that we will remain in compliance with Nasdaq’s requirements and will not be delisted in the future.
Critical Accounting Estimates
We prepare our condensed consolidated financial statements in accordance with accounting principles generally accepted in the United States of America, which require our management to make estimates that affect the reported amounts of assets, liabilities and disclosures of contingent assets and liabilities at the balance sheet dates, as well as the reported amounts of revenues and expenses during the reporting periods. To the extent that there are material differences between
25
these estimates and actual results, our financial condition or results of operations would be affected. We base our estimates on our own historical experience and other assumptions that we believe are reasonable after taking account of our circumstances and expectations for the future based on available information. We evaluate these estimates on an ongoing basis.
We consider an accounting estimate to be critical if: (1) the accounting estimate requires us to make assumptions about matters that were highly uncertain at the time the accounting estimate was made, and (2) changes in the estimate that are reasonably likely to occur from period to period, or use of different estimates that we reasonably could have used in the current period, would have a material impact on our financial condition or results of operations. There are items within our condensed consolidated financial statements that require estimation but are not deemed critical, as defined above.
Management has discussed the development and selection of these critical accounting estimates with the Audit Committee of our Board of Directors. Changes in estimates used in these and other items could have a material impact on our condensed consolidated financial statements. This includes estimates where the nature of the estimate is material due to the levels of subjectivity and judgment necessary to account for highly uncertain matters or the susceptibility of such matters to change, and the impact of the estimate on financial condition or operating performance is material.
Business Combinations
We follow the acquisition method of accounting to record identifiable assets acquired and liabilities assumed or recognized in connection with acquired businesses at their estimated fair value as of the date of acquisition. Identifiable intangible assets from business combinations are recognized at their estimated fair values as of the date of acquisition and consist of in-process research and development (“IPR&D”). Determination of the estimated fair value of identifiable intangible assets requires judgment. The fair value of intangible assets is estimated using the Multi-Period Excess Earnings Method (MPEEM) for the acquired IPR&D. The fair value methods are income-based valuation approaches, which require judgment to estimate appropriate discount rates, probability of success rates related to the drug under development, projected revenue, gross margins, operating costs, and growth rates.
The contingent consideration liability, associated with our business combination, is estimated based on the discounted cash flow method to determine the probability of achieving certain milestones. In order to perform the fair value calculations the following estimates are considered: probability of achieving certain milestones, discount period, and discount rates.
We believe our assumptions, estimates, and judgements to be reasonable, but which are inherently uncertain and unpredictable and, as a result, actual results may differ from estimates. Estimates associated with the accounting for acquisitions may change as additional information becomes available regarding the assets acquired and liabilities assumed.
Contingent Consideration
The contingent consideration liability associated with the GPCR USA acquisition is measured at fair value using significant unobservable inputs and is therefore classified as a Level 3 liability under ASC 820. The valuation incorporates management’s estimates regarding the probability and timing of achieving specified clinical, regulatory and commercial milestones, as well as appropriate discount rates. Changes in these assumptions could result in material changes in the fair value of the contingent consideration liability and corresponding gains or losses in future reporting periods.
Results of Operations
26
Comparison of the three months ended June 30, 2026 and 2025
We did not generate revenue during the three or six months ended June 30, 2026 or the comparable periods in 2025. Accordingly, period-to-period changes in operating results are primarily attributable to changes in research and development activities, general and administrative expenses and non-cash valuation adjustments.
The following table summarizes the results of our operations for the three months ended June 30, 2026 and 2025:
|
|
Three Months Ended |
|
|
|
|
|
|
|
|||||||
(dollars in thousands) |
|
2026 |
|
|
2025 |
|
|
Change |
|
|||||||
Revenue: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Revenue |
|
$ |
— |
|
|
$ |
— |
|
|
|
— |
|
|
— % |
|
|
Total Revenue |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
— % |
|
|
Operating expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Research and development expense |
|
|
174 |
|
|
|
935 |
|
|
|
(761 |
) |
|
|
(81 |
)% |
General and administrative expense |
|
|
889 |
|
|
|
1,514 |
|
|
|
(625 |
) |
|
|
(41 |
)% |
Loss (gain) on disposal of assets |
|
|
(9 |
) |
|
|
60 |
|
|
|
(69 |
) |
|
|
(115 |
)% |
Total operating expenses |
|
|
1,054 |
|
|
|
2,509 |
|
|
|
(1,455 |
) |
|
|
(58 |
)% |
Operating income (loss) |
|
|
(1,054 |
) |
|
|
(2,509 |
) |
|
|
1,455 |
|
|
|
(58 |
)% |
Other income, net: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Dividend income |
|
|
— |
|
|
|
52 |
|
|
|
(52 |
) |
|
|
(100 |
)% |
Interest income |
|
|
11 |
|
|
|
4 |
|
|
|
7 |
|
|
|
175 |
% |
Change in fair value of contingent liability |
|
|
(52 |
) |
|
|
(159 |
) |
|
|
107 |
|
|
|
(67 |
)% |
Other (expense) |
|
|
(26 |
) |
|
|
(9 |
) |
|
|
(17 |
) |
|
|
189 |
% |
Total other income, net |
|
|
(67 |
) |
|
|
(112 |
) |
|
|
45 |
|
|
|
(40 |
)% |
Net loss before provision for income taxes |
|
|
(1,121 |
) |
|
|
(2,621 |
) |
|
|
1,500 |
|
|
|
(57 |
)% |
Provision for income taxes |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
— % |
|
|
Net income (loss) |
|
$ |
(1,121 |
) |
|
$ |
(2,621 |
) |
|
$ |
1,500 |
|
|
|
(57 |
)% |
Research and development expense
The following table summarizes our research and development expenses incurred during the periods indicated:
|
|
Three Months Ended |
|
|
|
|
|
|
|
|||||||
(dollars in thousands) |
|
2026 |
|
|
2025 |
|
|
Change |
|
|||||||
Employee-related expense |
|
$ |
169 |
|
|
$ |
217 |
|
|
$ |
(48 |
) |
|
|
(22 |
)% |
Clinical development programs expense |
|
|
5 |
|
|
|
718 |
|
|
|
(713 |
) |
|
|
(99 |
)% |
Total research and development expense |
|
$ |
174 |
|
|
$ |
935 |
|
|
$ |
(761 |
) |
|
|
(81 |
)% |
Research and development expense was $0.17 million for the three months ended June 30, 2026, reflecting a decrease of $0.76 million, or 81% from research and development expense of $0.93 million for three months ended June 30, 2025. The Company incurred research and development expense in 2025 after the acquisition of GPCR USA; however, the Company temporarily deferred certain operating expenses, including research and development expense, during the three months ended June 30, 2026 pending the Company’s restructuring and reorganization.
27
General and administrative expense
|
|
Three Months Ended |
|
|
|
|
|
|
|
|||||||
(dollars in thousands) |
|
2026 |
|
|
2025 |
|
|
Change |
|
|||||||
General and administrative expense |
|
$ |
889 |
|
|
$ |
1,514 |
|
|
|
(625 |
) |
|
|
(41 |
)% |
Full time employees |
|
|
2 |
|
|
|
8 |
|
|
|
(6 |
) |
|
|
(75 |
)% |
General and administrative expense was $0.09 million for the three months ended June 30, 2026, representing a decrease of $0.63 million or 41%, from $1.51 million for the three months ended June 30, 2025. The decrease for the three months ended June 30, 2026 was primarily attributable to reduced headcount, lower payroll-related costs and reduced expenditures on professional services and corporate administration activities.
Other income and expense
The Company recognized a loss of $52,000 related to the change in the fair value of its contingent liability for the three months ended June 30, 2026, compared to $159,000 in the comparative period in 2025.
For the three months ended June 30, 2026, the Company did not have any dividend and interest income, and had interest income of $11,000, whereas the Company reported dividend income of $52,000 and interest income of $4,000 for the three months ended June 30, 2025.
Comparison of the Six Months Ended June 30, 2026 and 2025
The following table summarizes the results of our operations for the six months ended June 30, 2026 and 2025:
|
|
Six Months Ended |
|
|
|
|
|
|
|
|||||||
(dollars in thousands) |
|
2026 |
|
|
2025 |
|
|
Change |
|
|||||||
Revenue: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Revenue |
|
$ |
— |
|
|
$ |
— |
|
|
|
— |
|
|
— % |
|
|
Total Revenue |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
— % |
|
|
Operating expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Research and development expense |
|
|
486 |
|
|
|
1,743 |
|
|
|
(1,257 |
) |
|
|
(72 |
)% |
General and administrative expense |
|
|
2,180 |
|
|
|
3,731 |
|
|
|
(1,551 |
) |
|
|
(42 |
)% |
Loss on disposal of assets |
|
|
28 |
|
|
|
86 |
|
|
|
(58 |
) |
|
|
(67 |
)% |
Gain on early lease termination |
|
|
— |
|
|
|
(5,974 |
) |
|
|
5,974 |
|
|
|
(100 |
)% |
Total operating expenses |
|
|
2,694 |
|
|
|
(414 |
) |
|
|
3,108 |
|
|
|
(751 |
)% |
Operating income (loss) |
|
|
(2,694 |
) |
|
|
414 |
|
|
|
(3,108 |
) |
|
|
(751 |
)% |
Other income, net: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Dividend income |
|
|
— |
|
|
|
79 |
|
|
|
(79 |
) |
|
|
(100 |
)% |
Interest income |
|
|
11 |
|
|
|
9 |
|
|
|
2 |
|
|
|
22 |
% |
Gain on settlement of accounts payable |
|
|
— |
|
|
|
191 |
|
|
|
(191 |
) |
|
|
(100 |
)% |
Change in fair value of contingent liability |
|
|
(240 |
) |
|
|
(295 |
) |
|
|
55 |
|
|
|
(19 |
)% |
Other (expense) |
|
|
(26 |
) |
|
|
(9 |
) |
|
|
(17 |
) |
|
|
189 |
% |
Total other income, net |
|
|
(255 |
) |
|
|
(25 |
) |
|
|
(230 |
) |
|
|
920 |
% |
Net loss before provision for income taxes |
|
|
(2,949 |
) |
|
|
389 |
|
|
|
(3,338 |
) |
|
|
(858 |
)% |
Provision for income taxes |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
— % |
|
|
Net income (loss) |
|
$ |
(2,949 |
) |
|
$ |
389 |
|
|
$ |
(3,338 |
) |
|
|
(858 |
)% |
28
Research and development expense
The following table summarizes our research and development expenses incurred during the periods indicated:
|
|
Six Months Ended |
|
|
|
|
|
|
|
|||||||
(dollars in thousands) |
|
2026 |
|
|
2025 |
|
|
Change |
|
|||||||
Employee-related expense |
|
$ |
444 |
|
|
$ |
426 |
|
|
$ |
18 |
|
|
|
4 |
% |
Clinical development programs expense |
|
|
42 |
|
|
|
1,317 |
|
|
$ |
(1,275 |
) |
|
|
(97 |
)% |
Total research and development expense |
|
$ |
486 |
|
|
$ |
1,743 |
|
|
$ |
(1,257 |
) |
|
|
(72 |
)% |
Research and development expense was $0.49 million for the six months ended June 30, 2026, reflecting a decrease of $1.26 million, or 72% from research and development expense of $1.74 million for six months ended June 30, 2025. The Company incurred research and development expense in 2025 after the acquisition of GPCR USA; however, the Company temporarily deferred certain operating expenses, including research and development expense, during the six months ended June 30, 2026 pending the Company’s restructuring and reorganization.
General and administrative expense
|
|
Six Months Ended |
|
|
|
|
|
|
|
|||||||
(dollars in thousands) |
|
2026 |
|
|
2025 |
|
|
Change |
|
|||||||
General and administrative expense |
|
$ |
2,180 |
|
|
$ |
3,731 |
|
|
|
(1,551 |
) |
|
|
(42 |
)% |
Full time employees |
|
|
1 |
|
|
|
8 |
|
|
|
(7 |
) |
|
|
(88 |
)% |
General and administrative expense was $2.2 million for the six months ended June 30, 2026, representing a decrease of $1.56 million or 42%, from $3.7 million for the six months ended June 30, 2025. The decrease for the three months ended June 30, 2026was due to the decreased number of full time employees and professional services compared to the same prior-year quarter.
Gain on early lease termination
Due to the early termination of the Chicago Lease as of January 31, 2025, the Company recognized a $6 milliongain resulting from the reversal of the remaining liability related to this lease for the six months ended June 30, 2025. Accordingly, period-to-period comparisons of operating results are significantly affected by this one-time, non-recurring gain. Excluding the lease termination gain, operating losses improved primarily as a result of reductions in headcount, professional services costs and clinical development expenditures.
Other income and expense
The Company recognized a loss of $240,000 related to the change in the fair value of its contingent liability for the six months ended June 30, 2026, compared to $295,000 in the comparative period in 2025.
For the six months ended June 30, 2026, the Company did not have any dividend income and had interest income of $11,000, whereas the Company reported dividend income of $79,000 and interest income of $9,000 for the six months ended June 30, 2025.
29
Liquidity and Capital Resources
Since our inception, we have incurred significant operating losses. We generated limited revenue from our collaboration agreements, which have since been terminated. We have funded our operations to date with proceeds received from equity financings and payments received in connection with collaboration agreements, which have since been terminated. Currently we are evaluating strategic alternatives and did not generate revenue during the six months ended June 30, 2026. As of June 30, 2026, our cash and cash equivalents were $1.7 million.
We incurred net loss of approximately $2.9 million for the six months ended June 30, 2026 and net income of $0.4 million for the six months ended June 30, 2025. We expect to incur significant expenses and negative cash flows for the foreseeable future.
Our current liquidity is not sufficient to continue to fund existing obligations and operations. As a result, there is substantial doubt about our ability to continue as a going concern. Additional financing will be needed to fund our ongoing operations and exploration of strategic alternatives and pursue any alternatives that we identify. We may need to seek bankruptcy protection and/or cease operations in the near term, which may result in our stockholders receiving no or very little value in respect of their shares of our common stock.
See “Funding Requirements” below for additional information on our future capital needs.
Cash Flows
The following table shows a summary of our cash flows for the six months ended June 30, 2026 and 2025:
|
|
Six Months Ended |
|
|||||
(in thousands) |
|
2026 |
|
|
2025 |
|
||
|
|
(unaudited) |
|
|||||
Net cash used in operating activities |
|
$ |
(2,029 |
) |
|
$ |
(3,880 |
) |
Net cash used in investing activities |
|
|
— |
|
|
|
(2,370 |
) |
Net cash provided by financing activities |
|
|
— |
|
|
|
1,600 |
|
Net (decrease) in cash and cash equivalents |
|
$ |
(2,029 |
) |
|
$ |
(4,650 |
) |
Operating activities
Net cash used in operating activities was $1.1 million and $1.6 million for the six months ended June 30, 2026 and 2025, respectively. The decrease in cash used in operating activities for the six months ended June 30, 2026of $0.5 million was due to the Company’s reduced spending and reduced number of employees, to conserve cash during the restructuring and reorganization.
Investing activities
Net cash used in investing activities was $0.0 million and $2.1 million for the six months ended June 30, 2026 and 2025, respectively. The cash used by investing activities of $2.1 million for the prior year was due to the purchase of GPCR USA. The Company did not have any investing activities for the current year.
30
Financing activities
Net cash provided by financing activities was $0.0 million and $1.6 million for six months ended June 30, 2026 and 2025, respectively. The $1.6 million provided by financing activities in the prior year is due to the funds received from the common stock purchase agreements during the six months ended June 30, 2025. The Company did not have any financing activities during the six months ended June 30, 2026.
Funding Requirements
Our existing cash and cash equivalents may not be sufficient to enable us to fund our existing obligations and ongoing operating expenses for the near term. Our future capital requirements are difficult to forecast and will depend on many factors, including, but not limited to:
Based on our current cash position and operating forecasts, we will require additional capital to continue operations, satisfy existing obligations and execute our strategic objectives. There can be no assurance that such financing will be available when needed or on acceptable terms.
Until such time, if ever, as we can generate substantial revenue, we expect to finance our cash needs primarily through equity offerings. To the extent that we raise additional capital through the sale of equity or convertible debt securities, the ownership interest of our stockholders may be materially diluted, and the terms of such securities could include liquidation or other preferences that adversely affect the rights of our stockholders. Debt financing and preferred equity financing, if available, may involve agreements that include restrictive covenants that limit our ability to take specified actions, such as incurring additional debt, making capital expenditures or declaring dividends. Further, the global financial markets have experienced significant disruptions over the past couple of years due to global health crisis, the ongoing conflict between Russia and Ukraine, and in the Middle East, and worsening global macroeconomic conditions, including actions taken by central banks to counter inflation, volatility in the capital markets and related market uncertainty, may impact our ability to obtain additional financing when needed on favorable terms or at all. Any further disruption or slowdown in the global financial markets and economy may negatively affect our ability to raise funding through equity or debt financings on attractive terms or at all, which could in the future negatively affect our operations.
31
Going Concern
In accordance with Accounting Standards Codification 205-40, Going Concern, we have evaluated whether there are conditions and events, considered in the aggregate, that raise substantial doubt about our ability to continue as a going concern within one year after the date that the condensed consolidated financial statements are issued. In the absence of a significant source of recurring revenue, our continued viability is dependent on our ability to continue to raise additional capital to finance our operations. As discussed above, there are substantial uncertainties about our ability to raise such financing.
Contractual Obligations and Commitments
There have been no material changes to our contractual obligations and commitments from those described in our Annual Report.
32
Item 3. Quantitative and Qualitative Disclosures about Market Risk.
As a smaller reporting company, as defined by Rule 12b-2 of the Exchange Act and in Item 10(f)(1) of Regulation S-K, we are electing scaled disclosure reporting obligations and therefore are not required to provide the information requested by this Item.
Item 4. Controls and Procedures.
Limitations on Effectiveness of Controls
In designing and evaluating our disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives. In addition, the design of disclosure controls and procedures must reflect the fact that there are resource constraints and that management is required to apply judgment in evaluating the benefits of possible controls and procedures relative to their costs.
Evaluation of Disclosure Controls and Procedures
We maintain “disclosure controls and procedures” as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act, that are designed to ensure that information required to be disclosed in our periodic and current reports that we file with the SEC under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management, including our principal executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required disclosure. Management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving their objectives and management necessarily applies its judgment in evaluating the cost-benefit relationship of possible controls and procedures.
Our management, with the participation of our principal executive officer and our principal financial officer, evaluated the effectiveness of our disclosure controls and procedures as of June 30, 2026. Based on the evaluation of our disclosure controls and procedures as of June 30, 2026, our principal executive officer and principal financial officer concluded that, as of such date, our disclosure controls and procedures were not effective at the reasonable assurance level due to the material weakness described below.
Material Weakness in Internal Control Over Financial Reporting
A material weakness is a deficiency, or combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the annual or interim financial statements will not be prevented or detected on a timely basis.
Management identified material weaknesses in the Company’s internal control over financial reporting related to the following:
33
These matters have been reviewed with our Audit Committee.
Remediation Plan
We are evaluating the material weakness and are developing a plan of remediation to strengthen the effectiveness of the design and operation of our internal control environment. The remediation plan will include enhancing our review procedures within our accounting department, implementing additional review procedures with respect to accumulation and evaluation of information that is known or knowable to the Company at the time, and applying that information to the applicable accounting guidance. Subject to our ability to obtain additional financing and the results of our review of strategic alternatives, we will also consider whether additional personnel are necessary.
Changes in Internal Control over Financial Reporting
Other than described above, there were no changes in our internal control over financial reporting during the fiscal quarter ended June 30, 2026 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
34
PART II – OTHER INFORMATION
Item 1. Legal Proceedings.
The Company is subject to various claims and legal actions that arise in the ordinary course of business. Management, after consultation with legal counsel, believes that the resolution of these matters will not have a material adverse effect on the Company’s financial position, results of operations, or cash flows.
On March 3, 2026, the Company received a Three Day Notice to Pay Rent or Quit from Dren Bio demanding payment of unpaid rent payments of approximately $0.7 million in connection with the sublease of its facilities situated in Redwood City or in the alternative quit and deliver up possession of the premises. Following receipt of such notice, the Company did not remit a payment and on March 9, 2026, Dren Bio filed a Complaint for Unlawful Detainer against GPCR USA in the Superior Court of California, County of San Mateo, seeking restitution of possession of the premises and forfeiture of the sublease and the unpaid rent payments of approximately $0.7 million, damages and attorney’s fees. The Company vacated the facility in Redwood City as of April 15, 2026. The Company is evaluating its legal and factual defenses and the potential financial impact of the matter. At this time, management cannot reasonably estimate any additional loss, if any, beyond amounts currently accrued in the Company’s condensed consolidated financial statements.
The Company and certain of its current and former officers and directors were defendants in Colwell v. Exicure, Inc. et al., a securities class action in the United States District Court for the Northern District of Illinois (Case No. 1:21-cv-06637) (the “Securities Class Action”). On May 26, 2023, the plaintiffs filed a second amended complaint generally alleging that the defendants made false statements about the results of experiments concerning the drug XCUR-FXN and asserting claims for violations of federal securities laws under Section 10(b) and Section 20(a) of the Exchange Act and Rule 10b-5 thereunder. On October 8, 2024, the court granted preliminary approval of the settlement in the Securities Class Action and set a schedule for final approval proceedings, including a final approval hearing on January 13, 2025. On January 13, 2025, the court entered final judgment approving a settlement of this litigation, which settlement included a $5.625 million payment. The settlement was funded by the Company’s insurers, subject to certain agreements between the Company and the insurers.
The settlement described above was fully covered by insurance. However, the settlement includes a reservation of rights by the insurers against the Company for the unsatisfied portion of its self-insured retainer. As a result, the Company recorded an accrual as of September 30, 2024 for the amount of the unsatisfied retainer of approximately $1.1 million needed to bridge the $2.5 million retainer that the Company is liable for under its self- insured retention. On July 29, 2025, the Company entered into an agreement with the insurer to remit $1 million in order to satisfy the remaining balance of its self-insured retention obligation and paid this on August 13, 2025.
Three related stockholder derivative lawsuits were filed against certain of the Company’s current and former officers and directors and against the Company as a nominal defendant between March and April 2022 in the United States District Court for the Northern District of Illinois (Puri v. Giljohann, et al. (Case No. 1:22-cv-01083); Sim v. Giljohann, et al. (Case No. 1:22-cv-01217)), and the United States District Court for the District of Delaware (Stourbridge Investments LLC v. Exicure, Inc. et al. (Case No. 1:22-cv-00526)) (collectively, the “Derivative Complaints”). On March 18, 2022, James McNabb, through counsel, sent a written demand to the Company (the “Demand Letter”) demanding that the Board investigate certain allegations and commence proceedings on the Company’s behalf against certain of the Company’s officers and directors for alleged breaches of fiduciary duties and corporate waste. On March 18, 2026, the parties executed a formal settlement agreement. On June 2, 2026, the United States District Court for the Northern District of Illinois granted final approval of the global settlement and, on the same day, entered an order dismissing with prejudice the derivative litigation
35
pending in that court pursuant to the settlement. On June 15, 2026, the United States District Court for the District of Delaware entered an order dismissing with prejudice the derivative litigation pending in that court pursuant to the settlement.
On October 3, 2023, a former employee filed a complaint against the Company and various of its former executives in the United States District Court for the District of New Jersey. The complaint is primarily a breach of contract claim relating to the former employee’s separation from the Company, as well as a claim for unpaid wages under the Illinois Wage Payment and Collection Act (“IWPCA”). On July 15th 2026, the parties entered into a settlement agreement in the amount of $425,000.
General
We may also be a party to litigation and subject to claims incident to the ordinary course of business. Although the results of litigation and claims cannot be predicted with certainty, we currently believe that the final outcome of these ordinary course matters will not have a material adverse effect on our business. Regardless of the outcome, litigation can have an adverse impact on us because of defense and settlement costs, diversion of management resources and other factors.
Item 1A. Risk Factors.
Not applicable to smaller reporting companies
36
Item 6. Exhibits
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Incorporated by Reference |
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Exhibit No. |
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Exhibit Description |
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Form |
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Exhibit No. |
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Filing Date |
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File No. |
3.1 |
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10-K |
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3.3 |
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3/11/21 |
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001-39011 |
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3.2 |
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8-K |
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3.1 |
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06/29/22 |
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001-39011 |
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3.3 |
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8-K |
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3.4 |
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10/02/17 |
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000-55764 |
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3.4 |
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8-K |
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3.1 |
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8/26/24 |
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001-39011 |
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31.1* |
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31.2* |
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32.1** |
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101.INS* |
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Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document |
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101.SCH* |
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Inline XBRL Taxonomy Extension Schema Document |
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101.CAL* |
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Inline XBRL Taxonomy Extension Calculation Linkbase Document |
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101.DEF* |
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Inline XBRL Taxonomy Extension Definition Linkbase Document |
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101.LAB* |
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Inline XBRL Taxonomy Extension Label Linkbase Document |
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101.PRE* |
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Inline XBRL Taxonomy Extension Presentation Linkbase Document |
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104* |
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Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) |
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* Filed herewith.
** The certification attached as Exhibit 32.1 that accompanies this Quarterly Report on Form 10-Q is not deemed filed with the SEC and is not to be incorporated by reference into any filing of Exicure, Inc. under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended (whether made before or after the date of such Form 10-Q), irrespective of any general incorporation language contained in such filing.
37
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
Date: August 14, 2026
EXICURE, INC. |
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By: |
/s/ Jung Soo Kim |
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Jung Soo Kim |
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Chief Executive Officer |
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By: |
/s/ Gyuyeob Lee |
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Gyuyeob Lee |
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Chief Financial Officer |
38
ATTACHMENTS / EXHIBITS
XBRL TAXONOMY EXTENSION SCHEMA WITH EMBEDDED LINKBASES DOCUMENT
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