Financial Analysis

Commitments and Contingencies Purchase Commitments The Company has agreements in place to purchase a specified level of reagents from certain vendors. Typically, the Company can cancel contracts with suppliers without penalties. For those contracts that are not cancelable without penalties, there are termination fees and costs or commitments for continued spending that the Company is obligated to pay to a supplier under each contracts termination period before such contract can be cancelled. These purchase commitments expire in 2028. The purchase commitments as of December 31, 2025, are as follows (in thousands): Years ending December 31, 2026 $ 5,310 2027 5,310 2028 $ 939 Total purchase commitments $ 11,559 Legal Proceedings On January 20, 2021, Natera, Inc. filed a patent infringement complaint against the Companys subsidiary Inivata Limited and its subsidiary Inivata, Inc. in U.S. District Court for the district of Delaware, alleging Inivatas InVisionFirst-Lung cancer diagnostic test of infringing two patents. Natera then filed a second patent infringement complaint on December 20, 2022 against Inivata Limited and Inivata, Inc. alleging that RaDaR minimal residual disease test infringes one patent. On August 29, 2025, the district court granted NeoGenomics motion for summary judgment that Nateras 454 and 596 Patents are invalid for claiming ineligible subject matter. On September 29, 2025, the district court dismissed Nateras claims against NeoGenomics with prejudice and e …

CommitmentsAndContingenciesDisclosureTextBlock · excerpt; the full note is in the filing

Debt The following table summarizes long-term debt, net, at December 31, 2025 and 2024 (in thousands): 2025 2024 0.25% Convertible Senior Notes due 2028 Principal $ 345,000 $ 345,000 Unamortized debt discount (3,071) (4,559) Unamortized debt issuance costs (71) (106) Total 0.25% Convertible Senior Notes due 2028 $ 341,858 $ 340,335 1.25% Convertible Senior Notes due 2025 Principal $ $ 201,250 Unamortized debt discount (421) Unamortized debt issuance costs (52) Total 1.25% Convertible Senior Notes due 2025, net $ $ 200,777 Total debt $ 341,858 $ 541,112 Less: Current portion of convertible senior notes, net (200,777) Total long-term debt, net $ 341,858 $ 340,335 At December 31, 2025, the estimated fair value (Level 2) of the 0.25% Convertible Senior Notes due 2028 was $307.1 million. At December 31, 2024, the estimated fair value (Level 2) of the 0.25% Convertible Senior Notes due 2028 and the 1.25% Convertible Senior Notes due 2025 was $284.8 million and $197.7 million, respectively. 2028 Convertible Senior Notes On January 11, 2021, the Company completed the sale of $345.0 million of Convertible Senior Notes with a stated interest rate of 0.25% and a maturity date of January 15, 2028 (the 2028 Convertible Notes), unless earlier converted, redeemed, or repurchased. The 2028 Convertible Notes were issued at a discounted price of 97.0% of their principal amount. The total net proceeds from the issuance of the 2028 Convertible Notes and exercise of the over-allotment option was …

DebtDisclosureTextBlock · excerpt; the full note is in the filing

The following table details the disaggregation of net revenue for the years ended December 31, 2025, 2024 and 2023 (in thousands): 2025 2024 2023 Client direct billing $ 518,844 $ 475,444 $ 428,901 Commercial insurance 117,508 99,843 88,022 Medicare and other government 90,866 84,598 74,370 Self-pay 114 681 350 Total net revenue $ 727,332 $ 660,566 $ 591,643

DisaggregationOfRevenueTableTextBlock

Fair Value Measurements Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. A fair value hierarchy has been established based on three levels of inputs, of which the first two are considered observable and the last unobservable. Level 1: Quoted prices in active markets for identical assets or liabilities. These are typically obtained from real-time quotes for transactions in active exchange markets involving identical assets. Level 2: Inputs, other than quoted prices included within Level 1, which are observable for the asset or liability, either directly or indirectly. These are typically obtained from readily available pricing sources for comparable instruments. Level 3: Unobservable inputs, where there is little or no market activity for the asset or liability. These inputs reflect the reporting entitys own assumptions of the data that market participants would use in pricing the asset or liability, based on the best information available in the circumstances. Assets and Liabilities that are Measured at Fair Value on a Recurring Basis The Company measures certain financial assets at fair value on a recurring basis, i …

FairValueDisclosuresTextBlock · excerpt; the full note is in the filing

"Income Taxes (Loss) income before income tax expense (benefit) for the years ended December 31, 2025, 2024 and 2023 is as follows (in thousands): 2025 2024 2023 Domestic $ (42,629) $ (43,086) $ (62,489) Foreign (67,639) (37,589) (34,608) Total $ (110,268) $ (80,675) $ (97,097) Significant components of the provision for income taxes December 31, 2025, 2024 and 2023 is as follows (in thousands): 2025 2024 2023 Current: Federal $ $ (35) $ State 866 581 391 Foreign 79 Total current provision (benefit) $ 866 $ 625 $ 391 Deferred: Federal $ 112 $ (340) $ (373) State 165 9 602 Foreign (3,386) (2,243) (9,749) Total deferred provision (benefit) $ (3,109) $ (2,574) $ (9,520) Income tax expense (benefit) $ (2,243) $ (1,949) $ (9,129) A reconciliation of the differences between the effective tax rate and the federal statutory tax rate for the years ended December 31, 2025, 2024 and 2023 is as follows (amounts in thousands): 2025 2024 2023 Amount Percent Amount Percent Amount Percent Federal statutory tax rate $ (23,156) 21.00 % $ (16,942) 21.00 % $ (20,390) 21.00 % State and local income taxes, net of federal income tax effect (1)-(3) 891 (0.81) % 337 (0.42) % 911 (0.94) % Foreign tax effects: United Kingdom: Statutory tax rate difference (2,642) 2.40 % (2,300) 2.85 % (1,207) 1.24 % Change in valuation allowance 13,179 (11.95) % 12,606 (15.62) % 1,526 (1.57) % Effects of changes in tax laws or rates enacted in current period % % (1,025) 1.06 % Other 268 (0.24) % (282) 0.35 % 655 (0.68) …

IncomeTaxDisclosureTextBlock · excerpt; the full note is in the filing

Leases As of December 31, 2025, the maturities of the operating lease liabilities and a reconciliation to the present value of lease liabilities were as follows (in thousands): Remaining Lease Payments 2026 $ 6,681 2027 8,602 2028 8,683 2029 8,760 2030 7,519 Thereafter 44,443 Total remaining lease payments 84,688 Less: imputed interest (17,090) Total operating lease liabilities 67,598 Less: current portion (4,776) Long-term operating lease liabilities $ 62,822 Weighted-average remaining lease term and weighted-average discount rate for the years ended December 31, 2025 and 2024, were as follows: 2025 2024 Weighted-average remaining lease term (in years) 10.55 11.59 Weighted-average discount rate 4.2 % 4.1 % The following summarizes additional supplemental data related to the operating leases for the years ended December 31, 2025 and 2024 (in thousands): 2025 2024 Operating lease costs $ 9,551 $ 11,731 Right-of-use assets obtained in exchange for operating lease liabilities $ 6,397 $ 617 Cash paid for operating leases $ 5,034 $ 9,002

LesseeOperatingLeasesTextBlock

Recently Adopted Accounting Pronouncements In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. This update requires entities to consistently categorize and provide greater disaggregation of information in the rate reconciliation and to further disaggregate income taxes paid by jurisdiction. ASU 2023-09 is effective for fiscal years beginning after December 15, 2024, with early adoption permitted. ASU 2023-09 may be applied retrospectively or prospectively. The Company has adopted this standard with retrospective application in the 2025 annual financial statements and have included the additional disclosures in Note 12. Income Taxes. Accounting Pronouncements Pending Adoption In September 2025, the FASB issued ASU No. 2025-06, IntangiblesGoodwill and OtherInternal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software. This update replaces the existing development phase model with a principle based threshold approach, allowing capitalization of software development costs once management has authorized funding and it is probable the project will be completed and used as intended, provided there is no significant development uncertainty. ASU 2025-06 is effective for fiscal years beginning after December 15, 2027, with early adoption permitted. The Company is currently evaluating the impact of this standard on its financial statement presentation and disclosures. In Novembe …

NewAccountingPronouncementsPolicyPolicyTextBlock · excerpt; the full note is in the filing

Defined Contribution Plan The Company maintains a defined-contribution 401(k) retirement plan covering substantially all U.S. based employees (as defined). The Companys employees may make voluntary contributions to the plan, subject to limitations based on IRS regulations and compensation. The Company matches 100.0% of every dollar contributed up to 3.0% of the respective employees compensation and an additional 50.0% of every dollar contributed on the next 2% of compensation (4.0% maximum Company match). Matching contributions were approximately $8.9 million, $8.4 million and $7.3 million during the years ended December 31, 2025, 2024 and 2023, respectively, and are recorded in cost of revenue and operating expenses in the Consolidated Statements of Operations. …

PensionAndOtherPostretirementBenefitsDisclosureTextBlock · excerpt; the full note is in the filing

Related Party Transactions The Company has revenue contracts with HOOKIPA Pharma, Inc., an entity with whom a director of the Company, Michael A. Kelly, was a director until April 2023. In connection with these contracts, the Company recognized $0.4 million of revenue in the Consolidated Statements of Operations for the years ended December 31, 2023. There were no such amounts for the year ended December 31, 2025 and 2024.

RelatedPartyTransactionsDisclosureTextBlock

Restructuring In 2022, the Company embarked on a restructuring program to improve execution and drive efficiency across the organization. This program is a framework for identifying, prioritizing and executing operational improvements. Restructuring charges incurred consist of severance and other employee costs, costs for optimizing the Companys geographic presence (Facility Footprint Optimization), and consulting and other costs. The Company completed this restructuring program in 2024. The following table summarizes the costs associated with the Companys restructuring activities for the year ended December 31, 2025 (in thousands): Severance and Other Employee Costs Facility Footprint Optimization Consulting and Other Costs Total Balance as of December 31, 2023 $ 687 $ 1,389 $ 537 $ 2,613 Restructuring charges incurred 1,518 4,083 997 6,598 Impairment of facility related assets 60 60 Cash payments and other adjustments (1) (2,075) (4,896) (1,433) (8,404) Balance as of December 31, 2024 $ 130 $ 636 $ 101 $ 867 Cash payments and other adjustments (1) (130) (636) (101) (867) Balance as of December 31, 2025 $ $ $ $ Current liabilities $ Long-term liabilities Total liabilities $ _________________ (1) Other adjustments include non-cash asset charges related to Facility Footprint Optimization costs. …

RestructuringAndRelatedActivitiesDisclosureTextBlock · excerpt; the full note is in the filing

Revenue Recognition The Companys specialized clinical services are performed based on a written test requisition form or electronic equivalent. The performance obligation is satisfied and revenues are recognized at the point in time the clinical services have been performed and the results have been delivered to the ordering physician. These clinical services are billed to various payers, including client direct billing, commercial insurance, Medicare and other government payers, and patients. Revenue is recorded for all payers based on the amount expected to be collected, which considers implicit price concessions. Implicit price concessions represent differences between amounts billed and the estimated consideration the Company expects to receive based on negotiated discounts, historical collection experience, and other anticipated adjustments, including anticipated payer denials. For the Company's pharmaceutical development services, the Company generally enters into contracts with pharmaceutical and biotech clients as well as other CROs to provide research and clinical trial services. Such services also include validation studies and assay development. The Company records revenue on a unit-of-service basis based on the number of units completed towards the satisfaction of a performance obligation. In addition, certain contracts include upfront fees and the revenue for those contracts is recognized over time as services are performed. Additional offerings within the Compan …

RevenueFromContractWithCustomerTextBlock · excerpt; the full note is in the filing

Segment Information The Company operates under a single segment based on an analysis of the Company's reporting structure, the information available to the CODM, and the strategic decisions being made by management. The Company provides services to a diverse client base, which includes community-based pathology and oncology practices, hospital pathology labs, reference labs, academic centers, and pharmaceutical companies. Revenue is derived from clients by providing clinical cancer testing, interpretation and consultative services, molecular and NGS testing, comprehensive technical and professional services offering, clinical trials and research, validation laboratory services, and oncology data solutions. The Company's Chief Executive Officer serves as the Chief Operating Decision Maker. The CODM uses net loss, as reported on the Consolidated Statements of Operations, to monitor budget versus actual results to evaluate profitability and allocate resources. The CODM is regularly provided with financial information, including revenue and expenses, in a format consistent with the Consolidated Statements of Operations. The CODM does not review assets at a different level or category than those disclosed in the Consolidated Balance Sheets. Substantially all of the Company's revenue and tangible long-lived assets are attributable to the U.S. The following table presents selected financial information with respect to the Company's single operating segment for the years ended Decemb …

SegmentReportingDisclosureTextBlock · excerpt; the full note is in the filing

Summary of Significant Accounting Policies Basis of Presentation The accompanying Consolidated Financial Statements include the accounts of NeoGenomics, Inc. and its subsidiaries. All intercompany accounts and balances have been eliminated in consolidation. Use of Estimates The Company prepares its Consolidated Financial Statements in conformity with GAAP. These principles require management to make estimates, judgments and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses, together with amounts disclosed in the related notes to the Consolidated Financial Statements. Actual results and outcomes may differ from managements estimates, judgments and assumptions. Significant estimates, judgments and assumptions used in these Consolidated Financial Statements include, but are not limited, to those related to revenue recognition and the determination of the amount expected to be collected, including estimates of implicit price concessions, accounts receivable and related allowances, contingencies, self-insurance exposures, useful lives and recovery of long-term assets and intangible assets, the fair value of assets and liabilities acquired in business combinations, income taxes and valuation allowances, stock-based compensation, and impairment analysis of goodwill. These estimates, judgments, and assumptions are reviewed periodically and the effects of material revisions in estimates are reflected on the Consolidated Financial Statements pro …

SignificantAccountingPoliciesTextBlock · excerpt; the full note is in the filing

Commitments and Contingencies Regulatory Matter With the assistance of outside counsel, the Company voluntarily conducted an internal investigation that focused on the compliance of certain consulting and service agreements with federal healthcare laws and regulations, including those relating to fraud, waste and abuse. Based on this internal investigation, the Company voluntarily notified the Office of Inspector General of the U.S. Department of Health and Human Services (OIG) of the Companys internal investigation in November 2021, and thereafter cooperated with the government's investigation of this matter. As previously disclosed, on July 20, 2026, the Company entered into a civil settlement agreement (the Settlement Agreement ) with the U.S. Department of Justice ( DOJ ), on behalf of the OIG, resolving the government's investigation concerning consulting services provided by the Company to certain health care providers for laboratory testing services as part of its Laboratory Clinical Initiative program. Under the terms of the Settlement Agreement, the Company agreed to pay the United States $10.0 million, consisting of a settlement amount of approximately $9.8 million plus accrued interest of $0.2 million, payable within 15 days of July 20, 2026. The Settlement Agreement resolves the DOJ's investigation of this matter, does not require the Company to enter into a corporate integrity agreement or undertake other ongoing compliance obligations, and is neither an admissio …

CommitmentsAndContingenciesDisclosureTextBlock · excerpt; the full note is in the filing

Debt The following table summarizes long-term debt, net, at June 30, 2026 and December 31, 2025 (in thousands): June 30, 2026 December 31, 2025 0.25% Convertible Senior Notes due 2028 Principal $ 69,000 $ 345,000 Unamortized debt discount (465) (3,071) Unamortized debt issuance costs (11) (71) Total 0.25% Convertible Senior Notes due 2028, net $ 68,524 $ 341,858 0.75% Convertible Senior Notes due 2032 Principal $ 316,250 $ Unamortized debt discount (9,455) Unamortized debt issuance costs (1,078) Total 0.75% Convertible Senior Notes due 2032, net $ 305,717 $ Total long-term debt, net $ 374,241 $ 341,858 2032 Convertible Senior Notes On June 22, 2026, the Company completed the sale of $316.3 million aggregate principal amount of Convertible Senior Notes with a stated interest rate of 0.75% and a maturity date of July 1, 2032 (the 2032 Convertible Notes), unless earlier converted, redeemed, or repurchased. The total net proceeds from the issuance of the 2032 Convertible Notes and exercise of the over-allotment option was approximately $305.7 million, which is net of discount of approximately $9.5 million and net offering expenses of approximately $1.1 million. Offering expenses paid in cash through June 30, 2026 totaled approximately $1.4 million, which exceeds the approximately $1.1 million of net offering expense because a portion of such payments were expected to be reimbursed to the Company subsequent to June 30, 2026. On June 22, 2026, the Company entered into an indenture …

DebtDisclosureTextBlock · excerpt; the full note is in the filing

The following table details the disaggregation of net revenue for the three and six months ended June 30, 2026 (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2026 2025 2026 2025 Client direct billing $ 137,956 $ 131,157 $ 269,545 $ 253,195 Commercial insurance 36,273 28,766 67,211 53,623 Medicare and other government 27,427 21,387 51,572 42,488 Self-pay 20 59 Total net revenue $ 201,656 $ 181,330 $ 388,328 $ 349,365 …

DisaggregationOfRevenueTableTextBlock · excerpt; the full note is in the filing

Fair Value Measurements Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. A fair value hierarchy has been established based on three levels of inputs, of which the first two are considered observable and the last unobservable. Level 1: Quoted prices in active markets for identical assets or liabilities. These are typically obtained from real-time quotes for transactions in active exchange markets involving identical assets. Level 2: Inputs, other than quoted prices included within Level 1, which are observable for the asset or liability, either directly or indirectly. These are typically obtained from readily available pricing sources for comparable instruments. Level 3: Unobservable inputs, where there is little or no market activity for the asset or liability. These inputs reflect the reporting entitys own assumptions of the data that market participants would use in pricing the asset or liability, based on the best information available in the circumstances. The carrying value of cash, certain cash equivalents, accounts receivable, net, other current assets, accounts payable, accrued expenses and other liabilities, …

FairValueDisclosuresTextBlock · excerpt; the full note is in the filing

Goodwill and Intangible Assets The following table summarizes the carrying amounts of goodwill at June 30, 2026 and December 31, 2025 (in thousands): Goodwill Carrying Amount Balance as of December 31, 2024 $ 522,766 Acquired goodwill (1) 5,078 Impairment charges (2) (3,500) Balance as of December 31, 2025 $ 524,344 Acquired goodwill adjustment (1) (349) Balance as of June 30, 2026 $ 523,995 (1) In connection with the acquisition of Pathline, the Company recognized $5.1 million of goodwill during the year ended December 31, 2025 and an adjustment of $0.3 million during the six months ended June 30, 2026, reflecting the allocation of the purchase price to the identifiable assets acquired and liabilities assumed. Please refer to Note 3. Acquisitions and Disposals for further information about the acquisition of Pathline. (2) In connection with the classification of the Trapelo assets as held for sale, the Company recognized an impairment charge of $3.5 million to write down the carrying value of the disposal group to its estimated fair value less costs to sell. Please refer to Note 3. Acquisitions and Disposals for further information about the sale of Trapelo. Intangible assets consisted of the following (in thousands): June 30, 2026 Amortization Period (years) Cost Accumulated Amortization Net Customer Relationships 7 - 15 $ 144,301 $ 90,471 $ 53,830 Developed Technology 10 - 15 276,825 92,942 183,883 Trademarks 15 30,261 10,159 20,102 Trademark - Indefinite lived 13,447 13,4 …

GoodwillAndIntangibleAssetsDisclosureTextBlock · excerpt; the full note is in the filing

Income Taxes At the end of each interim period, management estimates the annual effective tax rate based on forecasted pre-tax results of the Companys global operations and applies such rate to its ordinary quarterly earnings to calculate income tax expense related to ordinary income. The tax effects of significant, unusual and infrequent in nature items are discretely calculated and recognized in the period during which they occur. These discrete items often relate to changes in tax laws, excess tax benefits/deficiencies related to share-based compensation or adjustments to previously reported tax expense/benefits. Management assesses the recoverability of its deferred tax assets as of the end of each quarter, weighing available positive and negative evidence, and is required to establish and maintain a valuation allowance for these assets if it is more likely than not that some or all of the deferred income tax assets will not be realized. The weight given to the evidence is commensurate with the extent to which the evidence can be objectively verified. If negative evidence exists, positive evidence is necessary to support the conclusion that a valuation allowance is not needed. A cumulative loss in recent years, commonly defined as a three-year cumulative loss position, is a significant piece of negative evidence that is difficult to overcome. As of June 30, 2026, management determined that a valuation allowance for the Companys U.S. operations is necessary because suffici …

IncomeTaxDisclosureTextBlock · excerpt; the full note is in the filing

Accounting Pronouncements Pending Adoption In September 2025, the Financial Accounting Standards Board (FASB) issued ASU No. 2025-06, IntangiblesGoodwill and OtherInternal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software. This update replaces the existing development phase model with a principle based threshold approach, allowing capitalization of software development costs once management has authorized funding and it is probable the project will be completed and used as intended, provided there is no significant development uncertainty. ASU 2025-06 is effective for fiscal years beginning after December 15, 2027, with early adoption permitted. The Company is currently evaluating the impact of this standard on its financial statement presentation and disclosures. In November 2024, the FASB issued ASU No. 2024-03, Income StatementReporting Comprehensive Income (Topic 220): Expense Disaggregation Disclosures. This update requires entities to disaggregate operating expenses into specific categories, such as purchases of inventory, compensation, depreciation, and amortization, to provide enhanced transparency into the nature and function of expenses. ASU 2024-03 is effective for fiscal years beginning after December 15, 2026, with early adoption permitted. ASU 2024-03 may be applied retrospectively or prospectively. The Company is currently evaluating the impact of this standard on its financial statement presentation and disclosur …

NewAccountingPronouncementsPolicyPolicyTextBlock · excerpt; the full note is in the filing

Revenue Recognition The Companys specialized clinical services are performed based on a written test requisition form or electronic equivalent. The performance obligation is satisfied and revenues are recognized at the point in time the clinical services have been performed and the results have been delivered to the ordering physician. These clinical services are billed to various payers, including client direct billing, commercial insurance, Medicare and other government payers, and patients. Revenue is recorded for all payers based on the amount expected to be collected, which considers implicit price concessions. Implicit price concessions represent differences between amounts billed and the estimated consideration the Company expects to receive based on negotiated discounts, historical collection experience, and other anticipated adjustments, including anticipated payer denials. For the Company's pharmaceutical development services, the Company generally enters into contracts with pharmaceutical and biotech clients as well as other CROs to provide research and clinical trial services. Such services also include validation studies and assay development. The Company records revenue on a unit-of-service basis based on the number of units completed towards the satisfaction of a performance obligation. In addition, certain contracts include upfront fees and the revenue for those contracts is recognized over time as services are performed. Additional offerings within the Compan …

RevenueFromContractWithCustomerTextBlock · excerpt; the full note is in the filing

Segment Information The Company operates under a single segment based on an analysis of the Company's reporting structure, the information available to the Chief Operating Decision Maker ( CODM ) , and the strategic decisions being made by management. The Company provides services to a diverse client base, which includes community-based pathology and oncology practices, hospital pathology labs, reference labs, academic centers, and pharmaceutical companies. Revenue is derived from clients by providing clinical cancer testing, interpretation and consultative services, molecular and NGS testing, comprehensive technical and professional services offering, clinical trials and research, validation laboratory services, and oncology data solutions. The Company's chief executive officer serves as the CODM. The CODM uses net loss, as reported on the Consolidated Statements of Operations, to monitor budget versus actual results to evaluate profitability and allocate resources. The CODM is regularly provided with financial information, including revenue and expenses, in a format consistent with the Consolidated Statements of Operations. The CODM does not review assets at a different level or category than those disclosed in the Consolidated Balance Sheets. Substantially all of the Company's revenue and tangible long-lived assets are attributable to the U.S. The following table summarizes segment information for the three and six months ended June 30, 2026 , and 2025 (in thousands): Thre …

SegmentReportingDisclosureTextBlock · excerpt; the full note is in the filing

Summary of Significant Accounting Policies Basis of Presentation The accompanying interim Condensed Consolidated Financial Statements (Consolidated Financial Statements) are unaudited and have been prepared in accordance with generally accepted accounting principles in the United States (GAAP) for interim financial information. All intercompany transactions and balances have been eliminated in the accompanying Consolidated Financial Statements. The accounting policies of the Company are the same as those set forth in Note 2. Summary of Significant Accounting Policies, to the audited Consolidated Financial Statements contained in the Companys Annual Report on Form 10-K for the year ended December 31, 2025. Unaudited Interim Financial Information Certain information and footnote disclosures normally included in the Companys annual audited Consolidated Financial Statements and accompanying notes have been condensed or omitted in the accompanying interim Consolidated Financial Statements and footnotes. Accordingly, the accompanying interim unaudited Consolidated Financial Statements included herein should be read in conjunction with the audited Consolidated Financial Statements and accompanying notes included in the Companys Annual Report on Form 10-K for the year ended December 31, 2025. The results of operations presented in this Quarterly Report on Form 10-Q are not necessarily indicative of the results of operations that may be expected for any future periods. In the opinion …

SignificantAccountingPoliciesTextBlock · excerpt; the full note is in the filing

Equity Transactions Share Repurchases In June 16, 2026, in connection with the 2032 Convertible Notes offering, the Company entered into privately negotiated transactions to repurchase shares of its common stock. The repurchases were completed on June 22, 2026, and totaled 2,383,222 shares at $10.49 per share, for an aggregate purchase price of $25.0 million. The repurchases were funded using proceeds from the issuance of the 2032 Convertible Notes. The purchase price per share equaled the last reported sale price of the Company's common stock on the Nasdaq Capital Market on June 16, 2026. The repurchases were not made pursuant to a publicly announced share repurchase plan or program. The repurchase price did not exceed the market price of the Company's common stock, therefore, no portion of the consideration was attributed to the issuance of the 2032 Convertible Notes or to any other element of the transactions. The Company recorded the repurchases as treasury stock at cost and are reflected as a reduction to stockholders' equity in the accompanying Consolidated Financial Statements.

StockholdersEquityNoteDisclosureTextBlock