SAB Biotherapeutics reported a $22.3 million net loss for Q3 2026.

Cover page 4 changes

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For the quarterly period ended June September 30, 2026

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The Nasdaq Stock Market LLC LLC(1)

(1) The Company's publicly traded warrants expired in accordance with their terms on October 22, 2026. On October 22, 2026, The Nasdaq Stock Market LLC filed a Form 25 with the Securities and Exchange Commission to delist the warrants and withdraw their registration under Section 12(b) of the Exchange Act. Trading in the warrants on The Nasdaq Stock Market LLC was suspended on October 23, 2026. The withdrawal of the registration of the warrants under Section 12(b) will become effective 90 days after the filing of the Form 25, or such shorter period as the Securities and Exchange Commission may determine.

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As of August 3, November 2, 2026, the registrant had 90,986,368 90,088,831 shares of common stock, $0.0001 par value per share, outstanding.

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Financial statements 74 changes

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Financing Finance lease right-of-use assets

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Series A Preferred stock; $ 0.0001 par value; 10,000,000 shares authorized, 28,380 shares issued and outstanding at June September 30, 2026 and December 31, 2025, respectively

Series B Preferred stock; $ 0.0001 par value; 2,928,570 shares authorized, 522,629 shares issued and outstanding at June September 30, 2026 and 638,558 shares issued and outstanding as of December 31, 2025

Common stock; $ 0.0001 par value; 800,000,000 shares authorized at June September 30, 2026 and December 31, 2025; 83,547,733 91,192,688 and 47,664,564 shares issued at June September 30, 2026 and December 31, 2025, respectively, and 83,493,068 91,138,023 and 47,609,899 outstanding at June September 30, 2026 and December 31, 2025, respectively

Treasury stock, at cost; 54,665 shares held at June September 30, 2026 and December 31, 2025 respectively ( 5,521 ( 5,521

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For The Six Months Ended June 30,

Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) (in thousands, except par value and share amounts)

(in thousands, except share and per share amounts)

For The Three Months Ended June September 30,

For The Nine Months Ended September 30,

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Total other income (expense)

Interest income, net

Warrant issuance expense

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Unrealized gain (loss), change in fair value of available-for-sale securities ( 717 ( 1,217 1,414 ( 1 2,631

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Total comprehensive loss

Foreign currency translation gain (loss)

Total comprehensive income (loss)

Income (loss) per common share attributable to the Company's shareholders

Basic and diluted income (loss) per common share

Diluted income (loss) per common share

Weighted-average common shares outstanding – basic and diluted

Weighted-average common shares outstanding – diluted

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Condensed Consolidated Statements of Changes In Stockholders' Equity (in thousands, except par value and share amounts) (Unaudited)

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Issuance of common stock for exercise of stock options

Issuance of common stock pursuant to vesting of restricted stock units

Payment of taxes withheld on issuance of restricted stock units

Issuance of common stock under equity plan, net of shares withheld for taxes

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Issuance of common stock and prefunded warrants under the March 2026 Public Offering, net of issuance costs

Issuance of common stock under and pre-funded warrants in the March 2026 Public Offering, including the underwriters' option, net of issuance costs

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Issuance of common stock for exercise of stock options

Issuance of common stock pursuant to vesting of restricted stock units

Payment of taxes withheld on issuance of restricted stock units

Issuance of common stock under equity plan, net of shares withheld for taxes

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Exercise of Release Date Warrants into Series B Preferred Stock

Exercise of Enrollment Date and Release Date Warrants into Series B Preferred Stock

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Stock-based compensation

Issuance of common stock under equity plan, net of shares withheld for taxes

Conversion of Series B Preferred Stock into common shares

Exercise of Enrollment Date and Release Date Warrants into Series B Preferred Stock

Issuance costs related to the March 2026 Public Offering

Foreign currency translation

Unrealized loss, change in fair value of available-for-sale securities, net of reclassification adjustment

Balance at September 30, 2026

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Stock-based compensation

Conversion of Series A Preferred Stock into common shares

Issuance of Series B Preferred Stock and warrants under private placement offering

Reclassification of Redeemable Preferred Stock to Permanent Equity upon Requisite Approval

Conversion of Series B Preferred Stock into common shares

Reclassification of PIPE Warrants to Permanent Equity following shareholder approval

Issuance of common stock pursuant to vesting of restricted stock units

Payment of taxes withheld on issuance of restricted stock units

Foreign currency translation

Unrealized gain, change in fair value of available-for-sale securities

Balance at September 30, 2025

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Six Months Ended June 30,

Nine Months Ended September 30,

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Adjustments to reconcile net income (loss) to net cash used in operating activities:

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Gain on sale of equipment

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Accrued expense expenses and other current liabilities

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Net cash used in provided by investing activities

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Proceeds from exercise of stock options

Tax payments for share settlement of restricted stock units

Proceeds from exercised exercise of Enrollment Date and Release Date Warrants, net of fees

Proceeds from the 2025 PIPE, net of Series B issuance costs

Principal payments on financed director and officer insurance and finance leases ( 76 114 ( 346 382

Proceeds from exercise of stock options and issuance of common stock, net of taxes paid related to net share settlement ( 7

Net cash provided by (used in) financing activities

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Net decrease increase in cash and cash equivalents

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Proceeds receivable from warrant exercises

Purchases of property, plant and equipment included in accounts payable

Reclassification of warrants from liability to equity

Reclassification of Redeemable Preferred Stock to Permanent Equity upon Requisite Approval

Offering costs and warrant exercise fees included in accrued expenses

Trade-in of property, plant and equipment

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Notes to the financial statements 174 changes

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As of June September 30, 2026, the Company had an accumulated deficit of $ 152.3 174.6 million . The Company anticipates that it will continue to generate losses for the foreseeable future and expects the losses to increase as the Company funds product development, regulatory approval efforts, clinical trials, and commercial readiness activities, and will require additional capital to support its long-term plans.

The Company has funded its operations through, among other sources, the sale of equity securities, including the March 2026 Public Offering, and the exercise of Enrollment Date and Release Date Warrants from the Series B Offering, as defined in Note 8. During the three months ended September 30, 2026, the Company received gross proceeds of $ 13.4 million from the exercise of Enrollment Date Warrants and Release Date Warrants, before deducting placement agent fees. During the nine months ended September 30, 2026 , the Company received gross proceeds of $ 95.0 million from the March 2026 Public Offering, before deducting underwriting discounts and commissions and offering expenses, and gross proceeds of $ 17.4 million from the exercise of Enrollment Date Warrants and Release Date Warrants, before deducting placement agent fees. As of September 30, 2026, the Company had cash, cash equivalents, and short-term and long-term investments of $ 205.3 million .

Based on the Company's current level of operating expenses, existing resources will be sufficient to cover operating cash needs through for at least the twelve months following one year from the date of this report. these condensed consolidated financial statements are issued . In the future, the Company may seek additional funding through a combination of equity or debt financings, or other third-party financing, collaborative or other funding arrangements.

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The unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles generally accepted in the United States of America ("GAAP") for interim financial statements and the rules of the Securities and Exchange Commission ("SEC") applicable to interim financial statements. Certain information or footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted, pursuant to the rules and regulations of the SEC for interim financial reporting. Accordingly, they do not include all the information and footnotes necessary for a complete presentation of financial position, results of operations, or cash flows. The accompanying unaudited condensed consolidated financial statements have been prepared by management without audit and should be read in conjunction with our audited consolidated financial statements, including the notes thereto, appearing in our Annual Report on Form 10-K for the fiscal year ended December 31, 2025. In the opinion of management, all adjustments necessary for a fair presentation of the consolidated financial position, consolidated results of operations and other comprehensive income (loss) and consolidated cash flows, for the periods indicated, have been made. The results of operations for the three and nine months ended June September 30, 2026 are not necessarily indicative of operating the results that may be achieved over the course of expected for the full year ending December 31, 2026 , or any other period.

Certain prior period amounts have been reclassified to conform to the current period presentation. These reclassifications had no effect on previously reported net income (loss), stockholders' equity, or net cash flows from operating, investing or financing activities.

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The Company is an "emerging growth company," as defined in Section 2(a) of the Securities Act of 1933, as amended (the "Securities Act"), as modified by the Jumpstart Our Business Startups Act of 2012, (the "JOBS Act"), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and stockholder approval of any golden parachute payments not previously approved. The Company will cease to be an emerging growth company on December 31, 2026, the last day of the fiscal year following the fifth anniversary of the January 14, 2021 closing of the initial public offering of Big Cypress Acquisition Corp.

Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Securities Exchange Act of 1934, as amended (the "Exchange Act")) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of the Company's financial statements with another public company which is neither an emerging growth company nor an emerging growth company which has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used. Beginning with its Annual Report on Form 10-K for the year ending December 31, 2026, the Company will no longer be eligible for the extended transition period and will be required to adopt new or revised accounting standards as of the effective dates applicable to public business entities, including any standards for which it previously applied private company effective dates. The Company does not expect the loss of emerging growth company status to have a material impact on its consolidated financial statements.

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The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue and expenses and the disclosure of contingent assets and liabilities in the financial statements. The Company has used significant estimates in its determination of stock-based compensation assumptions, determination of the fair value of the Private Placement Warrant and Preferred Tranche C Warrant liabilities, determination of the incremental borrowing rate ("IBR") used in the calculation of the Company's right of use assets right-of-use-assets and lease liabilities, estimation of clinical and other accruals and the valuation allowance on deferred tax assets. Actual amounts realized may differ from these estimates.

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The Company capitalizes certain legal, professional accounting and other third-party fees that are directly associated with in-process equity financings as deferred issuance costs until such financings are consummated. After consummation of the equity financing, these costs are recorded in shareholders' stockholders' equity as a reduction of additional paid-in capital generated as a result of the issuance.

The Company did no t have any deferred issuance costs as of June September 30, 2026. As of December 31, 2025 , the Company had $ 0.2 million of deferred issuance costs, related to the Company's sales agreement with UBS Securities LLC. Shelf Registration Statement. The sales agreement Shelf Registration Statement is discussed further in Note 8, Stockholders' Equity .

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At June September 30, 2026, the Company's short-term and long-term investments consisted of U.S. treasury securities with original maturity exceeding 90 days, and investments in exchange traded mutual funds. The Company classifies these securities as current and non-current. The Company considers all of its debt securities for which there is a determinable fair market value, and there are no restrictions on the Company's ability to sell within the next twelve months, as available-for-sale securities.

In accordance with ASC Topic 321, Investments - Equity Securities, the Company recognizes the change in fair value of available-for-sale its equity securities with readily determinable fair values within other income in the condensed consolidated statements of operations and comprehensive income (loss), and available-for-sale debt securities are measured at fair value with unrealized gains and losses reported in accumulated other comprehensive income (loss) in the condensed consolidated balance sheets.

The Company reviews its investments at each reporting date to identify and evaluate whether a decline in fair value below the amortized cost basis of available-for-sale debt securities is due to credit-related factors and determines if such unrealized losses are the result of credit losses that require impairment. The Company records an allowance for credit losses on available-for-sale debt securities when a decline in fair value is determined to be credit-related, rather than recording a direct write-down of the investment's amortized cost. Factors considered in determining whether an unrealized loss is the result of credit-related factors include the extent to which the fair value is less than the cost basis, any changes to the rating of the security by a rating agency, the financial condition and near-term prospects of the issuer, any historical failure of the issuer to make scheduled interest or principal payments, any adverse legal or regulatory events affecting the issuer or issuer's industry, any significant deterioration in economic condition and the Company's intent and ability to hold the investment for a period of time sufficient to allow for any anticipated recovery in market value.

Company's intent and ability to hold the investment for a period of time sufficient to allow for any anticipated recovery in market value.

The Company did no t recognize any credit losses on its short-term and long-term investments during the three and six nine months ended June September 30, 2026 and 2025 .

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The Company maintains its cash and cash equivalent balances in the form of business checking accounts and money market accounts, the balances of which, at times, may exceed federally insured limits. Although the Company currently believes that the financial institutions with whom it does business will be able to fulfill their commitments to the Company, there is no assurance that those institutions will be able to continue to do so. The Company has not experienced any credit losses associated with its balances in such accounts for the three and six nine months ended June September 30, 2026 and 2025 .

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The Company elected not to apply the recognition requirements of ASC 842 to short-term leases, which are deemed to be leases with a lease term of twelve months or less. Instead, the Company recognizes lease payments in the condensed consolidated statements of operations and comprehensive income (loss) on a straight-line basis over the lease term and variable payments in the period in which the obligation for these payments was incurred. The Company elected this policy for all classes of underlying assets.

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During the three and six nine months ended June September 30, 2026 and 2025, the Company had contracts with multiple contract research organizations ("CRO") to complete studies as part of research grant agreements. These costs include upfront, milestone and monthly expenses as well as reimbursement for pass through costs. All research and development costs are expensed as incurred except when the Company is accounting for refundable advance payments for goods or services to be used in future research and development activities. In these cases, these payments are capitalized at the time of payment and expensed in the period the research and development activity is performed. As actual costs become known, the Company will adjust the accrual; such changes in estimate may result in material changes in the Company's clinical study accrual, which could also materially affect reported results of operations. For the three and six nine months ended June September 30, 2026 and 2025 , there were no material adjustments to the Company's prior period estimates of accrued expenses for clinical trials.

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The Company reviews the recoverability of long-lived assets, including the related useful lives, whenever events or changes in circumstances indicate that the carrying amount of a long-lived asset may not be recoverable. If necessary, the Company compares the estimated undiscounted future net cash flows to the related asset's carrying value to determine whether there has been an impairment. If an asset is considered impaired, the asset is written down to fair value, which is based either on discounted cash flows or appraised values in the period the impairment becomes known. The Company believes that long-lived assets are recoverable, and no impairment was deemed necessary, during the three and six nine months ended June September 30, 2026 and 2025 .

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The expected term of the stock options was estimated using the "simplified" method, as defined by the SEC's Staff Accounting Bulletin No. 107, Share-Based Payment . The volatility assumption was determined by examining using a weighted average of the Company's historical volatility and the historical volatilities for of a group of industry peer companies as the Company does not have sufficient trading history for its common stock. The risk-free interest rate assumption is based on the U.S. Treasury instruments whose term was over a period consistent with the expected term of the options. The dividend assumption is based on the Company's history and expectation of dividend payouts. The Company has never paid dividends on its common stock and does not anticipate paying dividends on its common stock in the foreseeable future. Therefore, the Company has assumed no dividend yield for purposes of estimating the fair value of the options.

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The Company recognizes other income from the Australian research and development incentive when there is reasonable assurance that the income will be received, the relevant expenditure has been incurred, and the consideration can be reliably measured. Management has assessed the Company's research and development activities and expenditures to determine which are likely to be eligible under the research and development incentive regime described above. At each period end, management estimates the refundable tax offset available to the Company based on available information at the time, which is included in other income in the condensed consolidated statements of operations and comprehensive income (loss). The Company recognized $ 0.2 0.1 million and $ 0.3 0.4 million , in tax credit income for the three and nine months ended September 30, 2026, respectively, and $ 0.3 0.4 million and $ 0.8 1.2 million , in tax credit income for the three and six nine months ended June September 30, 2026 and 2025 , respectively.

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In November 2024, the FASB issued ASU 2024-03, "Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosures (Topic 220)". ASU 2024-03 requires additional disclosure in the notes to financial statements of specified information about certain expenses such as purchases of inventory, employee compensation, depreciation, intangible asset amortization, and depreciation and other expenses which are presented in on the face of the income statement within continuing operations. This ASU is effective for annual periods beginning after December 15, 2026, and interim periods within annual periods beginning after December 15, 2027, with early adoption permitted. The Company is currently evaluating the impact of adopting this ASU on its condensed consolidated financial statements and disclosures.

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For The Six Months Ended June 30,

For The Six Months Ended June 30,

Since the Company reported a net loss for the three and six nine months ended June September 30, 2026, and 2025, it was required by ASC 260 to use basic weighted-average shares outstanding when calculating diluted net loss per share for the three and six nine months ended June September 30, 2026, and 2025, as the potential dilutive securities are anti-dilutive. For the three and nine months ended September 30, 2025, the Company reported net income, which resulted primarily from a non-cash gain on the change in fair value of the Enrollment Date Warrants and Release Date Warrants prior to their reclassification to stockholders' equity on September 26, 2025. For those periods, undistributed earnings were allocated to participating securities under the two-class method, and diluted net loss per share reflects the assumed conversion of the Series B Preferred Stock and the assumed exercise of the Enrollment Date Warrants and, for the three months ended September 30, 2025, the Release Date Warrants.

In addition, regardless of whether the Company is in a net income or net loss position, the Company evaluates whether gains on the change in fair value of its liability-classified warrants, which consist of the Preferred Tranche C Warrants, Public Warrants, and Private Placement Warrants, are dilutive. A warrant is dilutive if the average market price of the Company's common stock for the period exceeds the warrant's exercise price, in which case the numerator would be adjusted to remove the gain and the incremental shares would be included in the denominator under the treasury stock method. For the three and nine months ended September 30, 2026, the exercise prices of these warrants exceeded the average market price of the Company's common stock, and as a result, the warrants would not have resulted in incremental shares under the treasury stock method. Accordingly, no adjustment was made to the numerator or denominator for these warrants, and they are included in the potentially dilutive securities excluded from the computation of diluted net loss per share below.

The following is a reconciliation of the numerator and denominator used to calculate basic earnings per share and diluted earnings per share for the three and six nine months ended June September 30, 2026 and 2025 (in thousands, except share and per share amounts):

For The Three Months Ended June September 30,

For The Nine Months Ended September 30,

Calculation of basic (loss) income per share attributable to the Company's shareholders ( 22,300 ( 63,660

Net income attributable to participating securities

Net (loss) income attributable to common stockholders

Weighted-average common shares outstanding - basic and diluted

Earnings per share - basic and diluted

Calculation of diluted (loss) income per share attributable to the Company's shareholders ( 22,300 ( 63,660

Change in fair value of warrant liabilities

Net (loss) income attributable to common stockholders - diluted ( 22,300 ( 16,555 ( 63,660 ( 10,003

Weighted-average common shares outstanding - basic

Series B warrants and preferred stock

Weighted-average common shares outstanding – diluted

Net (loss) income per share - diluted

Included within weighted average common shares outstanding for the six three and nine months ended June September 30, 2026 , are 2,753,246 common and 1,973,834 weighted-average shares, respectively, issuable upon the exercise of the 2,753,246 pre-funded warrants issued in March 2026, as the warrants are exercisable at any time for nominal consideration, and, as such, the shares are considered outstanding for the purpose of calculating basic and diluted net loss per share attributable to common stockholders. No pre-funded warrants were outstanding during 2025.

The Company's other potentially dilutive securities for the three and nine months ended September 30, 2026, which include stock options, restricted stock awards, common stock warrants, common stock underlying preferred stock warrants, earnout shares, and contingently issuable earnout shares have been excluded from the computation of diluted net income (loss) per share as the effect would be to reduce the net loss per share. Therefore, the weighted average number of common shares outstanding used to calculate both basic and diluted net loss per share attributable to common stockholders is the same. The Company excluded the following potential common shares, presented based on amounts outstanding at each period end, from the computation of diluted net loss per share attributable to common stockholders for the periods indicated because including them would have had an anti-dilutive effect :

For the three and nine months ended September 30, 2025 , adjustments were made to the numerator for changes in fair value that would not have occurred assuming the exercise of in-the-money warrants to purchase Series B Preferred Stock, which were classified as liabilities until September 26, 2025. The numerator was adjusted by $ 62.0 million and $ 40.1 million for the three and nine months ended September 30, 2025, respectively, under the treasury stock method, and the denominator was adjusted for the assumed exercise of these warrants and the conversion of all outstanding shares of Series B Preferred Stock under the if-converted method.

The Company excluded the following potential common shares, presented based on amounts outstanding at each period end, from the computation of diluted net income (loss) per share attributable to common stockholders for the periods indicated because including them would have had an anti-dilutive effect :

For The Three Months Ended September 30,

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PIPE Placement Agent Warrants issued to the placement agent in the September 2023 Offering. See Note 10, Warrants for further details on the Company's outstanding warrants.

For The Nine Months Ended September 30,

Stock options and awards

Common Stock Warrants (1)

Series A Preferred Stock (2)

Preferred Stock Warrants (3)

Enrollment Date Warrants (4)

Release Date Warrants (4)

Contingently issuable Earnout Shares from unexercised Rollover

(1) Contained within common stock warrants are the 575,000 shares of common stock underlying public warrants (the "Public Warrants"), 20,860 shares of common stock underlying warrants held by assignees of Big Cypress Holdings, LLC (the "Private Placement Warrants"), 736,337 shares underlying warrants issued to the investors in the December 2022 Private Placement (the "the "PIPE Warrants"), 21,091 shares underlying warrants issued to the placement agent in the December 2022 Private Placement (the "PIPE Placement Agent Warrants"), and 850,119 shares underlying the Preferred PIPE Placement Agent Warrants issued to the placement agent in the September 2023 Offering. The 2025 amount also included 30,000 shares underlying the Ladenburg Warrants, which expired unexercised in March 2026. The Public Warrants and Private Placement Warrants expired on October 22, 2026 . See Note 10, Warrants for further details on the Company's outstanding warrants.

(2) Represents 4,504,824 and 6,669,742 4,617,681 shares of common stock underlying 28,380 and 42,019 29,091 issued and outstanding shares of Series A-2 Preferred Stock, for the six months ended June at September 30, 2026 and 2025, respectively. See Note 8, Stockholders' Equity for further details on the Company's preferred stock.

(3) Represents 17,002,381 shares of common stock underlying 107,115 outstanding Preferred Tranche C Warrants (as defined below) for the six months ended June at September 30, 2026 and 2025. See Note 10, Warrants for further details on the Company's outstanding warrants.

(4) Represents 49,800,000 49,650,000 and 97,990,000 90,496,700 shares of common stock underlying the Release Date Warrants and Enrollment Date Warrants, respectively, for the six months ended June at September 30, 2026, and 50,000,000 shares of common stock underlying the Release Date Warrants at September 30, 2025 .

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As of June September 30, 2026 and December 31, 2025, the Company's property, plant and equipment was as follows:

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Depreciation and amortization expense was $ 0.8 million and $ 1.5 2.3 million for the three and six nine months ended June September 30, 2026, respectively, and $ 0.8 0.7 million and $ 1.5 2.3 million for the three and six nine months ended June September 30, 2025 , respectively. In June 2026, the Company purchased unimproved land and began construction of a second farm facility in South Dakota to increase manufacturing capacity and establish a redundant herd to support long-term commercial supply for SAB-142.

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The Company entered into a lease for office, laboratory, and warehouse space in November 2020, as amended in July 2022, and renewed in November 2023. This renewed lease has a 3 -year term, with options to extend for 3 additional periods of 3 years each. The options were not included in the right of use calculation as of September 30, 2026 , because it was unclear as to whether or not the location will meet reasonably certain that the Company's requirements beyond Company would exercise them. In October 2026, the next three years. Company exercised its option to extend this lease for an additional three-year term through November 2029.

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$ 4.0 million in construction costs, with a 20-year term at an interest rate of 8 %. The Company has the option to purchase the asset at any time during the term of the lease for the balance of the unamortized lease payments.

In December 2018, the Company entered into a finance lease with Dakota Ag Properties for a new animal facility which includes the surrounding land. The facility and the land have been accounted for as separate lease components. The lease is based upon payback of $ 4.0 million in construction costs, with a 20-year term at an interest rate of 8 %. The Company has the option to purchase the asset at any time during the term of the lease for the balance of the unamortized lease payments.

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The Company's weighted-average remaining lease term and weighted-average discount rate for operating and finance leases as of June September 30, 2026 and December 31, 2025 are:

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The table below reconciles the undiscounted future minimum lease payments under non-cancelable leases with terms of more than one year to the total lease liabilities recognized on the condensed consolidated balance sheets as of June September 30, 2026 (in thousands):

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Six Months Ended June 30,

The components of lease expense were as follows for the three and six nine months ended June September 30, 2026 and 2025 (in thousands):

For The Three Months Ended June September 30,

Nine Months Ended September 30,

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As of June September 30, 2026 and December 31, 2025, accrued expenses and other current liabilities consisted of the following (in thousands):

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Accrued outside laboratory services

Other accrued expenses

Accrued Research and development expenses

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The total number of shares of the Company's authorized capital stock is 810,000,000 . The total amount of authorized capital stock consists of 800,000,000 shares of common stock and 10,000,000 shares of preferred stock. As of June September 30, 2026, 83,493,068 91,138,023 shares of common stock, 28,380 shares of Series A Preferred Stock, and 522,629 shares of Series B Preferred Stock were outstanding.

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On September 29, 2023, the Company entered into a securities purchase agreement (the "September 2023 Purchase Agreement") with certain accredited investors, in a private placement (the "September 2023 Offering"), pursuant to which the Company issued and sold 7,500 shares of Series A-1 Convertible Preferred Stock and Preferred Tranche A, B and C Warrants (collectively, the "Preferred Warrants"). During the fourth quarter of 2023, holders exercised Preferred Tranche A Warrants for an aggregate of 59,654 shares of Series A-1 Preferred Stock, for gross proceeds of $ 59.7 million, bringing the total of Series A-1 Preferred Stock issued under the September 2023 Offering and related exercises to 67,154 shares. All unexercised Preferred Tranche A and Preferred Tranche B Warrants were subsequently forfeited and the Preferred Tranche C Warrants remain outstanding and exercisable until the five ( 5 ) year anniversary of their exercisability date.

Warrants were subsequently forfeited and the Preferred Tranche C Warrants remain outstanding and exercisable until the five ( 5 ) year anniversary of their exercisability date.

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There were no Series A-2 Preferred Stock conversions during the six nine months ended June September 30, 2026 , and 13,639 shares of Series A-2 Preferred Stock were converted into 2,164,918 shares of common stock during the year ended December 31, 2025.

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There were 20,100 95,033 Enrollment Date Warrants and 2,000 3,500 Release Date Warrants exercised for net proceeds of $ 15.6 million and $ 0.7 million , respectively, during the six nine months ended June September 30, 2026 . There were no Enrollment Date Warrants or Release Date Warrants exercised during the year ended December 31, 2025.

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On March 17, 2026, the Company entered into an underwriting agreement (the "March 2026 Public Offering"), pursuant to which the Company issued and sold 19,324,677 shares of common stock (the "Firm Shares"), at a public offering price of $ 3.85 per share, and pre-funded warrants to purchase up to 2,753,246 shares of common stock (the "Pre-Funded Warrants"), at a public offering price of $ 3.8499 per Pre-Funded Warrant (the Firm Shares price less the $ 0.0001 per share exercise price of each Pre-Funded Warrant). The

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and 94 more changes in the filing

Legal proceedings 34 changes

We are not currently a party to any material litigation, nor are we aware of any pending or threatened litigation against us that we believe would materially affect our business, operating results, financial condition, or cash flows. Participants in our industry face frequent claims and litigation, including securities litigation, claims regarding patent and other intellectual property rights, and other liability claims. As a result, we may be involved in various legal proceedings from time to time in the future.

From time to time, the Company may become subject to legal proceedings and claims arising in the ordinary course of business. The Company accrues a liability for such matters when a loss is probable and reasonably estimable. As of September 30, 2026, the Company was not a party to any material legal proceedings and, to its knowledge, none were threatened.

Contractual Obligations with Vendors

The Company enters into contracts in the normal course of business with contract research organizations ("CROs"), contract manufacturing organizations and other vendors for clinical trial, manufacturing and other services. These contracts are generally cancelable upon notice at the Company's option and do not include significant cancellation penalties. Payments due upon cancellation consist of payments for services performed or expenses incurred, including non-cancelable obligations of the service providers, through the date of cancellation.

Manufacturing Service Agreement

In April 2026, the Company entered into a Master Manufacturing Services Agreement (the "MSA") with Emergent BioSolutions Canada Inc. ("Emergent") for the clinical and commercial manufacturing of SAB-142 (the "Product"). The MSA runs for five years from FDA approval of the Product and includes a minimum aggregate spend of $ 36.0 million following approval. Because FDA approval has not occurred, the Company has no t recognized any liability related to the minimum spend commitment as of September 30, 2026.

Breakthrough T1D Grant and PRISE-hATG Study

In July 2026, the Company agreed to co-fund the investigator-led Phase 3 PRISE-hATG study of SAB-142, which is supported by a grant from Breakthrough T1D. The Company paid its funding commitment of $ 1.4 million. The Company has also agreed to make contingent payments to Breakthrough T1D of up to five times the grant amount (subject to a cap on the grant amount of $ 3.9 million) upon the occurrence of certain events, including regulatory approval of SAB-142. As of September 30, 2026 , the Company has no t recorded a liability for these contingent payments because the underlying events are not considered probable.

(14) Segment Reporting

Operating segments are defined as components of the entity for which separate financial information is made available and that is regularly evaluated by the chief operating decision maker ( CODM ) in making decisions regarding resource allocation and assessing performance. The Company's CODM is its chief executive officer and the Company manages its operations as a single segment for the purposes of assessing performance and making operating decisions. The Company is focused on the development of a human anti-thymocyte globulin focused on preventing or delaying the progression of T1D.

The CODM assesses the Company's performance by reviewing GAAP operating expense and significant expenses by function along with the annual budget. The chief operating decision maker considers budget-to-actual variances on a quarterly basis when making decisions about the allocation of operating and capital resources.

The following table is representative of the significant expense categories regularly provided to the CODM when managing the Company's single reporting segment. A reconciliation to condensed consolidated operating expenses as our single segment operating loss for the three and nine months ended September 30, 2026 and 2025, is included in the table below (in thousands):

For The Three Months Ended September 30,

Nine Months Ended September 30,

Direct research and development expenses

Research and development salaries and benefits

Clinical trial expense

Lab supplies and animal care

Lab services, consulting, and other direct research costs

Total direct research and development expenses

Indirect research and development expenses

Share-based compensation (research and development)

Total research and development expense

General and administrative expense

Administrative payroll

Professional fees and travel

Insurance, office expense, and other administrative expenses

Share-based compensation (general and administrative)

Total general and administrative expenses

Total operating expense

The measure of segment assets is reported on the condensed consolidated balance sheets as cash and cash equivalents and short-term and long-term investments.

Long-lived assets are reported on the condensed consolidated balance sheets as property, plant and equipment, net of accumulated depreciation and these assets are held in the U.S.

(15) Subsequent Events

The Company has evaluated subsequent events through the date of issuance of these condensed consolidated financial statements. On October 22, 2026, the five-year earnout period under the Business Combination Agreement ended and the 1,049,194 Earnout Shares held in escrow were returned to the Company as treasury shares (see Note 8, Stockholders' Equity ). Also on October 22, 2026, the 575,000 Public Warrants and 20,860 Private Placement Warrants expired unexercised in accordance with their terms (see Note 10, Warrants ). On October 22, 2026, The Nasdaq Stock Market LLC filed a Form 25 with the SEC to delist the Public Warrants, and the delisting became effective on October 23, 2026. The withdrawal of the registration of the Public Warrants under Section 12(b) of the Exchange Act will become effective 90 days after the filing of the Form 25. Other than as disclosed above and elsewhere in these notes to the condensed consolidated financial statements, the Company has not identified any subsequent events requiring recognition or disclosure in these condensed consolidated financial statements.

Forward-looking statements 76 changes

This Quarterly Report on Form 10-Q (this "Quarterly Report" or "Form 10-Q") includes "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"), that are not historical facts and involve risks and uncertainties that could cause actual results to differ materially from those expected and projected. All statements, other than statements of historical fact, included in this Form 10-Q, including, without limitation, statements in this "Management's Discussion and Analysis of Financial Condition and Results of Operations" regarding our financial position, business strategy and the plans and objectives of management for future operations, are forward-looking statements. Words such as "expect," "believe," "anticipate," "intend," "estimate," "seek," "plan," "may," "will," "could," "should," "would," "potential," "continue" and variations and similar words and expressions are intended to identify such forward-looking statements, although not all forward-looking statements contain these identifying words. Such forward-looking statements involve known and unknown risks, relate to future events or future performance, but and reflect management's current beliefs, based on information currently available. A number of factors could cause actual events, performance or results to differ materially from the events, performance and results discussed in the forward-looking statements. In addition, historic results, including results from preclinical studies and clinical trials of SAB-142 and other product candidates, do not guarantee that future research or trials will suggest the same conclusions, nor that historic results referred to herein will be interpreted in the same manner due to future preclinical and clinical trial results or otherwise. For information identifying important factors that could cause actual results to differ materially from those anticipated in the forward-looking statements, please refer to the sections entitled "Risk Factors" in this Quarterly Report, our most recent Annual Report on Form 10-K, subsequent Quarterly Reports on Form 10-Q, and other periodic reports filed with the Securities and Exchange Commission (the "SEC") and available at https://www.sec.gov/. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. Except as expressly required by applicable law, we disclaim any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance, or achievements.

7 unchanged paragraphs

SAB-142 is being evaluated in two clinical trials: the registrational Phase 2b SAFEGUARD study in people newly diagnosed with Stage 3 T1D and the investigator-led Phase 3 PRISE-hATG study in people up to two years from a Stage 3 T1D diagnosis. We received an Investigational New Drug (IND) clearance from the FDA in May 2024 and announced positive topline data from our Phase 1 clinical trial of SAB-142 in January 2025 and December 2025. We initiated our pivotal Phase 2b clinical trial, called the SAFEGUARD study, in Q3 2025 and dosed the first patient in December 2025 with enrollment ongoing across multiple clinical trial sites in U.S., Australia, New Zealand, U.K. and European Union. SAFEGUARD Part A, a dose-ranging study in adult patients, completed enrollment in Q1 2026. SAFEGUARD Part B, a randomized double-blind, placebo-controlled, dose-ranging study, is actively enrolling. Upon Part A and B completion, all patients, including the placebo-control group, with residual beta cells cell function at 12 months are eligible for the 12-month long-term efficacy and safety extension study (Part C).

PRISE-hATG is a randomized, double-blind, placebo-controlled study designed to assess SAB-142 in patients with Stage 3 T1D up to two years from diagnosis with residual beta cell function, extending evaluation beyond the newly diagnosed population studied in SAFEGUARD. The investigator-led study is supported by a grant from Breakthrough T1D awarded in July 2026 and is co-funded by us. There are seven clinical sites planned in U.S., Europe and U.K. If successful, PRISE-hATG could support a potential future label expansion of SAB-142 to patients with Stage 3 T1D with onset up to two years from diagnosis.

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In July 2026, Breakthrough T1D awarded a grant to support the investigator‑led Phase 3 clinical trial, called the PRISE‑hATG study, evaluating SAB‑142 in patients with Stage 3 T1D who are between 100 days and two years from diagnosis. We are co-funding the study. The PRISE-hATG study is a registrational clinical trial that could expand the potential future label of SAB-142 to patients with

Stage 3 T1D with onset up to two years from diagnosis.

During Q2 2026, we began construction of a second farm facility in South Dakota to increase manufacturing capacity and establish a redundant herd to support long-term commercial supply for SAB-142.

In September 2026, the SAFEGUARD Study Data Monitoring Committee (DMC) approved the second and final stepdown, expanding enrollment to pediatric patients ages 5-11. Additionally, the adult and adolescent cohorts in SAFEGUARD are now fully enrolled and closed for screening.

In October 2026, the U.S. Food and Drug Administration (FDA) granted Fast Track designation to SAB-142 for treatment of new-onset Stage 3 T1D. Fast Track designation is intended to facilitate the development and expedite the review of therapies for serious conditions where there is an unmet medical need and to help bring important new treatments to patients earlier. Fast Track designation does not change the standards for approval and does not ensure that SAB-142 will be approved or that the development, review or approval process will be faster than conventional FDA procedures, and the FDA may withdraw the designation.

9 unchanged paragraphs

Interest expense consists primarily of interest expense associated with finance lease arrangements.

Other Income (Expense), Net

Other income primarily consists of income associated with the refundable portion of Australian research and development tax credits, and dividend income from non-interest bearing short-term investments, realized gains and losses on equity securities and investment fees.

Interest Income, Net

Interest income, net consists of interest earned on our investments in debt securities, cash, and cash equivalents and interest expense associated with our financing lease arrangements.

Warrant Issuance Expense

Warrant issuance expense consists of offering costs allocated to warrants that are classified as liabilities at issuance, which are expensed as incurred. Warrant issuance expense for the prior-year period is related to the warrants issued in the Series B Offering.

1 unchanged paragraph

The following tables set forth our results of operations for the three months ended June September 30, 2026 and 2025 (in thousands):

Three Months Ended June September 30,

6 unchanged paragraphs

Total other income (expense)

Loss before income taxes

Interest income, net

Warrant issuance expense

1 unchanged paragraph

The following table represents our research and development expenses for the three months ended June September 30, 2026 and 2025 (in thousands):

Three Months Ended June September 30,

3 unchanged paragraphs

Research and development expenses increased by $9.2 $9.1 million, or 131.1%, 101.5%, for the three months ended June September 30, 2026, as compared to the three months ended June September 30, 2025, primarily due to increased clinical trial costs and related headcount to support the advancement of SAB-142 into our Registrational Phase 2b SAFEGUARD study.

1 unchanged paragraph

General and administrative expenses increased by $4.5 $4.1 million or 163.4%, 110.9%, in the three months ended June September 30, 2026, as compared to the three months ended June September 30, 2025, primarily due to increased headcount costs, including related stock based non-cash stock-based compensation.

1 unchanged paragraph

Changes in fair value of warrant liabilities increased by $0.5 million, or 77.2% during the three months ended June 30, 2026, as compared to the three months ended June 30, 2025, primarily due to the increase in fair value of our Preferred Tranche C Warrants.

Interest expense in the three months ended June 30, 2026 was consistent with interest expense in the three months ended June 30, 2025.

Six Months Ended June 30,

Changes in fair value of warrant liabilities decreased by $59.9 million, or 97.3%, during the three months ended September 30, 2026, as compared to the three months ended September 30, 2025, primarily due to the $62.0 million gain recognized in the prior-year period on the Release Date Warrants and Enrollment Date Warrants issued in connection with the Series B Offering. These warrants were remeasured through September 26, 2025, when they were reclassified to stockholders' equity following stockholder approval, and are no longer remeasured. This decrease was partially offset by a gain on the change in fair value of our Preferred Tranche C Warrants.

Interest Income, Net

Interest income increased by $1.7 $1.0 million, or 12,107.1% 162.7%, during the three months ended June September 30, 2026, as compared to the three months ended June September 30, 2025, primarily due to higher average short-term and long-term investment balances as a result of the March 2026 Public Offering and the July 2025 Purchase Agreement. Release Date and Enrollment Date Warrant exercises.

Other income increased decreased by $0.1 $0.4 million, or 18.6%, 55.6%, in the three months ended June September 30, 2026, as compared to the three months ended June September 30, 2025, primarily driven by an increase in dividend and investment income due to higher average investment balances as a result of the March 2026 Public Offering and the July 2025 Purchase Agreement, partially offset by a decrease in the Australian research and development tax credit.

Warrant Issuance Expense

Warrant issuance expense decreased by $4.9 million, or 100.0%, in the three months ended September 30, 2026, as compared to the three months ended September 30, 2025, due to issuance costs allocated to the liability classified Enrollment Date Warrants and Release Date Warrants issued in connection with the Series B Offering, which were expensed as incurred.

The following tables set forth our results of operations for the six nine months ended June September 30, 2026 and 2025 (in thousands):

Nine Months Ended September 30,

6 unchanged paragraphs

Total other income (expense)

Loss before income taxes

Interest income, net

Warrant issuance expense

1 unchanged paragraph

Six Months Ended June 30,

The following table represents our research and development expenses for the six nine months ended June September 30, 2026 and 2025 (in thousands):

Nine Months Ended September 30,

3 unchanged paragraphs

Research and development expenses increased by $14.9 $24.0 million, or 101.8%, 101.7%, for the six nine months ended June September 30, 2026, as compared to the six nine months ended June September 30, 2025, primarily due to increased clinical trial costs and related headcount to support the advancement of SAB-142 into our Registrational Phase 2b SAFEGUARD study.

1 unchanged paragraph

General and administrative expenses increased by $8.0 $12.1 million, or 136.0%, 126.2%, in the six nine months ended June September 30, 2026, as compared to the six nine months ended June September 30, 2025, primarily due to increased headcount costs, including related stock based non-cash stock-based compensation.

1 unchanged paragraph

Changes in fair value of warrant liabilities increased by $6.0 million, or 136.1% during the six months ended June 30, 2026, as compared to the six months ended June 30, 2025, primarily due to the increase in fair value of our Preferred Tranche C Warrants.

Interest expense in the six months ended June 30, 2026 was consistent with interest expense in the six months ended June 30, 2025.

Changes in fair value of warrant liabilities decreased by $65.9 million, or 99.9%, during the nine months ended September 30, 2026, as compared to the nine months ended September 30, 2025, primarily due to the $62.0 million gain recognized in the prior-year period on the Release Date Warrants and Enrollment Date Warrants issued in connection with the Series B Offering. These warrants were remeasured through September 26, 2025, when they were reclassified to stockholders' equity following stockholder approval, and are no longer remeasured. This decrease was partially offset by a gain on the change in fair value of our Public Warrants and Private Placement Warrants.

Interest Income, Net

Interest income increased by $2.7 $3.7 million, or 3,526.3%, 665.2%, during the six nine months ended June September 30, 2026, as compared to the six nine months ended June September 30, 2025, primarily due to higher average short-term and long-term investment balances as a result of the March 2026 Public Offering and the July 2025 Purchase Agreement. Release Date and Enrollment Date Warrant exercises.

Other income increased decreased by $0.1 $0.3 million, or 16.0% 18.1%, in the six nine months ended June September 30, 2026, as compared to the six nine months ended June September 30, 2025, primarily driven by an increase in dividend and investment income due to higher average investment balances as a result of the March 2026 Public Offering and the July 2025 Purchase Agreement, partially offset by a decrease in the Australian research and development tax credit.

Warrant Issuance Expense

Warrant issuance expense decreased by $4.9 million, or 100.0%, in the nine months ended September 30, 2026, as compared to the nine months ended September 30, 2025, due to issuance costs allocated to the liability classified Enrollment Date Warrants and Release Date Warrants issued in connection with the Series B Offering, which were expensed as incurred.

1 unchanged paragraph

As of June September 30, 2026, we had an accumulated deficit of $152.3 $174.6 million. We expect to continue to incur operating losses for the foreseeable future as we fund product development, regulatory approval efforts, clinical trials, and commercial readiness activities, and we will require additional capital to support our long-term plans.

In July 2025, we completed the Series B Offering, generating approximately $175.0 million in gross proceeds before fees and expenses through the sale of Series B Preferred Stock (convertible into common stock following stockholder approval) together with the Release Date Warrants and Enrollment Date Warrants. During the three and nine months ended September 30, 2026, we received gross proceeds before placement agent fees of $13.4 million and $17.4 million, respectively from the exercise of Release Date Warrants and Enrollment Date Warrants.

In March 2026, we completed the March 2026 Public Offering, generating aggregate net gross proceeds of approximately $88.7 $95.0 million after before underwriting discounts, commissions, and offering expenses. The net proceeds are intended to fund the Phase 2b SAFEGUARD study of SAB-142 and for general corporate purposes.

1 unchanged paragraph

Based on our current level of operating expenses, existing resources will be sufficient to cover operating cash needs through the twelve months following for at least one year from the date of the condensed consolidated financial statements included in this Quarterly Report are issued. In the future, we may seek additional funding through a combination of equity or debt financings, or other third-party financing, collaborative or other funding arrangements.

2 unchanged paragraphs

Six Months Ended June 30,

The following table summarizes our cash flows for the six nine months ended June September 30, 2026 and 2025:

Nine Months Ended September 30,

1 unchanged paragraph

Net cash used in provided by investing activities

Net cash provided by (used in) financing activities

1 unchanged paragraph

Net decrease increase in cash and cash equivalents

1 unchanged paragraph

Net cash used in operating activities increased by $9.2 $9.1 million in the six nine months ended June September 30, 2026, as compared to the six nine months ended June September 30, 2025. This increase was primarily driven by an increase in net cash used in operations, partially offset by non-cash adjustments, higher operating expenses, including stock-based compensation increased clinical trial expenses and changes in fair value of warrant liabilities. The year-over-year increase in cash used was due related headcount as we continue to our continued investment in advance the development of our lead product candidate, SAB-142.

1 unchanged paragraph

Net cash used in investing activities increased decreased by $80.4 $55.5 million in the six nine months ended June September 30, 2026, as compared to the six nine months ended June September 30, 2025, primarily due to increased purchases of short-term investments, partially offset by proceeds from sales and maturities of investments, partially offset by an increase in purchases of short-term investments.

1 unchanged paragraph

Net cash provided by financing activities increased decreased by $92.6 $63.1 million in the six nine months ended June September 30, 2026, as compared to the six nine months ended June September 30, 2025, primarily due to proceeds from the July 2025 offering in the prior-year period, partially offset by the March 2026 Public Offering and exercise of Enrollment Date Warrants and Release Date Warrants.

1 unchanged paragraph

We have a clinical master services agreement with Fortrea for CRO services related to our Phase 2b study of SAB-142 and expect to make ongoing payments to Fortrea over the next 12 to 18 months in connection with these services.

We enter into contracts in the normal course of business with contract research organizations ("CROs"), contract manufacturing organizations and other vendors for clinical trial, manufacturing and other services. These contracts are generally cancelable upon notice and do not include significant cancellation penalties. Payments due upon cancellation consist of payments for services performed or expenses incurred, including non-cancelable obligations of the service providers, through the date of cancellation.

In April 2026, we entered into a Master Manufacturing Services Agreement with Emergent for the clinical and commercial manufacturing services related to of SAB-142, which includes a minimum aggregate spend of $36.0 million following FDA approval, over a five-year term following FDA approval. Because FDA approval has not occurred, we have not recognized any liability related to this minimum spend commitment. We expect to make substantial payments to Emergent over the next 24 to 36 months in connection with this agreement.

In July 2026, we agreed to co-fund the investigator-led Phase 3 PRISE-hATG study of SAB-142, which is supported by a grant from Breakthrough T1D, and we have paid our $1.4 million funding commitment in full. We have also agreed to make contingent payments to Breakthrough T1D of up to five times the grant amount (subject to a cap on the grant amount of $3.9 million) upon the occurrence of certain events, including regulatory approval of SAB-142. We have not recorded a liability for these contingent payments because the underlying events are not considered probable.

We terminated our office lease in Miami Beach, Florida and entered into a new lease for expanded space at the same location. The new lease commenced January 1, 2026 and has a five-year term. During the second quarter of 2026, we also reduced the leased space under our operating lease with Sanford Health; the terms of the original agreement remained unchanged, including the lease term ending December 31, 2029. Additionally, our office, laboratory, and warehouse space lease renewed in November 2023 has a three-year term expiring in November 2026. and In October 2026, we are evaluating exercised our options with respect option to renewal, extension, or relocation ahead of that expiration. extend this lease for an additional three-year term through November 2029. As of June September 30, 2026, our total operating and finance lease liabilities were approximately $1.9 $1.8 million and $3.2 million, respectively. See Note 6, Leases , in our condensed consolidated financial statements for further details.

Except as described above, as of June September 30, 2026, there were no material changes outside of the ordinary course of business to our commitments and contractual obligations.

4 unchanged paragraphs

Our most critical accounting estimates and assumptions are included in our Annual Report on Form 10-K for the year ended December 31, 2025 filed with the SEC on March 9, 2026 and our Quarterly Report on Form 10-Q for the quarter ended March 31, June 30, 2026, filed with the SEC on May 12, August 6, 2026. There have been no significant changes to our critical accounting policies during the three months ended June September 30, 2026. See Note 2, Summary of Significant Accounting Policies, to our condensed consolidated financial statements for further details.

1 unchanged paragraph

We may use these provisions until the last day of our fiscal year in which the fifth anniversary of the completion of our initial public offering occurred. However, if certain events occur prior to the end of such five-year period, including if we become a "large accelerated filer," our annual gross revenue exceeds $1.235 billion, or we issue more than $1.07 billion of non-convertible debt in any three-year period, we will cease to be an emerging growth company prior to the end of such five-year period.

The Jumpstart Our Business Startups ("JOBS") Act, enacted in April 2012, permits an "emerging growth company" such as us to take advantage of an extended transition period to comply with new or revised accounting standards applicable to public companies until those standards would otherwise apply to private companies. Through December 31, 2026, we have and intend to may continue to take advantage of all of the reduced reporting requirements and exemptions, including the longer phase-in periods for the adoption of new or revised financial accounting standards, for an emerging growth company under Section 107 of the JOBS Act.

We will cease to be an emerging growth company on December 31, 2026, the last day of the fiscal year following the fifth anniversary of the closing of the initial public offering of Big Cypress Acquisition Corp. Beginning with our Annual Report on Form 10-K for the year ending December 31, 2026, we will be required to comply with new or revised accounting standards as of the effective dates applicable to public business entities. We expect to continue to qualify as a smaller reporting company and, as such, may continue to rely on certain scaled disclosure requirements.

2 unchanged paragraphs

Market risk 3 changes

1 unchanged paragraph

The Company recognized no revenue for the three and six nine months ended June September 30, 2026. To date, no receivables have been written off.

As of June September 30, 2026 and December 31, 2025, we had cash, cash equivalents, U.S. treasury securities, corporate bonds, investments in exchange traded mutual funds, and money market funds of $208.0 $205.3 million and $143.5 million, respectively, all of which was maintained in bank accounts, money market funds, mutual funds, and U.S. treasury securities and corporate bonds. Our primary exposure to market risk is to interest income volatility, which is affected by changes in the general level of interest rates. A 10% change in the market interest rates would not have a material effect on our business, financial condition, or results of operations.

1 unchanged paragraph

We conduct materially all of our business in U.S. dollars. We do not have any foreign currency or other derivative financial instruments. Our primary exposure to changes in foreign currency exchange rates relates mainly to SAB Australia. We do not currently hedge our foreign currency exchange rate risk. As of June September 30, 2026 and December 31, 2025, our liabilities denominated in foreign currencies were not material. Accordingly, we do not believe a 10% increase or decrease in current exchange rates would have a material effect on our financial results.

Controls and procedures 2 changes

2 unchanged paragraphs

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. Based on the evaluation as of June September 30, 2026, our Chief Executive Officer and Chief Financial Officer have concluded that the Company's disclosure controls and procedures were effective as of June September 30, 2026.

1 unchanged paragraph

There were no changes in our internal control over financial reporting that occurred during the three months ended June September 30, 2026, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Other information 1 change

1 unchanged paragraph

During the three and six months ended June September 30, 2026 , none of the Company's directors or officers (as defined in Rule 16a-1(f) of the Exchange Act) adopted , terminated or modified a Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement (as such terms are defined in Item 408 of Regulation S-K). of the Securities Act.).

Exhibits 3 changes

Master Manufacturing Services Agreement, dated as of April 28, 2026, by and between SAB Biotherapeutics, Inc. and Emergent BioSolutions Canada Inc.

14 unchanged paragraphs

Date: August 6, 2026

Date: November 5, 2026

4 unchanged paragraphs