Veracyte VCYT
Veracyte reports $151.75 million revenue for Q3 2026
- Form
- 10-Q
- Filed
- Importance
- Notable
- Accession
- 0001384101-26-000055
- Revenue: $151.75 million for the three months ended Sep 30, 2026
- Net income: $31.5 million for the three months ended Sep 30, 2026
- Diluted EPS: $0.38 for the three months ended Sep 30, 2026
- Cash and equivalents: $199.83 million at Sep 30, 2026
Written from the 10-Q on EDGAR. AI can make mistakes. Check the filing.
What changed
9 changes since the June 2026 10-Q
Compared with the 10-Q 0001384101-26-000044, filed Jul 31, 2026.
Cash down 33% from Jun 30
$200M, was $300M.
From the filings
Before
$300MNow
$200MNet income up 24% from Jun 30
$31.5M, was $25.5M.
From the filings
Before
$25.5MNow
$31.5MEPS up 23% from Jun 30
$0.38, was $0.31.
From the filings
Before
$0.31Now
$0.38Revenue up 1% from Jun 30
$152M, was $150M.
From the filings
Before
$150MNow
$152MIn September 2026, we acquired Convergent Genomics, Inc., or Convergent, which added Convergent's UroAmp…
New paragraph in MD&A.
From the filings
Now
In September 2026, we acquired Convergent Genomics, Inc., or Convergent, which added Convergent's UroAmp platform, including its proprietary urinary tumor DNA, or utDNA, technology, to our development portfolio.Income tax provision (benefit) (10,381) (248) (10,133) 4,086% (8,081) 2,363 (10,444) (442)%
New paragraph in MD&A.
From the filings
Now
Income tax provision (benefit) (10,381) (248) (10,133) 4,086% (8,081) 2,363 (10,444) (442)%Revenue increased $19.9 million for the three months ended September 30, 2026 compared to the same period in…
Adds "$19.9"; drops "$20.2".
From the filings
Before
Revenue increased $20.2 million for the three months ended June 30, 2026 compared to the same period in 2025. This was primarily due to a $23.4 million increase in testing revenue, partially offset by a $3.5 million decrease in our biopharmaceutical and other revenue. The 19% growth in testing revenue was primarily driven by a 14% volume increase, as well as improved ASP and prior period collections. The Biopharmaceutical and other revenue decrease was due to the discontinuation of biopharmaceutical services, contract manufacturing or contract development services previously conducted in France, following the restructuring proceedings affecting Veracyte SAS, as of August 2025.Now
Revenue increased $19.9 million for the three months ended September 30, 2026 compared to the same period in 2025. This was primarily due to a $18.7 million increase in testing revenue. The 15% growth in testing revenue was primarily driven by a 13% volume increase, improved average selling price, or ASP, and prior period collections, or PPCs.We recorded income tax benefit of $10.4 million and $0.2 million for the three months ended September 30…
Adds "benefit"; drops "expense".
From the filings
Before
We recorded income tax expense of $1.0 million and $2.2 million for the three months ended June 30, 2026 and 2025, respectively, and recorded income tax expense of $2.3 million and $2.6 million for the six months ended June 30, 2026 and 2025, respectively.Now
We recorded income tax benefit of $10.4 million and $0.2 million for the three months ended September 30, 2026 and 2025, respectively, and recorded income tax benefit of $8.1 million and expense of $2.4 million for the nine months ended September 30, 2026 and 2025, respectively. The benefit for income taxes recorded in the nine months ended September 30, 2026 consists primarily of a discrete income tax benefit related to the release of certain valuation allowances on the Company's deferred tax assets upon recording of the deferred tax liabilities for the acquisition of Convergent.Pursuant to the Agreement and Plan of Merger, dated as of September 10, 2026, by and among the Company…
New paragraph in MD&A.
From the filings
Now
Pursuant to the Agreement and Plan of Merger, dated as of September 10, 2026, by and among the Company, Convergent, Compass Merger Sub, Inc. and Shareholder Representative Services LLC, or the Merger Agreement, we may be required to pay up to an additional $30.0 million in cash to Convergent securityholders upon the achievement of certain milestones. As of September 30, 2026, we expect to achieve a portion of the milestones contained in the Merger Agreement within the next 12 months, requiring payments totaling up to $10.0 million.
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Section by section. Added words and removed words against the earlier filing.
Cover page 2 changes
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For the quarterly period ended June September 30, 2026
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As of July 27, October 30, 2026, there were 80,390,731 80,695,480 shares of common stock, par value $0.001 per share, outstanding.
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Forward-looking statements 4 changes
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• our expectations regarding the launch ongoing development of the TrueMRD platform and the addition of minimal residual detection capabilities to our diagnostics platform;
• our expectations regarding the integration of acquisitions, including Convergent Genomics, Inc., and the ability to achieve anticipated milestones;
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• the occurrence, timing, outcome or success of clinical trials or studies;
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We caution you that the foregoing list does not contain all of the forward-looking statements made in this report. We have based these forward-looking statements largely on our current expectations and projections about future events and trends that we believe may affect our business, financial condition, results of operations, prospects, and financial needs. These forward-looking statements speak only as of the date of this report and are subject to a number of risks, uncertainties and assumptions described in the section titled "Risk Factors" in Part I, Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2025 and elsewhere in this report. Because forward-looking statements are inherently subject to risks and uncertainties, some of which cannot be predicted or quantified, you should not rely on these forward-looking statements as predictions of future events. The events and circumstances reflected in our forward-looking statements may not be achieved or occur and actual results could differ materially from those projected in the forward-looking statements. We disclaim any ii intention or obligation to publicly update or revise any forward-looking statements for any reason or to conform such statements to actual results or revised expectations, except as required by law.
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Financial statements 206 changes
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Accounts receivable 54,177 44,660
Supplies 22,656 20,546
Goodwill 767,154 767,154
Other assets 2,975 902
June September 30, 2026 December 31, 2025
Cash and cash equivalents $ 299,521 199,828 $ 362,578
Short-term investments 185,711 170,704 50,311
Accounts receivable 56,788 44,660
Supplies 25,818 20,546
Prepaid expenses and other current assets 12,710 14,740 10,281
Total current assets 574,775 467,878 488,376
Property, plant and equipment, net 21,933 24,870 22,192
Right-of-use assets, operating leases 35,163 35,097 36,599
Intangible assets, net 82,700 184,883 89,148
Goodwill 855,575 767,154
Restricted cash 1,666 1,646 1,648
Other assets 3,307 902
Total assets $ 1,486,366 1,573,256 $ 1,406,019
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Accounts payable $ 8,024 $ 4,593
Accrued liabilities 47,677 48,801
Deferred tax liabilities 637 646
Total liabilities 97,963 96,443
Accounts payable $ 9,710 $ 4,593
Accrued liabilities 60,087 48,801
Current portion of deferred revenue 597 864 1,160
Current portion of acquisition-related contingent consideration 662 6,734 1,332
Current portion of operating lease liabilities 5,776 6,814 4,051
Total current liabilities 62,736 84,209 59,937
Deferred tax liabilities 1,616 646
Acquisition-related contingent consideration, net of current portion 259 17,245 257
Operating lease liabilities, net of current portion 34,331 33,922 35,603
Other liabilities 3,000 —
Total liabilities 139,992 96,443
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Accumulated deficit ( 323,433 ) ( 377,630 )
Preferred stock, $ 0.001 par value; 5,000,000 shares authorized, no shares issued and outstanding as of June September 30, 2026 and December 31, 2025
Common stock, $ 0.001 par value; 125,000,000 shares authorized, 80,363,927 80,655,975 and 79,359,005 shares issued and outstanding as of June September 30, 2026 and December 31, 2025, respectively
Additional paid-in capital 1,719,695 1,733,174 1,695,339
Accumulated deficit ( 291,930 ) ( 377,630 )
Accumulated other comprehensive loss ( 7,939 8,061 ) ( 8,212 )
Total stockholders' equity 1,388,403 1,433,264 1,309,576
Total liabilities and stockholders' equity $ 1,486,366 1,573,256 $ 1,406,019
3 unchanged paragraphs
Three Months Ended June 30, Six Months Ended June 30,
Testing revenue $ 145,661 $ 122,263 $ 280,752 $ 229,572
Product revenue 3,858 3,598 7,537 7,178
Biopharmaceutical and other revenue 802 4,303 1,103 7,887
Total revenue 150,321 130,164 289,392 244,637
Cost of testing revenue 36,309 32,407 69,615 60,667
Cost of product revenue 2,515 1,749 4,406 3,171
Cost of biopharmaceutical and other revenue 207 3,572 215 6,270
Intangible asset amortization - cost of revenue 2,741 2,667 5,448 5,252
Total cost of revenue 41,772 40,395 79,684 75,360
Gross profit 108,549 89,769 209,708 169,277
Research and development 29,442 16,264 56,540 33,984
Selling and marketing 28,263 25,316 55,419 49,770
General and administrative 27,443 32,331 51,123 66,139
Intangible asset amortization - operating expenses 421 621 1,000 1,243
Total operating expenses 85,569 95,037 164,082 171,641
Income (loss) from operations 22,980 ( 5,268 ) 45,626 ( 2,364 )
Other income, net 3,543 6,518 10,871 11,042
Income before income taxes 26,523 1,250 56,497 8,678
Income tax provision 1,033 2,230 2,300 2,611
Net income (loss) $ 25,490 $ ( 980 ) $ 54,197 $ 6,067
Earnings (loss) per share:
Basic $ 0.32 $ ( 0.01 ) $ 0.68 $ 0.08
Diluted $ 0.31 $ ( 0.01 ) $ 0.66 $ 0.08
Basic 79,972,389 78,391,502 79,755,699 78,210,881
Diluted 82,059,442 78,391,502 81,753,292 79,905,121
Three Months Ended September 30, Nine Months Ended September 30,
Testing revenue $ 146,419 $ 127,756 $ 427,171 $ 357,328
Product revenue 4,626 3,301 12,163 10,479
Biopharmaceutical and other revenue 709 815 1,812 8,702
Total revenue 151,754 131,872 441,146 376,509
Cost of testing revenue 38,477 33,777 108,092 94,444
Cost of product revenue 2,766 3,015 7,172 6,186
Cost of biopharmaceutical and other revenue 142 1,091 357 7,361
Intangible asset amortization - cost of revenue 3,265 2,707 8,713 7,959
Total cost of revenue 44,650 40,590 124,334 115,950
Gross profit 107,104 91,282 316,812 260,559
Research and development 32,159 15,981 88,699 49,965
Selling and marketing 28,652 24,455 84,071 74,225
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and 126 more changes in the filing
Note 1: Organization, Description of Business and Summary of Significant Accounting Policies 21 changes
1 unchanged paragraph
The Company's headquarters are in South San Francisco, California, and it has operations in San Diego, California, Morgan Hill, California, Austin, Texas, and Haifa, Israel.
2 unchanged paragraphs
In September 2026, the Company acquired Convergent Genomics, Inc., a diagnostics company focused on urine-based genomic testing. Refer to Note 4, Business Combination for additional information.
1 unchanged paragraph
The Company's condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States, or GAAP. Certain information and note disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. The condensed consolidated balance sheet as of June September 30, 2026, the condensed consolidated statements of operations for the three and six nine months ended June September 30, 2026 and 2025, the condensed consolidated statements of comprehensive income for the three and six nine months ended June September 30, 2026 and 2025, the condensed consolidated statements of stockholders' equity for the three and six nine months ended June September 30, 2026 and 2025, and the condensed consolidated statements of cash flows for the six nine months ended June September 30, 2026 and 2025 are unaudited, but include all adjustments, consisting only of normal recurring adjustments, which the Company considers necessary for a fair presentation of its financial position, operating results, stockholders' equity and cash flows for the periods presented. The condensed consolidated balance sheet as of December 31, 2025 has been derived from audited financial statements. The results for the three and six nine months ended June September 30, 2026 are not indicative of the results expected for the full year or any other period. The condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. The Company operates in one segment.
2 unchanged paragraphs
Certain prior period balances have been reclassified to conform to current period presentation of the Company's condensed consolidated financial statements and accompanying notes. Such reclassifications have no effect on previously reported results of operations, accumulated deficit, subtotals of operating, investing or financing cash flows or consolidated balance sheet totals; however, for the six months ended June 30, 2025, the Company reclassified $ 1.9 million of amortization of discount on short-term investments from the changes in other assets caption in the condensed consolidated statements of cash flow to a separate caption, amortization of discount on short-term investments, within the operating activities section.
The preparation of unaudited interim financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities as of the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Significant items subject to such estimates include: revenue recognition; the useful lives of property, plant and equipment; the recoverability of long-lived assets; the incremental borrowing rates for leases; accounting for acquisitions; the estimation of the fair value of intangible assets and contingent consideration; stock-based compensation; income tax uncertainties, including a (unaudited)
valuation allowance for deferred tax assets; credit related losses on investments; and allowance for credit losses and contingencies. The Company bases these estimates on historical and anticipated results, trends, and various other assumptions that the Company believes are reasonable under the circumstances, including assumptions as to future events. These estimates form the basis for making judgments about the carrying values of assets and liabilities and recorded revenue and expenses that are not readily apparent from other sources. Actual results could differ from those estimates and assumptions.
Concentrations of Credit Risk and Other Risks and Uncertainties
The majority of the Company's cash and cash equivalents are deposited with three major financial institutions in the United States. Deposits in these institutions may exceed the amount of insurance provided on such deposits. The Company has not realized any losses on its deposits of cash and cash equivalents other than exchange rate losses related to foreign currency denominated accounts.
Several of the components of the Company's sample collection kits and CLIA test reagents, IVD products and associated systems, as well as the systems service and service kits, are obtained from single-source suppliers. If these single-source suppliers fail to satisfy the Company's requirements on a timely basis, or are unable to provide the Company with reagents that perform to specifications, the Company could suffer delays in being able to deliver its diagnostic solutions, suffer a possible loss of revenue, or incur higher costs, any of which could adversely affect its operating results.
Through September 30, 2026, the Company has derived most of its revenue from the sale of Decipher Prostate and Afirma testing. To date, Decipher Prostate and Afirma testing have been delivered primarily to physicians in the United States.
The Company is also subject to credit risk from its accounts receivable related to its sales. Credit risk for accounts receivable from testing revenue is incorporated in testing revenue accrual rates as the Company assesses historical collection rates and current developments to determine accrual rates and amounts the Company will ultimately collect. The Company generally does not perform evaluations of customers' financial condition for testing revenue and generally does not require collateral. The Company assesses credit risk and the amount of accounts receivable the Company will ultimately collect for product, biopharmaceutical and other revenue based on collection history, current developments and credit worthiness of the customer. The estimate of credit losses is not material as of September 30, 2026.
The Company's total third-party payers and other customers in excess of 10% of total revenue and their related revenue as a percentage of total revenue were as follows:
Three Months Ended September 30, Nine Months Ended September 30,
Medicare 33 % 33 % 33 % 33 %
UnitedHealthcare 13 % 14 % 11 % 14 %
In the above table, Medicare Advantage plans are included with their associated private payer amounts and Medicare amounts do not include Medicare Advantage.
The Company's significant third-party payers in excess of 10% of total accounts receivable and their related accounts receivable balance as a percentage of total accounts receivable were as follows:
September 30, 2026 December 31, 2025
UnitedHealthcare 15 % 14 %
Cash and Cash Equivalents
The Company considers demand deposits in a bank, money market funds and highly liquid investments with maturities at the time of purchase of three months or less to be cash equivalents.
Notes to the financial statements 27 changes
The Company's significant third-party payers in excess of 10% of total accounts receivable and their related accounts receivable balance as a percentage of total accounts receivable were as follows:
June 30, 2026 December 31, 2025
UnitedHealthcare 17 % 14 %
Cash and Cash Equivalents
The Company considers demand deposits in a bank, money market funds and highly liquid investments with maturities at the time of purchase of three months or less to be cash equivalents.
Short-Term Investments
The Company's short-term investments consist of United States treasury securities and certificates of deposit with maturities at the time of purchase that were between three months and one year. The Company classifies these investments as held-to-maturity debt securities, which are reported at amortized cost. Discounts or premiums from the purchase of the securities are recognized as a component of interest income in other income, net in the consolidated statements of operations. Investments are initially recorded net of an allowance for expected credit losses, if any, which are remeasured each period and any impairments are recognized as an expense. Unrealized gains and losses are not recognized in income. As of both June 30, 2026 and December 31, 2025, no allowances for expected credit losses had been recorded and there have been no impairment or credit losses on the Company's short-term investments.
The Company had deposits of $ 1.7 million and $ 1.6 million included in long-term assets as of June 30, 2026 and December 31, 2025, respectively, restricted from withdrawal and held by banks primarily in the form of collateral for irrevocable standby letters of credit held as security for the Company's leases.
The Company recognizes revenue in accordance with the provisions of the Financial Accounting Standards Board, or FASB, Accounting Standards Codification, or ASC, 606, Revenue from Contracts with Customers , or ASC 606. This process involves identifying the contract with a customer, determining the performance obligations in the contract, determining the contract price, allocating the contract price to the distinct performance obligations in the contract, and recognizing revenue when the performance obligations have been satisfied. A performance obligation is considered distinct from other obligations in a contract when it provides a benefit to the customer either on its own or together with other resources that are readily available to the customer and is separately identified in the contract. Performance obligations are considered satisfied once the Company has completed a service or transferred control of a product to the customer.
In arrangements involving more than one service or good, each required service or good is evaluated to determine whether it qualifies as a distinct performance obligation based on whether (i) the customer can benefit from the service or good either on its own or together with other resources that are readily available and (ii) the service or good is separately identifiable from other promises in the contract. The consideration under the arrangement is then allocated to each separate distinct performance obligation based on its respective relative stand-alone selling price. The estimated selling price of each deliverable reflects the Company's best estimate of what the selling price would be if the deliverable was regularly sold by the Company on a stand-alone basis or using an adjusted market assessment approach if selling price on a stand-alone basis is not available. The consideration allocated to each distinct performance obligation is recognized as revenue when control is transferred which may be at a point in time or over time.
The Company recognizes testing revenue from the sale of tests performed for customers, including patients and institutions, at the time test results are reported to physicians. Most tests requested by customers are sold without a written agreement; however, the Company determines that an implied contract exists with its customers for whom a physician will (unaudited)
The Company recognizes testing revenue from the sale of tests performed for customers, including patients and institutions, at the time test results are reported to physicians. Most tests requested by customers are sold without a written agreement; however, the Company determines that an implied contract exists with its customers for whom a physician will order the test. The Company identifies each sale of its test to a customer as a single performance obligation. A stated contract price does not exist and the transaction price for each implied contract with a customer represents variable consideration. The Company uses the expected value method of estimating variable consideration. The Company estimates the variable consideration under the portfolio approach and considers the historical reimbursement data from third-party commercial and governmental payers and patients, as well as known or anticipated reimbursement trends not reflected in the historical data. The Company monitors the estimated amount to be collected in the portfolio at each reporting period based on actual cash collections in order to assess whether a revision to the estimate is required. Both the estimate and any subsequent revision contain uncertainty and require the use of significant judgment in the estimation of the variable consideration and application of the constraint for such variable consideration. The Company analyzes its actual cash collections over the expected reimbursement period and compares it with the estimated variable consideration for each payer group and any difference is recognized as an adjustment to estimated revenue after the expected reimbursement period, subject to assessment of the risk of future revenue reversal. For the three and six nine months ended June September 30, 2026, the Company recorded $ 4.5 2.4 million and $ 8.7 11.1 million, respectively, and for the three and six nine months ended June September 30, 2025 the Company recorded $ 1.8 1.5 million and $ 2.2 3.7 million, respectively, resulting from cash collections exceeding the estimated variable consideration related to tests reported in previous years, including revenue received from successful appeals of reimbursement denials, net of recoupments.
2 unchanged paragraphs
Three Months Ended June 30, Six Months Ended June 30,
Biopharmaceutical revenue $ 802 $ 2,630 $ 1,103 $ 4,927
Total $ 802 $ 4,303 $ 1,103 $ 7,887
Accounts receivable from biopharmaceutical and other revenue was $ 1.4 2.2 million at June September 30, 2026 and $ 3.6 million at December 31, 2025. Deferred revenue related to these agreements was $ 0.6 0.9 million at June September 30, 2026 and $ 1.2 million at December 31, 2025. Following the restructuring proceedings affecting Veracyte SAS, as of August 2025 Veracyte SAS no longer provides biopharmaceutical services, contract manufacturing or contract development services. Revenue included in biopharmaceutical and other revenue for the three and six nine months ended June September 30, 2026 and 2025 was as follows (in thousands of dollars):
Three Months Ended September 30, Nine Months Ended September 30,
Biopharmaceutical revenue $ 709 $ 646 $ 1,812 $ 5,573
Contract manufacturing and testing — 1,673 169 — 2,960 3,129
Total $ 709 $ 815 $ 1,812 $ 8,702
1 unchanged paragraph
The components of the Company's cost of testing revenue are laboratory expenses, sample collection expenses, compensation expense, license fees and royalties, depreciation, customer service, other expenses such as equipment and laboratory supplies, and allocations of facility and information technology expenses. Costs associated with performing tests are expensed as the test is processed regardless of whether and when revenue is recognized with respect to that test.
1 unchanged paragraph
Cost of product revenue consists primarily of costs of diagnostic kit components and reagents, labor, delivery costs and royalties for licensed technologies included in the Company's products. Subsequent to the restructuring proceedings affecting Veracyte SAS in August 2025, the costs of diagnostic kit components and reagents and labor costs are paid to a third-party contract manufacturer. The cost of the finished product is recognized in the period the related revenue is recognized. (unaudited)
Veracyte SAS in August 2025, the costs of diagnostic kit components and reagents and labor costs are paid to a third-party contract manufacturer. The cost of the finished product is recognized in the period the related revenue is recognized.
Cost of Biopharmaceutical and Other Revenue
Cost of biopharmaceutical and other revenue consists of costs of performing activities under arrangements that require the Company to license or provide access to its assets or laboratory testing services, as well as costs incurred in providing contracted research and development and manufacturing activities. These costs are mainly composed of compensation, manufacturing and laboratory supplies, and pass-through costs. Following the restructuring proceedings affecting Veracyte SAS, as of August 2025 Veracyte SAS no longer provides biopharmaceutical services, contract manufacturing or contract development services.
Recent Accounting Pronouncements
In November 2024, the FASB issued Accounting Standards Update, or ASU, 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses. ASU 2024-03 will require public business entities to disclose in the notes to the financial statements, at each interim and annual reporting period, specific information about certain costs and expenses, including purchases of inventory, employee compensation, depreciation, and intangible asset amortization included in each expense caption presented on the face of the income statement, and the total amount of an entity's selling expenses. ASU 2024-03 is effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027, and may be applied either prospectively or retrospectively. Early adoption is permitted. The Company is currently evaluating the impact of adopting this guidance on the consolidated financial statements.
Note 2: Net Income Per Common Share 23 changes
Three Months Ended June 30, Six Months Ended June 30,
Basic earnings per share, or EPS, is computed based on the weighted average number of common shares outstanding during the period. Diluted EPS is computed based on the sum of the weighted average number of common shares and potentially dilutive common shares outstanding during the period. In loss periods, basic and diluted loss per share are identical since the effect of potentially dilutive common shares is antidilutive and therefore excluded. Potentially dilutive common shares from equity awards are determined using the average share price for each period under the treasury stock method. In addition, proceeds from exercises of equity awards and the average amount of unrecognized compensation expense for equity awards are assumed to be used to repurchase shares. The following table sets forth the computation of basic and diluted EPS (in thousands, except per-share amounts): (unaudited)
assumed to be used to repurchase shares. The following table sets forth the computation of basic and diluted EPS (in thousands, except per-share amounts):
Three Months Ended September 30, Nine Months Ended September 30,
Numerator for basic and diluted EPS — net income (A) $ 25,490 31,503 $ ( 980 ) 19,137 $ 54,197 85,700 $ 6,067 25,204
Denominator for basic EPS — weighted average shares (B) 79,972 78,392 79,756 78,211 80,500 78,725 80,007 78,384
1 unchanged paragraph
Restricted stock units 1,466 — 1,413 1,146
Dilutive potential common shares 2,087 — 1,997 1,694
Basic EPS (A / B) $ 0.32 $ ( 0.01 ) $ 0.68 $ 0.08
Diluted EPS (A / C) $ 0.31 $ ( 0.01 ) $ 0.66 $ 0.08
Shares of common stock subject to outstanding options 559 — 531 503 539 333 551 438
Restricted stock units 1,704 595 1,597 1,081
Employee stock purchase plan 62 — 53 45 41 39 49 43
Dilutive potential common shares 2,284 967 2,197 1,562
Denominator for diluted EPS — adjusted weighted average shares and assumed conversions (C) 82,059 78,392 81,753 79,905 82,784 79,692 82,204 79,946
Basic EPS (A / B) $ 0.39 $ 0.24 $ 1.07 $ 0.32
Diluted EPS (A / C) $ 0.38 $ 0.24 $ 1.04 $ 0.32
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Restricted stock units 19 3,725 51 129
Anti-dilutive potential common shares 163 6,079 199 664
Shares of common stock subject to outstanding options 144 2,303 148 535 129 1,057 143 544
Restricted stock units 22 930 29 129
Employee stock purchase plan — 51 — — —
Anti-dilutive potential common shares 151 1,987 172 673
Note 3: Balance Sheet Components 28 changes
Goodwill was $ 767.2 million as of both June 30, 2026 and December 31, 2025. The Company has not recorded any impairment related to goodwill.
The changes in the carrying amounts of goodwill were as follows (in thousands of dollars):
Balance as of December 31, 2025
Goodwill acquired - Convergent 88,421
Balance as of September 30, 2026
2 unchanged paragraphs
June September 30, 2026 December 31, 2025 Weighted Average Remaining Amortization Period (Years)
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Percepta product technology $ 16,000 $ ( 12,000 12,267 ) $ 4,000 3,733 $ 16,000 $ ( 11,467 ) $ 4,533 3.8 3.5
Prosigna product technology 4,120 ( 1,808 1,877 ) 2,312 2,243 4,120 ( 1,671 ) 2,449 8.4 8.2
Decipher product technology 97,300 ( 48,301 50,672 ) 48,999 46,628 97,300 ( 43,558 ) 53,742 6.0 5.8
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C2i developed technology 31,500 ( 4,111 4,636 ) 27,389 26,864 25,300 ( 3,233 ) 22,067 13.1 12.9
Manufacturing know-how 9,000 ( 250 ) 8,750 — — — 3.0
Convergent developed technology 95,900 ( 206 ) 95,694 — — — 15.0
Convergent trademarks and tradenames 60 ( 1 ) 59 — — — 5.0
Convergent customer relationships 920 ( 8 ) 912 — — — 5.0
Total finite-lived intangibles 152,920 258,800 ( 70,220 73,917 ) 82,700 184,883 146,720 ( 63,772 ) 82,948 8.3 11.4
1 unchanged paragraph
Total intangible assets $ 152,920 258,800 $ ( 70,220 73,917 ) $ 82,700 184,883 $ 152,920 $ ( 63,772 ) $ 89,148
1 unchanged paragraph
On August 31, 2026, the Company closed a transaction to acquire certain assets for $ 5.3 million in cash and two mandatory annual license fee payments of $ 3.0 million due following the first and second anniversaries of the closing date. The acquisition was accounted for as a business combination and resulted in the recording of $ 9.0 million of intangible assets for manufacturing know-how.
Amortization of $ 3.2 3.7 million and $ 3.3 million was recognized for the three months ended June September 30, 2026 and 2025, respectively, and an expense of $ 6.4 10.1 million and $ 6.5 9.8 million was recognized for the six nine months ended June September 30, 2026 and 2025, respectively.
The estimated future aggregate amortization expense as of June September 30, 2026 is as follows (in thousands of dollars):
1 unchanged paragraph
2026 remainder of year $ 6,464 5,629
1 unchanged paragraph
The Company concluded, during the second quarter of 2025, that the long-lived assets of the Veracyte SAS asset group were not recoverable. As a result, the Company recorded a $ 20.5 million non-cash impairment charge for the three and six nine months ended December 31, September 30, 2025. The impairment related primarily to the Company's right-of-use assets; property, plant, and equipment; and certain tax credits. The impairment is included within the impairment of assets in the consolidated statement of operations.
Deconsolidation of Wholly-Owned Subsidiary
Effective August 1, 2025, the Company ceased to have a controlling interest in its wholly-owned French subsidiary, Veracyte SAS. Accordingly, the Company derecognized the related assets and liabilities from its condensed consolidated financial statements. Prior to deconsolidation, the operating results and cash flows of Veracyte SAS were included in the Company's condensed consolidated financial statements. In accordance with ASC 810, Consolidation, the Company recognized a loss on deconsolidation of approximately $ 6.7 million, which is included in other income, net in the condensed consolidated statements of operations for the three months ended September 30, 2025.
1 unchanged paragraph
Accrued other 22,546 21,342
June September 30, 2026 December 31, 2025
Accrued compensation expenses $ 25,131 29,812 $ 27,459
Accrued other 30,275 21,342
Total accrued liabilities $ 47,677 60,087 $ 48,801
Note 5: Fair Value Measurements 1 change
4 unchanged paragraphs
The carrying amounts of certain financial instruments of the Company, including cash and cash equivalents, prepaid expenses and other current assets, accounts payable and accrued liabilities, approximate fair value due to their relatively short maturities. The fair value of the Company's financial assets include treasury bills, money market funds and deposits for leases of the Company's facilities. As of June September 30, 2026 and December 31, 2025, the Company had the following financial instruments measured at fair value (in thousands of dollars):
Note 6: Commitments and Contingencies 1 change
The Company leases office and laboratory facilities in the U.S., including in South San Francisco, and San Diego and Morgan Hill, California and Austin, Texas, and, prior to August 2025, in Marseille, France. Effective August 2025, in connection with the restructuring proceeding in Veracyte SAS, the Company is no longer a party to the lease in Marseille, France. The lease terms of the Company's leases as of June September 30, 2026 extend to March 2040 and contain extension of lease terms and expansion options. The leases have a weighted average remaining lease term of 10.9 10.6 years as of June September 30, 2026. The Company had deposits of $ 1.7 million and $ 1.6 million included in long-term assets as of June both September 30, 2026 and December 31, 2025 respectively, restricted from withdrawal and held by banks in the form of collateral for irrevocable standby letters of credit held as security for the leases.
1 unchanged paragraph
Note 7: Stockholders' Equity 6 changes
1 unchanged paragraph
Total 19,017,396 16,640,069
June September 30, 2026 December 31, 2025
Stock options and restricted stock units issued and outstanding 5,158,954 4,898,253 4,806,993
Stock options and restricted stock units available for grant under stock option plans 13,059,710 13,115,413 10,937,821
Common stock available for the Employee Stock Purchase Plan 798,732 711,682 895,255
Total 18,725,348 16,640,069
Note 8: Components of Other Income 11 changes
1 unchanged paragraph
Three Months Ended June 30, Six Months Ended June 30,
Interest income $ 3,884 $ 2,937 $ 7,362 $ 5,699
Three Months Ended September 30, Nine Months Ended September 30,
Interest income $ 4,503 $ 3,482 $ 11,865 $ 9,181
1 unchanged paragraph
Loss on deconsolidation of subsidiary $ — $ ( 6,708 ) $ — $ ( 6,708 )
1 unchanged paragraph
Gain (loss) on currency revaluation ( 341 ) 3,348 ( 318 ) 4,895
Other — 233 ( 352 ) 449
Total $ 3,543 $ 6,518 $ 10,871 $ 11,042
Gain (loss) on currency revaluation 35 ( 832 ) ( 283 ) 4,062
Other 15 1 ( 337 ) 451
Total $ 4,553 $ ( 4,057 ) $ 15,424 $ 6,985
Note 9: Segment 70 changes
1 unchanged paragraph
Three Months Ended June 30, Six Months Ended June 30,
Testing revenue $ 145,661 $ 122,263 $ 280,752 $ 229,572
Product revenue 3,858 3,598 7,537 7,178
Biopharmaceutical and other revenue 802 4,303 1,103 7,887
Total revenue 150,321 130,164 289,392 244,637
Information about reported segment revenue, measures of segment profit or loss, significant segment expenses and reconciliation to income from operations was as follows (in thousands of dollars):
Three Months Ended September 30, Nine Months Ended September 30,
Testing revenue $ 146,419 $ 127,756 $ 427,171 $ 357,328
Product revenue 4,626 3,301 12,163 10,479
Biopharmaceutical and other revenue 709 815 1,812 8,702
Total revenue 151,754 131,872 441,146 376,509
1 unchanged paragraph
Laboratory supplies and reagents expense 13,846 15,304 26,161 28,369
Sample collection expense 3,644 3,494 6,932 6,320
Compensation expense 9,858 6,023 19,662 11,634
Total cost of testing revenue 36,309 32,407 69,615 60,667
Laboratory supplies and reagents expense 14,807 14,766 40,968 43,134
Sample collection expense 3,707 3,078 10,638 9,398
Compensation expense 10,839 6,273 30,501 17,906
Other cost of testing revenue (1) 5,884 4,173 10,820 7,559 5,878 6,456 16,699 14,017
Allocation of facilities and IT expenses 3,077 3,413 6,040 6,785 3,246 3,204 9,286 9,989
Total cost of testing revenue 38,477 33,777 108,092 94,444
1 unchanged paragraph
Product costs 1,985 705 3,386 813
License fees and royalties 336 307 649 631
Total cost of product revenue 2,515 1,749 4,406 3,171
Product costs 2,128 1,050 5,513 1,864
License fees and royalties 420 257 1,069 888
Other cost of product revenue (2) 190 515 364 1,309 214 1,672 579 2,980
Allocation of facilities and IT expenses 4 222 7 418 36 11 454
Total cost of product revenue 2,766 3,015 7,172 6,186
1 unchanged paragraph
Compensation expense — 1,652 — 2,892
Intangible asset amortization - cost of revenue 2,741 2,667 5,448 5,252
Gross profit 108,549 89,769 209,708 169,277
Compensation expense — 426 — 3,318
Other cost of biopharmaceutical and other revenue (3) 207 1,462 215 2,506 142 612 357 3,118
Allocation of facilities and IT expenses — 458 53 — 872 925
Total cost of biopharmaceutical and other revenue 207 3,572 215 6,270 142 1,091 357 7,361
Intangible asset amortization - cost of revenue 3,265 2,707 8,713 7,959
Gross profit 107,104 91,282 316,812 260,559
1 unchanged paragraph
Compensation expense 16,820 9,063 32,367 18,812
Direct research and development expense 3,785 3,292 7,984 7,434
Total research and development 29,442 16,264 56,540 33,984
Compensation expense 17,819 9,028 50,185 27,840
Direct research and development expense 5,396 3,512 13,380 10,946
Other research and development expenses (4) 6,789 1,880 12,248 3,692 6,925 1,586 19,174 5,278
Allocation of facilities and IT expenses 2,048 2,029 3,941 4,046 2,019 1,855 5,960 5,901
Total research and development 32,159 15,981 88,699 49,965
1 unchanged paragraph
Compensation expense 19,574 17,601 39,545 35,236
Direct marketing expense 2,706 1,478 4,162 2,188
Total selling and marketing 28,263 25,316 55,419 49,770
Compensation expense 20,384 16,977 59,929 52,214
Direct marketing expense 2,137 1,376 6,299 3,564
Other selling and marketing expenses (5) 4,559 3,696 9,120 7,549 4,755 3,332 13,874 10,880
Allocation of facilities and IT expenses 1,424 2,541 2,592 4,797 1,376 2,770 3,969 7,567
Total selling and marketing 28,652 24,455 84,071 74,225
1 unchanged paragraph
Compensation expense 18,446 21,260 34,683 41,433
Other general and administrative expenses (6) 15,550 19,734 29,020 41,624
Total general and administrative 27,443 32,331 51,123 66,139
Intangible asset amortization - operating expenses 421 621 1,000 1,243
Other income, net ( 3,543 ) ( 6,518 ) ( 10,871 ) ( 11,042 )
Income tax provision 1,033 2,230 2,300 2,611
Net income (loss) $ 25,490 $ ( 980 ) $ 54,197 $ 6,067
Compensation expense 19,642 20,688 54,324 62,121
Other general and administrative expenses (6) 16,305 14,508 45,327 56,132
Allocation of facilities and IT expenses ( 6,553 6,645 ) ( 8,663 7,918 ) ( 12,580 19,226 ) ( 16,918 24,836 )
Total general and administrative 29,302 27,278 80,425 93,417
Impairment of assets — 20,505 — — 20,505
Intangible asset amortization - operating expenses 422 622 1,422 1,865
Other (income) loss, net ( 4,553 ) 4,057 ( 15,424 ) ( 6,985 )
Income tax provision (benefit) ( 10,381 ) ( 248 ) ( 8,081 ) 2,363
Net income $ 31,503 $ 19,137 $ 85,700 $ 25,204
6 unchanged paragraphs
Note 10: Income Taxes 2 changes
The provision (benefit) for income taxes is based on the current estimate of the annual effective tax rate applied to the Company's year to date income and is adjusted for discrete items recorded in the period. For the three months ended June September 30, 2026 and 2025, the Company's effective tax rate was 3.9 ( 49.2 )% and 178.5 ( 1.3 )%, respectively. The non-cash impairment of $ 20.5 million recorded in For the three nine months ended June September 30, 2025 was treated as a discrete item for provisioning purposes 2026 and excluded from income thus 2025, the Company's effective tax rate for the three months ended June 30, 2025 was substantially higher when compared to prior periods. ( 10.4 )% and 8.6 %, respectively. For the six nine months ended June September 30, 2026, and 2025, the Company's primary difference between the effective tax rate was 4.1 % and 30.1 %, respectively. the federal statutory rate is primarily attributable to the release of a pre‑existing valuation allowance on the Company's federal and state deferred tax assets. For the six nine months ended June September 30, 2026 and 2025, the primary difference between the effective tax rate and the federal statutory rate is driven by unfavorable permanent differences, offset by benefits from the One Big Beautiful Bill Act, or the OBBBA, and the full valuation allowance the Company has established on its federal, state and foreign net operating losses and credits.
The Company recorded income tax expense benefit of $ 1.0 10.4 million and $ 2.2 0.2 million for the three months ended June September 30, 2026 and 2025, respectively, and recorded income tax expense benefit of $ 2.3 8.1 million and expense of $ 2.6 2.4 million for the six nine months ended June September 30, 2026 and 2025, respectively. The provision benefit for income taxes recorded in the six nine months ended June September 30, 2026 and consists primarily of a discrete income tax benefit related to the release of certain valuation allowances on the Company's deferred tax assets upon recording of the deferred tax liabilities for the acquisition of Convergent. The provision for income taxes recorded in the nine months ended September 30, 2025 consists primarily of federal, state and foreign income taxes incurred by a subsidiary associated with the Company's Decipher product line.
MD&A 145 changes
3 unchanged paragraphs
The following is a non-exhaustive list of Veracyte and its affiliates' trademarks and/or registered trademarks in the United States and certain other countries: Afirma, Decipher, Envisia, GenomeDx, GRID, Percepta, Prosigna, TrueMRD, UroAmp, Veracyte, and the Veracyte logo. nCounter is the registered trademark of Bruker Spatial Biology, Inc. and used by Veracyte under license.
1 unchanged paragraph
We serve global markets with two complementary models. In the United States, we offer laboratory developed tests, or LDTs, through our centralized CLIA certified laboratories in South San Francisco and San Diego, California, supported by our cytopathology lab in Austin, Texas. Additionally, outside of the United States, we provide in vitro diagnostic, or IVD, tests to patients through diagnostic kits sold to laboratories and hospitals that can perform the tests locally. Our international distribution of IVDs is currently focused on breast cancer with our Prosigna Breast Cancer Assay kits. and, in the future, we intend to offer Decipher Prostate as an IVD test. In the United States, we currently offer tests in prostate cancer (Decipher Prostate), thyroid cancer (Afirma), breast cancer (Prosigna) and bladder cancer (Decipher Bladder and TrueMRD for MIBC).
In September 2026, we acquired Convergent Genomics, Inc., or Convergent, which added Convergent's UroAmp platform, including its proprietary urinary tumor DNA, or utDNA, technology, to our development portfolio.
22 unchanged paragraphs
A significant aspect of our business is our investment in development activities, including activities related to the development of new tests, such as the development of our TrueMRD platform in additional indications and UroAmp, as well as modifications and enhancements to our current tests, including the ongoing development of our TrueMRD platform. Decipher Prostate. In addition to these development activities, we also perform clinical evidence studies which are critical to gaining clinician adoption of our tests, driving favorable coverage decisions by payers, as well as gaining guideline inclusion for such tests.
9 unchanged paragraphs
Three Months Ended June 30, Six Months Ended June 30,
Through June September 30, 2026, we derived the majority of our revenue as testing revenue from the sale of Decipher Prostate and Afirma tests, delivered primarily to physicians in the United States. We generally invoice third-party payers upon delivery of a patient report to the prescribing physician. As such, we take the assignment of benefits and the risk of cash collection from the third-party payer and individual patients. Third-party payers and other customers in excess of 10% of total revenue and their related revenue as a percentage of total revenue were as follows for the periods presented:
Three Months Ended September 30, Nine Months Ended September 30,
1 unchanged paragraph
UnitedHealthcare 13 % 14 % 13 11 % 13 14 %
6 unchanged paragraphs
Our finite-lived intangible assets, acquired in business combinations, are being amortized over 5 3 to 15 years, using the straight-line method. Intangible asset amortization - cost of revenue includes amortization of finite-lived intangible assets related to developed and product technology utilized in our current product and service offerings and customer backlog.
1 unchanged paragraph
Research and development expenses primarily include compensation expense, direct research and development expenses such as laboratory supplies and costs associated with setting up and conducting clinical studies at domestic and international sites, software development expenses, professional fees, depreciation and amortization, other miscellaneous expenses and allocation of facility and information technology expenses. Further, research and development expenses include costs to collect clinical samples and conduct clinical studies to develop and support our products and pipeline, as well as develop future technology. We expense all research and development costs in the periods in which they are incurred. We incurred a majority of our research and development expenses in the six nine months ended June September 30, 2026 and the year ended December 31, 2025 in support of our early-stage products, including support for the development and validation of our additional TrueMRD platform, as well as indications, enhancements to our Prosigna LDT test, current tests, the development of new IVD products and discovery. Going forward, we expect to incur significant expense as we invest in the continued development of our innovation engine. early-stage products including our TrueMRD platform, required clinical studies and the development of current IVD tests.
1 unchanged paragraph
Selling and marketing expenses consist of compensation expenses, direct marketing expenses, professional fees, other expenses such as travel and communications costs, as well as allocation of facility and information technology expenses. Our sales team of approximately 130 142 representatives is organized by business unit in the U.S., with separate teams calling on thyroid cancer physicians, urologic cancer physicians and breast medical oncologists. The business units have dedicated marketing support, as well as a marketing operations team that serves the commercial organization broadly. Prosigna sales outside of the U.S. are led by country managers and sales teams that call on laboratories and breast cancer oncologists.
1 unchanged paragraph
General and administrative expenses include compensation expenses for executive officers and administrative, billing personnel, professional fees for legal and audit services, including costs related to acquisitions, occupancy costs, depreciation and amortization, and other expenses such as information technology, acquisition related costs and miscellaneous expenses, offset by allocation of facility and information technology expenses to other functions. We expect general and administrative expenses to continue to increase in absolute terms as we build our infrastructure to scale revenue growth while declining as a percentage of revenue.
3 unchanged paragraphs
Other income (loss), net consists primarily of interest income from our cash held in interest bearing accounts and our short-term investments, realized and unrealized gains and losses on foreign currency transactions, settlement of escrow claims, loss on the deconsolidation of Veracyte SAS and, prior to the restructuring proceedings affecting Veracyte SAS in August 2025, French tax credits.
1 unchanged paragraph
Three Months Ended June 30, Six Months Ended June 30,
Comparison of the three and six nine months ended June September 30, 2026 and 2025 (in thousands of dollars, except percentages and test volume):
Three Months Ended September 30, Nine Months Ended September 30,
1 unchanged paragraph
Testing revenue $ 145,661 $ 122,263 $ 23,398 19% $ 280,752 $ 229,572 $ 51,180 22%
Product revenue 3,858 3,598 260 7% 7,537 7,178 359 5%
Biopharmaceutical and other revenue 802 4,303 (3,501) (81)% 1,103 7,887 (6,784) (86)%
Total revenue 150,321 130,164 20,157 15% 289,392 244,637 44,755 18%
Cost of testing revenue 36,309 32,407 3,902 12% 69,615 60,667 8,948 15%
Cost of product revenue 2,515 1,749 766 44% 4,406 3,171 1,235 39%
Cost of biopharmaceutical and other revenue 207 3,572 (3,365) (94)% 215 6,270 (6,055) (97)%
Intangible asset amortization - cost of revenue 2,741 2,667 74 3% 5,448 5,252 196 4%
Total cost of revenue 41,772 40,395 1,377 3% 79,684 75,360 4,324 6%
Gross profit 108,549 89,769 18,780 21% 209,708 169,277 40,431 24%
Research and development 29,442 16,264 13,178 81% 56,540 33,984 22,556 66%
Selling and marketing 28,263 25,316 2,947 12% 55,419 49,770 5,649 11%
General and administrative 27,443 32,331 (4,888) (15)% 51,123 66,139 (15,016) (23)%
Intangible asset amortization - operating expenses 421 621 (200) (32)% 1,000 1,243 (243) (20)%
Total operating expenses 85,569 95,037 (9,468) (10)% 164,082 171,641 (7,559) (4)%
Income (loss) from operations 22,980 (5,268) 28,248 (536)% 45,626 (2,364) 47,990 (2030)%
Other income, net 3,543 6,518 (2,975) (46)% 10,871 11,042 (171) (2)%
Income before income taxes 26,523 1,250 25,273 2022% 56,497 8,678 47,819 551%
Income tax provision 1,033 2,230 (1,197) (54)% 2,300 2,611 (311) (12)%
Net income (loss) $ 25,490 $ (980) $ 26,470 (2701)% $ 54,197 $ 6,067 $ 48,130 793%
Testing revenue $ 146,419 $ 127,756 $ 18,663 15% $ 427,171 $ 357,328 $ 69,843 20%
Product revenue 4,626 3,301 1,325 40% 12,163 10,479 1,684 16%
Biopharmaceutical and other revenue 709 815 (106) (13)% 1,812 8,702 (6,890) (79)%
Total revenue 151,754 131,872 19,882 15% 441,146 376,509 64,637 17%
Cost of testing revenue 38,477 33,777 4,700 14% 108,092 94,444 13,648 14%
Cost of product revenue 2,766 3,015 (249) (8)% 7,172 6,186 986 16%
Cost of biopharmaceutical and other revenue 142 1,091 (949) (87)% 357 7,361 (7,004) (95)%
Intangible asset amortization - cost of revenue 3,265 2,707 558 21% 8,713 7,959 754 9%
Total cost of revenue 44,650 40,590 4,060 10% 124,334 115,950 8,384 7%
Gross profit 107,104 91,282 15,822 17% 316,812 260,559 56,253 22%
Research and development 32,159 15,981 16,178 101% 88,699 49,965 38,734 78%
Selling and marketing 28,652 24,455 4,197 17% 84,071 74,225 9,846 13%
General and administrative 29,302 27,278 2,024 7% 80,425 93,417 (12,992) (14)%
Impairment of assets — 20,505 (20,505) (100)% — — —% — 20,505 (20,505) (100)%
Intangible asset amortization - operating expenses 422 622 (200) (32)% 1,422 1,865 (443) (24)%
Total operating expenses 90,535 68,336 22,199 32% 254,617 239,977 14,640 6%
Income from operations 16,569 22,946 (6,377) (28)% 62,195 20,582 41,613 202%
Other income (loss), net 4,553 (4,057) 8,610 (212)% 15,424 6,985 8,439 121%
Income before income taxes 21,122 18,889 2,233 12% 77,619 27,567 50,052 182%
Income tax provision (benefit) (10,381) (248) (10,133) 4,086% (8,081) 2,363 (10,444) (442)%
Net income $ 31,503 $ 19,137 $ 12,366 65% $ 85,700 $ 25,204 $ 60,496 240%
1 unchanged paragraph
Diagnostic tests reported 48,389 42,441 5,948 14% 93,637 80,519 13,118 16%
Product tests sold 2,578 2,525 53 2% 4,945 5,102 (157) (3)%
Total test volume 50,967 44,966 6,001 13% 98,582 85,621 12,961 15%
Depreciation and amortization expense $ 4,838 $ 5,489 $ (651) (12)% $ 10,268 $ 10,851 $ (583) (5)%
Stock-based compensation expense $ 14,086 $ 10,985 $ 3,101 28% $ 26,847 $ 21,943 $ 4,904 22%
Three Months Ended June 30, Six Months Ended June 30,
Diagnostic tests reported 49,498 43,679 5,819 13% 143,135 124,198 18,937 15%
Product tests sold 3,246 2,209 1,037 47% 8,191 7,311 880 12%
Total test volume 52,744 45,888 6,856 15% 151,326 131,509 19,817 15%
Depreciation and amortization expense $ 5,980 $ 5,267 $ 713 14% $ 16,247 $ 16,117 $ 130 1%
Stock-based compensation expense $ 13,959 $ 10,757 $ 3,202 30% $ 40,806 $ 32,700 $ 8,106 25%
Revenue increased $20.2 $19.9 million for the three months ended June September 30, 2026 compared to the same period in 2025. This was primarily due to a $23.4 $18.7 million increase in testing revenue. partially offset by a $3.5 million decrease in our biopharmaceutical and other revenue. The 19% 15% growth in testing revenue was primarily driven by a 14% 13% volume increase, as well as improved average selling price, or ASP, and prior period collections, The Biopharmaceutical and other revenue decrease was due to the discontinuation of biopharmaceutical services, contract manufacturing or contract development services previously conducted in France, following the restructuring proceedings affecting Veracyte SAS, as of August 2025. PPCs.
Revenue increased $44.8 $64.6 million for the six nine months ended June September 30, 2026 compared to the same period in 2025. This was primarily due to a $51.2 $69.8 million increase in testing revenue partially offset by a $6.8 $6.9 million decrease in our biopharmaceutical and other revenue. The 22% 20% growth in testing revenue was primarily driven by a 16% 15% volume increase, as well as improved ASP and prior period collections. PPCs. The Biopharmaceutical and other revenue decrease was due to the discontinuation of biopharmaceutical services, contract manufacturing or contract development services previously conducted in France, following the restructuring proceedings affecting Veracyte SAS, as of August 2025.
Product revenue increased $0.3 $1.3 million and $0.4 $1.7 million for the three and six nine months ended June September 30, 2026, respectively, compared to the same periods in 2025.
Comparison of the three and six nine months ended June September 30, 2026 and 2025 is as follows (in thousands of dollars, except percentages):
Three Months Ended September 30, Nine Months Ended September 30,
2 unchanged paragraphs
Laboratory supplies and reagents expense $ 13,846 $ 15,304 $ (1,458) (10) % $ 26,161 $ 28,369 $ (2,208) (8) %
Sample collection expense 3,644 3,494 150 4 % 6,932 6,320 612 10 %
Compensation expense 9,858 6,023 3,835 64 % 19,662 11,634 8,028 69 %
Cytopathology services 1,683 1,615 68 4 % 3,345 3,071 274 9 %
Depreciation and amortization 591 556 35 6 % 1,300 986 314 32 %
Other expenses 3,610 2,002 1,608 80 % 6,175 3,502 2,673 76 %
Allocations 3,077 3,413 (336) (10) % 6,040 6,785 (745) (11) %
1 unchanged paragraph
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and 65 more changes in the filing
Market risk 2 changes
We are exposed to market risks in the ordinary course of our business. These risks primarily relate to interest rates. We had cash and cash equivalents and short-term investments of $485.2 $370.5 million as of June September 30, 2026 which consisted of bank deposits, money market funds and United States treasury securities. Such interest-bearing instruments carry a degree of risk; however, a hypothetical 10% change in interest rates during any of the periods presented would not have had a material impact on our condensed consolidated financial statements. This analysis is based on a sensitivity model that measures market value changes when changes in interest rates occur. Any realized gains or losses resulting from such interest rate changes and from the current unrealized gains or losses would only occur if we sold the investments prior to maturity. We do not enter into investments for trading purposes and have not used any derivative financial instruments to manage our interest rate risk exposure.
1 unchanged paragraph
As of June September 30, 2026 we held $2.2 $2.4 million of bank deposits denominated in Euros. Such Euro denominated deposits carry a degree of risk from changes in currency exchange rates as the gains or losses from changes in exchange rates are included in our net income and comprehensive income (loss). As of June September 30, 2026 a hypothetical 10% appreciation or depreciation of the U.S. dollar relative to the Euro would not have had a material impact on our condensed consolidated financial statements. At this time, we have not entered into, but in the future we may enter into, derivatives or other financial instruments in an attempt to hedge our foreign currency risk.
Controls and procedures 2 changes
2 unchanged paragraphs
Based on this evaluation, our Chief Executive Officer and Chief Financial Officer concluded that, our disclosure controls and procedures were effective as of June September 30, 2026 at the reasonable assurance level.
1 unchanged paragraph
In the third quarter of 2026, we closed the Convergent Acquisition and the acquisition of certain assets accounted for as a business combination, and we are in the process of evaluating and integrating the internal controls over financial reporting of both acquisitions into our existing operations. Other than the two acquisitions there were no changes in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) 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.
Legal proceedings 1 change
The information set forth in Note 5, 6 , Commitments and Contingencies , under the heading "Contingencies," in the notes to our condensed consolidated financial statements included elsewhere in this report is incorporated herein by reference
Other information 5 changes
1 unchanged paragraph
• Karin Eastham , Director , adopted a new trading plan on May 28, 2026 (with the first trade under the new plan scheduled for approximately August 27, 2026). The trading plan will be effective until May 7, 2027 to sell an aggregate of 23,841 shares of our common stock.
• Muna Bhanji , Director , adopted a new trading plan on June 2, 2026 (with the first trade under the new plan scheduled for approximately September 1, 2026). The trading plan will be effective until August 31, 2027 to sell an aggregate of 3,728 shares of our common stock.
• Jens Holstein , Director , adopted a new trading plan on June 12, 2026 (with the first trade under the new plan scheduled for approximately September 11, 2026). The trading plan will be effective until June 7, 2027 to sell an aggregate of 20,000 shares of our common stock.
During the three months ended June September 30, 2026, the following Section 16 officers and directors officer adopted , modified or terminated a "Rule 10b5-1 trading arrangement" (as defined in Item 408 of Regulation S-K of the Exchange Act). None of our other Section 16 officers or directors adopted, modified or terminated such "Rule 10b5-1 trading arrangements" during the three months ended June September 30, 2026.
• John Leite Phil Febbo , Global Chief Commercial Scientific Officer and Chief Medical Officer , adopted a new trading plan on June 9, August 12, 2026 (with the first trade under the new plan scheduled for approximately September 8, November 30, 2026). The trading plan will be effective until August 13, November 26, 2027 to sell an aggregate of (i) 8,000 shares of our common stock, plus (ii) between 50% and 100% of the net shares resulting from the vesting of 44,270 87,844 restricted stock units during the plan period (net shares are net of tax withholding).
Exhibits 6 changes
2 unchanged paragraphs
2023 Equity Incentive Plan, as Amended
Form of agreements under the 2023 Equity Incentive Plan
Agreement and Plan of Merger, dated as of September 10, 2026, by and among Veracyte, Inc., Compass Merger Sub, Inc., Convergent Genomics, Inc. and Shareholder Representative Services LLC, as the exclusive representative of the Securityholder Indemnifying Parties.
11 unchanged paragraphs
# Indicates management contract or compensatory plan or arrangement.
1 unchanged paragraph
** Schedules and exhibits have been omitted pursuant to Item 601(a)(5) of Regulation S-K. Veracyte agrees to furnish supplementally a copy of any omitted schedule or exhibit to the Securities and Exchange Commission upon request. Pursuant to Item 601(b)(2) of Regulation S-K, certain confidential portions of this exhibit have been omitted by means of marking such portions with asterisks as the identified confidential portions (i) are not material and (ii) is information of the type that the Company treats as private or confidential.
1 unchanged paragraph
Date: November 5, 2026
2 unchanged paragraphs
Unchanged: Risk factors, Unregistered sales of stock, Defaults on senior securities, Mine Safety Disclosures
Only in this filing: Note 4: Business Combination
Compared by code from the two filings' text and XBRL. Not advice.
The reading, claim by claim
- For that quarter, the financial statements data show revenue of $151.8 million and net income of $31.5 million, with revenue up +15.1% from a year earlier.
- In the statements of operations (in thousands), testing revenue was $146,419 thousand for the three months ended September 30, 2026, against $127,756 thousand a year earlier.
- Total revenue for the nine months was $441,146 thousand, against $376,509 thousand for the same period of 2025.
- Gross profit for the quarter was $107,104 thousand.
- Research and development expense was $32,159 thousand, against $15,981 thousand a year earlier.
- Income from operations was $16,569 thousand, against $22,946 thousand.
- The income tax line was a benefit of $10,381 thousand in the quarter.
- Net income was $31,503 thousand, with diluted earnings per share of $0.38, against $0.24 a year earlier.
- The balance sheet (in thousands) at September 30, 2026 shows cash and cash equivalents of $199,828 thousand, against $362,578 thousand at December 31, 2025.
- Short-term investments were $170,704 thousand, against $50,311 thousand.
- Goodwill was $855,575 thousand and total assets were $1,573,256 thousand.
11 of 11 claims matched the filing text.
From the filing's financial data, not stated in its text
From this 10-Q's financial data (XBRL) for the quarter ended September 30, 2026
- The filing reports a gross margin of 70.6% and an operating margin of 10.9%.
- The XBRL data give a net margin of 20.8%.
From the filing
Item 6. Exhibits
SIGNATURES
37 i
VERACYTE, INC.
SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS
This Quarterly Report on Form 10-Q, or this report, contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements contained in this report other than statements of historical fact, including statements concerning our business strategy and plans, future operating results and financial position, as well as our objectives and expectations for our future operations, are forward-looking statements.
In some cases, you can identify forward-looking statements by such terminology as "believe," "may," "will," "potentially," "estimate," "continue," "ongoing," "anticipate," "intend," "could," "would," "project," "plan," "expect" or the negative of these terms or similar expressions that convey uncertainty of future events or outcomes, although not all forward-looking statements contain these words. These are statements that relate to future events and include, but are not limited to, statements about:
• the factors that may impact our financial results;
• our expectations regarding total revenue and total test volume;
• our expectations with respect to our future research and development, general and administrative and selling and marketing expenses and the anticipated uses of our funds;
• the impact of macroeconomic conditions, including inflation, volatile interest rates and foreign exchange fluctuations; geopolitical developments, including regional and global conflicts, such as the ongoing conflict in the Middle East and the war in Ukraine; and government actions, including evolving policies and legislation, tariffs, energy, trade and supply chain disruptions, and market volatility resulting from the above on our business;
• our expectations regarding the ongoing development of the TrueMRD platform and the addition of minimal residual detection capabilities to our diagnostics platform;
• our expectations regarding the integration of acquisitions, including Convergent Genomics, Inc., and the ability to achieve anticipated milestones;
• our expectations regarding the timing and success of our transition to offering more of our tests as in vitro diagnostic, or IVD, tests on multiple platforms worldwide;
• our ability to continue to receive quality reagents and other raw materials from certain single-source suppliers;
• our ability to develop and launch tests, and enter into supply agreements, with manufacturers of alternative systems;
• our expectations regarding our partnerships and agreements;
• the occurrence, timing, outcome or success of clinical trials or studies;
• our expectations regarding capital expenditures, our anticipated cash needs and our estimates regarding our capital requirements and profitability;
• our business strategy and our ability to execute on our strategy;
• our ability to obtain and maintain Medicare, other government payer, and other commercial third-party payer reimbursement at acceptable levels and our expectations regarding the timing of reimbursement and changes or implementation of government regulations or reimbursement policies;
• our expectations with regard to the estimated number of patients eligible for our tests and the attributes and potential benefits of our tests and any future tests we may develop to patients, physicians, and payers;
• our expectations regarding our ability to drive demand for and reimbursement of our tests;
• our sales, marketing and distribution capabilities and strategy;
• our intellectual property position;
• the impact of government laws and regulations, policies, guidance agency interpretations and judicial decisions; and
• our beliefs in our competitive position.
We caution you that the foregoing list does not contain all of the forward-looking statements made in this report. We have based these forward-looking statements largely on our current expectations and projections about future events and trends that we believe may affect our business, financial condition, results of operations, prospects, and financial needs. These forward-looking statements speak only as of the date of this report and are subject to a number of risks, uncertainties and assumptions described in the section titled "Risk Factors" in Part I, Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2025 and elsewhere in this report. Because forward-looking statements are inherently subject to risks and uncertainties, some of which cannot be predicted or quantified, you should not rely on these forward-looking statements as predictions of future events. The events and circumstances reflected in our forward-looking statements may not be achieved or occur and actual results could differ materially from those projected in the forward-looking statements. We disclaim any ii
Table of Contents intention or obligation to publicly update or revise any forward-looking statements for any reason or to conform such statements to actual results or revised expectations, except as required by law.
iii
PART I. — FINANCIAL INFORMATION
Item 1. Condensed Consolidated Financial Statements-(Unaudited)
)
VERACYTE, INC.
| September 30, 2026 | December 31, 2025 | |
|---|---|---|
| Assets | ||
| Current assets: | ||
| Cash and cash equivalents9 | $199,8289 | $362,5789 |
| Short-term investments10 | 170,70410 | 50,31110 |
| Accounts receivable | 56,788 | 44,660 |
| Supplies | 25,818 | 20,546 |
| Prepaid expenses and other current assets | 14,740 | 10,281 |
| Total current assets | 467,878 | 488,376 |
| Property, plant and equipment, net | 24,870 | 22,192 |
| Right-of-use assets, operating leases | 35,097 | 36,599 |
| Intangible assets, net | 184,883 | 89,148 |
| Goodwill11 | 855,57511 | 767,15411 |
| Restricted cash | 1,646 | 1,648 |
| Other assets | 3,307 | 902 |
| Total assets11 | $1,573,25611 | $1,406,01911 |
| Liabilities and Stockholders' Equity | ||
| Current liabilities: | ||
| Accounts payable | $9,710 | $4,593 |
| Accrued liabilities | 60,087 | 48,801 |
| Current portion of deferred revenue | 864 | 1,160 |
| Current portion of acquisition-related contingent consideration | 6,734 | 1,332 |
| Current portion of operating lease liabilities | 6,814 | 4,051 |
| Total current liabilities | 84,209 | 59,937 |
| Deferred tax liabilities | 1,616 | 646 |
| Acquisition-related contingent consideration, net of current portion | 17,245 | 257 |
| Operating lease liabilities, net of current portion | 33,922 | 35,603 |
| Other liabilities | 3,000 | — |
| Total liabilities | 139,992 | 96,443 |
| Commitments and contingencies | ||
| Stockholders' equity: | ||
| Preferred stock, $0.001 par value; 5,000,000 shares authorized, no shares issued and outstanding as of September 30, 2026 and December 31, 2025 | — | — |
| Common stock, $0.001 par value; 125,000,000 shares authorized, 80,655,975 and 79,359,005 shares issued and outstanding as of September 30, 2026 and December 31, 2025, respectively | 81 | 79 |
| Additional paid-in capital | 1,733,174 | 1,695,339 |
| Accumulated deficit | (291,930) | (377,630) |
| Accumulated other comprehensive loss | (8,061) | (8,212) |
| Total stockholders' equity | 1,433,264 | 1,309,576 |
| Total liabilities and stockholders' equity | $1,573,256 | $1,406,019 |
The accompanying notes are an integral part of these condensed consolidated financial statements.
VERACYTE, INC.
Condensed Consolidated Statements of Operations
| Three Months Ended September 30, | Nine Months Ended September 30, | |||
|---|---|---|---|---|
| 2026 | 2025 | 2026 | 2025 | |
| Revenue: | ||||
| Testing revenue2 | $146,4192 | $127,7562 | $427,1712 | $357,3282 |
| Product revenue | 4,626 | 3,301 | 12,163 | 10,479 |
| Biopharmaceutical and other revenue | 709 | 815 | 1,812 | 8,702 |
| Total revenue1 | 151,7541 | 131,8723 | 441,1463 | 376,5093 |
| Cost of revenue: | ||||
| Cost of testing revenue | 38,477 | 33,777 | 108,092 | 94,444 |
| Cost of product revenue | 2,766 | 3,015 | 7,172 | 6,186 |
| Cost of biopharmaceutical and other revenue | 142 | 1,091 | 357 | 7,361 |
| Intangible asset amortization - cost of revenue | 3,265 | 2,707 | 8,713 | 7,959 |
| Total cost of revenue | 44,650 | 40,590 | 124,334 | 115,950 |
| Gross profit4 | 107,1044 | 91,2824 | 316,8124 | 260,5594 |
| Operating expenses: | ||||
| Research and development5 | 32,1595 | 15,9815 | 88,6995 | 49,9655 |
| Selling and marketing | 28,652 | 24,455 | 84,071 | 74,225 |
| General and administrative | 29,302 | 27,278 | 80,425 | 93,417 |
| Impairment of assets | — | — | — | 20,505 |
| Intangible asset amortization - operating expenses | 422 | 622 | 1,422 | 1,865 |
| Total operating expenses | 90,535 | 68,336 | 254,617 | 239,977 |
| Income from operations6 | 16,5696 | 22,9466 | 62,1956 | 20,5826 |
| Other income (loss), net | 4,553 | (4,057) | 15,424 | 6,985 |
| Income before income taxes | 21,122 | 18,889 | 77,619 | 27,567 |
| Income tax provision (benefit)7 | (10,381)7 | (248)7 | (8,081)7 | 2,3637 |
| Net income8 | $31,5038 | $19,1378 | $85,7008 | $25,2048 |
| Earnings per share: | ||||
| Basic | $0.39 | $0.24 | $1.07 | $0.32 |
| Diluted8 | $0.388 | $0.248 | $1.048 | $0.328 |
| Shares used to compute earnings per common share: | ||||
| Basic | 80,500,406 | 78,725,139 | 80,006,663 | 78,384,184 |
| Diluted | 82,783,915 | 79,691,703 | 82,204,307 | 79,946,386 |
The accompanying notes are an integral part of these condensed consolidated financial statements.
VERACYTE, INC.
Condensed Consolidated Statements of Comprehensive Income
| Three Months Ended September 30, | Nine Months Ended September 30, | |||
|---|---|---|---|---|
| 2026 | 2025 | 2026 | 2025 | |
| Net income | $31,503 | $19,137 | $85,700 | $25,204 |
| Other comprehensive income (loss): | ||||
| Change in currency translation adjustments | (122) | (4,556) | 151 | 19,575 |
| Release of accumulated translation adjustment | — | 8,295 | — | 8,295 |
| Other comprehensive income (loss) | (122) | 3,739 | 151 | 27,870 |
| Net comprehensive income | $31,381 | $22,876 | $85,851 | $53,074 |
The accompanying notes are an integral part of these condensed consolidated financial statements.
VERACYTE, INC.
Condensed Consolidated Statements of Stockholders' Equity
| Common Stock Additional | ||||||
|---|---|---|---|---|---|---|
| Paid-in | ||||||
| Capital Accumulated Deficit Accumulated Other Comprehensive Loss Total | ||||||
| Stockholders' | ||||||
| Equity | ||||||
| Shares Amount | ||||||
| Balance at June 30, 2026 | 80,364 | $80 | $1,719,695 | $(323,433) | $(7,939) | $1,388,403 |
| Issuance of common stock on exercise of stock options and vesting of restricted stock units | 205 | 1 | 1,444 | — | — | 1,445 |
| Issuance of common stock under employee stock purchase plan (ESPP) | 87 | — | 1,879 | — | — | 1,879 |
| Tax portion of vested restricted stock units | — | — | (3,804) | — | — | (3,804) |
| Stock-based compensation expense (employee) | — | — | 13,478 | — | — | 13,478 |
| Stock-based compensation expense (ESPP) | — | — | 482 | — | — | 482 |
| Net income | — | — | — | 31,503 | — | 31,503 |
| Currency translation adjustments | — | — | — | — | (122) | (122) |
| Balance at September 30, 2026 | 80,656 | $81 | $1,733,174 | $(291,930) | $(8,061) | $1,433,264 |
| Balance at December 31, 2025 | 79,359 | $79 | $1,695,339 | $(377,630) | $(8,212) | $1,309,576 |
| Issuance of common stock upon exercise of stock options and vesting of restricted stock units | 1,113 | 2 | 10,672 | — | — | 10,674 |
| Issuance of common stock under employee stock purchase plan (ESPP) | 184 | — | 3,819 | — | — | 3,819 |
| Tax portion of vested restricted stock units | — | — | (17,462) | — | — | (17,462) |
| Stock-based compensation expense (employee) | — | — | 39,550 | — | — | 39,550 |
| Stock-based compensation expense (ESPP) | — | — | 1,256 | — | — | 1,256 |
| Net income | — | — | — | 85,700 | — | 85,700 |
| Currency translation adjustments | — | — | — | — | 151 | 151 |
| Balance at September 30, 2026 | 80,656 | $81 | $1,733,174 | |||
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