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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
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QUARTERLY Report PURSUANT TO Section 13 or 15(d) of the Securities Exchange Act of 1934 |
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For the quarterly period ended March 31, 2026 |
OR
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Transition Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 |
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For the transition period from __________ to ____________ |
Commission File Number: 001-33407
PERSPECTIVE THERAPEUTICS, INC.
(Exact name of registrant as specified in its charter)
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Delaware |
41-1458152 |
(State or other jurisdiction of incorporation or organization) |
(I.R.S. Employer Identification No.) |
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2401 Elliott Avenue, Suite 320 Seattle, Washington |
98121 |
(Address of principal executive offices) |
(Zip Code) |
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Registrant’s telephone number, including area code: (206) 676-0900 |
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered |
Common Stock, $0.001 par value |
CATX |
NYSE American LLC |
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
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Large accelerated filer |
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Accelerated filer |
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Non-accelerated filer |
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Smaller reporting company |
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Emerging growth company |
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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒
Number of shares outstanding of each of the issuer’s classes of common stock as of the latest practicable date:
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Class |
Outstanding as of May 6, 2026 |
Common stock, $0.001 par value |
114,046,197 |
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
In addition to historical information, this Quarterly Report on Form 10-Q (Form 10-Q) contains certain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 (PSLRA). This statement is included for the express purpose of availing Perspective Therapeutics, Inc. of the protections of the safe harbor provisions of the PSLRA.
This Form 10-Q, including Management’s Discussion and Analysis of Financial Condition and Results of Operations in Part I, Item 2, contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the Securities Act), and Section 21E of the Securities Exchange Act of 1934, as amended (the Exchange Act). All statements contained in this Form 10-Q other than statements of historical fact, including, without limitation, statements regarding our future financial condition, results of operations, business strategy and plans and objectives of management for future operations, industry trends and other future events are forward-looking statements. In some cases, you can identify forward-looking statements by terminology, such as “believe,” “expect,” “anticipate,” “intend,” “estimate,” “forecast,” “project,” “may,” “could,” “might,” “plan,” “should,” “will,” “would” or the negative of these terms and other similar expressions, although not all forward-looking statements contain these identifying terms. Forward-looking statements in this Form 10-Q include, among other things:
•the timing, progress and results of our discovery programs, preclinical studies and clinical trials of our current and future product candidates, including statements regarding the timing of our planned regulatory communications, submissions and approvals, initiation and completion of studies or trials and related preparatory work and the period during which the results of the trials will become available, and our research and development programs;
•our ability to obtain and maintain regulatory approvals for our future product candidates, including our ability to obtain Fast Track designation from the U.S. Food and Drug Administration (FDA) under our Investigational New Drug application for our novel asset, PSV359;
•the potential impact of changes and disruptions at the FDA, including due to a lapse in appropriations and/or decreased funding for the FDA, on our business;
•our manufacturing infrastructure, capabilities and strategy, including the scalability and commercial viability of our manufacturing methods and processes, and the potential expansion of our regional network of drug product candidate finishing facilities;
•our expectation that our manufacturing infrastructure will have the capacity to meet future clinical trial and commercial demands at major treatment centers;
•our belief regarding the geographic scope and depth of protection for our core radiopharmaceutical technologies and manufacturing platforms;
•our ability to expand our supply network and distribution capabilities;
•our ability to identify patients with the diseases treated by our product candidates and to enroll these patients in our clinical trials;
•the risk that unconfirmed responses reported in preliminary or interim data from our clinical trials may not ultimately result in confirmed responses to treatment after follow-up evaluations or audit and verification procedures;
•our expectations regarding the potential functionality, capabilities and benefits of our product candidates, if approved, for commercial use;
•the potential size of the commercial market for our product candidates and other programs;
•our expectations regarding the scope of any approved indication for any product candidate or other program;
•our ability to successfully commercialize our product candidates;
•our ability to leverage technology to identify and develop future product candidates;
•our estimates of our expenses, ongoing losses, future revenue, capital requirements and our need for or ability to obtain additional funding before we can expect to generate any revenue from product sales;
•our belief regarding the sufficiency of our cash resources to fund our current planned clinical milestones and operational investments into late 2027;
•our competitive position and expectations regarding developments and projections relating to our competitors or our industry;
•the potential impacts of U.S. and international trade policies, including tariffs, on our costs for supplies, equipment and materials used in the development and production of our targeted alpha therapy drug product candidates; and
•expectations, beliefs, intentions and strategies regarding the future.
These statements are based on certain assumptions and analyses made by us in light of our experience and our assessment of historical trends, current conditions and expected future developments as well as other factors we believe are appropriate under the circumstances. These forward-looking statements involve a number of risks, uncertainties (some of which are beyond our control) or other assumptions that may cause actual results or performance to be materially different from those expressed or implied by these forward-looking statements. Whether actual results will conform to the expectations and predictions of management is subject to a number of risks and uncertainties described under the heading “Risk Factors” in Part I, Item IA of our Annual Report on Form 10-K for the period ended December 31, 2025, filed with the Securities and Exchange Commission on March 16, 2026, that may cause actual results to differ materially. Consequently, all of the forward-looking statements made in this Form 10-Q are qualified by such risks and uncertainties, and there can be no assurance that the actual results anticipated by management will be realized or, even if substantially realized, that they will have the expected consequences to or effects on our business operations. Readers are cautioned not to place undue reliance on such forward-looking statements as they speak only of our views as of the date the statement was made (or any earlier date indicated in such statement). While we may update certain forward-looking statements from time to time, we undertake no obligation to do so, whether as a result of new information, future events or otherwise, except as required by applicable law. Our U.S. Securities and Exchange Commission (SEC) filings are available publicly on the SEC’s website at www.sec.gov.
NOTE REGARDING COMPANY REFERENCES
Unless the context requires otherwise, references to “Perspective,” the “Company,” “we,” “us” and “our” refer to Perspective Therapeutics, Inc., and, as the context requires, its subsidiaries.
AVAILABLE INFORMATION
As soon as reasonably practicable after they are filed electronically with the SEC, our annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, other SEC filings and amendments to those reports are available without charge on our website, www.perspectivetherapeutics.com, which we also use to announce material information to the public. We are providing the address to our website solely for the information of investors. We do not intend the address to be an active link or to otherwise incorporate the contents of the website into this Form 10-Q.
USE OF TRADEMARKS
This Form 10-Q includes trademarks, trade names, and service marks, either federally registered or pending examination with the United States Patent and Trademark Office (USPTO), that we own. Our federally registered trademarks and service marks include (without limitation) PERSPECTIVE THERAPEUTICS® and Viewpoint Molecular Targeting®. Our trademarks pending examination with the USPTO include AlphaPRIME, PSC and DoseNow. This Quarterly Report may contain additional trademarks, trade names, and service marks of others, which are, to Perspective’s knowledge, the property of their respective owners. Solely for convenience, trademarks, trade names, and service marks referred to in this Quarterly Report appear without the ®, or SM symbols, but such references are not intended to indicate, in any way, that Perspective will not assert, to the fullest extent under applicable law, its rights or the rights of the applicable licensor to these trademarks, trade names, and service marks. Perspective does not intend its use of other parties’ trademarks, trade names, or service marks to imply, and such use or display should not be construed to imply, a relationship with, or endorsement or sponsorship of Perspective by, such other parties.
PERSPECTIVE THERAPEUTICS, INC.
Table of Contents
PART I - FINANCIAL INFORMATION
ITEM 1 - FINANCIAL STATEMENTS
Perspective Therapeutics, Inc. and Subsidiaries
Condensed Consolidated Balance Sheets
(In thousands, except shares and par value data)
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March 31, |
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December 31, |
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2026 |
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2025 |
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(unaudited) |
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ASSETS |
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Current assets: |
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Cash and cash equivalents |
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$ |
53,972 |
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$ |
30,629 |
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Short-term investments |
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216,957 |
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114,108 |
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Accounts receivable, net (allowance for doubtful accounts was $375 for each period) |
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58 |
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6 |
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Prepaid expenses and other current assets |
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4,365 |
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3,646 |
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Total current assets |
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275,352 |
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148,389 |
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Noncurrent assets: |
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Property and equipment, net |
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92,483 |
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76,597 |
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Right-of-use asset, net |
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2,444 |
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1,500 |
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Intangible assets, in-process research and development |
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40,000 |
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40,000 |
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Other assets, net |
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490 |
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486 |
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Total assets |
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$ |
410,769 |
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$ |
266,972 |
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LIABILITIES AND STOCKHOLDERSʼ EQUITY |
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Current liabilities: |
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Accounts payable and accrued expenses |
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$ |
26,485 |
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$ |
20,511 |
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Lease liability |
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1,069 |
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623 |
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Accrued personnel expenses |
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3,876 |
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7,489 |
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Note payable |
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56 |
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56 |
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Total current liabilities |
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31,486 |
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28,679 |
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Noncurrent liabilities: |
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Lease liability, net of current portion |
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1,552 |
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1,005 |
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Note payable, net of current portion |
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1,554 |
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1,569 |
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Deferred Income (Note 3) |
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26,600 |
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26,600 |
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Deferred tax liability |
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1,702 |
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1,702 |
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Other noncurrent liabilities |
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437 |
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386 |
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Total liabilities |
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63,331 |
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59,941 |
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Commitments and Contingencies (Note 10) |
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Stockholdersʼ equity: |
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Preferred stock: $0.001 par value; 7,000,000 shares authorized; 5,000,000 designated Series B convertible; no shares issued |
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- |
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- |
|
Common stock: $0.001 par value; 750,000,000 shares authorized; 114,017,755 and 74,337,990 shares issued |
|
|
114 |
|
|
|
74 |
|
Additional paid-in capital |
|
|
708,579 |
|
|
|
541,687 |
|
Accumulated other comprehensive (loss) income |
|
|
(226 |
) |
|
|
110 |
|
Accumulated deficit |
|
|
(361,029 |
) |
|
|
(334,840 |
) |
Total stockholdersʼ equity |
|
|
347,438 |
|
|
|
207,031 |
|
|
|
|
|
|
|
|
Total liabilities and stockholdersʼ equity |
|
$ |
410,769 |
|
|
$ |
266,972 |
|
The accompanying notes are an integral part of these condensed consolidated financial statements.
Perspective Therapeutics, Inc. and Subsidiaries
Condensed Consolidated Statements of Operations and Comprehensive Loss (unaudited)
(Dollars and shares in thousands, except for per-share amounts)
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, |
|
|
|
2026 |
|
|
2025 |
|
|
|
|
|
|
|
|
Grant revenue |
|
$ |
76 |
|
|
$ |
342 |
|
|
|
|
|
|
|
|
Operating expenses: |
|
|
|
|
|
|
Research and development |
|
|
21,372 |
|
|
|
14,332 |
|
General and administrative |
|
|
6,985 |
|
|
|
7,842 |
|
Total operating expenses |
|
|
28,357 |
|
|
|
22,174 |
|
Operating loss |
|
|
(28,281 |
) |
|
|
(21,832 |
) |
|
|
|
|
|
|
|
Non-operating income (expense): |
|
|
|
|
|
|
Interest income |
|
|
2,197 |
|
|
|
2,384 |
|
Interest and other expense |
|
|
(105 |
) |
|
|
(128 |
) |
Other income from a related party (Note 3) |
|
|
- |
|
|
|
1,400 |
|
Equity in loss of affiliate |
|
|
- |
|
|
|
(1 |
) |
Total non-operating income, net |
|
|
2,092 |
|
|
|
3,655 |
|
Net loss |
|
$ |
(26,189 |
) |
|
$ |
(18,177 |
) |
|
|
|
|
|
|
|
Basic and diluted loss per share |
|
$ |
(0.25 |
) |
|
$ |
(0.25 |
) |
|
|
|
|
|
|
|
Weighted average number of shares used in computing net loss per share: |
|
|
|
|
|
|
Basic and diluted |
|
|
103,604 |
|
|
|
72,357 |
|
|
|
|
|
|
|
|
Unrealized (loss) gain on available-for-sale securities |
|
$ |
(336 |
) |
|
$ |
70 |
|
Comprehensive loss |
|
$ |
(26,525 |
) |
|
$ |
(18,107 |
) |
The accompanying notes are an integral part of these condensed consolidated financial statements.
Perspective Therapeutics, Inc. and Subsidiaries
Condensed Consolidated Statements of Cash Flows (unaudited)
(In thousands)
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, |
|
|
|
2026 |
|
|
2025 |
|
CASH FLOWS FROM OPERATING ACTIVITIES: |
|
|
|
|
|
|
Net loss |
|
$ |
(26,189 |
) |
|
$ |
(18,177 |
) |
Adjustments to reconcile net loss to net cash used in operating activities: |
|
|
|
|
|
|
Net accretion of discounts on available-for-sale securities |
|
|
(490 |
) |
|
|
(990 |
) |
Depreciation and amortization expense |
|
|
1,126 |
|
|
|
732 |
|
Share-based compensation |
|
|
2,553 |
|
|
|
2,098 |
|
Other noncash income, net |
|
|
78 |
|
|
|
138 |
|
Changes in operating assets and liabilities: |
|
|
|
|
|
|
Accounts receivable |
|
|
(52 |
) |
|
|
38 |
|
Interest receivable |
|
|
(392 |
) |
|
|
(74 |
) |
Prepaid expenses and other current assets |
|
|
(327 |
) |
|
|
240 |
|
Accounts payable and accrued expenses |
|
|
(4,213 |
) |
|
|
(1,711 |
) |
Deferred Income1 |
|
|
- |
|
|
|
(1,400 |
) |
Accrued personnel expenses |
|
|
(3,613 |
) |
|
|
(2,566 |
) |
Other noncurrent liabilities |
|
|
51 |
|
|
|
90 |
|
Net cash used in operating activities |
|
|
(31,468 |
) |
|
|
(21,582 |
) |
|
|
|
|
|
|
|
CASH FLOWS FROM INVESTING ACTIVITIES: |
|
|
|
|
|
|
Additions to property and equipment |
|
|
(6,858 |
) |
|
|
(4,656 |
) |
Additions to other assets |
|
|
- |
|
|
|
(9 |
) |
Purchases of available-for-sale securities |
|
|
(150,336 |
) |
|
|
(22,604 |
) |
Maturities of available-for-sale securities |
|
|
47,641 |
|
|
|
21,704 |
|
Net cash used in investing activities |
|
|
(109,553 |
) |
|
|
(5,565 |
) |
|
|
|
|
|
|
|
CASH FLOWS FROM FINANCING ACTIVITIES: |
|
|
|
|
|
|
Repayment of note payable |
|
|
(15 |
) |
|
|
(13 |
) |
Proceeds from sales of common stock, pursuant to exercise of options |
|
|
290 |
|
|
|
- |
|
Proceeds from issuance of common stock and Pre-funded Warrants, net1 |
|
|
164,089 |
|
|
|
9,986 |
|
Net cash provided by financing activities |
|
|
164,364 |
|
|
|
9,973 |
|
|
|
|
|
|
|
|
Net increase (decrease) in cash and cash equivalents |
|
|
23,343 |
|
|
|
(17,174 |
) |
Cash and cash equivalents at beginning of period |
|
|
30,629 |
|
|
|
61,580 |
|
CASH AND CASH EQUIVALENTS AT END OF PERIOD |
|
$ |
53,972 |
|
|
$ |
44,406 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Supplemental schedule of noncash investing and financing activities: |
|
|
|
|
|
|
Additions to property and equipment in accounts payable and accrued expenses |
|
$ |
10,152 |
|
|
$ |
- |
|
Recognition of operating lease liability and right-of-use asset |
|
|
1,250 |
|
|
|
- |
|
1. See Note 3, Investments and Agreements, for additional information.
The accompanying notes are an integral part of these condensed consolidated financial statements.
Perspective Therapeutics, Inc. and Subsidiaries
Condensed Consolidated Statements of Changes in Stockholders’ Equity (unaudited)
(In thousands, except shares)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common Stock |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Shares |
|
|
Amount |
|
|
Additional Paid-in Capital |
|
|
Accumulated Other Comprehensive Income (Loss) |
|
|
Accumulated Deficit |
|
|
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balances at December 31, 2025 |
|
|
74,337,990 |
|
|
$ |
74 |
|
|
$ |
541,687 |
|
|
$ |
110 |
|
|
$ |
(334,840 |
) |
|
$ |
207,031 |
|
Issuance of common stock and pre-funded warrants pursuant to the 2026 Registered Offering, net1 |
|
|
39,576,088 |
|
|
|
40 |
|
|
|
164,049 |
|
|
|
- |
|
|
|
- |
|
|
|
164,089 |
|
Issuance of common stock pursuant to exercise of options |
|
|
103,677 |
|
|
|
- |
|
|
|
290 |
|
|
|
|
|
|
|
|
|
290 |
|
Unrealized loss on available-for-sale securities |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(336 |
) |
|
|
- |
|
|
|
(336 |
) |
Share-based compensation |
|
|
- |
|
|
|
- |
|
|
|
2,553 |
|
|
|
- |
|
|
|
- |
|
|
|
2,553 |
|
Net loss |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
|
|
|
(26,189 |
) |
|
|
(26,189 |
) |
Balances at March 31, 2026 |
|
|
114,017,755 |
|
|
$ |
114 |
|
|
$ |
708,579 |
|
|
$ |
(226 |
) |
|
$ |
(361,029 |
) |
|
$ |
347,438 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common Stock |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Shares |
|
|
Amount |
|
|
Additional Paid-in Capital |
|
|
Accumulated Other Comprehensive Income (Loss) |
|
|
Accumulated Deficit |
|
|
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balances at December 31, 2024 |
|
|
70,671,464 |
|
|
$ |
70 |
|
|
$ |
522,368 |
|
|
$ |
(51 |
) |
|
$ |
(231,719 |
) |
|
$ |
290,668 |
|
Issuance of common stock pursuant to the 2024 At-the-Market Agreement, net1 |
|
|
3,379,377 |
|
|
3 |
|
|
|
9,983 |
|
|
|
- |
|
|
|
- |
|
|
|
9,986 |
|
Unrealized gain on available-for-sale securities |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
70 |
|
|
|
- |
|
|
|
70 |
|
Share-based compensation |
|
|
- |
|
|
|
- |
|
|
|
2,098 |
|
|
|
- |
|
|
|
- |
|
|
|
2,098 |
|
Net loss |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(18,177 |
) |
|
|
(18,177 |
) |
Balances at March 31, 2025 |
|
|
74,050,841 |
|
|
$ |
73 |
|
|
$ |
534,449 |
|
|
$ |
19 |
|
|
$ |
(249,896 |
) |
|
$ |
284,645 |
|
1. See Note 3, Investments and Agreements, for additional information.
The accompanying notes are an integral part of these condensed consolidated financial statements.
Perspective Therapeutics, Inc. and Subsidiaries
Notes to the Unaudited Condensed Consolidated Financial Statements
1.Basis of Presentation and Summary of Significant Accounting Policies
Perspective Therapeutics, Inc. is a radiopharmaceutical development company that is pioneering advanced treatment applications for cancers throughout the body. The accompanying condensed consolidated financial statements are those of Perspective Therapeutics, Inc., and its wholly owned subsidiaries, referred to herein as “Perspective Therapeutics” or the “Company.” All significant intercompany accounts and transactions have been eliminated in consolidation. In the opinion of management, all adjustments necessary for the fair presentation of the condensed consolidated financial statements for the interim periods presented have been included. These unaudited condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and related notes as set forth in the Company’s Annual Report on Form 10-K for the period ended December 31, 2025 filed with the Securities and Exchange Commission (SEC) on March 16, 2026 (2025 Form 10-K).
The unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (U.S. GAAP). Certain information and note disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to those rules and regulations, although the Company believes that the disclosures are adequate for the information not to be misleading. The unaudited condensed consolidated financial statements reflect, in management’s opinion, all adjustments of a normal, recurring nature that are necessary for the fair statement of the Company’s financial position, results of operations and cash flows for the interim periods, but are not necessarily indicative of the results expected for the full fiscal year or any other period.
Segment Information
A segment is defined as a component of an entity that has discrete financial information available for regular evaluation by the Chief Operating Decision Maker (CODM) and is used to make decisions on how to allocate resources and assess performance. The Company has one operating and reportable segment, which is its radiopharmaceutical development segment. The accounting policies of the radiopharmaceutical development segment are the same as those reported in Note 2, Summary of Significant Accounting Policies, in the 2025 Form 10-K. The measurement of segment profit or loss is reported as “net loss” in the Condensed Consolidated Statements of Operations and Comprehensive Loss. The Company monitors its cash, cash equivalents and short-term investments, as reported in the Condensed Consolidated Balance Sheets, to determine funding for its research and development. To allocate resources, the Company’s CODM, who is its Chief Executive Officer, regularly reviews scientific data from clinical and preclinical studies and forecasted expenses for continuing operations. The Company currently does not generate revenue from commercial products and incurs the majority of its operating expenses in the United States.
Liquidity
The Company assesses its liquidity in terms of its ability to generate cash to fund its operating, investing and financing activities. The Company has had a history of operating losses and an absence of significant recurring cash inflows from revenue. At March 31, 2026, the Company had cash, cash equivalents and short-term investments of $270.9 million and total accumulated deficit of $361.0 million. The Company has historically financed its operations primarily through selling equity.
The Company believes that its $270.9 million of cash, cash equivalents and short-term investments as of March 31, 2026 will enable it to fund its current planned operations into late 2027, though it may raise additional capital through a combination of equity offerings, debt financings, collaborations, strategic alliances and marketing, distribution or licensing arrangements and/or government funding and grants. In February 2026, the Company announced the closing of an underwritten offering with gross proceeds of approximately $175.0 million.
The accompanying unaudited condensed consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and satisfaction of liabilities in the ordinary course of business. The operating plan may change as a result of many factors currently unknown to management, and there can be no assurance that the current operating plan will be achieved in the timeframe anticipated by management or at all, and the Company may need to seek additional funds sooner than anticipated. The unaudited condensed consolidated financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might result from potential unknown factors.
Summary of Significant Accounting Policies
The Company’s significant accounting policies and recent accounting pronouncements are described in Note 2, Summary of Significant Accounting Policies, to the consolidated financial statements in Item 8 of the 2025 Form 10-K. There have been no material changes to the Company’s significant accounting policies.
Basic and diluted loss per share is calculated by dividing net loss by the weighted average number of shares of Common Stock outstanding and does not include the impact of any potentially dilutive common stock equivalents. In February 2026, the Company issued pre-funded warrants in connection with the 2026 Offering (as defined below) (see Note 3, Investments and Agreements, in this Form 10-Q). In addition, during 2024 the Company issued other pre-funded warrants in connection with equity offerings. For additional information see Note 2, Summary of Significant Accounting Policies, and Note 3, Investments and Agreements, of the 2025 Form 10-K. As the pre-funded warrants’ exercise price is nominal and there are no conditions that must be satisfied prior to their exercise, the pre-funded warrants are included in the calculation of the basic and diluted earnings per share as of March 31, 2026. At each of March 31, 2026 and 2025, the calculation of diluted weighted average shares did not include common stock warrants or options that were potentially convertible into Common Stock as those would be antidilutive due to the Company’s net loss position.
Securities not considered in the calculation of diluted loss per share, but that could be dilutive in the future, are as follows:
|
|
|
|
|
|
|
|
|
|
|
March 31, 2026 |
|
|
March 31, 2025 |
|
Common stock warrants |
|
|
338,715 |
|
|
|
415,779 |
|
Common stock options |
|
|
13,522,033 |
|
|
|
10,170,795 |
|
Total potential dilutive securities |
|
|
13,860,748 |
|
|
|
10,586,574 |
|
3.Investments and Agreements
2026 Registered Offering
On February 2, 2026, the Company entered into an underwriting agreement with Piper Sandler & Co. and UBS Securities LLC, as representatives of the underwriters named therein, in connection with its previously announced underwritten offering (2026 Offering) of 39,576,088 shares (2026 Offering Shares) of the Company’s Common Stock, and, in lieu of 2026 Offering Shares to certain investors, pre-funded warrants (2026 Pre-funded Warrants) to purchase 6,598,046 shares of Common Stock. The price to the investors for the 2026 Offering Shares was $3.79 per 2026 Offering Share, and the price to the investors for the 2026 Pre-funded Warrants was $3.789 per 2026 Pre-funded Warrant, which represents the per share price for the 2026 Offering Shares less the $0.001 per share exercise price for each such 2026 Pre-funded Warrant. The 2026 Offering closed on February 3, 2026.
The gross proceeds to the Company from the 2026 Offering were approximately $175.0 million, before underwriting discounts and commissions and other offering-related expenses.
The exercise price and the number of shares of Common Stock issuable upon exercise of each 2026 Pre-funded Warrant are subject to appropriate adjustment in the event of certain stock dividends and distributions, stock splits, stock combinations, reclassifications or similar events affecting the Common Stock as well as upon any distribution of assets, including cash, stock or other property, to the Company’s stockholders. The 2026 Pre-funded Warrants will not expire and are exercisable in cash or by means of a cashless exercise. A holder of the 2026 Pre-funded Warrants may not exercise such 2026 Pre-funded Warrants if the aggregate number of shares of Common Stock beneficially owned by such holder, together with its affiliates, would be more than 4.99% or 9.99%, as elected by such holder, of the issued and outstanding shares of Common Stock following such exercise, as such percentage ownership is determined in accordance with the terms of the 2026 Pre-funded Warrants. A holder of the 2026 Pre-funded Warrants may increase or decrease this percentage not in excess of 19.99% by providing at least 61 days’ prior notice to the Company.
The 2026 Offering was made pursuant to the Company’s shelf registration statement on Form S-3 (File No. 333-279692), as amended, which was most recently declared effective on April 8, 2025, a related base prospectus dated April 8, 2025, and a free writing prospectus and prospectus supplement each dated February 2, 2026.
2024 At-the-Market (ATM) Agreement
On August 13, 2024, the Company entered into a Controlled Equity OfferingSM Sales Agreement (2024 ATM Agreement) with Cantor Fitzgerald & Co. and RBC Capital Markets, LLC (each, an ATM Agent, and together, the ATM Agents) pursuant to which the Company from time to time may offer and sell shares (2024 ATM Shares) of its Common Stock, through or to the ATM Agents having an aggregate sales price of up to $250.0 million.
Subject to the terms and conditions of the 2024 ATM Agreement, each ATM Agent is required to use its commercially reasonable efforts to sell the ATM Shares from time to time, based upon the Company’s instructions. The Company has provided the ATM Agents with customary indemnification rights, and the ATM Agents will be entitled to a commission of up to 3.0% of the gross proceeds from each sale of the ATM Shares effectuated through or to the applicable ATM Agent selling the ATM Shares.
Sales of the 2024 ATM Shares under the 2024 ATM Agreement may be made in transactions that are deemed to be “at the market offerings” as defined in Rule 415 under the Securities Act of 1933, as amended. The Company has no obligation to sell any of the 2024 ATM Shares and may at any time suspend offers under the 2024 ATM Agreement or terminate the 2024 ATM Agreement.
Any Common Stock sold under the 2024 ATM Agreement will be issued and sold pursuant to the Company’s shelf registration statement on Form S-3 (File No. 333-279692) (the May 2024 Registration Statement), which initially became effective on May 24, 2024 and which was subsequently amended on March 26, 2025 and April 4, 2025, with Post-Effective Amendment #3 being declared effective by the SEC on April 8, 2025. On August 13, 2024, the Company initially filed a prospectus supplement to the May 2024 Registration Statement with the SEC in connection with the offer and sale of up to $250.0 million of the 2024 ATM Shares pursuant to the 2024 ATM Agreement. The Company re-filed the ATM prospectus supplement with each of the post-effective amendments to the May 2024 Registration Statement.
On February 18, 2025, the Company sold 3,379,377 shares of its Common Stock under the 2024 ATM Agreement at an average price of approximately $3.02 per share of Common Stock, resulting in gross proceeds of approximately $10.2 million.
Lantheus Agreements
Investment Agreement
On January 8, 2024, the Company entered into an investment agreement (Lantheus Investment Agreement) with Lantheus Alpha Therapy, LLC, a Delaware limited liability company and wholly owned subsidiary of Lantheus Holdings, Inc. (Lantheus), pursuant to which the Company agreed to sell and issue to Lantheus in a private placement transaction certain shares (Lantheus Shares) of Common Stock. The closing of the purchase and sale of the Lantheus Shares to Lantheus by the Company (the Lantheus Closing) was subject to the Company raising at least $50.0 million of gross proceeds (excluding Lantheus’ investment) in a qualifying third-party financing transaction, which occurred on January 22, 2024.
The number of Lantheus Shares sold was 5,634,235, representing 19.99% of the outstanding shares of Common Stock as of January 8, 2024. Pursuant to the Lantheus Investment Agreement, the Company agreed to cooperate in good faith to negotiate and enter into a registration rights agreement with Lantheus, obligating the Company to file a registration statement on Form S-3 with the SEC to register for resale the Lantheus Shares issued at the Lantheus Closing. The Company filed such Form S-3 on March 29, 2024, and the SEC declared it effective on April 9, 2024 (File No. 333-278362).
The Lantheus Investment Agreement also contains agreements of the Company and Lantheus whereby Lantheus is provided certain board observer and information rights of the Company, subject to certain exceptions.
The Lantheus Investment Agreement also provides Lantheus with certain pro rata participation rights to maintain its ownership position in the Company in the event that the Company makes any public or non-public offering of any equity or voting interests in the Company or any securities that are convertible or exchangeable into (or exercisable for) equity or voting interests in the Company, subject to certain exceptions.
Pursuant to the Lantheus Investment Agreement, the Company is required to notify Lantheus within 10 business days of the end of a fiscal quarter in which the Company issued shares of Common Stock pursuant to at-the-market programs, including the 2024 ATM Agreement, of (i) the number of shares of Common Stock issued during such fiscal quarter pursuant to the 2024 ATM Agreement and (ii) the average price per share received by the Company before commissions (ATM Average Price). Upon receipt of such notice, Lantheus may elect, at its option, to purchase all or a portion of its Pro Rata Portion (as defined in the Lantheus Investment Agreement) of such shares at an aggregate price equal to the number of shares purchased multiplied by the ATM Average Price for such quarter (ATM Participation Right). Pursuant to the Lantheus Investment Agreement, Lantheus may not exercise the ATM Participation Right more than two times per calendar year.
Option Agreement
On January 8, 2024, the Company entered into an option agreement (Option Agreement) with Lantheus whereby Lantheus was granted an exclusive option to negotiate an exclusive, worldwide, royalty- and milestone-bearing right and license to [212Pb]VMT-α-NET, the Company’s clinical-stage alpha therapy developed for the treatment of neuroendocrine tumors. If good-faith negotiations fail, Lantheus has a one-year right to reenter negotiations if a third party offers to purchase or license the [212Pb]VMT-α-NET program. Additionally, Lantheus has a right to co-fund the Investigational New Drug (IND) application, enabling studies for early-stage therapeutic candidates targeting prostate-specific membrane antigen and gastrin-releasing peptide receptor and, prior to IND filing, a right to negotiate for an exclusive license to such candidates. In consideration of the rights granted by the Company to Lantheus pursuant to the Option Agreement, Lantheus paid to the Company a one-time payment of $28.0 million, subject to certain withholding provisions.
Under the terms of the Option Agreement, Lantheus also had a right of first offer and last look protections for any third-party merger and acquisition transactions involving the Company for a 12-month period which expired on January 8, 2025.
The Company determined that the Option Agreement should be accounted for as a research and development arrangement in accordance with Accounting Standards Codification (ASC) 730-20, Research and Development Arrangements, as Lantheus held approximately 19.9% of the Company’s outstanding Common Stock at March 31, 2024. The Option Agreement contains no repayment provisions, does not create any obligation to enter into any license, transfer or sale agreements with Lantheus, and does not restrict the use of the funds in any way.
Accordingly, the Condensed Consolidated Balance Sheets report long-term liabilities related to these options under the caption, “Deferred Income.” The values for each distinct option within the Option Agreement were determined by estimating the fair value of each distinct option by a third-party valuation firm and the liabilities will be recognized as income in the Condensed Consolidated Statements of Operations and Comprehensive Loss as the various options expire. In connection with the January 8, 2025 expiration of the right of first offer and last look provisions provided under the Option Agreement, the Company recognized $1.4 million in the Condensed Consolidated Statements of Operations and Comprehensive Loss as “Other income from a related party.”
4.Discontinued Operations
In December 2023, a wholly owned subsidiary of the Company entered into an Asset Purchase Agreement (APA) with GT Medical Technologies, Inc. (GT Medical) pursuant to which GT Medical acquired the Company’s Cesium-131 business and substantially all of the subsidiary’s assets related to that business, including equipment, certain contracts, inventory and intellectual property. The transaction closed in April 2024. For additional information, see Note 4, Discontinued Operations, of the 2025 Form 10-K.
Pursuant to the terms of, and subject to the conditions specified in, the APA, the Company’s subsidiary received 0.5% of GT Medical’s issued and outstanding capital stock on a fully diluted basis as of the closing of the transaction with GT Medical and has the right to receive, and GT Medical is obligated to pay, certain cash royalty payments of a low single digital percentage of annual net sales for approximately four years. During the second quarter of 2025, the Company recognized $0.2 million in royalties received pursuant to the GT Medical APA for the period from April 2024 to April 2025.
As of March 31, 2026, the GT Medical stock was valued at $0.2 million based on an updated valuation report prepared for GT Medical.
In 2024, the Company purchased buildings located in the metropolitan areas of Houston, TX, Chicago, IL, and Los Angeles, CA, which it intends to use to manufacture its program candidates upon completion of modifications and installation of equipment. Also in 2024, the Company entered into a Master Equipment and Services Agreement (MESA) and statements of work (SOWs) thereunder with Comecer SpA (Comecer), pursuant to which the Company agreed to purchase from Comecer manufacturing equipment for the production of the Company’s radiopharmaceutical program candidates including, but not limited to, isotope processing hot cells and production suites and related equipment (collectively, the Deliverables) and services for installation and validation of the Deliverables at several of the Company’s production facilities in the United States. The aggregate consideration for such equipment and services pursuant to the MESA and SOWs is approximately €49.0 million payable in cash, excluding certain incidental costs, such as taxes, customs and duties, local transport, insurance and rigging. The Company may also elect to purchase certain additional equipment and services pursuant to the SOWs. The MESA provides for the payment of certain amounts in installments over the course of the production, installation and validation of the Deliverables. For additional information related to these events, see Note 6, Property and Equipment, of the 2025 Form 10-K.
In October 2025 and April 2026, the Company entered into agreements with a general contractor pursuant to which the Company is expected to pay approximately $34.4 million. The first agreement is for the general contractor to make building modifications at the Company’s facility in the Chicago, IL, metropolitan area and to prepare for the installation of some of the Comecer manufacturing equipment and associated clean rooms at that site. The second agreement is for the general contractor to order long-lead time items and to prepare to make modifications to the Company’s facility in the Los Angeles, CA metropolitan area, including for the eventual installation of some of the Comecer manufacturing equipment and associated clean rooms at that site. The Company anticipates incurring additional spending with this general contractor, particularly in connection with the build out of the facility in the Los Angeles, CA metropolitan area.
The Company’s property and equipment consisted of the following (in thousands):
|
|
|
|
|
|
|
|
|
|
|
March 31, 2026 |
|
|
December 31, 2025 |
|
|
|
|
|
Building |
|
$ |
1,770 |
|
|
$ |
1,770 |
|
Land |
|
|
917 |
|
|
|
917 |
|
Equipment |
|
|
15,928 |
|
|
|
15,457 |
|
Leasehold improvements |
|
|
3,892 |
|
|
|
3,864 |
|
Construction in progress1 |
|
|
77,304 |
|
|
|
60,793 |
|
Property and equipment |
|
|
99,811 |
|
|
|
82,801 |
|
Less accumulated depreciation |
|
|
(7,328 |
) |
|
|
(6,204 |
) |
Property and equipment, net |
|
$ |
92,483 |
|
|
$ |
76,597 |
|
1.Property and equipment not placed in service are items that meet the capitalization threshold, or which management believes will meet the threshold at the time of completion and which have yet to be placed into service as of the date of the balance sheets and, therefore, no depreciation expense has been recognized.
6.Other Intangible Assets
The net carrying value of the Company’s in-process research and development (IPR&D) assets was $40 million at each of March 31, 2026 and December 31, 2025.
The Company’s IPR&D assets represent the estimated fair value of its pipeline of acquired radiotherapy program candidates. The Company tests its indefinite-lived intangible assets for impairment during the fourth quarter of each year, or more frequently should circumstances change or events occur that would more likely than not reduce the fair value of its assets. No testing was deemed necessary during the three months ended March 31, 2026. For additional information related to the Company’s IPR&D assets, see Notes 2 and 9 in the Company’s 2025 Form 10-K.
7.Available-for-Sale Securities
The Company invests in available-for-sale securities that consist of U.S. Treasury Securities, U.S. Agency bonds, commercial paper, certificates of deposit, corporate debt securities and asset-backed securities.
The Company’s cash equivalents consisted of the following (in thousands):
|
|
|
|
|
|
|
|
|
|
|
March 31, 2026 |
|
|
December 31, 2025 |
|
Cash equivalents |
|
|
|
|
|
|
Money market funds |
|
$ |
49,158 |
|
|
$ |
24,134 |
|
Commercial paper |
|
|
- |
|
|
|
2,488 |
|
Corporate debt securities |
|
|
1,038 |
|
|
|
826 |
|
Total cash equivalents |
|
$ |
50,196 |
|
|
$ |
27,448 |
|
The Company’s available-for-sale securities that are measured at fair value on a recurring basis consisted of the following (in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
March 31, 2026 |
|
|
|
Maturities |
|
Amortized Cost |
|
|
Unrealized Gains |
|
|
Unrealized Losses |
|
|
Estimated Fair Value |
|
Available-for-sale securities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Securities of U.S. government and government agencies |
|
Within two years |
|
$ |
72,144 |
|
|
$ |
4 |
|
|
$ |
(49 |
) |
|
$ |
72,099 |
|
Commercial paper |
|
Within one year |
|
|
44,060 |
|
|
|
1 |
|
|
|
(84 |
) |
|
|
43,977 |
|
Corporate debt securities |
|
Within one year |
|
|
96,326 |
|
|
|
4 |
|
|
|
(101 |
) |
|
|
96,229 |
|
Asset-backed securities |
|
Within three years |
|
|
4,653 |
|
|
|
6 |
|
|
|
(7 |
) |
|
|
4,652 |
|
Total available-for-sale securities |
|
|
|
$ |
217,183 |
|
|
$ |
15 |
|
|
$ |
(241 |
) |
|
$ |
216,957 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31, 2025 |
|
|
|
Maturities |
|
Amortized Cost |
|
|
Unrealized Gains |
|
|
Unrealized Losses |
|
|
Estimated Fair Value |
|
Available-for-sale securities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Securities of U.S. government and government agencies |
|
Within one year |
|
$ |
29,973 |
|
|
$ |
37 |
|
|
$ |
- |
|
|
$ |
30,010 |
|
Commercial paper |
|
Within one year |
|
|
19,484 |
|
|
|
15 |
|
|
|
- |
|
|
|
19,499 |
|
Certificates of deposit |
|
Within one year |
|
|
1,720 |
|
|
|
1 |
|
|
|
- |
|
|
|
1,721 |
|
Corporate debt securities |
|
Within one year |
|
|
56,909 |
|
|
|
52 |
|
|
|
(1 |
) |
|
|
56,960 |
|
Asset-backed securities |
|
Within four years |
|
|
5,914 |
|
|
|
7 |
|
|
|
(3 |
) |
|
|
5,918 |
|
Total available-for-sale securities |
|
|
|
$ |
114,000 |
|
|
$ |
112 |
|
|
$ |
(4 |
) |
|
$ |
114,108 |
|
The Company’s available-for-sale securities are classified as current assets, even though the stated maturity date may be one year or more beyond the current balance sheet date, which reflects management’s intention to use the proceeds from sales of these securities to fund operations as needed. At March 31, 2026, there were 113 available-for-sale securities with a fair value of $177.1 million that were in a gross unrealized loss position for less than 12 months and none that were in a gross unrealized loss position for 12 months or more. The Company determined it is not “more likely than not” that it will be required to sell these securities prior to recovery of their amortized cost basis. As such, the Company did not record a credit allowance as of either March 31, 2026 or December 31, 2025. Accrued interest receivable on the Company’s available-for-sale securities was $0.1 million and de minimis as of March 31, 2026 and December 31, 2025, respectively. For the three months ended March 31, 2026 and 2025, the Company did not write off any accrued interest receivables, and there were no realized gains or losses.
8.Fair Value Measurements
Fair value is defined as an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, the accounting guidance establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows:
Level 1 - Observable inputs such as quoted prices in active markets;
Level 2 - Inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities, quoted prices in markets with insufficient volume or infrequent transactions (less active markets), or model-driven valuations in which all significant inputs are observable or can be derived principally from, or corroborated with, observable market data; and
Level 3 - Unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions.
Below is the summary of the Company’s cash equivalents and short-term investments measured at fair value on a recurring basis and categorized using the fair value hierarchy (in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
March 31, 2026 |
|
|
|
Level 1 |
|
|
Level 2 |
|
|
Total |
|
Cash equivalents |
|
|
|
|
|
|
|
|
|
Money market funds |
|
$ |
49,158 |
|
|
$ |
- |
|
|
$ |
49,158 |
|
Corporate debt securities |
|
|
- |
|
|
|
1,038 |
|
|
|
1,038 |
|
Total cash equivalents |
|
|
49,158 |
|
|
|
1,038 |
|
|
|
50,196 |
|
Available-for-sale securities |
|
|
|
|
|
|
|
|
|
Securities of U.S. government and government agencies |
|
|
- |
|
|
|
72,099 |
|
|
|
72,099 |
|
Commercial paper |
|
|
- |
|
|
|
43,977 |
|
|
|
43,977 |
|
Corporate debt securities |
|
|
- |
|
|
|
96,229 |
|
|
|
96,229 |
|
Asset-backed securities |
|
|
- |
|
|
|
4,652 |
|
|
|
4,652 |
|
Total available-for-sale securities |
|
|
- |
|
|
|
216,957 |
|
|
|
216,957 |
|
Total cash equivalents and available-for-sale securities |
|
$ |
49,158 |
|
|
$ |
217,995 |
|
|
$ |
267,153 |
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31, 2025 |
|
|
|
Level 1 |
|
|
Level 2 |
|
|
Total |
|
Cash equivalents |
|
|
|
|
|
|
|
|
|
Money market funds |
|
$ |
24,134 |
|
|
$ |
- |
|
|
$ |
24,134 |
|
Commercial paper |
|
|
- |
|
|
|
2,488 |
|
|
|
2,488 |
|
Corporate debt securities |
|
|
- |
|
|
|
826 |
|
|
|
826 |
|
Total cash equivalents |
|
|
24,134 |
|
|
|
3,314 |
|
|
|
27,448 |
|
Available-for-sale securities |
|
|
|
|
|
|
|
|
|
Securities of U.S. government and government agencies |
|
|
- |
|
|
|
30,010 |
|
|
|
30,010 |
|
Commercial paper |
|
|
- |
|
|
|
19,499 |
|
|
|
19,499 |
|
Certificates of deposit |
|
|
- |
|
|
|
1,721 |
|
|
|
1,721 |
|
Corporate debt securities |
|
|
- |
|
|
|
56,960 |
|
|
|
56,960 |
|
Asset-backed securities |
|
|
- |
|
|
|
5,918 |
|
|
|
5,918 |
|
Total available-for-sale securities |
|
|
- |
|
|
|
114,108 |
|
|
|
114,108 |
|
Total cash equivalents and available-for-sale securities |
|
$ |
24,134 |
|
|
$ |
117,422 |
|
|
$ |
141,556 |
|
There were no Level 3 financial instruments measured at fair value on a recurring basis at March 31, 2026 and December 31, 2025.
For information related to short-term investments, see Note 7, Available-for-Sale Securities.
9.Share-Based Compensation
On May 31, 2024, the Company held its 2024 Annual Meeting of Stockholders (2024 Annual Meeting). At the 2024 Annual Meeting, the Company’s stockholders approved the Company’s Third Amended and Restated 2020 Equity Incentive Plan (the Amended and Restated Plan) which, among other things, (a) increased the aggregate number of shares of Common Stock authorized for issuance under the Amended and Restated Plan by 4,870,092 for a total of 12,500,000 shares of Common Stock, and (b) adjusted the “evergreen” provision included therein, such that the number of shares of Common Stock available for the grant of awards under the Amended and Restated Plan automatically increases on January 1 of each year in an amount equal to 5% of the number of shares of Common Stock issued and outstanding on December 31 of the immediately preceding year (subject to adjustment in the event of stock splits and other similar events); provided, however, that the Company’s Board of Directors may act prior to January 1 of a given year to provide that there will be no increase in the share limit for such year or provide that the increase for such year will be a lesser number of shares of Common Stock. On August 14, 2024, the Company filed a Form S-8 to register 4,870,092 additional shares of Common Stock authorized for issuance under the Amended and Restated Plan as approved by stockholders at the 2024 Annual Meeting. On January 1, 2026 and January 1, 2025, the number of shares of Common Stock available for grant increased by 3,716,899 and 3,533,573, respectively, pursuant to the “evergreen” provision in the Amended and Restated Plan. The Company filed a Form S-8 to register the January 1, 2025 additional shares on March 26, 2025.
The following table presents the share-based compensation expense recognized for all share-based compensation arrangements (in thousands):
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, |
|
|
|
2026 |
|
|
2025 |
|
|
|
|
|
|
|
|
Research and development expense |
|
$ |
1,132 |
|
|
$ |
897 |
|
General and administrative expense |
|
|
1,421 |
|
|
|
1,201 |
|
Total share-based compensation expense |
|
$ |
2,553 |
|
|
$ |
2,098 |
|
10.Commitments and Contingencies
The Company has been in settlement negotiations with a representative for six stockholder plaintiff firms alleging the Company violated Delaware law in its preliminary proxy statement that was disseminated to stockholders in November 2022 for the Company’s annual meeting held in December 2022. Based on these settlement negotiations to date, the Company estimates that it will settle for no more than an aggregate of $0.2 million and, therefore, had an accrual for the estimated liability of $0.2 million as of March 31, 2026 and December 31, 2025. This balance is included in accrued expenses on the unaudited Condensed Consolidated Balance Sheets.
In May 2025 and May 2026, the Company entered into supply agreements with the U.S. Department of Energy (DOE) under which the Company will purchase Thorium-228 from the DOE between 2025 and 2027. As of March 31, 2026, the Company has met and been invoiced for its minimum purchase requirements under the May 2025 supply agreement. The May 2026 supply agreement includes a “take-or-pay” provision pursuant to which the Company is committed to purchasing approximately $9.9 million of Thorium-228 during the term of the agreement.
In October 2025 and April 2026, the Company entered into agreements with a general contractor pursuant to which the Company is expected to pay approximately $34.4 million. The first agreement is for the general contractor to make building modifications at the Company’s facility in the Chicago, IL, metropolitan area and to prepare for the installation of some of the Comecer manufacturing equipment and associated clean rooms at that site. The second agreement is for the general contractor to order long-lead time items and to prepare to make modifications to the Company’s facility in the Los Angeles, CA metropolitan area, including for the eventual installation of some of the Comecer manufacturing equipment and associated clean rooms at that site. The Company anticipates incurring additional spending with this general contractor, particularly in connection with the build out of the facility in the Los Angeles, CA metropolitan area.
In connection with the Lantheus Investment Agreement entered into with Lantheus on January 8, 2024, the Company agreed to sell and issue the Lantheus Shares. The number of Lantheus Shares sold was 5,634,235, representing 19.99% of the outstanding shares of Common Stock as of January 8, 2024.
Also on January 8, 2024, the Company entered into the Option Agreement with Lantheus whereby Lantheus was granted an exclusive option to negotiate an exclusive, worldwide, royalty- and milestone-bearing right and license to [212Pb]VMT-α-NET, the Company’s clinical-stage alpha therapy developed for the treatment of neuroendocrine tumors. If good-faith negotiations fail, Lantheus has a one-year right to reenter negotiations if a third party offers to purchase or license the [212Pb]VMT-α-NET program. Additionally, Lantheus has a right to co-fund the IND application, enabling studies for early-stage therapeutic candidates targeting prostate-specific membrane antigen and gastrin-releasing peptide receptor and, prior to IND filing, a right to negotiate for an exclusive license to such candidates. In consideration of the rights granted by the Company to Lantheus pursuant to the Option Agreement, Lantheus paid to the Company a one-time payment of $28.0 million, subject to certain withholding provisions.
Under the terms of the Option Agreement, Lantheus also had a right of first offer and last look protections for any third-party merger and acquisition transactions involving the Company for a 12-month period, which expired on January 8, 2025. In connection with the January 8, 2025 expiration of the right of first offer and last look provisions provided under the Option Agreement, the Company recognized $1.4 million in the Condensed Consolidated Statements of Operations and Comprehensive Loss as “Other income from a related party.”
For additional information regarding the Lantheus Investment Agreement and the Option Agreement, see Note 3, Investments and Agreements.
On August 8, 2024, the Company entered into an access and license agreement with Lantheus. For additional information, see Note 12, Leases.
The Company accounts for its leases under ASC 842, Leases. Effective April 1, 2024, the Company entered into a lease for laboratory space in Coralville, IA. The lease was amended in February 2026 to extend the termination date to March 2028. Upon entering into and amending this lease, the Company recognized a right-of-use asset and lease liability of approximately $1.1 million and $1.3 million, respectively, in the Condensed Consolidated Balance Sheet based upon the present value of the future lease payments discounted at an 8% discount rate using the rate of interest that the Company would have to pay to borrow on a collateralized basis over a similar term an amount equal to the lease payments in a similar economic environment as the lease does not provide an implicit discount rate. In November 2025, the Company entered into a lease agreement for office space, also in Coralville, IA, that terminates in November 2028. Upon entering into this lease, the Company recognized a right-of-use asset and lease liability of approximately $0.2 million in the Consolidated Balance Sheet based upon the present value of future lease payments discounted at an 8% discount rate using the rate of interest that the Company would have to pay to borrow on a collateralized basis over a similar term an amount equal to the lease payments in a similar economic environment as the lease does not provide an implicit discount rate.
The Company acquired a lease from Progenics, an affiliate of Lantheus, for a production facility in Somerset, NJ, effective on March 1, 2024 (see Note 3, Investments and Agreements, in the 2025 Form 10-K). The lease terminates on November 29, 2028. Upon entering into this lease, the Company recognized a right-of-use asset and lease liability of approximately $0.3 million in the Condensed Consolidated Balance Sheet based upon the present value of the future lease payments discounted at an 8% discount rate using the rate of interest that the Company would have to pay to borrow on a collateralized basis over a similar term an amount equal to the lease payments in a similar economic environment as the lease does not provide an implicit discount rate.
On August 8, 2024, the Company assumed a lease from Progenics for office space in Somerset, NJ (Office). The lease terminates on November 30, 2028. Upon entering into this lease, the Company recognized a right-of-use asset and lease liability of approximately $0.6 million in the Condensed Consolidated Balance Sheet based upon the present value of the future lease payments discounted at an 8% discount rate using the rate of interest that the Company would have to pay to borrow on a collateralized basis over a similar term an amount equal to the lease payments in a similar economic environment as the lease does not provide an implicit discount rate.
Upon assuming the lease, the Company entered into a license and access agreement with Lantheus, which provides access to both dedicated and shared space of the Office (Access Agreement). There is no renewal option, and the termination options are available only for material breaches. In consideration of the Access Agreement, Lantheus agreed to pay base rent and associated costs through December 2024 directly to the landlord. The base rent through December 2024 was less than $0.1 million (Prepaid Rent). Pursuant to ASC 842, Leases, the Access Agreement is a sublease in which the Company is a sublessor and Lantheus is a sublessee. The Company will amortize the Prepaid Rent over the entire lease term of 52 months.
On July 1, 2023, the Company entered into a lease for office space in Seattle, WA, that terminates in October 2028. Upon entering into this lease, the Company recognized a right-of-use asset and lease liability of approximately $0.8 million in the Condensed Consolidated Balance Sheet based upon the present value of the future lease payments discounted at an 8% discount rate using the rate of interest that the Company would have to pay to borrow on a collateralized basis over a similar term an amount equal to the lease payments in a similar economic environment as the lease does not provide an implicit discount rate.
The weighted average remaining term and discount rate for the Company’s operating leases as of March 31, 2026 was 2.3 years and 8%, respectively.
The Company’s operating lease expense was $0.3 million for each of the three months ended March 31, 2026 and 2025.
The following table presents the future operating lease payments and lease liability included in the Condensed Consolidated Balance Sheet related to the Company’s operating leases as of March 31, 2026 (in thousands):
|
|
|
|
|
Year Ending December 31, |
|
|
|
2026 (remaining nine months) |
|
$ |
893 |
|
2027 |
|
|
1,248 |
|
2028 |
|
|
700 |
|
Total |
|
|
2,841 |
|
Less: imputed interest |
|
|
(220 |
) |
Total lease liability |
|
|
2,621 |
|
Less: current portion |
|
|
(1,069 |
) |
Noncurrent lease liability |
|
$ |
1,552 |
|
On December 29, 2022, the Company obtained a promissory note in the amount of $1.7 million for the purpose of purchasing land and a building in Coralville, IA. The note bears interest at 6.15% per annum and is collateralized by the property. The note requires monthly principal and interest payments, and a balloon payment of approximately $1.5 million is due on December 29, 2027.
The following table presents the current and long-term portions of the note payable (in thousands):
|
|
|
|
|
|
|
|
|
|
|
March 31, |
|
|
December 31, |
|
|
|
2026 |
|
|
2025 |
|
|
|
|
|
|
|
|
Note payable |
|
$ |
1,610 |
|
|
$ |
1,625 |
|
Less: current portion |
|
|
(56 |
) |
|
|
(56 |
) |
Note payable, long-term portion |
|
$ |
1,554 |
|
|
$ |
1,569 |
|
The following table presents the future principal payments included in the Condensed Consolidated Balance Sheets related to the Company’s note payable as of March 31, 2026 (in thousands):
|
|
|
|
|
Years ending December 31: |
|
|
|
2026 (remaining nine months) |
|
$ |
41 |
|
2027 |
|
|
1,569 |
|
Total |
|
$ |
1,610 |
|
ITEM 2 – MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
You should read the following discussion and analysis of our financial condition and results of operations together with (i) the unaudited condensed consolidated financial statements and the notes thereto included elsewhere in this Quarterly Report on Form 10-Q for the quarter ended March 31, 2026 (Form 10-Q), (ii) our audited consolidated financial statements and notes thereto contained in our Annual Report on Form 10-K for the year ended December 31, 2025 filed with the Securities and Exchange Commission (SEC) on March 16, 2026 (2025 Form 10-K) and (iii) other filings we have made with the SEC. As discussed under the heading “Cautionary Note Regarding Forward-Looking Statements,” this discussion contains forward-looking statements that reflect our plans, estimates and beliefs, and involves numerous risks and uncertainties, including but not limited to those described under the heading “Risk Factors” in the 2025 Form 10-K that may cause actual results to differ materially from those described in or implied by any forward-looking statements. Unless the context otherwise requires, references in these notes to the “Company,” “Perspective,” “we,” “us” and “our,” except where the context requires otherwise, refer to Perspective Therapeutics, Inc. and its subsidiaries.
Overview
We are a radiopharmaceutical development company pioneering advanced treatments for cancers throughout the body. We have proprietary technology that utilizes the alpha-emitting isotope Lead-212 (212Pb) to deliver powerful radiation specifically to cancer cells via specialized targeting moieties. We are also developing complementary imaging diagnostics that incorporate the same targeting moieties, which provides the opportunity to personalize treatment and optimize patient outcomes. This theranostic approach enables the ability to see the specific tumor and then treat it to potentially improve efficacy and minimize toxicity.
Our neuroendocrine tumor (VMT-α-NET), melanoma (VMT01) and solid tumor (PSV359) programs are in Phase 1/2a imaging and therapy trials in the U.S. We are growing our regional network of drug product candidate finishing facilities, enabled by our proprietary 212Pb generator, to deliver patient-ready product candidates for clinical trials and commercial operations.
VMT-α-NET
We designed VMT-α-NET to target and deliver 212Pb to cancer-specific receptors on tumor cells expressing somatostatin receptor type 2 (SSTR2), a protein that is overexpressed in neuroendocrine tumors (NETs) and other cancers. [212Pb]VMT-α-NET is a targeted alpha therapy (TAT) in development for patients with unresectable or metastatic SSTR2-expressing tumors who have not previously received peptide-targeted radiopharmaceutical therapy. NETs are a group of rare, heterogeneous tumors that develop in different organs of the body and arise from specialized cells in the neuroendocrine system.
We initially dosed two patients in Cohort 1 (treated at 2.5 mCi per dose) and seven patients in Cohort 2 (treated at 5.0 mCi per dose) of our Phase 1/2a clinical trial (NCT05636618) of [212Pb]VMT-α-NET in patients with unresectable or metastatic SSTR2-expressing NETs, regardless of body weight. Subsequent review for dose-limiting toxicity (DLT) during the safety observation period in the seven patients enrolled in Cohort 2 by the Safety Monitoring Committee (SMC) led the SMC to recommend escalating further in a third cohort and enrolling additional patients at 5.0 mCi to better understand efficacy and safety. During the second quarter of 2025, enrollment for Cohort 2 closed with an additional 39 patients having received at least one treatment, for a total of 46 patients including the seven who were enrolled for DLT observation.
In late June 2025, we announced the opening of Cohort 3 in which patients are receiving up to four fixed administered doses of [212Pb]VMT-α-NET at 6.0 mCi every eight weeks if they weigh more than 60 kg (133 lb), or 100μCi/kg of body weight if they weigh less than or equal to 60 kg. Eight Cohort 3 patients then commenced treatment with VMT-α-NET and contributed to the DLT assessment by the SMC. The DLT assessment is now complete, and we are cleared to treat more patients at this dose. As of April 30, 2026, a total of 20 patients have been treated in Cohort 3. This cohort is now closed to enrollment. By late 2026, the eight patients initially enrolled for DLT assessment will have had the opportunity for at least 48 weeks of follow-up since beginning treatment.
Cohort 4 is now open for recruitment. This cohort explores optimizing a 20 mCi cumulative dose by front-loading, with 6.0 mCi in the first dose, 5.0 mCi in the second dose, 5.0 mCi in the third dose, and 4.0 mCi in the fourth dose. The purpose of this dosing regimen is to determine whether front-loading could change response kinetics and improve response rate at lower cumulative doses. Additionally, administering a higher dose while there are more tumors could result in a kidney-sparing effect and improved safety.
During the dose-finding phase of the study, we enrolled primarily NET patients whose disease originated in the pancreas or the digestive tract. We have an allowance for enrollment of NET patients whose disease originated in the lung (of which small cell lung cancer is a subset), pheochromocytoma and paraganglioma NETs, and SSTR2+ meningioma.
We opened a proof-of-concept cohort of meningioma patients. To date, there is no approved systematic therapy for this disease. The unmet medical need may support an expedited development path.
Updated interim data from the study, as of a data cut-off (DCO) date of March 4, 2026, were presented at the American Association for Cancer Research Annual Meeting 2026 (AACR 2026). The safety findings based on 64 patients (two patients in Cohort 1 (2.5 mCi), 46 patients in Cohort 2 (5.0 mCi) and 16 patients in Cohort 3 (6.0 mCi)) showed no reports of DLTs, serious renal complications, treatment-related discontinuations, serious renal complications, dysphagia or clinically significant treatment-related myelosuppression. Grade 3 or higher treatment-emergent adverse events were reported in 23 patients (36%). One of these patients, who was enrolled in Cohort 3, experienced a transient decrease in lymphocyte count on the cusp between Grades 3 and 4. The site subsequently determined this event to be a Grade 3 event. This event was transient and resolved without medical intervention. The patient completed the full course of [212Pb]VMT-α-NET treatment, consisting of four treatments without interruption, and remains on study. There were no Grade 4 or 5 events. No additional patients experienced serious adverse events (SAEs) since the most recent update at the 2026 ASCO Gastrointestinal Cancers Symposium (ASCO-GI 2026), with none of the five SAEs deemed related to the study medication.
Updated efficacy analysis in the same 25 patients from ASCO-GI 2026 and the European Society for Medical Oncology (ESMO) Congress 2025 in October 2025 (consisting of both patients in Cohort 1 and 23 patients in Cohort 2) were presented at AACR 2026 with an additional 12 weeks and 25 weeks of follow-up, respectively. Eighteen of the 25 patients (72%) were without progression and remained alive, including both patients in Cohort 1. Ten patients were observed to have a response according to investigator-assessed RECIST v1.1. Nine of those responses were previously reported at ASCO-GI 2026, including one initial response that has since been confirmed. Since then, one more patient experienced an initial response in their most recent tumor assessment. The patient remains in the study and thus is expected to receive a subsequent tumor assessment. Ten of the 23 patients (43%) in Cohort 2 were observed to have a response according to investigator-assessed RECIST v1.1. Eight of the 16 patients (50%) in Cohort 2 whose tumors all express SSTR2 were observed to have a response according to investigator-assessed RECIST v1.1. Nine patients were observed to have deepening of best response since initial tumor assessments on these patients were reported at ESMO.
As of April 30, 2026, the first 23 patients in Cohort 2 have had the opportunity for at least 60 weeks of follow-up since beginning treatment, and by late 2026, we expect all 46 patients in Cohort 2 would have had the opportunity for at least 60 weeks of follow-up since beginning treatment.
We believe our clinical data package positions us for meaningful regulatory engagement in 2026 to align on the path forward.
VMT01
We are also leveraging our TAT platform with our product candidate, VMT01, which is currently in Phase 1/2a clinical trials. We designed VMT01 to target and deliver 212Pb to tumor sites expressing melanocortin 1 receptor (MC1R), a protein that is overexpressed in melanoma cancers. [212Pb]VMT01 is a TAT in development for second-line or later treatment of patients with progressive MC1R-positive metastatic melanoma.
In preclinical experiments [212Pb]VMT01 demonstrated efficacy via two distinct mechanisms of action: direct cell killing at high radiation doses and through immunostimulatory low-dose induction of immune-mediated cell death. Efficacy was augmented by immune checkpoint inhibitors. In September 2024, we announced that on the basis of these results, the U.S. Food and Drug Administration (FDA) granted Fast Track Designation for the clinical development of [212Pb]VMT01. This study is a multi-center, open-label dose escalation, dose expansion study (clinicaltrials.gov identifier NCT05655312) in patients with histologically confirmed melanoma and MC1R-positive imaging scans. Patients were required to have already received standard of care. Eligible patients may receive up to three treatments with [212Pb]VMT01, eight weeks apart.
In March 2024, we entered into a clinical trial collaboration with Bristol Myers Squibb to evaluate the safety and tolerability of [212Pb]VMT01 in combination with Bristol Myers Squibb’s checkpoint inhibitor nivolumab in patients with histologically confirmed melanoma and positive MC1R imaging scans. A protocol amendment was submitted in July 2024 to explore the combination of nivolumab with [212Pb]VMT01 in patients with histologically confirmed melanoma and positive MC1R imaging scans in our ongoing Phase 1/2a clinical study of [212Pb]VMT01.
In October 2024, we announced initial results from the first two dosing cohorts. Three patients were enrolled in Cohort 1 and received 3 mCi of [212Pb]VMT01, while seven patients were enrolled in Cohort 2 and received 5 mCi of [212Pb]VMT01. Patients in each cohort received a median of five prior lines of systematic therapy, including a median of three prior lines of immunotherapy. No DLTs were observed among any patients, and no adverse events (AEs) led to treatment discontinuation. Treatment emergent AEs were mostly grades 1 and 2. None of the four cases of grade 3 treatment emergent AEs were deemed to be treatment related. There were no grade 4 or 5 treatment emergent AEs. No renal toxicities had been reported as of October 11, 2024 (there were no clinically significant changes in blood urea nitrogen or serum creatinine) in spite of dosimetry estimated renal radiation that approached the higher end of conventional dosing.
All patients in Cohort 1 completed three treatments, with one patient experiencing an unconfirmed RECIST version 1.1 objective response after completion of treatment, and two patients experiencing stable disease at 9 and 11 months from the start of treatment, respectively, as reported on October 11, 2024. In Cohort 2, patients progressed after either the first cycle (three patients) or the second cycle (four patients). These findings are consistent with published and ongoing preclinical studies showing immunostimulatory effects at lower radiation doses.
The SMC reviewed these findings and recommended exploring a lower dose level of 1.5 mCi per dose, both as a single agent and in combination with the anti-PD-1 antibody, nivolumab. The SMC’s recommendation would allow for the monotherapy and combination cohorts to proceed concurrently. An amendment to further explore lower dose levels for monotherapy was approved, and Cohort 3 at 1.5 mCi per dose was opened for enrollment. The combination cohort at 1.5 mCi per dose with nivolumab was also opened for enrollment. The first patients in the combination and monotherapy cohorts received their first treatments in March and April 2025, respectively. As of July 31, 2025, a total of five patients had received their initial monotherapy treatments of VMT01 at 1.5 mCi per dose, once every eight weeks for up to three doses. Additionally, two patients had received VMT01 1.5 mCi with nivolumab. Both cohorts are now closed for enrollment.
In September 2025, we announced that the first patient received [212Pb]VMT01 at 3.0 mCi in combination with nivolumab, as part of a new cohort. Additionally, the [212Pb]VMT01 3.0 mCi monotherapy cohort reopened for enrollment. The SMC recommended evaluating [212Pb]VMT01 at a higher dose based on its review of five patients dosed with [212Pb]VMT01 at 1.5 mCi in the monotherapy cohort and two patients dosed with [212Pb]VMT01 at 1.5 mCi together with nivolumab.
As of February 28, 2026, a total of 10 patients had received VMT01 treatment following the re-opening of the [212Pb]VMT01 3.0 mCi monotherapy cohort and the opening of the cohort in which patients are receiving [212Pb]VMT01 at 3.0 mCi in combination with nivolumab. Six patients had received VMT01 at 3.0 mCi in combination with nivolumab. Four patients had received 3.0 mCi of VMT01 as monotherapy, in addition to the three patients who received this monotherapy dose in late 2023. Both cohorts are now closed for enrollment.
By late 2026, the 10 patients who had received VMT01 3.0 mCi treatment since the initiation or re-opening of these cohorts in September 2025 have had the opportunity for at least 24 weeks of follow-up after their initial doses, sufficient time to receive at least one scan after their full treatment (up to three doses every eight weeks).
PSV359
Tumor stroma cells do not typically express cancer-specific markers like SSTR2 or MC1R. Fibroblast activation protein alpha (FAP-α) is primarily expressed on tumor stroma cells, but also on some cancer cells. FAP-α, a pan-cancer target, is a protein abundantly expressed in certain cancer cells as well as cancer-associated fibroblasts in tumor lesions and involved in promoting disease progression. Our in-house discovery team discovered PSV359, a novel cyclic peptide targeting human FAP-α, via phage display methods. We believe PSV359 is an optimized peptide with potential best-in-class characteristics that has been demonstrated in preclinical models. In March 2024, we released the first-in-human clinical single-photon emission computed tomography (SPECT)/computed tomography (CT) imaging which suggested very favorable tumor targeting and retention by the PSV359 compound while clearing from normal organs rapidly and completely.
In October 2024, we announced first-in-human SPECT/CT images of [203Pb]PSV359 from an independent investigator revealed strong tumor uptake, fast clearance through the renal system, low accumulation in normal organs, and long tumor retention in three patients with FAP-α expressing cancers.
Preclinical results for PSV359 were presented during the Society of Nuclear Medicine and Molecular Imaging 2024 Annual Meeting and the 37th Annual Congress of the European Association of Nuclear Medicine meetings in June and October 2024, respectively. Researchers presented a novel cyclic peptide targeting human FAP-α, which was discovered by us via phage display methods. FAP-α is a protein abundantly expressed in certain cancer cells as well as cancer-associated fibroblasts in tumor lesions and involved in promoting disease progression. The peptide was conjugated to a lead (Pb)-specific chelator via a molecular linker to form a novel construct, PSV359. The purpose of this study was to evaluate the in vitro and in vivo performance of [203/212Pb]PSV359 in preclinical xenograft models. Overall, strong anti-tumor clinical activity of [212Pb]PSV359 was found in both HT1080-human FAP-α (FAP-α on cancer cells) and U87MG (FAP-α in stromal tissues) xenograft models.
We filed an IND application for PSV359 in December 2024, and we received a “study may proceed” letter (i.e., approval to conduct the trial) from the FDA in the first quarter of 2025. In April 2025, we announced the first patient was treated with [212Pb]PSV359. As of April 30, 2026, two patients have been treated with [212Pb]PSV359 at 2.5 mCi (Cohort 1), and seven patients have been treated with [212Pb]PSV359 at 5.0 mCi (Cohort 2), for a total of nine patients. By late 2026, these patients will have had the opportunity for at least 32 weeks of follow-up after their initial doses, sufficient time to have completed at least one scan after the full course of treatment (up to four doses every eight weeks).
We have been cleared to open Cohort 3, which is now open for recruitment, following the SMC’s review of safety data from Cohort 2.
Discovery Program
Our discovery team is preparing multiple additional novel constructs for potential first-in-human (FIH) imaging as a de-risking step for potential therapeutic benefit, including our pre-targeting platform license from Stony Brook University. If and when these constructs meet our criteria for further development, we plan to proceed with pre-IND filing activities.
In May 2026, we presented an FIH image for PSV594, designed to target and deliver 212Pb to tumor sites expressing the Cholecystokinin 2 Receptor (CCK2R), which is expressed across a range of hard-to-treat cancers. The targeting moiety may also be radiolabeled with 203Pb or 68Ga to detect CCK2R expression in-vivo. Preclinical and FIH images suggest the targeting moiety has clean, precise tumor uptake with limited kidney retention, which may result in a desirable therapeutic index.
Intellectual Property
We continue to strengthen our intellectual property portfolio in support of our platform technologies, product candidates and other programs. Our patent covering the VMT-α-GEN 212Pb-generation technology was issued in the U.S. in March 2026, and the corresponding European patent application has been allowed. Our AlphaPRIME 212Pb-generation technology is patented in the U.S., China and Europe. We believe these developments further enhance the geographic scope and depth of protection for our core radiopharmaceutical technologies and manufacturing platforms.
Funding Requirements
We have had recurring losses since inception. We expect our expenses to increase in connection with our ongoing activities, particularly as we advance and expand preclinical activities, clinical trials and potential commercialization of our product candidates. Our costs are also expected to increase as we:
•continue the development of our clinical-stage assets, including VMT-α-NET, VMT01 and PSV359;
•continue the development of our other product candidates and other discovery programs, including PSV594;
•continue to initiate and progress other supporting studies required for regulatory approval of our product candidates;
•initiate preclinical studies and clinical trials for any additional indications for our current product candidates and any future product candidates that we may pursue;
•continue to build our portfolio of product candidates through the acquisition or in-license of additional product candidates or technologies;
•continue to develop, maintain, expand and protect our intellectual property portfolio;
•pursue regulatory approvals for our current and future product candidates that successfully complete clinical trials;
•continue to build our manufacturing capabilities, including potential expansion of our manufacturing footprint;
•support our marketing and distribution infrastructure to commercialize any future product candidates for which we may obtain marketing approval; and
•hire additional clinical, medical, development and other personnel.
As of March 31, 2026, we had cash, cash equivalents and short-term investments of $270.9 million. We believe our cash, cash equivalents and short-term investments will be sufficient to fund our current planned clinical milestones and operational investments for at least the next 12 months from the date the condensed consolidated financial statements in this report were issued and into late 2027. Management anticipates a significant increase in expenses, particularly in research and development, as it works to implement its strategy to advance our clinical assets in their clinical trials, expand our manufacturing capabilities and progress our preclinical assets towards clinical trials.
Manufacturing and Supply
We assemble and manufacture our finished radiopharmaceutical candidates by chelating or trapping an atom of 212Pb within a specialized chelator or chemical “cage” and connecting the 212Pb within its cage to the targeting peptide with our linker technology. For clinical supply, we intend to use a combination of third-party contract manufacturing organizations, or CMOs, and our own manufacturing sites complying with the FDA’s current good manufacturing practices, or CGMP, to manufacture and distribute our doses. For the drug precursors and isotopes that comprise our TAT platform, a variety of clinical phase manufacturers have been engaged and utilized. We procure chelator-modified peptide precursors from peptide manufacturers who are capable of producing clinical phase precursor material.
In May 2025 and May 2026, we entered into supply agreements with the U.S. Department of Energy (DOE) under which we will purchase Thorium-228 from the DOE between 2025 and 2027. As of March 31, 2026, we have met and been invoiced for our minimum purchase requirements under the May 2025 supply agreement. The May 2026 supply agreement includes a “take-or-pay” provision pursuant to which we are committed to purchasing approximately $9.9 million of Thorium-228 during the term of the agreement.
In 2024, we entered into a Master Equipment and Services Agreement (MESA) and statements of work (SOWs) thereunder with Comecer SpA (Comecer), pursuant to which we agreed to purchase from Comecer manufacturing equipment for the production of our radiopharmaceutical program candidates including, but not limited to, isotope processing hot cells and production suites and related equipment (collectively, the Deliverables) and services for installation and validation of the Deliverables at several of our production facilities in the United States. The aggregate consideration for such equipment and services pursuant to the MESA and SOWs is approximately €49.0 million payable in cash, excluding certain incidental costs, such as taxes, customs and duties, local transport, insurance and rigging. We may also elect to purchase certain additional equipment and services pursuant to the SOWs. The MESA provides for the payment of certain amounts in installments over the course of the production, installation and validation of the Deliverables.
Facility Acquisitions and Modifications
We continue to make progress on expanding our manufacturing capabilities by increasing and enhancing capacity at existing facilities and building out recently acquired sites.
In 2024, we purchased buildings located in the metropolitan areas of Houston, TX, Chicago, IL, and Los Angeles, CA, which we intend to use for the manufacture of our product candidates upon completion of modifications and installation of equipment.
Also in 2024, we acquired the assets and associated lease of Lantheus’ radiopharmaceutical manufacturing facility in Somerset, NJ. Soon after the acquisition, we began the onboarding and operationalization processes and, in October 2024, we achieved the first shipment and patient dosing from our Somerset facility. With three manufacturing suites that can meet CGMP requirements, the Somerset facility is expected to have the capacity to meet future clinical trial and commercial demands at major cancer treatment centers throughout the Northeastern U.S. An existing production suite in Somerset is being upgraded to support Phase 3 activities, with installation targeted for completion by mid-2026. A fourth production suite has also been installed and completed, and we expect it to be operational in 2026.
In October 2025 and April 2026, we entered into agreements with a general contractor pursuant to which we expect to pay approximately $34.4 million. The first agreement is for the general contractor to make building modifications at our facility in the Chicago, IL, metropolitan area and to prepare for the installation of some of the Comecer manufacturing equipment and associated clean rooms at that site. We expect to complete construction at that site in 2026. The second agreement is for the general contractor to order long-lead time items and to prepare to make modifications to our facility in the Los Angeles, CA metropolitan area, including for the eventual installation of some of the Comecer manufacturing equipment and associated clean rooms at that site. We anticipate incurring additional spending with this general contractor, particularly in connection with the build out of our facility in the Los Angeles, CA metropolitan area.
We have plans for facilities and manufacturing beyond our current footprint.
2026 Registered Offering
On February 2, 2026, we entered into an underwriting agreement with Piper Sandler & Co. and UBS Securities LLC, as representatives of the underwriters named therein, in connection with our previously announced underwritten offering (2026 Offering) of 39,576,088 shares (2026 Offering Shares) of our common stock, par value $0.001 per share (Common Stock), and, in lieu of 2026 Offering Shares to certain investors, pre-funded warrants (2026 Pre-funded Warrants) to purchase 6,598,046 shares of Common Stock. The price to the investors for the 2026 Offering Shares was $3.79 per 2026 Offering Share, and the price to the investors for the 2026 Pre-funded Warrants was $3.789 per 2026 Pre-funded Warrant, which represents the per share price for the 2026 Offering Shares less the $0.001 per share exercise price for each such 2026 Pre-funded Warrant. The 2026 Offering closed on February 3, 2026.
Our gross proceeds from the 2026 Offering were approximately $175.0 million, before underwriting discounts and commissions and other offering-related expenses.
The exercise price and the number of shares of Common Stock issuable upon exercise of each 2026 Pre-funded Warrant are subject to appropriate adjustment in the event of certain stock dividends and distributions, stock splits, stock combinations, reclassifications or similar events affecting the Common Stock as well as upon any distribution of assets, including cash, stock or other property, to our stockholders. The 2026 Pre-funded Warrants will not expire and are exercisable in cash or by means of a cashless exercise. A holder of the 2026 Pre-funded Warrants may not exercise such 2026 Pre-funded Warrants if the aggregate number of shares of Common Stock beneficially owned by such holder, together with its affiliates, would be more than 4.99% or 9.99%, as elected by such holder, of the issued and outstanding shares of Common Stock following such exercise, as such percentage ownership is determined in accordance with the terms of the 2026 Pre-funded Warrants. A holder of the 2026 Pre-funded Warrants may increase or decrease this percentage not in excess of 19.99% by providing at least 61 days’ prior notice to us.
The 2026 Offering was made pursuant to our shelf registration statement on Form S-3 (File No. 333-279692), as amended, which was most recently declared effective on April 8, 2025, a related base prospectus dated April 8, 2025, and a free writing prospectus and prospectus supplement each dated February 2, 2026.
2024 At-the-Market (ATM) Agreement
On August 13, 2024, we entered into a Controlled Equity OfferingSM Sales Agreement (2024 ATM Agreement) with Cantor Fitzgerald & Co. and RBC Capital Markets, LLC (each, an ATM Agent, and together, the ATM Agents) pursuant to which we, from time to time, may offer and sell shares (2024 ATM Shares) of our Common Stock, through or to the ATM Agents having an aggregate sales price of up to $250.0 million.
Subject to the terms and conditions of the 2024 ATM Agreement, each ATM Agent is required to use its commercially reasonable efforts to sell the ATM Shares from time to time, based upon our instructions. We have provided the ATM Agents with customary indemnification rights, and the ATM Agents will be entitled to a commission of up to 3.0% of the gross proceeds from each sale of the ATM Shares effectuated through or to the applicable ATM Agent selling the ATM Shares.
Sales of the 2024 ATM Shares under the 2024 ATM Agreement may be made in transactions that are deemed to be “at the market offerings” as defined in Rule 415 under the Securities Act of 1933, as amended. We have no obligation to sell any of the 2024 ATM Shares and may at any time suspend offers under the 2024 ATM Agreement or terminate the 2024 ATM Agreement.
Any Common Stock sold under the 2024 ATM Agreement will be issued and sold pursuant to our shelf registration statement on Form S-3 (File No. 333-279692) (the May 2024 Registration Statement), which initially became effective on May 24, 2024 and which was subsequently amended on March 26, 2025 and April 4, 2025, with Post-Effective Amendment #3 being declared effective by the SEC on April 8, 2025. On August 13, 2024, we initially filed a prospectus supplement to the May 2024 Registration Statement with the SEC in connection with the offer and sale of up to $250.0 million of the 2024 ATM Shares pursuant to the 2024 ATM Agreement. We re-filed the ATM prospectus supplement with each of the post-effective amendments to the May 2024 Registration Statement.
On February 18, 2025, we sold 3,379,377 shares of our Common Stock under the 2024 ATM Agreement at an average price of approximately $3.02 per share of Common Stock, resulting in gross proceeds of approximately $10.2 million.
Critical Accounting Policies and Estimates
Management’s discussion and analysis of our financial condition and results of operations are based upon our condensed consolidated financial statements, which have been prepared in accordance with generally accepted accounting principles in the United States. The preparation of these condensed consolidated financial statements requires management to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent liabilities. On an ongoing basis, management evaluates critical accounting estimates and judgments. Management bases its estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. The accounting policies and related risks described in Part II, Item 7 and Note 2, Summary of Significant Accounting Policies, to the consolidated financial statements included in Part II, Item 8 of the 2025 Form 10-K are those that depend most heavily on these judgments and estimates.
As of March 31, 2026, there have been no material changes to any of the critical accounting policies and estimates contained therein.
Results of Operations
The following table sets forth our results of operations for the periods presented (in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, |
|
|
|
|
|
|
2026 |
|
|
2025 |
|
|
Change |
|
|
|
|
|
|
|
|
|
|
|
Grant revenue |
|
$ |
76 |
|
|
$ |
342 |
|
|
$ |
(266 |
) |
|
|
|
|
|
|
|
|
|
|
Operating expenses: |
|
|
|
|
|
|
|
|
|
Research and development expenses |
|
|
21,372 |
|
|
|
14,332 |
|
|
|
7,040 |
|
General and administrative expenses |
|
|
6,985 |
|
|
|
7,842 |
|
|
|
(857 |
) |
Total operating expenses |
|
|
28,357 |
|
|
|
22,174 |
|
|
|
6,183 |
|
|
|
|
|
|
|
|
|
|
|
Operating loss |
|
$ |
(28,281 |
) |
|
$ |
(21,832 |
) |
|
$ |
(6,449 |
) |
Grant Revenue
Grant revenue for all periods presented relates to our work for the National Institutes of Health. Our alpha-therapy business is in the clinical stage and, therefore, none of our revenues reflect sales of any of our alpha-therapy candidates, which are still under development.
Operating Expenses
Research and Development
Research and development expenses were $21.4 million for the three months ended March 31, 2026, compared to $14.3 million for the three months ended March 31, 2025, an increase of $7.0 million. The increase in research and development expenses was primarily related to higher personnel costs, including share-based compensation, due to additional headcount to support our ongoing clinical trials, as well as increased spending on contract development and manufacturing organizations, clinical site activities, drug programs and delivery, pipeline studies and consulting.
Management believes that research and development expenses will continue to increase as we continue to invest in the development of novel radiopharmaceutical drugs and program candidates and expand our manufacturing capabilities. We are investing in equipment and modifications for the three buildings we acquired in 2024 located in the Houston, TX, Chicago, IL, and Los Angeles, CA, metropolitan areas. Upon completion, we intend to use the buildings to manufacture our program candidates.
We are also actively strengthening our current manufacturing capabilities to support the clinical supply of radiopharmaceuticals through the expansion of clinical production lines at our locations in Coralville, IA, and Somerset, NJ. In Coralville, we built a second production suite that became operational in 2025. The Somerset facility, with its three manufacturing suites that can meet CGMP requirements, is expected to have the capacity to meet future clinical trial and commercial demands at major cancer treatment centers throughout the Northeastern U.S. An existing production suite in Somerset is being upgraded to support Phase 3 activities, with installation targeted for completion by mid-2026. A fourth production suite has also been installed and completed, and we expect it to be operational in 2026.
Management believes that the cost of certain raw materials used in the production of our novel radiopharmaceutical drugs and program candidates may increase in the coming years, including as a result of increased demand for materials required for the production of radiopharmaceuticals. We are also currently evaluating how potential U.S. and international trade policies, including tariffs, might impact our costs for supplies, equipment and materials used in the development and production of our TAT drug program candidates. We currently source much of the raw materials that are used to produce our program candidates in the U.S. Some equipment and other materials that will be used at our manufacturing sites is sourced from outside the U.S. Based on our analysis of recently announced tariffs, we do not expect to experience any material incremental tariff-related cost impacts in 2026. We will continue to monitor policy developments related to tariffs and the implementation dates of new tariffs, as well as potential opportunities to source materials and equipment from alternative suppliers, as we continue to evaluate the potential impacts of tariffs.
General and Administrative
General and administrative expenses consist primarily of the costs related to our executive, finance, human resources and information technology functions.
General and administrative expenses were $7.0 million for the three months ended March 31, 2026, compared to $7.8 million for the three months ended March 31, 2025, a decrease of $0.9 million. The decrease in general and administrative expenses was primarily due to decreased fees for professional and consulting services and fees related to operating as a public company, partially offset by increased personnel costs.
Liquidity and Capital Resources
We assess our liquidity in terms of our ability to generate cash to fund our operating, investing and financing activities. We have historically financed our operations primarily through selling equity to investors. The following table summarizes our cash flows for the periods presented (in thousands):
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Three Months Ended March 31, |
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2026 |
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2025 |
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Change |
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Net cash used in operating activities |
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$ |
(31,468 |
) |
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$ |
(21,582 |
) |
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$ |
(9,886 |
) |
Net cash used in investing activities |
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(109,553 |
) |
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(5,565 |
) |
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(103,988 |
) |
Net cash provided by financing activities |
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164,364 |
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9,973 |
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154,391 |
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Net increase (decrease) in cash and cash equivalents |
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$ |
23,343 |
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$ |
(17,174 |
) |
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$ |
40,517 |
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Operating Activities: The increase of $9.9 million in net cash used in operating activities for the three months ended March 31, 2026, compared to the same period in 2025 was primarily due to an increase of $8.0 million in net loss and $3.1 million due to changes in operating assets and liabilities, partially offset by an increase of $1.3 million in non-cash activities.
Investing Activities: The increase of $104.0 million in net cash used in investing activities for the three months ended March 31, 2026, as compared to the same period in 2025 was primarily due to an increase of $127.7 million in purchases of short-term investments and a $2.2 million increase in additions to property and equipment, partially offset by an increase of $25.9 million in maturities of short-term investments.
Financing Activities: Net cash provided by financing activities of $164.4 million and $10.0 million for the three months ended March 31, 2026 and 2025, respectively, were primarily related to the proceeds received from the sale of Common Stock and pre-funded warrants pursuant to the 2026 Offering (defined below) and the 2024 ATM Agreement (defined below), respectively.
For additional information regarding the cash we raised, see Sources of Liquidity below.
Sources of Liquidity
2026 Registered Offering
On February 2, 2026, we entered into an underwriting agreement with Piper Sandler & Co. and UBS Securities LLC, as representatives of the underwriters named therein, in connection with our previously announced underwritten offering (2026 Offering) of 39,576,088 shares (2026 Offering Shares) of our Common Stock, and, in lieu of 2026 Offering Shares to certain investors, pre-funded warrants (2026 Pre-funded Warrants) to purchase 6,598,046 shares of Common Stock. The price to the investors for the 2026 Offering Shares was $3.79 per 2026 Offering Share, and the price to the investors for the 2026 Pre-funded Warrants was $3.789 per 2026 Pre-funded Warrant, which represents the per share price for the 2026 Offering Shares less the $0.001 per share exercise price for each such 2026 Pre-funded Warrant. The 2026 Offering closed on February 3, 2026.
Our gross proceeds from the 2026 Offering were approximately $175.0 million, before underwriting discounts and commissions and other offering-related expenses.
The exercise price and the number of shares of Common Stock issuable upon exercise of each 2026 Pre-funded Warrant are subject to appropriate adjustment in the event of certain stock dividends and distributions, stock splits, stock combinations, reclassifications or similar events affecting the Common Stock as well as upon any distribution of assets, including cash, stock or other property, to our stockholders. The 2026 Pre-funded Warrants will not expire and are exercisable in cash or by means of a cashless exercise. A holder of the 2026 Pre-funded Warrants may not exercise such 2026 Pre-funded Warrants if the aggregate number of shares of Common Stock beneficially owned by such holder, together with its affiliates, would be more than 4.99% or 9.99%, as elected by such holder, of the issued and outstanding shares of Common Stock following such exercise, as such percentage ownership is determined in accordance with the terms of the 2026 Pre-funded Warrants. A holder of the 2026 Pre-funded Warrants may increase or decrease this percentage not in excess of 19.99% by providing at least 61 days’ prior notice to us.
The 2026 Offering was made pursuant to our shelf registration statement on Form S-3 (File No. 333-279692), as amended, which was most recently declared effective on April 8, 2025, a related base prospectus dated April 8, 2025, and a free writing prospectus and prospectus supplement each dated February 2, 2026.
2024 At-the-Market (ATM) Agreement
On August 13, 2024, we entered into a Controlled Equity OfferingSM Sales Agreement (2024 ATM Agreement) with Cantor Fitzgerald & Co. and RBC Capital Markets, LLC (each, an ATM Agent, and together, the ATM Agents) pursuant to which we, from time to time, may offer and sell shares (2024 ATM Shares) of our Common Stock, through or to the ATM Agents having an aggregate sales price of up to $250.0 million.
Subject to the terms and conditions of the 2024 ATM Agreement, each ATM Agent is required to use its commercially reasonable efforts to sell the ATM Shares from time to time, based upon our instructions. We have provided the ATM Agents with customary indemnification rights, and the ATM Agents will be entitled to a commission of up to 3.0% of the gross proceeds from each sale of the ATM Shares effectuated through or to the applicable ATM Agent selling the ATM Shares.
Sales of the 2024 ATM Shares under the 2024 ATM Agreement may be made in transactions that are deemed to be “at the market offerings” as defined in Rule 415 under the Securities Act of 1933, as amended. We have no obligation to sell any of the 2024 ATM Shares and may at any time suspend offers under the 2024 ATM Agreement or terminate the 2024 ATM Agreement.
Any Common Stock sold under the 2024 ATM Agreement will be issued and sold pursuant to our shelf registration statement on Form S-3 (File No. 333-279692) (the May 2024 Registration Statement), which initially became effective upon filing with the SEC on May 24, 2024 and which was subsequently amended on March 26, 2025 and April 4, 2025, with Post-Effective Amendment #3 being declared effective by the SEC on April 8, 2025. On August 13, 2024, we initially filed a prospectus supplement to the May 2024 Registration Statement with the SEC in connection with the offer and sale of up to $250.0 million of the 2024 ATM Shares pursuant to the 2024 ATM Agreement. We re-filed the ATM prospectus supplement with each of the post-effective amendments to the May 2024 Registration Statement.
On February 18, 2025, we sold 3,379,377 shares of our Common Stock under the 2024 ATM Agreement at an average price of approximately $3.02 per share of Common Stock, resulting in gross proceeds of approximately $10.2 million.
Funding Requirements
We expect our expenses to increase in connection with our ongoing activities, particularly as we advance and expand preclinical activities, clinical trials, manufacturing activities and potential commercialization of our product candidates. Our costs are also expected to increase as we:
•continue the development of our clinical-stage assets, including VMT-α-NET, VMT01 and PSV359;
•continue the development of our other product candidates and other discovery programs, including PSV594;
•continue to initiate and progress other supporting studies required for regulatory approval of our product candidates;
•initiate preclinical studies and clinical trials for any additional indications for our current product candidates and any future product candidates and other programs that we may pursue;
•continue to build our portfolio of product candidates through the acquisition or in-license of additional product candidates or technologies;
•continue to develop, maintain, expand and protect our intellectual property portfolio;
•pursue regulatory approvals for our current and future product candidates that successfully complete clinical trials;
•continue to build our manufacturing capabilities, including potential expansion of our manufacturing footprint;
•support the development of marketing and distribution infrastructure to commercialize any future product candidates for which we may obtain marketing approval; and
•hire additional clinical, medical, development and other personnel.
At March 31, 2026, we had cash, cash equivalents and short-term investments of $270.9 million. We believe our cash, cash equivalents and short-term investments will be sufficient to fund our current planned clinical milestones and operational investments into late 2027. Management anticipates a significant increase in expenses, particularly in research and development, as it works to implement its strategy to advance our clinical assets in their clinical trials, expand our manufacturing capabilities and progress our preclinical assets towards clinical trials.
We expect we will need to raise additional capital until we are profitable, which may never occur. If no additional capital is raised through either additional public or private equity financings, debt financings, strategic relationships, alliances and licensing agreements, or a combination thereof, we may delay, limit or reduce discretionary spending in areas related to research and development activities and other general and administrative expenses in order to fund our operating costs and working capital needs.
We have based these estimates on assumptions that may prove to be wrong, and we could utilize our available capital resources sooner than we expect. We expect that we will require additional capital to pursue in-licenses or acquisitions of other product candidates. If we receive regulatory approvals for our product candidates, we expect to incur commercialization expenses related to program manufacturing, sales, marketing and distribution, depending on where we choose to commercialize or whether we commercialize jointly or on our own.
Because of the numerous risks and uncertainties associated with research, development and commercialization of our product candidates, we are unable to estimate the exact amount of our working capital requirements. Our future funding requirements will depend on and could increase significantly as a result of many factors, including:
•the scope, progress, results and costs of researching and developing our product candidates, and conducting preclinical studies and clinical trials;
•the costs, timing and outcome of regulatory review of our product candidates;
•the costs and timing of hiring new employees to support our continued growth;
•the costs of preparing, filing and prosecuting patent applications, maintaining and enforcing our intellectual property rights and defending intellectual property-related claims;
•the extent to which we acquire or in-license other product candidates and technologies;
•the potential impact of U.S. and international trade policies, including tariffs, on our costs for supplies, equipment and materials used in the development and production of our TAT drug product candidates;
•the potential impact of disruptions at the FDA, including due to a lapse in appropriations and/or decreased funding for the FDA, on our business; and
•our ability to generate cash and successfully obtain additional working capital, to fund our operating, investing and financing activities.
Until such time, if ever, that we can generate program revenue sufficient to achieve profitability, we expect to finance our cash needs through a combination of public and private equity offerings, debt financings, other third-party funding, strategic alliances, licensing arrangements or marketing and distribution arrangements. To the extent that we raise additional capital through the sale of equity or convertible debt securities, the ownership interest of our existing stockholders will be diluted, and the terms of these securities may include liquidation or other preferences that adversely affect the rights of our existing stockholders. Debt financing and preferred equity financing, if available, may involve agreements that include covenants limiting or restricting our ability to take specific actions, such as incurring additional debt, making capital expenditures or declaring dividends. If we raise additional funds through other third-party funding, strategic alliances, licensing arrangements, outright sales of product candidates or marketing and distribution arrangements, we may have to relinquish valuable rights to our technologies, future revenue streams, research programs or product candidates or grant licenses on terms that may not be favorable to us. If we are unable to raise additional funds through equity or debt financings when needed, we will be required to delay, limit, reduce or terminate our program development or future commercialization efforts or grant rights to develop and market programs or product candidates that we would otherwise prefer to develop and market ourselves.
Capital expenditures
Management regularly reviews our research and development and general and administrative functions to evaluate the most efficient deployment of capital to ensure that the appropriate materials, systems and personnel are available to support clinical trials, preclinical activities and drug product candidate supply.
Financing activities
When we do require capital in the future, we expect to finance our cash needs through sales of equity, possible strategic collaborations, debt financing or through other sources that may be dilutive to existing stockholders. Management anticipates that if it raises additional financing that it will be at a discount to the market price and it will be dilutive to stockholders.
Other Commitments and Contingencies
We presented our other commitments and contingencies in the 2025 Form 10-K. There have been no material changes outside of the ordinary course of business in those obligations during the three months ended March 31, 2026, other than those disclosed in Note 10, Commitments and Contingencies, to the condensed consolidated financial statements in this Form 10-Q.
Off-Balance Sheet Arrangements
We have no off-balance sheet arrangements.
ITEM 3 – QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
We are a smaller reporting company, as defined by Rule 12b-2 under the Securities Exchange Act of 1934, as amended (the Exchange Act), and are not required to provide the information required under this item.
ITEM 4 – CONTROLS AND PROCEDURES
Evaluation of Disclosure Controls and Procedures
Under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, we conducted an evaluation of the design and operation of our disclosure controls and procedures, as such term is defined under Rules 13a-15(e) and 15d-15(e) under the Exchange Act, as of March 31, 2026. Based on that evaluation, our principal executive officer and our principal financial officer concluded that the design and operation of our disclosure controls and procedures were effective. The design of any system of controls is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions, regardless of how remote. However, management believes that our system of disclosure controls and procedures are designed to provide a reasonable level of assurance that the objectives of the system will be met.
Changes in Internal Control over Financial Reporting
There have not been any changes in our internal control over financial reporting, as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act, during the most recent fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
PART II - OTHER INFORMATION
ITEM 1 – LEGAL PROCEEDINGS
From time to time, we may be a party to legal proceedings or subject to claims arising in the ordinary course of business. We are not currently a party to any material legal proceedings, and we are not aware of any pending or threatened legal proceedings against us that we believe could have a material adverse effect on our business, operating results or financial condition.
ITEM 1A – RISK FACTORS
In the ordinary course of business, we are exposed to a variety of risks, any of which have affected or could materially adversely affect our business, financial condition, and results of operations. The market price of our securities could decline, possibly significantly or permanently, if one or more of these risks and uncertainties occur. Before you make a decision to buy our securities, in addition to the risks and uncertainties discussed above under “Cautionary Statement Regarding Forward-Looking Statements,” you should carefully consider the specific risk factors set forth in the “Risk Factors” section in the 2025 Form 10-K. We may also face other risks and uncertainties that are not presently known, are not currently believed to be material, or are not yet identified because they are common to all businesses. There have been no material changes to the risk factors disclosed in Part I, Item 1A of the 2025 Form 10-K.
ITEM 2 – UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
None.
ITEM 3 – DEFAULTS UPON SENIOR SECURITIES
None.
ITEM 4 - MINE SAFETY DISCLOSURES
Not applicable.
ITEM 5 – OTHER INFORMATION
Rule 10b5-1 Trading Arrangements
During the three months ended March 31, 2026, none of our directors or executive officers adopted, modified or terminated any “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408 of Regulation S-K.
ITEM 6 – EXHIBITS
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Exhibits: |
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3.1 |
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Amended and Restated Certificate of Incorporation of Perspective Therapeutics, Inc. as of February 14, 2023, incorporated by reference to Exhibit 3.1 of the Form 8-K filed on February 16, 2023. |
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3.2 |
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Certificate of Amendment to the Amended and Restated Certificate of Incorporation of Perspective Therapeutics, Inc., effective June 14, 2024, incorporated by reference to Exhibit 3.1 of the Form 8-K filed on June 14, 2024. |
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3.3 |
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Amended and Restated Bylaws of Perspective Therapeutics, Inc. as of February 14, 2023, incorporated by reference to Exhibit 3.2 of the Form 8-K filed on February 16, 2023. |
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4.1 |
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Form of Pre-Funded Warrant, incorporated by reference to Exhibit 4.1 of the Form 8-K filed on February 3, 2026. |
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31.1* |
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Certification of Principal Executive Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
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31.2* |
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Certification of Principal Financial Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
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32** |
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Certification of Principal Executive Officer and Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. |
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101.INS* |
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Inline XBRL Instance Document. |
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101.SCH* |
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Inline XBRL Taxonomy Extension Schema with Embedded Linkbase Documents. |
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104 |
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Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101). |
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* |
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Filed herewith |
** |
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Furnished herewith |
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Denotes management contract or compensatory plan or arrangement |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
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Dated: May 11, 2026 |
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PERSPECTIVE THERAPEUTICS, INC., a Delaware corporation |
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/s/ Johan (Thijs) Spoor |
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Johan (Thijs) Spoor |
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Chief Executive Officer (Principal Executive Officer) |
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/s/ Joel Sendek |
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Joel Sendek |
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Chief Financial Officer (Principal Financial Officer) |