12. Commitments and contingencies

Legal proceedings

The Company was not subject to any material legal proceedings during the three months ended March 31, 2026 and 2025, and the Company is not aware of any material legal proceedings that are currently pending or threatened.

Royalty transfer agreement

On August 27, 2020, concurrent with entering into the Series Seed Agreement, the Company entered into a royalty transfer agreement (the "Royalty Transfer Agreement") with MPM Oncology Charitable Foundation, Inc. (the “MPM Charitable Foundation”), an affiliate of a stockholder holding more than 5% of the total outstanding stock of the Company, and the UBS Optimus Foundation (“UBS" and together with MPM Charitable Foundation, the “Charitable Foundations”). Pursuant to the Royalty Transfer Agreement, the Company will pay 0.5% of annual global net sales to each of the Charitable Foundations, for a total of 1.0% of net sales, subject to customary reductions, for products that incorporate or utilize intellectual property that was discovered or developed by the Company prior to an initial public offering. The Company's payment obligations for each product will continue on a country-by-country basis upon the later of the twelfth anniversary of the first commercial sale of such product in such country or the expiration of the last to expire of certain patents owned or controlled by the Company covering such products in such country.

The Company’s payment obligations to MPM Charitable Foundation will terminate immediately upon authorization of the MPM Charitable Foundation's board of directors (or similar body) or upon the winding up or dissolution of MPM Charitable Foundation. The Company’s payment obligations to UBS will terminate immediately upon the winding up of Oncology Impact Fund 2, L.P., a Cayman Islands exempt limited partnership which is affiliated with MPM Charitable Foundation.

The Company will record a liability when the associated net sales are generated.