Note 15. Subsequent event

July 2026 underwritten offering

In July 2026, the Company completed the sale and issuance of 36,142,857 shares of its common stock, including the exercise in full by the underwriters of their option to purchase 4,714,285 shares of its common stock, at a price to the public of $17.50 per share. The aggregate net proceeds from the July 2026 Offering were $593.5 million, net of underwriting discounts and commissions and estimated offering costs of $38.9 million.

2026 Employment Inducement Incentive Award Plan

Effective August 10, 2026, the Board approved the adoption of the Company’s 2026 Employment Inducement Incentive Award Plan (the Inducement Plan) and reserved 6,200,000 shares of the Company's common stock for issuance pursuant to equity awards granted under the Inducement Plan. The Inducement Plan was adopted without stockholder approval pursuant to Nasdaq Listing Rule 5635(c)(4) and the related guidance under Nasdaq IM 5635-1 (the Inducement Award Rules). The Inducement Plan provides for the grant of equity-based awards, including nonstatutory stock options, restricted stock units, restricted stock, stock appreciation rights, performance shares, and performance stock units, and its terms are substantially similar to the 2021 Plan, but with such other terms and conditions intended to comply with the Nasdaq inducement award exception or to comply with the Nasdaq acquisition and merger exception.

In accordance with the Inducement Award Rules, awards under the Inducement Plan may only be made to individuals not previously employees or non-employee directors of the Company (or following such individuals’ bona fide period of non-employment with the Company), as an inducement material to the individuals’ entry into employment with the Company or being rehired following a bona fide period of interruption of employment by the Company, or, to the extent permitted by the Inducement Award Rules, in connection with a merger or acquisition.

Effective August 10, 2026, Charles S. Fuchs, M.D., M.P.H., was appointed President, Research & Development of the Company. In connection with his employment, the Company granted a stock option award to purchase 1,300,000 shares of the Company’s common stock at an exercise price of $18.12 per share. 1,278,520 of the stock options were granted under the Inducement Plan and the remaining options were granted under the 2021 Plan.