v3.26.1
Income Taxes
12 Months Ended
Jun. 30, 2026
Income Taxes  
Income Taxes

19.    Income Taxes

For financial reporting purposes, the net pre-tax book loss was incurred entirely in the United States.

There was no provision for current federal or state taxes for either of the fiscal years ended June 30, 2026 and June 30, 2025 as a result of taxable losses incurred in these jurisdictions. The components of the provision (benefit) for income taxes consist of the following (in thousands):

For the Years Ended

June 30, 

 

2026

 

2025

Current – Federal and state

$

$

Deferred – Federal

  ​ ​ ​

(5,986)

  ​ ​ ​

(7,946)

Deferred – State

 

(384)

 

(596)

Total

 

(6,370)

 

(8,542)

Change in valuation allowance

 

6,370

 

8,542

Income tax expense

$

$

There were no payments made in relation to income taxes for the fiscal years ended June 30, 2026 and June 30, 2025.

The Company has deferred income taxes due to income tax credits, net operating loss (“NOL”) carryforwards, and the effect of temporary differences between the carrying values of certain assets and liabilities for financial reporting and income tax purposes.

The components of the Company’s deferred tax assets and liabilities are as follows (in thousands):

  ​ ​ ​

As of June 30, 

  ​ ​ ​

2026

2025

Deferred tax assets (liabilities):

Net operating loss

$

63,827

$

56,052

Share-based compensation

 

582

 

903

Capitalized research and development costs

2,148

5,144

Research and development tax credits

 

1,764

 

1,764

Investment in equity security

476

492

Property, plant and equipment

(815)

(866)

Intangible assets

 

937

 

(290)

Operating and finance lease liabilities

594

767

Operating and finance lease ROU assets

(450)

(593)

Accounts receivable

18

Accrued expenses

 

676

 

14

Contribution carryforward

5

5

Valuation allowance

 

(69,762)

 

(63,392)

Total

$

$

The Company has a valuation allowance against the full amount of its net deferred tax assets due to the uncertainty of realization of the deferred tax assets due to the operating loss history of the Company. The Company currently provides a valuation allowance against deferred taxes when it is more likely than not that some portion, or all of its deferred tax assets will not be realized. The valuation allowance could be reduced or eliminated based on future earnings and future estimates of taxable income. With a full valuation allowance, any change in the deferred tax asset or liability is fully offset by a corresponding change in the valuation allowance. At June 30, 2026 and 2025, the Company provided a valuation allowance on its net deferred tax assets of $69,762,000 and $63,392,000, respectively.

Federal NOLs of approximately $5.5 million were used by the Company’s former parent company, Integrated BioPharma, Inc., (“Former Parent”) prior to June 30, 2008 and are not available to the Company. The Former Parent allocated the use

of the Federal NOLs available for use on its consolidated Federal tax return on a pro rata basis based on all of the available net operating losses from all the entities included in its control group.

U.S. federal NOLs of approximately $278.5 million are available to the Company as of June 30, 2026, of which $64 million will expire at various dates through 2039 and $214.5 million with no expiration date. The Company has a research and development credit carryforward of approximately $1.76 million at June 30, 2026. In addition, the Company has NOL carry forwards from various states of approximately $88.6 million which expire from 2029 through 2045.

The Company’s NOL carryforwards could be limited following a change in ownership (as defined by Section 382 of the Internal Revenue Code of 1986, as amended (“Section 382”)) of greater than 50% within a rolling three-year period. If it is determined that prior equity transactions limit the Company's NOL carryforwards, the annual limitation will be determined by multiplying the market value of the Company on the date of the ownership change by the federal long-term tax-exempt rate. Any amount exceeding the annual limitation may be carried forward to future years for the balance of the NOL carryforward period. The Company has not, as of yet, conducted a study to determine if any such changes have occurred that could limit its ability to utilize the NOL carryforward. Given the full valuation allowance, any ownership change and potential Section 382 limitation would not have a material impact on the financial statements.

A reconciliation of the effective tax rate on loss from operations and the US federal statutory rate is presented below for the fiscal year ended June 30, 2026 (in thousands):

  ​ ​ ​

Year Ended

June 30, 2026

Statutory federal income tax rate

 

$

(6,939)

21.0

%

State taxes, net of federal benefit

 

(1,043)

3.2

%

Permanent differences:

Incentive stock option

95

(0.3)

%

Entertainment

1

%

Expiration and forfeiture of stock options and restricted stock units

522

(1.6)

%

Change in effective rate of state taxes

977

(3.0)

%

True ups and other

17

%

Change in valuation allowance

 

6,370

(19.3)

%

Effective income tax rate

 

$

%

The rate reconciliation above has been adjusted to be presented in compliance with the guidance under ASU 2023-09. The Company has adopted this guidance on a prospective basis.

As previously disclosed for the year ended June 30, 2025, prior to the adoption of ASU 2023-09, the following is a reconciliation of the Company’s income tax rate computed using the federal statutory rate to its actual income tax rate.

Year ended

  ​ ​ ​

June 30, 2025

Statutory federal income tax rate

 

21

%  

State taxes, net of federal benefit

 

3

%  

Expiration and forfeiture of stock options

(3)

%  

Change in effective rate of state taxes

25

%  

Change in valuation allowance

 

(46)

%  

Effective income tax rate

 

%  

The Company has not been audited in connection with income taxes. iBio files federal and state income tax returns subject to varying statutes of limitations. The 2022 through 2025 tax returns generally remain open to examination by federal authorities and by state tax authorities.

The Company believes it is not subject to any tax audit risk beyond those periods. The Company’s policy is to recognize interest and penalties accrued on any unrecognized tax benefits as a component of income tax expense. The Company does

not have any accrued interest or penalties associated with any unrecognized tax benefits, nor was any interest expense incurred during the fiscal years ended June 30, 2026 and 2025.

The Inflation Reduction Act of 2022 includes a stock buyback excise tax of 1% on share repurchases, which applies to net stock buybacks after December 31, 2022. The Company does not expect this to have a material impact if and when share repurchases occur.