NOTE 5  COMMITMENTS AND CONTINGENCIES

Litigation

Liabilities for loss contingencies arising from claims, assessments, litigation, fines, penalties and other sources are recorded when it is probable that a liability has been incurred and the amount can be reasonably estimated. From time to time, the Company may become involved in legal proceedings arising in the ordinary course of business. The Company was not subject to any material legal proceedings during the three and nine months ended September 30, 2026 and no material legal proceedings are currently pending or threatened.

Indemnification Agreements

In the ordinary course of business, the Company may provide indemnification of varying scope and terms to vendors, lessors, business partners and other parties with respect to certain matters including, but not limited to, losses arising from breach of such agreements or from intellectual property infringement claims made by third parties. In addition, the Company has entered into indemnification agreements with members of its board of directors that will require the Company, among other things, to indemnify them against certain liabilities that may arise by reason of their status or service as directors. The maximum potential amount of future payments the Company could be required to make under these indemnification agreements is, in many cases, unlimited. To date, the Company has not incurred any material costs as a result of such indemnifications. The Company is not aware of any claims under indemnification arrangements, and it has not accrued any liabilities related to such obligations in its financial statements as of September 30, 2026.

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In connection with the Sevasemten Sale, the Company agreed to provide the buyers with indemnification for specified matters under the related transaction agreements. As of September 30, 2026, the Company has not recognized contingent consideration subject to the indemnity arrangements in the gain on sale. The Company is continuing to evaluate potential resolution alternatives and will reassess the amount of consideration expected to be recoverable, the need for any liability recognition, and related disclosure requirements at each reporting date.

Commitments

The Company has committed to purchase federal transferable production tax credits. As of September 30, 2026, the Company has a remaining commitment of $40.0 million through January 2027. The Company’s commitments are contingent upon the satisfaction of certain legal and contractual conditions from the sellers, and the continued availability of the credits under federal tax laws. The Company expects to utilize these credits in the same quarter in

which they are purchased, offsetting federal income tax estimated payments and reducing income tax expense in the associated periods.