CAI — what changed in the latest 10-Q

Text added vs the prior filing · source: 10-Q · 2026-08-05

• Our Molecular Intelligence product portfolio consists of our MI Profile Platform, our whole exome sequencing (“WES”)/whole transcriptome sequencing (“WTS”) tissue-based molecular profiling solutions that have generated the majority of our revenue to date, our Caris Assure Platform, our WES/WTS blood…

• Our purpose-built, proprietary multi-omic profiling solutions capture and analyze molecular information from tissue and blood in a comprehensive manner. We believe this approach best positions us to provide actionable treatment pathways from targeted therapies to drive superior clinical outcomes for…

• through partnerships that aim to increase the probability of technical and regulatory success of their therapeutic pipelines.

• •Market acceptance and commercial success of our solutions. Our success and future growth will depend on maintaining and expanding market acceptance of our current and future molecular profiling solutions along with commercial success of these solutions across existing and new customers. Our clinica…

• commercial launch of Caris Assure for therapy selection in the first quarter of 2024. Realizing the potential of Caris Assure and Caris Detect across the cancer treatment continuum is a key component of our business strategy. The commercial success of our solutions will depend upon, among other thin…

Text removed vs the prior filing · source: 10-Q · 2026-05-08

• Our Molecular Intelligence product portfolio consists of our MI Profile Platform, our whole exome sequencing (“WES”)/whole transcriptome sequencing (“WTS”) tissue-based molecular profiling solutions that have generated the majority of our revenue to date, our Caris Assure Platform, our WES/WTS blood…

• •Market acceptance and commercial success of our solutions. Our success and future growth will depend on maintaining and expanding market acceptance of our current and future molecular profiling solutions along with commercial success of these solutions across existing and new customers. Our MI Prof…

• communities relating to such solutions; and receiving favorable exposure in peer-reviewed publications and from key opinion leaders (“KOLs”).

• Molecular profiling services revenue is generated from the provision of precision oncology solutions to ordering physicians utilizing MI Profile, MI Cancer Seek (NGS component of MI Profile), and Caris Assure. Revenue is recorded when performance obligations are satisfied, which is deemed to be when…

• Cost of molecular profiling services generally consists of cost of materials, direct labor (including bonus and stock-based compensation), equipment maintenance and depreciation expenses associated with processing cases

Text added vs the prior filing · source: 10-Q · 2026-08-05

• Our borrowings under the 2026 Term Loan also subject us to market risk associated with movements in interest rates associated with a forward-looking SOFR. We had $400.0 million in variable rate debt outstanding as of June 30, 2026. A hypothetical 100 basis point adverse movement in the interest rate…

Text removed vs the prior filing · source: 10-Q · 2026-05-08

• Our borrowings under the 2023 Term Loan Agreement also subject us to market risk associated with movements in interest rates associated with forward-looking three-month SOFR. We had $400.0 million in variable rate debt outstanding as of March 31, 2026. A hypothetical 100 basis point adverse movement…

• exchange rates. We will continue to reassess our approach to manage risk relating to fluctuations in currency rates as our international operations grow.

Text added vs the prior filing · source: 10-Q · 2026-08-05

• Our management, with the participation of our principal executive officer and principal financial officer, has evaluated the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended), as of the end of t…

• disclosure controls and procedures were not effective at the reasonable assurance level as of June 30, 2026 due to the previously reported material weakness in our internal control over financial reporting pertaining to a lack of sufficient qualified accounting resources, including those necessary t…

• Notwithstanding the material weakness in our internal control over financial reporting as of June 30, 2026, management believes that the condensed consolidated financial statements included in this Form 10-Q present fairly, in all material respects, our financial position, results of operations and …

• During the quarter ended June 30, 2026, we continued our remediation efforts in connection with the previously identified material weakness. These remediation steps are ongoing and include the following:

Text removed vs the prior filing · source: 10-Q · 2026-05-08

• Our management, with the participation of our principal executive officer and principal financial officer, has evaluated the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended), as of the end of t…

• Notwithstanding the material weakness in our internal control over financial reporting as of March 31, 2026, management believes that the condensed consolidated financial statements included in this Form 10-Q present fairly, in all material respects, our financial position, results of operations and…

• During the quarter ended March 31, 2026, we continued our remediation efforts in connection with the previously identified material weakness. These remediation steps are ongoing and include the following:

Text added vs the prior filing · source: 10-Q · 2026-08-05

• Termination of Amended and Restated Investors’ Rights Agreement

• Effective August 4, 2026, the Company entered into a Termination Agreement (the “Termination Agreement”) with certain of its shareholders, pursuant to which the Company’s Amended and Restated Investors’ Rights Agreement, dated as of April 1, 2025, by and among the Company and the investors party the…

• The Investors’ Rights Agreement is filed as Exhibit 4.3 to our Annual Report on Form 10-K for the year ended December 31, 2025.

• During the fiscal quarter ended June 30, 2026, none of our directors or officers (as defined in Rule 16a-1(f) under the Exchange Act) adopted or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408 of Regulation S-K.

Text removed vs the prior filing · source: 10-Q · 2026-05-08

• During the fiscal quarter ended March 31, 2026, none of our directors or officers (as defined in Rule 16a-1(f) under the Exchange Act) adopted or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408 of Regulation S-K.