UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended ~~December~~March 31, ~~2025~~2026


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number: 001-38720

Twist Bioscience Corporation

(Exact Name of Registrant as Specified in its Charter)


Delaware			46-2058888
(State or other jurisdiction of			(I.R.S. Employer
incorporation or organization)			Identification No.)

681 Gateway Blvd, South San Francisco, CA 94080

(Address of principal executive offices and zip code)

(800) 719-0671

(Registrant’s telephone number, including area code)

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock

TWST

The Nasdaq Global Select Market

Indicate by check mark whether the Registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the Registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the Registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one):

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Large accelerated filer	☒	Accelerated filer	☐
Non-accelerated filer	☐	Smaller reporting company	☐
		Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS:

Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Section 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. Yes ☐ No ☐

APPLICABLE ONLY TO CORPORATE ISSUERS

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

The number of shares of the Registrant’s common stock outstanding as of ~~January~~April 2729, 2026, was 6162,~~311~~271,~~704~~314.

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TWIST BIOSCIENCE CORPORATION

QUARTERLY REPORT ON FORM 10-Q

FOR THE QUARTER ENDED ~~DECEMBER~~MARCH 31, ~~2025~~2026

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FORWARD-LOOKING STATEMENTS		2
PART I. FINANCIAL INFORMATION		4
Item 1.	Financial Statements (unaudited)	4
	Condensed Consolidated Balance Sheets (unaudited)	4
	Condensed Consolidated Statements of Operations and Comprehensive Loss (unaudited)	5
	Condensed Consolidated Statements of Stockholders’ Equity (unaudited)	6
	Condensed Consolidated Statements of Cash Flows (unaudited)	710
	Notes to Unaudited Condensed Consolidated Financial Statements	912
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	2327
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	2835
Item 4.	Controls and Procedures	2835
PART II. OTHER INFORMATION		2935
Item 1.	Legal Proceedings	2935
Item 1A.	Risk Factors	2936
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	2936
Item 3.	Defaults Upon Senior Securities	2936
Item 4.	Mine Safety Disclosures	2936
Item 5.	Other Information	2936
Item 6.	Exhibits	3037
Signatures		3138

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FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q for the quarter ended ~~December~~March 31, ~~2025~~2026 (“Form 10-Q”) contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the "Securities Act"), and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). These statements relate to, among other matters, future growth, expansion and other expectations regarding future operations plans and financial performance. Forward-looking statements are also identified by the words “believe,” “will,” “may,” “estimate,” “continue,” “anticipate,” “intend,” “should,” “plan,” “expect,” “predict,” “could,” “potentially” and variations of such words and similar expressions. You should not rely upon forward-looking statements as predictions of future events. Such statements are based on management’s expectations as of the date of this filing and involve many risks and uncertainties that could cause our actual results, events or circumstances to differ materially from those expressed or implied in our forward-looking statements. Forward -looking statements contained in this Form 10-Q include, but are not limited to, statements about:

•our ability to increase our revenue and our revenue growth rate;

•our ability to accurately estimate capital requirements and our needs for additional financing;

•our estimates of the size of our market opportunities;

•our ability to increase DNA production, reduce turnaround times and drive cost reductions for our customers;

•our ability to effectively manage our growth and maintain and improve operational efficiency, cost control, and gross margin as we scale;

•our ability to successfully enter new markets and manage our international expansion;

•our ability to comply with evolving international regulatory requirements, including those in the European Union and other key markets;

•our ability to develop and commercialize additional products in the ~~synthetic~~therapeutics, ~~biology~~diagnostics, ~~biologic~~industry ~~drug~~and applied, academic research and government, and global supply partners revenue industries, including our portfolio of Express products;

•our ability to leverage our investment in our manufacturing ~~facility in Wilsonville, Oregon~~infrastructure;

•our ability to protect our intellectual property, including our proprietary DNA synthesis platform;

•costs associated with defending intellectual property infringement and other claims;

•the effects of increased competition in our business;

•our ability to keep pace with rapid changes in technology and evolving competitive dynamics;

•our ability to integrate and leverage artificial intelligence and machine learning technologies to improve operational efficiency, product development, and customer solutions;

•our ability to successfully identify, evaluate and manage any future acquisitions of businesses, solutions or technologies;

•the success of our marketing efforts;

•a significant disruption in, or breach in security of our information technology systems and resultant interruptions in service and any related impact on our reputation;

•our ability to attract and retain qualified employees and key personnel;

•the effects of natural or man-made catastrophic events or public health emergencies;

•the effectiveness of our internal controls;

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•the effectiveness of our internal controls;

•changes in government regulation affecting our business;

•uncertainty as to economic and market conditions and the impact of adverse economic conditions; and

•other risk factors included under the section titled “Risk factors” contained in Part I, Item 1A of our Annual Report on Form 10-K filed with the SEC on November 17, 2025 (the "Annual Report on Form 10-K").

You should not rely upon forward-looking statements as predictions of future events. Such statements are based on management’s expectations as of the date of this filing and involve many risks and uncertainties that could cause our actual results, events or circumstances to differ materially from those expressed or implied in our forward-looking statements.

Readers are urged to carefully review and consider all of the information in this Form 10-Q and in other documents we file from time to time with the Securities and Exchange Commission (the "SEC"). We undertake no obligation to update any forward-looking statements made in this Form 10-Q to reflect events or circumstances after the date of this filing or to reflect new information or the occurrence of unanticipated events, except as required by law. We may not actually achieve the plans, intentions or expectations disclosed in our forward-looking statements. Our forward-looking statements do not reflect the potential impact of any future acquisitions, mergers, dispositions, joint ventures or investments we may make.

When we use the terms “Twist,” “Twist Bioscience,” the “Company,” “we,” “us” or “our” in this report, we are referring to Twist Bioscience Corporation and its consolidated subsidiaries unless the context requires otherwise. Sequence space and the Twist logo are trademarks of Twist Bioscience Corporation. All other company and product names may be trademarks of the respective companies with which they are associated.

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PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

Twist Bioscience Corporation

Condensed Consolidated Balance Sheets (unaudited)

(In thousands, except per share data)	~~December~~March 31,~~2025~~2026		September 30,2025
Assets
Current assets:
Cash and cash equivalents	$	~~148~~122,~~591~~670	$	183,049
Short-term investments	49,~~358~~001		49,385
Accounts receivable, net [1]	50,062		57,019
Accounts receivable, net[1]	64,153		57,019
Inventories	3233,~~924~~515		28,309
Prepaid expenses and other current assets [2]	22,947		15,204
Prepaid expenses and other current assets[1]	54,100		15,204
Total current assets	$	~~303~~323,~~882~~439	$	332,966
Property and equipment, net	~~105~~111,~~119~~226		102,283
Operating lease right-of-use assets	7270,~~266~~655		49,377
Investment in equity securities[3]	54,337		54,337
Investment in equity securities[1]	68,087		54,337
Goodwill	82,195		82,195
Intangible assets, net	1312,~~162~~996		13,425
Restricted cash, non-current	2,~~394~~182		2,376
Other non-current assets [4]	4,730		4,902
Other non-current assets[1]	5,434		4,902
Total assets	$	~~638~~676,~~085~~214	$	641,861
Liabilities and stockholders’ equity
Current liabilities:
Accounts payable	$	1214,~~493~~682	$	11,094
Accrued expenses	23,405		23,053
Accrued compensation	27,003		31,288
Accrued compensation	18,835		31,288
Current portion of operating lease liability	10,443		13,822
Current portion of operating lease liability	12,242		13,822
Accrued expenses and other current liabilities	67,848		35,202
Other current liabilities	13,466		12,149
Total current liabilities	$	119,976	$	91,406
Total current liabilities	$	80,441	$	91,406
Operating lease liability, net of current portion	85,398		61,750
Operating lease liability, net of current portion	85,808		61,750
Liability related to the sale of future revenue	15,000		15,000
Other non-current liabilities[5]	741		747
Other non-current liabilities[1]	746		747
Total liabilities	$	~~181~~221,~~990~~120	$	168,903
Commitments and contingencies (Note 10)
Commitments and contingencies (Note 11)
Stockholders’ equity
Common stock, $0.00001 par value —200,000 and 200,000 shares authorized at December 31, 2025 and September 30, 2025, respectively; 61,274 and 60,632 shares issued and outstanding at December 31, 2025 and September 30, 2025, respectively	$	—	$	—
Common stock, $0.00001 par value —200,000 and 200,000 shares authorized at March 31, 2026 and September 30, 2025, respectively; 62,154 and 60,632 shares issued and outstanding at March 31, 2026 and September 30, 2025, respectively	$	1	$	—
Additional paid-in capital	1,~~806~~849,~~751~~838		1,793,163
Accumulated other comprehensive loss	(~~571~~639)		(627)
Accumulated deficit	(1,~~350~~394,~~085~~106)		(1,319,578)
Total stockholders’ equity	$	~~456~~455,~~095~~094	$	472,958
Total liabilities and stockholders’ equity	$	~~638~~676,~~085~~214	$	641,861

[1] ~~Including~~Includes related ~~parties'~~party balances, ofsee ~~$1.3~~Note ~~million~~12 ~~and~~- ~~$1.3~~Related ~~million~~Party ~~as of December 31, 2025 and September 30, 2025, respectively~~Transactions.

[2] Including related party balances of $— million and $0.3 million as of December 31, 2025 and September 30, 2025, respectively.

[3] Including related party balances of $53.9 million and $53.9 million as of December 31, 2025 and September 30, 2025, respectively.

[4] Including related party balances of $1.8 million and $1.8 million as of December 31, 2025 and September 30, 2025, respectively.

[5] Including related party balances of $0.2 million and $0.2 million as of December 31, 2025 and September 30, 2025, respectively.

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

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Twist Bioscience Corporation

Condensed Consolidated Statements of Operations and Comprehensive Loss (unaudited)

	Three months ended December 31,
	Three months ended March 31,				Six months ended March 31,
(In thousands, except per share data)	~~2025~~2026		~~2024~~2025		2026		2025
Revenues [1]	$	103,698	$	88,713
Revenues[1]	$	110,715	$	92,793	$	214,413	$	181,506
Costs and expenses:
Cost of revenues	$	4953,~~726~~593	$	4546,~~873~~765	$	103,319	$	92,638
Research and development expenses	1719,~~130~~695		2123,~~307~~917		36,825		45,224
Selling, general and administrative expenses[2]	69,742		56,177
Selling, general and administrative expenses[1]	76,085		63,671		145,827		119,849
Total costs and expenses	$	136,598	$	123,357
Litigation settlement costs, net of recoveries	7,205		—		7,205		—
Loss from operations	$	(32,900)	$	(34,644)
Total costs and expenses	$	156,578	$	134,353	$	293,176	$	257,711
Interest income	2,175		3,240
Loss from operations	$	(45,863)	$	(41,560)	$	(78,763)	$	(76,205)
Other income (expense), net [3]	471		(93)
Interest income	1,710		2,801		3,885		6,041
Loss before income taxes	$	(30,254)	$	(31,497)
Other income (expense), net[1]	175		(394)		646		(487)
Income tax expense	(253)		(97)
Loss before income taxes	$	(43,978)	$	(39,153)	$	(74,232)	$	(70,651)
Net loss	$	(30,507)	$	(31,594)
Income tax expense	(43)		(175)		(296)		(271)
Other comprehensive loss:
Net loss	$	(44,021)	$	(39,328)	$	(74,528)	$	(70,922)
Change in unrealized gain (loss) on investments	$	18	$	(66)
Other comprehensive loss:
Foreign currency translation adjustment	38		(61)
Change in unrealized gain (loss) on investments	$	(85)	$	30	$	(67)	$	97
Comprehensive loss	$	(30,451)	$	(31,721)
Foreign currency translation adjustment	17		(25)		55		43
Net loss per share — basic and diluted	$	(0.50)	$	(0.53)
Comprehensive loss	$	(44,089)	$	(39,323)	$	(74,540)	$	(70,782)
Weighted average shares used in computing net loss per share — basic and diluted	61,080		59,162
Net loss per share — basic and diluted	$	(0.71)	$	(0.66)	$	(1.21)	$	(1.19)
Weighted average shares used in computing net loss per share — basic and diluted	61,702		59,649		61,387		59,403

[1] ~~Including~~Includes ~~revenues from~~ related ~~parties~~party ~~of $1.4 million and $4.0 million during the three months ended December 31~~balances, ~~2025~~see ~~and~~Note ~~December 31,~~12 ~~2024,~~- ~~respectively~~Related Party Transactions.

[2] Including variable sublease income from a related party of $0.2 million and $— million for the three months ended December 31, 2025 and December 31, 2024, respectively.

[3] Including sublease income from a related party of $0.5 million and $— million for the three months ended December 31, 2025 and December 31, 2024, respectively

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

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Twist Bioscience Corporation

Condensed Consolidated Statements of Stockholders’ Equity (unaudited)

	Three Months Ended December 31, 2025
	Three Months Ended March 31, 2026
	Commonstock			Additional paid-incapital		Accumulated Othercomprehensiveloss		Accumulateddeficit		Totalstockholders'equity
(In thousands)	Shares	Amount
Balances as of September 30, 2025	60,632	$	—	$	1,793,163	$	(627)	$	(1,319,578)	$	472,958
Vesting of restricted stock units	627	$	—	$	—	$	—	$	—	$	—
Exercise of stock options	15	—		300		—		—		300
Repurchases of common stock for income tax withholding	—	—		(2)		—		—		(2)
Stock-based compensation	—	—		13,290		—		—		13,290
Other comprehensive income	—	—		—		56		—		56
Net loss	—	—		—		—		(30,507)		(30,507)
Balances as of December 31, 2025	61,274	$	—	$	1,806,751	$	(571)	$	(1,350,085)	$	456,095
Issuance of common stock for investment in equity securities	201	$	—	$	10,000	$	—	$	—	$	10,000
Issuance of common stock in connection with asset acquisition	201	—		10,000		—		—		10,000
Vesting of restricted stock units	296	—		—		—		—		—
Exercise of stock options	78	—		1,789		—		—		1,789
Issuance of shares under the employee stock purchase plan	104	1		2,357		—		—		2,358
Repurchases of common stock for income tax withholding	—	—		(7)		—		—		(7)
Stock-based compensation	—	—		18,948		—		—		18,948
Other comprehensive loss	—	—		—		(68)		—		(68)
Net loss	—	—		—		—		(44,021)		(44,021)
Balances as of March 31, 2026	62,154	$	1	$	1,849,838	$	(639)	$	(1,394,106)	$	455,094

	Three Months Ended December 31, 2024
	Commonstock			Additional paid-incapital		Accumulated Othercomprehensiveincome		Accumulateddeficit		Totalstockholders'equity
(In thousands)	Shares	Amount
Balances as of September 30, 2024	58,877	$	—	$	1,715,119	$	(522)	$	(1,241,908)	$	472,689
Vesting of restricted stock units	536	$	—	$	—	$	—	$	—	$	—
Exercise of stock options	169	—		2,950		—		—		2,950
Repurchases of common stock for income tax withholding	—	—		(6)		—		—		(6)
Stock-based compensation	—	—		12,029		—		—		12,029
Other comprehensive loss	—	—		—		(127)		—		(127)
Net loss	—	—		—		—		(31,594)		(31,594)
Balances as of December 31, 2024	59,582	$	—	$	1,730,092	$	(649)	$	(1,273,502)	$	455,941

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

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	Three Months Ended March 31, 2025
	Common stock			Additional paid-in capital		Accumulated Other comprehensive loss		Accumulated deficit		Total stockholders' equity
(In thousands)	Shares	Amount
Balances as of December 31, 2024	59,582	$	—	$	1,730,092	$	(649)	$	(1,273,502)	$	455,941
Restricted common stock canceled	(137)	$	—	$	—	$	—	$	—	$	—
Vesting of restricted stock units	275	—		—		—		—		—
Exercise of stock options	72	—		771		—		—		771
Issuance of shares under the employee stock purchase plan	65	—		2,429		—		—		2,429
Repurchases of common stock for income tax withholding	—	—		(4)		—		—		(4)
Stock-based compensation	—	—		20,312		—		—		20,312
Other comprehensive loss	—	—		—		(13)		—		(13)
Net loss	—	—		—		—		(39,328)		(39,328)
Balances as of March 31, 2025	59,857	$	—	$	1,753,600	$	(662)	$	(1,312,830)	$	440,108

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

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Twist Bioscience Corporation

Condensed Consolidated Statements of Stockholders’ Equity (unaudited)


	Six Months Ended March 31, 2026
	Common stock			Additional paid-in capital		Accumulated Other comprehensive loss		Accumulated deficit		Total stockholders' equity
(In thousands)	Shares	Amount
Balances as of September 30, 2025	60,632	$	—	$	1,793,163	$	(627)	$	(1,319,578)	$	472,958
Issuance of common stock for investment in equity securities	201	$	—	$	10,000	$	—	$	—	$	10,000
Issuance of common stock in connection with asset acquisition	201	—		10,000		—		—		10,000
Vesting of restricted stock units	923	—		—		—		—		—
Exercise of stock options	93	—		2,089		—		—		2,089
Issuance of shares under the employee stock purchase plan	104	1		2,357		—		—		2,358
Repurchases of common stock for income tax withholding	—	—		(9)		—		—		(9)
Stock-based compensation	—	—		32,238		—		—		32,238
Other comprehensive loss	—	—		—		(12)		—		(12)
Net loss	—	—		—		—		(74,528)		(74,528)
Balances as of March 31, 2026	62,154	$	1	$	1,849,838	$	(639)	$	(1,394,106)	$	455,094

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	Six Months Ended March 31, 2025
	Common stock			Additional paid-in capital		Accumulated Other comprehensive loss		Accumulated deficit		Total stockholders' equity
(In thousands)	Shares	Amount
Balances as of September 30, 2024	58,877	$	—	$	1,715,119	$	(522)	$	(1,241,908)	$	472,689
Restricted common stock canceled	(137)	$	—	$	—	$	—	$	—	$	—
Vesting of restricted stock units	811	—		—		—		—		—
Exercise of stock options	241	—		3,722		—		—		3,722
Issuance of shares under the employee stock purchase plan	65	—		2,429		—		—		2,429
Repurchases of common stock for income tax withholding	—	—		(11)		—		—		(11)
Stock-based compensation	—	—		32,341		—		—		32,341
Other comprehensive loss	—	—		—		(140)		—		(140)
Net loss	—	—		—		—		(70,922)		(70,922)
Balances as of March 31, 2025	59,857	$	—	$	1,753,600	$	(662)	$	(1,312,830)	$	440,108

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

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Twist Bioscience Corporation

Condensed Consolidated Statements of Cash Flows (unaudited)

	Three months ended December 31,
	Six months ended March 31,
(in thousands)	~~2025~~2026		~~2024~~2025
Operating activities
Net loss	$	(3074,~~507~~528)	$	(3170,~~594~~922)
Adjustments to reconcile net loss to net cash used in operating activities
Depreciation and amortization	612,~~194~~608		612,~~380~~784
Stock-based compensation expense	1332,~~273~~209		1132,~~991~~319
Other non-cash adjustments[1]	(~~336~~834)		~~(20)~~811
Changes in assets and liabilities:
Accounts receivable, net [2]	6,826		(4,537)
Accounts receivable, net[1]	(7,412)		(15,259)
Inventories	(45,~~615~~205)		~~560~~3,217
Prepaid expenses and other current assets [3]	(7,735)		(249)
Prepaid expenses and other current assets[1]	(18,861)		884
Other non-current assets	~~225~~(416)		(~~356~~622)
Accounts payable	1,~~472~~541		56,~~711~~422
Accrued expenses	1,509		3,137
Accrued compensation	(4,268)		(8,658)
Accrued compensation	(12,436)		(11,850)
Accrued and other liabilities	22,793		4,610
Other liabilities	1,316		(601)
Net cash used in operating activities	$	(42,373)	$	(34,414)
Net cash used in operating activities	$	(24,814)	$	(21,428)
Investing activities
Purchases of property and equipment	$	(917,~~974~~861)	$	(26,~~268~~412)
Purchases of investments	(20,509)		(20,593)
Purchase of intangible asset	(100)		—
Proceeds from maturity of investments	20,550		21,325
Purchases of investments	(25,227)		(25,525)
Net cash used in investing activities	$	(9,933)	$	(1,536)
Proceeds from maturity of investments	25,550		28,975
Cash paid for asset acquisition	(5,000)		—
Cash paid for investment in equity securities	(1)		—
Net cash used in investing activities	$	(22,639)	$	(2,962)
Financing activities
Proceeds from exercise of stock options	$	~~300~~2,089	$	23,~~950~~722
Proceeds from the issuance of liability related to sale of future revenue	—		15,000
Repurchases of common stock for income tax withholding	(2)		(6)
Proceeds from issuance under employee stock purchase plan	2,357		2,429
Net cash provided by financing activities	$	298	$	17,944
Repurchases of common stock for income tax withholding	(10)		(11)
Effect of exchange rates on cash, cash equivalents and restricted cash	$	9	$	(53)
Net cash provided by financing activities	$	4,436	$	21,140
Net decrease in cash, cash equivalents, and restricted cash	(34,440)		(5,073)
Effect of exchange rates on cash, cash equivalents and restricted cash	$	3	$	51
Net decrease in cash, cash equivalents, and restricted cash	(60,573)		(16,185)
Cash, cash equivalents, and restricted cash at beginning of period	185,425		229,132
Cash, cash equivalents, and restricted cash at end of period	$	~~150~~124,~~985~~852	$	~~224~~212,~~059~~947
Supplemental disclosure of cash flow information
Income taxes paid, net of refunds	$	184	$	3
Non-cash investing and financing activities
Property and equipment additions included in accounts payable and accrued expenses	$	1,182	$	2,136
Operating lease right-of-use assets obtained in exchange for operating lease liabilities	$	24,773	$	—

~~[1] Including changes in a related party' balances of $0.1 million and $— million for the three months ended December 31, 2025 and December 31, 2024, respectively.~~10

[2] Including changes in the related parties' balances of $— million and $(0.2) million for the three months ended December 31, 2025 and December 31, 2024, respectively.

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[3] Including changes in a related party balances of $0.3 million and $— million for the three months ended December 31, 2025 and December 31, 2024, respectively.


Income taxes paid, net of refunds	$	658	$	16
Non-cash investing and financing activities
Property and equipment additions included in accounts payable and accrued expenses	$	5,540	$	1,329
Operating lease right-of-use assets obtained in exchange for operating lease liabilities	24,773		—
Issuance of common stock for investment in equity securities	10,000		—
Liability for issuance of common stock for investment in equity securities	3,750		—
Issuance of common stock in connection with asset acquisition	10,000		—
Liability for issuance of common stock in connection with asset acquisition	5,000		—

[1] Includes immaterial changes in a related party's balances.

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

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Twist Bioscience Corporation

Notes to Unaudited Condensed Consolidated Financial Statements

1. Organization and Description of Business

Twist Bioscience Corporation (the Company) was incorporated in the state of Delaware on February 4, 2013. The Company ~~is a leading, rapidly growing synthetic biology company that has developed a disruptive DNA synthesis platform to industrialize the engineering of biology. The Company~~’s fiscal year ends on September 30 .

The ~~core~~Company ofprovides customizable solutions across the biological continuum that enable scientific discovery and development across therapeutics, diagnostics, and other high-growth markets. The Company's proprietary silicon-based platform isdelivers precision, scale, and speed, supporting consistent, high-quality performance across a ~~proprietary~~broad ~~technology~~range ~~that~~of ~~pioneers~~applications. At the core of the Company's platform is a ~~new~~differentiated method of manufacturing synthetic DNA by “writing” DNA on a silicon chip. ~~The~~By ~~Company~~integrating ~~has combined our silicon-based DNA writing technology with~~ proprietary hardware, software, and scalable ~~commercial~~ infrastructure, ~~and~~including anits e-commerce platform, tothe ~~create~~Company anachieves ~~integrated technology platform that enables us to achieve~~ high levels of ~~quality,~~ precision, automation, and ~~manufacturing~~ throughput at a ~~significantly~~ lower cost ~~than~~relative ~~our~~to ~~competitors~~legacy methods. The Company has ~~applied~~extended ~~its~~this ~~unique~~platform ~~technology~~beyond toDNA ~~manufacture~~synthesis ato ~~broad~~offer ~~range~~an ofintegrated ~~synthetic~~portfolio ~~DNA-based~~that ~~products,~~includes ~~including~~ synthetic genes, ~~tools for~~ next -generation sequencing, or NGS, applications, sample preparation tools, ~~and~~ antibody libraries, ~~for~~and ~~drug~~biologics discovery ~~and development, all designed to enable its customers to conduct research more efficiently and effectively~~services. ~~The~~Leveraging ~~Company has leveraged~~ the same ~~technology~~platform, tothe ~~expand~~Company ~~its~~also ~~footprint~~manufactures ~~beyond DNA synthesis to manufacture~~ synthetic RNA, ~~as well as~~ express antibody proteins, ~~and~~performs ~~conduct~~characterization ~~many diverse~~ assays toand ~~characterization~~delivers ~~these~~data ~~proteins~~ to ~~disrupt~~customers and ~~innovate~~partners. ~~within~~The ~~larger~~Company's ~~market~~solutions ~~opportunities,~~support ina ~~addition~~wide torange ~~discovery~~of ~~partnerships~~applications, ~~for~~including ~~biologic~~traditional ~~drugs.~~and ~~The~~AI-enabled ~~Company~~therapeutics ~~has~~discovery, ~~further~~diagnostic ~~expanded~~development, ~~its~~industrial ~~offering~~and toapplied ~~deliver~~research, ~~data~~agricultural ~~from~~biotechnology, ~~the characterization of antibody proteins to our customers~~ and ~~partners~~academic research.

The Company has recognized annual losses from operations since inception and has an accumulated deficit of $1,~~350~~394.1 million as of ~~December~~March 31, ~~2025~~2026. For the three months ended ~~December~~March 31, 2026 and March 31, 2025, the Company reported net loss of $3044.50 million and $39.3 ~~The~~million, ~~Company~~respectively ~~incurred~~and ~~net~~$74.5 ~~losses~~million ofand $3170.69 million for the ~~same~~six ~~period~~months inended ~~2024~~March 31, 2026 and March 31, 2025, respectively.

As of ~~December~~March 31, ~~2025~~2026, the Company had cash and cash equivalents of $~~148~~122.67 million and short-term investments of $49.40 million. The Company expects that its current cash, cash equivalents, and short-term investments will be sufficient to fund its operations for a period of at least one year from the date the condensed consolidated financial statements are issued.

2. Summary of Significant Accounting Policies

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements were prepared in accordance with accounting principles generally accepted in the United States of America (GAAP) for interim financial information. Certain information and disclosures normally included in the consolidated financial statements prepared in accordance with GAAP have been condensed or omitted. Accordingly, these unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and the related notes included in the Annual Report on Form 10-K for the fiscal year ended September 30, 2025 (the Annual Report on Form 10-K) filed with the Securities and Exchange Commission on November 17, 2025. The condensed consolidated financial statements are unaudited and have been prepared on a basis consistent with that used to prepare the audited annual consolidated financial statements and include, in the opinion of management, all adjustments, consisting of normal and recurring items, necessary for the fair statement of the condensed consolidated financial statements. The condensed consolidated balance sheet at September 30, 2025 is derived from audited consolidated financial statements but does not include all disclosures required by GAAP. The operating results for the ~~three~~six months ended ~~December~~March 31, ~~2025~~2026 are not necessarily indicative of the results expected for the full year ending September 30, 2026 or any interim period. Beginning fiscal 2026, the Company updated its revenue disaggregation disclosures and recast the comparative figures in the disclosure to conform to the current-period presentation (see Note 3, Revenue). Beginning in the current period, the Company presents accrued expenses and other current liabilities on a combined basis in the condensed consolidated balance sheets, with the detailed components, including litigation accruals, disclosed in the accompanying footnotes; prior-period amounts have been reclassified to conform to the current presentation. The presentation of the condensed consolidated statement of cash flows has also been updated to conform to this revised classification, and prior‑period amounts have been reclassified to conform to the current presentation.

Use of Estimates

The presentation of unaudited condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities as of the date of the condensed consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. 12

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Principles of Consolidation

The Company’s unaudited condensed consolidated financial statements include its wholly owned subsidiaries. All intercompany balances and accounts are eliminated in consolidation. In determining whether the Company is the primary beneficiary of a variable interest entity, it considers whether it has both the power to direct activities of the entity that most significantly impact the entity’s economic performance and the obligation to absorb losses of, or the right to receive benefits from, the entity that could potentially be significant to that entity. The Company does not have the power, whether through contractual relationships or other factors, to direct the activities that most significantly impact the economic performance of any variable interest entity and therefore, is not the primary beneficiary of any variable interest entities.

Cash and Cash Equivalents and Restricted Cash

The following table provides a reconciliation of the Company’s cash and cash equivalents and non-current portion of restricted cash reported within the unaudited condensed consolidated balance sheets that sum to the total cash, cash equivalents and restricted cash shown in the Company’s condensed consolidated statements of cash flows:

(in thousands)	~~December~~March 31, ~~2025~~2026		September 30, 2025
Cash and cash equivalents	$	~~148~~122,~~591~~670	$	183,049
Restricted cash, non-current	2,~~394~~182		2,376
Total cash, cash equivalents and restricted cash	$	~~150~~124,~~985~~852	$	185,425

Significant Accounting Policies

There have been no material changes in the accounting policies from those disclosed in the audited consolidated financial statements and the related notes included in the Annual Report on Form 10-K.

Recent Accounting Pronouncements

New Accounting Pronouncements Not Yet Adopted

In December 2023, the FASB issued ASU No. 2023-09 "Income Taxes (Topic 740)". The amendments in this ASU require that public business entities on an annual basis (1) disclose specific categories in the rate reconciliation and (2) provide additional information for reconciling items that meet a quantitative threshold. The ~~amendments~~Company will adopt ASU 2023-09 in ~~this~~its ~~update~~fourth ~~are~~quarter ~~effective~~of ~~for~~fiscal ~~annual~~year ~~periods~~2026 ~~beginning~~using ~~after~~a ~~December~~prospective ~~15,~~transition ~~2024~~method. The standard is not expected to have a material impact to the Company's consolidated financial statements.

In November 2024, the FASB issued ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures, which will require additional expense disclosures for all public entities. The amendments require that at each interim and annual reporting period, an entity will disclose certain disaggregated expenses included in each relevant expense caption, as well as the total amount of selling expenses and, in annual periods, an entity’s definition of selling expenses. ASU 2024-03 is effective for fiscal years beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027, with early adoption permitted. The Company is currently evaluating the incremental disclosures that will be required in its consolidated financial statements.

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In September 2025, the FASB issued ASU 2025-06, Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software ("ASU 2025-06"), which became effective and simplifies the capitalization guidance by removing all references to software development project stages so that the guidance is neutral to different software development methods. The standard is effective for all entities for annual periods beginning after December 15, 2027, with early adoption permitted. The Company is currently evaluating the impact of this standard to its consolidated financial statements.

The Company has evaluated other recently issued accounting pronouncements and has concluded that the impact of recently issued standards that are not yet effective will not have a material impact on the Company’s financial position or results of operations upon adoption.

3. ~~Revenue~~Revenues

The Company’s revenue is generated through the sale of DNA synthesis and protein solutions and NGS applications products.

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Contract Balances

The following table summarizes our contract balances:

(in thousands)

~~December~~March 31,~~2025~~2026

September 30,2025

Contract assets(1)

128,~~299~~394

3,857

Contract liabilities(2)

97,~~017~~095

6,884

(1) Consists of unbilled amounts primarily related to contracts where the Company has satisfied the performance obligations, but do not yet have the right to bill for.

(2) Consists of receipt of advance payments before the Company's performance obligations related to revenue contracts are met.

For the three and six months ended ~~December~~March 31, ~~2025~~2026, the Company recognized revenue of $2.5 million and ~~December~~$2.6 million, respectively, from the amount that was included in the contract liability balance at the beginning of each period. For the three and six months ended March 31, ~~2024~~2025, the Company recognized revenue of $20.36 million and $1.74 million, respectively, from the amount that was included in the contract liability balance at the beginning of each period.

In addition, for all periods presented, there was no revenue recognized in a reporting period from performance obligations satisfied in previous periods. The aggregate amount of the transaction price allocated to the performance obligations that are unsatisfied as of ~~December~~March 31, ~~2025~~2026 was $1916.06 million. The Company expects to recognize revenue over the next twelve months relating to performance obligations unsatisfied as of ~~December~~March 31, ~~2025~~2026.

Disaggregation of Revenues

The table below sets forth revenues by geographic region, based on ship-to destinations. Americas consists of the United States, Canada, Mexico and South America; EMEA consists of Europe, the Middle East, and Africa; and APAC primarily consists of Japan, China, South Korea, India, Singapore, Malaysia, Australia, New Zealand, Thailand and ~~Australia~~Taiwan.

	Three months ended December 31,
	Three months ended March 31,				Six months ended March 31,
(in thousands)	~~2025~~2026		~~2024~~2025		2026		2025
Americas	$	5864,~~381~~307	$	5355,~~709~~189	$	122,688	$	108,899
EMEA	3837,~~365~~347		2830,~~304~~642		75,712		58,945
APAC	69,~~952~~061		6,~~700~~962		16,013		13,662
Total	$	~~103~~110,~~698~~715	$	8892,~~713~~793	$	214,413	$	181,506

The table below sets forth revenues by products. The Company previously reported revenue by product categories: synthetic genes, oligo pools and DNA libraries (collectively, synthetic biology), antibody discovery, and NGS tools. As customers increasingly leverage both synthetic biology tools and biopharma services for antibody discovery together to accelerate discovery and identify breakthrough therapeutics, beginning fiscal 2026, the Company combined synthetic genes, oligo pools, DNA libraries, and biopharma services for antibody discovery into DNA synthesis and protein solutions. Additionally, NGS tools were renamed NGS applications to better reflect their role in DNA sequencing workflows.

	Three months ended December 31,
(in thousands)	2025		2024
DNA synthesis and protein solutions	$	51,060	40,071
NGS applications	52,638		48,642
Total	$	103,698	$	88,713

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~~The~~and ~~table~~NGS ~~below~~tools. ~~sets~~As ~~forth~~customers ~~revenues~~increasingly byleverage ~~industry.~~both ~~The~~synthetic ~~Company~~biology ~~historically~~tools ~~reported~~and ~~revenue~~biopharma ~~by:~~services ~~Industrial~~for ~~chemicals/materials,~~antibody ~~academic~~discovery ~~research,~~together ~~healthcare,~~to accelerate discovery and ~~food/agriculture.~~identify ~~Beginning~~breakthrough therapeutics, beginning fiscal 2026, the Company ~~will~~combined ~~disclose~~synthetic ~~revenue~~genes, ~~by:~~oligo ~~therapeutics~~pools, ~~diagnostics~~DNA libraries, ~~industry~~ and ~~applied,~~biopharma ~~academic~~services ~~research~~for ~~and~~antibody ~~government,~~discovery ~~and~~into ~~global~~DNA ~~supply~~synthesis ~~partners~~and ~~revenue~~protein solutions. ~~These~~Additionally, ~~updated~~NGS ~~categories~~tools ~~better~~were ~~align~~renamed ~~with~~NGS ~~the~~applications ~~Company's~~to ~~operations~~better ~~and~~reflect ~~increase~~their ~~clarity~~role ~~around~~in ~~the~~DNA ~~Company's~~sequencing ~~key customer groups~~workflows.

	Three months ended December 31,
	Three months ended March 31,				Six months ended March 31,
(in thousands)	~~2025~~2026		~~2024~~2025		2026		2025
Therapeutics	$	37,225	$	26,772
DNA synthesis and protein solutions	$	53,274	41,647		$	104,334	81,718
Diagnostics	35,315		35,483
NGS applications	57,441		51,146		110,079		99,788
Industry and applied	6,121		5,528
Total	$	110,715	$	92,793	$	214,413	$	181,506
Academic research and government	12,217		12,396
Global supply partners	12,820		8,534
Total	$	103,698	$	88,713

The table below sets forth revenues by industry. The Company historically reported revenue by: industrial chemicals/materials, academic research, healthcare, and food/agriculture. Beginning fiscal 2026, the Company will disclose revenue by therapeutics, diagnostics, industry and applied, academic research and government, and global supply partners revenue. These updated categories better align with the Company's operations and increase clarity around the Company's key customer groups.


	Three months ended March 31,				Six months ended March 31,
(in thousands)	2026		2025		2026		2025
Therapeutics	$	40,766	$	26,250	$	77,991	$	53,022
Diagnostics	39,960		35,030		75,275		70,513
Industry and applied	5,797		7,043		11,918		12,570
Academic research and government	12,816		12,469		25,033		24,865
Global supply partners	11,376		12,001		24,196		20,536
Total	$	110,715	$	92,793	$	214,413	$	181,506

4. Cash, Cash Equivalents and Investments

The following table sets forth the cash and cash equivalents, and investments as of ~~December~~March 31, ~~2025~~2026:

(in thousands)	Amortized cost		Gross unrealized gains		Gross unrealized losses		Fair value
Cash	$	3033,~~994~~483	$	—	$	—	$	3033,~~994~~483
Cash equivalents - money market funds	~~117~~89,~~597~~187		—		—		~~117~~89,~~597~~187
Total cash and cash equivalents	$	~~148~~122,~~591~~670	$	—	$	—	$	~~148~~122,~~591~~670
Short-term investments:
U.S. government treasury bills	$	4948,~~271~~999	$	8722	$	—(20)	$	49,~~358~~001
Total short-term investments	$	4948,~~271~~999	$	8722	$	—(20)	$	49,~~358~~001
Total cash, cash equivalents and short-term investments	$	~~197~~171,~~862~~669	$	8722	$	—(20)	$	~~197~~171,~~949~~671

The following table sets forth the cash and cash equivalents, and investments as of September 30, 2025:

(in thousands)	Amortized cost		Gross unrealized gains		Gross unrealized losses		Fair value
Cash	$	32,677	$	—	$	—	$	32,677
Cash equivalents - money market funds	150,372		—		—		150,372
Total cash and cash equivalents	$	183,049	$	—	$	—	$	183,049
Short-term investments:
U.S. government treasury bills	$	49,316	$	69	$	—	$	49,385
Total short-term investments	$	49,316	$	69	$	—	$	49,385
Total cash, cash equivalents and short-term investments	$	232,365	$	69	$	—	$	232,434

During the three months ended December 31, 2025 and 2024, gross realized gains and losses related to short-term investments were not material.

During the three months ended December 31, 2025 and 2024, the Company did not recognize any credit losses related to cash, cash equivalents and short-term investments.

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(in thousands)	Amortized cost		Gross unrealized gains		Gross unrealized losses		Fair value
Cash	$	32,677	$	—	$	—	$	32,677
Cash equivalents - money market funds	150,372		—		—		150,372
Total cash and cash equivalents	$	183,049	$	—	$	—	$	183,049
Short-term investments:
U.S. government treasury bills	$	49,316	$	69	$	—	$	49,385
Total short-term investments	$	49,316	$	69	$	—	$	49,385
Total cash, cash equivalents and short-term investments	$	232,365	$	69	$	—	$	232,434

During the six months ended March 31, 2026 and March 31, 2025, gross realized gains and losses related to short-term investments were not material.

During the six months ended March 31, 2026 and March 31, 2025, the Company did not recognize any credit losses related to cash, cash equivalents and short-term investments.

5. Fair Value Measurement

The Company assesses the fair value of financial instruments based on the provisions of ASC 820, Fair Value Measurements. ASC 820 defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 also establishes a fair value hierarchy which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The standard describes three levels of inputs that may be used to measure fair value:

Level 1—Quoted prices in active markets for identical assets or liabilities.

Level 2—Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.

Level 3—Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.

In determining fair value, the Company utilizes valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible as well as considering counterparty credit risk in its assessment of fair value.

Assets and Liabilities Measured at Fair Value on a Recurring Basis

As of ~~December~~March 31, ~~2025~~2026, financial assets and liabilities measured and recognized at fair value are as follows:

(in thousands)	Level 1		Level 2		Level 3		Fair value
Assets
Money market funds	$	~~117~~89,~~597~~187	$	—	$	—	$	~~117~~89,~~597~~187
U.S. government treasury bills	49,~~358~~001		—		—		49,~~358~~001
Total financial assets	$	~~166~~138,~~955~~188	$	—	$	—	$	~~166~~138,~~955~~188
Liabilities
Liability for issuance of shares of common stock	—		—		5,000		5,000
Total financial liabilities	$	—	$	—	$	5,000	$	5,000

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The liability for issuance of shares of common stock is accounted for as a liability under ASC 480, with the liability initially measured at its issue-date estimate fair value and subsequently measured at its estimated fair value on a recurring basis at each reporting period date. The estimated fair value of the liability for issuance of shares of common stock was determined using a 100% probability of the successful completion of technology transfer (“Tech Transfer") in connection with the assets acquisition agreement (See note 6, Asset Acquisition).

As of September 30, 2025, financial assets measured and recognized at fair value are as follows:


(in thousands)	Level 1		Level 2		Level 3		Fair value
Assets
Money market funds	$	150,372	$	—	$	—	$	150,372
U.S. government treasury bills	49,385		—		—		49,385
Total financial assets	$	199,757	$	—	$	—	$	199,757

Contractual maturities of short-term investments, as of ~~December~~March 31, ~~2025~~2026, were less than 12 months. The Company does not intend to sell the money market funds and short -term investments and it is not more likely than not that the Company will be required to sell the investments before recovery of their amortized cost basis. Accrued interest receivable balances included in the prepaid expenses and other current assets within the condensed consolidated balance sheets were $0.89 million and $1.2 million as of ~~December~~March 31, ~~2025~~2026 and September 30, 2025, respectively.

As of ~~December 31, 2025 and~~ September 30, 2025, there were no financial liabilities measured and recognized at fair value.

There were no transfers between Level 1, Level 2 and Level 3 in the periods presented.

6. ~~Investment~~Asset ~~in Equity Securities~~Acquisition

In February 2026, the Company entered into a License Agreement (the “Agreement”) with Invenra Inc. (“Invenra”) for a co-exclusive, royalty-bearing license to Invenra’s proprietary B-Body bispecific antibody discovery platform for an initial term of 7 years. The Company ~~holds~~may ~~investments~~exercise inan ~~privately~~option to extend the co-~~held~~exclusive ~~companies~~license infor the ~~form~~duration of ~~equity~~all ~~securities~~patent ~~without~~rights ~~readily~~in ~~determinable~~the ~~fair~~platform ~~values~~for ~~and~~a consideration of $10.0 million payable in ~~which~~the Company's common stock. If the Company does not ~~have~~choose ato ~~controlling~~exercise ~~interest~~the oroption, ~~significant~~then ~~influence~~the term will continue non-exclusively through the duration of all patent rights. The transaction was accounted for as an asset acquisition. The total consideration paid by the Company in exchange for the license was $20.0 million, consisting of:

13•$5.0 million upfront cash payment

•$10.0 million in shares of the Company’s common stock issued on the effective date of the Agreement, and

•$5.0 million in shares of the Company's common stock to be issued upon the successful completion of Tech Transfer. The Tech Transfer is a conditional obligation requiring Twist to settle by issuing a variable number of common stock shares and is accordingly recorded in liability for issuance of shares of common stock at fair value (see Note 8, Balance Sheet Components — accrued expenses and other current liabilities).

The asset acquisition purchase consideration is included within prepaid expenses and other current assets on the consolidated balance sheet because the Company does not obtain control of the license until Tech Transfer is complete (see Note 8, Balance Sheet Components — prepaid expenses and other current assets). Upon completion of Tech Transfer, the amount will be reclassified to an intangible asset and amortized in cost of revenues, on a straight-line basis over the useful life of the intangible asset, which the company is currently evaluating.

Under the terms of the Agreement, the Company will also pay royalties to Invenra based on gross sales received from third-party license sales. These royalties will be recognized as cost of revenues in the period the underlying sale occurs. Invenra will provide ongoing sales, marketing, and technical support to the Company and may act as a subcontractor for biopharma services associated with the platform.

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~~The Company elected to account for its investment in these privately-held companies using the measurement alternative method~~7. ~~These~~Investment investments had a net carrying value of $54.3 million and $54.3 million as of December 31, 2025 and September 30, 2025, respectively. There were no upward or downward adjustments for observable price changes or impairment charges recorded during the three months ended December 31, 2025 and 2024 related to these equity securities. The Company concluded that these entities are variable interest entities (VIEs) and the Company holds variable interests in ~~these~~Equity VIEs but is not their primary beneficiary. The Company does not have the power, whether through contractual relationships or other factors, to direct the activities that most significantly impact the economic performance of these VIEs. The Company’s maximum exposure to loss from these VIEs consist of equity investments, promissory note receivable and other receivables of $56.4 million. See Note 11 for assets and liabilities of these VIEs.Securities

7Simultaneously with the Agreement (see Note 6, Asset Acquisition), the Company entered into separate agreements with third-party investors to purchase shares of Series B Preferred Stock of Invenra for a consideration of $13.8 million to be settled by the issuance of the shares of the Company's common stock. The Company concluded that while Invenra is a variable interest entity ("VIE"), the Company is not the primary beneficiary of Invenra as the Company does not have the power, whether through contractual relationships or other factors, to direct the activities that most significantly impact the economic performance of Invenra. Therefore, the Company did not consolidate Invenra. The investment also did not qualify for the equity method of accounting because the Series B Preferred Stock has substantive liquidation preferences and is not considered in-substance common stock. Accordingly, the investment is accounted for as an investment in equity securities of a privately held company. The investment was recorded at $13.8 million, consisting of an upfront issuance of shares of the Company's common stock of $10.0 million at initial closing and a subsequent issuance of the Company's common stock of $3.8 million due on April 6, 2026. The subsequent issuance is an unconditional obligation settleable in Twist common stock and is accordingly included in liability for issuance of shares of common stock at fair value (see Note 8, Balance Sheet Components — accrued expenses and other current liabilities). These shares were issued on April 7, 2026.

The Company holds investments in other privately-held companies in the form of equity securities without readily determinable fair values. The Company concluded that these entities are VIEs and the Company holds variable interests in these VIEs but is not their primary beneficiary and therefore does not consolidate them. These entities also do not meet the requirements of equity method of accounting.

The Company elected to account for its investment in privately-held companies using the measurement alternative method. Under the measurement alternative, these investments are carried at cost, less any impairment, and adjusted for observable price changes from orderly transactions for identical or similar investments of the same issuer. There were no upward or downward adjustments for observable price changes or impairment charges recorded during the three and six months ended March 31, 2026 and March 31, 2025 related to these equity securities.

Assets, liabilities, and maximum exposure with unconsolidated VIEs are as follows:


(in thousands)	Financial statements line item	March 31, 2026		September 30, 2025
Assets
Other receivables[1]	Prepaid and other current assets	$	112	$	290
Asset acquisition purchase consideration	Prepaid and other current assets	20,000		—
Investments[2]	Investment in equity securities	68,087		54,337
Promissory note receivable[1]	Other non-current assets	1,894		1,783
Total assets		$	90,093	$	56,410
Liabilities
Liability for issuance of shares of common stock	Accrued expenses and other current liabilities	$	5,000	$	—
Sublease security deposit[1]	Other non-current liabilities	170		170
Total liabilities		$	5,170	$	170
Maximum exposures to VIEs		$	90,093	$	56,410

(1) Represents a related party balance.

(2) As of March 31, 2026 and September 30, 2025 includes a related party balance of $53.9 million and $53.9 million, respectively.

Accounts receivable from an unconsolidated VIE and considered a related party was less than $0.1 million as of March 31, 2026 and September 30, 2025.

Transactions with an unconsolidated VIE and considered a related party were as follows:

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	Three months ended March 31,				Six months ended March 31,
(in thousands)	2026		2025		2026		2025
Sublease income	$	681	$	—	$	1,419	$	—
Interest income	56		—		111		—

Revenue from an unconsolidated VIE and considered a related party was less than $0.1 million for the three and six months ended March 31, 2026.

8. Balance Sheet Components

Allowance for Credit Losses

Allowance for credit losses related to accounts receivable were $0.5 million and $0.6 million as of ~~December~~March 31, ~~2025~~2026 and September 30, 2025, respectively.

Prepaid Expenses and Other Current Assets


(in thousands)	March 31, 2026		September 30, 2025
Prepaid expenses	$	9,337	$	9,626
Contract assets	8,394		3,857
Asset acquisition purchase consideration	20,000		—
Insurance receivable for litigation settlement costs	14,901		—
Other current assets	1,468		1,721
	$	54,100	$	15,204

The Company has determined that recovery of approximately $14.9 million from its liability insurers is probable and has accounted for insurance receivable for litigation settlement costs as of March 31, 2026 (see note 11, Commitments and Contingencies).

Inventories

Inventories consist of the following:

(in thousands)	~~December~~March 31,~~2025~~2026		September 30,2025
Raw materials	$	2425,~~666~~549	$	20,191
Work-in-process	2,~~320~~943		2,265
Finished goods	5,~~938~~023		5,853
	$	3233,~~924~~515	$	28,309

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Property and Equipment, net

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Property and equipment, net consists of the following:

(in thousands)	~~December~~March 31,~~2025~~2026		September 30,2025
Laboratory equipment	$	~~105~~108,~~492~~766	$	101,583
Furniture, fixtures and other equipment	2,~~906~~908		2,905
Vehicles	211		211
Computer equipment	3,~~290~~414		3,176
Computer software	1113,~~009~~960		11,009
Leasehold improvements	6468,~~688~~050		58,277
Construction in progress	1719,~~689~~828		20,116
	$	~~205~~217,~~285~~137	$	197,277
Less: Accumulated depreciation and amortization	(~~100~~105,~~166~~911)		(94,994)
	$	~~105~~111,~~119~~226	$	102,283

Construction in progress mainly represents equipment costs, leasehold ~~improvements~~improvement costs and internal use software development costs. The depreciation and amortization for the three and six months ended ~~December~~March 31, ~~2025~~2026 was $6.1 million and ~~December~~$12.1 million, respectively. The depreciation and amortization for the three and six months ended March 31, ~~2024~~2025 was $56.91 million and $612.13 million, respectively.

Accrued Expenses and Other Current Liabilities

~~Other~~Accrued expenses and other current liabilities consist of the following:

(in thousands)	~~December~~March 31,~~2025~~2026		September 30,2025
Income and other taxes payable	$	3,901	$	4,543
Accrued Expenses	$	24,873	$	22,824
Contract liabilities	9,017		6,884
Litigation accruals	20,641		229
Other current liabilities	548		722
Liability for issuance of shares of common stock	8,750		—
	$	13,466	$	12,149
Income and other taxes payable	4,976		4,543
Contract liabilities	7,095		6,884
Other current liabilities	1,513		722
	$	67,848	$	35,202

8The Company recorded a litigation settlement liability of $17.1 ~~Goodwill~~million, ~~and~~which ~~Intangible~~is ~~Assets~~included in litigation accruals as of March 31, 2026 (see Note 11, Commitments and Contingencies).

(in thousands)	December 31,2025
Balance at beginning of period	$	82,195
Balance at end of period	$	82,195

9. Goodwill and Intangible Assets

The goodwill balance is presented below:


(in thousands)	March 31, 2026
Balance at beginning of period	$	82,195
Balance at end of period	$	82,195

The finite-lived intangible assets balances are presented below:

	December 31, 2025
(in thousands, except for years)	Weighted averageAmortization periodin years	Grosscarryingamount		Accumulatedamortization		Net bookvalue
Developed Technology	17	$	17,900	$	(4,738)	$	13,162
Total finite-lived intangible assets		$	17,900	$	(4,738)	$	13,162

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	March 31, 2026
(in thousands, except for years)	Weighted average Amortization period in years	Gross carrying amount		Accumulated amortization		Net book value
Developed Technology	17	$	18,000	$	(5,004)	$	12,996

Total finite-lived intangible assets		$	18,000	$	(5,004)	$	12,996


	September 30, 2025
(in thousands, except for years)	Weighted average Amortization period in years	Gross carrying amount		Accumulated amortization		Net book value
Developed Technology	17	$	17,900	$	(4,475)	$	13,425
Total finite-lived intangible assets		$	17,900	$	(4,475)	$	13,425

Total amortization related to intangible assets for the three and six months ended ~~December~~March 31, ~~2025~~2026 was $0.3 million and ~~December~~$0.5 million, respectively. Total amortization related to intangible assets for the three and six months ended March 31, ~~2024~~2025 was $0.3 million and $0.3 5 million, respectively.

910. Leases

The Company leases certain of its facilities under ~~non-cancellable~~noncancellable operating leases expiring at various dates through 2044. The Company is also responsible for utilities, maintenance, insurance, and property taxes under these leases. The lease payments consist primarily of fixed rental payments for the right to use the underlying leased assets over the lease terms, as well as payments for common-area-maintenance and administrative services. The Company often receives customary incentives from its landlords, such as reimbursements for tenant improvements and rent abatement periods, which effectively reduce the total lease payments owed for these leases. Leases are classified as operating or financing at commencement. The Company does not have any material financing leases.

On November 13, 2025, the Company entered into an amendment to a lease agreement for the Company's premises in South San Francisco, California, in order to consolidate other offices in South San Francisco into a single location. This amendment increases the leased premises by approximately 33,000 square feet ("Additional Premises") and extends the termination date of the lease until June 30, 2036. The lease for the Additional Premises is expected to commence on September 1, 2026. In accordance with the amended lease agreement, the monthly base rent for the entire premises is approximately $0.5 million at commencement ~~and~~ , includes provisions for rent increases byof 3% annually and provides for base rent abatement with respect to the original premises for 15 months and base rent abatement with respect to the Additional Premises for 12 months. The Company is also responsible for utilities, maintenance, insurance, and property taxes. The landlord will provide the Company with a tenant improvement allowance in connection with ~~the~~its ~~Company’s~~ improvements to the premises of approximately $24.4 million. The amendment also gives the Company the right, on or before December 31, 2026, to elect to expand the premises to include additional space in the building of approximately 33,000 square feet.

Certain leases include options to renew or terminate at the Company’s discretion. The lease terms include periods covered by these options if it is reasonably certain the Company will renew or not terminate. The Company’s lease agreements do not contain any material residual value guarantees or restrictive covenants.

As part of the sale of its DNA data storage business, the Company subleased specific office and lab space in South San Francisco.

Future minimum lease payments and sublease income under all ~~non-cancelable~~noncancelable operating leases as of ~~December~~March 31, ~~2025~~2026 are as follows:

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(in thousands)	Operatingleases		Sublease income
Years ending September 30:
Remainder of 2026	$	106,~~078~~190	$	~~1,438~~959
2027	8,450		1,975
2028	12,572		2,035
2029	10,793		—
2030	11,096		—
2031	11,409		—
Thereafter	90,605		—
Total minimum lease payments	$	~~155~~151,~~003~~115	$	54,~~448~~969
Less: imputed interest	(5655,~~953~~274)
Total operating lease liabilities	$	9895,~~050~~841
Less: current portion	(1210,~~242~~443)
Operating lease liabilities, net of current portion	$	85,~~808~~398

The components of lease expense and supplemental information were as follows:

	Three months ended December 31,
	Three months ended March 31,					Six months ended March 31,
(in thousands except years and percentage)	~~2025~~2026			~~2024~~2025		2026			2025
Operating lease costs	$	3,~~556~~347		$	3,738	$	6,903		$	7,477
Variable lease costs	$	2,~~072~~058		$	1,~~920~~888	$	4,130		$	3,808
Sublease income	$	~~738~~681		$	—	$	1,419		$	—
Weighted-average remaining lease term (in years) - operating leases	~~14.2 years~~					14.1			14.7
Weighted-average discount rate - operating leases	~~6.9~~		%			6.9		%	6.3		%

Supplemental cash flow information related to leases are as follows:

Three months ended December 31,

Six months ended March 31,

(in thousands)

~~2025~~2026

~~2024~~2025

Cash payments included in the measurement of operating lease liabilities

37,~~885~~773

37,~~700~~319

1011. Commitments and Contingencies

Legal Proceedings

The Company may be subject to litigation, claims and disputes in the ordinary course of business. Certain significant matters are described below. The Company recognizes accruals for matters to the extent that the Company concludes that a loss is both probable and reasonably estimable. If the Company determines that a material loss is reasonably possible and the loss or range of loss can be estimated, the Company discloses the possible loss.

Securities Class Action

On December 12, 2022, a putative securities class action lawsuit captioned Peters v. Twist Bioscience Corporation, et al., Case No. 22-cv-08168 (N.D. Cal.) (“Securities Class Action”) was filed in federal court in the Northern District of California (“Court”) against the Company, its Chief Executive Officer, and its Chief Financial Officer (the “Defendants”) alleging violations of federal securities laws. ~~The~~On ~~Securities~~March ~~Class~~31, ~~Action’s~~2026, ~~claims~~the ~~are~~parties ~~based~~engaged in ~~large~~mediation ~~part~~and onreached ~~allegations~~a ~~made~~settlement in aprinciple ~~report~~under ~~issued~~which onthe ~~November~~Company 15would pay, ~~2022~~or bycause ~~Scorpion~~its ~~Capital~~insurance ~~(“Scorpion~~carriers ~~Report”)~~to ~~concerning~~pay, ~~among~~a ~~other~~settlement ~~things,~~payment ~~the~~of ~~Company’s~~approximately ~~DNA chip technology and accounting practices~~$17.1 million. The ~~initial~~settlement ~~complaint filed~~ in ~~the~~principle ~~Securities~~was ~~Class~~presented ~~Action alleges that various statements that the~~

1722

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~~Defendants made between December 13, 2019 and November 14, 2022 were materially false and misleading in light of the allegations in the Scorpion Report. The plaintiff who initiated the lawsuit sought~~ to ~~represent a class of shareholders who acquired shares of~~ the ~~Company’s common stock between December 13, 2019 and November 14, 2022 and sought damages as well as certain other costs. On July 28, 2023, the~~ Court ~~appointed a new plaintiff, not the original plaintiff who filed the case, as lead plaintiff~~ in ~~the case and appointed~~ a ~~new~~motion ~~law~~for ~~firm~~preliminary asapproval ~~lead counsel. On October 11, 2023, the lead plaintiff filed an amended complaint. The amended complaint is purportedly brought~~ on ~~behalf~~April ~~of all persons other than the Defendants who acquired the Company’s securities between December 20~~30, ~~2018 and November 15, 2022~~2026. The ~~amended complaint alleges that certain statements regarding, among other things, the~~ Company’s ~~DNA~~expects ~~products~~its ~~and~~liability ~~accounting~~insurers ~~practices~~to ~~were~~directly ~~false~~fund ~~and misleading. On December 6, 2023,~~ the ~~Company~~majority ~~filed~~of ~~a motion to dismiss~~ the ~~amended~~settlement ~~complaint and a hearing on the motion to dismiss was held on November 13~~liability, ~~2024.~~with ~~On September 3, 2025,~~ the ~~Court~~Company ~~issued~~contributing ~~an order granting in part and denying in part Defendants’ motion to dismiss and granted~~ the ~~plaintiff~~remainder ~~leave~~as toits ~~further amend by September 24, 2025. The plaintiff did not file a second amended complaint. The Company is engaged in discovery and intends to continue vigorously defending the~~ remaining ~~claims~~retention under ~~this~~its ~~action~~insurance ~~in all respects~~policy.

Given the inherent uncertainty of litigation and the legal standards that must be met, including class certification and success on the merits, the Company cannot express an opinion on the likelihood of an unfavorable outcome or on the amount or range of any potential loss.

Derivative Action

On September 25, 2023, a shareholder derivative suit captioned Shumacher vsv. Leproust et al., No. 1:23-cv-01048-UNA, was filed in the United States District Court for the District of Delaware against directors of the Company and an employee (the “Shumacher Action”). The suit is based on substantially the same allegations in the Securities Class Action and seeks to recover, on behalf of the Company, damages to the Company arising from, among other things, the Securities Class Action. On November 13, 2023, the parties to the Shumacher Action entered into a stipulation staying the Shumacher Action pending further proceedings in the Securities Class Action. On November 13, 2025, another derivative lawsuit captioned Sell v. Leproust, et al., Case No. 1:25-cv-01380-MN was filed in the Delaware Court of Chancery, ~~averring~~alleging similar claims and seeking similar recovery as the Shumacher Action (the “Sell Action”), and on December 2, 2025 the Sell Action was consolidated with the Shumacher Action and stayed pending further proceedings in the Securities Class Action. Due to the inherent uncertainties of litigation, the Company cannot accurately predict the ultimate outcome of this matter.

1112. Related Party Transactions

During the three and six months ended ~~December~~March 31, ~~2025~~2026 and ~~December~~March 31, ~~2024~~2025, ~~the~~transactions ~~Company~~with ~~had revenues from~~ related parties, ~~including~~excluding aan unconsolidated VIE, inthat ~~the~~is ~~amount~~considered ofa ~~$1.4~~related ~~million~~party ~~and~~were ~~$4.0~~as ~~million,~~follows: ~~respectively.~~

As of December 31, 2025 and September 30, 2025 accounts receivable balances with related parties, including a VIE, were $1.3 million and $1.3 million, respectively.


	Three months ended March 31,				Six months ended March 31,
(in thousands)	2026		2025		2026		2025
Revenue	$	2,172	$	2,829	$	3,552	$	6,802

~~Other~~As ~~transactions~~of March 31, 2026 and ~~balances~~September 30, ~~with~~2025, aaccounts ~~VIE~~receivable inbalances ~~which~~with ~~the~~related ~~Company~~parties, ~~holds~~excluding aan ~~variable~~unconsolidated ~~interest~~VIE ~~but~~that is ~~not~~considered ~~the~~a ~~VIE's~~related ~~primary~~party ~~beneficiary,~~were ~~are~~ as follows:

During the three months ended December 31, 2025 and December 31, 2024, the Company received sublease income from a related party in the amount of $0.7 million and $— million respectively. As of December 31, 2025 and September 30, 2025, other receivable balance primarily related to sublease income included in prepaid and other current assets was $— million and $0.3 million, respectively.


(in thousands)	March 31, 2026		September 30, 2025
Accounts receivable	$	774	$	1,265

AsSee ofNote ~~December 31~~7, ~~2025~~Investment ~~and~~in ~~September 30,~~Equity ~~2025~~Securities, ~~investment~~for intransactions aand ~~related~~balances ~~party~~with ~~included~~an inunconsolidated ~~the~~VIE ~~investment~~that inis ~~equity~~considered ~~securities~~a ~~was~~related ~~$53~~party.~~9 million and $53.9 million, respectively.~~

~~As of December 31, 2025 and September 30, 2025, the carrying value of the promissory note receivable from a related party included in other non-current assets was $1~~13.8 ~~million~~Income ~~and $1.8 million, respectively. The Company recognized $0.1 million and $— million amount of interest income during the three months ended December 31, 2025 and December 31, 2024, respectively .~~Taxes

AsIn ofdetermining ~~December 31~~quarterly provisions for income taxes, ~~2025~~the Company uses the annual estimated effective tax rate applied to the actual year-to-date profit or loss, adjusted for discrete items arising in that quarter. For the three and ~~September~~six months ended March 3031, ~~2025~~2026, ~~sublease~~the ~~security~~Company ~~deposit~~recorded ~~balance~~provisions ~~from~~for aincome ~~related~~taxes ~~party~~of ~~included~~less inthan ~~other~~$0.1 ~~non-current~~million ~~liabilities~~and ~~was~~$0.3 million, respectively. For the three and six months ended March 31, 2025, the Company recorded provisions for income taxes of $0.2 million and $0.23 million, respectively.

1814. Stock-based Compensation

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12. Income Taxes

In determining quarterly provisions for income taxes, the Company uses the annual estimated effective tax rate applied to the actual year-to-date profit or loss, adjusted for discrete items arising in that quarter. For the three months ended December 31, 2025 and December 31, 2024, the Company recorded provisions for income taxes of $0.3 million and $0.1 million, respectively.

13. Stock-based Compensation

Stock-based Compensation Expense

Total stock-based compensation expense recognized were as follows:

	Three months ended December 31,
	Three months ended March 31,				Six months ended March 31,
(in thousands)	~~2025~~2026		~~2024~~2025		2026		2025
Cost of revenues	$	1,~~276~~691	$	12,~~206~~074	$	2,967	$	3,280
Research and development	12,~~596~~140		23,~~739~~527		3,736		6,266
Selling, general and administrative	1015,~~401~~105		814,~~046~~727		25,506		22,773
Total stock-based compensation expense	$	1318,~~273~~936	$	1120,~~991~~328	$	32,209	$	32,319

An immaterial amount of stock-based compensation expense was capitalized to property and equipment related to capitalized software development costs for the three months ended December 31, 2025 and 2024. 23

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An immaterial amount of stock-based compensation expense was capitalized to property and equipment related to capitalized software development costs for the three and six months ended March 31, 2026 and March 31, 2025.

Restricted Stock Units

A summary of the Company’s restricted stock unit activity excluding the performance-based restricted stock units during the ~~three~~six months ended ~~December~~March 31, ~~2025~~2026 was as follows:

(in thousands, except per share data)	Shares	Weighted average grant date fair value per share
Nonvested shares at September 30, 2025	1,882	$	37.21
Granted	1,~~381~~532	2930.0792
Vested/Issued	(~~208~~503)	3835.5164
Forfeited	(4374)	3637.6603
Nonvested shares at December 31, 2025	3,012	$	33.40
Nonvested shares at March 31, 2026	2,837	$	34.00

As of ~~December~~March 31, ~~2025~~2026, there was $9491.94 million of total unrecognized compensation cost related to these awards that is expected to be recognized over a weighted average period of 32.19 years. The total grant date fair value of the restricted stock units excluding performance-based restricted units awarded during the ~~three~~six months ended ~~December~~March 31, ~~2025~~2026 was $4047.24 million.

Performance-based Restricted Stock Units

During the ~~three~~six months ended ~~December~~March 31, ~~2025~~2026, the Company granted additional performance-based restricted stock units to executives and employees that will vest upon achievement of multiple year revenue, gross margin, and profitability metrics as determined by the board of directors. Stock compensation expense for these awards is recorded over the vesting period based on the grant date fair value of the awards and probability of the achievement of specified performance targets. The grant date fair value is equal to the closing share price of the Company’s common stock on the date of grant. These awards ~~will~~ vest from a minimum of 22 months to a maximum of 3446 months service period following the grant date, provided that the recipient is a Company employee at the time of vesting and the performance targets applicable to each award are achieved. The percentage of these awards that vest will depend on the achievement of specified performance targets at the end of the performance period and can range from 0% to 150% of the number of units granted.

19A summary of the Company’s performance-based restricted stock units activity during the six months ended March 31, 2026 was as follows:


(in thousands, except per share data)	Shares	Weighted average grant date fair value per share
Nonvested shares at September 30, 2025	1,934	$	37.85
Granted	946	27.11
Vested/Issued	(419)	22.10
Forfeited	(41)	43.33
Nonvested shares at March 31, 2026	2,420	$	36.28

Stock-based compensation expense for performance-based restricted stock units is recorded over the requisite service period based on the grant date fair value and management's assessment of the probability that the specified performance conditions will be achieved. As of March 31, 2026, the unrecognized compensation costs related to these awards was $48.6 million based on the maximum achievement of the performance targets. The Company expects to recognize those costs over a weighted average period of 1.6 years. The total grant date fair value of performance-based restricted stock units awarded during the six months ended March 31, 2026 was $25.7 million.

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A summary of the Company’s performance-based restricted stock units activity during the three months ended December 31, 2025 was as follows:

(in thousands, except per share data)	Shares	Weighted average grant date fair value per share
Nonvested shares at September 30, 2025	1,934	$	37.85
Granted	919	26.46
Vested/Issued	(419)	22.10
Forfeited	(25)	43.27
Nonvested shares at December 31, 2025	2,409	$	36.19

As of December 31, 2025, the unrecognized compensation costs related to these awards was $56.8 million based on the maximum achievement of the performance targets. The Company expects to recognize those costs over a weighted average period of 1.8 years. The total grant date fair value of performance-based restricted stock units awarded during the three months ended December 31, 2025 was $24.3 million.

Options

A summary of the Company’s options including the performance-based stock options during the ~~three~~six months ended ~~December~~March 31, ~~2025~~2026 was as follows:

(in thousands, except per share and contractual term data)	Shares	Weighted average exercise price per share		Weighted average remaining contractual term (years)	Aggregate intrinsic value
Outstanding at September 30, 2025	1,276	$	30.80	3.59	$	6,616
Forfeited	(2)	69.87		—	—
Exercised	(1593)	1922.4844		—	~~172~~2,232
Outstanding at December 31, 2025	1,259	$	30.88	3.34	$	10,051
Outstanding at March 31, 2026	1,181	$	31.40	3.11	$	24,803
Vested and exercisable at December 31, 2025	1,259	$	30.88	3.34	$	10,051
Vested and exercisable at March 31, 2026	1,181	$	31.40	3.11	$	24,803

2018 Employee Stock Purchase Plan

The number of shares of the Company's common stock reserved for issuance under the 2018 Employee Stock Purchase Plan ("ESPP") as of ~~December~~March 31, ~~2025~~2026 was as follows:

(in thousands)						Sharesavailable
As of September 30, 2025						716
Additional shares authorized						249
Shares issued during the period						—(104)
As of December 31, 2025						965
As of March 31, 2026						861

During the three and six months ended ~~December~~March 31, ~~2025~~2026, the Company recorded ESPP expenses of $0.6 million and ~~December~~$1.1 million, respectively. During the three and six months ended March 31, ~~2024~~2025, the Company recorded ESPP expenses of $0.56 million and $01.51 million, respectively.

1415. Net Loss Per Share

The following table sets forth the computation of the Company’s basic and diluted net loss per share:


	Three months ended March 31,				Six months ended March 31,
(in thousands, except per share data)	2026		2025		2026		2025
Net loss, basic and diluted	$	(44,021)	$	(39,328)	$	(74,528)	$	(70,922)
Weighted average shares used in computing net loss per share, basic and diluted	61,702		59,649		61,387		59,403
Net loss per share, basic and diluted	$	(0.71)	$	(0.66)	$	(1.21)	$	(1.19)

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	Three months ended December 31,
(in thousands, except per share data)	2025		2024
Net loss, basic and diluted	$	(30,507)	$	(31,594)
Weighted average shares used in computing net loss per share, basic and diluted	61,080		59,162
Net loss per share, basic and diluted	$	(0.50)	$	(0.53)

The potentially dilutive common shares that were excluded from the calculation of diluted net loss per share because their effect would have been antidilutive for the periods presented are as follows:

	Three months ended December 31,
(in thousands)	2025	2024
Shares subject to options (including performance options) to purchase common stock	1,259	1,719
Unvested restricted stock units and performance stock units	5,421	4,686
Shares subject to employee stock purchase plan	110	68
Total	6,790	6,474

15. Segment Information

The Company operates in one operating segment, which also represents one reportable segment with the Company’s Chief Executive Officer as the chief operating decision maker (CODM). The CODM reviews the Company’s operating results on a consolidated basis for purposes of allocating resources and evaluating financial performance. Specifically, the CODM evaluates the Company’s financial performance and decides how to allocate resources based on consolidated net income (loss), which enables the CODM to assess both the overall level of resources available and optimize distribution of resources across functions, product lines, regions and research and development programs in line with our long-term corporate-wide strategic goals. The CODM also reviews disaggregated revenue by product line, geographic regions, and industry (see Note 3).

The following table presents entity-wide significant expense categories and net loss details provided to the CODM:

	Three months ended December 31,
(in thousands)	2025		2024
Revenues	$	103,698	$	88,713
Costs and expenses:
Cost of revenues[1]	$	44,006	$	40,369
Research and development expenses[1]	15,345		18,126
Selling, general and administrative expenses[1]	57,780		46,491
Depreciation and amortization	6,194		6,380
Stock-based compensation expense	13,273		11,991
Total costs and expenses	$	136,598	$	123,357
Loss from operations	$	(32,900)	$	(34,644)
Interest income	$	2,175	$	3,240
Other income (expense), net	471		(93)
Income (loss) before income taxes	$	(30,254)	$	(31,497)
Income tax expense	(253)		(97)
Net loss	$	(30,507)	$	(31,594)

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	Six months ended March 31,
(in thousands)	2026	2025
Shares subject to options (including performance options) to purchase common stock	1,181	1,593
Unvested restricted stock units and performance stock units	5,257	4,514
Shares subject to employee stock purchase plan	64	83
Total	6,502	6,190

16. Segment Information

The following table presents entity-wide significant expense categories and net loss details provided to the CODM:


	Three months ended March 31,				Six months ended March 31,
(in thousands)	2026		2025		2026		2025
Revenues	$	110,715	$	92,793	$	214,413	$	181,506
Costs and expenses:
Cost of revenues[1]	$	47,402	$	40,373	$	91,408	$	80,744
Research and development expenses[1]	17,366		19,952		32,712		38,078
Selling, general and administrative expenses[1]	59,255		47,298		117,034		93,786
Litigation settlement costs, net of recoveries	7,205		—		7,205		—
Depreciation and amortization	6,414		6,402		12,608		12,784
Stock-based compensation expense	18,936		20,328		32,209		32,319
Total costs and expenses	$	156,578	$	134,353	$	293,176	$	257,711
Loss from operations	$	(45,863)	$	(41,560)	$	(78,763)	$	(76,205)
Interest income	$	1,710	$	2,801	$	3,885	$	6,041
Other income (expense), net	175		(394)		646		(487)
Income (loss) before income taxes	$	(43,978)	$	(39,153)	$	(74,232)	$	(70,651)
Income tax expense	(43)		(175)		(296)		(271)
Net loss	$	(44,021)	$	(39,328)	$	(74,528)	$	(70,922)

[1] Excludes depreciation and amortization and stock-based compensation expense

Asset information is not regularly provided to the CODM for assessing performance and allocating resources other than consolidated cash and cash equivalents and short-term investments, which can be found on our Condensed Consolidated Balance Sheets.

* * * * *

2226

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

You should read the following discussion and analysis of our financial condition and results of operations together with the unaudited condensed consolidated financial statements and related notes that are included elsewhere in this Form 10-Q and our Annual Report on Form 10-K. This discussion contains forward-looking statements based upon current plans, expectations and beliefs that involve risks and uncertainties. Our actual results may differ materially from those anticipated in these forward-looking statements as a result of various factors, including, but not limited to, those discussed in the section entitled “Risk Factors” and elsewhere in this Form 10-Q. In preparing this MD&A, we presume that readers have access to and have read the MD&A in our Annual Report on Form 10-K, pursuant to Instruction 2 to paragraph (b) of Item 303 of Regulation S-K.

Overview

We ~~offer~~provide customizable solutions across the biological continuum. Wethat ~~have~~enable ~~developed~~scientific adiscovery ~~disruptive~~and ~~DNA~~development ~~synthesis~~across ~~platform~~therapeutics, todiagnostics, ~~industrialize~~and ~~the~~other ~~engineering~~high-growth ~~of biology~~markets. ~~The~~Our ~~core of our platform is a~~ proprietary ~~technology that pioneers a new method of manufacturing synthetic DNA by “writing” DNA on a~~ silicon ~~chip. We have combined our silicon~~-based ~~DNA writing technology with proprietary software, scalable commercial infrastructure and an e-commerce~~ platform todelivers ~~create an integrated technology platform that enables us to achieve high levels of quality,~~ precision, ~~automation~~scale, and ~~manufacturing~~speed, ~~throughput~~supporting atconsistent, ahigh-quality ~~significantly~~performance ~~lower~~across ~~cost than our competitors. We have applied our unique technology to manufacture~~ a broad range of synthetic DNA-based products, including synthetic genes, tools for next generation sequencing, or NGS, sample preparation, and antibody libraries for drug discovery and development, all designed to enable our customers to conduct research more efficiently and effectivelyapplications. Leveraging our same technology, we have expanded our footprint beyond DNA synthesis to manufacture synthetic RNA as well as express antibody proteins and conduct many diverse assays to characterize these proteins. We have further expanded our offering to deliver data from the characterization of antibody proteins to our customers and partners.

WeAt ~~believe~~the ~~our~~core ~~products enable a broad range~~ of ~~applications~~our ~~that~~platform ~~may~~is ~~ultimately~~a ~~improve~~differentiated ~~health~~method ~~and the sustainability~~ of ~~the~~manufacturing ~~planet across multiple industries including therapeutics, diagnostics, industry and applied, academic research and government, and global supply partners revenue. We sell our~~ synthetic DNA ~~and~~by ~~synthetic~~“writing” DNA~~-based~~ ~~products~~on to a ~~customer~~silicon ~~base of more than 3,800 customers annually across a broad range of industries~~chip. InBy ~~order~~integrating toproprietary ~~address this diverse customer base~~hardware, ~~we employ a multi-channel strategy comprised of a direct sales force targeting synthetic DNA customers~~software, ~~a direct sales force focusing on the NGS market~~ and anscalable ~~e-commerce~~infrastructure, ~~platform~~including ~~that serves both commercial channels. We employ business development and sales representatives for~~ our ~~protein solutions and biologics discovery service offering. Our easy-to-use~~ e-commerce platform ~~allows customers to design~~, ~~validate~~we ~~and~~achieve ~~place~~high ~~on-demand~~levels ~~orders~~ of ~~customized~~precision, ~~DNA online~~automation, and ~~enables~~throughput ~~them~~at ~~to receive real-time customized quotes for their products and track their order status through the manufacturing and delivery process. This is~~ a ~~critical~~lower ~~part~~cost ofrelative ~~our strategy~~ to ~~address~~legacy ~~our large markets and diverse customer base, as well as drive commercial productivity, enhance the customer experience, and promote loyalty~~methods.

We ~~generate~~have ~~revenue~~extended ~~through~~this ~~our~~platform beyond DNA synthesis ~~and~~to ~~protein~~offer ~~solutions~~an asintegrated ~~well~~portfolio asthat ~~our~~includes ~~NGS~~synthetic ~~applications.~~genes, Asnext-generation wesequencing, ~~have~~or ~~moved~~NGS, ~~further~~applications, upsample ~~the~~preparation ~~value~~tools, ~~chain~~antibody ~~from~~libraries, ~~fragments to genes to preps to proteins~~ and ~~beyond,~~biologics ~~the~~discovery ~~strategic~~services. ~~connection~~These ~~between~~solutions ~~what~~are wedesigned ~~previously~~to ~~described~~improve asresearch ~~our~~efficiency, ~~"synthetic~~accelerate ~~biology"~~development ~~portfolio~~timelines, and ~~"biopharma~~deliver ~~services"~~reproducible, ~~tightens~~high-quality data. ~~Beginning~~Leveraging ~~fiscal~~the ~~2026~~same platform, we ~~combined~~also ~~revenue~~manufacture ~~from~~ synthetic ~~biology~~RNA, ~~tools~~express ~~and~~antibody ~~biopharma~~proteins, ~~services~~perform ~~into~~characterization aassays ~~new category called DNA synthesis~~ and ~~protein~~deliver ~~solutions.~~data ~~Additionally, we renamed NGS tools~~ to ~~NGS~~customers ~~applications~~and ~~to better reflect their role in DNA sequencing workflows~~partners.

~~Since our inception, we have incurred net losses each year.~~ Our ~~net~~solutions ~~loss~~support ~~for the three months ended December 31, 2025 was $30.5 million compared to~~ a ~~net~~wide ~~loss~~range of ~~$31.6~~applications, ~~million~~including ~~for~~traditional ~~the~~and ~~three~~AI-enabled ~~months~~therapeutics ~~ended December 31~~discovery, ~~2024.~~diagnostic ~~As of December 31~~development, ~~2025,~~industrial weand ~~have~~applied ~~accumulated net deficit of $1~~research,~~350.1~~ ~~million~~agricultural ~~and cash~~biotechnology, ~~cash equivalents~~ and ~~short-term~~academic ~~investments of $197~~research.9 ~~million.~~By ~~Our~~increasing ~~ability~~efficiency toand ~~generate~~scalability ~~product~~in ~~revenue~~research ~~sufficient to achieve profitability will depend heavily on the success of our existing products~~ and ~~the~~ development, ~~and~~we ~~commercialization~~support ofefforts ~~additional~~to ~~products~~improve inhuman ~~the~~health ~~synthetic biology~~ and ~~biologic drug industries as well as leveraging our investment in our manufacturing facility in Wilsonville, Oregon~~sustainability.

~~Financial~~We ~~highlights~~serve ~~from~~more ~~three~~than ~~months~~3,800 ~~ended~~customers ~~December 31~~annually across therapeutics, ~~2025~~diagnostics, ~~compared~~industrial and applied markets, academia, government, and global supply partners. Our multi-channel commercial strategy includes direct sales teams aligned to ~~the~~key ~~three~~markets ~~months~~and ~~ended~~an ~~December 31~~e-commerce platform that enables customers to design, ~~2024~~validate, ~~include~~ ~~the~~and ~~following:~~order customized products on demand, with real-time pricing and order tracking.

~~•Revenues~~We ~~growth~~generate ofrevenue ~~16.9%~~primarily tofrom ~~$103~~DNA synthesis and protein solutions and NGS applications.7 ~~million~~As we have expanded from ~~$88.7~~DNA ~~million~~fragments to genes, ~~primarily~~sample ~~due~~preparation, toprotein ~~growth~~expression, and biologics discovery, the integration of our offerings has strengthened. Beginning in ~~NGS~~fiscal ~~Applications~~2026, we combined synthetic biology tools and biopharma services into a single category, DNA ~~Synthesis~~synthesis and ~~Protein~~protein ~~Solutions~~solutions, ~~revenues;~~and renamed NGS tools to NGS applications to reflect their role in sequencing workflows.

23In February 2026, we entered into a license agreement with Invenra Inc. for its proprietary B-Body bispecific antibody discovery platform and simultaneously acquired a 6.24% ownership interest on a fully-diluted basis in Invenra through the purchase of Series B Preferred Stock. Together, these transactions represent a total commitment of $33.8 million, settled through a combination of cash and common stock.

Since our inception, we have incurred net losses each year. Our net loss for the three and six months ended March 31, 2026 was $44.0 million and $74.5 million, respectively. As of March 31, 2026, we have an accumulated net deficit of $1,394.1 million and cash, cash equivalents and short-term investments of $171.7 million. Our ability to generate product revenue sufficient to achieve profitability will depend heavily on the success of our existing products and the development and commercialization of additional products in the therapeutics, diagnostics, industry and applied, academic research and government, and global supply partners revenue industries as well as leveraging our investment in our manufacturing infrastructure.

Financial highlights compared to the same periods in the prior fiscal year:

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•~~Gross~~For ~~margin~~the three and six months ended March 31, 2026, revenues increased 19.3% to 52$110.0%7 ~~from~~million 48and 18.31% ~~primarily~~to ~~due~~$214.4 tomillion, ~~increases~~respectively, indriven ~~revenues~~by ~~and~~strong ~~driving~~performance ~~additional~~in ~~cost~~DNA ~~savings~~synthesis ~~through~~and ~~continuous~~protein ~~process~~solutions ~~improvement~~and ~~initiatives;~~NGS applications.

•~~Loss~~For ~~from~~the ~~operations~~three ~~decreased~~and tosix ~~$32.9~~months ~~million~~ended ~~from~~March 31, ~~$34.6~~2026, ~~million~~gross ~~primarily~~margin ~~due~~increased to an51.6% ~~increase~~from in49.6% ~~both revenues~~ and ~~gross~~to ~~profit~~51.8% ~~Additionally~~from 49.0%, ~~contributing factors were a decrease in research and development expenses~~respectively, ~~offset~~primarily bydue anto ~~increase~~increases in ~~selling,~~revenues ~~general~~ and ~~administrative~~driving ~~expenses~~additional ~~for~~cost ~~the~~savings ~~three~~through ~~months~~continuous ~~ended~~process ~~December 31,~~improvement ~~2025;~~initiatives.

•~~Net~~For ~~cash~~the ~~used~~three inand ~~operating~~six ~~activities~~months ended March 31, 2026, loss from operations increased 10.4% to $2445.89 million ~~from~~and ~~$21~~3.4% to $78.8 million primarily due to an increase in selling, general and administrative expenses and litigation settlement costs, net of recoveries, offset by increases in both revenues and gross profit and a decrease in research and development expenses.

•For the six months ended March 31, 2026, net cash used in operating activities increased 23.1% to $42.4 million from $34.4 million.

Results of Operations

Comparison of the Three and Six Months Ended ~~December~~March 31, ~~2025~~2026 and ~~2024~~2025

Revenues

	Three months ended December 31,
	Three months ended March 31,								Six months ended March 31,
(in thousands, except percentages)	~~2025~~2026		~~2024~~2025		Change		%		2026		2025		Change		%
Revenues	$	~~103~~110,~~698~~715	$	8892,~~713~~793	$	1417,~~985~~922	1719	%	$	214,413	$	181,506	$	32,907	18	%

Revenues by Geography

We have one reportable segment from the manufacturing of ~~synthetic~~ DNA synthesis and protein solutions and NGS applications products. The following table shows our revenues by geography, based on our customers’ shipping addresses. Americas consists of United States, Canada, Mexico and South America; EMEA consists of Europe, Middle East and Africa; and APAC primarily consists of Japan, China, South Korea, India, Singapore, Malaysia, Australia, New Zealand, Thailand and Taiwan.

	Three months ended December 31,
	Three months ended March 31,								Six months ended March 31,
(in thousands, except percentages)	~~2025~~2026		%		~~2024~~2025		%		2026		%		2025		%
Americas	$	5864,~~381~~307	5658	%	$	5355,~~709~~189	6159	%	$	122,688	57	%	$	108,899	60	%
EMEA	3837,~~365~~347		3734	%	2830,~~304~~642		3033	%	75,712		35	%	58,945		32	%
APAC	69,~~952~~061		78	%	6,~~700~~962		98	%	16,013		8	%	13,662		8	%
Total revenues	$	~~103~~110,~~698~~715	100	%	$	8892,~~713~~793	100	%	$	214,413	100	%	$	181,506	100	%

Revenues by Products

We historically reported our revenue by the following products: synthetic genes, oligo pools and DNA libraries (collectively, synthetic biology), antibody discovery, and NGS tools. Beginning fiscal 2026, we combined revenue from synthetic genes, oligo pools, DNA libraries, and biopharma services for antibody discovery into DNA synthesis and protein solutions. We also changed the name of NGS tools to NGS applications, as these products and services facilitate DNA reading and sequencing workflows. The table below summarizes revenues by the new products:

	Three months ended December 31,
(in thousands, except percentages)	2025		%		2024		%
DNA synthesis and protein solutions	51,060		49	%	40,071		45	%
NGS applications	52,638		51	%	48,642		55	%
Total revenues	$	103,698	100	%	$	88,713	100	%

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	Three months ended March 31,								Six months ended March 31,
(in thousands, except percentages)	2026		%		2025		%		2026		%		2025		%
DNA synthesis and protein solutions	53,274		48	%	41,647		45	%	104,334		49	%	81,718		45	%
NGS applications	57,441		52	%	51,146		55	%	110,079		51	%	99,788		55	%
Total revenues	$	110,715	100	%	$	92,793	100	%	$	214,413	100	%	$	181,506	100	%

Revenues by Industry

24We historically reported revenue by industrial chemicals/materials, academic research, healthcare, and food/agriculture. Beginning fiscal 2026, we disclose revenue by therapeutics, diagnostics, industry and applied, academic research and government, and global supply partners revenue. These updated categories better align with our operations and increase clarity around our key customer groups. The table below summarizes revenues by industry:


	Three months ended March 31,								Six months ended March 31,
(in thousands, except percentages)	2026		%		2025		%		2026		%		2025		%
Therapeutics	$	40,766	37	%	$	26,250	28	%	$	77,991	36	%	$	53,022	29	%
Diagnostics	39,960		36	%	35,030		38	%	75,275		35	%	70,513		39	%
Industry and applied	5,797		5	%	7,043		8	%	11,918		6	%	12,570		7	%
Academic research and government	12,816		12	%	12,469		13	%	25,033		12	%	24,865		14	%
Global supply partners	11,376		10	%	12,001		13	%	24,196		11	%	20,536		11	%
Total revenues	$	110,715	100	%	$	92,793	100	%	$	214,413	100	%	$	181,506	100	%

Product Shipments

The table below summarizes product shipments:


	Three months ended March 31,		Six months ended March 31,
(in thousands)	2026	2025	2026	2025
Number of genes shipped	300	227	571	432

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WeThe ~~historically~~number ~~reported~~of ~~revenue~~customers bywho ~~industrial~~purchased ~~chemicals/materials,~~products ~~academic~~from ~~research,~~us ~~healthcare~~was approximately 2,583 and ~~food/agriculture. Beginning fiscal 2026~~2,431 wecustomers ~~will~~for ~~disclose~~the ~~revenue~~three bymonths ~~therapeutics,~~ended ~~diagnostics~~March 31, ~~industry~~2026 and ~~applied~~March 31, ~~academic research and government~~2025, ~~and global supply partners revenue~~respectively. ~~These updated categories better align with our operations and increase clarity around our key customer groups. The table below summarizes revenues by industry:~~

	Three months ended December 31,
(in thousands, except percentages)	2025		%		2024		%
Therapeutics	$	37,225	36	%	$	26,772	30	%
Diagnostics	35,315		34	%	35,483		40	%
Industry and applied	6,121		6	%	5,528		6	%
Academic research and government	12,217		12	%	12,396		14	%
Global supply partners	12,820		12	%	8,534		10	%
Total revenues	$	103,698	100	%	$	88,713	100	%

Revenues increased 19% to $110.7 million for the three months ended March 31, 2026, as compared to $92.8 million for the three months ended March 31, 2025. The increase in revenues primarily reflects growth in DNA synthesis and protein solutions revenue of 28% and growth in NGS applications revenue of 12%, both of which are primarily attributable to an increase in revenues from our customers in therapeutics, diagnostics, academic research and government industries, as well as an increase in the number of customers. The number of genes shipped in the three months ended March 31, 2026, increased to approximately 300,000 genes, compared to approximately 227,000 genes in the three months ended March 31, 2025, an increase of 32%.

~~Product~~Revenues ~~Shipments~~increased ~~Including~~18% ~~Synthetic~~to ~~Genes~~$214.4 million for the six months ended March 31, 2026, as compared to $181.5 million for the six months ended March 31, 2025. The increase in revenues primarily reflects growth in DNA synthesis and protein solutions revenue of 28% and growth in NGS applications revenue of 10%, both of which are primarily attributable to an increase in revenues from our customers in therapeutics, diagnostics, academic research and government and global supply partners industries, as well as an increase in the number of customers. The number of genes shipped in the six months ended March 31, 2026, increased to approximately 571,000 genes, compared to approximately 432,000 genes in the six months ended March 31, 2025, an increase of 32%.

The table below summarized product shipments including synthetic genes:

	Three months ended December 31,
(in thousands)	2025	2024
Number of genes shipped	271	205

The number of customers who purchased products from us were approximately 2,538 and 2,376 customers for the three months ended December 31, 2025 and 2024, respectively.

Revenues increased 16.9% to $103.7 million for the three months ended December 31, 2025, as compared to $88.7 million for the three months ended December 31, 2024. The increase in revenues primarily reflects growth in NGS Applications revenue of 8.2% and growth in DNA Synthesis and Protein Solutions revenue of 27.4%, both of which are primarily attributable to increase in revenues from our customers in therapeutics, global supply partners, and industry and applied industries, primarily driven by an increase in number of customers. The number of genes shipped in the three months ended December 31, 2025, increased to approximately 271,000 genes, compared to approximately 205,000 genes in the three months ended December 31, 2024, an increase of 32.2%.

Cost of Revenues

	Three months ended December 31,
	Three months ended March 31,											Six months ended March 31,
(in thousands, except percentages)	~~2025~~2026			~~2024~~2025			Change			%		2026			2025			Change			%
Cost of revenues	$	4953,~~726~~593		$	4546,~~873~~765		$	36,~~853~~828		815	%	$	103,319		$	92,638		$	10,681		12	%
Gross profit	$	5357,~~972~~122		$	4246,~~840~~028		$	11,~~132~~094		2624	%	$	111,094		$	88,868		$	22,226		25	%
Gross margin	5251.06		%	4849.36		%	32.70		%			51.8		%	49.0		%	2.8		%

Cost of revenues increased 815% to $4953.76 million for the three months ended ~~December~~March 31, ~~2025~~2026, as compared to $4546.98 million for the three months ended ~~December~~March 31, ~~2024~~2025. The increase is primarily attributable to an increase in material costs of $26.73 million driven by increased sales and a $10.47 million increase in personnel costs. Gross margin increased 32.70% to 5251.06% for the three months ended ~~December~~March 31, ~~2025~~2026, as compared to 4849.36% in the same period of the prior year, mainly due to an increase in revenues and driving additional cost savings through continuous process improvement initiatives.

Cost of revenues increased 12% to $103.3 million for the six months ended March 31, 2026, as compared to $92.6 million for the six months ended March 31, 2025. The increase is primarily attributable to an increase in material costs of $9.0 million driven by increased sales and a $2.1 million increase in personnel costs. Gross margin increased 2.8% to 51.8% for the six months ended March 31, 2026, as compared to 49.0% in the same period of the prior year, mainly due to an increase in revenues and driving additional cost savings through continuous process improvement initiatives.

Research and Development Expenses


	Three months ended March 31,								Six months ended March 31,
(in thousands, except percentages)	2026		2025		Change		%		2026		2025		Change		%
Research and development	$	19,695	$	23,917	$	(4,222)	(18)	%	$	36,825	$	45,224	$	(8,399)	(19)	%

Research and development expenses decreased 18% to $19.7 million for the three months ended March 31, 2026, as compared to $23.9 million for the three months ended March 31, 2025. The decrease is primarily driven by a $2.0 million decrease in personnel costs, including a $1.4 million decrease in stock-based compensation expenses, a $1.2 million decrease in professional services costs, and a $0.9 million decrease in

Table of Contents

	Three months ended December 31,
(in thousands, except percentages)	2025		2024		Change		%
Research and development	$	17,130	$	21,307	$	(4,177)	(20)	%

costs for facilities and depreciation and amortization. These decreases are largely attributable to the sale of our DNA data storage business in fiscal year 2025.

Research and development expenses decreased 2019% to $1736.18 million for the ~~three~~six months ended ~~December~~March 31, ~~2025~~2026, as compared to $2145.32 million for the ~~three~~six months ended ~~December~~March 31, ~~2024~~2025. The decrease is primarily driven by a $24.6 million decrease in personnel costs, including a $12.15 million decrease in stock-based compensation expenses, a $02.90 million decrease in ~~outside~~professional services costs, and a $01.6 million decrease in costs for facilities and depreciation and amortization. These decreases are largely attributable to the sale of our DNA ~~digital~~ data storage business in fiscal year 2025.

Selling, General and Administrative Expenses

	Three months ended December 31,
	Three months ended March 31,								Six months ended March 31,
(in thousands, except percentages)	~~2025~~2026		~~2024~~2025		Change		%		2026		2025		Change		%
Selling, general and administrative	$	6976,~~742~~085	$	5663,~~177~~671	$	1312,~~565~~414	2419	%	$	145,827	$	119,849	$	25,978	22	%

Selling, general and administrative expenses increased 2419% to $6976.71 million for the three months ended ~~December~~March 31, ~~2025~~2026, as compared to $5663.27 million for the three months ended ~~December~~March 31, ~~2024~~2025. The increase is primarily attributable to aan $78.72 million increase in personnel costs, including a $20.4 million increase in stock-based compensation expense, a $2.4 million increase in IT services costs, an $0.8 million increase in marketing costs, and a $51.49 million increase in ~~outside~~other costs. These increases were partially offset by a $0.9 million decrease in professional services costs. asThe weincrease ~~continue~~in toselling, ~~scale~~general ~~our~~and ~~commercial~~administrative ~~organization~~expenses reflect headcount additions and ~~invest~~investments ~~into~~in our commercial organization and corporate infrastructure to support the continued growth of the business.

Selling, general and administrative expenses increased 22% to $145.8 million for the six months ended March 31, 2026, as compared to $119.8 million for the six months ended March 31, 2025. The increase is primarily attributable to a $15.9 million increase in personnel costs, including a $2.7 million increase in stock-based compensation expense, and a $5.0 million increase in IT services, a $2.3 million increase in marketing costs, and a $4.6 million increase in other costs. These increases were partially offset by a $1.8 million decrease in professional services costs. The increase in selling, general and administrative expenses reflect headcount additions and investments in our commercial organization and corporate infrastructure to support the continued growth of the business.

We expect selling, general and administrative expense to moderate in the second half of fiscal 2026 resulting from a number of cost saving initiatives.

Litigation settlement costs, net of recoveries


	Three months ended March 31,							Six months ended March 31,
(in thousands, except percentages)	2026		2025		Change		%	2026		2025		Change		%
Litigation settlement costs, net of recoveries	$	7,205	$	—	$	7,205	NA	$	7,205	$	—	$	7,205	NA

We recorded litigation settlement costs, net of recoveries of $7.2 million for the three and six months ended March 31, 2026.

Interest and Other Income (Expense), net

	Three months ended December 31,
(in thousands, except percentages)	2025		2024		Change		%
Interest income	$	2,175	$	3,240	$	(1,065)	(33)	%
Other income (expense), net	471		(93)		564		(606)	%
Total interest and other income (expense), net	$	2,646	$	3,147	$	(501)	(16)	%

~~Interest~~Table ~~income~~of decreased 33% to $2.2 million for the three months ended December 31, 2025, as compared to $3.2 million for the three months ended December 31, 2024, due to lower cash equivalents and short-term investments balances and lower interest rates. Contents


	Three months ended March 31,								Six months ended March 31,
(in thousands, except percentages)	2026		2025		Change		%		2026		2025		Change		%
Interest income	$	1,710	$	2,801	$	(1,091)	(39)	%	$	3,885	$	6,041	$	(2,156)	(36)	%
Other income (expense), net	175		(394)		569		(144)	%	646		(487)		1,133		(233)	%
Total interest and other income (expense), net	$	1,885	$	2,407	$	(522)	(22)	%	$	4,531	$	5,554	$	(1,023)	(18)	%

Interest income decreased 39% to $1.7 million for the three months ended March 31, 2026, as compared to $2.8 million for the three months ended March 31, 2025, due to lower cash equivalents and short-term investments balances and lower interest rates.

Interest income decreased 36% to $3.9 million for the six months ended March 31, 2026, as compared to $6.0 million for the six months ended March 31, 2025, due to lower cash equivalents and short-term investments balances and lower interest rates.

Income Tax Expense

	Three months ended December 31,
	Three months ended March 31,								Six months ended March 31,
(in thousands, except percentages)	~~2025~~2026		~~2024~~2025		Change		%		2026		2025		Change		%
Income tax expense	$	(~~253~~43)	$	(97175)	$	~~(156)~~132	~~161~~(75)	%	$	(296)	$	(271)	$	(25)	9	%

We recorded an income tax provision of less than $0.31 million and $0.12 million for the three months ended ~~December~~March 31, 2026 and March 31, 2025, respectively. We recorded an income tax provision of $0.3 million and ~~December~~$0.3 million for the six months ended March 31, ~~2024~~2026 and March 31, 2025, respectively.

Liquidity and Capital Resources

~~Sources of~~ Liquidity

ToAs ~~date~~of March 31, 2026, we ~~have~~had ~~financed~~a ~~our~~balance ~~operations~~of ~~principally~~$122.7 ~~through~~million ~~public~~of ~~equity~~cash ~~raises,~~and ~~private~~cash ~~placements~~equivalents ofand ~~our~~$49.0 ~~convertible~~million ~~preferred~~in ~~stock,~~short-term ~~borrowings~~investments. ~~from~~We ~~credit~~have ~~facilities,~~incurred ~~proceeds~~losses ~~from~~and ~~the~~negative ~~royalty~~cash ~~purchase~~flows ~~agreement,~~from ~~sale~~operations ofsince ~~DNA~~our ~~digital~~inception, ~~data storage assets~~ and ~~revenue~~as ~~from~~of ~~our~~March ~~commercial operations. At December~~ 31, ~~2025~~2026, we had aan ~~balance~~accumulated ofdeficit ~~$148.6 million~~ of ~~cash and cash equivalents and~~ $491,394.41 million ~~in short-term investments~~.

26Since our inception, we have financed our operations and capital expenditures principally through public equity raises, private placements of our convertible preferred stock, borrowings from credit facilities, proceeds from the royalty purchase agreement, sale of DNA data storage assets and revenue from our commercial operations.

Based on our current business plan, we believe our current cash, cash equivalents and short-term investments and anticipated cash flow from operations will be sufficient to meet our anticipated cash requirements for more than 12 months from the date of this Quarterly Report on Form 10-Q. However, if we need to obtain additional financing to fund operations beyond this period, there can be no assurance that we will be successful in raising additional financing on terms that are acceptable to us.

Capital Requirements and Allocation

Our primary uses of capital are, and we expect will continue to be for the near future, compensation and related expenses, manufacturing costs, laboratory and related supplies, legal and other regulatory expenses and general overhead costs, including facilities costs and capital expenditures. We had $15.7 million in commitments for capital expenditures as of March 31, 2026.

Our future capital requirements will depend on many factors including our revenue growth rate, research and development efforts, investments in or acquisitions of complementary or enhancing technologies or businesses, the timing and extent of additional capital expenditures to invest in existing and new facilities, the expansion of

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~~Operating~~sales ~~Capital~~and ~~Requirements~~marketing and international activities, legal costs associated with defending and enforcing intellectual property rights and the introduction of new products and new versions of existing products.

~~Our~~We ~~primary~~take ~~uses~~a oflong-term ~~capital~~view ~~are,~~in growing and wescaling ~~expect~~our ~~will~~business ~~continue~~and towe beregularly ~~for~~review ~~the~~acquisition ~~near~~and ~~future~~investment opportunities, ~~compensation~~ and ~~related~~we ~~expenses,~~may ~~manufacturing~~in ~~costs,~~the ~~laboratory~~future ~~and~~enter ~~related~~into ~~supplies,~~arrangements ~~legal~~to ~~and~~acquire ~~other~~or ~~regulatory~~invest ~~expenses~~in ~~and~~businesses, ~~general~~services ~~overhead~~and ~~costs~~technologies, including ~~facilities~~intellectual ~~costs~~property rights, and ~~capital~~any ~~expenditures.~~such Weacquisitions ~~had~~or ~~$12.9~~investments ~~million~~could insignificantly ~~commitments~~increase ~~for~~our capital ~~expenditures~~needs. asWe ofregularly ~~December 31,~~review ~~2025~~opportunities that meet our long-term growth objectives.

Cash in excess of immediate requirements is invested in accordance with our investment policy, primarily with a view to providing liquidity while ensuring capital preservation.

Our contractual obligations have not materially changed from those reported in our Annual Report on Form 10-K except for lease commitments. As of March 31, 2026, our operating lease liability was $95.8 million. See Note 10, Leases of the notes to our condensed consolidated financial statements included elsewhere in this Form 10-Q for information on our operating lease commitments.

On November 13, 2025, we entered into a lease amendment for our facilities in South San Francisco, California. This amendment increases the leased premises by approximately 33,000 square feet in order to consolidate other offices in South San Francisco into a single location and extends the termination date of the lease until June 30, 2036. The lease for the additional space is expected to commence on September 1, 2026. As the lease term for the additional space has not yet commenced, we have not yet recorded a right-of-use asset and a corresponding operating lease liability nor have we recognized rent expense for the additional space. These will be recognized on the commencement date of the additional space. We expect future cash commitments related to this lease of the additional space to total $11.6 million through June 30, 2036.

Invenra License Agreement and Investment in Equity Securities

In February 2026, we entered into a co-exclusive license agreement with Invenra Inc. ("Invenra") for its proprietary B-Body bispecific antibody discovery platform and simultaneously acquired a 6.24% ownership interest in Invenra through the purchase of Series B Preferred Stock. Together, these transactions represent a total commitment of $33.8 million, settled through a combination of cash and our common stock. Under the terms of the license agreement, we will also pay royalties to Invenra based on gross sales received from third-party license sales.

The license was acquired for total consideration of $20.0 million, of which $5.0 million was paid in cash at closing, $10.0 million settled through the issuance of common stock at closing, and $5.0 million in common stock remains contingently issuable upon the successful completion of technology transfer. The equity investment was acquired for $13.8 million, settled entirely through the issuance of common stock, comprising $10.0 million issued at initial closing and $3.8 million issued in a subsequent closing on April 7, 2026.

Of the total $33.8 million commitment, $5.0 million represented an outflow of cash, with the remaining $28.8 million was settled or to be settled through the issuance of the Company's common stock, thereby limiting the cash impact on liquidity. The contingent issuance of common stock, which is dependent on the completion of the technology transfer, as well as the common stock issuance for the subsequent closing related to acquiring ownership interests in Invenra, are both recorded as other current liabilities in the consolidated balance sheet as of March 31, 2026.

We filed a prospectus supplement under our existing shelf registration statement on Form S-3 to register the resale of up to 632,328 shares of common stock issued or issuable in connection with these transactions, which will not provide any proceeds to us and will have no material impact on our liquidity or capital resources.

See note 7, Investment in Equity Securities of the notes to our condensed consolidated financial statements included elsewhere in this Form 10-Q.

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Cash Flows

The following table summarizes our sources and uses of cash and cash equivalents:

Three months ended December 31,

Six months ended March 31,

(in thousands)

~~2025~~2026

~~2024~~2025

Net cash used in operating activities

(2442,~~814~~373)

(2134,~~428~~414)

Net cash provided by (used in) investing activities

(922,~~933~~639)

(12,~~536~~962)

Net cash provided by financing activities

~~298~~4,436

1721,~~944~~140

Operating Activities

Net cash used in operating activities was $2442.84 million during the ~~three~~six months ended ~~December~~March 31, ~~2025~~2026, which was primarily due to a net loss of $3074.5 million, adjusted for non-cash items, including depreciation and amortization of $612.26 million, stock-based compensation expense of $1332.32 million, and a net cash outflow from operating assets and liabilities of $1311.48 million. The net cash outflow from operating assets and liabilities was mainly due to increases in inventories of $45.62 million ~~and prepaid and other current assets of $7.7 million~~, ~~and a decrease in accrued compensation of $12.4 million, partially offset by increase in~~ accounts receivable of $67.84 million, due to the increase in revenues and the timing of collections, and ~~decreases~~prepaid inand ~~accounts~~other ~~payable~~current assets of $118.59 million, ~~other~~and ~~liabilities~~a decrease in accrued compensation of $14.3 million, ~~and~~partially offset by an increase in accrued ~~expenses~~and other liabilities of $122.5 8 million. The changes in accrued compensation, accrued expenses and other liabilities, and accounts payable are due to timing of payments to vendors and employees.

Net cash used in operating activities was $2134.4 million during the ~~three~~six months ended ~~December~~March 31, ~~2024,~~2025 ~~which was~~ primarily due to a net loss of $3170.69 million, adjusted for non-cash items, including depreciation and amortization expense of $612.48 million, stock-based compensation expense of $1232.03 million, and a net cash outflow from operating assets and liabilities of $89.24 million. The net cash outflow from operating assets and liabilities was mainly due to an increase in accounts receivable of $415.53 million due to timing of collections, a decrease in accrued compensation of $118.97 million offset by decreases in inventories of $3.2 million, increases in accrued expenses of $3.13 million, ~~and~~ accounts payable of $56.74 million and other liabilities of $1.3 million. The changes in accrued compensation, accrued expenses, and accounts payable are due to timing of payments to vendors and employees.

Investing Activities

Net cash used in investing activities was $922.96 million during the ~~three~~six months ended ~~December~~March 31, ~~2025~~2026, which consisted of the purchases of property and equipment of $1017.9 million and cash paid for asset acquisition of $5.0 million.

Net cash used in investing activities was $13.50 million during the ~~three~~six months ended ~~December~~March 31, ~~2024~~2025, which consisted of the purchases of ~~laboratory~~ property, ~~equipment~~ and ~~computers~~equipment of $26.34 million offset by the proceeds from the net impact of purchases and maturity of investments of $03.75 million.

Financing Activities

Net cash provided by financing activities was $04.34 million in the ~~three~~six months ended ~~December~~March 31, ~~2025~~2026, which consisted of $02.31 million from the exercise of stock options and $2.4 million proceeds from issuance of shares under the ESPP.

Net cash provided by financing activities was $1721.91 million in the ~~three~~six months ended ~~December~~March 31, ~~2024~~2025, which consisted of $15.0 million from XOMA for the sale of future revenue, ~~and~~ $3.07 million from the exercise of stock options and $2.4 million proceeds from issuance of shares under the ESPP.

Off-balance Sheet Arrangements

We do not have any off-balance sheet arrangements.

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Contractual Obligations and Other Commitments

Our contractual obligations have not materially changed from those reported in our Annual Report on Form 10-K except for lease commitments. As of December 31, 2025, our operating lease liability was $98.1 million. See note 9, Leases of the notes to our condensed consolidated financial statements included elsewhere in this Form 10-Q for information on our operating lease commitments.

Critical Accounting Policies and Significant Management Estimates

The preparation of our Condensed Consolidated Financial Statements in accordance with generally accepted accounting principles in the United States of America requires management to make estimates and judgments that affect the reported amounts in the financial statements and related disclosures. On an ongoing basis, we evaluate our significant accounting policies and estimates. We base our estimates on historical experience and on various market-specific and other relevant assumptions that we believe to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Estimates are assessed each period and updated to reflect current information. Actual results may differ significantly from these estimates. A summary of our critical accounting policies and estimates is presented in Part II, Item 7 of our Annual Report on Form 10-K. There were no changes to our critical accounting policies and estimates during the three months ended December 31, 2025.

~~Recent Issued Accounting Pronouncements~~34

~~For~~Table ~~a description~~ of accounting changes and recent accounting pronouncements, including the expected dates of adoption and estimated effects, if any, on our condensed consolidated financial statements, see Note 2, “Summary of Significant Accounting Policies” in Item 1 of Part I of this Form 10-Q.Contents

circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Estimates are assessed each period and updated to reflect current information. Actual results may differ significantly from these estimates. A summary of our critical accounting policies and estimates is presented in Part II, Item 7 of our Annual Report on Form 10-K. There were no changes to our critical accounting policies and estimates during the six months ended March 31, 2026.

Recently Issued Accounting Pronouncements

For a description of accounting changes and recently issued accounting pronouncements, including the expected dates of adoption and estimated effects, if any, on our condensed consolidated financial statements, see Note 2, “Summary of Significant Accounting Policies” in Item 1 of Part I of this Form 10-Q.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

Information about our market risk is presented in Part II, Item 7A “Quantitative and Qualitative Disclosures about Market Risk” of our Annual Report on Form 10-K. Our exposure to market risk has not changed materially since September 30, 2025.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

Under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, we evaluated the effectiveness of our disclosure controls and procedures (as that term is defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of ~~December~~March 31, ~~2025~~2026, which is the end of the period covered by this Form 10-Q. Based on this evaluation, the Chief Executive Officer and Chief Financial Officer concluded that the Company’s disclosure controls and procedures to ensure that information required to be disclosed by the Company in reports we file or submit under the Exchange Act is (i) recorded, processed, summarized, evaluated and reported, as applicable, within the time periods specified in the SEC’s rules and forms and (ii) accumulated and communicated to the Company’s management, including the Company’s Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosures were effective as of ~~December~~March 31, ~~2025~~2026.

Changes in Internal Control over Financial Reporting

There were no changes in our internal control over financial reporting identified in connection with the evaluation required by Rule 13a-15(d) and 15d-15(d) of the Exchange Act that occurred during the quarter ended ~~December~~March 31, ~~2025~~2026, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Limitations on Effectiveness of Controls and Procedures

Our disclosure controls and procedures are designed to provide reasonable assurance of achieving their objectives, as specified above. Our management recognizes that any control system, no matter how well designed and operated, is based upon certain judgments and assumptions and cannot provide absolute assurance that its objectives will be met.

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PART II. OTHER INFORMATION

Item 1. Legal Proceedings

For a description of material pending legal proceedings, see Note 611 “Commitments and Contingencies - Legal Matters” of the Notes to Condensed Consolidated Financial Statements included in Part I, Item 1 of this Form 10-Q. In addition, we are subject to various legal proceedings and claims arising in the ordinary course of business. Although occasional adverse decisions or settlements may occur, management believes that the final disposition of such matters will not have a material adverse effect on our business, financial position, results of operations or cash flows.

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Item 1A. Risk Factors

In addition to the other information set forth in this Quarterly Report on Form 10-Q, you should carefully consider the risk factors and other cautionary statements described under the heading “Item 1A. Risk Factors” included in our Annual Report on Form 10-K filed with the SEC on November 17, 2025, which could materially affect our business, financial condition or future results. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially and adversely affect our business, financial condition or future results. There have been no material changes in our risk factors from those described in our Annual Report on Form 10-K. We may disclose changes to risk factors or additional risk factors from time to time in our future filings with the SEC.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

Sales of Unregistered Securities

None.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

Rule 10b5-1 Trading Plans

On ~~November~~February 2217, ~~2025~~2026, ~~Melissa~~Dennis ~~Starovasnik~~Cho, ~~a member of~~ the Company's ~~board~~Chief ofLegal ~~directors~~Officer and Corporate Secretary, adopted a trading plan intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act (a “10b5-1 Plan”). MsMr. ~~Starovasnik’~~Cho's 10b5-1 Plan provides for the potential sale of up to 456,~~500~~820 shares of the Company’s common stock and will expire on the earlier of ~~November~~February 2526, ~~2026~~2027 or the date when all shares under MsMr. ~~Starovasnik~~Cho’s 10b5-1 Plan are sold.

OnOther ~~December~~than ~~12,~~as ~~2025~~described above, ~~Robert~~during ~~Chess,~~the athree ~~member~~months ofended ~~the~~March ~~Company's~~31, ~~board~~2026, none of our directors, ~~adopted~~or aofficers ~~10b5-1~~(as ~~Plan.~~defined ~~Mr.~~in ~~Chess'~~Rule ~~10b5~~16a-1(f) ~~Plan~~under ~~provides for~~ the ~~potential~~Exchange ~~sale~~Act) ofadopted upor toterminated ~~10,000~~a ~~shares~~“Rule of10b5-1 ~~the~~trading ~~Company’s~~arrangement” ~~common~~or ~~stock~~“non-Rule ~~and~~10b5-1 ~~will~~trading ~~expire on the earlier of December 11~~arrangement,” ~~2026~~as oreach ~~the~~term ~~date~~is ~~when~~defined ~~all~~in ~~shares~~Item ~~under~~408(a) ~~Mr.~~of ~~Chess'~~Regulation ~~10b5~~S-~~1 Plan are sold~~K.

Other than as described above, during the three months ended December 31, 2025, 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 “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.36

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Item 6. Exhibits

ExhibitNumber

Description

Filed / Furnished /Incorporated fromForm

Incorporated by Reference from Exhibit Number

Date Filed

10.1

Second Amendment to Lease by and between Twist Bioscience Corporation and ARE-San Francisco No. 32, LLC, dated November 13, 2025.

10-K

10.7.2

11/17/2025

4.1

Form of Registration Rights Agreement

8-K

4.1

2/17/2026

31.1

Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, Rule 13(a)-14(a)/15d-14(a), by Chief Executive Officer.

Filed herewith

31.2

Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, Rule 13(a)-14(a)/15d-14(a), by Chief Financial Officer.

Filed herewith

32.1†

Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, by Chief Executive Officer.

Furnished herewith

32.2†

Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, by Chief Financial Officer.

Furnished herewith

101

The following materials from Twist Bioscience Corporation’s Quarterly Report on Form 10-Q for the quarter ended ~~December~~March 31, ~~2025~~2026, formatted in iXBRL (inline eXtensible Business Reporting Language): (i) the Condensed Consolidated Balance Sheets, (ii) the Condensed Consolidated Statements of Operations and Comprehensive Loss, (iii) the Condensed Consolidated ~~Balance Sheets, (iv) the Condensed Consolidated~~ Statements of Stockholders’ Equity, (viv) the Condensed Consolidated Statements of Cash Flows, and (viv) Notes to Unaudited Condensed Consolidated Financial Statements, tagged as blocks of text.

Filed herewith

104

The cover page from the Company’s Quarterly Report on Form 10-Q for the quarter ended ~~December~~March 31, ~~2025~~2026, formatted in Inline XBRL (included in Exhibit 101).

Filed herewith



†			The certifications attached as Exhibits 32.1 and 32.2 that accompany this Quarterly Report on Form 10-Q are not deemed filed with the SEC and are not to be incorporated by reference into any filing of Twist Bioscience Corporation under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, whether made before or after the date of this Quarterly Report on Form 10-Q, regardless of any general incorporation language contained in any filing.

3037

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

February 2, 2026	Twist Bioscience Corporation
May 4, 2026	Twist Bioscience Corporation
	By:	/s/ Adam Laponis
		Adam Laponis
		Chief Financial Officer
		(Authorized officer)

3138

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