Forward looking statements Certain statements contained in this Quarterly Report on Form 10-Q are not historical facts and may be forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Words such as “plans,” “expects,” “believes,” “anticipates,” “designed,” and similar words are intended to identify forward-looking statements. Forward-looking statements are based on our current expectations and beliefs, and involve a number of risks and uncertainties that are difficult to predict and that could cause actual results to differ materially from those stated or implied by the forward-looking statements. A description of certain of these risks, uncertainties and other matters can be found in filings we make with the U.S. Securities and Exchange Commission (the “SEC”), all of which are available at www.sec.gov, including our Annual Report on Form 10-K as of and for the fiscal year ended December 31, 2025, filed with the SEC on February 26, 2026, as amended by the Annual Report on Form 10-K/A filed with the SEC on April 28, 2026 (the "Annual Report"). Because forward-looking statements involve risks and uncertainties, actual results and events may differ materially from results and events currently expected by us. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. We undertake no obligation to publicly update these forward-looking statements to reflect events or circumstances that occur after the date hereof or to reflect any change in its expectations with regard to these forward-looking statements or the occurrence of unanticipated events. References herein to “us”, “we”, or “our” refer to BioLife Solutions, Inc., and its consolidated subsidiaries, and to the “Company” or “BioLife” refer to BioLife Solutions, Inc. only. Overview Management’s discussion and analysis provides additional insight into us and is provided as a supplement to, and should be read in conjunction with, our Annual Report. We are a life sciences company that develops, manufactures, and markets bioproduction products and services which are designed to improve quality and de-risk biologic manufacturing, distribution, and transportation in the cell and gene therapy ("CGT") industry. Our products are used in basic and applied research and commercial manufacturing of biologic-based therapies. Customers use our products to maintain the health and function of biologic material during sourcing, manufacturing, and distribution. We currently operate as one bioproduction products and services business which supports several steps in the biologic material manufacturing and delivery process. We have a diversified portfolio of tools and services that focuses on biopreservation, cell processing, and thawing of biologic materials. We have in-house expertise in cryobiology and the broader CGT workflow, and continue to evaluate opportunities to maximize the value of our product platforms for our extensive customer base through organic growth innovations, partnerships, and acquisitions. On July 21, 2026, the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”) by and among, the Company, Repligen Corporation, a Delaware corporation (“Repligen”), Bravo Merger Sub I, Inc., a Delaware corporation and wholly owned subsidiary of Repligen (“Merger Sub 1”) and Bravo Merger Sub II, LLC, a Delaware limited liability company and wholly owned subsidiary of Repligen (“Merger Sub 2”), pursuant to which Repligen will acquire, subject to the satisfaction or waiver of the conditions contained in the Merger Agreement, all of the outstanding shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”), for $11.25 cash and 0.1442 shares of Repligen’s common stock, on a per share basis. Pursuant to the Merger Agreement, following consummation of the Merger, we will be a wholly-owned subsidiary of Repligen. As a result of the Merger, we will cease to be a publicly traded company. For additional information on the Merger Agreement, see Note 18: Subsequent events within the Unaudited Condensed Consolidated Financial Statements of this Quarterly Report on Form 10-Q. On October 6, 2025, the Company entered into a Limited Liability Company Membership Interest Purchase Agreement (the “SAVSU Purchase Agreement”), by and between the Company and Peli BioThermal LLC, a Delaware limited liability company (“SAVSU Buyer”), for the sale by the Company of all of the issued and outstanding limited liability company membership interests (the “SAVSU Interests”) of SAVSU Cleo Technologies, LLC, a Delaware limited liability company 34 Table of Contents ("SAVSU"), to SAVSU Buyer (the “SAVSU Divestiture”). SAVSU contained our evo cloud connected “smart” shipping container products that provided passive storage and transport for temperature-sensitive biologics and pharmaceuticals. Upon the execution of the SAVSU Purchase Agreement, the SAVSU business is presented in the accompanying Unaudited Condensed Consolidated Financial Statements as a discontinued operation for all periods presented. On April 4, 2025, pursuant to a Stock Purchase Agreement (the “PanTHERA Purchase Agreement”), by and among the Company, Casdin Partners Master Fund L.P. and each other person listed on Schedule A thereto (the “PanTHERA Sellers”), 2699979 Alberta LTD., an Alberta corporation and a wholly owned subsidiary of the Company (“PanTHERA Buyer Sub”), PanTHERA CryoSolutions Inc., an Alberta corporation (“PanTHERA”) and Dr. Jason Acker, solely in his capacity as Sellers’ Representative, the Company acquired the remaining 90% of the issued and outstanding shares of common stock of PanTHERA not owned by the Company from the PanTHERA Sellers (the “PanTHERA Transaction”). PanTHERA contains a patented Ice Recrystallization Inhibitor (“IRI”) GEN 2 cryopreservation technology that we expect to ultimately enhance our core capabilities in biopreservation and within the CGT market upon achievement of commercial viability. For additional information on the acquisition of PanTHERA, see Note 2: Acquisition within the Consolidated Financial Statements of this Quarterly Report on Form 10-Q. Our products Our bioproduction products and services are comprised of one revenue line that contains three main offerings: •Cell processing and other products ◦Biopreservation media ◦Human platelet lysate media (“hPL”), cryogenic vials, and automated cell-processing fill machines ◦Automated thawing devices Critical accounting policies and estimates A “critical accounting policy” is one which is both important to the portrayal of our financial condition and results and requires management’s most difficult, subjective or complex judgments, often as a result of the need to make estimates about the effect of matters that are inherently uncertain. For a description of our critical accounting policies that affect our more significant judgments and estimates used in the preparation of our Unaudited Condensed Consolidated Financial Statements, refer to Management’s Discussion and Analysis of Financial Condition and Results of Operations and our significant accounting policies in Note 1 to the Consolidated Financial Statements included in our Annual Report and Part I, Note 1 to the Unaudited Condensed Consolidated Financial Statements in this Quarterly Report on Form 10-Q. During the three months ended March 31, 2026, we changed our inventory valuation method. At December 31, 2025, we valued biopreservation media inventory at cost or, if lower, net realizable value, using the specific identification method. For thaw inventory, we utilized cost or, if lower, net realizable value, using the average costing method. All other inventory was valued using cost or, if lower, net realizable value, using the first-in, first-out method. As of March 31, 2026 and subsequent periods, all inventories are now valued at cost or, if lower, net realizable value, using the weighted average costing method. We believe this change is preferable as it provides a consistent, uniform costing method for all inventories across the Company and improves comparability with peers. These changes did not have a material effect on inventory, net, cost of revenue, or net income for all periods presented; therefore, prior comparative financial statements have not been restated. Results of operations The following discussion of the financial condition and results of operations should be read in conjunction with the accompanying Unaudited Condensed Consolidated Financial Statements and the related footnotes thereto. 35 Table of Contents Revenue Total revenue for the three and six months ended June 30, 2026 and 2025 consisted of the following: Three Months Ended June 30, Six Months Ended June 30, (In thousands, except percentages) 2026 2025 $ Change % Change 2026 2025 $ Change % Change Revenue $ 28,466 $ 23,438 $ 5,028 21 % $ 55,966 $ 45,492 $ 10,474 23 % Revenue was $28.5 million for the three months ended June 30, 2026, representing an increase of $5.0 million, or 21%, compared with the same period in 2025. Revenue was $56.0 million for the six months ended June 30, 2026, representing an increase of $10.5 million, or 23%, compared with the same period in 2025. The increase in revenues for both the three and six months ended June 30, 2026 compared to the same periods in the prior year is largely driven by an increase in customer demand for our biopreservation media products. Cost of revenue and Gross margin Total costs and operating expenses for three and six months ended June 30, 2026 and 2025 were composed of the following: Three Months Ended June 30, Six Months Ended June 30, (In thousands, except percentages) 2026 2025 $ Change % Change 2026 2025 $ Change % Change Revenue $ 28,466 $ 23,438 $ 5,028 21 % $ 55,966 $ 45,492 $ 10,474 23 % Cost of revenue 10,179 8,203 1,976 24 % 20,182 15,457 4,725 31 % Gross profit $ 18,287 $ 15,235 $ 3,052 20 % $ 35,784 $ 30,035 $ 5,749 19 % Gross margin 64 % 65 % (1) % 64 % 66 % (2) % Cost of revenue increased $2.0 million, or 24%, for the three months ended June 30, 2026 compared to the same period in 2025. The increase during the three and six months ended June 30, 2026 is primarily due to the increase in sales compared to the same period in the prior year in addition to an increase in sales in lower margin products. Cost of revenue increased $4.7 million, or 31%, for the six months ended June 30, 2026 compared to the same period in 2025. The increase during the the six months ended June 30, 2026 was largely driven by the increase in sales compared to the same period in the prior year in addition to an increase in sales in lower margin products. Gross margin decreased by 1% for the three months ended June 30, 2026 compared to the same period in 2025. Gross margin decreased by 2% for the six months ended June 30, 2026 compared to the same period in 2025. 36 Table of Contents The decrease in Gross margin for both the three and six months ended June 30, 2026 compared to the same periods in the prior year is primarily due to a less favorable product mix compared to the same period in the prior year. Operating expenses Three Months Ended June 30, Six Months Ended June 30, (In thousands, except percentages) 2026 2025 $ Change % Change 2026 2025 $ Change % Change General and administrative $ 10,694 $ 11,232 $ (538) (5) % $ 22,901 $ 22,582 $ 319 1 % Sales and marketing 2,782 2,577 205 8 % 5,308 5,020 288 6 % Research and development 2,958 1,965 993 51 % 5,608 3,404 2,204 65 % IPR&D expense — 15,521 (15,521) (100) % — 15,521 (15,521) (100) % Intangible asset amortization 157 66 91 138 % 242 132 110 83 % Total operating expenses $ 16,591 $ 31,361 $ (14,770) (47) % $ 34,059 $ 46,659 $ (12,600) (27) % General and administrative expenses General and administrative (“G&A”) expenses consist primarily of personnel-related expenses, stock-based compensation, professional fees, such as accounting and consulting fees, and corporate insurance. G&A expenses decreased $0.5 million, or 5%, for the three months ended June 30, 2026 compared to the same period in 2025. The decrease for the three months ended June 30, 2026 is primarily driven by a decrease in stock compensation expenses compared to the same period during the prior year, partially offset by an increase in acquisition costs. G&A expenses increased $0.3 million, or 1%, for the six months ended June 30, 2026 compared to the same period in 2025. The increase for the six months ended June 30, 2026 is primarily driven by an increase in acquisition and consultation costs compared to the same period during the prior year, partially offset by a decrease in stock compensation expenses. Sales and marketing expenses Sales and marketing (“S&M”) expenses consist primarily of personnel-related costs, stock-based compensation, consulting, advertising, and travel expense. S&M expenses increased $0.2 million, or 8%, for the three months ended June 30, 2026. The increase for the three months ended June 30, 2026 is primarily due to an increase in consultation costs compared to the same period in the prior year. S&M expenses increased $0.3 million, or 6%, for the six months ended June 30, 2026. The increase for the six months ended June 30, 2026 is primarily due to an increase in consultation and personnel expenses. Research and development expenses Research and development (“R&D”) expenses consist primarily of personnel-related costs, consulting, research supplies, and milestone expenses related to third-party research agreements. R&D expenses increased $1.0 million, or 51%, for the three months ended June 30, 2026 compared to the same period in 2025. The increase for the three months ended June 30, 2026 is primarily driven by an increase in testing costs and personnel costs from an increase in headcount. R&D expenses increased $2.2 million, or 65%, for the six months ended June 30, 2026 compared to the same period in 2025. The increase for the six months ended June 30, 2026 is primarily driven by an increase in personnel costs, including stock compensation, from an increase in headcount in addition to an increase in depreciation expense. 37 Table of Contents IPR&D expense IPR&D expense during the three and six months ended June 30, 2025 consists of the immediate $15.5 million expense of the IPR&D asset we acquired in the PanTHERA Transaction. For additional information on the details of the PanTHERA Transaction, see Item I, Note 2: Acquisition within the Consolidated Financial Statements of this Quarterly Report on Form 10-Q. Intangible asset amortization expense Intangible asset amortization expense consists of charges related to the amortization of intangible assets associated with the acquisitions in which we acquired definite-lived intangible assets. Other income Total other income for the three and six months ended June 30, 2026 and 2025 was composed of the following: Three Months Ended June 30, Six Months Ended June 30, (In thousands, except percentages) 2026 2025 $ Change % Change 2026 2025 $ Change % Change Interest income, net 994 684 $ 310 (45) % $ 2,035 $ 1,365 $ 670 49 % Other income 63 247 $ (184) (74) % 242 349 (107) (31) % Total other income, net $ 1,057 $ 931 $ 126 (14) % $ 2,277 $ 1,714 $ 563 33 % Interest income, net Interest income, net incurred during the three and six months ended June 30, 2026 related primarily to the Term Loan (as defined in Note 12: Long-term debt, to the Unaudited Condensed Consolidated Financial Statements in this Quarterly Report on Form 10-Q) and indirect tax liabilities. We also earn interest on cash held in our money market account and available-for-sale securities. The increase in our interest income, net during the three and six months ended June 30, 2026 can be attributed to the increases in interest income from our available-for-sale securities compared to the same periods in 2025 in addition to the maturity of our long-term debt balance during the three months ended June 30, 2026, decreasing interest expenses when compared to the same periods in 2025. Other income Other income consists of various non-cash income and expenses, primarily reflecting activity in the accretion or amortization of our available-for-sale securities and other investments. The decrease in other income during the three and six months ended June 30, 2026 is primarily due to a decreased amount of accretion of our available-for-sale securities investments compared to the same periods in the prior year. Liquidity and capital resources On June 30, 2026 and December 31, 2025, we had $113.1 million and $120.2 million in cash, cash equivalents, and available-for-sale securities, respectively. On July 21, 2026, we entered into the Merger Agreement with Repligen, Merger Sub 1, and Merger Sub 2, pursuant to which Repligen will acquire, subject to the satisfaction or waiver of the conditions contained in the Merger Agreement, all of our outstanding shares of Common Stock, for $11.25 cash and 0.1442 shares of Repligen’s common stock, on a per share basis. In connection with the Merger Agreement, we could be required to pay a termination fee of approximately $59.0 million under specified circumstances in the Merger Agreement. We do not believe that if we were required to pay such termination fee that these restrictions would prevent us from meeting our ongoing costs of operations, working capital 38 Table of Contents needs, or capital expenditure requirements. For additional information on the Merger Agreement, see Note 18: Subsequent events within the Unaudited Condensed Consolidated Financial Statements of this Quarterly Report on Form 10-Q. On June 1, 2026 our Term Loan (as defined in Note 12: Long-term debt, to the Unaudited Condensed Consolidated Financial Statements in this Quarterly Report on Form 10-Q) matured and the Company paid in full the remaining principal balance on the Term Loan in addition to a balloon payment of $1.2 million. On October 6, 2025, we consummated the SAVSU Divestiture. In connection with the closing of the transaction, we received net proceeds of $23.9 million, including a $2.5 million indemnity holdback which we expect to receive in full one year after the closing date. We also incurred additional expenses related to the SAVSU Divestiture, including $1.5 million to the brokers, attorneys, and other external parties for legal and other transaction services. We also recognized $1.3 million in stock compensation expense in connection with the acceleration of unvested shares for all former employees that remained with SAVSU upon the closing of this transaction in addition to providing a retention bonus for all former employees of $0.5 million. For additional information on the SAVSU Divestiture, see Note 3: Discontinued operations within the Unaudited Condensed Consolidated Financial Statements of this Quarterly Report on Form 10-Q. On April 4, 2025, we consummated the PanTHERA Transaction. The aggregate purchase price of the acquisition was $16.8 million, which included $11.5 million in cash and 213,360 shares of our common stock. Additionally, pursuant to the PanTHERA Purchase Agreement, the PanTHERA Sellers are eligible to receive up to $7.2 million in cash or equivalent shares of the Company's common stock (as elected by the PanTHERA Sellers) over a three-year earnout period upon the achievement of certain revenue targets based on our earnings derived from the acquired IRI GEN 2 cryopreservation technology in addition to the achievement of an operational milestone within the first year of the earnout period. For additional information on the PanTHERA Transaction, see Item I, Note 2: Acquisition within the Unaudited Condensed Consolidated Financial Statements of this Quarterly Report on Form 10-Q. Based on our current expectations with respect to our future revenue and expenses, we believe that our current level of cash, cash equivalents, and other liquid assets will be sufficient to meet our liquidity needs for at least the next twelve months from the date of the filing of this Quarterly Report on Form 10-Q and for the foreseeable future. However, we may choose to raise additional capital through a debt or equity financing for strategic purposes. Additional capital, if required, may not be available on reasonable terms, if at all. Cash flows Six Months Ended June 30, (In thousands) 2026 2025 $ Change Operating activities $ 5,857 $ 9,095 $ (3,238) Investing activities (3,409) (66,709) 63,300 Financing activities (11,489) (5,870) (5,619) Net decrease in cash and cash equivalents $ (9,041) $ (63,484) $ 54,443 Net cash provided by operating activities Net cash provided by operating activities was $5.9 million during the six months ended June 30, 2026 compared to $9.1 million provided by operating activities during the six months ended June 30, 2025. The decrease in net cash provided by operating activities was primarily due to the timing of collection and disbursement of working capital related items in accounts receivable, inventories, and accrued expenses. Net cash used in investing activities Net cash used in investing activities totaled $3.4 million during the six months ended June 30, 2026 compared to $66.7 million used in investing activities for the six months ended June 30, 2025. The decrease in net cash used in investing activities was primarily driven by a decrease of $28.9 million in purchases of our investments in available-for-sale marketable securities compared to the same period in the prior year and the $10.2 million in cash we invested in the prior year on the IPR&D asset of PanTHERA. There was additionally an increase of $20.2 million in maturities of available-for-sale securities, providing a greater offset to purchases of available for sale securities than in the prior year. 39 Table of Contents Net cash used in financing activities Net cash used in financing activities totaled $11.5 million during the six months ended June 30, 2026, compared to $5.9 million used in financing activities during the six months ended June 30, 2025. The increase in net cash used in financing activities was primarily the result of our election to cover minimum statutory tax withholding obligations for the vesting of share based awards in cash rather than through sell-to-cover transactions. This used $6.7 million in cash compared to the prior year. For additional information on our election, see Note 13: Stock-based compensation within the Unaudited Condensed Consolidated Financial Statements of this Quarterly Report on Form 10-Q. Contractual obligations Our material cash requirements include contractual and other obligations which we previously disclosed within the financial statements and Management Discussion and Analysis of Financial Condition and Results of Operations in our Annual Report. Other than the contractual obligation listed below, there have been no significant changes to these obligations in the three months ended June 30, 2026. Purchase obligations Purchase obligations are defined as agreements to purchase goods or services that are enforceable and legally binding and that specify all significant terms, including fixed or minimum quantities to be purchased, fixed, minimum, or variable pricing provisions and the approximate timing of the transactions. As of June 30, 2026, our total short-term obligations were $16.3 million.