MACROGENICS, INC. CONSOLIDATED BALANCE SHEETS (in thousands, except share and per share data) June 30, 2026 December 31, 2025 (unaudited) Assets Current assets: Cash and cash equivalents $ 113,907 $ 57,217 Marketable securities 59,398 132,696 Accounts receivable 24,597 427 Other receivable 119,576 — Prepaid expenses and other current assets 4,209 7,224 Total current assets associated with discontinued operations (Note 11) — 22,377 Total current assets 321,687 219,941 Property, equipment and software, net 2,387 2,103 Operating lease right-of-use assets 21,140 21,780 Other non current assets 195 207 Total non current assets associated with discontinued operations (Note 11) — 12,815 Total assets $ 345,409 $ 256,846 Liabilities and stockholders' equity Current liabilities: Accounts payable $ 3,442 $ 3,258 Accrued expenses and other current liabilities 29,902 22,061 Deferred revenue 55,503 1,276 Lease liabilities 4,976 4,905 Liability related to future royalties 14,992 — Total current liabilities associated with discontinued operations (Note 11) — 11,615 Total current liabilities 108,815 43,115 Liability related to future royalties, net of current portion 163,155 70,000 Deferred revenue, net of current portion — 55,503 Lease liabilities, net of current portion 30,116 30,601 Other non current liabilities 450 1,052 Total non current liabilities associated with discontinued operations (Note 11) — 984 Total liabilities 302,536 201,255 Stockholders' equity: Common stock, $0.01 par value -- 125,000,000 shares authorized, 63,645,711 and 63,318,613 shares outstanding at June 30, 2026 and December 31, 2025, respectively 637 633 Additional paid-in capital 1,303,848 1,299,264 Accumulated other comprehensive income (loss) (15) 32 Accumulated deficit (1,261,597) (1,244,338) Total stockholders' equity 42,873 55,591 Total liabilities and stockholders' equity $ 345,409 $ 256,846 See notes to consolidated financial statements. 1 MACROGENICS, INC. CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) (unaudited) (in thousands, except share and per share data) Three Months Ended June 30, Six Months Ended June 30, 2026 2025 2026 2025 Revenues: Collaborative and other agreements $ 25,488 $ 5,558 $ 26,058 $ 12,157 Royalty revenue 7,344 1,311 13,495 1,754 Total revenues 32,832 6,869 39,553 13,911 Costs and expenses: Research and development 38,780 40,791 73,754 80,489 General and administrative 7,904 9,302 17,614 20,020 Total costs and expenses 46,684 50,093 91,368 100,509 Loss from operations (13,852) (43,224) (51,815) (86,598) Loss on extinguishment of royalty monetization liability (52,762) — (52,762) — Interest and other income 1,368 1,414 2,922 3,093 Interest and other expense (4,396) (802) (9,285) (894) Loss before income taxes (69,642) (42,612) (110,940) (84,399) Income tax provision — 105 — 105 Net loss from continuing operations (69,642) (42,717) (110,940) (84,504) Net income from discontinued operations, net of taxes 89,157 6,466 93,681 7,217 Net income (loss) 19,515 (36,251) (17,259) (77,287) Other comprehensive income (loss): Unrealized gain (loss) on investments 12 (6) (47) (12) Comprehensive income (loss) $ 19,527 $ (36,257) $ (17,306) $ (77,299) Net income (loss) per common share - basic Net loss from continuing operations $ (1.10) $ (0.67) $ (1.75) $ (1.34) Net income from discontinued operations 1.40 0.10 1.47 0.11 Net income (loss) per share - basic $ 0.31 $ (0.57) $ (0.27) $ (1.23) Net income (loss) per common share - diluted Net loss from continuing operations $ (1.10) $ (0.67) $ (1.75) $ (1.34) Net income from discontinued operations 1.40 0.10 1.47 0.11 Net income (loss) per share - diluted $ 0.31 $ (0.57) $ (0.27) $ (1.23) Weighted average common shares outstanding Basic and diluted 63,594,453 63,136,057 63,522,516 63,051,207 See notes to consolidated financial statements. 2 MACROGENICS, INC. CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (unaudited) (in thousands, except share amounts) Common Stock Additional Paid-In Capital Accumulated Deficit Accumulated Other Comprehensive Income (Loss) Total Stockholders' Equity Shares Amount Balance, December 31, 2025 63,318,613 $ 633 $ 1,299,264 $ (1,244,338) $ 32 $ 55,591 Share-based compensation — — 2,646 — — 2,646 Stock plan related activity 241,455 3 (209) — — (206) Unrealized loss on investments — — — — (59) (59) Net loss — — — (36,774) — (36,774) Balance, March 31, 2026 63,560,068 636 1,301,701 (1,281,112) (27) 21,198 Share-based compensation — — 1,974 — — 1,974 Stock plan related activity 85,643 1 173 — — 174 Unrealized gain on investments — — — — 12 12 Net income — — — 19,515 — 19,515 Balance, June 30, 2026 63,645,711 $ 637 $ 1,303,848 $ (1,261,597) $ (15) $ 42,873 Common Stock Additional Paid-In Capital Accumulated Deficit AccumulatedOtherComprehensive Income (Loss) Total Stockholders' Equity Shares Amount Balance, December 31, 2024 62,819,857 $ 628 $ 1,285,143 $ (1,169,718) $ 4 $ 116,057 Share-based compensation — — 4,386 — — 4,386 Stock plan related activity 270,466 3 (286) — — (283) Unrealized loss on investments — — — — (5) (5) Net loss — — — (41,036) — (41,036) Balance, March 31, 2025 63,090,323 631 1,289,243 (1,210,754) (1) 79,119 Share-based compensation — — 3,679 — — 3,679 Issuance of common stock, net of offering costs — — — — — — Stock plan related activity 115,380 1 76 — — 77 Unrealized loss on investments — — — — (6) (6) Net loss — — — (36,251) — (36,251) Balance, June 30, 2025 63,205,703 $ 632 $ 1,292,998 $ (1,247,005) $ (7) $ 46,618 See notes to consolidated financial statements. 3 MACROGENICS, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited) (in thousands) Six Months Ended June 30, 2026 2025 Cash flows from operating activities Net loss $ (17,259) $ (77,287) Adjustments to reconcile net loss to net cash used in operating activities: Depreciation and amortization 2,395 3,678 Amortization of premiums and discounts on marketable securities (1,182) (493) Share-based compensation expense 4,620 8,076 Non-cash loss on extinguishment of royalty monetization liability 52,762 — Non-cash royalty revenue (13,495) — Non-cash interest expense 8,880 587 Non-cash lease expense 716 799 Gain on sale of CDMO operations before transaction costs (94,842) — Loss on disposal of assets 353 — Changes in operating assets and liabilities: Accounts receivable (23,002) (8,223) Inventory (1,242) (9,275) Prepaid expenses and other current assets 1,183 4,862 Other non current assets — 159 Accounts payable 18 (388) Accrued expenses and other current liabilities 7,379 (7,651) Lease liabilities (513) (214) Deferred revenue (2,730) (8,205) Other non current liabilities (600) (300) Net cash used in operating activities (76,559) (93,875) Cash flows from investing activities Purchases of marketable securities (35,109) (53,428) Proceeds from maturities of marketable securities 109,542 26,936 Purchases of property, equipment and software (1,150) (1,244) Net cash provided by (used in) investing activities 73,283 (27,736) Cash flows from financing activities Proceeds from stock option exercises and ESPP purchases 184 66 Taxes paid related to net share settlement of equity awards (218) (282) Net proceeds from sale of future royalties 60,000 69,673 Net cash provided by financing activities 59,966 69,457 Net change in cash and cash equivalents 56,690 (52,154) Cash and cash equivalents at beginning of period 57,217 182,840 Cash and cash equivalents at end of period $ 113,907 $ 130,686 Supplemental cash flow disclosures Cash paid for income taxes $ — $ 105 Non-cash operating and investing activities Property and equipment included in accounts payable or accruals $ 72 $ 33 See notes to consolidated financial statements. 4 MACROGENICS, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited) 1. Nature of Operations Description of the business MacroGenics, Inc. (the Company) is incorporated in the state of Delaware. The Company is a biopharmaceutical company focused on developing innovative antibody-based therapeutics for the treatment of cancer. The Company generates its pipeline of product candidates from its proprietary suite of antibody technology platforms. The Company is currently developing therapeutics utilizing multiple modalities, including antibody-drug conjugates (ADCs) and multi-specific antibodies (which are referred to as DART® and TRIDENT® molecules). The combination of the Company’s technology platforms and antibody engineering expertise has allowed the Company to generate promising product candidates – three of which have received marketing approval by the U.S. Food and Drug Administration (FDA) – and to enter into several strategic collaborations with global biopharmaceutical companies. These collaborations have enabled the Company to leverage the additional expertise of its collaborators to advance the development of multiple partnered product candidates. The Company operated a commercial-scale cGMP antibody manufacturing facility in its Maryland headquarters to support its clinical programs and to provide outsourced contract development and manufacturing services to its collaborators and other third parties for commercial and clinical products until June 30, 2026, on which date the Company completed its sale of certain assets and liabilities related to its contract development and manufacturing operations (CDMO Operations). The historical results of the CDMO Operations are reflected as discontinued operations in the Company's consolidated financial statements for all periods presented. See Note 11, Discontinued Operations, for additional information regarding the sale of the assets and liabilities related to the Company's CDMO Operations. The Company is currently advancing multiple proprietary product candidates. These include three clinical-stage ADCs incorporating a novel topoisomerase I inhibitor (TOP1i)-based linker-payload: MGC026, which targets B7-H3; MGC028, which targets ADAM9; and MGC030, which is directed against an undisclosed target. The Company is also developing lorigerlimab, a clinical-stage bispecific DART molecule targeting the immune checkpoint receptors PD-1 and CTLA-4. In addition, the Company is developing multiple preclinical-stage ADC and next-generation T-cell engager programs. The Company and its partners are developing or commercializing product candidates for which the Company retains certain economic rights. These include three products approved by the FDA: ZYNYZ® (retifanlimab-dlwr), an anti-PD-1 monoclonal antibody (mAb) that the Company out-licensed; MARGENZA® (margetuximab-cmkb), an anti-HER2 mAb that the Company sold to a partner; and TZIELD® (teplizumab-mzwv), an anti-CD3 mAb that the Company sold to a partner. The Company is also collaborating with Gilead Sciences, Inc. (Gilead) on the development of MGD024, a bispecific DART antibody targeting CD123 and CD3 that utilizes its next-generation T-cell engager technology, as well as two additional undisclosed pre-clinical development programs. Liquidity The Company’s multiple product candidates currently under development will require significant additional research and development efforts that include extensive preclinical studies and clinical testing, and regulatory approval prior to commercial use. The future success of the Company is dependent on its ability to identify and develop its product candidates, and ultimately upon its ability to attain profitable operations. The Company has devoted substantially all of its financial resources and efforts to research and development and general and administrative expense to support such research and development. Net losses and negative cash flows have had, and will continue to have, an adverse effect on the Company’s stockholders’ equity and working capital, and accordingly, its ability to execute its future operating plans. As a biotechnology company, the Company has primarily funded its operations with proceeds from the sale of its common stock in equity offerings and revenue from its multiple collaboration agreements. Management regularly reviews the Company’s available liquidity relative to its operating budget and forecast to monitor the sufficiency of the Company’s working capital. The Company plans to meet its future operating requirements by generating revenue from current and future strategic collaborations or other arrangements and royalties. The Company anticipates continuing to draw upon available sources of capital, including equity and debt instruments, to support its product development activities. If the Company is unable to enter into new arrangements or to perform under current or future agreements or obtain additional capital, the Company will assess its capital resources and may be required to delay, reduce the scope of, or eliminate one or more of its product research and development programs or clinical studies, reduce other operating expenses, and/or downsize its organization. Based on the Company’s most recent cash flow forecast, the Company believes its current resources are sufficient to fund its operating plans 5 for a minimum of twelve months from the date that this Quarterly Report on Form 10-Q was filed. The Company has implemented, and will continue to evaluate and execute, various cost-saving measures that are intended to extend its financial runway while continuing to progress its pipeline. Other risk factors pertinent to the Company's business, including significant equity market volatility and availability of funding in the biotechnology sector, as well as potential issues in the global economy, credit markets and financial markets as a result of significant worldwide events, including inflation, fluctuating interest rates and geopolitical upheaval, might unfavorably impact the Company's ability to generate such additional funding. Given the uncertainty in the rapidly changing market and economic conditions related to these uncertainties, the Company will continue to evaluate the nature and extent of the impact of these uncertainties on its business and financial position. Basis of Presentation The accompanying unaudited interim consolidated financial statements of the Company have been prepared in accordance with U.S. generally accepted accounting principles (GAAP) for interim financial information. The financial statements include all adjustments (consisting only of normal recurring adjustments) that the management of the Company believes are necessary for a fair presentation of the periods presented. These interim financial results are not necessarily indicative of results expected for the full fiscal year or for any subsequent interim period. On May 11, 2026, the Company entered into an Asset Purchase Agreement with Bora Pharmaceuticals Co., Ltd. and Bora Biologics USA, LLC (collectively, Bora) to sell certain assets and liabilities comprising its contract development and manufacturing operations (CDMO Operations) (the Bora Agreement). Prior-period amounts have been reclassified to reflect the presentation of the CDMO Operations as discontinued operations. See Note 11, Discontinued Operations, for additional information regarding the sale of the assets and liabilities related to the Company's CDMO Operations. The accompanying unaudited interim consolidated financial statements include the accounts of MacroGenics, Inc. and its wholly owned subsidiaries, MacroGenics UK Limited and MacroGenics Limited. All intercompany accounts and transactions have been eliminated in consolidation. These consolidated financial statements and related notes should be read in conjunction with the financial statements and notes thereto included in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2025, filed with the Securities and Exchange Commission (SEC) on March 9, 2026. Reclassification Royalty revenue of approximately $1.3 million and $1.8 million for the three and six months ended June 30, 2025, respectively, was reclassified from Collaborative and other agreements to Royalty revenue on the consolidated statement of operations and comprehensive income (loss) to conform to the current period presentation. 2. Summary of Significant Accounting Policies During the three months ended June 30, 2026, there were no material changes to the significant accounting policies previously disclosed in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2025 with the exception of the change to the Company's significant accounting policies noted below. Discontinued Operations On June 30, 2026, the Company completed the sale of its contract development and manufacturing organization operations to Bora. In accordance with ASC 205-20, Presentation of Financial Statements - Discontinued Operations, a component of an entity that has been disposed of, or is classified as held for sale, is reported in discontinued operations if the disposal represents a strategic shift that has, or will have, a major effect on the entity's operations and financial results. The Company evaluated the quantitative and qualitative factors relevant to the divestiture of the CDMO Operations, including the significance of the CDMO Operations to its consolidated revenues, net income (loss), and total assets, and determined that the disposal represented such a strategic shift and met the criteria for presentation as discontinued operations. Accordingly, the results of operations of the CDMO Operations are reported as discontinued operations, and the related assets and liabilities are classified as assets and liabilities of discontinued operations, in the accompanying consolidated financial statements for all periods presented. Prior period amounts have been recast to conform to this presentation. Discontinued operations comprise the contract manufacturing revenue and cost of manufacturing services historically attributable to the CDMO Operations, together with the gain recognized on the disposal. Amounts historically presented as shared or corporate costs that are expected to continue subsequent to the disposal have not been allocated to discontinued operations and remain in continuing operations. Assets and liabilities classified as held for sale are measured at the lower of their carrying amount or fair value less costs to sell, and depreciation and amortization of long-lived assets within the disposal 6 group ceased upon classification as held for sale. Unless otherwise noted, amounts in the notes to the consolidated financial statements relate to continuing operations. Recent Accounting Pronouncements Recent Accounting Pronouncements Not Yet Adopted In November 2024, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2024-03, Disaggregation of Income Statement Expense. The standard requires further disaggregation of relevant expense captions in a separate note to the financial statements. The standard is effective for fiscal years beginning after December 15, 2026 and interim periods within fiscal years beginning after December 15, 2027. Early adoption is permitted. The Company is currently assessing the impact of adopting this guidance on its consolidated financial statements. 3. Fair Value of Financial Instruments The Company's financial instruments consist of cash and cash equivalents, marketable securities, accounts receivable, accounts payable, accrued expenses and the liability related to future royalties. The carrying amount of accounts receivable, accounts payable and accrued expenses are generally considered to be representative of their respective fair values because of their short-term nature. The liability related to future royalties was recognized at fair value upon extinguishment of the Company's prior debt obligation and is subsequently measured at amortized cost using the effective interest method see Note 5. Royalty Monetization Arrangement for additional information. The Company accounts for recurring and non-recurring fair value measurements in accordance with FASB ASC Topic 820, Fair Value Measurements and Disclosures (ASC 820). ASC 820 defines fair value, establishes a fair value hierarchy for assets and liabilities measured at fair value, and requires expanded disclosures about fair value measurements. The ASC 820 hierarchy ranks the quality of reliability of inputs, or assumptions, used in the determination of fair value and requires assets and liabilities carried at fair value to be classified and disclosed in one of the following three categories: •Level 1 - Fair value is determined by using unadjusted quoted prices that are available in active markets for identical assets and liabilities. •Level 2 - Fair value is determined by using inputs other than Level 1 quoted prices that are directly or indirectly observable. Inputs can include quoted prices for similar assets and liabilities in active markets or quoted prices for identical assets and liabilities in inactive markets. Related inputs can also include those used in valuation or other pricing models, such as interest rates and yield curves that can be corroborated by observable market data. •Level 3 - Fair value is determined by inputs that are unobservable and not corroborated by market data. Use of these inputs involves significant and subjective judgments to be made by a reporting entity - e.g., determining an appropriate adjustment to a discount factor for illiquidity associated with a given security. The Company evaluates financial assets and liabilities subject to fair value measurements on a recurring basis to determine the appropriate level at which to classify them each reporting period. This determination requires the Company to make subjective judgments as to the significance of inputs used in determining fair value and where such inputs lie within the ASC 820 hierarchy. There were no transfers between levels during the periods presented. 7 Financial assets measured at fair value on a recurring basis were as follows (in thousands): Fair Value Measurements at June 30, 2026 Total Level 1 Level 2 Assets: Money market funds $ 35,795 $ 35,795 $ — U.S. Treasury securities 12,857 — 12,857 Government-sponsored enterprises 27,890 — 27,890 Corporate debt securities 32,095 — 32,095 Total assets measured at fair value(a) $ 108,637 $ 35,795 $ 72,842 Fair Value Measurements at December 31, 2025 Total Level 1 Level 2 Assets: Money market funds $ 11,466 $ 11,466 $ — U.S. Treasury securities 4,939 — 4,939 Government-sponsored enterprises 53,950 — 53,950 Corporate debt securities 81,300 — 81,300 Total assets measured at fair value(b) $ 151,655 $ 11,466 $ 140,189 (a) Total assets measured at fair value at June 30, 2026 includes approximately $49.2 million reported in cash and cash equivalents on the consolidated balance sheet. (b) Total assets measured at fair value at December 31, 2025 includes approximately $19.0 million reported in cash and cash equivalents on the consolidated balance sheet. 4. Marketable Securities The following tables summarize the Company's marketable securities (in thousands): June 30, 2026 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value U.S. Treasury securities $ 12,860 $ — $ (3) $ 12,857 Government-sponsored enterprises 27,896 — (6) 27,890 Corporate debt securities 18,657 — (6) 18,651 Total $ 59,413 $ — $ (15) $ 59,398 December 31, 2025 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value U.S. Treasury securities $ 4,935 $ 3 $ — $ 4,938 Government-sponsored enterprises 53,932 19 — 53,951 Corporate debt securities 73,796 15 (4) 73,807 Total $ 132,663 $ 37 $ (4) $ 132,696 All of the Company's available-for-sale securities held as of June 30, 2026 and December 31, 2025 had contractual maturities of less than one year. All of the Company's available-for-sale securities in an unrealized loss position as of June 30, 2026 were in a loss position for less than twelve months. Unrealized losses on available-for-sale debt securities as of June 30, 2026 were not significant and were primarily due to changes in interest rates, including market credit spreads, and not due to 8 increased credit risks associated with specific securities. Accordingly, no allowance for credit losses related to the Company's available-for-sale debt securities was recorded. The Company does not intend to sell its investments and it is not more likely than not that the Company will be required to sell its investments before recovery of their amortized cost bases, which may be at maturity. 5. Royalty Monetization Arrangement In June 2025, the Company and an entity affiliated with Sagard Healthcare Partners (Sagard) entered into a Purchase and Sale Agreement (Royalty Purchase Agreement) pursuant to which the Company sold to Sagard its right to receive royalties on global net sales of ZYNYZ (retifanlimab-dlwr) occurring on and after July 1, 2025 under the Company’s Global Collaboration and License Agreement, dated as of October 24, 2017, as amended (Incyte License Agreement), with Incyte Corporation (Incyte). In exchange, the Company received a cash payment of $70.0 million, and Sagard acquired the royalties payable to the Company for global net sales of ZYNYZ until Sagard’s receipt of aggregate royalty payments totaling $140.0 million (Threshold Amount), after which the Company would resume collecting all future royalties under the Incyte License Agreement. The Company accounted for the Royalty Purchase Agreement as a liability related to future royalties (a financing arrangement) because the Company has significant continuing involvement in the generation of the cash flows due to Sagard and other existing obligations under the Incyte License Agreement. Effective May 1, 2026, the Company and Sagard entered into a First Amendment to the Royalty Purchase Agreement (the Amendment). Under the Amendment, Sagard paid the Company $60.0 million, increasing the aggregate purchase price under the arrangement to $130.0 million. The Amendment also increased and re-defined the Threshold Amount, from a fixed $140.0 million to an amount equal to 1.70 times the aggregate purchase price for periods on or prior to September 30, 2032, or 2.0 times the aggregate purchase price thereafter (Amended Threshold Amount). In addition, the Amendment provides for a one-time milestone payment of up to $20.0 million payable by Sagard to the Company contingent upon ZYNYZ achieving specified calendar year 2026 net sales thresholds under the Incyte License Agreement. Any milestone payment, if paid, is deemed part of the aggregate purchase price and correspondingly increases the Amended Threshold Amount. All other terms of the Royalty Purchase Agreement remained in effect. The Company concluded that the milestone feature is not required to be bifurcated from the host liability and accounted for separately as an embedded derivative because an instrument with the same terms as the milestone feature would not, on a standalone basis, meet the definition of a derivative instrument under ASC 815. The Company evaluated the Amendment under ASC 470-50, Debt (Modifications and Extinguishments), and determined that the present value of the future cash flows under the amended terms was substantially different from the present value of the remaining cash flows under the original terms. Accordingly, the Amendment was accounted for as an extinguishment of the original liability. The Company derecognized the original liability, which had a net carrying amount of $68.2 million at the amendment date, and recognized a new liability at its estimated fair value of $181.0 million. After giving effect to the $60.0 million of additional proceeds received, the Company recognized a loss on extinguishment of $52.8 million, which is reflected in Loss on extinguishment of royalty monetization liability in the consolidated statements of operations and comprehensive income (loss) for the three and six months ended June 30, 2026. The fair value of the new liability was determined based on the Company’s estimates of the future royalties expected to be paid to Sagard over the life of the arrangement, using forecasted net sales of ZYNYZ derived from market data sources and a risk-adjusted discount rate, which are considered Level 3 inputs within the fair value hierarchy. The new liability is amortized over the estimated life of the arrangement using the effective interest rate method. As of June 30, 2026, the estimated effective interest rate under the amended arrangement was approximately 7.40%, reflecting the recognition of the new liability at fair value. Royalty payments made by Incyte to Sagard are recorded as a reduction of the liability when earned, and the difference between the aggregate future estimated payments and the initial fair value of the new liability is recognized as non-cash interest expense over the estimated life of the arrangement. The Company estimates the payments to be made to Sagard based on forecasted royalties and, on a quarterly basis, reassesses the effective interest rate and adjusts it prospectively as necessary. The Company recognized non-cash interest expense of $4.0 million and $8.9 million during the three and six months ended June 30, 2026, respectively, which is reflected in interest and other expense in the consolidated statements of operations and comprehensive income (loss). Changes to the liability related to future royalties were as follows for the six months ended June 30, 2026 and 2025 (in thousands): 9 Six Months Ended June 30, 2026 2025 Liability related to future royalties - beginning balance $ 70,000 $ — Proceeds from sale of future royalties — 70,000 Derecognition of original liability upon extinguishment (68,238) — New liability recognized at fair value upon extinguishment 181,000 — Deferred transaction costs — (327) Non-cash royalty revenue (13,495) — Non-cash interest expense recognized 8,880 587 Liability related to future royalties - ending balance 178,147 70,260 Liability related to future royalties - current portion 14,992 — Liability related to future royalties, net of current portion $ 163,155 $ 70,260 6. Revenue Collaborative and Other Agreements Incyte Corporation Incyte License Agreement In 2017, the Company entered into an exclusive global collaboration and license agreement with Incyte, which was amended in March 2018, April 2022, July 2022 and July 2024, for retifanlimab, an investigational monoclonal antibody that inhibits PD-1 (Incyte License Agreement). Incyte has obtained exclusive worldwide rights for the development and commercialization of retifanlimab in all indications, while the Company retains the right to develop its pipeline assets in combination with retifanlimab. Under the terms of the Incyte License Agreement, Incyte paid the Company an upfront payment of $150.0 million in 2017. The Company manufactured a portion of Incyte’s global commercial supply of retifanlimab until June 30, 2026 when it sold its CDMO Operations to Bora; see Note 11, Discontinued Operations, for additional information. In March 2023, the FDA approved Incyte's Biologics License Application (BLA) for ZYNYZ (retifanlimab-dlwr) for the treatment of adults with metastatic or recurrent locally advanced Merkel cell carcinoma. In May 2025, the FDA approved ZYNYZ with carboplatin and paclitaxel for the first-line treatment of adults with inoperable locally recurrent or metastatic squamous cell carcinoma of the anal canal (SCAC), and as a single agent, for adults with locally recurrent or metastatic SCAC with disease progression on or intolerance to platinum-based chemotherapy. In December 2025, Japan's Ministry of Health, Labour and Welfare approved ZYNYZ as first-line therapy for adults with locally recurrent or metastatic SCAC. In March 2026, Incyte announced that the European Commission approved ZYNYZ in combination with carboplatin and paclitaxel for the first-line treatment of adult patients with metastatic or inoperable locally recurrent SCAC. Furthermore, Incyte has stated it is pursuing development of retifanlimab in potentially registration-enabling studies, including in patients with non-small cell lung cancer. Incyte is also pursuing development of retifanlimab in combination with select product candidates from its pipeline. Under the terms of the Incyte License Agreement, as amended, Incyte leads global development of retifanlimab. From the inception of the Incyte License Agreement through June 30, 2026, the Company has recognized $215.0 million for certain development and regulatory milestones under the Incyte License Agreement. Assuming successful development and commercialization by Incyte in multiple indications, the Company is eligible to receive up to an additional $210.0 million in development and regulatory milestones and up to $330.0 million in commercial milestones. The Company was also eligible to receive tiered royalties of 15% to 24% on global net sales, but sold this right to Sagard in June 2025 as described more fully in Note 5. Royalty Monetization Arrangement. The Company retains the right to develop its pipeline assets in combination with retifanlimab, with Incyte commercializing retifanlimab and the Company commercializing its asset(s), if any such potential combinations are approved. The Company evaluated the Incyte License Agreement under the provisions of ASC Topic 606, Revenue from Contracts with Customers (ASC 606) at inception and identified the following two performance obligations under the agreement: (i) the license of retifanlimab and (ii) the performance of certain clinical activities through a brief technology transfer period. The Company determined that the license and clinical activities are separate performance obligations because they are capable of being distinct and are distinct in the context of the contract. The license has standalone functionality as it is sublicensable, Incyte has significant capabilities in performing clinical trials, and Incyte is capable of performing these 10 activities without the Company's involvement; the Company performed the activities during the transfer period as a matter of convenience. The Company determined that the transaction price of the Incyte License Agreement at inception was $154.0 million, consisting of the consideration to which the Company was entitled in exchange for the license and an estimate of the consideration for clinical activities to be performed. The transaction price was allocated to each performance obligation based on their relative standalone selling price. The standalone selling price of the license was determined using the adjusted market assessment approach considering similar collaboration and license agreements. The standalone selling price for the agreed-upon clinical activities to be performed was determined using the expected cost approach based on similar arrangements the Company has with other parties. The potential development and regulatory milestone payments are fully constrained until the Company concludes that achievement of the milestone is probable, and that recognition of revenue related to the milestone will not result in a significant reversal in amounts recognized in future periods, and as such have been excluded from the transaction price. Any consideration related to sales-based milestones and royalties will be recognized when the related sales occur, as they were determined to relate predominantly to the license granted to Incyte and, therefore, have also been excluded from the transaction price. The Company re-assesses the transaction price in each reporting period and when events whose outcomes are resolved or other changes in circumstances occur. In July 2024, the Company and Incyte executed Amendment No. 4 to the Incyte License Agreement pursuant to which certain development milestones were deemed to have been met. The Company evaluated the amendment as a contract modification under the provisions of ASC 606 which resulted in $100.0 million of revenue being recognized in 2024. From 2018 through June 30, 2026, it became probable that a significant reversal of cumulative revenue would not occur for development milestones totaling $215.0 million related to clinical and regulatory activities related to the further advancement of retifanlimab. Therefore, the associated consideration was added to the estimated transaction price and was recognized as revenue. The Company recognized the $150.0 million allocated to the license when it satisfied its performance obligation and transferred the license to Incyte in 2017. The $4.0 million allocated to the clinical activities was recognized ratably as services were performed during 2017 and 2018. The Company recognized $7.3 million and $1.3 million in royalty revenue under the Incyte License Agreement during the three months ended June 30, 2026 and 2025 respectively. The Company recognized $13.5 million and $1.8 million in royalty revenue under the Incyte License Agreement during the six months ended June 30, 2026 and 2025, respectively. Incyte Commercial Supply Agreement In 2020, the Company entered into an agreement with Incyte pursuant to which the Company was entitled to manufacture a portion of the global commercial supply needs for retifanlimab (Incyte Commercial Supply Agreement). Unless terminated earlier, the term of the Incyte Commercial Supply Agreement will expire upon the expiration of Incyte’s obligation to pay royalties under the Incyte License Agreement. The Company evaluated this agreement under ASC 606 and identified one performance obligation under the agreement: to perform services related to manufacturing the commercial supply of retifanlimab. The transaction price was based on a fixed price per batch of bulk drug substance to be manufactured and was recognized over time as the services were provided, as the performance by the Company did not create an asset with an alternative use and the Company had an enforceable right to payment for the performance completed to date. The transaction price was being recognized using the input method reflecting the costs incurred (including resources consumed and labor costs incurred) related to the manufacturing services. Variable consideration relating to the reimbursed materials and other reimbursed costs incurred to manufacture retifanlimab was allocated to the related manufacturing activities and was recognized as revenue as those activities occurred. Materials purchased by the Company to manufacture retifanlimab were considered inventory and were capitalized and expensed as the materials were used to provide the manufacturing services. As part of the sale of the Company's CDMO Operations, (see Note 11), the Incyte Commercial Supply Agreement was assigned to Bora. The Company recognized $10.3 million in revenue during the three months ended June 30, 2026, and recognized no revenue during the three months ended June 30, 2025 under the Incyte Commercial Supply Agreement, which is reflected in the Net income from discontinued operations, net of taxes line on the consolidated statements of operations and comprehensive income (loss). The Company recognized $14.4 million and $0.4 million in revenue under the Incyte Commercial Supply Agreement during the six months ended June 30, 2026 and 2025, respectively, which is reflected in the Net income from discontinued operations, net of taxes line on the consolidated statements of operations and comprehensive income (loss). Gilead Sciences, Inc In 2022, the Company and Gilead Sciences, Inc. (Gilead) entered into an exclusive option and collaboration agreement (Gilead Agreement) to develop and commercialize MGD024, an investigational, bispecific antibody that binds CD123 and CD3, and create bispecific cancer antibodies using the Company’s DART and TRIDENT platforms and undertake their early development under a maximum of two separate bispecific cancer target research programs. Under the agreement, the Company will continue the ongoing phase 1 trial for MGD024 according to a development plan, during which Gilead will have the right to exercise an option granted to Gilead to obtain an exclusive license under the Company’s intellectual property to develop and 11 commercialize MGD024 and other bispecific antibodies of MacroGenics that bind CD123 and CD3 (CD123 Option). The agreement also granted Gilead the right, within its first two years, to nominate a bispecific cancer target set for up to two research programs conducted by the Company and to exercise separate options to obtain an exclusive license for the development, commercialization and exploitation of molecules created under each research program (Research Program Option). Gilead nominated the first of the two research programs in September 2023. In January 2024, the parties amended the Gilead Agreement to revise certain matters related to intellectual property in the performance of the research plans under the agreement. On August 30, 2024, the parties amended the agreement by entering into a second letter agreement under which Gilead will pay the Company to conduct certain research and which extended the period for Gilead to select its second research target combination. Under the terms of the Gilead Agreement, as amended, in October 2022 Gilead paid the Company an upfront payment of $60.0 million. Assuming Gilead exercises the CD123 Option and Research Program Option and successfully develops and commercializes MGD024, or other CD123 products developed under the agreement, and products result from the two additional research programs, the Company would be eligible to receive up to a total of $1.7 billion in target nomination, option fees, and development, regulatory and commercial milestones. Assuming exercise of the CD123 Option, the Company will also be eligible to receive tiered, low double-digit royalties on worldwide net sales of MGD024 (or other CD123 products developed under the agreement) and assuming exercise of the Research Program Option, a flat royalty on worldwide net sales of any products resulting from the two research programs. The Company evaluated the Gilead Agreement under the provisions of ASC 606 and identified the following material promises under the agreement: (i) a license to perform any activities allocated to Gilead under the MGD024 development plan; (ii) development activities regarding MGD024, including manufacturing, research and early clinical development activities, necessary to deliver an informational package of development and clinical data, information and materials specified in the Gilead Agreement during the period in which Gilead can exercise the CD123 Option; (iii) the CD123 Option and (iv) the Research Program Option. The Company concluded that the license under the MGD024 development plan and development activities are not distinct from one another, as the license has limited value without the Company’s performance of the development activities. Therefore, the Company determined that the development term license and development activities should be combined into a single performance obligation (Development Activities). The CD123 Option is considered a material right as the value of the exclusive license exceeds the payment to be made by Gilead if they exercise their option to obtain an exclusive license to develop and commercialize MGD024 or an alternative CD123 product, and is therefore a distinct performance obligation. The Company determined that the Research Program Option does not provide a material right, as there is no discount on its standalone selling price. In accordance with ASC 606, the Company determined that the initial transaction price under the Gilead Agreement was $60.0 million, consisting of the upfront, non-refundable payment paid by Gilead. The CD123 Option and Research Program Option payments are excluded from the initial transaction price at contract inception along with any future development, regulatory, and commercial milestone payments (including royalties) following the CD123 Option and Research Program Option exercise. The Company reassesses the amount of variable consideration included in the transaction price every reporting period. The Company allocated the $60.0 million upfront payment in the transaction price to the Development Activities and the CD123 Option based on each performance obligation’s relative standalone selling price. The standalone selling price for the Development Activities was calculated using an expected cost-plus margin approach for the pre-option development timeline. For the standalone selling price of the CD123 Option, the Company utilized an income-based approach which included the following key assumptions: post-option development timeline and costs, forecasted revenues, discount rates and probabilities of technical and regulatory success. The Company is recognizing revenue related to the Development Activities performance obligation over the estimated period to complete the Development Activities using an input method reflecting the costs incurred (including resources consumed and labor hours expended) related to the Development Activities. The Company has deferred revenue recognition related to the CD123 Option. If Gilead exercises the CD123 Option and obtains an exclusive license, the Company will recognize revenue as it fulfills its obligations under the Gilead Agreement. If the CD123 Option is not exercised, the Company will recognize the entirety of the revenue in the period when the CD123 Option expires. The Company recognized $1.0 million and $0.5 million in revenue under the Gilead Agreement during the three months ended June 30, 2026 and 2025, respectively. During the six months ended June 30, 2026 and 2025, the Company recognized revenue of $1.3 million and $0.1 million, respectively. As of June 30, 2026, $55.5 million in revenue was deferred under this agreement, all of which was current. As of December 31, 2025, $56.8 million in revenue was deferred under this agreement, $1.3 million of which was current and $55.5 million of which was non-current. 12 In September 2023, the Company and Gilead executed a letter agreement (First Letter Agreement) through which Gilead nominated the first of the two research programs contemplated in the Gilead Agreement (First Research Program), the Company granted Gilead a research license, and the parties agreed on a research plan for the First Research Program under which the Company will provide research and development services. Gilead paid the Company a $15.7 million nomination fee. The Company evaluated the First Letter Agreement under the terms of ASC 606, and concluded that it is a modification to the Gilead Agreement that results in a separate contract since the modification is for additional goods and services that are distinct and at standalone selling price. The Company determined that the license and the related research and development activities were not distinct from one another, as the license has limited value without the performance of the research and development activities. As such, the Company determined that these should be combined into a single performance obligation. Gilead also has the exclusive option to pay the Company $10.0 million to obtain a license to exploit the research molecule and research product with respect to the First Research Program. The Company determined that this exclusive option does not provide a material right, as there is no discount on its standalone selling price. In accordance with ASC 606, the Company determined that the initial transaction price for the First Research Program agreement was $15.7 million, consisting of the non-refundable payment paid by Gilead. The Company recognized revenue over the estimated period to complete the services using the input method reflecting the costs incurred (including resources consumed and labor hours expended) related to the research and development services. In June 2024, the Company received variable consideration totaling $3.3 million from Gilead upon achievement of a research plan milestone. The variable consideration was added to the transaction price and allocated to the performance obligation to determine the amount of related revenue to be recognized. A proportional amount was recognized based on the input cost to cost measurement of work completed to date. The Company completed performing the services and recognizing revenue related to the First Research Program in mid-2025. The Company recorded $5.6 million and $11.0 million in revenue related to the First Research Program during the three and six months ended June 30, 2025, respectively. In November 2025, the parties amended the Gilead Agreement by entering into a third letter agreement (Third Letter Agreement) under which Gilead nominated the second of the two research programs contemplated in the Gilead Agreement (Second Research Program) and the Company granted Gilead a research license. Gilead also exercised their exclusive option to obtain a license to exploit the research molecule and research product with respect to the Second Research Program. Gilead paid the Company a total of $25.0 million related to the nomination and option exercise. The Company evaluated the Third Letter Agreement under the terms of ASC 606, and concluded that it is a modification to the Gilead Agreement that results in a separate contract since the modification is for additional goods and services that are distinct and at standalone selling price. The Company determined that there is one performance obligation under the Third Letter Agreement; to grant the research term license and exploitation license. In accordance with ASC 606, the Company determined that the initial transaction price for the Second Research Program was $25.0 million, consisting of the non-refundable payment made by Gilead. The Company recognized this amount when it satisfied its performance obligation and transferred the license to Gilead during the year ended December 31, 2025. The Company is entitled to future development, regulatory and commercial milestones related to the Second Research Program should Gilead successfully develop and commercialize the molecule. These potential development and regulatory milestone payments are fully constrained until the Company concludes that achievement of the milestone is probable and that recognition of revenue related to the milestone will not result in a significant reversal in amounts recognized in future periods, and as such have been excluded from the transaction price. Any consideration related to sales-based milestones and royalties will be recognized when the related sales occur, as they were determined to relate predominantly to the license granted to Gilead and, therefore, have also been excluded from the transaction price. Sanofi S.A. In 2018, the Company entered into an asset purchase agreement with Provention Bio, Inc. (Provention) pursuant to which Provention acquired the Company’s interest in teplizumab, a monoclonal antibody being developed for the treatment of type 1 diabetes (Provention APA). The FDA approved the BLA for TZIELD (teplizumab-mzwv) in November 2022. In March 2023, the Company sold its single-digit royalty interest in TZIELD to a wholly-owned subsidiary of DRI Healthcare Trust (DRI) and received a $100.0 million payment from DRI under a Royalty Purchase Agreement. The Company retained its other economic interests related to TZIELD, including future potential regulatory and commercial milestones, as well as the right to receive a 50% share of the royalty on global net sales above a certain annual threshold. In addition, the Company was eligible to receive an additional $50.0 million if TZIELD achieved a certain level of net sales by June 30, 2026. This milestone was not achieved and has expired. 13 In April 2023, Sanofi S.A. (Sanofi) completed its acquisition of Provention and the Company entered into a tripartite agreement with DRI and Sanofi under which it was released of any obligations under the Royalty Purchase Agreement. In September 2023, the Company and Sanofi executed Amendment No. 2 to the Provention APA and terminated the Royalty Purchase Agreement with DRI. As a result, the remaining $50.0 million sales milestone under the Royalty Purchase Agreement was incorporated into the Provention APA. The Company evaluated the Provention APA under the provisions of ASC 606, and determined that the potential development and regulatory milestone payments are fully constrained until the Company concludes that achievement of the milestone is probable and that recognition of revenue related to the milestone will not result in a significant reversal in amounts recognized in future periods. Any consideration related to sales-based milestones will be recognized when the related sales occur. The Company re-assesses the transaction price in each reporting period and when events whose outcomes are resolved or other changes in circumstances occur. During the three months ended June 30, 2026, a regulatory milestone was achieved and the Company recognized $24.5 million in revenue. Payment for this milestone is not due from Sanofi until September 2026, therefore the $24.5 million is included in accounts receivable on the consolidated balance sheet. As of June 30, 2026, the remaining future potential regulatory and commercial milestones total $255.0 million. Manufacturing Services Agreements Incyte In January 2022, the Company entered into a Manufacturing and Clinical Supply Agreement with Incyte (2022 Incyte Manufacturing and Clinical Supply Agreement) to provide manufacturing services to produce certain Incyte bulk drug substance over a three-year period. Under the terms of the 2022 Incyte Manufacturing and Clinical Supply Agreement, the Company received an upfront payment of $10.0 million and was eligible to receive annual fixed payments paid quarterly over the term of the contract totaling $14.4 million. The Company was also reimbursed for materials used to manufacture product as well as other costs incurred to provide manufacturing services. In July 2022, the Company and Incyte executed an amendment to the 2022 Incyte Manufacturing and Clinical Supply Agreement which extended the term for one year and provided for an additional annual fixed payment of $5.1 million (July 2022 Incyte Amendment). In December 2024 and March 2025, the Company and Incyte entered into letter agreements whereby Incyte reserved additional manufacturing services during 2025 with a total fixed cost of $13.5 million (Incyte Letter Agreements). The Company evaluated the 2022 Incyte Manufacturing and Clinical Supply Agreement, the July 2022 Incyte Amendment and the Incyte Letter Agreements under the provisions of ASC 606 and identified one performance obligation to provide manufacturing runs to Incyte, as and when requested by Incyte, over the term of the contract that is part of a series of goods and services. The Company determined that the transaction price consists of the upfront payment of $10.0 million, the annual fixed payments and the payments per batch under the Incyte Letter Agreements totaling $41.7 million. The Company recognized revenue over time on a straight-line basis as the manufacturing services were provided to Incyte, as the Company determined that its efforts in providing the manufacturing services were incurred evenly throughout the performance period and therefore straight-line revenue recognition closely approximated the level of effort for the manufacturing services. Variable consideration relating to the reimbursed materials and other reimbursed costs incurred to manufacture product for Incyte was allocated to the related manufacturing activities and was recognized as revenue as those activities occurred. Materials purchased by the Company to manufacture the product for Incyte were considered inventory and were capitalized and expensed as the materials were used to provide the manufacturing services. The 2022 Incyte Manufacturing and Clinical Supply Agreement expired on December 31, 2025. During the three and six months ended June 30, 2025, the Company recognized revenue of $13.3 million and $18.3 million, respectively, under the 2022 Incyte Manufacturing and Clinical Supply Agreement. In September 2025, the Company entered into a new Manufacturing and Clinical Supply Agreement with Incyte (2025 Incyte Manufacturing and Clinical Supply Agreement) to provide manufacturing services to produce certain Incyte bulk drug substance over a three-year period beginning in January 2026. Based on the current manufacturing schedule contemplated in the 2025 Incyte Manufacturing and Clinical Supply Agreement, Incyte was to pay a total fixed cost of $16.8 million over the term of the agreement. The Company would also be reimbursed for materials used to manufacture product as well as other costs incurred to provide manufacturing services. The Company evaluated the 2025 Incyte Manufacturing and Clinical Supply Agreement under the provisions of ASC 606 and identified one performance obligation to provide manufacturing runs to Incyte, as and when requested by Incyte, over the term of the contract that is part of a series of goods and services. 14 The Company recognized revenue over time on a straight-line basis as the manufacturing services were provided to Incyte, as the Company determined that its efforts in providing the manufacturing services were incurred evenly throughout the performance period and therefore straight-line revenue recognition closely approximated the level of effort for the manufacturing services. Variable consideration relating to the reimbursed materials and other reimbursed costs incurred to manufacture product for Incyte was allocated to the related manufacturing activities and was recognized as revenue as those activities occurred. Materials purchased by the Company to manufacture the product for Incyte were considered inventory and were capitalized and expensed as the materials were used to provide the manufacturing services. As described more fully in Note 11, Discontinued Operations, the Company sold its CDMO Operations as of June 30, 2026 and assigned the 2025 Incyte Manufacturing and Clinical Supply Agreement to Bora. During the three and six months ended June 30, 2026, the Company recognized revenue of $0.8 million and $4.7 million, respectively, under the 2025 Incyte Manufacturing and Clinical Supply Agreement, which is reflected in the Net income from discontinued operations, net of taxes line on the consolidated statements of operations and comprehensive income (loss). Emergent BioSolutions In 2024 and 2025, the Company entered into agreements with Emergent BioSolutions (Emergent) to provide manufacturing services to produce certain Emergent bulk drug substance (Emergent Agreement). Under the terms of the agreement, the Company received payments in accordance with the manufacturing schedule and was reimbursed for materials used to manufacture product, as well as other costs incurred to provide development and manufacturing services. The Company evaluated the Emergent Agreement under the provisions of ASC 606 and identified one performance obligation to manufacture bulk drug substances over the term of the contract that is part of a series of goods and services. The Company determined that the transaction price consisted of $13.5 million of fixed consideration. The Company recognized revenue over time on a straight-line basis as the manufacturing is provided to Emergent, as the Company determined that its efforts in providing the manufacturing services were incurred evenly throughout the performance period and therefore straight-line revenue recognition closely approximated the level of effort for the manufacturing services. Variable consideration relating to the reimbursed materials and other reimbursed costs incurred to manufacture product for Emergent was allocated to the related manufacturing activities and was recognized as revenue as those activities occurred. The Emergent Agreement was assigned to Bora as of June 30, 2026. During the three months ended June 30, 2026 and 2025, the Company recognized revenue of $1.9 million and $1.6 million, respectively, under the Emergent Agreement. During the six months ended June 30, 2026 and 2025 the Company recognized revenue of $7.5 million and $2.8 million, respectively, under the Emergent Agreement, which is reflected in the Net income from discontinued operations, net of taxes line on the consolidated statements of operations and comprehensive income (loss). 7. Stock-Based Compensation Employee Stock Purchase Plan In May 2017, the Company’s stockholders approved the 2016 Employee Stock Purchase Plan (the 2016 ESPP). The 2016 ESPP is structured as a qualified employee stock purchase plan under Section 423 of the Internal Revenue Code of 1986, as amended, and is not subject to the provisions of the Employee Retirement Income Security Act of 1974. The Company reserved 800,000 shares of common stock for issuance under the 2016 ESPP. The 2016 ESPP allows eligible employees to purchase shares of the Company’s common stock at a discount through payroll deductions of up to 10% of their eligible compensation, subject to any plan limitations. The 2016 ESPP provides for six-month offering periods ending on May 31 and November 30 of each year. At the end of each offering period, employees are able to purchase shares at 85% of the fair market value of the Company’s common stock on the last day of the offering period. During the six months ended June 30, 2026 and 2025, 33,092 and 56,880 shares of common stock were purchased under the 2016 ESPP, respectively. Employee Stock Incentive Plans In October 2013, the Company implemented the 2013 Equity Incentive Plan (2013 Plan). In May 2023, the 2013 Plan was terminated, and no further awards may be issued under the plan. If an option granted under the 2013 Plan expires or terminates for any reason without having been fully exercised, if any shares of restricted stock are forfeited, or if any award terminates, expires or is settled without all or a portion of the shares of common stock covered by the award being issued, such shares will become available for issuance under the 2023 Equity Incentive Plan (2023 Plan). The 2023 Plan was effective as of stockholder approval in May 2023. The 2023 Plan provides for grants of stock options and other stock-based awards, as well as cash-based performance awards. The 2023 Plan originally authorized the issuance of up to an aggregate of 4,850,000 shares of common stock. The Board of Directors and stockholders of the Company subsequently approved amendments to the 2023 Plan to increase the number of shares of common stock available to a total of 15 9,350,000 shares. If an option expires or terminates for any reason without having been fully exercised, if any shares of restricted stock are forfeited, or if any award terminates, expires or is settled without all or a portion of the shares of common stock covered by the award being issued, such shares are available for the grant of additional awards. However, any shares that are withheld (or delivered) to pay withholding taxes or to pay the exercise price of an option are not available for the grant of additional awards. The following stock-based compensation expense was recognized for the periods indicated (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2026 2025 2026 2025 Research and development $ 753 $ 2,237 $ 2,170 $ 5,320 General and administrative 1,221 1,453 2,450 2,756 Total stock-based compensation expense $ 1,974 $ 3,690 $ 4,620 $ 8,076 Employee stock options The fair value of each option award is estimated on the date of grant using the Black-Scholes option-pricing model using the assumptions in the following table for options issued during the period indicated: Six Months Ended June 30, 2026 2025 Expected dividend yield 0% 0% Expected volatility 112.6% - 114.0% 110.7% - 115.6% Risk-free interest rate 3.7% - 4.4% 3.9% - 4.5% Expected term 6.22 years 6.11 years The following table summarizes stock option activity during the six months ended June 30, 2026: Shares Weighted- Average Exercise Price Weighted-Average Remaining Contractual Term (Years) Aggregate Intrinsic Value (in thousands) Outstanding, December 31, 2025 14,106,148 $ 11.72 $ 125 Granted 2,975,160 1.91 — $ — Exercised (23,032) 2.92 — $ 24 Forfeited (1,251,731) 4.28 — $ — Expired (1,046,363) 15.69 — $ — Outstanding, June 30, 2026 14,760,182 $ 10.10 6.4 $ 13,003 As of June 30, 2026: Exercisable 10,006,891 $ 13.26 5.1 $ 2,327 Vested and expected to vest 14,359,528 $ 10.28 6.3 $ 12,146 As of June 30, 2026, the total unrecognized compensation expense related to unvested stock options, net of related forfeiture estimates, was approximately $9.6 million, which the Company expects to recognize over a weighted-average period of approximately 1.2 years. The following table summarizes additional information on stock options (in thousands, except per share amounts): Six Months Ended June 30, 2026 2025 Weighted-average fair value per share of stock options granted $ 1.60 $ 2.03 Total intrinsic value of stock options exercised $ 24 $ — Total cash received for stock options exercised $ 67 $ — Total grant date fair value of stock options vested $ 4,285 $ 9,494 16 Restricted Stock Units Restricted stock units (RSUs) are valued based on the closing price of the Company’s common stock on the date of the grant. The fair value of RSUs is recognized and amortized on a straight-line basis over the requisite service period of the award. The following table summarizes RSU activity during the six months ended June 30, 2026: Shares Weighted-AverageGrant Date Fair Value Outstanding, December 31, 2025 745,796 $ 8.84 Granted 696,260 2.00 Vested (393,754) 8.62 Forfeited (212,292) 5.41 Outstanding, June 30, 2026 836,010 $ 4.12 At June 30, 2026, there was $2.1 million of total unrecognized compensation cost related to unvested RSUs, which the Company expects to recognize over a remaining weighted-average period of approximately 1.2 years. 8. Commitments and Contingencies In-licensing Arrangement In January 2022, the Company entered into a non-exclusive license agreement with Synaffix B.V., a Lonza company, (Synaffix) to develop, manufacture and commercialize up to three antibody-drug conjugate targets using Synaffix’s proprietary technology. The Company made an upfront payment to Synaffix upon contract execution. In March 2023, the Company and Synaffix amended the agreement, adding four additional targets. Assuming all seven targets are successfully developed and commercialized, the Company would be obligated to pay up to $2.8 billion for development, regulatory and sales milestones. Finally, pursuant to the terms of this license agreement, as amended, upon commencement of commercial sales of any products developed from these targets, the Company would be required to pay Synaffix tiered royalties in the low‑single digit percentages on net sales of the respective products. The Company may terminate this agreement at any time with 30 days’ notice to Synaffix. Amounts paid to Synaffix under this agreement are recorded as research and development expense in the consolidated statements of operations and comprehensive income (loss). During the three months ended June 30, 2026, the company recorded no expense under this agreement compared to $1.2 million during the three months ended June 30, 2025. During the six months ended June 30, 2026 and 2025, the Company recorded expense of $0.3 million and $2.4 million, respectively, under this agreement. Contractual Commitments The Company has certain contractual commitments under manufacturing-related supplier arrangements as of June 30, 2026 totaling $10.4 million that expire through November 2026. 9. Net Income (Loss) Per Share The numerator for both basic and diluted earnings per share (EPS) is net income (loss). The denominator for basic EPS is the weighted-average number of shares outstanding during the period. The dilutive effect of outstanding stock options and RSUs is reflected in the denominator for diluted EPS using the treasury stock method. The following table is a reconciliation of loss from continuing operations to net income (loss). Three Months Ended June 30, Six Months Ended June 30, 2026 2025 2026 2025 Net loss from continuing operations $ (69,642) $ (42,717) $ (110,940) $ (84,504) Net income from discontinued operations, net of taxes 89,157 6,466 93,681 7,217 Net income (loss) $ 19,515 $ (36,251) $ (17,259) $ (77,287) 17 The following table is a reconciliation of basic shares and diluted shares: Three Months Ended June 30, Six Months Ended June 30, 2026 2025 2026 2025 Basic shares 63,594,453 63,136,057 63,522,516 63,051,207 Effect of dilutive securities — — — — Diluted shares 63,594,453 63,136,057 63,522,516 63,051,207 Basic and diluted shares are the same for the three and six months ended June 30, 2026 and 2025 due to the Company's net loss from continuing operations. Although the Company recorded net income from discontinued operations in all periods presented, the net income from discontinued operations does not change the treatment of potentially dilutive securities. The Company is required to use net income (loss) from continuing operations as the benchmark to determine whether potential common shares are dilutive or antidilutive. Accordingly, all stock options and RSUs are excluded from the per share calculations as such securities were anti-dilutive for all periods presented and the number of stock options and RSUs that were excluded from the calculation of net loss per share are 15,596,192 and 15,508,633 for the three and six months ended June 30, 2026 and 2025, respectively. 10. Segment Reporting The Company identifies its reportable segments based on information reviewed by the Company’s Chief Operating Decision Maker (CODM), who is the Chief Executive Officer. The Company operates as one operating and reportable segment, which is developing innovative antibody-based therapeutics for the treatment of cancer. The Company has determined its reportable operating segment based on the management approach, which considers the internal organization and reporting used by the Company’s CODM to make decisions about allocating resources and assessing the Company’s performance. The determination of a single business segment is consistent with the consolidated financial information regularly reviewed by the CODM for purposes of assessing performance and allocating resources. The CODM uses consolidated net loss from continuing operations, consistent with the amounts reported in the Company’s consolidated statements of operations to evaluate performance, forecast future period financial results and allocate resources. Please refer to the consolidated balance sheets and the accompanying notes to the consolidated financial statements for segment asset information. The table below summarizes the significant expenses regularly reviewed by the CODM (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2026 2025 2026 2025 Total revenue (a) $ 32,832 $ 6,869 $ 39,553 $ 13,911 Research and development expenses: MGC028 10,179 4,742 16,573 8,676 MGC026 7,198 2,961 14,003 8,914 Lorigerlimab 6,120 10,547 13,579 19,425 Next-generation T-cell engagers 5,987 3,516 10,635 5,789 MGC030 5,001 5,666 8,930 8,172 MGD024 2,082 2,715 4,858 4,907 Vobramitamab duocarmazine 198 4,387 585 12,653 Preclinical antibody-drug conjugates (ADCs) 26 2,058 89 3,857 Other programs 1,989 4,199 4,502 8,096 Total research and development expenses 38,780 40,791 73,754 80,489 General and administrative expenses 7,904 9,302 17,614 20,020 Other segment income (loss), net (b) (55,790) 507 (59,125) 2,094 Net loss from continuing operations $ (69,642) $ (42,717) $ (110,940) $ (84,504) (a) Total revenue includes collaborative and other agreements and royalty revenue. 18 (b) Other segment income (loss), net includes interest and other income and interest and other expense, and for the three and six months ended June 30, 2026 the loss on extinguishment of royalty monetization liability. The Company operates in the United States and all material long-lived assets of the Company reside in the United States. For information about the Company’s revenues, see Note 6. Revenue. 11. Discontinued Operations On May 11, 2026, the Company entered into the Bora Agreement to sell certain assets and liabilities comprising its CDMO Operations, including the leased warehouse in Frederick, Maryland to Bora for cash consideration of $122.5 million, subject to certain closing cash, working capital and indebtedness adjustments. The disposal represents a strategic shift that has a major effect on the Company’s operations and financial results, reflecting the Company’s exit from its contract manufacturing line of business and its decision to focus its resources on its pre-clinical and clinical-stage research and development pipeline. Accordingly, the results of the CDMO Operations are reported as discontinued operations for all periods presented in the accompanying consolidated financial statements. Effective as of June 30, 2026, the Company and Bora completed the sale under the Bora Agreement, and the Company received cash consideration of $119.6 million, subject to customary post-closing adjustments for net working capital and indebtedness, in July 2026. The Company is entitled to receive up to an additional $5.0 million of contingent consideration upon the achievement of specified manufacturing and process development milestones during 2027 and 2028. The Company assessed the likelihood of achieving these milestones as remote and, accordingly, assigned a de minimis value to the contingent consideration at closing. Any additional consideration will be recognized within discontinued operations in the period the related milestones are achieved. Subsequent changes in the estimated fair value of the contingent consideration, if any, will be recognized in earnings in the period of change. The CDMO Operations were classified as held for sale during the three months ended June 30, 2026 and were disposed of on June 30, 2026. The carrying value of the assets and liabilities of the Company’s former CDMO discontinued operations, as of December 31, 2025 were as follows: December 31, 2025 Assets Current assets: Accounts receivable $ 12,946 Inventory, net 7,910 Prepaid expenses and other current assets 1,521 Total current assets 22,377 Property, equipment and software, net 10,522 Operating lease right-of-use assets 1,115 Other non current assets 1,178 Total assets $ 35,192 Liabilities Current liabilities: Accounts payable $ 1,529 Accrued expenses and other current liabilities 169 Deferred revenue 9,645 Lease liabilities 272 Total current liabilities 11,615 Lease liabilities, net of current portion 984 Total liabilities $ 12,599 19 Gain on sale During the three and six months ended June 30, 2026, the Company recognized a pretax net gain on the sale of the CDMO Operations before and after transaction related costs of $94.8 million, and $86.1 million, respectively, which is included in net income from discontinued operations, net of tax in the consolidated statements of operations. The gain after transaction related costs on the sale of CDMO Operations (the net gain) reflects the deduction of incremental costs directly incurred in the sale of CDMO operations which amounted to $8.8 million. The net gain was computed as follows and remains subject to finalization of customary post-closing purchase price adjustments: Cash consideration, net of estimated closing adjustments $ 119,572 Costs to sell (8,765) Carrying amount of assets sold: Trade receivables (11,778) Prepaid expenses and other current assets (3,350) Inventory (9,151) Property and equipment, net (9,075) Operating lease right-of-use asset (1,053) Other assets (1,179) Total assets sold (35,586) Carrying amount of net liabilities assumed: Operating lease liability 1,158 Accounts payable and other current liabilities 1,507 Deferred revenue 8,191 Total liabilities assumed 10,856 Total carrying amount of net assets sold (24,730) Net gain on sale of the CDMO Operations $ 86,077 Results of discontinued operations The following table presents the major classes of line items constituting income from discontinued operations, net of tax, for the periods presented: Three Months Ended June 30, Six Months Ended June 30, 2026 2025 2026 2025 Contract manufacturing revenue $ 13,142 $ 15,372 $ 27,196 $ 21,523 Cost of manufacturing services (10,062) (8,906) (19,592) (14,306) Income from operations of the CDMO Operations 3,080 6,466 7,604 7,217 Net gain on sale of the CDMO Operations 86,077 — 86,077 — Net income from discontinued operations, net of taxes $ 89,157 $ 6,466 $ 93,681 $ 7,217 Cash flows of discontinued operations Cash flows attributable to the Company's discontinued operations are included in the Company's consolidated statements of cash flows. Significant non-cash activities attributable to discontinued operations consisted of the following (in thousands): Six Months Ended June 30, 2026 2025 Depreciation and amortization $ 1,798 $ 2,788 Non-cash lease expense 264 403 Gain on sale of CDMO operations before transaction costs (94,842) — 20 Continuing involvement In connection with the sale, the Company and Bora entered into a number of agreements that constitute continuing involvement with the CDMO Operations following the disposal: Manufacturing and Supply Agreement Bora will manufacture and supply specified products to the Company using reserved capacity at the Rockville facility. The Company accounts for this arrangement as a supply contract. The Company evaluated whether that contains a lease under ASC 842. The Company concluded that the agreement does not contain an embedded lease, because the reserved manufacturing capacity is not an identified asset that the Company controls and the counterparty retains substantive rights to substitute and reallocate that capacity, and accordingly no right-of-use asset or lease liability has been recognized The initial term is for three years from June 30, 2026. Amounts recognized under this agreement will commence after June 30, 2026. Transition Services Agreement The Company and Bora will provide each other with specified transitional support services on a cost-reimbursement basis with no markup, for a period expected to be less than one year. Amounts recognized under this agreement will commence after June 30, 2026. Manufacturing Facility Lease Assignment In connection with the sale of the CDMO Operations, the Company assigned its lease for the Rockville, Maryland manufacturing facility to Bora; Under the landlord's consent to that assignment, the Company was not relieved of its obligations under the original lease. The lease assignment is accounted for as an in-substance sublease and thus the right-of-use asset and lease liability have not been derecognized nor have the right-of-use asset and lease liability been included in the disposal group. 12. Subsequent Event In August 2026, Gilead exercised its option to obtain a license to exploit the research molecule and research product with respect to the First Research Program (see Note 6, Revenue, for additional information). In accordance with the terms of the First Letter Agreement under the Gilead Agreement, Gilead will pay the Company $10.0 million related to this option exercise. 21