mgnx-20260630

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q


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

For the quarterly period ended June 30, 2026


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

For the transition period from to

Commission File Number: 001-36112

MACROGENICS, INC.

(Exact name of registrant as specified in its charter)


Delaware			06-1591613
(State or other jurisdiction of incorporation or organization)			(I.R.S. Employer Identification No.)

9704 Medical Center Drive Rockville, Maryland			20850
(Address of principal executive offices)			(Zip code)

301-251-5172

(Registrant's telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $0.01 per share	MGNX	Nasdaq Global Select Market

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

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

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


Large accelerated filer	☐	Accelerated filer	☐

Non-accelerated filer	☒	Smaller reporting company	☒

Emerging growth company	☐

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

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

As of August 7, 2026, 63,700,187 shares of the registrant's common stock, par value $0.01 per share, were outstanding.

TABLE OF CONTENTS


PART I.			FINANCIAL INFORMATION

Item 1.			Financial Statements

			Consolidated Balance Sheets at June 30 , 2026 (unaudited) and December 31, 2025

			Consolidated Statements of Operations and Comprehensive Income (Loss) for the three and six months ended June 30, 2026 and June 30, 2025 (unaudited)

			Consolidated Statements of Stockholders' Equity for the three a nd six months ended June 3 0 , 2026 and June 3 0 , 2025 (unaudited)

			Consolidated Statements of Cash Flows for the six months ended June 3 0 , 2026 and June 3 0 , 2025 (unaudited)

			Notes to Consolidated Financial Statements (unaudited)

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

Item 3.			Quantitative and Qualitative Disclosures about Market Risk

Item 4.			Controls and Procedures

PART II.			OTHER INFORMATION

Item 1.			Legal Proceedings

Item 1A.			Risk Factors

Item 5.			Other Information

Item 6.			Exhibits

			Signatures

FORWARD-LOOKING STATEMENTS

This report includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements include statements that may relate to our plans, objectives, goals, strategies, future events, future revenues or performance, capital expenditures, financing needs and other information that is not historical information. Many of these statements appear, in particular, under the headings "Risk Factors" and "Management's Discussion and Analysis of Financial Condition and Results of Operations" in this Quarterly Report on Form 10-Q. Forward-looking statements can often be identified by the use of terminology such as "subject to", "believe", "anticipate", "plan", "expect", "intend", "estimate", "project", "may", "will", "should", "would", "could", "can", the negatives thereof, variations thereon and similar expressions, or by discussions of strategy.

All forward-looking statements, including, without limitation, our examination of historical operating trends, are based upon our current expectations and various assumptions. We believe there is a reasonable basis for our expectations and beliefs, but they are inherently uncertain. We may not realize our expectations, and our beliefs may not prove correct. Actual results could differ materially from those described or implied by such forward-looking statements. The following uncertainties and factors, among others (including those set forth under "Item 1A. Risk Factors" of our Annual Report on Form 10-K for the fiscal year ended December 31, 2025 and "Part II, Item 1A. Risk Factors" of this Quarterly Report on Form 10-Q), could affect future performance and cause actual results to differ materially from those matters expressed in or implied by forward-looking statements:

•our plans to develop and commercialize our product candidates;

•the outcomes of our ongoing and planned clinical trials and the timing of those outcomes, including when clinical trials will be initiated or completed, enrollment of trials, and when data will be reported or regulatory filings will be made;

•the timing of and our ability to obtain and maintain regulatory approvals for our product candidates and the labeling for any approved products;

•our estimates regarding expenses, future revenue, capital requirements and needs for additional financing;

•our expectations regarding the anticipated benefits of the sale of our CDMO Operations;

•our ability to receive research funding and achieve anticipated milestones under our collaborations;

•our ability to raise additional capital through the capital markets or through one or more corporate partnerships, equity offerings, debt financings, collaborations, licensing arrangements or asset sales;

•our expectations regarding product candidates currently being developed by our collaborators;

•the compromise of our or our third parties’ information technology systems and resultant costs, disruptions in our operations or related impact on our reputation;

•our ability to enter into new collaborations or to identify additional products or product candidates with significant commercial potential that are consistent with our commercial objectives;

•the potential benefits and future operation of our existing collaborations;

•the rate and degree of market acceptance and clinical utility of our products;

•our commercialization capabilities and strategy;

•significant competition in our industry;

•costs of litigation and the failure to successfully defend lawsuits and other claims against us and our expectations regarding the outcome of any regulatory or legal proceedings;

•economic, political and other risks associated with our international operations;

•our ability to protect and enforce patents and other intellectual property;

•costs of compliance and our failure to comply with new and existing governmental regulations including, but not limited to, tax regulations;

•loss or retirement of key members of management;

•failure to successfully execute our growth strategy, including any delays in our planned future growth;

•our failure to maintain effective internal controls; and

•the impact of legislative and regulatory developments, public health crises, geopolitical tensions or other macroeconomic factors on our business, operations, clinical programs, manufacturing, financial results and other aspects of our business.

Consequently, forward-looking statements speak only as of the date that they are made and should be regarded solely as our current plans, estimates and beliefs. You should not place undue reliance on forward-looking statements. We cannot guarantee future results, events, levels of activity, performance or achievements. Except as required by law, we do not undertake and specifically decline any obligation to update, republish or revise forward-looking statements to reflect future events or circumstances or to reflect the occurrences of unanticipated events.

PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

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.

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.

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		Accumulated Other Comprehensive 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