vxrt20240331

vxrt20240331_10q.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

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

For the quarterly period ended March 31, 2024

☐	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: 001-35285

	Vaxart, Inc.
	(Exact Name of Registrant as Specified in its Charter)

	Delaware		59-1212264
	(State or other jurisdiction of incorporation or organization)		(IRS Employer Identification No.)

	170 Harbor Way, Suite 300, South San Francisco, CA 94080		(650) 550-3500
	(Address of principal executive offices, including zip code)		(Registrant’s telephone number, including area code)

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

	Title of each class		Trading symbol		Name of each exchange on which registered
	Common Stock, $0.0001 par value		VXRT		The Nasdaq Capital Market

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

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

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

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 ☑

The Registrant had 176,838,011 shares of common stock, $0.0001 par value, outstanding as of May 6, 2024.

Table of Contents

FORM 10-Q

FOR THE QUARTER ENDED March 31, 2024

TABLE OF CONTENTS

				Page
Part I	FINANCIAL INFORMATION			1

		Item 1.	Financial Statements (Unaudited)	1

			Condensed Consolidated Balance Sheets as of March 31, 2024 and December 31, 2023	1

			Condensed Consolidated Statements of Operations and Comprehensive Loss for the three months ended March 31, 2024 and 2023	2

			Condensed Consolidated Statements of Stockholders’ Equity for the three months ended March 31, 2024 and 2023	3

			Condensed Consolidated Statements of Cash Flows for the three months ended March 31, 2024 and 2023	5

			Notes to the Condensed Consolidated Financial Statements	6

		Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	18

		Item 3.	Quantitative and Qualitative Disclosures About Market Risk	27

		Item 4.	Controls and Procedures	28


Part II	OTHER INFORMATION			29

		Item 1.	Legal Proceedings	29

		Item 1A.	Risk Factors	29

		Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	30

		Item 3.	Defaults Upon Senior Securities	30

		Item 4.	Mine Safety Disclosures	30

		Item 5.	Other Information	30

		Item 6.	Exhibits	31

SIGNATURES				33

Table of Contents

FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q (this “Quarterly Report”) for the quarterly period ended March 31, 2024, contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”) and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), which are subject to the “safe harbor” created by those sections, concerning our business, operations, and financial performance and condition as well as our plans, objectives, and expectations for business operations and financial performance and condition. Any statements contained herein that are not of historical facts may be deemed to be forward-looking statements. You can identify these statements by words such as “anticipate,” “assume,” “believe,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “should,” “will,” “would,” and other similar expressions that are predictions of or indicate future events and future trends. These forward-looking statements are based on current expectations, estimates, forecasts, and projections about our business and the industry in which we operate and management’s beliefs and assumptions and are not guarantees of future performance or development and involve known and unknown risks, uncertainties, and other factors that are in some cases beyond our control. As a result, any or all of our forward-looking statements in this Quarterly Report may turn out to be inaccurate. Factors that could materially affect our business operations and financial performance and condition include, but are not limited to, those risks and uncertainties described herein under “Item 1A. Risk Factors.” and those described in our Annual Report on Form 10-K for the year ended December 31, 2023, under “Item 1A. Risk Factors.” You are urged to consider these factors carefully in evaluating the forward-looking statements and are cautioned not to place undue reliance on the forward-looking statements. The forward-looking statements are based on information available to us as of the filing date of this Quarterly Report. Unless required by law, we do not intend to publicly update or revise any forward-looking statements to reflect new information or future events or otherwise. You should, however, review the risk factors we describe in the reports we will file from time to time with the Securities and Exchange Commission (the “SEC”) after the date of this Quarterly Report.

This Quarterly Report also contains market data related to our business and industry. These market data include projections that are based on a number of assumptions. If these assumptions turn out to be incorrect, actual results may differ from the projections based on these assumptions. As a result, our markets may not grow at the rates projected by these data, or at all. The failure of these markets to grow at these projected rates may harm our business, results of operations, financial condition and the market price of our common stock.

Table of Contents

PART I FINANCIAL INFORMATION

Item 1. Financial Statements

VAXART, INC.

Condensed Consolidated Balance Sheets

(In thousands, except share and per share amounts)

(Unaudited)

	March 31, 2024			December 31, 2023
Assets
Current assets:
Cash and cash equivalents	$	26,735		$	34,755
Short-term investments		9,929			4,958
Accounts receivable		556			3,008
Prepaid expenses and other current assets		7,064			2,815

Total current assets		44,284			45,536

Property and equipment, net		11,102			11,731
Right-of-use assets, net		23,753			24,840
Intangible assets, net		4,106			4,289
Goodwill		4,508			4,508
Other long-term assets		917			926

Total assets	$	88,670		$	91,830

Liabilities and Stockholders’Equity
Current liabilities:
Accounts payable	$	3,978		$	1,584
Other accrued current liabilities		4,980			5,634
Current portion of operating lease liability		2,799			2,703
Current portion of liability related to sale of future royalties		2,360			3,803

Total current liabilities		14,117			13,724

Operating lease liability, net of current portion		16,691			17,385
Liability related to sale of future royalties, net of current portion		1,863			2,623
Other long-term liabilities		309			293

Total liabilities		32,980			34,025

Commitments and contingencies (Note 8)

Stockholders’ equity:
Preferred stock: $0.0001 par value; 5,000,000 shares authorized; none issued and outstanding as of March 31, 2024 and December 31, 2023		—			—
Common stock: $0.0001 par value; 250,000,000 shares authorized as of March 31, 2024 and December 31, 2023; 177,187,965 shares issued and 176,523,042 shares outstanding as of March 31, 2024 and 153,959,853 shares issued and 153,452,833 shares outstanding as of December 31, 2023		18			15
Additional paid-in capital		490,221			467,731
Treasury stock at cost, 664,923 shares as of March 31, 2024 and 507,020 shares as of December 31, 2023		(548	)		(366	)
Accumulated deficit		(433,991	)		(409,574	)
Accumulated other comprehensive loss		(10	)		(1	)

Total stockholders’ equity		55,690			57,805

Total liabilities and stockholders’ equity	$