imvt-20251231

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)


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

For the quarterly period ended December 31, 2025


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

Commission File Number 001-38906

IMMUNOVANT, INC.

(Exact name of registrant as specified in its charter)


Delaware		83-2771572
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

1000 Park Forty Plaza, Suite 210		27713
Durham,	NC
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (917) 410-3120

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, $0.0001 par value per share

IMVT

The Nasdaq Stock Market LLC

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

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

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


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 February 2, 2026, there were 203,532,180 shares of the Registrant’s common stock, $0.0001 par value per share, outstanding.



		Page

PART I.	FINANCIAL INFORMATION
Item 1.	Financial Statements (unaudited)	2
	Condensed Consolidated Balance Sheets as of December 31, 2025 and March 31, 2025	2
	Condensed Consolidated Statements of Operations for the Three and Nine Months Ended December 31, 2025 and 2024	3
	Condensed Consolidated Statements of Comprehensive Loss for the Three and Nine Months Ended December 31, 2025 and 2024	4
	Condensed Consolidated Statements of Stockholders’ Equity for the Three and Nine Months Ended December 31, 2025 and 2024	5
	Condensed Consolidated Statements of Cash Flows for the Three and Nine Months Ended December 31, 2025 and 2024	6
	Notes to Condensed Consolidated Financial Statements	7
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	17
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	28
Item 4.	Controls and Procedures	28
PART II.	OTHER INFORMATION
Item 1.	Legal Proceedings	29
Item 1A.	Risk Factors	29
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	32
Item 3.	Defaults Upon Senior Securities	32
Item 4.	Mine Safety Disclosures	32
Item 5.	Other Information	32
Item 6.	Exhibits	33
SIGNATURES		34


	December 31, 2025		March 31, 2025
Assets
Current assets:
Cash and cash equivalents	$	994,525	$	713,971
Accounts receivable	1,643		2,084
Prepaid expenses and other current assets	46,771		51,705


Total current assets	1,042,939		767,760

Property and equipment, net	531		844
Other assets	8,922		7,618

Total assets	$	1,052,392	$	776,222
Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable	$	8,616	$	17,656
Accrued expenses and other current liabilities	57,641		51,119



Total current liabilities	66,257		68,775

Total liabilities	66,257		68,775
Commitments and contingencies (Note 10)
Stockholders’ equity:
Series A preferred stock, par value $0.0001 per share, 10,000 shares authorized, issued and outstanding at December 31, 2025 and March 31, 2025	—		—
Preferred stock, par value $0.0001 per share, 10,000,000 shares authorized, no shares issued and outstanding at December 31, 2025 and March 31, 2025	—		—
Common stock, par value $0.0001 per share, 500,000,000 shares authorized, 203,316,885 shares issued and outstanding at December 31, 2025 and 500,000,000 shares authorized, 170,111,593 shares issued and outstanding at March 31, 2025	20		16
Additional paid-in capital	2,582,191		1,945,495
Accumulated other comprehensive income	1,197		1,459
Accumulated deficit	(1,597,273)		(1,239,523)
Total stockholders’ equity	986,135		707,447
Total liabilities and stockholders’ equity	$	1,052,392	$	776,222


	Three Months Ended December 31,				Nine Months Ended December 31,
	2025		2024		2025		2024
Operating expenses:
Research and development	$	98,924	$	94,520	$	314,373	$	267,266

General and administrative	15,438		19,782		58,975		57,061
Total operating expenses	114,362		114,302		373,348		324,327

Interest income, net	(5,333)		(4,590)		(17,274)		(17,844)
Other (income) expense, net	54		1,258		(1,383)		600
Loss before provision for income taxes	(109,083)		(110,970)		(354,691)		(307,083)
Provision for income taxes	1,552		152		3,059		308
Net loss	$	(110,635)	$	(111,122)	$	(357,750)	$	(307,391)
Net loss per common share – basic and diluted	$	(0.61)	$	(0.76)	$	(2.04)	$	(2.10)
Weighted-average common shares outstanding – basic and diluted	181,513,386		146,922,338		175,414,491		146,560,414


	Series A preferred stock			Common stock			Additional paid-in capital		Accumulated other comprehensive income (loss)		Accumulated deficit		Total stockholders’ equity
	Shares	Amount		Shares	Amount
Balance at March 31, 2025	10,000	$	—	170,111,593	$	16	$	1,945,495	$	1,459	$	(1,239,523)	$	707,447
Stock options exercised and restricted stock units vested and settled	—	—		957,583	—		2,918		—		—		2,918
Capital contribution – stock-based compensation	—	—		—	—		115		—		—		115
Stock-based compensation	—	—		—	—		18,395		—		—		18,395
Foreign currency translation adjustments	—	—		—	—		—		278		—		278
Net loss	—	—		—	—		—		—		(120,613)		(120,613)
Balance at June 30, 2025	10,000	$	—	171,069,176	$	16	$	1,966,923	$	1,737	$	(1,360,136)	$	608,540
Stock options exercised and restricted stock units vested and settled	—	—		3,463,534	1		24,595		—		—		24,596
Capital contribution – stock-based compensation	—	—		—	—		172		—		—		172
Stock-based compensation	—	—		—	—		13,186		—		—		13,186
Foreign currency translation adjustments	—	—		—	—		—		(287)		—		(287)
Net loss	—	—		—	—		—		—		(126,502)		(126,502)
Balance at September 30, 2025	10,000	$	—	174,532,710	$	17	$	2,004,876	$	1,450	$	(1,486,638)	$	519,705
Issuance of common stock upon underwritten offering	—	—		26,200,000	3		543,605		—		—		543,608
Stock options exercised and restricted stock units vested and settled	—	—		2,584,175	—		20,995		—		—		20,995
Capital contribution – stock-based compensation	—	—		—	—		182		—		—		182
Stock-based compensation	—	—		—	—		12,533		—		—		12,533
Foreign currency translation adjustments	—	—		—	—		—		(253)		—		(253)
Net loss	—	—		—	—		—		—		(110,635)		(110,635)
Balance at December 31, 2025	10,000	$	—	203,316,885	$	20	$	2,582,191	$	1,197	$	(1,597,273)	$	986,135


	Nine Months Ended December 31,
	2025		2024
Cash flows from operating activities
Net loss	$	(357,750)	$	(307,391)
Adjustments to reconcile net loss to net cash used in operating activities:
Stock-based compensation	44,583		37,800
Depreciation on property and equipment	313		268
Non-cash lease expense	73		111




Changes in operating assets and liabilities:
Accounts receivable	423		3,147
Prepaid expenses and other current assets	4,531		(11,780)


Other assets	(1,232)		(7,541)
Accounts payable	(8,903)		12,988
Accrued expenses and other current liabilities	5,711		7,161



Net cash used in operating activities	(312,251)		(265,237)
Cash flows from investing activities
Purchase of property and equipment	—		(558)
Net cash used in investing activities	—		(558)
Cash flows from financing activities


Proceeds from issuance of common stock upon underwritten offering, net of underwriter discounts and commissions	544,194		—

Payment of offering costs	(586)		—
Proceeds from stock options exercised	48,508		3,880


Net cash provided by financing activities	592,116		3,880
Effect of exchange rate changes on cash and cash equivalents	689		1,235
Net change in cash and cash equivalents	280,554		(260,680)
Cash and cash equivalents – beginning of period	713,971		635,365
Cash and cash equivalents – end of period	$	994,525	$	374,685
Non-cash operating activity
Operating lease right-of-use assets obtained in exchange for operating lease liabilities	$	73	$	—


Supplemental disclosure of cash paid:
Income taxes	$	2,437	$	301


	December 31, 2025		March 31, 2025
Research and development expenses	$	38,665	$	32,622

Accrued bonuses	14,081		15,618
Legal and other professional fees	1,272		789
Employee severance	1,218		263
Due to Roivant Sciences Ltd.	—		273
Other expenses	2,405		1,554
Total accrued expenses and other current liabilities	$	57,641	$	51,119


	December 31, 2025	March 31, 2025
Conversion of Series A preferred stock	10,000	10,000
Stock options outstanding	10,588,683	12,963,834
Restricted stock units outstanding	4,610,917	4,043,674
Equity awards available for future grants	7,634,114	6,027,035
Total	22,843,714	23,044,543


	Number of Stock Options	Weighted- Average Exercise Price		Remaining Contractual Term (Years)	Aggregate Intrinsic Value (in thousands)
Balance - March 31, 2025	12,963,834	$	12.00	6.25	$	88,960
Granted	4,455,263	$	15.87
Exercised	(5,748,983)	$	8.44
Forfeited	(1,031,734)	$	16.55
Expired	(49,697)	$	24.55
Balance - December 31, 2025	10,588,683	$	15.07	6.57	$	117,203
Exercisable - December 31, 2025	5,006,537	$	12.32	5.42	$	69,036


	Three Months Ended December 31,		Nine Months Ended December 31,
	2025	2024	2025	2024
Risk-free interest rate	3.69%	4.29%	4.00%	4.33%
Expected term, in years	6.11	6.11	6.08	6.11
Expected volatility	76.49%	79.01%	78.13%	82.14%
Expected dividend yield	—%	—%	—%	—%


	Number of RSUs	Weighted- Average Grant- Date Fair Value
Nonvested as of March 31, 2025	3,239,901	$	21.70
Issued	2,773,492	$	15.63
Vested	(1,178,548)	$	20.41
Forfeited	(949,940)	$	18.54
Nonvested as of December 31, 2025	3,884,905	$	18.53

SEC Form 10-Q filed by Immunovant Inc.