mlys-20260630

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


			FORM 10-Q

(Mark One)


x			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 001-41614




MINERALYS THERAPEUTICS, INC.

(Exact name of registrant as specified in its charter)


Delaware			84-1966887
(State or other jurisdiction of incorporation or organization)			(I.R.S. Employer Identification No.)

150 N. Radnor Chester Road, Suite F200, Radnor, PA 19087
(Address, including zip code, of principal executive offices)

888-378-6240
(Registrant's telephone number, including area code)

(Former name, former address and former fiscal year, if changed since last report): NA

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	MLYS	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 x No o

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 x No o

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. o

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

As of August 3, 2026, there were 88,406,885 shares of the registrant’s common stock outstanding.

Mineralys Therapeutics, Inc.

Table of Contents


			Page
Part I - Financial Information			1
Item 1. Financial Statements			1
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations			17
Item 3. Quantitative and Qualitative Disclosures About Market Risk			31
Item 4. Controls and Procedures			32
Part II - Other Information			33
Item 1. Legal Proceedings			33
Item 1A. Risk Factors			33
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds			34
Item 3. Defaults Upon Senior Securities			35
Item 4. Mine Safety Disclosures			35
Item 5. Other Information			35
Item 6. Exhibits			35
Signatures




	June 30,		December 31,
	2026		2025
	(unaudited)
Assets
Current assets:
Cash and cash equivalents	$	138,268	$	172,921
Investments	523,144		483,714
Prepaid and other current assets	4,390		4,751
Total current assets	665,802		661,386

Property and equipment, net	27		38

Other assets	2,024		382
Total assets	$	667,853	$	661,806

Liabilities and stockholders’ equity
Current liabilities:
Accounts payable	$	1,066	$	2,017
Accrued liabilities	18,253		13,096

Total current liabilities	19,319		15,113
Long-term liabilities:
Senior secured term loan, net	97,617		—

Total liabilities	116,936		15,113
Commitments and contingencies (Note 5)


Stockholders’ equity:
Common stock, $0.0001 par value; 500,000,000 shares authorized as of June 30, 2026 and December 31, 2025; 88,351,196 and 81,536,557 shares issued and outstanding as of June 30, 2026 and December 31, 2025, respectively	9		8
Additional paid-in capital	1,288,487		1,103,854
Accumulated deficit	(737,579)		(457,169)
Total stockholders’ equity	550,917		646,693
Total liabilities and stockholders’ equity	$	667,853	$	661,806


	Three Months Ended				Six Months Ended
	June 30,				June 30,
	2026		2025		2026		2025
Operating expenses:
Research and development	$	221,377	$	38,278	$	245,742	$	76,157
General and administrative	24,663		8,468		45,638		15,036
Total operating expenses	246,040		46,746		291,380		91,193
Loss from operations	(246,040)		(46,746)		(291,380)		(91,193)

Interest income, net	4,956		3,474		10,952		5,713

Other income (expense)	13		(2)		18		(5)
Total other income, net	4,969		3,472		10,970		5,708
Net loss	$	(241,071)	$	(43,274)	$	(280,410)	$	(85,485)
Net loss per share attributable to common stockholders, basic and diluted	$	(2.85)	$	(0.66)	$	(3.35)	$	(1.44)
Weighted-average shares used in computing net loss per share attributable to common stockholders, basic and diluted	84,727,282		65,451,297		83,786,245		59,341,368



	Common Stock	Additional Paid-In Capital	Accumulated Deficit		Total Stockholders’ Equity
							Shares			Amount
Balance as of December 31, 2024		49,821,915	$	5	$	493,770		$	(302,518)		$	191,257
Issuance of common stock in public offering, net of offering costs of $12,509		14,907,406	1		188,740			—			188,741
Issuance of common stock from stock option exercises		146,907	—		123			—			123

Stock-based compensation		—	—		3,645			—			3,645
Net loss		—	—		—			(42,211)			(42,211)
Balance as of March 31, 2025		64,876,228	6		686,278			(344,729)			341,555
Issuance of common stock pursuant to Prior ATM Agreement, net of issuance costs of $46		674,518	—		9,496			—			9,496
Issuance of common stock from stock option exercises		161,059	—		1,079			—			1,079
Issuance of common stock for cash under employee stock purchase plan		13,604	—		142			—			142
Stock-based compensation		—	—		4,553			—			4,553
Net loss		—	—		—			(43,274)			(43,274)
Balance as of June 30, 2025		65,725,409	$	6	$	701,548		$	(388,003)		$	313,551


		As of June 30, 2026
Balance Sheet Location	Original Maturities	Amortized Cost		Estimated Fair Value
Cash and cash equivalents	less than 3 months	$	12,440	$	12,439
Investments	between 3 and 12 months	523,144		522,997

Total		$	535,584	$	535,436


		As of December 31, 2025
Balance Sheet Location	Original Maturities	Amortized Cost		Estimated Fair Value
Cash and cash equivalents	less than 3 months	$	9,948	$	9,948
Investments	between 3 and 12 months	483,714		483,891

Total		$	493,662	$	493,839


Year ending December 31,	Amount
2026 (remainder)	$	—
2027	—
2028	—
2029	—
2030	50,000
Thereafter	50,000
Total	$	100,000


			June 30,
			2026
Common stock options outstanding			7,086,111
Shares available for grant under the 2023 Plan			2,758,115
Shares available for grant under the ESPP			2,054,364
Restricted stock units outstanding			829,268
Shares available for grant under the 2025 Inducement Plan			633,668
Pre-funded warrants issued and outstanding			549,755
Total			13,911,281


	Options Outstanding	Unvested Restricted Stock Awards	Unvested Restricted Stock Units	Shares Available for Grant
2023 Plan	6,646,906	—	672,040	2,758,115
2025 Inducement Plan	209,104	—	157,228	633,668
2020 Plan	230,101	25,171	—	—
Total	7,086,111	25,171	829,268	3,391,783


	Three Months Ended,
	June 30,
	2026		2025		Change
	(in thousands)


Research and development expenses	$	(221,377)	$	(38,278)	$	(183,099)
General and administrative expenses	(24,663)		(8,468)		(16,195)
Total other income, net	4,969		3,472		1,497
Net loss	$	(241,071)	$	(43,274)	$	(197,797)


	Six Months Ended,
	June 30,
	2026		2025		Change
	(in thousands)


Research and development expenses	$	(245,742)	$	(76,157)	$	(169,585)
General and administrative expenses	(45,638)		(15,036)		(30,602)
Total other income, net	10,970		5,708		5,262
Net loss	$	(280,410)	$	(85,485)	$	(194,925)




	June 30,		December 31,
	2026		2025
Principal - Term Loan	$	100,000	$	—




Less: amortization of debt discount, debt issuance costs, and Final Fee	(2,383)		$	—
Carrying amount of Term Loan (1)	$	97,617	$	—
Less: current portion	$	—	$	—
Term long-term debt, net of current portion	$	97,617	$	—


	Six Months Ended
	June 30,
	2026		2025		Change

Net cash provided by (used in):
Operating activities	$	(72,027)	$	(75,656)	$	3,629
Investing activities	(230,162)		(135,757)		(94,405)
Financing activities	267,536		199,110		68,426
Net	$	(34,653)	$	(12,303)	$	(22,350)