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BillionToOne (NASDAQ: BLLN) inks 12-year, $46.7M oncology lab lease

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

BillionToOne, Inc. has entered into a long-term lease for approximately 62,659 square feet of office and laboratory space at 3260 Whipple Road in Union City, California. The new facility is intended to provide additional laboratory capacity as test volumes have exceeded the company’s plan over the last year.

The space will be dedicated to oncology products and will more than triple the company’s oncology-dedicated laboratory space, expanding total facility space by about 16%. The lease is expected to commence on or about August 1, 2027, has an initial 12-year term, and includes a 10-year extension option at then-prevailing market rates.

Aggregate base rent over the 12-year term is approximately $46.7 million. The landlord will provide an initial 12-month rent abatement and a tenant improvement allowance of up to $12.5 million, and BillionToOne will pay a security deposit of $407,910, plus its pro rata share of operating expenses, taxes, assessments and fees.

Positive

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Item 1.01 Entry into a Material Definitive Agreement Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement Financial
The company incurred a new significant debt or off-balance-sheet obligation.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Aggregate base rent $46.7 million Total base rent over the 12-year lease term
Tenant improvement allowance $12.5 million Maximum landlord-funded improvements for the facility
Security deposit $407,910 Deposit payable upon signing the lease
Leased area 62,659 square feet Office and laboratory space at 3260 Whipple Road
Facility expansion 16% Increase in total facility space once completed
Initial lease term 12 years Primary duration of the lease agreement
Extension option 10 years Additional term at then-prevailing market rate
Material Definitive Agreement regulatory
"Item 1.01 Entry into a Material Definitive Agreement."
A material definitive agreement is a legally binding contract that creates major, long‑term obligations or rights for a company, such as loans, asset sales, mergers, or supplier deals. Think of it like a mortgage or lease for a business: it can change future cash flow, risk and control, so investors watch these agreements closely because they can materially affect a company’s value, financial health and stock price.
tenant improvement allowance financial
"a tenant improvement allowance of up to $12.5 million."
A tenant improvement allowance is a sum of money a landlord agrees to provide or reimburse so a tenant can customize or fit out leased space to their needs, like a home renovation budget paid upfront by the property owner. It matters to investors because it affects leasing attractiveness, upfront costs, rental income and the building’s long‑term value—larger allowances can speed occupancy but reduce short‑term cash flow and raise capital repair needs.
rent abatement financial
"providing an initial 12-month rent abatement period"
forward-looking statements regulatory
"Note Regarding Forward-Looking Statements This contains certain forward-looking statements"
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
emerging growth company regulatory
"Emerging growth company"
An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.
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Understanding 8-K Material Events →
FALSE000207084900020708492026-06-232026-06-23


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
___________________________________
FORM 8-K
___________________________________
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 23, 2026
___________________________________
BillionToOne, Inc.
(Exact name of Registrant as specified in its charter)
___________________________________
Delaware
001-42934
81-1082020
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
1035 O’Brien Drive
Menlo Park, CA 94025
(Address of principal executive offices including zip code)
Registrant’s telephone number, including area code: (650) 460-2551

(Former name or former address, if changed since last report)
___________________________________
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading
Symbol
Name of each exchange
on which registered
Class A common stock, par value $0.00001 per share
BLLN
The Nasdaq Stock Market LLC
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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. ☐



Item 1.01 Entry into a Material Definitive Agreement.
On June 23, 2026, BillionToOne, Inc. (the “Company”) entered into a lease (the “Lease”) with Whipple Road Portfolio, LLC (the “Landlord”), pursuant to which the Company will lease approximately 62,659 square feet of office and laboratory space at 3260 Whipple Road, Union City, CA 94587. The leased space is intended to provide additional laboratory capacity to support anticipated growth in test volumes over the next several years, as total test volumes have exceeded the Company’s plan over the last year. The laboratory space at the leased premises will be dedicated to the Company's oncology products, more than tripling the current oncology-dedicated laboratory space. Once completed, this facility will expand the Company’s total facility space by approximately 16%.
Prior to the commencement date of the Lease, the Landlord and Company will perform certain work to build out the laboratory space and office facility at the leased premises, which will be partially paid for with the tenant improvement allowance discussed below. The Lease is anticipated to commence on or about August 1, 2027, following the substantial completion of tenant improvements, and has an initial term of 12 years. The Lease includes an option to further extend the lease for an additional 10 years at the then-prevailing market rate.
The aggregate base rent payments due over the 12-year term of the Lease are approximately $46.7 million, with the Landlord providing an initial 12-month rent abatement period and a tenant improvement allowance of up to $12.5 million. The Lease contains customary provisions requiring the Company to pay its pro rata share of operating expenses and certain taxes, assessments and fees related to the leased premises, as well as a security deposit of $407,910 payable upon signing the Lease. The Company and Landlord have made customary representations, warranties and covenants in the Lease.
The foregoing description of the terms of the Lease is qualified in its entirety by reference to the Lease, a copy of which will be filed as an exhibit to the Company’s Quarterly Report on Form 10-Q for the period ended June 30, 2026.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of Registrant.
The information set forth above in Item 1.01 of this Current Report on Form 8-K regarding the Lease Agreement is incorporated into this Item 2.03 by reference.


Item 9.01 Financial Statements and Exhibits
(d) Exhibits.

Exhibit
Description
104Cover Page Interactive Data File (embedded within the Inline XBRL document)

Note Regarding Forward-Looking Statements
This Form 8-K contains certain forward-looking statements within the meaning of federal securities laws. These forward-looking statements generally are identified by the words “believe,” “project,” “expect,” “anticipate,” “estimate,” “intend,” “strategy,” “future,” “opportunity,” “plan,” “may,” “should,” “will,” “would,” “will be,” “will continue,” “will likely result,” and similar expressions. Forward-looking statements are predictions, projections and other statements about future events that are based on current expectations and assumptions and, as a result, are subject to risks and uncertainties. Forward-looking statements in this Form 8-K include, but are not limited to, statements regarding anticipated growth in test volumes. These statements are based on management’s current expectations, forecasts and assumptions, and actual outcomes and results could differ materially from these statements due to a number of factors, some of which are beyond BillionToOne’s control. These and additional risks and uncertainties could affect BillionToOne’s financial and operating results and cause actual results to differ materially from those indicated by the forward-looking statements made in this Form 8-K. These risks and uncertainties include those discussed under the captions “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operation” and elsewhere in BillionToOne’s most recently filed quarterly report on Form 10-Q, the annual report on Form 10-K and other filings BillionToOne makes with the Securities and Exchange Commission from time to time. The forward-looking statements in this Form 8-K are based on information available to BillionToOne as of the date hereof, and BillionToOne disclaims any obligation to update any forward-looking statements provided to reflect any change in its expectations or any change in events, conditions, or circumstances on which any such statement is based, except as required by law. These forward-looking statements should not be relied upon as representing BillionToOne’s views as of any date subsequent to the date of this Form 8-K.


SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

BillionToOne, Inc.
Date:
June 29, 2026
By:
/s/ Ross Taylor
Name:
Ross Taylor
Title:
Chief Financial Officer


Source: View Original Filing on SEC EDGAR

FAQ

What lease agreement did BillionToOne (BLLN) disclose in this 8-K filing?

BillionToOne disclosed a new lease for about 62,659 square feet of office and laboratory space in Union City, California. The facility will support oncology products, significantly expanding laboratory capacity as test volumes have exceeded internal plans over the last year.

How large is BillionToOne’s new oncology-focused facility in the BLLN 8-K?

The new facility covers approximately 62,659 square feet of office and laboratory space. It will be dedicated to oncology products, more than tripling current oncology-dedicated laboratory space and increasing BillionToOne’s total facility space by about 16% once completed.

What are the financial terms of BillionToOne’s new lease reported for BLLN?

Aggregate base rent over the 12-year initial term is approximately $46.7 million. The landlord will provide a 12‑month rent abatement, a tenant improvement allowance of up to $12.5 million, and requires a $407,910 security deposit at signing.

When does BillionToOne (BLLN) expect the new lease to commence and how long is it?

The lease is anticipated to commence on or about August 1, 2027, after substantial completion of tenant improvements. It has an initial 12‑year term and includes an option to extend for an additional 10 years at the then‑prevailing market rate.

How will the new lease affect BillionToOne’s laboratory capacity for BLLN?

The leased laboratory space will be dedicated to BillionToOne’s oncology products and will more than triple current oncology‑dedicated lab capacity. This expansion is intended to support anticipated growth in test volumes over the next several years following stronger‑than‑planned volumes.

What additional costs beyond base rent are outlined in BillionToOne’s BLLN lease?

Beyond base rent, BillionToOne must pay its pro rata share of operating expenses, certain taxes, assessments, and fees related to the leased premises. The lease also requires a security deposit of $407,910, payable when the lease is signed.

Filing Exhibits & Attachments

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