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Moderna, Inc. (MRNA) SEC Filings, Oct-Nov 2025

MRNA NASDAQ

Moderna, Inc. filings document the regulatory, financial and governance record of a commercial-stage mRNA biotechnology company. Form 8-K reports cover operating results, Regulation FD updates, FDA communications for investigational vaccine submissions, material agreements, patent-litigation settlements and financing arrangements tied to the company's vaccine and therapeutic portfolio.

Proxy and annual-meeting filings disclose board elections, shareholder voting results, executive compensation and governance provisions, including bylaw amendments. The filings also record capital-structure matters such as credit facilities, risk and disclosure controls around pipeline development, and formal updates related to products including Spikevax, mRESVIA, mNEXSPIKE and mCOMBRIAX.

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Moderna (MRNA) reported Q3 2025 results with total revenue of $1,016 million, driven by net product sales of $973 million and other revenue of $43 million. The company posted a net loss of $200 million (basic and diluted EPS $(0.51)), compared with net income of $13 million a year ago. For the nine months, revenue was $1,266 million and net loss was $1,996 million.

U.S. sales led results, contributing $782 million in the quarter. By product, COVID vaccines accounted for $971 million and RSV for $2 million. Cost of sales was $207 million, and R&D expense was $801 million as Moderna advances its pipeline and commercial portfolio. Cash and cash equivalents were $1,132 million, with current marketable securities of $3,372 million and non‑current marketable securities of $2,143 million.

Inventory write-downs declined to $67 million in Q3 (from $214 million in Q3 2024). Deferred revenue totaled $320 million as of September 30, 2025. The company launched commercial sales of mNEXSPIKE in Q3 2025 and continues to recognize reductions to influenza program R&D from its funding arrangement with Blackstone.

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Moderna, Inc. (MRNA) filed an 8-K announcing it furnished third-quarter 2025 results. The company issued a press release covering financial results for the quarter ended September 30, 2025, and attached it as Exhibit 99.1. The information under Item 2.02, including the press release, is being furnished and is not deemed filed under the Exchange Act, except as incorporated by specific reference. The exhibit list also includes the Inline XBRL cover page (Exhibit 104).

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Moderna outlined an employee stock option exchange program for certain non‑executive employees. The proposal would allow holders of significantly underwater options to exchange them for new options exercisable for fewer shares, priced at the fair market value on the grant date and subject to new vesting terms.

The Option Exchange Program is subject to shareholder approval at a Special Meeting on November 12, 2025. It has not commenced, and even if approved, the company may decide not to implement it. If launched, Moderna will file a Schedule TO, and employees should review those materials when available.

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Moderna, Inc. called a special virtual meeting for November 12, 2025 to seek shareholder approval for a one-time stock option exchange for non‑Executive Committee employees and to approve a potential adjournment if more time is needed to solicit votes.

The program would let eligible employees exchange underwater options (outstanding ≥1 year, exercise price ≥$80.00) for fewer new options priced at fair market value on the grant date, with the same expiration and new vesting. Exchange ratios range from 2:1 to 5:1, and no 1:1 exchanges will occur. New options will add at least one year of vesting; vested options exchanged will vest 50% after one year and 50% after two years.

As of September 30, 2025, 89.9% of employee options (excluding the Executive Committee) were underwater. Eligible options covered 5,647,660 shares (weighted average exercise price $124.24). If all are exchanged, Moderna would issue options for 2,209,867 shares, reducing option overhang by 3,437,793 shares. Shares outstanding were 390,580,775 as of September 30, 2025.

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Moderna, Inc. (MRNA) Chief Financial Officer converted 1,453 restricted stock units into common stock on 10/03/2025, increasing direct holdings to 18,962 shares. On the same date, 703 shares were withheld to cover tax obligations at an effective price of $28.37, leaving total direct beneficial ownership of 18,259 shares after the withholding. The RSUs convert one-for-one and follow a vesting schedule that began with a 25% tranche vesting on 10/05/2023, with the remainder vesting in twelve equal quarterly installments. The filing was signed by an attorney-in-fact on 10/06/2025.

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Insider transaction summary: A Form 4 shows that Hussain Abbas, a director of Moderna, Inc. (MRNA), had 1,439 restricted stock units (RSUs) vest and convert into 1,439 shares of common stock on 10/02/2025. After the vesting, he beneficially owned 2,019 shares. The reported RSU conversion carried a price of $0 on the Form, which reflects that the shares resulted from vested awards rather than a purchased transaction. The filing is signed by an attorney-in-fact on 10/06/2025.

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FAQ

How many Moderna (MRNA) SEC filings are available on StockTitan?

StockTitan tracks 120 SEC filings for Moderna (MRNA), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for Moderna (MRNA)?

The most recent SEC filing for Moderna (MRNA) was filed on November 12, 2025.