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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):
May 13, 2026
PRECIGEN, INC.
(Exact name of registrant as specified in its
charter)
| Virginia |
001-36042 |
26-0084895 |
|
(State or other jurisdiction
of incorporation)
|
(Commission
File Number)
|
(I.R.S. Employer
Identification No.)
|
| 20374 Seneca Meadows Parkway, Germantown, Maryland 20876 |
| (Address of principal executive offices) (Zip code) |
(301) 556-9900
(Registrant’s telephone number, including area code)
N/A
(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 (see General Instruction
A.2. below):
| ☐ | 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(s) |
|
Name of each exchange on
which registered |
| Common Stock, No Par Value |
|
PGEN |
|
Nasdaq Global Select Market |
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 2.02. Results of Operations and Financial Condition.
Attached as Exhibit 99.1 is a copy of a press release of Precigen,
Inc., dated May 13, 2026, reporting its financial results for the quarter ended March 31, 2026.
This information, including the Exhibit attached hereto, shall not
be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by
reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
|
Exhibit
No.
|
Description |
| 99.1 |
Press release dated May 13, 2026 |
| 104 |
Cover Page Interactive Data File (formatted as inline XBRL with applicable taxonomy extension information contained in Exhibits 101) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Precigen, Inc. |
| |
| |
| By: |
/s/ Donald P. Lehr |
| |
Donald P. Lehr |
| |
Chief Legal Officer |
Dated: May 13, 2026
Exhibit 99.1
Precigen Reports First Quarter 2026 Financial Results and Business
Updates
| · | PAPZIMEOS™ launch gaining
strong momentum with $21.6 million in net product revenue in the first quarter of 2026 reflecting broad-based uptake across the US |
| · | Patient hub enrollment continues to gain traction,
with approximately 400 patients currently enrolled; a notable 25% of which are from the community setting, underscoring the breadth of
PAPZIMEOS's reach and ease of administration |
| · | Updated durability of response data for PAPZIMEOS
will be presented at the upcoming ASCO Annual Meeting |
| · | RRP Awareness Day will be hosted alongside
the Recurrent Respiratory Papillomatosis Foundation on June 11 for the third consecutive year, reflecting the Company’s ongoing
commitment to the recurrent respiratory papillomatosis (RRP) community |
| · | The Company continues to advance PRGN-2009
in HPV-associated cancers and plans to provide an AdenoVerse® pipeline update by end of year |
| · | Cash, cash equivalents, and investments totaled
$56.7 million as of March 31, 2026, which together with the anticipated proceeds from PAPZIMEOS revenue, is expected to fund the
Company’s operations to cash flow break-even by the end of 2026 |
| · | Conference call scheduled
for 4:30 PM ET today |
GERMANTOWN, MD, May 13, 2026 – Precigen,
Inc. (Nasdaq: PGEN), a commercial-stage biopharmaceutical company specializing in the advancement of innovative precision medicines to
improve the lives of patients, today announced first quarter 2026 financial results and business updates.
“We are thrilled with the strength of the
PAPZIMEOS launch and the pace of revenue growth as we drive broad commercial success across the US and work toward expanded market opportunities
in additional geographies and the pediatric patient population,” said Helen Sabzevari, PhD, President and CEO of Precigen. “Looking
ahead, we are excited to advance the next chapter of our AdenoVerse platform through the continued development of PRGN-2009 in HPV-associated
cancers, and look forward to sharing more details on our broader pipeline progress later this year. We are also proud to once again collaborate
with the Recurrent Respiratory Papillomatosis Foundation in recognizing RRP Awareness Day for the third consecutive year on June 11, reflecting
our deep and long-standing commitment to the RRP community. This year's event carries particular significance as adult patients now have
access to an approved treatment, PAPZIMEOS, for the first time in the more than 100-year history of this disease.”
“We are encouraged by the strong progress
we are seeing as PAPZIMEOS continues to gain traction, with approximately 400 patients currently enrolled in the PAPZIMEOS patient hub,
of which a noteworthy 25% are from the community setting,” said Phil Tennant, Chief Commercial Officer of Precigen. “We are
focused on converting hub enrollment into treated patients, and we look forward to building on this progress in the second quarter and
beyond as more sites become activated, the impact of the permanent J-code takes hold, and our targeted site support helps deliver a seamless
journey to treatment.”
KEY PROGRAM HIGHLIGHTS
PAPZIMEOS™: First-line
Standard of Care for the Treatment of Adults with RRP
PAPZIMEOS (zopapogene imadenovec-drba) is a non-replicating
adenoviral vector-based immunotherapy designed to generate an immune response directed against HPV 6 and HPV 11 proteins in patients
with RRP. In August 2025, the US Food and Drug Administration (FDA) granted full approval of PAPZIMEOS
with a broad label for the treatment of adults with RRP. PAPZIMEOS is the first and only FDA-approved therapy for the treatment of adults
with RRP and the first treatment that addresses the root cause of RRP.
| · | National prescribing growth: PAPZIMEOS
is being prescribed nationwide across both major medical centers and community practices, with patients spanning a range of disease severities
actively receiving treatment. Building on strong community practice demand, the Company’s target footprint has been expanded beyond
the initial list, with increased engagement across community practices reflecting the broad interest seen since the full deployment of
the PAPZIMEOS field team in September 2025. |
| · | Patient hub enrollment: Enrollment in Precigen’s
patient hub reached approximately 400 registered patients, reflecting robust and growing demand from both patients and physicians. Notably,
25% of hub-enrolled patients are from the community setting, underscoring the broad reach of PAPZIMEOS beyond academic and major centers
and reinforcing that PAPZIMEOS can be effectively integrated into routine clinical practice beyond major centers. Beyond hub enrollment,
the Company's field teams continue to identify additional patients outside the hub, further underscoring the breadth of unmet need and
commercial opportunity in the RRP community. |
| · | Positive
payer coverage: PAPZIMEOS has private health plan coverage spanning approximately 215
million US lives, including the significant majority of leading insurers. With additional
coverage under Medicare and Medicaid, |
PAPZIMEOS is accessible to an estimated
297 million US lives, or over 90% of insured lives in the US, reflecting broad and growing payer support for the therapy.
| · | Permanent J-code accelerating site activations
and patient access: Effective April 1, 2026, the Centers for Medicare and Medicaid Services assigned a permanent J-code (J3404) to
PAPZIMEOS, and early indicators suggest this is already streamlining site activations. J-codes are standardized reimbursement codes that
enable healthcare providers to bill government and commercial insurers for physician-administered therapies, and the permanent J-code
designation is expected to further simplify claims processing and facilitate broader patient access across both medical centers and community
practices. |
| · | PAPZIMEOS
recommended as standard of care first-line treatment: In
January 2026, an expert position paper sponsored
and published by the Recurrent Respiratory Papillomatosis Foundation and authored by 16 leading
physicians in the field of RRP recommended PAPZIMEOS as the new standard of care first-line
treatment for adults with RRP in the US. |
| · | Upcoming
ASCO clinical presentation: The
Company will present updated durability of response data at the upcoming American Society
of Clinical Oncology (ASCO) Annual Meeting taking place in Chicago from May 29 to June 2,
2026, with a presentation titled “Zopapogene imadenovec-drba,
a novel non-replicating adenoviral vector-based immunotherapy: Effects on complete and durable
responses in recurrent respiratory papillomatosis pivotal trial.” |
| · | Strong
presence at key medical and scientific meetings: At AAO-HNSF 2025, SITC 2025, EUROGIN
2026, and COSM 2026, the Company presented long-term
durable complete responses with PAPZIMEOS,
and at ISPOR Europe 2025, the Company published data demonstrating the substantial
healthcare resource utilization and
patient-reported
quality-of-life burden of RRP,
underscoring the disease’s significant clinical, economic, and human impact. |
| · | Redosing
study enrolling patients: The Company’s open-label study to evaluate safety, vector
shedding, and retreatment efficacy of zopapogene imadenovec-drba in adults with RRP is currently
enrolling (clinical trial identifier: NCT06538480).
|
| · | MAA under review by the EMA:
Following submission in November 2025, the Marketing Authorization Application for PAPZIMEOS for the treatment of adults with RRP was
validated by the European Medicines Agency and is under review. PAPZIMEOS was granted orphan
drug designation by the European Commission. |
| · | RRP Awareness Day 2026: For
the third consecutive year, Precigen will collaborate with the Recurrent Respiratory Papillomatosis Foundation to co-host RRP Awareness
Day on June 11. The annual initiative is dedicated to educating the public and medical community about RRP by amplifying the voices of
patients, caregivers, advocates, and the healthcare community supporting them. |
PRGN-2009 AdenoVerse® Immunotherapy in HPV-associated
Cancers
PRGN-2009 is an investigational AdenoVerse immunotherapy designed to
activate the immune system to recognize and target HPV-associated cancers.
| · | PRGN-2009 Phase 2 clinical trials under a cooperative
research and development agreement (CRADA) with the National Cancer Institute (NCI) in newly diagnosed HPV-associated oropharyngeal cancer
are ongoing. |
| · | A multicenter Phase 2 clinical trial of PRGN-2009
in combination with pembrolizumab in recurrent/metastatic cervical cancer is ongoing. |
| · | The Company plans to highlight progress across
its AdenoVerse portfolio, including an update on PRGN-2009, by end of year. |
FINANCIAL HIGHLIGHTS
“We
are pleased with the launch performance of PAPZIMEOS, recognizing $21.6 million of net revenue in the first full quarter of its launch.
In the second quarter of 2026, we are seeing continued strength in revenue growth from PAPZIMEOS,” said Harry Thomasian Jr., Chief
Financial Officer of Precigen. “As of March 31, 2026, the Company’s cash, cash equivalents, and investments totaled $56.7
million, which based on payment terms, did not include any collection of PAPZIMEOS related accounts receivable since launch of approximately
$25.7 million. Based on our current revenue outlook and present financial forecast, we continue to believe that our current cash
position and anticipated cash to be received from PAPZIMEOS sales will fund operations through cash flow break-even by the end of 2026.
Our forecasted expenditures include additional investments to progress both clinical and pre-clinical assets.”
First Quarter 2026 Financial Results Compared
to Prior Year Period
Total revenues increased by $21.9 million compared
to the three months ended March 31, 2025. The significant increase in total revenues for the three months ended March 31, 2026 was due
to the ramp up of commercial sales of PAPZIMEOS following its FDA approval in August 2025. Revenues related to the sale of PAPZIMEOS for
the three months ended March 31, 2026 were $21.6 million. No PAPZIMEOS sales were recorded for the three months ended March 31, 2025,
as the product had not yet been approved.
R&D expenses decreased by $4.8 million compared
to the three months ended March 31, 2025, primarily due to the change in the accounting treatment of manufacturing costs as a result of
the FDA approval of PAPZIMEOS.
Selling, general, and administrative (SG&A)
expenses increased by $8.7 million compared to the three months ended March 31, 2025. This increase was primarily driven by commercial
activities related to PAPZIMEOS following its FDA approval in August 2025.
Total other expense, net, decreased by $29.6 million
compared to the three months ended March 31, 2025. This change was primarily attributable to the absence of a $32.5 million charge related
to the increase in the fair value of warrant liabilities that was recorded in the prior-year period. The remaining change (an increase
in other expense) primarily relates to an increase of $2.9 million in interest expenses related to long term debt that originated in the
third quarter of 2025.
Net loss was $7.9 million, or $0.02 per basic and diluted
share, for three months ended March 31, 2026, compared to a net loss of $54.2 million, or $0.18 per basic and diluted share,
for the three months ended March 31, 2025.
###
Precigen: Advancing Medicine with Precision®
Precigen (Nasdaq: PGEN) is a commercial-stage biopharmaceutical
company specializing in the advancement of innovative precision medicines to address difficult-to-treat diseases with high unmet patient
need. Precigen is dedicated to advancing scientific breakthroughs from proof-of-concept through commercialization. With a strong commitment
to innovation, Precigen is developing a robust pipeline of differentiated therapies across its core therapeutic areas of immuno-oncology,
autoimmune disorders, and infectious diseases. For more information about Precigen, visit www.precigen.com or follow us on LinkedIn or
YouTube.
Trademarks
Precigen, PAPZIMEOS, AdenoVerse, and Advancing
Medicine with Precision are trademarks of Precigen and/or its affiliates. Other names may be trademarks of their respective
owners.
Cautionary Statement Regarding Forward-Looking
Statements
This press release
contains “forward-looking” statements within the meaning of the safe harbor provisions of the US Private Securities Litigation
Reform Act of 1995. Forward-looking statements can be identified by words such as: “anticipate,” “intend,” “plan,”
“goal,” “seek,” “believe,” “project,” “estimate,” “expect,” “strategy,”
“future,” “likely,” “may,” “should,” “will” and similar references to future
periods. These statements are subject to numerous risks and uncertainties that could cause actual results to differ materially from what
the Company expects. Examples of forward-looking statements include, among others, information relating to the Company’s business
and business plans, the success of efforts to commercialize PAPZIMEOS™ (zopapogene imadenovec-drba) for the treatment of recurrent
respiratory papillomatosis (RRP) in adults including the revenue that the Company expects to realize from such efforts, the Company’s
ability to successfully obtain foreign regulatory approvals for PAPZIMEOS, expectations about the safety and efficacy of PAPZIMEOS, the
ability of PAPZIMEOS to treat RRP, the Company’s future financial and operational results including the Company’s ability
to reach cash flow break-even, and the Company’s ability to commence clinical studies or complete ongoing clinical studies for the
Company’s clinical and pre-clinical stage candidates. The Company has no obligation to provide any updates to these forward-looking
statements even if its expectations change. All forward-looking statements are expressly qualified in their entirety by this cautionary
statement. For further information on potential risks and uncertainties, and other important factors, any of which could cause the Company's
actual results to differ from those contained in the forward-looking statements, see the section entitled “Risk Factors” in
the Company’s most recent Annual Report on Form 10-K and subsequent reports filed with the Securities and Exchange Commission.
Investor Contact:
Steven M. Harasym
Tel: +1 (202) 365-2563
investors@precigen.com
Media Contact:
Donelle M. Gregory
press@precigen.com
Precigen, Inc. and Subsidiaries
Consolidated Balance Sheets
(Unaudited)
| (Amounts in thousands) | |
March 31, 2026 | |
December 31, 2025 |
| Assets | |
| | | |
| | |
| Current assets | |
| | | |
| | |
| Cash and cash equivalents | |
$ | 7,480 | | |
$ | 30,234 | |
| Short-term investments | |
| 48,766 | | |
| 67,624 | |
| Receivables | |
| | | |
| | |
| Trade, net | |
| 26,403 | | |
| 3,916 | |
| Other | |
| 302 | | |
| 446 | |
| Inventory | |
| 14,725 | | |
| 9,581 | |
| Prepaid expenses and other | |
| 3,996 | | |
| 3,434 | |
| Total current assets | |
| 101,672 | | |
| 115,235 | |
| Long-term investments | |
| 489 | | |
| 2,511 | |
| Property, plant and equipment, net | |
| 13,219 | | |
| 13,758 | |
| Intangible assets, net | |
| 2,864 | | |
| 3,182 | |
| Goodwill | |
| 15,232 | | |
| 15,232 | |
| Right-of-use assets | |
| 4,369 | | |
| 4,679 | |
| Other assets | |
| 782 | | |
| 908 | |
| Total assets | |
$ | 138,627 | | |
$ | 155,505 | |
| Liabilities and Shareholders' Equity | |
| | | |
| | |
| Current liabilities | |
| | | |
| | |
| Accounts payable | |
$ | 2,589 | | |
$ | 11,985 | |
| Accrued compensation and benefits | |
| 4,556 | | |
| 10,199 | |
| Other accrued liabilities | |
| 12,481 | | |
| 10,993 | |
| Indemnification accruals | |
| — | | |
| 2,476 | |
| Deferred revenue | |
| 410 | | |
| 517 | |
| Current portion of lease liabilities | |
| 1,068 | | |
| 1,136 | |
| Total current liabilities | |
| 21,104 | | |
| 37,306 | |
| Long-term debt | |
| 93,519 | | |
| 93,174 | |
| Lease liabilities, net of current portion | |
| 3,663 | | |
| 3,980 | |
| Other long-term liabilities | |
| 106 | | |
| 134 | |
| Total liabilities | |
| 118,392 | | |
| 134,594 | |
| Shareholders' equity | |
| | | |
| | |
| Additional paid-in capital | |
| 2,369,529 | | |
| 2,362,252 | |
| Accumulated deficit | |
| (2,349,277 | ) | |
| (2,341,348 | ) |
| Accumulated other comprehensive (loss) income | |
| (17 | ) | |
| 7 | |
| Total shareholders' equity | |
| 20,235 | | |
| 20,911 | |
| Total liabilities and shareholders' equity | |
$ | 138,627 | | |
$ | 155,505 | |

Precigen, Inc. and Subsidiaries
Consolidated Statement of Operations
(Unaudited)
| (Amounts in thousands, except share | |
Three Months Ended March 31, |
| and per share data) | |
2026 | |
2025 |
| Revenues | |
| |
|
| Product revenues, net | |
$ | 21,828 | | |
$ | 203 | |
| Service revenues | |
| 1,424 | | |
| 1,138 | |
| Total revenues | |
| 23,252 | | |
| 1,341 | |
| Operating Expenses | |
| | | |
| | |
| Cost of products and services | |
| 2,559 | | |
| 1,100 | |
| Research and development | |
| 5,638 | | |
| 10,478 | |
| Selling, general and administrative | |
| 21,049 | | |
| 12,359 | |
| Total operating expenses | |
| 29,246 | | |
| 23,937 | |
| Operating loss | |
| (5,994 | ) | |
| (22,596 | ) |
| Other Income (Expense), Net | |
| | | |
| | |
| Change in fair value of warrant liabilities | |
| — | | |
| (32,481 | ) |
| Interest expense | |
| (2,908 | ) | |
| (1 | ) |
| Interest income | |
| 683 | | |
| 918 | |
| Other income, net | |
| 290 | | |
| 7 | |
| Total other income (expense), net | |
| (1,935 | ) | |
| (31,557 | ) |
| Loss before income taxes | |
| (7,929 | ) | |
| (54,153 | ) |
| Income tax expense | |
| — | | |
| — | |
| Net loss | |
$ | (7,929 | ) | |
$ | (54,153 | ) |
| Net loss per share | |
| | | |
| | |
| Net loss per share, basic and diluted | |
$ | (0.02 | ) | |
$ | (0.18 | ) |
| Weighted average shares outstanding, basic and diluted | |
| 354,291,007 | | |
| 293,879,653 | |