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10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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 September 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: 001-37894

FULGENT GENETICS, INC.

(Exact name of registrant as specified in its charter)


Delaware	81-2621304
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

4399 Santa Anita Avenue El Monte, CA	91731
(Address of principal executive offices)	(Zip Code)

(626) 350-0537

(Registrant’s telephone number, including area code)

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, par value $0.0001 per share	FLGT	The Nasdaq Stock Market (Nasdaq Global Market)

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.

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 November 2, 2026, there were 27,939,000 outstanding shares of the registrant’s common stock.

Table of Contents


	Page
PART I—FINANCIAL INFORMATION	1
Item 1. Financial Statements (Unaudited)	1
Condensed Consolidated Balance Sheets	1
Condensed Consolidated Statements of Operations	2
Condensed Consolidated Statements of Comprehensive Loss	3
Condensed Consolidated Statements of Stockholders’ Equity	4
Condensed Consolidated Statements of Cash Flows	6
Notes to the Condensed Consolidated Financial Statements	7
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations	32
Item 3. Quantitative and Qualitative Disclosures About Market Risk	40
Item 4. Controls and Procedures	40
PART II—OTHER INFORMATION	41
Item 1. Legal Proceedings	41
Item 1A. Risk Factors	41
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	41
Item 5. Other Information	41
Item 6. Exhibits	41
Exhibit Index	42
Signatures	43

PART I—FINANCIAL INFORMATION

Item 1. Financial Statements.

FULGENT GENETICS, INC.

Condensed Consolidated Balance Sheets

(in thousands, except par value data)


	September 30, 2026			December 31, 2025
	(unaudited)
Assets
Current assets
Cash and cash equivalents	$	86,787		$	50,193
Marketable securities		205,952			285,884
Trade accounts receivable, net of allowance for credit losses of $16,311 as of September 30, 2026, and $21,411 as of December 31, 2025		62,494			84,762
Prepaid income taxes		2,179			107,099
Other current assets		26,323			22,552
Total current assets		383,735			550,490
Marketable securities, long-term		359,550			369,269
Fixed assets, net		110,738			112,549
In-process research & development		68,490			68,490
Other intangible assets, net		78,310			64,791
Goodwill		53,861			25,080
Other long-term assets		24,245			22,856
Total assets	$	1,078,929		$	1,213,525
Liabilities and Stockholders’ Equity
Current liabilities
Accounts payable	$	16,969		$	18,654
Accrued liabilities		22,077			34,057
Customer deposit		29,725			28,145
Contract liabilities		2,624			3,635
Notes payable, current		482			476
Total current liabilities		71,877			84,967
Deferred tax liabilities		6,957			6,936
Unrecognized tax benefits		5,816			7,283
Other long-term liabilities		9,571			7,624
Total liabilities		94,221			106,810
Commitments and Contingencies (Note 8)
Stockholders’ equity
Common stock, $0.0001 par value per share, 50,000 shares authorized, 35,320 shares issued and 27,763 shares outstanding as of September 30, 2026, and 34,501 shares issued and 31,081 shares outstanding as of December 31, 2025		4			3
Preferred stock, $0.0001 par value per share, 1,000 shares authorized, no shares issued or outstanding as of September 30, 2026, and December 31, 2025		—			—
Additional paid-in capital		531,564			574,520
Accumulated other comprehensive (loss) income		(3,525	)		7,512
Retained earnings		462,446			529,954
Total Fulgent stockholders’ equity		990,489			1,111,989
Noncontrolling interest		(5,781	)		(5,274	)
Total stockholders’ equity		984,708			1,106,715
Total liabilities and stockholders’ equity	$	1,078,929		$	1,213,525

The accompanying notes are an integral part of these condensed consolidated financial statements.

FULGENT GENETICS, INC.

Condensed Consolidated Statements of Operations

(in thousands, except per share data)

(unaudited)


	Three Months Ended September 30,						Nine Months Ended September 30,
	2026			2025			2026			2025
Revenue	$	90,412		$	84,069		$	246,939		$	239,335
Cost of revenue		58,465			48,557			167,823			141,042
Gross profit		31,947			35,512			79,116			98,293
Operating expenses
Research and development		13,636			13,860			42,366			39,735
Selling and marketing		15,606			11,642			43,055			32,393
General and administrative		22,761			23,335			77,640			75,018
Amortization of intangible assets		2,491			2,025			7,125			6,005
Impairment of intangible assets		—			—			2,172			—
Total operating expenses		54,494			50,862			172,358			153,151
Operating loss		(22,547	)		(15,350	)		(93,242	)		(54,858	)
Other income (expenses)
Interest income		8,554			7,874			23,609			23,983
Interest expense		(7	)		(28	)		(83	)		(59	)
Impairment of equity securities		—			—			—			(9,926	)
Other (expense) income, net		(43	)		(5	)		5			109
Total other income, net		8,504			7,841			23,531			14,107
Loss before income taxes		(14,043	)		(7,509	)		(69,711	)		(40,751	)
Benefit from income taxes		(704	)		(683	)		(1,379	)		(2,770	)
Net loss from consolidated operations		(13,339	)		(6,826	)		(68,332	)		(37,981	)
Net loss attributable to noncontrolling interests		187			218			824			886
Net loss attributable to Fulgent	$	(13,152	)	$	(6,608	)	$	(67,508	)	$	(37,095	)

Net loss per common share attributable to Fulgent
Basic	$	(0.48	)	$	(0.21	)	$	(2.34	)	$	(1.21	)
Diluted	$	(0.48	)	$	(0.21	)	$	(2.34	)	$	(1.21	)
Weighted-average common shares:
Basic		27,662			30,749			28,837			30,708
Diluted		27,662			30,749			28,837			30,708

The accompanying notes are an integral part of these condensed consolidated financial statements.

FULGENT GENETICS, INC.

Condensed Consolidated Statements of Comprehensive Loss

(in thousands)

(unaudited)


	Three Months Ended September 30,						Nine Months Ended September 30,
	2026			2025			2026			2025
Net loss from consolidated operations	$	(13,339	)	$	(6,826	)	$	(68,332	)	$	(37,981	)
Other comprehensive income (loss):
Foreign currency translation income		238			114			712			456
Net (loss) gain on available-for-sale debt securities, net of tax		(5,644	)		742			(11,432	)		6,559
Net comprehensive loss from consolidated operations		(18,745	)		(5,970	)		(79,052	)		(30,966	)
Net loss attributable to noncontrolling interest		187			218			824			886
Foreign currency translation (gain) loss attributable to noncontrolling interest		(39	)		(31	)		(317	)		176
Comprehensive loss attributable to noncontrolling interest		148			187			507			1,062
Comprehensive loss attributable to Fulgent	$	(18,597	)	$	(5,783	)	$	(78,545	)	$	(29,904	)

The accompanying notes are an integral part of these condensed consolidated financial statements.

FULGENT GENETICS, INC.

Condensed Consolidated Statements of Stockholders’ Equity

(in thousands)

(unaudited)


	Fulgent Stockholders’ Equity
	Shares (1)			Amount		Additional Paid-In Capital			Accumulated Other Comprehensive (Loss) Income			Retained Earnings			Fulgent Stockholders’ Equity			Noncontrolling Interest			Total Equity
Balance at December 31, 2025		31,081		$	3	$	574,520		$	7,512		$	529,954		$	1,111,989		$	(5,274	)	$	1,106,715
Equity-based compensation		—			—		9,890			—			—			9,890			—			9,890
Exercise of common stock options		24			—		9			—			—			9			—			9
Restricted stock awards		540			1		—			—			—			1			—			1
Common stock withholding for employee tax obligations		(195	)		—		(4,200	)		—			—			(4,200	)		—			(4,200	)
Repurchase of common stock		(2,599	)		—		(40,078	)		—			—			(40,078	)		—			(40,078	)
Other comprehensive (loss) income, net		—			—		—			(2,976	)		—			(2,976	)		67			(2,909	)
Net loss		—			—		—			—			(24,826	)		(24,826	)		(448	)		(25,274	)
Balance at March 31, 2026		28,851		$	4	$	540,141		$	4,536		$	505,128		$	1,049,809		$	(5,655	)	$	1,044,154
Equity-based compensation		—			—		8,624			—			—			8,624			—			8,624
Exercise of common stock options		5			—		2			—			—			2			—			2
Restricted stock awards		201			—		—			—			—			—			—			—
Common stock withholding for employee tax obligations		(19	)		—		(334	)		—			—			(334	)		—			(334	)
Repurchase of common stock		(1,523	)		—		(24,336	)		—			—			(24,336	)		—			(24,336	)
Other comprehensive (loss) income, net		—			—		—			(2,616	)		—			(2,616	)		211			(2,405	)
Net loss		—			—		—			—			(29,530	)		(29,530	)		(189	)		(29,719	)
Balance at June 30, 2026		27,515		$	4	$	524,097		$	1,920		$	475,598		$	1,001,619		$	(5,633	)	$	995,986
Equity-based compensation		—			—		8,120			—			—			8,120			—			8,120
Exercise of common stock options		—			—		—			—			—			—			—			—
Restricted stock awards		282			—		—			—			—			—			—			—
Common stock withholding for employee tax obligations		(19	)		—		(380	)		—			—			(380	)		—			(380	)
Repurchase of common stock		(15	)		—		(208	)		—			—			(208	)		—			(208	)
Other comprehensive (loss) income, net		—			—		—			(5,445	)		—			(5,445	)		39			(5,406	)
Contingently issuable shares in a business combination(1)		—			—		(65	)		—			—			(65	)		—			(65	)
Net loss		—			—		—			—			(13,152	)		(13,152	)		(187	)		(13,339	)
Balance at September 30, 2026		27,763		$	4	$	531,564		$	(3,525	)	$	462,446		$	990,489		$	(5,781	)	$	984,708

(1) The Company agreed to issue up to 292,682 shares of the Company’s common stock in the acquisition of ANP Technologies, Inc., or ANP, upon achieving certain cash receipts. $5.7 million represented the fair value of the shares on the ANP acquisition date (as defined below). As of September 30, 2026, certain milestones have been met, and 143,023 shares of the Company's common stock were issued in October 2026. A portion of the earnout was settled in cash, rather than shares of common stock, for holders that were not accredited investors, as required by the agreement and plan of merger, as amended, by and among the Company, ANP, and other parties thereto, or the ANP Merger Agreement, which was also paid in October 2026. The $65,000 reflects the reclassification to a liability of the portion of the first milestone settled in cash. Refer to Note 18. Subsequent Events for additional details. 146,341 shares of the Company's common stock remain issuable dependent on the achievement of additional milestones.

The accompanying notes are an integral part of these condensed consolidated financial statements.

FULGENT GENETICS, INC.

Condensed Consolidated Statements of Stockholders’ Equity

(in thousands)

(unaudited)


	Fulgent Stockholders’ Equity
	Shares			Amount		Additional Paid-In Capital			Accumulated Other Comprehensive Income (Loss)			Retained Earnings			Fulgent Stockholders’ Equity			Noncontrolling Interest			Total Equity
Balance at December 31, 2024		30,841		$	3	$	543,126		$	(368	)	$	590,467		$	1,133,228		$	(4,069	)	$	1,129,159
Equity-based compensation		—			—		10,550			—			—			10,550			—			10,550
Restricted stock awards		360			—		—			—			—			—			—			—
Common stock withholding for employee tax obligations		(111	)		—		(1,887	)		—			—			(1,887	)		—			(1,887	)
Repurchase of common stock		(469	)		—		(7,886	)		—			—			(7,886	)		—			(7,886	)
Other comprehensive income, net		—			—		—			4,703			—			4,703			30			4,733
Net loss		—			—		—			—			(11,530	)		(11,530	)		(369	)		(11,899	)
Balance at March 31, 2025		30,621		$	3	$	543,903		$	4,335		$	578,937		$	1,127,178		$	(4,408	)	$	1,122,770
Equity-based compensation		—			—		10,039			—			—			10,039			—			10,039
Restricted stock awards		182			—		—			—			—			—			—			—
Common stock withholding for employee tax obligations		(18	)		—		(345	)		—			—			(345	)		—			(345	)
Repurchase of common stock		(177	)		—		(2,998	)		—			—			(2,998	)		—			(2,998	)
Other comprehensive income (loss), net		—			—		—			1,663			—			1,663			(237	)		1,426
Net loss		—			—		—			—			(18,957	)		(18,957	)		(299	)		(19,256	)
Balance at June 30, 2025		30,608		$	3	$	550,599		$	5,998		$	559,980		$	1,116,580		$	(4,944	)	$	1,111,636
Equity-based compensation		—			—		9,717			—			—			9,717			—			9,717
Restricted stock awards		264			—		—			—			—			—			—			—
Common stock withholding for employee tax obligations		(18	)		—		(357	)		—			—			(357	)		—			(357	)
Contingently issuable shares in a business combination (1)		—			—		5,731			—			—			5,731			—			5,731
Other comprehensive income, net		—			—		—			825			—			825			31			856
Net loss		—			—		—			—			(6,608	)		(6,608	)		(218	)		(6,826	)
Balance at September 30, 2025		30,854		$	3	$	565,690		$	6,823		$	553,372		$	1,125,888		$	(5,131	)	$	1,120,757

(1) The Company agreed to issue up to 292,682 shares of the Company’s common stock in the acquisition of ANP, upon achieving certain cash receipts. $5.7 million represented the fair value of the shares on the ANP acquisition date.

The accompanying notes are an integral part of these condensed consolidated financial statements.

FULGENT GENETICS, INC.

Condensed Consolidated Statements of Cash Flows

(in thousands)

(unaudited)


	Nine Months Ended September 30,
	2026			2025
Cash flow from operating activities:
Net loss from consolidated operations	$	(68,332	)	$	(37,981	)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
Equity-based compensation		26,634			30,306
Depreciation and amortization		20,492			18,011
Adjustment for credit losses		4,171			5,794
Noncash lease expense		1,403			1,197
Loss (gain) on disposal of fixed asset		8			(3	)
Amortization of premium/(Accretion of discount) on marketable securities		(2,291	)		(4,161	)
Deferred taxes		(1,145	)		(1,110	)
Unrecognized tax benefits		288			437
Net realized gain on marketable securities		(93	)		(21	)
Impairment of equity securities		—			9,926
Impairment of intangible assets		2,172			—
Other		4			34
Changes in operating assets and liabilities:
Trade accounts receivable		20,349			(7,874	)
Income tax		105,592			(33,056	)
Other current and long-term assets		2,026			(1,025	)
Accounts payable		(2,498	)		(374	)
Contract liabilities		(1,011	)		75
Customer deposits		1,565			923
Accrued liabilities and other liabilities		(15,354	)		(3,414	)
Operating lease liabilities		(1,409	)		(1,179	)
Net cash provided by (used in) operating activities		92,571			(23,495	)
Cash flow from investing activities:
Maturities of marketable securities		166,205			132,910
Proceeds from sale of fixed assets		8			5
Proceeds from sale of marketable securities		37,193			—
Purchase of marketable securities		(123,005	)		(18,879	)
Purchases of fixed assets		(10,848	)		(17,594	)
Acquisition of businesses, net of cash		(55,853	)		3,775
Net cash provided by investing activities		13,700			100,217
Cash flow from financing activities:
Repurchase of common stock		(64,134	)		(10,884	)
Common stock withholding for employee tax obligations		(4,914	)		(2,589	)
Repayment of notes payable		(476	)		(471	)
Principal paid for finance lease		(269	)		(311	)
Proceeds from exercise of stock options		11			—
Net cash used in financing activities		(69,782	)		(14,255	)
Effect of exchange rate changes on cash and cash equivalents		105			30
Net increase in cash, cash equivalents, and restricted cash		36,594			62,497
Cash, cash equivalents, and restricted cash at beginning of period		50,328			55,279
Cash, cash equivalents, and restricted cash at end of period	$	86,922		$	117,776
Supplemental disclosures of cash flow information:
Income taxes paid, net of refunds received	$	(112,234	)	$	31,100
Interest paid	$	94		$	48
Supplemental disclosures of non-cash investing and financing activities:
Contingent consideration for business acquisition included in additional paid-in capital(1)	$	(65	)	$	5,731
Purchases of fixed assets in accounts payable	$	509		$	2,071
Holdback for acquisition of business included in other long-term liabilities(1)	$	—		$	1,887
Operating lease right-of-use assets obtained in exchange for lease liabilities	$	1,557		$	38
Operating lease right-of-use assets reduced due to lease modification and termination	$	—		$	(46	)
Excise tax payable on common stock repurchases not yet remitted	$	486		$	—

(1) These non-cash activities are related to the acquisition of ANP. Refer to Note 15. Business Combinations and Note 18. Subsequent Events for further details.

The accompanying notes are an integral part of these condensed consolidated financial statements.

FULGENT GENETICS, INC.

Notes to the Condensed Consolidated Financial Statements

(unaudited)

Note 1. Overview and Basis of Presentation

The accompanying condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States, or U.S. GAAP, and presented in U.S. dollars, or USD, the reporting currency of the Company. These financial statements include the assets, liabilities, revenues and expenses of all subsidiaries and entities in which the Company has a controlling financial interest or is deemed to be the primary beneficiary. In determining whether the Company is the primary beneficiary of an entity, the Company applies a qualitative approach that determines whether it has both (i) the power to direct the economically significant activities of the entity and (ii) the obligation to absorb losses of, or the right to receive benefits from, the entity that could potentially be significant to that entity. The Company uses the equity method to account for its investments in entities that it does not control, but in which it has the ability to exercise significant influence over operating and financial policies. All intercompany accounts and transactions are eliminated from the accompanying condensed consolidated financial statements.

Nature of the Business

Fulgent Genetics, Inc., together with its subsidiaries and affiliated professional corporations, or PCs (collectively referred to as the Company, unless otherwise noted or the context requires otherwise), is a technology-based company with a well-established laboratory services business and a therapeutic development business. Its laboratory services business includes technical laboratory and testing services and professional interpretation of laboratory results by licensed physicians. Its therapeutic development business is focused on developing product candidates for treating a broad range of cancers using a novel nanoencapsulation and targeted therapy platform designed to improve the therapeutic window and pharmacokinetic profile of new and existing cancer drugs. The Company aims to transform from a genomic diagnostic business into a fully integrated precision medicine company.

Unaudited Interim Financial Information

The accompanying unaudited interim condensed consolidated financial statements have been prepared on the same basis as the Company’s audited consolidated financial statements as of and for the fiscal year ended December 31, 2025, which are included in the Company’s annual report on Form 10-K filed with the Securities and Exchange Commission, or SEC, on February 27, 2026, or the 2025 Annual Report, and, in the opinion of management, include all adjustments, which are normal and recurring in nature, necessary for a fair presentation of the Company’s financial position and results of operations. Operating results for interim periods are not necessarily indicative of the results that may be expected for a full fiscal year or any other period. The accompanying Condensed Consolidated Balance Sheet as of December 31, 2025, has been derived from the Company’s audited consolidated financial statements at that date but does not include all of the disclosures required by U.S. GAAP. As such, the information included in this quarterly report on Form 10-Q should be read in conjunction with the Company’s audited consolidated financial statements included in the 2025 Annual Report, including the notes thereto.

Note 2. Summary of Significant Accounting Policies

See Note 2. Summary of Significant Accounting Policies, to the Company’s Consolidated Financial Statements included in the 2025 Annual Report.

Use of Estimates

The preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires management to make certain estimates, judgments and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements, as well as the reported amounts of revenue and expenses during the reporting periods. These estimates, judgments and assumptions are based on historical data and experience available at the date of the accompanying condensed consolidated financial statements, as well as various other factors management believes to be reasonable under the circumstances. The Company’s estimates and assumptions may evolve as conditions change. Actual results could differ significantly from these estimates.

On an ongoing basis, management evaluates its estimates, primarily those related to: (i) revenue recognition criteria, (ii) accounts receivable and allowances for credit losses, (iii) the useful lives of fixed assets and intangible assets, (iv) estimates of tax liabilities, (v) valuation of goodwill and indefinite-lived intangible assets at the time of acquisition and on a recurring basis, and (vi) valuation of investments.

Cash, Cash Equivalents, and Restricted Cash Shown in the Condensed Consolidated Statements of Cash Flows

The following table provides a reconciliation of cash, cash equivalents, and restricted cash in the Condensed Consolidated Balance Sheets that sum to the total of the same such amounts shown in the Condensed Consolidated Statements of Cash Flows:


	As of September 30,
	2026		2025
	(in thousands)
Cash and cash equivalents	$	86,787	$	117,641
Restricted cash included in Other long-term assets		135		135
Total cash, cash equivalents, and restricted cash	$	86,922	$	117,776

Trade Accounts Receivable and Allowance for Credit Losses

Trade accounts receivable are stated at the amount the Company expects to collect. The Company maintains an allowance for credit losses for expected uncollectible trade accounts receivable, which is recorded as an offset to trade accounts receivable, and changes in allowance for credit losses are classified as a general and administrative expense in the accompanying Condensed Consolidated Statements of Operations. The Company assesses collectability by reviewing trade accounts receivable on a collective basis where similar risk characteristics exist and on an individual basis when it identifies specific customers that have deterioration in credit quality such that they may no longer share similar risk characteristics with the other receivables. In determining the amount of the allowance for credit losses, the Company uses a loss rate model or probability-of-default and loss-given default model. Following the loss rate method, expected credit losses are determined based on an estimated historical loss rate. The probability of default method allows the ability to define a point of default and measure credit losses for receivables that have reached the point of default for purposes of calculating the allowance for credit losses. Loss-given default represents the likelihood that a receivable that has reached the point of default will not be collected in full. The Company updates its loss rate and factors quarterly to incorporate the most recent historical data and adjusts the quantitative portion of the reserve through its qualitative reserve overlay. The Company looks at qualitative factors such as current internal and external conditions as of the balance sheet date in determining expected credit losses.

A roll-forward of the activity in the Company’s allowance for credit losses for the nine months ended September 30, 2026, dollars in thousands, is as follows:


Allowance for credit losses at beginning of year	$	21,411
Current period provision		4,171
Write-offs		(12,259	)
Recoveries of amounts previously charged off		2,988
Allowance for credit losses as of September 30, 2026	$	16,311

During the nine months ended September 30, 2026, the Company wrote off $12.3 million of trade accounts receivable, substantially all of which were related to institutional receivables from the Company’s COVID-19 testing business, which the Company ceased in 2023. These balances had been previously reserved, and the write-offs reflect the Company’s determination that collection efforts were exhausted and the balances were no longer collectible. The Company also received a recovery of approximately $3.0 million on amounts previously charged off, primarily related to collections on COVID-19-related insurance receivables.

Business Combinations

The Company uses the acquisition method of accounting and allocates the fair value of purchase consideration to the assets acquired and liabilities assumed from an acquiree based on their respective fair values as of the acquisition date. The excess of the fair value of purchase consideration over the fair value of these assets acquired and liabilities assumed is recorded as goodwill. When determining the fair values of assets acquired and liabilities assumed, management makes significant estimates and assumptions, especially with respect to intangible assets. Critical estimates in valuing intangible assets include, but are not limited to, expected future cash flows, which includes consideration of future growth and margins, future changes in technology, expected cost and time to develop in-process research and development, brand awareness and discount rates. Fair value estimates are based on the assumptions that management believes a market participant would use in pricing the asset or liability.

Finite-Lived Intangible Assets

Intangible assets, unless determined to be indefinite-lived, are amortized over their estimated useful lives. The Company amortizes intangible assets with definite lives on a straight-line basis generally over periods ranging from 3 to 18 years. See Note 17. Goodwill and Intangible Assets, for details of intangible assets.

Impairment of Long-Lived Assets

The Company evaluates the carrying amount of its long-lived assets whenever events or changes in circumstances indicate that the assets may not be recoverable. An impairment loss would be recognized when estimated future cash flows expected to result from the use of an asset and its eventual disposition are less than the carrying amount of the asset.

Goodwill and Indefinite-Lived Intangibles

In-process research & development, or IPR&D, costs are considered to be indefinite-lived until the completion or abandonment of the associated research and development efforts. If and when development is complete, the associated assets would be deemed finite-lived and would then be amortized based on their respective estimated useful lives at that point in time.

The Company assesses goodwill and indefinite-lived intangibles for impairment on an annual basis and between annual tests if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying amount. The Company may choose to bypass a qualitative assessment of impairment for any reporting unit and proceed directly to performing a quantitative assessment. An impairment loss would be recognized for the amount by which the reporting unit’s carrying amount exceeds its fair value.

If a quantitative assessment is deemed necessary, the quantitative assessment includes estimating the fair value of each reporting unit and comparing it to its carrying value. The Company estimates the fair value of reporting units using both income-based and market-based valuation methods and typically engages a third-party appraisal firm to assist with the valuation. If the estimated fair value of a reporting unit exceeds its carrying value, the goodwill is not impaired, and no further review is required.

The income-based fair value methodology is based on a reporting unit’s forecasted future cash flows that are discounted to the present value using the reporting unit’s weighted-average cost of capital. The income-based approach incorporates management’s assumptions and judgments regarding economic conditions in the markets in which a company operates and conditions in the capital markets, many of which are outside of management’s control. The market-based fair value methodology includes (i) the guideline public company valuation method, which analyzes the valuation multiples of comparable public companies, and (ii) the merger and acquisition method, which compares the market values of similar businesses, to estimate the value of the reporting units. Under the market-based approach, judgment is required in evaluating market multiples and recent transactions.

Fair Value of Financial Instruments

The Company’s financial instruments consist principally of cash and cash equivalents, marketable securities, trade accounts receivable, restricted cash, a preferred stock investment, accounts payable, and accrued liabilities. The carrying amounts of certain of these financial instruments, including cash and cash equivalents, accounts receivable, accounts payable, and accrued liabilities approximate fair value due to their short maturities. The fair value of marketable securities and the preferred stock investment is disclosed in Note 4. Fair Value Measurements, to the accompanying condensed consolidated financial statements.

Concentrations of Credit Risk, Customers, and Suppliers

Financial instruments that potentially subject the Company to significant concentrations of credit risk consist primarily of cash and cash equivalents, trade accounts receivable, and marketable securities. As of September 30, 2026, substantially all of the Company’s cash and cash equivalents were deposited in accounts at financial institutions, and amounts may exceed federally insured limits. Management believes that the Company is not exposed to significant credit risk due to the financial strength of the depository institutions in which its cash and cash equivalents are held.

In certain periods, a small number of customers or a single laboratory customer have accounted for a significant portion of the Company’s revenue. For the laboratory services segment, when customers who, to our knowledge, are under common control or otherwise affiliated with each other are aggregated, no single customer held a significant concentration of the Company's revenue in the three and nine months ended September 30, 2026. One laboratory customer comprised $19.2 million, or 23%, of total revenue in the three months ended September 30, 2025, and $54.4 million, or 23%, of total revenue in the nine months ended September 30, 2025. The same laboratory customer comprised 13% of total accounts receivable, net, as of December 31, 2025. No single laboratory

customer held a significant concentration of the Company's total accounts receivable, net, as of September 30, 2026. For our customers generally, tests are typically purchased on a test-by-test basis and not pursuant to any long-term purchasing arrangements. In the therapeutic development segment, revenue is an immaterial portion of the Company’s total revenue as it does not yet have any commercialized or approved product candidates.

The Company relies on a limited number of suppliers for certain laboratory substances used in the chemical reactions incorporated into its processes, referred to as reagents, as well as for the sequencers and various other equipment and materials it uses in its laboratory operations. In particular, the Company relies on a sole supplier for the next generation sequencers and associated reagents it uses to perform its genetic tests and as the sole provider of maintenance and repair services for these sequencers. The Company’s laboratory operations would be interrupted if it encountered delays or difficulties securing these reagents, sequencers, other equipment or materials or maintenance and repair services, which could occur for a variety of reasons, including if the Company needs a replacement or temporary substitute for any of its limited or sole suppliers and is not able to locate and make arrangements for an acceptable replacement or temporary substitute. The Company’s development efforts could also be delayed or interrupted if it is unable to procure items needed for its therapeutic development activities. The Company believes there is currently a limited number of manufacturers that are capable of supplying and servicing some of the equipment and other materials necessary for its laboratory operations, including sequencers and various associated reagents.

Reportable Segments and Geographic Information

Reportable segments are identified as components of an enterprise for which separate discrete financial information is available for evaluation by the Chief Operating Decision-Maker, or CODM, in making decisions regarding resource allocation and assessing performance. The Company’s CODM is its Chief Executive Officer. The Company has two reportable segments: a laboratory services business and a therapeutic development business. For further financial information about these segments, including information for each of the periods presented regarding revenue, operating income (loss), and other important information, see Note 7. Reportable Segments and Geographic Information.

Foreign Currency Translation and Foreign Currency Transactions

The Company translates the assets and liabilities of its non-USD functional currency subsidiaries into USD using exchange rates in effect at the end of each period. Expenses for these subsidiaries are translated using rates that approximate those in effect during the period. These unrealized gains and losses are recognized in accumulated other comprehensive income in the equity section of the accompanying Condensed Consolidated Balance Sheets, and do not impact net income.

The Company and its subsidiaries that use the USD as their functional currency remeasure monetary assets and liabilities at exchange rates in effect at the end of each period. The carrying value of these monetary assets and liabilities will change with exchange rate fluctuations resulting in a foreign currency transaction gain or loss which is recognized in other income, net in the Condensed Consolidated Statements of Operations. Reagents and supplies, property, and other nonmonetary assets and liabilities are remeasured when the transaction is initially recognized using the historical rate that was in effect when the asset was acquired or liability was incurred. The carrying amounts do not change as a result of exchange rate fluctuations and no foreign currency transaction gain or loss is recognized. Gains and losses from foreign currency exchange were not significant for the three and nine months ended September 30, 2026, and 2025.

Income Taxes

The effective tax rate used for interim periods is the estimated annual effective consolidated tax rate, based on the current estimate of full year results, except that taxes related to specific events, if any, are recorded in the interim period in which they occur. The annual effective tax rate is based upon several significant estimates and judgments, including the estimated annual pre-tax income (loss) of the Company in each tax jurisdiction in which it operates, and the development of tax planning strategies during the year. In addition, the Company’s tax expense can be impacted by changes in tax rates or laws and other factors that cannot be predicted with certainty. As such, there can be significant volatility in interim tax provisions.

Comprehensive (Loss) Income

Comprehensive (loss) income is comprised of net (loss) income and other comprehensive (loss) income. Other comprehensive (loss) income consists of net unrealized gain or loss on available-for-sale debt securities, net of tax, and foreign currency translation adjustments from the Company’s subsidiaries not using the USD as their functional currency. The tax expense of foreign currency translation income (loss) was zero for each of the three and nine months ended September 30, 2026, and 2025.

Reclassifications from other comprehensive (loss) income to net loss, were insignificant in the three and nine months ended September 30, 2026, and zero in the three and nine months ended September 30, 2025. The tax effects related to net unrealized gain or loss on available-for-sale debt securities was zero in the three and nine months ended September 30, 2026, and 2025, due to the valuation allowance in the current period that precludes the Company from recognizing the deferred tax benefit.

Disaggregation of Revenue

The Company classifies its customers into three payor types: (i) Institutional, including hospitals, medical institutions, other laboratories, governmental bodies, and large corporations, (ii) Insurance, or (iii) Patients who pay directly, as the Company believes this best depicts how the nature, amount, timing, and uncertainty of its revenue and cash flows are affected by economic factors. The following table summarizes revenue from contracts with customers by payor type for the three and nine months ended September 30, 2026, and 2025:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2026		2025		2026		2025
	(in thousands)
Revenue by payor
Institutional	$	38,385	$	48,947	$	116,075	$	135,890
Insurance		50,576		32,679		124,554		97,808
Patients		1,451		2,443		6,310		5,637
Total revenue	$	90,412	$	84,069	$	246,939	$	239,335

The Company estimates variable consideration using the expected value method. Any changes in variable consideration estimates that affect transactions are accounted for on a cumulative catch-up basis. Variable consideration adjustments in the three and nine months ended September 30, 2026, and 2025 were not significant.

Contract Balances

Receivables from contracts with customers

Receivables from contracts with customers are included within trade accounts receivable on the Condensed Consolidated Balance Sheets. Receivables from Insurance and Institutional customers represented 40% and 60%, respectively, as of September 30, 2026, and each represented 50%, as of December 31, 2025.

Contract assets and liabilities

Contract liabilities are recorded when the Company receives payment prior to completing its obligation to transfer goods or services to a customer. Contract liabilities are included in the Condensed Consolidated Balance Sheets. Revenues of $0.7 million and $1.5 million were recognized for the three and nine months ended September 30, 2026, respectively, and $0.2 million and $0.4 million were recognized for the three and nine months ended September 30, 2025, respectively, related to contract liabilities at the beginning of the respective periods. As of September 30, 2026, and December 31, 2025, the Company has no contract assets from contracts with customers associated with contract execution and certain costs to fulfill a contract.

Prior Period Reclassifications

Certain amounts reported in the prior period have been reclassified to conform with the current period presentation. In the Condensed Consolidated Statement of Cash Flows, the Company has presented income taxes paid, net of refunds received, due to the prior adoption of ASU 2023-09, Income Taxes (Topic 740): Improvement to Income Tax Disclosures.

Recent Accounting Pronouncements

The Company evaluates all Accounting Standards Updates, or ASUs, issued by the Financial Accounting Standards Board, or FASB, for consideration of their applicability. ASUs not included in the Company’s disclosures were assessed and determined to be either not applicable or are not expected to have a material impact on the Company’s condensed consolidated financial statements.

Adopted

In July 2025, the FASB issued ASU 2025-05, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses for Accounts Receivable and Contract Assets. This update provides all entities with a practical expedient related to the estimation of

expected credit losses for current accounts receivable and current contract assets that arise from transactions accounted for under ASC 606. Amendments in this update are effective for annual periods beginning after December 15, 2025, and interim reporting periods within those annual reporting periods. Early adoption is permitted. The Company adopted this ASU in the first quarter of 2026, and the impact is not material for the consolidated financial statements and related disclosures.

Issued

In November 2024, the FASB issued ASU 2024-03, Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses. This update requires disclosure in the notes to financial statements of specified information about certain costs and expenses. Amendments in this update are effective for annual periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027. Early adoption is permitted. The Company is currently evaluating the impact of this amendment on its consolidated financial statements and related disclosure.

In September 2025, the FASB issued ASU 2025-06, Intangible—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software. This update simplifies the capitalization guidance by removing all references to software development project stages, so that the guidance is neutral to different software development methods. Amendments in this update are effective for annual periods beginning after December 15, 2027, and interim reporting periods within those annual reporting periods. Early adoption is permitted. The Company is currently evaluating the impact of this amendment on its financial statements and related disclosures.

In December 2025, the FASB issued ASU 2025-11, Interim Reporting (Topic 270): Narrow-Scope Improvements. This update clarifies the applicability of interim reporting guidance, provides a comprehensive list of required interim disclosures, and establishes a disclosure principle that requires disclosure of material events that occurred after the end of the last annual reporting period. Amendments in this update are effective for interim reporting periods within annual periods beginning after December 15, 2027. Early adoption is permitted. The Company is currently evaluating the impact of this amendment on its financial statements and related disclosures.

In December 2025, the FASB issued ASU 2025-12, Codification Improvements. This update makes targeted amendments to various topics within the Accounting Standards Codification intended to clarify, correct errors, or make minor improvements to existing guidance. Amendments in this update are effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods within those annual reporting periods. Early adoption is permitted. The Company is currently evaluating the impact of this amendment on its financial statements and related disclosures.

The Company does not expect that any other recently issued accounting guidance will have a significant effect on its consolidated financial statements.

Note 3. Equity and Debt Securities

The Company’s equity and debt securities consisted of the following:


	September 30, 2026
	Amortized Cost Basis			Unrealized Gains		Unrealized Losses			Aggregate Fair Value
	(in thousands)
Equity securities
Long-term
Preferred stock of privately-held companies	$	15,001		$	—	$	—		$	15,001
Total equity securities		15,001			—		—			15,001
Available-for-sale debt securities
Short-term
U.S. government debt securities		141,937			40		(183	)		141,794
Corporate debt securities		26,384			8		(3	)		26,389
U.S. agency debt securities		23,008			—		(37	)		22,971
U.S. treasury bills		14,814			—		(16	)		14,798
Money market accounts		70,039			—		—			70,039
Less: Cash equivalents		(70,039	)		—		—			(70,039	)
Total debt securities due within 1 year		206,143			48		(239	)		205,952
After 1 year through 5 years
U.S. government debt securities		285,450			—		(5,549	)		279,901
U.S. agency debt securities		80,544			—		(1,768	)		78,776
Municipal bonds		875			1		(3	)		873
Total debt securities due after 1 year through 5 years		366,869			1		(7,320	)		359,550
Total available-for-sale debt securities		573,012			49		(7,559	)		565,502
Total equity and debt securities	$	588,013		$	49	$	(7,559	)	$	580,503


	December 31, 2025
	Amortized Cost Basis			Unrealized Gains		Unrealized Losses			Aggregate Fair Value
	(in thousands)
Equity securities
Long-term
Preferred stock of privately-held companies	$	15,001		$	—	$	—		$	15,001
Total equity securities		15,001			—		—			15,001
Available-for-sale debt securities
Short-term
U.S. government debt securities		159,875			748		(1	)		160,622
U.S. agency debt securities		86,786			133		(1	)		86,918
Corporate debt securities		37,333			157		(16	)		37,474
Yankee debt securities		500			—		(5	)		495
Municipal bonds		375			—		—			375
Money market accounts		18,398			—		—			18,398
Less: Cash equivalents		(18,398	)		—		—			(18,398	)
Total debt securities due within 1 year		284,869			1,038		(23	)		285,884
After 1 year through 5 years
U.S. government debt securities		284,857			2,821		(67	)		287,611
U.S. agency debt securities		70,567			123		(51	)		70,639
Corporate debt securities		9,922			85		—			10,007
Municipal bonds		1,015			1		(4	)		1,012
Total debt securities due after 1 year through 5 years		366,361			3,030		(122	)		369,269
Total available-for-sale debt securities		651,230			4,068		(145	)		655,153
Total equity and debt securities	$	666,231		$	4,068	$	(145	)	$	670,154

Gross unrealized losses on the Company’s equity and debt securities were $7.6 million and $0.1 million as of September 30, 2026, and December 31, 2025, respectively. Proceeds from sale of available-for-sale securities were $4.0 million for the three months ended September 30, 2026 and $37.2 million for the nine months ended September 30, 2026. The gross realized gain was insignificant, and there was no gross realized loss for each of the three and nine months ended September 30, 2026. There was no sale of available-for-sale securities or realized gain or loss for each of the three and nine months ended September 30, 2025. The cost of any marketable securities sold is based on the specific-identification method.

The Company did not recognize any credit losses for its marketable available-for-sale debt securities during the three and nine months ended September 30, 2026, and 2025.

Note 4. Fair Value Measurements

The authoritative guidance on fair value measurements establishes a framework with respect to measuring assets and liabilities at fair value on a recurring basis and non-recurring basis. Under the framework, fair value is defined as the exit price, or the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants, as of the measurement date. The framework also establishes a three-tier hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are inputs market participants would use in valuing the asset or liability and are developed based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Company’s assumptions about the factors market participants would use in valuing the asset or liability and are developed based on the best information available in the circumstances. The hierarchy consists of the following three levels:


Level 1:	Inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the reporting entity can access at the measurement date.
Level 2:	Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.
Level 3:	Inputs are unobservable for the asset or liability.

The following tables present information about the Company’s financial assets measured at fair value on a recurring basis, based on the three-tier fair value hierarchy:


	September 30, 2026
	Total		Level 1		Level 2		Level 3
	(in thousands)
Equity securities, debt securities and cash equivalents
U.S. government debt securities	$	421,695	$	—	$	421,695	$	—
U.S. agency debt securities		101,747		—		101,747		—
Money market accounts		70,039		70,039		—		—
Corporate debt securities		26,389		—		26,389		—
Preferred stock of privately-held companies		15,001		—		—		15,001
U.S. treasury bills		14,798		14,798		—		—
Municipal bonds		873		—		873		—
Total equity securities, debt securities and cash equivalents	$	650,542	$	84,837	$	550,704	$	15,001


	December 31, 2025
	Total		Level 1		Level 2		Level 3
	(in thousands)
Equity securities, debt securities and cash equivalents
U.S. government debt securities	$	448,233	$	—	$	448,233	$	—
U.S. agency debt securities		157,557		—		157,557		—
Corporate debt securities		47,481		—		47,481		—
Money market accounts		18,398		18,398		—		—
Preferred stock of privately-held companies		15,001		—		—		15,001
Municipal bonds		1,387		—		1,387		—
Yankee debt securities		495		—		495		—
Total equity securities, debt securities and cash equivalents	$	688,552	$	18,398	$	655,153	$	15,001

The Company’s Level 1 assets include money market instruments and U.S. treasury bills valued based upon observable market prices. Level 2 assets consist of U.S. government and U.S. agency debt securities, municipal bonds, corporate debt securities and Yankee debt securities. Level 2 securities are valued based upon observable inputs that include reported trades, broker/dealer quotes, bids and offers.

As of September 30, 2026, and December 31, 2025, the Company held preferred stock of two privately held companies, which were included in other long-term assets in the accompanying Condensed Consolidated Balance Sheets, that were measured using unobservable (Level 3) inputs. For the value of the investment in private equity securities, the Company elected to measure such investments at cost minus impairment, as the preferred stock of the privately held companies did not have a readily determinable fair value.

An impairment of $9.9 million was recognized in 2025 related to Helio Genomics, Inc. There was no impairment loss recorded as of September 30, 2026, for the other preferred stock investment.

There were no transfers between fair value measurement levels during the three and nine months ended September 30, 2026, and 2025.

Note 5. Fixed Assets

Major classes of fixed assets consisted of the following:


	Useful Lives	September 30, 2026			December 31, 2025
		(in thousands)
Medical lab equipment	5 months to 13 Years	$	65,415		$	60,691
Building improvements	6 months to 39 Years		35,869			33,198
Building	25 to 39 Years		21,689			21,689
Computer hardware	1 to 5 Years		10,334			8,640
Aircraft	7 Years		6,400			6,400
Computer software	1 to 10 Years		5,541			6,300
Leasehold improvements	Shorter of lease term or estimated useful life		4,514			4,473
Furniture and fixtures	1 to 11 Years		4,454			4,128
Land improvements	5 to 15 Years		938			938
Automobile	3 to 7 Years		613			628
General equipment	5 Years		258			226
Land			17,347			17,347
Assets not yet placed in service			3,300			5,836
Total			176,672			170,494
Less: Accumulated depreciation			(65,934	)		(57,945	)
Fixed assets, net		$	110,738		$	112,549

Depreciation expense on fixed assets totaled $4.2 million and $13.1 million for the three and nine months ended September 30, 2026, respectively, and $3.9 million and $11.7 million for the three and nine months ended September 30, 2025, respectively.

Note 6. Other Significant Balance Sheet Accounts

Other current assets consisted of the following:


	September 30, 2026		December 31, 2025
	(in thousands)
Reagents and supplies		11,549		10,604
Prepaid expenses		7,436		5,100
Marketable securities interest receivable		5,370		5,714
Inventory		661		—
Other receivable		1,307		1,134
Total	$	26,323	$	22,552

Accrued liabilities consisted of the following:


	September 30, 2026		December 31, 2025
	(in thousands)
Payroll liabilities	$	7,396	$	4,383
Vacation accrual		6,207		5,236
Accrued bonus and commission		3,785		5,224
Operating lease liabilities - short term		2,113		1,462
Accrued legal liabilities		—		14,905
Other accrued liabilities		2,576		2,847
Total	$	22,077	$	34,057

As of September 30, 2026, other accrued liabilities also included short-term finance lease liabilities, health insurance liabilities, accrued property taxes, income tax payables, and third-party billing services.

Other long-term liabilities consisted of the following:


	September 30, 2026		December 31, 2025
	(in thousands)
Operating lease liabilities, long term	$	6,208	$	3,781
Notes payable, long term		1,476		1,958
Other long-term liabilities		1,887		1,885
Total	$	9,571	$	7,624

Note 7. Reportable Segments and Geographic Information

The Company has two distinct reportable segments. The laboratory services operating segment offers technical laboratory and testing services and professional interpretation of laboratory results by licensed physicians who specialize in pathology and oncology. The therapeutic development operating segment is a pharmaceutical research and development entity.

The Company’s Chief Executive Officer serves as its CODM. The CODM oversees the Company’s operations and evaluates financial data for its two operating segments separately to make resource allocation decisions. The financial information regularly provided to the CODM includes various performance metrics by reportable segment, such as gross profit, operating income or loss, income or loss before income taxes, net income or loss from consolidated operations, and net income or loss attributable to the Company, all presented in accordance with U.S. GAAP. Although multiple financial metrics are provided, the CODM primarily relies on adjusted (non-GAAP) operating income or loss to evaluate segment performance and allocate resources. These adjusted metrics exclude the impact of equity-based compensation expenses, amortization of intangible assets, impairment of intangible assets, and acquisition-related costs including acquisition-related severance, if applicable as determined by management. Acquisition-related costs and acquisition-related severance are related to the acquisition of Bako (as defined below), which closed on March 17, 2026, see Note 15. Business Combinations for additional details. The CODM does not use asset or liability information, including fixed assets, to assess segment performance. Total assets by segment are presented below; segment liability details are not disclosed.

The newly acquired entity, Bako, is considered part of the laboratory services segment as this acquisition was strategically undertaken to further strengthen the Company’s laboratory services business by adding new products and services and further expanding its national client base, national sales team, and team of expert pathologists. Consequently, Bako’s operations are integrated into the laboratory services segment, with shared resources and collaborative efforts, and the CODM evaluates Bako’s operations as part of the laboratory services segment’s consolidated financial information. Therefore, Bako’s financial results are grouped within the laboratory services segment’s reporting.

There is no inter-segment allocation of interest expense and income taxes. There is no inter-segment revenue and operating income or loss. The Company did not allocate income tax by segment. Information regarding the Company’s operations and assets for its reportable segments as well as geographic information was as follows, all dollars are in thousands:


	Laboratory Services			Therapeutic Development			Total
Three Months Ended September 30, 2026
Revenue	$	90,412		$	—		$	90,412
Less:
Adjusted cost of revenue		57,568			12			57,580
Adjusted research and development		6,300			4,383			10,683
Adjusted selling and marketing		15,070			—			15,070
Adjusted general and administrative		18,632			383			19,015
Total adjusted operating loss	$	(7,158	)	$	(4,778	)	$	(11,936	)


	Laboratory Services			Therapeutic Development			Total
Nine Months Ended September 30, 2026
Revenue	$	246,822		$	117		$	246,939
Less:
Adjusted cost of revenue		164,365			27			164,392
Adjusted research and development		19,584			13,156			32,740
Adjusted selling and marketing		41,309			—			41,309
Adjusted general and administrative		61,382			1,131			62,513
Total adjusted operating loss	$	(39,818	)	$	(14,197	)	$	(54,015	)


	Laboratory Services		Therapeutic Development			Total
Three Months Ended September 30, 2025
Revenue	$	83,931	$	138		$	84,069
Less:
Adjusted cost of revenue		46,860		—			46,860
Adjusted research and development		5,150		5,463			10,613
Adjusted selling and marketing		10,906		—			10,906
Adjusted general and administrative		18,530		678			19,208
Total adjusted operating income (loss)	$	2,485	$	(6,003	)	$	(3,518	)


	Laboratory Services			Therapeutic Development			Total
Nine Months Ended September 30, 2025
Revenue	$	239,197		$	138		$	239,335
Less:
Adjusted cost of revenue		135,828			—			135,828
Adjusted research and development		15,516			14,159			29,675
Adjusted selling and marketing		30,056			—			30,056
Adjusted general and administrative		60,828			1,108			61,936
Total adjusted operating loss	$	(3,031	)	$	(15,129	)	$	(18,160	)


	Three Months Ended September 30,						Nine Months Ended September 30,
	2026			2025			2026			2025
Reconciliation of “adjusted operating loss” to “loss before income taxes”
Adjusted operating loss	$	(11,936	)	$	(3,518	)	$	(54,015	)	$	(18,160	)
Less (add):
Equity-based compensation		8,120			9,717			26,634			30,306
Acquisition-related costs		—			90			2,649			387
Acquisition-related severance		—			—			647			—
Amortization of intangible assets		2,491			2,025			7,125			6,005
Impairment of intangible assets		—			—			2,172			—
Interest income		(8,554	)		(7,874	)		(23,609	)		(23,983	)
Interest expense		7			28			83			59
Impairment of equity securities		—			—			—			9,926
Other income, net		43			5			(5	)		(109	)
Total loss before income taxes	$	(14,043	)	$	(7,509	)	$	(69,711	)	$	(40,751	)

Significant items by segment excluded from the adjusted operating (loss) income were as follows:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2026		2025		2026		2025
Equity-based compensation
Laboratory services	$	5,979	$	7,716	$	20,121	$	24,282
Therapeutic development		2,141		2,001		6,513		6,024
Total	$	8,120	$	9,717	$	26,634	$	30,306

Revenue by segment was as follows:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2026		2025		2026		2025
Laboratory services:
Precision diagnostics	$	41,841	$	50,734	$	123,532	$	142,259
Anatomic pathology		40,879		25,983		103,456		79,405
BioPharma services		7,692		7,214		19,834		17,533
Total laboratory services		90,412		83,931		246,822		239,197
Therapeutic development:
BioPharma services		—		138		117		138
Total therapeutic development		—		138		117		138
Total	$	90,412	$	84,069	$	246,939	$	239,335

Depreciation and amortization by segment were as follows:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2026		2025		2026		2025
Laboratory services	$	6,697	$	5,928	$	20,082	$	17,572
Therapeutic development		119		110		410		439
Total	$	6,816	$	6,038	$	20,492	$	18,011

Interest income and expense by segment were as follows:


	Three Months Ended September 30,						Nine Months Ended September 30,
	2026			2025			2026			2025
Laboratory services
Interest income	$	8,554		$	7,874		$	23,609		$	23,983
Interest expense		(7	)		(28	)		(83	)		(59	)
Therapeutic development
Interest income		—			—			—			—
Interest expense		—			—			—			—
Total	$	8,547		$	7,846		$	23,526		$	23,924

Total assets by segment were as follows:


	September 30, 2026		December 31, 2025
Laboratory services	$	973,796	$	1,096,379
Therapeutic development		105,133		117,146
Total	$	1,078,929	$	1,213,525

Geographic distribution of revenue was as follows:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2026		2025		2026		2025
United States	$	83,247	$	77,608	$	226,616	$	221,641
Foreign
China		3,415		3,128		9,055		8,146
Other countries		3,750		3,333		11,268		9,548
Total foreign		7,165		6,461		20,323		17,694
Total	$	90,412	$	84,069	$	246,939	$	239,335

Geographic distribution of property, plant and equipment, net was as follows:


	September 30, 2026		December 31, 2025
United States	$	104,909	$	106,250
Foreign
China		4,431		4,692
Other countries		1,398		1,607
Total foreign		5,829		6,299
Total	$	110,738	$	112,549

Note 8. Debt, Commitments, and Contingencies

Debt

Notes payable as of September 30, 2026, consisted of $2.0 million of notes payable related to an installment sale contract the Company entered into in February 2022 for a building. The notes payable related to the installment sale are due in February 2030, and the interest rate is 1.08%. The current portion and noncurrent portion are $0.5 million and $1.5 million, respectively, and the noncurrent portion is included in other long-term liabilities in the accompanying Condensed Consolidated Balance Sheets. The interest expense for the three and nine months ended September 30, 2026, and 2025, was not significant.

Operating and Finance Leases

See Note 9. Leases, for further information.

Contingencies

From time to time, the Company may be subject to legal proceedings and claims arising in the ordinary course of business.

As previously disclosed in the Company’s periodic reports filed pursuant to the Securities Exchange Act of 1934, as amended, or the Exchange Act, the Company has received a Civil Investigative Demand, or CID, issued by the U.S. Department of Justice, or the DOJ, pursuant to the False Claims Act related to its investigation of allegations of medically unnecessary laboratory testing, improper billing for laboratory testing, and remuneration received or provided in violation of the Anti-Kickback Statute and the Stark Law. Among other things, this CID requests information and records relating to certain of the Company’s customers named in this CID. Certain of the Company’s executive officers and employees have also received CIDs relating to these matters.

Similar to other laboratories in the industry, the Company responded to an audit inquiry by the U.S. Health Resources and Services Administration, or HRSA, with respect to its reimbursement for COVID-19 tests furnished to patients believed to be uninsured. The Company recorded approximately $548.9 million of reimbursements from HRSA under the Uninsured Program during the years ended December 31, 2022, 2021, and 2020. There is uncertainty with respect to the methodology HRSA will use in its audit and whether and how HRSA will extrapolate audit results. The Company has provided HRSA’s auditors with requested information in connection with its audit in an effort to resolve any issues related to its audit, including any reimbursed amounts that may need to be returned to HRSA. As of the date of this quarterly report, the Company has not received any final audit results from HRSA for this audit. The Company has not received any further requests for information in connection with this audit from HRSA. The Company has also received a CID issued by the DOJ pursuant to the False Claims Act related to the DOJ’s investigation as to whether the Company submitted or caused to be submitted false claims to the Uninsured Program.

As is typical for companies seeking reimbursement from government payors, from time to time the Company is named as a defendant in claims pursuant to the qui tam provisions of the False Claims Act and comparable state laws. Often, these proceedings remain under seal such that the Company does not have access to the specific information included in them. Seals often remain in place for extended periods of time while the U.S. government, or applicable regulatory authority, decides whether to intervene on behalf of the qui tam plaintiff. As a result, the Company may not be aware of all qui tam claims that have been filed against the Company. In or around February 2026, the U.S. District Court for the Central District of California unsealed a qui tam complaint (and certain related proceedings) filed against Fulgent Genetics, Inc. and Fulgent Therapeutics LLC by a qui tam plaintiff (known as a relator) on behalf of the United States. This complaint alleged that the Company filed false claims for reimbursement for COVID-19 tests in violation of the False Claims Act. The complaint was subsequently dismissed without prejudice as to the relator and the U.S. government following the U.S. government’s filing of a motion to dismiss, meaning the relator and the U.S. government retained the right to refile and may refile under seal.

The Company is fully cooperating with the DOJ in connection with the CIDs that it, or its employees, have received. The Company cannot currently predict when these CIDs and HRSA audit matters will be resolved, the reasonable or likely outcome of these matters, or their potential impact, which may materially and adversely affect the Company’s business, prospects, and financial condition. Discussions and investigations remain ongoing. As such, the Company cannot reasonably estimate the loss or range of loss, if any, that may result from any material government investigations, audits, claims, and reviews in which it is currently involved, given the inherent difficulty in predicting regulatory actions, fines and penalties, if any, and the various remedies and levels of judicial review available to the Company in the event of an adverse finding. As a result, the Company has not recorded any liability related to these CIDs or audit matters.

From time to time, the Company, like other laboratories in its industry, is subject to claims and allegations relating to professional liability. The Company accrued $14.5 million in connection with the settlement of a professional liability matter, which was included in accrued legal liabilities and general and administrative expense in the 2025 Annual Report. The Company maintains professional liability insurance that has provided partial coverage for this matter, subject to customary retentions, exclusions, and limits. During the second quarter of 2026, the Company paid this settlement in full, and the related accrual is no longer reflected in accrued legal liabilities as of September 30, 2026.

Note 9. Leases

Lessee

The Company is a lessee to various non-cancelable operating leases with varying terms through March 2034, primarily for laboratory and office space and equipment. The Company has options to renew some of these leases after their expiration. On a lease-by-lease basis, the Company considers such options, which may be elected at the Company’s sole discretion, in determining the lease term. The Company also has various finance leases for lab equipment with varying terms through December 2026, some of which were acquired in business combinations. The Company does not have any leases with variable lease payments. The Company’s operating lease agreements do not contain any residual value guarantees, material restrictive covenants, bargain purchase options, or asset retirement obligations.

The operating and finance lease right-of-use asset, or ROU asset, short-term lease liabilities, and long-term lease liabilities as of September 30, 2026, and December 31, 2025, were as follows:


	September 30, 2026		December 31, 2025
	(in thousands)
Operating lease ROU asset, net	$	8,043	$	4,961
Operating lease liabilities, short term	$	2,113	$	1,462
Operating lease liabilities, long term	$	6,208	$	3,781
Finance lease ROU asset, net	$	85	$	339
Finance lease liabilities, short term	$	91	$	360
Finance lease liabilities, long term	$	—	$	—

The following was operating and finance lease expense:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2026		2025		2026		2025
	(in thousands)
Operating lease cost	$	659	$	556	$	1,798	$	1,437
Finance lease cost:
Amortization of ROU assets		85		85		254		301
Interest on lease liabilities		1		4		6		15
Short-term lease cost		616		424		1,637		1,382
Total lease cost	$	1,361	$	1,069	$	3,695	$	3,135

Supplemental information related to leases was the following:


	September 30, 2026
Weighted-average remaining lease term, operating leases	4.94 years
Weighted-average discount rate, operating leases		6.20	%
Weighted-average remaining lease term, finance lease	0.25 years
Weighted-average discount rate, finance lease		3.21	%

The following is a maturity analysis of operating and finance lease liabilities using undiscounted cash flows on an annual basis with renewal periods included:


	Operating Leases			Finance Lease
	(in thousands)
Year ending December 31,
2026 (remaining 3 months)		604			91
2027		2,441			—
2028		1,761			—
2029		1,528			—
2030		1,085			—
2031		1,095			—
Thereafter		1,277			—
Total lease payments		9,791			91
Less imputed interest		(1,470	)		—
Total	$	8,321		$	91

Note 10. Equity-Based Compensation

On May 14, 2026, at the Company's 2026 Annual Meeting of Stockholders, the Company's stockholders approved the Fulgent Genetics, Inc. 2026 Equity Incentive Plan (the "2026 Plan"), which replaced the Company's Amended and Restated 2016 Omnibus Incentive Plan (the "Prior Plan"), and awards made under the 2026 Plan will be made consistent with the terms of the 2026 Plan. No additional awards were granted under the Prior Plan on or after May 14, 2026 (the "Effective Date"). Awards outstanding under the Prior Plan as of the Effective Date remain outstanding and continue to be governed by their existing terms.

The 2026 Plan authorizes the issuance of 2,000,000 new shares of the Company's common stock, plus up to an additional 1,500,000 shares of common stock to the extent awards outstanding under the Prior Plan are forfeited, expire, or cancelled without delivery of shares on or after the Effective Date. Shares of common stock withheld or repurchased by the Company to satisfy an award's exercise price or tax withholding obligations are not added back to the shares of common stock available for future issuance. The 2026 Plan permits the grant of incentive stock options, non-qualified stock options, stock grants, and other stock-based awards (including RSUs and stock appreciation rights) to employees, directors, and consultants, and will terminate on March 31, 2036 unless terminated earlier.

The Company has included equity-based compensation expense as part of cost of revenue and operating expenses in the accompanying Condensed Consolidated Statements of Operations as follows:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2026		2025		2026		2025
	(in thousands)
Cost of revenue	$	885	$	1,697	$	3,431	$	5,214
Research and development		2,953		3,247		9,626	$	10,060
Selling and marketing		536		736		1,746	$	2,337
General and administrative		3,746		4,037		11,831	$	12,695
Total	$	8,120	$	9,717	$	26,634	$	30,306

Note 11. Income Taxes

The effective tax rate used for interim periods is the estimated annual effective consolidated tax rate, based on the current estimate of full year results, except that taxes related to specific events, if any, are recorded in the interim period in which they occur. The annual effective tax rate is based upon several significant estimates and judgments, including the estimated annual pre-tax income of the Company in each tax jurisdiction in which it operates, and the development of tax planning strategies during the year. In addition, the Company’s tax expense can be impacted by changes in tax rates or laws and other factors that cannot be predicted with certainty. As such, there can be significant volatility in interim tax provisions.

The Company recorded consolidated benefit from income taxes of $0.7 million and $1.4 million for the three and nine months ended September 30, 2026, respectively, compared to $0.7 million and $2.8 million for the three and nine months ended September 30, 2025, respectively. The Company’s effective tax rates were 5% and 2% for the three and nine months ended September 30, 2026, respectively, compared to 9% and 7% for the three and nine months ended September 30, 2025, respectively. The change in the effective tax rate compared to prior periods was primarily driven by a one-time tax benefit related to the acquisition of Inflation Reduction Act tax credits in prior year that did not occur in the current year.

The Company is under examination by certain tax authorities for the 2021 to 2023 tax years. While the timing of the conclusion of the examination is uncertain, the Company believes that adequate amounts have been reserved for adjustments that may result. During 2026, the statutes of limitations will lapse on the Company’s 2022 federal tax year and certain 2021 and 2022 state tax years. The Company does not believe the federal or state statute lapses or any other event will significantly impact the balance of unrecognized tax benefits in the next twelve months.

As of September 30, 2026, the Company has received the $106.1 million related to the carryback of Investment Tax Credits to the 2021 and 2022 tax years. The Company has received and recorded $6.2 million in interest income related to the refund.

Note 12. Loss per Share

The following is a reconciliation of the basic and diluted loss per share computations for the three and nine months ended September 30, 2026, and 2025:


	Three Months Ended September 30,						Nine Months Ended September 30,
	2026			2025			2026			2025
	(in thousands)
Net loss attributable to Fulgent	$	(13,152	)	$	(6,608	)	$	(67,508	)	$	(37,095	)

Weighted-average common shares - outstanding, basic		27,662			30,749			28,837			30,708
Weighted-average common shares - outstanding, diluted		27,662			30,749			28,837			30,708

Loss per share:
Basic	$	(0.48	)	$	(0.21	)	$	(2.34	)	$	(1.21	)
Diluted	$	(0.48	)	$	(0.21	)	$	(2.34	)	$	(1.21	)

The following securities have been excluded from the calculation of diluted loss per share because their effect would have been anti-dilutive:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2026		2025		2026		2025
	(in thousands)
Stock options		75		101		75		101
Restricted stock units		2,163		2,368		2,163		2,368
Contingently issuable shares		146		293		146		293

The anti-dilutive shares described above were calculated using the treasury stock method. In the three and nine months ended September 30, 2026, and 2025, the Company had outstanding stock options and restricted stock units that were excluded from the weighted-average share calculation for continuing operations due to the Company’s net loss positions.

In the three and nine months ended September 30, 2026, the Company also had contingently issuable shares for contingent consideration to the acquisition of ANP that were excluded from the diluted weighted-average share calculation for continuing operations due to the Company’s net loss positions. Certain milestones were met as of September 30, 2026, and the 143,023 shares of the Company's common stock issuable upon achievement of those milestones, which were issued in October 2026, were included in the basic weighted-average share calculation from the date the milestones were met. Refer to Note 18. Subsequent Events for additional details. 146,341 shares of the Company's common stock remain issuable dependent on the achievement of additional milestones.

Note 13. Retirement Plans

The Company offers a 401(k) retirement savings plan, or the 401(k) Plan, for its employees, including its executive officers, who satisfy certain eligibility requirements. The Internal Revenue Code of 1986, as amended, allows eligible employees to defer a portion of their compensation, within prescribed limits, on a pre-tax basis through contributions to the 401(k) Plan. The Company matches contributions to the 401(k) Plan based on the amount of salary deferral contributions the participant makes to the 401(k) Plan. The Company will match up to 4% of an employee’s compensation that the employee contributes to their 401(k) Plan account. Total Company matching contributions to the 401(k) Plan were $1.3 million and $4.1 million for the three and nine months ended September 30, 2026, respectively, and $1.0 million and $3.2 million for the three and nine months ended September 30, 2025, respectively.

Note 14. Related Party

Prior to April 25, 2025, Ming Hsieh, the Chief Executive Officer and Chairperson of the board of directors, was on the board of directors and an approximately 20% owner of ANP, with which the Company entered into certain drug-related licensing and development service agreements.

The President and Chief Scientific Officer of Fulgent Pharma, Ray Yin, is the Founder, President, and Chief Technology Officer of ANP. Prior to April 25, 2025, the Company incurred zero and $0.6 million related to the licensing and development services and the purchase of equipment in the three and nine months ended September 30, 2025, respectively. The Company also entered into an employee service agreement with ANP in April 2023, an insignificant amount was recognized in revenue in the three and nine months ended September 30, 2025.

Note 15. Business Combinations

Bako Business Combination

On March 17, 2026, or the Bako acquisition date, Inform Diagnostics, Inc., a wholly owned subsidiary of the Company, completed an acquisition of substantially all of the assets and certain specified liabilities of Bako Diagnostics, a premier pathology laboratory, or Bako, and 100% of the issued and outstanding equity of StrataDx, a premier dermatopathology laboratory. Under the terms of the asset purchase agreement, as well as the purchase and sale agreement, both dated December 20, 2025, the initial total purchase price was approximately $55.7 million, net of cash received, and was subsequently adjusted as described below. These acquisitions, or collectively, the Bako Acquisition, enable the Company to further strengthen its laboratory services business by adding new products and services and further expand its national client base, national sales team, and team of expert pathologists.

The financial results of the Bako Acquisition are included in the condensed consolidated financial statements from the date of acquisition.

The Company accounted for the acquisitions as a business combination under Accounting Standards Codification Topic 805, Business Combinations, or “ASC 805.” Accordingly, the total consideration transferred has been allocated to the tangible assets and identified intangible assets acquired and liabilities assumed based on their estimated fair values as of the Bako acquisition date. The excess of the consideration transferred over the fair value of net identifiable assets acquired has been recognized as goodwill. The purchase price allocation is preliminary and remains subject to change, primarily with respect to deferred taxes. As additional information becomes available — including the filing and finalization of federal and state tax returns for periods prior to the Bako acquisition date, and the resolution of other post-closing matters — the Company may further update the preliminary purchase price allocation during the remainder of the measurement period (up to one year from the Bako acquisition date).

During the three months ended June 30, 2026, the Company finalized the post-closing purchase price adjustment for the Bako Acquisition pursuant to the terms of the purchase agreements, resulting in an excess payment of $0.1 million owed to the seller. This amount was recorded as a measurement period adjustment under ASC 805, increasing goodwill as of the Bako acquisition date. The adjustment had no impact on the Company’s consolidated statements of operations for the nine months ended September 30, 2026.

The following tables summarize the updated purchase price allocation:


	As Initially Reported			Measurement Period Adjustment		As Revised
	(in thousands)
Considerations
Cash paid	$	56,111		$	—	$	56,111
Considerations paid post-closing		141			146	$	287
Total considerations	$	56,252		$	146	$	56,398

Recognized amounts of identifiable assets acquired and liabilities assumed
Cash and cash equivalents	$	544		$	—	$	544
Trade accounts receivable		2,090			—	$	2,090
Inventory		1,561			—	$	1,561
Prepaid expenses		2,353			—	$	2,353
Fixed assets		1,459			—	$	1,459
ROU assets - operating		2,839			—	$	2,839
Other long-term assets		25			—	$	25
Identifiable intangible assets		22,700			—	$	22,700
Accounts payable		(1,952	)		—	$	(1,952	)
Accrued liabilities		(2,741	)		16	$	(2,725	)
Operating lease liabilities		(2,839	)		—	$	(2,839	)
Deferred tax liabilities		(1,166	)		—	$	(1,166	)
Recognized amounts of identifiable assets acquired and liabilities assumed, net		24,873			16		24,889
Goodwill		31,379			130	$	31,509
Total	$	56,252		$	146	$	56,398

The goodwill of $31.5 million arising from the acquisition is attributed to the expected synergies, assembled workforce, and other benefits that will potentially be generated from the business combination along with deferred tax. The goodwill recognized is not deductible for tax purposes.

The identified intangible assets acquired consisted of $22.0 million in customer relationships with an estimated amortization life of ten years and $0.7 million in trade name with an estimated amortization life of three years.

The fair value of the customer relationships was estimated using the Multiperiod Excess Earnings Method, or MPEEM, of the income approach. Under the MPEEM, an intangible asset’s fair value is equal to the present value of the incremental after-tax cash flows attributable only to the subject intangible asset after deducting contributory asset charges. The incremental after-tax cash flows attributable to the customer relationships are then discounted to their present value at a risk-adjusted rate of return. The fair value of the trade name was estimated using the relief from royalty, or RFR, method. The RFR method estimates the portion of the Company’s earnings attributable to an intangible asset based on the royalty rate the Company would have paid for the use of the asset if it did not own it. The useful lives of the intangible assets for amortization purposes were determined by considering the period of expected cash flows used to measure the fair values of the intangible assets adjusted as appropriate for entity-specific factors including legal, regulatory, contractual, competitive, economic and other factors that may limit the useful life. The customer relationships and trade name are amortized on a straight-line basis over their estimated useful lives.

The revenue of the acquiree since the Bako acquisition date were $21.8 million and $41.3 million for the three and nine months ended September 30, 2026, respectively, which are included in the accompanying Condensed Consolidated Statements of Operations.

The acquisition-related costs associated with the acquisition of Bako consisted primarily of legal, regulatory and financial advisory fees of approximately $0.3 million for the second quarter of 2026, $2.6 million for the first quarter of 2026, and $1.5 million incurred in the fourth quarter of 2025. No additional acquisition-related costs were incurred in the third quarter of 2026. These acquisition-related costs were expensed as incurred as general and administrative expenses.

ANP Technologies, Inc.

On July 9, 2025, or the ANP acquisition date, the Company completed an acquisition of 100% of the outstanding equity of ANP, an innovation-driven company, which has developed multiple proprietary product platforms. The acquisition was structured as a combination of cash and stock, net of cash received. This acquisition enables the Company to secure ownership of the patents previously licensed from ANP, which are currently utilized in ongoing clinical studies. By securing full ownership of these intellectual property rights, the Company aims to enhance its control over the development and commercialization of related therapeutic candidates, thereby aligning with its strategic objectives to advance clinical programs.

The financial results of ANP are included in the consolidated financial statements from the date of acquisition.

During the three months ended March 31, 2026, the Company finalized the federal and state income tax returns for ANP for periods prior to the ANP acquisition date. As a result of this finalization, the Company identified a measurement period adjustment resulting in a decrease to deferred tax liabilities of $2.7 million, with a corresponding decrease to goodwill of $2.7 million. This adjustment is reflected retrospectively as of the ANP acquisition date in accordance with ASC 805. The adjustment had no impact on the Company’s consolidated statements of operations for the nine months ended September 30, 2026.

The following table summarizes the updated and finalized purchase price allocation:


	As Initially Reported			Measurement Period Adjustment			As Revised
	(in thousands)
Considerations
Cash paid	$	14,322			—		$	14,322
Cash held back		1,887			—			1,887
Settlement of pre-existing accounts payable		(290	)		—			(290	)
Contingent consideration		5,731			—			5,731
Total considerations	$	21,650		$	—		$	21,650

Recognized amounts of identifiable assets acquired and liabilities assumed
Cash and cash equivalents	$	18,097			—		$	18,097
Trade accounts receivable		7			—			7
Other current assets		97			—			97
ROU assets - operating		612			—			612
Other long-term assets		15			—			15
Identifiable intangible assets		6,200			—			6,200
Accounts payable		(75	)		—			(75	)
Accrued liabilities		(591	)		—			(591	)
Operating lease liabilities		(612	)		—			(612	)
Income tax payable		(1,562	)		—			(1,562	)
Other long-term liabilities		(3,563	)		2,728			(835	)
Recognized amounts of identifiable assets acquired and liabilities assumed, net		18,625			2,728			21,353
Goodwill		3,025			(2,728	)		297
Total	$	21,650		$	—		$	21,650

The acquisition includes a contingent consideration arrangement that requires the Company to issue up to 292,682 shares of the Company’s common stock to the sellers of ANP upon ANP’s achievement of certain minimum levels of cash receipts within the two years following the ANP acquisition date. The contingent consideration is classified as equity, and the fair value of $5.7 million was calculated based on the stock price of the Company’s common stock on the ANP acquisition date. The fair value of the contingent consideration does not need to be remeasured, as the subsequent settlement will be accounted for as equity. On October 1, 2026, the Company issued an aggregate of 143,023 shares of the Company's common stock as consideration to sellers of ANP in connection with ANP's achievement of certain milestones, and a portion of the earnout was settled in cash, rather than shares of common stock, for holders that were not accredited investors as required by the ANP Merger Agreement, see Note 18. Subsequent Events.

The ANP Merger Agreement called for the Company to hold back $1.9 million to serve as collateral for indemnification of the equity holders. $1.0 million of the holdback will be released to the sellers of ANP after the initial survival date (three years after closing), and the remaining amount is to be released four years after the closing date.

The goodwill of $0.3 million arising from the acquisition is attributed to the expected synergies, assembled workforce and other benefits that will potentially be generated from the business combination along with deferred tax. The goodwill recognized is not deductible for tax purposes.

The identified intangible assets acquired consisted of $3.9 million IPR&D which is an indefinite-lived asset and as such is not amortized, and $2.3 million customer relationships with an estimated amortization life of 18 years.

The fair value of the IPR&D was estimated using the cost to recreate method of the cost approach. The cost to recreate method estimates the expense to the Company if the intangible assets were to be recreated. The fair value of the customer relationships was estimated using the MPEEM under the income approach, see above for additional details. The useful lives of the intangible assets for amortization purposes were determined by considering the period of expected cash flows used to measure the fair values of the intangible assets adjusted as appropriate for entity-specific factors including legal, regulatory, contractual, competitive, economic and other factors that may limit the useful life. The customer relationships are amortized on a straight-line basis over the estimated useful lives.

During the nine months ended September 30, 2026, the Company recorded a full impairment of the customer relationships intangible asset. See Note 17. Goodwill and Intangible Assets, for further details.

Note 16. Stock Repurchase Program

In March 2022, the Company’s board of directors authorized a $250.0 million stock repurchase program. Under the stock repurchase program, the Company may repurchase shares from time to time in the open market or in privately negotiated transactions. The stock repurchase program has no expiration from the date of authorization.

During the three and nine months ended September 30, 2026, the Company repurchased 15,059 and 4.1 million shares of its common stock, respectively, at an aggregate cost of $0.3 million and $64.1 million, respectively, under the stock repurchase program. During the three and nine months ended September 30, 2025, the Company repurchased zero and 0.6 million shares of its common stock, respectively, at an aggregate cost of zero and $10.9 million, respectively under the stock repurchase program. As of September 30, 2026, a total of approximately $75.6 million remained available for future repurchases of its common stock under the stock repurchase program.

Note 17. Goodwill and Intangible Assets

The Company has identified its laboratory services business and its therapeutic development business as its two operating segments, and the Company determined that the operating segments represented the two reporting units.

The changes in the carrying amounts of goodwill for the laboratory services segment and the therapeutic development segment in the nine months ended September 30, 2026 were as follows:


	Laboratory Services		Therapeutic Development
	(in thousands)
Balance at December 31, 2025	$	—	$	25,080
Acquisition		31,379		—
Measurement period adjustment		130		(2,728	)
Balance at September 30, 2026	$	31,509	$	22,352

During the three months ended June 30, 2026, the Company identified indicators requiring an interim goodwill impairment assessment for its Therapeutic Development and Laboratory Services reporting units, including the loss of a significant customer within its ANP business and a sustained disconnect between the Company's market capitalization and its tangible net asset value. As a result, the Company engaged a third-party valuation specialist, as of June 30, 2026, and performed an interim quantitative goodwill impairment test for both reporting units, and a corresponding quantitative recoverability test for its indefinite-lived in-process research and development, or IPR&D.

During the three months ended September 30, 2026, there have been no significant changes in the business since the quantitative goodwill impairment tests and the corresponding quantitative recoverability test. There is no indication of a potential impairment for the Company's goodwill and IPR&D.

Laboratory Services

The change in goodwill for the laboratory services segment reflects goodwill arising from the Bako Acquisition, including a post-closing purchase price adjustment. The newly acquired entity, Bako, is considered part of the laboratory services segment. See Note 15. Business Combinations, for further details.

Based upon the results of the quantitative assessments the Company performed as of June 30, 2026, the Company concluded that the fair values of the laboratory services reporting unit were greater than the carrying values and that there was no impairment. The fair value of the Company’s laboratory services reporting unit remains higher than the carrying value recorded. The fair value of this reporting unit was $1,045.0 million and exceeded the carrying value of $943.5 million by approximately 11%.

However, this remains at heightened risk of future impairment given the narrow margin between estimated fair value and carrying value. As of September 30, 2026, there have been no significant changes in the laboratory services reporting unit since the quantitative valuation performed as of June 30, 2026. There is no indication of a potential impairment within the laboratory services reporting unit. While no impairment was recorded as of September 30, 2026, future developments such as deterioration in business

performance and the ability to achieve revenue growth targets as well as projected cost of revenue and operating expense targets could reduce the fair value of this reporting unit and lead to impairment in a future period.

Therapeutic Development

The decrease in goodwill for the therapeutic development segment reflects a measurement period adjustment related to the ANP acquisition, resulting from the finalization of deferred tax liabilities. See Note 15. Business Combinations, for further details.

During the year ended December 31, 2025, the Company recorded $2.3 million of customer relationships and $3.9 million of IPR&D attributable to the acquisition of ANP. During the three months ended June 30, 2026, the Company identified a triggering event with respect to a finite-lived customer relationship intangible asset acquired as part of the ANP acquisition, resulting from loss of a significant customer relationship. As a result, the Company recorded an impairment charge of $2.2 million during the three months ended June 30, 2026, representing the remaining net carrying value of the intangible asset after accumulated amortization since the ANP acquisition date, effectively writing off the asset in its entirety. The impairment charge is reflected within a separate line item in the Condensed Consolidated Statements of Operations.

Based upon the results of the quantitative assessments the Company performed as of June 30, 2026, the Company concluded that the fair values of the therapeutic development reporting unit and the IPR&D asset at June 30, 2026, were greater than the carrying values and that there was no impairment.

The fair value of the Company’s therapeutic development reporting unit was calculated using the income approach weighted at 100% with a WACC of 47%. The fair value of the IPR&D was appraised using the income approach known as multi-period excess earnings method with a WACC of 49%.

The fair values of the Company’s therapeutic development reporting unit and IPR&D remain substantially higher than the carrying value recorded. The fair value of this reporting unit was $270.0 million and exceeded the carrying value of $54.6 million by approximately 395%, and the fair value of IPR&D was $265.0 million and exceeded the carrying value of $68.5 million by approximately 287%.

As of September 30, 2026, there have been no significant changes in the therapeutic development reporting unit since the quantitative valuation performed as of June 30, 2026. There is no indication of a potential impairment within the therapeutic development reporting unit.

There can be no assurance that the estimates and assumptions management made for the purposes of the goodwill or IPR&D impairment analysis will prove to be accurate predictions of future performance. It is possible that the conclusions regarding impairment or recoverability of goodwill or intangible assets could change in future periods. Management will continue to monitor the therapeutic development reporting unit. For all IPR&D projects, there are major risks and uncertainties associated with the timely and successful completion of development and commercialization of these product candidates, including the ability to confirm their efficacy based on data from clinical trials, the ability to obtain necessary regulatory approvals, and the ability to successfully complete these tasks within budgeted costs. The Company is not able to market a human therapeutic product without obtaining regulatory approvals, and such approvals require completing clinical trials that demonstrate a product candidate is safe and effective. In addition, the availability and extent of coverage and reimbursement from insurance payors, including government healthcare programs and private insurance plans, impact the revenues a product can generate. Consequently, the eventual realized value, if any, of these acquired IPR&D projects may vary from their estimated fair values.

Summaries of intangible assets balances as of September 30, 2026, and December 31, 2025, were as follows:


	Weighted-Average Amortization Period	September 30, 2026			December 31, 2025
		(in thousands)
Laboratory Services
Customer relationships	12 Years	$	105,185		$	83,135
Less: accumulated amortization			(31,576	)		(25,633	)
Customer relationships, net			73,609			57,502

Royalty-free technology	10 Years		5,519			5,291
Less: accumulated amortization			(2,990	)		(2,469	)
Royalty-free technology, net			2,529			2,822

Trade name	7 Years		4,490			3,790
Less: accumulated amortization			(2,383	)		(1,896	)
Trade name, net			2,107			1,894

Laboratory information system platform	5 Years		1,860			1,860
Less: accumulated amortization			(1,860	)		(1,643	)
Laboratory information system platform, net			—			217

In-place lease intangible assets	5 Years		360			360
Less: accumulated amortization			(308	)		(255	)
In-place lease intangible assets, net			52			105

Purchased patent	10 Years		30			29
Less: accumulated amortization			(17	)		(14	)
Purchased patent, net			13			15
Total			78,310			62,555

Therapeutic Development
Customer relationships	18 Years		2,300			2,300
Less: accumulated amortization			(128	)		(64	)
Less: accumulated impairment			(2,172	)		—
Customer relationships, net			—			2,236

In-process research & development	n/a		68,490			68,490
Total			68,490			70,726
Total intangible assets, net		$	146,800		$	133,281

Acquisition-related intangibles included in the above tables are generally finite-lived and are carried at cost less accumulated amortization, except for IPR&D, which is related to the acquisitions of Fulgent Pharma in 2022 and ANP in 2025, and has an indefinite life until research and development efforts are completed or abandoned. All other finite-lived acquisition-related intangibles related to the business combinations are amortized on a straight-line basis over their estimated lives, which approximates the pattern in which the economic benefits of the intangible assets are expected to be realized.

During the nine months ended September 30, 2026, the Company recorded $22.0 million of customer relationships and $0.7 million of trade name attributable to the acquisition of Bako. See more details in Note 15. Business Combinations.

Amortization of intangible assets was $2.5 million and $7.1 million in the three and nine months ended September 30, 2026, respectively, and $2.0 million and $6.0 million in the three and nine months ended September 30, 2025, respectively.

Based on the carrying value of intangible assets recorded as of September 30, 2026, and assuming no subsequent impairment of the underlying assets, the annual amortization expense for intangible assets is expected to be as follows:


	Amounts
	(in thousands)
Year ending December 31,
2026 (remaining 3 months)	$	2,461
2027		9,674
2028		9,639
2029		9,207
2030		9,020
2031		8,605
Thereafter		29,704
Total	$	78,310

Note 18. Subsequent Events

ANP Earnout Share Issuance

On October 1, 2026, the Company issued an aggregate of 143,023 shares of the Company’s common stock as consideration to sellers of ANP in connection with ANP’s achievement of certain milestones. A portion of the earnout was settled in cash, rather than shares of common stock, for holders that were not accredited investors (as required by the ANP Merger Agreement). The Company issued the shares of common stock in reliance on an exemption from registration provided for under Section 4(a)(2) of the Securities Act and/or Rule 506 of Regulation D promulgated thereunder as a transaction by an issuer not involving a public offering. The Company relied on this exemption from registration based in part on the representations made by the applicable ANP sellers. The shares are “restricted securities” within the meaning of Rule 144.

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

The following discussion and analysis of our financial condition and results of operations should be read together with our condensed consolidated financial statements and related notes included in this report. Additionally, pursuant to Instruction 2 to paragraph (b) of Item 303 of Regulation S-K promulgated by the U.S. Securities and Exchange Commission, or SEC, in preparing this discussion and analysis, we presume that readers have access to and have read the discussion and analysis of our financial condition and results of operations included in our annual report on Form 10-K for our fiscal year ended December 31, 2025, filed with the SEC on February 27, 2026, or the 2025 Annual Report. As used in this discussion and analysis and elsewhere in this report, unless the context otherwise requires, the terms “Fulgent,” the “Company,” “we,” “us” and “our” refer to Fulgent Genetics, Inc. and its consolidated subsidiaries.

Forward-Looking Statements

The following discussion and analysis contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, or the Securities Act, and Section 21E of the Securities Exchange Act of 1934, as amended, or the Exchange Act. Forward-looking statements are statements other than historical facts and relate to future events or circumstances or our future performance, and they are based on our current assumptions, expectations and beliefs concerning future developments and their potential effect on our business. The forward-looking statements in this discussion and analysis include statements about, among other things, our future financial and operating performance, our future cash flows and liquidity and our growth strategies, as well as anticipated trends in our business and industry. These forward-looking statements are subject to a number of risks and uncertainties, including, among others, risks related to the completion of the transition of our billing and revenue cycle management system and its effect on our collections, revenue, gross margin and liquidity; the decline in revenue from our largest customer; the integration of Bako and our other acquired businesses; potential future impairment of our goodwill and intangible assets; the ongoing DOJ investigation and our ability to comply with complex regulations regarding billing, FDA therapeutic and device approval regulations, and other regulations applicable to our business; and the development of our therapeutic product candidates, and those described under “Item 1A. Risk Factors” in Part I of the 2025 Annual Report. Moreover, we operate in a competitive and rapidly evolving industry and new risks emerge from time to time. It is not possible for us to predict all of the risks we may face, nor can we assess the impact of all factors on our business or the extent to which any factor or combination of factors could cause actual results to differ from our expectations. In light of these risks and uncertainties, the forward-looking events and circumstances described in this discussion and analysis may not occur, and actual results could differ materially and adversely from those described in or implied by any forward-looking statements we make. Although we have based our forward-looking statements on assumptions and expectations we believe are reasonable, we cannot guarantee future results, levels of activity, performance or achievements or other future events. As a result, forward-looking statements should not be relied on or viewed as predictions of future events, and this discussion and analysis should be read with the understanding that actual future results, levels of activity, performance and achievements may be materially different than our current expectations. The forward-looking statements in this discussion and analysis speak only as of the date of this report, and except as required by law, we undertake no obligation to update publicly any forward-looking statements for any reason after the date of this report to conform these statements to actual results or to changes in our expectations.

Overview

We are a technology-based company with a well-established laboratory services business and a therapeutic development business. Our laboratory services business includes technical laboratory and testing services and professional interpretation of laboratory results by licensed physicians. Our therapeutic development business is focused on developing product candidates for treating a broad range of cancers using a novel nanoencapsulation and targeted therapy platform designed to improve the therapeutic window and pharmacokinetic profile of new and existing cancer drugs.

On March 17, 2026, and as further described in Note 15. Business Combinations, to the condensed consolidated financial statements included in this report, we completed the acquisition of certain assets of Bako Diagnostics and acquired StrataDx, or collectively, the Bako Acquisition, which together provide dermatopathology, podiatric pathology, and molecular diagnostic services and therapeutic products. As the Bako Acquisition closed late in the first quarter, the results for the nine months ended September 30, 2026, include only approximately six and a half months of the acquired operations. We expect the additional impact of the Bako Acquisition on our consolidated results of operations, including revenue, cost of revenue, and operating expenses, to be reflected in future periods.

Business Risks and Uncertainties and Other Factors Affecting Our Performance

Our business and prospects are exposed to numerous risks and uncertainties, as described in our 2025 Annual Report. In particular, the Bako Acquisition is a transaction involving the integration of operations into our existing laboratory business. As described in greater detail in the risk factors included in our 2025 Annual Report, these acquisitions involve inherent risks, including

potential difficulties in integrating operations, personnel, and technologies, and the potential for higher than anticipated acquisition-related costs or integration expenses. Ultimately, we may not realize the anticipated benefits of this transaction. For more information, see “Item 1A. Risk Factors” in Part I of the 2025 Annual Report. In addition, our performance in any period is affected by a number of other factors. See the description of some of the material factors affecting our performance in “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations” of the 2025 Annual Report.

Results of Operations

The table below summarizes the results of our continuing operations for each of the periods presented. For a financial overview relating to our results of operations, including general descriptions of the make-up of material line items of our statement of operation data, see “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations” of the 2025 Annual Report. Historical results are not indicative of the results to be expected in the current period or any future period.


	Three Months Ended September 30,												Nine Months Ended September 30,
	2026			2025			$ Change			% Change			2026			2025			$ Change			% Change
	(in thousands, except percentages)
Statement of Operation Data
Revenue	$	90,412		$	84,069		$	6,343			8	%	$	246,939		$	239,335		$	7,604			3	%
Cost of revenue		58,465			48,557			9,908			20	%		167,823			141,042			26,781			19	%
Gross profit		31,947			35,512			(3,565	)		(10	)%		79,116			98,293			(19,177	)		(20	)%
Operating expenses
Research and development		13,636			13,860			(224	)		(2	)%		42,366			39,735			2,631			7	%
Selling and marketing		15,606			11,642			3,964			34	%		43,055			32,393			10,662			33	%
General and administrative		22,761			23,335			(574	)		(2	)%		77,640			75,018			2,622			3	%
Amortization of intangible assets		2,491			2,025			466			23	%		7,125			6,005			1,120			19	%
Impairment of intangible assets		—			—			—		*				2,172			—			2,172		*
Total operating expenses		54,494			50,862			3,632			7	%		172,358			153,151			19,207			13	%
Operating loss		(22,547	)		(15,350	)		(7,197	)		47	%		(93,242	)		(54,858	)		(38,384	)		70	%
Other income (expenses)
Interest income		8,554			7,874			680			9	%		23,609			23,983			(374	)		(2	)%
Interest expense		(7	)		(28	)		21			(75	)%		(83	)		(59	)		(24	)		41	%
Impairment of equity securities		—			—			—		*				—			(9,926	)		9,926			(100	)%
Other (expense) income, net		(43	)		(5	)		(38	)		760	%		5			109			(104	)		(95	)%
Total other income, net		8,504			7,841			663			8	%		23,531			14,107			9,424			67	%
Loss before income taxes		(14,043	)		(7,509	)		(6,534	)		87	%		(69,711	)		(40,751	)		(28,960	)		71	%
Benefit from income taxes		(704	)		(683	)		(21	)		3	%		(1,379	)		(2,770	)		1,391			(50	)%
Net loss from consolidated operations		(13,339	)		(6,826	)		(6,513	)		95	%		(68,332	)		(37,981	)		(30,351	)		80	%
Net loss attributable to noncontrolling interests		187			218			(31	)		(14	)%		824			886			(62	)		(7	)%
Net loss attributable to Fulgent	$	(13,152	)	$	(6,608	)	$	(6,544	)		99	%	$	(67,508	)	$	(37,095	)	$	(30,413	)		82	%
* not meaningful

Revenue


	Three Months Ended September 30,										Nine Months Ended September 30,
	2026		2025		$ Change			% Change			2026		2025		$ Change			% Change
	(in thousands, except percentages)
Revenue from laboratory services
Precision diagnostics	$	41,841	$	50,734	$	(8,893	)		(18	)%	$	123,532	$	142,259	$	(18,727	)		(13	)%
Anatomic pathology		40,879		25,983		14,896			57	%		103,456		79,405		24,051			30	%
BioPharma services		7,692		7,214		478			7	%		19,834		17,533		2,301			13	%
Total laboratory services		90,412		83,931		6,481			8	%		246,822		239,197		7,625			3	%
Revenue from therapeutic development
BioPharma services		—		138		(138	)		(100	)%		117		138		(21	)		(15	)%
Total therapeutic development		—		138		(138	)		(100	)%		117		138		(21	)		(15	)%
Total revenue	$	90,412	$	84,069	$	6,343			8	%	$	246,939	$	239,335	$	7,604			3	%

Revenue increased by $6.3 million, or 8%, from $84.1 million in the three months ended September 30, 2025, to $90.4 million in the three months ended September 30, 2026. The increase in revenue between periods was driven by increases of $14.9 million in anatomic pathology and $0.3 million in BioPharma services, partially offset by a decrease of $8.9 million in precision diagnostics.

Revenue increased by $7.6 million, or 3%, from $239.3 million in the nine months ended September 30, 2025, to $246.9 million in the nine months ended September 30, 2026. The increase in revenue between periods was driven by increases of $24.1 million in anatomic pathology and $2.3 million in BioPharma services, partially offset by a decrease of $18.7 million in precision diagnostics.

The decrease in precision diagnostics revenue was driven by the decline in revenue from our largest customer as this customer transitions to performing tests internally. As previously disclosed in our 2025 Annual Report, we expect revenues for our largest customer to continue to decline in 2026 as this customer continues to increase the performance of tests internally. The tests and testing services this customer has historically purchased were primarily precision diagnostic tests. To reduce this revenue risk, we will focus on developing existing customers and increasing the number of customers and thereby reducing the concentration and on successfully integrating our acquired businesses. The increase in anatomic pathology services was primarily due to $21.8 million and $41.3 million of revenue in the three and nine months ended September 30, 2026, respectively, resulting from assets and the business acquired in the Bako Acquisition, partially offset by decreases due to the impact of the final phase of the transition of our billing and revenue cycle management system which has resulted in significant processing backlogs and collections delays. We are in the process of addressing these transition issues, but may continue to experience adverse collection results pending completion of this effort. The volume of our anatomic pathology testing services can fluctuate during holiday periods and can decline due to extreme adverse weather conditions leading to temporary laboratory closures as experienced during 2026. The increase in BioPharma services revenue was primarily due to the timing of service projects, though this revenue is expected to remain variable due to the long sales cycle and fluctuations in project timing.

We believe the factors that will affect our ability to grow these revenue streams are 1) the average price point we offer and the reimbursement rate from insurance payors; 2) the concentration of our payor base; 3) the competitive advantage we have due to our broad and flexible test menu, detection rate, and turnaround times; and 4) growth in size of an addressable market. Estimated collection amounts from insurance payors are subject to the complexities and ambiguities of billing, reimbursement regulations and claims processing, as well as considerations unique to Medicare and Medicaid programs. Because our proprietary technology platform allows for rapid scaling of a broad, flexible testing menu, we can offer our customers more scalable and affordable testing. Going forward, we will strive to maintain this competitive advantage and emphasize this in our marketing efforts to grow our testing revenue.

Our customer base includes insurance, institutional, and individual payors. In some periods, our revenue is concentrated on a smaller number of customers. For the laboratory services segment, aggregating customers that are under common control, no customer represented a significant concentration of revenue in the three and nine months ended September 30, 2026. One customer contributed $19.2 million, or 23%, of our revenue in the three months ended September 30, 2025, and contributed $54.4 million, or 23%, of total revenue in the nine months ended September 30, 2025. As previously disclosed, we expect revenues for this customer to continue to decline in 2026 as this customer continues to transition the performance of tests internally.

For our customers generally, tests are typically purchased on a test-by-test basis and not pursuant to any long-term purchasing arrangements. Any or all of our customers, including affiliated customers or customers under common control who purchase large

quantities of tests, have decided, and could again decide at any time, to decrease, delay, or discontinue their orders from us, which could adversely affect our revenue. In addition to the decline in demand from our largest customer transitioning testing services internally discussed above, we believe fluctuations in customer demand for our tests may be attributable, in part, to the nature of our business. Testing demand can often fluctuate throughout the year with lower demand during holiday periods. Our traditional laboratory and testing services customers can also experience significant volatility in their testing demand from period to period in the ordinary course of their operations. Demand fluctuations, particularly for any large customers, often have a significant impact on our period-to-period performance regardless of their cause.

Revenue from the therapeutic development segment includes amounts recognized by ANP Technologies, Inc., or ANP, from technologies licensed to pharmaceutical and biotechnology companies, as well as CROs. An insignificant amount of gross-margin sharing revenue was recognized for the nine months ended September 30, 2026. No further gross-margin sharing revenue is expected from this manufacturing and supply agreement.

Revenue from non-U.S. sources increased by $0.7 million, or 11%, from $6.5 million in the three months ended September 30, 2025, to $7.2 million in the three months ended September 30, 2026. The increase in the three-month period was primarily due to increases in total revenue from China of $0.3 million and United Kingdom of $0.2 million. Revenue from non-U.S. sources increased by $2.6 million, or 15%, from $17.7 million in the nine months ended September 30, 2025, to $20.3 million in the nine months ended September 30, 2026. The increase in the nine-month period was primarily due to increases in total revenue from China of $0.9 million, Australia of $0.7 million, and United Kingdom of $0.6 million.

Cost of Revenue


	Three Months Ended September 30,											Nine Months Ended September 30,
	2026			2025			$ Change		% Change			2026			2025			$ Change		% Change
	(in thousands, except percentages)
Cost of revenue	$	58,465		$	48,557		$	9,908		20	%	$	167,823		$	141,042		$	26,781		19	%
Cost of revenue as a % of revenue		65	%		58	%							68	%		59	%

Our consolidated cost of revenue increased by $9.9 million, or 20%, from $48.6 million in the three months ended September 30, 2025, to $58.5 million in the three months ended September 30, 2026. The increase in cost of revenue was primarily due to increases of $10.9 million in cost of revenue resulting from assets and the business acquired in the Bako Acquisition partially offset by a decrease of $1.2 million in personnel costs due to decreased equity-based compensation.

Our consolidated cost of revenue increased by $26.8 million, or 19%, from $141.0 million in the nine months ended September 30, 2025, to $167.8 million in the nine months ended September 30, 2026. The increase in cost of revenue was primarily due to increases of $23.7 million in cost of revenue resulting from assets and the business acquired in the Bako Acquisition, $2.0 million in depreciation costs, $1.9 million in shipping and handling expenses, and $0.9 million in consulting and outside labor costs, and partially offset by decreases of $0.7 million in personnel costs due to decreased equity-based compensation, $0.4 million in software and software licensing expenses, and $0.4 million in supplies and materials expenses.

Our consolidated cost of revenue as a percentage of revenue increased from 58% in the three months ended September 30, 2025, to 65% in the three months ended September 30, 2026. Our consolidated cost of revenue as a percentage of revenue increased from 59% in the nine months ended September 30, 2025, to 68% in the nine months ended September 30, 2026.

Our gross profit decreased by $3.6 million, or 10%, from $35.5 million in the three months ended September 30, 2025, to $31.9 million in the three months ended September 30, 2026, and decreased by $19.2 million, or 20%, from $98.3 million in the nine months ended September 30, 2025, to $79.1 million in the nine months ended September 30, 2026. Our gross profit as a percentage of revenue, or gross margin, decreased from 42% in the three months ended September 30, 2025, to 35% in the three months ended September 30, 2026, and 41% in the nine months ended September 30, 2025, to 32% in the nine months ended September 30, 2026. This was driven by the lower collection rate and higher fixed costs, reducing operating leverage primarily resulting from processing and collections delays in connection with the final phase of the implementation of our new billing and revenue cycle management system. This system is complex, and the challenges were mostly related to implementing the customizations needed to maximize reimbursement that were not fully built into the initial launch. We have made progress implementing the required customizations, and our collection rate improved in the third quarter of 2026 compared to the second quarter of 2026. As the remaining customizations are completed and integrated across our revenue cycle, we expect our collection rate, and correspondingly our gross margin, to improve, though we cannot predict the exact timing of that improvement.

Research and Development


	Three Months Ended September 30,										Nine Months Ended September 30,
	2026		2025		$ Change			% Change			2026		2025		$ Change			% Change
	(in thousands, except percentages)
Research and development
Laboratory services	$	7,818	$	7,072	$	746			11	%	$	24,855	$	21,604	$	3,251			15	%
Therapeutic development		5,818		6,788		(970	)		(14	)%		17,511		18,131		(620	)		(3	)%
Total research and development	$	13,636	$	13,860	$	(224	)		(2	)%	$	42,366	$	39,735	$	2,631			7	%

Laboratory Services

For the laboratory services segment, the research and development expenses were mainly for advancing our technology and future testing and testing services. The expenses increased by $0.7 million, or 11%, from $7.1 million in the three months ended September 30, 2025, to $7.8 million in the three months ended September 30, 2026. The increase was primarily attributable to increases of $0.9 million in reagents and supplies expenses.

The expenses increased by $3.3 million, or 15%, from $21.6 million in the nine months ended September 30, 2025, to $24.9 million in the nine months ended September 30, 2026. The increase was primarily attributed to increases of $2.7 million in reagents and supplies expenses and $0.7 million in personnel expenses.

Therapeutic Development

For the therapeutic development segment, the research and development expenses in the three months ended September 30, 2026, totaled $5.8 million and consisted of $3.1 million in personnel costs, including equity-based compensation, and $2.1 million in contract research organization, or CRO, costs. In the three months ended September 30, 2025, these expenses totaled $6.8 million and comprised $3.4 million in CRO costs and $2.8 million of personnel costs, including equity-based compensation. Other expense categories including facilities and depreciation are not individually significant and have remained stable.

For the therapeutic development segment, the research and development expenses in the nine months ended September 30, 2026, totaled $17.5 million and consisted of $8.8 million in personnel costs, including equity-based compensation, and $6.9 million in CRO costs. In the nine months ended September 30, 2025, these expenses totaled $18.1 million and comprised $8.9 million in CRO costs and $7.8 million of personnel expenses, including equity-based compensation. Other expense categories including facilities and depreciation are not individually significant and have remained stable.

The research and development expenses for Therapeutic Development decreased by $1.0 million, or 14% from $6.8 million in the three months ended September 30, 2025 to $5.8 million in the three months ended September 30, 2026. The decrease was due to a decrease of $1.3 million in CRO costs. The research and development expenses remained flat for nine months ended September 30, 2026, and 2025.

Expenses for our therapeutic development segment will be influenced by our ability to progress our therapeutic candidates through development with the Food and Drug Administration, or the FDA, the timing of which can be uncertain and delayed due to a variety of factors beyond our control, including staff reductions at the FDA, which may affect the FDA’s ability to provide any required approvals or review in a timely manner or in the timelines expected.

We had end of Phase 2 meetings for FID-007 with the FDA. We expect our research and development expenses to increase when we continue our development efforts.

Looking ahead, we expect research and development expenses to continue increasing as clinical trials progress for FID-007, FID-022, and other pre-clinical studies.

Selling and Marketing

Our consolidated selling and marketing expenses increased by $4.0 million, or 34%, from $11.6 million in the three months ended September 30, 2025, to $15.6 million in the three months ended September 30, 2026. The increase in consolidated selling and marketing expenses was due to increase of $3.3 million resulting from assets and the business acquired in the Bako Acquisition and $0.6 million in software and software licensing expenses.

Our consolidated selling and marketing expenses increased by $10.7 million, or 33%, from $32.4 million in the nine months ended September 30, 2025, to $43.1 million in the nine months ended September 30, 2026. The increase in consolidated selling and marketing expenses was due to increase of $8.1 million resulting from assets and the business acquired in the Bako Acquisition, $2.4 million in personnel costs due to increased headcount, and $2.0 million in software and software licensing expenses, partially offset by a decrease of $2.4 million in advertising and marketing expenses.

General and Administrative

Our consolidated general and administrative expenses decreased by $0.6 million, or 2%, from $23.3 million in the three months ended September 30, 2025, to $22.8 million in the three months ended September 30, 2026. This included decreases of $3.0 million in bad debt expense and $0.5 million of personnel costs, partially offset by an increase in consolidated general and administrative expenses of $3.3 million resulting from assets and the business acquired in the Bako Acquisition.

Our consolidated general and administrative expenses increased by $2.6 million, or 3%, from $75.0 million in the nine months ended September 30, 2025, to $77.6 million in the nine months ended September 30, 2026. The increase in consolidated general and administrative expenses was due to increases of $7.9 million resulting from assets and the business acquired in the Bako Acquisition, $2.4 million in acquisition-related expenses, and $1.1 million in software and software licensing expenses, partially offset by decreases of $4.2 million in bad debt expense, $2.0 million in personnel costs due to decreased bonus and equity-based compensation expenses, $1.0 million in accounting expenses, and $0.7 million in consulting and outside labor expenses.

Impairment of Intangible Assets

During the three months ended September 30, 2026, there was no impairment of intangible assets.

During the nine months ended September 30, 2026, we identified a triggering event with respect to a finite-lived customer relationship intangible asset acquired as part of the ANP acquisition, resulting from the loss of a significant customer relationship. As a result, we recorded an impairment charge of $2.2 million, representing the remaining net carrying value of the intangible asset after accumulated amortization since the ANP acquisition date, effectively writing off the asset in its entirety. The impairment charge is reflected within a separate line item in the Condensed Consolidated Statements of Operations. There were no such impairment charges for intangible assets in the prior year.

Amortization of Intangible Assets

Our consolidated amortization of intangible assets represents amortization expenses on the intangible assets that arose from the business combinations in 2026, 2025, 2022 and 2021, and a patent purchased in 2021.

Other Income (Expenses)

Other income is primarily comprised of interest income, which was $8.6 million and $23.6 million in the three and nine months ended September 30, 2026, respectively, and $7.9 million and $24.0 million in the three and nine months ended September 30, 2025, respectively. This interest income included interest earned on marketable securities and realized gain or loss on sale of marketable securities, as well as interest accrued for outstanding federal tax refunds. The change in interest income was primarily due to the interest earned from the outstanding federal tax refunds, partially offset by lower overall marketable security balances. Other expenses were minimal in 2026. Other expenses in 2025 primarily consisted of a one-time, non-cash impairment of $9.9 million related to a prior investment as discussed further in Note 4. Fair Value Measurements, of the financial statements included in this quarterly report.

Benefit from Income Taxes

Benefit from income taxes was $0.7 million and $1.4 million for the three and nine months ended September 30, 2026, respectively, compared with $0.7 million and $2.8 million for the three and nine months ended September 30, 2025, respectively. The Company’s effective tax rate was 5% and 2% for the three and nine months ended September 30, 2026, respectively, compared to 9% and 7% for the three and nine months ended September 30, 2025, respectively.

Net Loss Attributable to Noncontrolling Interest

Net loss attributable to noncontrolling interest represents net loss attributable to minority stockholders from entities not wholly owned.

Liquidity and Capital Resources

Liquidity and Sources of Cash

We had $652.4 million and $705.5 million in cash, cash equivalents, restricted cash, and marketable securities as of September 30, 2026, and December 31, 2025, respectively. Our marketable securities primarily consist of U.S. government and U.S. agency debt securities, corporate bonds, and municipal bonds as of September 30, 2026, and December 31, 2025.

Our primary uses of cash are for strategic acquisitions (the Bako Acquisition was funded from existing cash); our stock repurchase program; capital expenditures, mainly in buildings, building improvements, and equipment; the funding of our clinical trials; and the funding of our operations as we continue to invest in and seek to grow our business. Cash used to fund operating expenses is impacted by the timing of our expense payments, as reflected in the changes in our outstanding accounts payable and accrued expenses. Future repurchases under the stock repurchase program, if any, will depend on a variety of factors, including the market price of our common stock, general market and economic conditions, our financial condition and operating results, our capital requirements and alternative uses of capital, applicable legal requirements, and other factors our board of directors may deem relevant. Our stock repurchase program does not obligate us to repurchase any specific number of shares and may be suspended, modified, or discontinued at any time without prior notice.

We expect our existing cash, cash equivalents, restricted cash, and marketable securities to continue to be sufficient to meet our anticipated cash requirements for at least the next 12 months. Historically, cash provided by operations has contributed to our ability to meet our liquidity needs, including paying for capital expenditures, however, cash provided by our operations has in the past experienced fluctuations from period to period, which we expect may continue in the future. Cash provided by operating activities in the nine months ended September 30, 2026, was primarily attributable to the receipt of a $112.3 million federal income tax refund, including approximately $6.2 million of interest, which we do not expect to recur. Excluding this refund, our operating activities used approximately $19.8 million of cash in the nine months ended September 30, 2026. These fluctuations can occur because of a variety of factors, including, among others, factors relating to the demand for our tests, whether large customers continue ordering our tests, the amount and timing of sales, the prices we charge for our tests due to changes in product mix, customer mix, general price degradation for tests, or other factors, the rate and timing of our billing and collections cycles and the timing and amount of our commitments and other payments. We intend to improve our profitability by improving margins and expanding in new markets for our tests, but these efforts are subject to risks, including those described in “Item 1A. Risk Factors” of the 2025 Annual Report, and may not be successful. Moreover, even if our liquidity expectations are correct, we may still seek to raise additional capital through securities offerings, credit facilities or other debt financings, asset sales or collaborations or licensing arrangements.

In addition and as discussed above, we are in the process of transitioning our billing and revenue cycle management system, which has required us to rebuild and implement significant customizations. As a result, we have encountered processing delays affecting our collections rate and some delayed amounts may not ultimately be collected at the rate we expect. As the remaining customizations are completed and integrated across our revenue cycle, we expect our collection rates to improve, though we cannot predict the exact timing of that improvement. We do not believe this matter will impact our ability to meet our anticipated cash requirements for at least the next 12 months, but continued delays in completing this transition could further affect our collections, liquidity, and results of operations. We also expect our research and development expenses to increase as we continue our research and development efforts and could encounter liability as a result of an adverse outcome of any government investigation or litigation as described in our financial statements.

If we raise additional funds by issuing equity securities, our existing stockholders could experience substantial dilution. Additionally, any preferred stock we issue could provide for rights, preferences or privileges senior to those of our common stock, and our issuance of any additional equity securities, or the possibility of such an issuance, could cause the market price of our common stock to decline. The terms of any debt securities we issue or borrowings we incur, if available, could impose significant restrictions on our operations, such as limitations on our ability to incur additional debt or issue additional equity or other restrictions that could adversely affect our ability to conduct our business, and would result in increased fixed payment obligations. If we seek to sell assets or enter into collaborations or licensing arrangements to raise capital, we may be required to accept unfavorable terms or relinquish or license to a third party our rights to important or valuable technologies or tests we may otherwise seek to develop ourselves. Moreover, we may incur substantial costs in pursuing future capital raises, including investment banking, legal and accounting fees, printing and distribution expenses and other similar costs. Additional funding may not be available to us when needed, on acceptable terms or at all. If we are not able to secure funding if and when needed and on reasonable terms, we may be forced to delay, reduce the scope of or eliminate one or more sales and marketing initiatives, research and development programs or other growth plans or strategies. In addition, we may be forced to work with a partner on one or more aspects of our tests or market development programs or initiatives, which could lower the economic value to us of these tests, programs or initiatives. Any such outcome could significantly harm our business, performance and prospects.

Cash Flows

The following table summarizes cash flows from continuing operations for each of the periods presented:


	Nine Months Ended September 30,
	2026			2025
	(in thousands)
Net cash provided by (used in) operating activities	$	92,571		$	(23,495	)
Net cash provided by investing activities	$	13,700		$	100,217
Net cash used in financing activities	$	(69,782	)	$	(14,255	)

Operating Activities

During the nine months ended September 30, 2026, our operations provided $92.6 million of cash, as compared to $23.5 million used in the nine months ended September 30, 2025. The increase in cash provided by operating activities in the nine months ended September 30, 2026, as compared with the corresponding period in 2025, was primarily due to $112.3 million of IRS tax refund and interest received during the three months ended September 30, 2026. The remaining is related to the timing of cash receipts from customers and cash payments for operating expenses. We expect to incur more operating expenses and use more cash in operating activities over time as a result of our planned and ongoing clinical trials for FID-007 and FID-022, and as we continue to invest resources to grow our laboratory services business.

Investing Activities

The cash provided by or used in investing activities is impacted by capital expenditures for operational needs and timing of payments, timing of maturities of marketable securities, and discretionary business combinations and other investments.

Cash provided by investing activities in the nine months ended September 30, 2026 was $13.7 million, which primarily represented $166.2 million in maturities of marketable securities, $37.2 million in proceeds from sale of marketable securities, partially offset by $123.0 million from the purchase of marketable securities, $55.9 million related to business acquisitions, and $10.8 million related to the purchase of fixed assets consisting mainly of building improvements, medical laboratory equipment, and computer hardware.

Cash provided by investing activities in the nine months ended September 30, 2025, was $100.2 million, which primarily represented $132.9 million related to maturities of marketable securities and $3.8 million from the acquisition of ANP, net of cash received, partially offset by $18.9 million from the purchase of marketable securities and $17.6 million related to the purchase of fixed assets consisting mainly of building improvements, medical laboratory equipment, and computer hardware.

Financing Activities

Cash used in financing activities in the nine months ended September 30, 2026, was $69.8 million, which primarily related to $64.1 million used in the repurchase of common stock and $4.9 million used in common stock withholding for employee tax obligations.

Cash used in financing activities in the nine months ended September 30, 2025, was $14.3 million, which primarily related to $10.9 million for repurchase of common stock and $2.6 million used in common stock withholding for employee tax obligations.

We do not expect to use any credit facilities due to the strong cash position as of September 30, 2026.

Stock Repurchase Program

In March 2022, our board of directors authorized a $250.0 million stock repurchase program. The stock repurchase program has no expiration from the date of authorization. Under the stock repurchase program, we may repurchase shares from time to time in the open market or in privately negotiated transactions.

During the three and nine months ended September 30, 2026, we repurchased 15,059 and 4.1 million shares of our common stock, respectively, at an aggregate cost of $0.3 million and $64.1 million, respectively, under the stock repurchase program. During the three and nine months ended September 30, 2025, we repurchased zero and 0.6 million shares of our common stock, respectively, at an aggregate cost of zero and $10.9 million, respectively, under the stock repurchase program. As of September 30, 2026, a total of approximately $75.6 million remained available for future repurchases of our common stock under our stock repurchase program.

Critical Accounting Policies and Use of Estimates

There have been no material changes to our critical accounting policies or estimates from the information provided in Part II, “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations,” included in the 2025 Annual Report.

Recent Accounting Pronouncements

See Note 2. Summary of Significant Accounting Policies, to our condensed consolidated financial statements included in this report for information about recent accounting pronouncements.

Off-Balance Sheet Arrangements

We did not have, and do not currently have, any off-balance sheet arrangements during the periods presented, as defined in the rules and regulations of the SEC, that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenue or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to investors.

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

For quantitative and qualitative disclosures about market risk, see Part II, “Item 7A. Quantitative and Qualitative Disclosures About Market Risk,” in the 2025 Annual Report. There were no material changes during the nine months ended September 30, 2026.

Item 4. Controls and Procedures.

Evaluation of Disclosure Controls and Procedures

Disclosure controls and procedures are controls and other procedures of a company that are designed to ensure that information required to be disclosed by the company in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is accumulated and communicated to the company’s management, including its principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure. As required by Rule 13a-15(b) under the Exchange Act, our management, with the participation of our principal executive officer and principal financial officer, conducted an evaluation of the effectiveness of our disclosure controls and procedures as of September 30, 2026. Based on this evaluation, our principal executive officer and principal financial officer concluded that our disclosure controls and procedures were effective as of September 30, 2026.

Changes in Internal Control over Financial Reporting

There have not been any changes in our internal control (as required by Rule 13a-15(c) under the Exchange Act) over financial reporting during the three months ended September 30, 2026, that have materially affected or are reasonably likely to materially affect our internal control over financial reporting.

Inherent Limitations on Disclosure Controls and Procedures and Internal Control over Financial Reporting

Management recognizes that any controls and procedures, no matter how well-designed and operated, can provide only reasonable assurance of achieving their objectives, and management necessarily applies its judgment in evaluating the benefits of possible controls and procedures relative to their costs. Because of these inherent limitations, our disclosure and internal controls may not prevent or detect all instances of fraud, misstatements or other control issues. In addition, projections of any evaluation of the effectiveness of disclosure or internal controls to future periods are subject to risks, including, among others, that controls may become inadequate because of changes in conditions or that the degree of compliance with policies or procedures may deteriorate.

PART II—OTHER INFORMATION

Item 1. Legal Proceedings.

From time to time, we may be involved in legal proceedings arising in the ordinary course of our business. As disclosed in Note 8. Debt, Commitments, and Contingencies, to the condensed consolidated financial statements, we are engaged in certain legal investigations and audits, and the disclosure set forth in Note 8 relating to these certain legal matters is incorporated herein by reference.

The outcome of these matters is inherently uncertain, and there can be no assurance that favorable outcomes will be obtained.

Regardless of the outcome, litigation can have an adverse impact on us due to defense and settlement costs, diversion of management resources, negative publicity, and reputational harm, among other factors.

Item 1A. Risk Factors.

There have been no material changes to the risk factors set forth in Part I, “Item 1A, Risk Factors,” of the 2025 Annual Report.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

Information on Share Repurchases

In March 2022, our Board of Directors authorized a $250.0 million stock repurchase program. The stock repurchase program has no expiration from the date of authorization. Under the stock repurchase program, the Company may repurchase shares from time to time in the open market or in privately negotiated transactions. Purchases were made in the open market at prevailing market prices and were executed pursuant to trading plans we adopted pursuant to Rule 10b5-1 under the Exchange Act.

The number of shares of common stock repurchased by the Company under the stock repurchase program and the average price paid per share for the three months ended September 30, 2026, are as follows:


Period	(a) Total Number of Shares Repurchased		(b) Average Price Paid Per Share (1)		(c) Total Number of Shares Repurchased as Part of Publicly Announced Plans or Programs		(d) Maximum Dollar Value of Shares that May Yet Be Repurchased Under the Plans or Programs
July 2026 (7/1/2026-7/31/2026)		—	$	—		—	$	75,837,259
August 2026 (8/1/2026-8/31/2026)		15,059	$	16.71		15,059	$	75,586,116
September 2026 (9/1/2026-9/30/2026)		—	$	—		—	$	75,586,116
Total		15,059				15,059

(1) Includes commissions for the shares repurchased under the stock repurchase program.

As of September 30, 2026, a total of approximately $75.6 million remained available for future repurchases of our common stock under the stock repurchase program.

Item 5. Other Information.

Rule 10b5-1 trading arrangements

During the three months ended September 30, 2026, none of our directors or officers, as defined in Rule 16a-1(f) of the Exchange Act, adopted or terminated “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement” as each term is defined in Item 408 of Regulation S-K.

Item 6. Exhibits.

The information required by this Item 6 is set forth on the Exhibit Index immediately preceding the signature page of this report and is incorporated herein by reference.

EXHIBIT INDEX


			Incorporated by Reference
Exhibit No.	Exhibit Title	Filed with this Form 10-Q	Form	Form No.	Date Filed

3.1	Certificate of Incorporation of the registrant, as amended.		10-Q	001-37894	8/14/2017

3.1.1	Certificate of Amendment to Certificate of Incorporation of the registrant, dated August 2, 2016.		10-Q	001-37894	8/14/2017

3.1.2	Certificate of Amendment to Certificate of Incorporation of the registrant, dated May 17, 2017.		10-Q	001-37894	8/14/2017

3.2	Amended and Restated Bylaws of the registrant.		10-Q	001-37894	8/4/2023

31.1^	Certification of Principal Executive Officer pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.	X

31.2^	Certification of Principal Financial Officer pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.	X

32.1*	Certification of Principal Executive Officer and Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.	X

101.INS	Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because XBRL tags are embedded within the Inline XBRL document.	X

101.SCH	Inline XBRL Taxonomy Extension Schema Document.	X

101.CAL	Inline XBRL Taxonomy Extension Calculation Linkbase Document.	X

101.DEF	Inline XBRL Taxonomy Extension Definition Linkbase Document.	X

101.LAB	Inline XBRL Taxonomy Extension Label Linkbase Document.	X

101.PRE	Inline XBRL Taxonomy Extension Presentation Linkbase Document.	X

104	Cover Page Interactive Data File (embedded within the Inline XBRL document).	X

^ Filed herewith.

* Furnished herewith.

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 thereunto duly authorized.


	FULGENT GENETICS, INC.

Date: November 5, 2026	By:	/s/ Ming Hsieh
		Ming Hsieh
		Chief Executive Officer (principal executive officer)

Date: November 5, 2026	By:	/s/ Paul Kim
		Paul Kim
		Chief Financial Officer (principal financial and accounting officer)

EX-31.1

Exhibit 31.1

CERTIFICATION PURSUANT TO

RULES 13a-14(a) AND 15d-14(a) UNDER THE SECURITIES EXCHANGE ACT OF 1934,

AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Ming Hsieh, certify that:

I have reviewed this Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2026 of Fulgent Genetics, Inc.;

Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)

Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.


Date: November 5, 2026	By:	/s/ Ming Hsieh
		Ming Hsieh
		Chief Executive Officer
		(principal executive officer)

EX-31.2

Exhibit 31.2

CERTIFICATION PURSUANT TO

RULES 13a-14(a) AND 15d-14(a) UNDER THE SECURITIES EXCHANGE ACT OF 1934,

AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Paul Kim, certify that:

I have reviewed this Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2026 of Fulgent Genetics, Inc.;

(a)

(b)

Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.


Date: November 5, 2026	By:	/s/ Paul Kim
		Paul Kim
		Chief Financial Officer
		(principal financial and accounting officer)

EX-32.1

Exhibit 32.1

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2026 of Fulgent Genetics, Inc. (the “Company”), as filed with the Securities and Exchange Commission on the date hereof (the “Report”), each of the undersigned hereby certifies in his capacity as the specified officer of the Company, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that, to the best of his knowledge:

(1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.


Date: November 5, 2026	By:	/s/ Ming Hsieh
		Ming Hsieh
		Chief Executive Officer
		(principal executive officer)

Date: November 5, 2026	By:	/s/ Paul Kim
		Paul Kim
		Chief Financial Officer
		(principal financial and accounting officer)

This certification accompanies the Quarterly Report on Form 10-Q to which it relates and shall not be deemed filed with the Securities and Exchange Commission or incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended (whether made before or after the date of the Form 10-Q), irrespective of any general incorporation language contained in such filing.