AGENUS INC, 10-Q filed on 5/11/2026
Quarterly Report
v3.26.1
Document and Entity Information - shares
 3 Months Ended
Mar. 31, 2026
May 07, 2026
Cover [Abstract]    
Document Type 10-Q  
Amendment Flag false  
Document Period End Date Mar. 31, 2026  
Document Fiscal Period Focus Q1  
Document Fiscal Year Focus 2026  
Entity Registrant Name AGENUS INC  
Entity Central Index Key 0001098972  
Entity Current Reporting Status Yes  
Trading Symbol AGEN  
Security Exchange Name NASDAQ  
Current Fiscal Year End Date --12-31  
Entity Filer Category Accelerated Filer  
Entity Shell Company false  
Entity Small Business true  
Entity Emerging Growth Company false  
Title of 12(b) Security Common stock, par value $0.01  
Entity Interactive Data Current Yes  
Entity Common Stock, Shares Outstanding   41,642,431
Entity File Number 000-29089  
Entity Tax Identification Number 06-1562417  
Entity Address, Address Line One 3 Forbes Road  
Entity Address, City or Town Lexington  
Entity Address, State or Province MA  
Entity Address, Postal Zip Code 02421  
City Area Code 781  
Local Phone Number 674-4400  
Document Quarterly Report true  
Document Transition Report false  
Entity Incorporation, State or Country Code DE  
v3.26.1
Condensed Consolidated Balance Sheets (Unaudited) - USD ($)
$ in Thousands
Mar. 31, 2026
Dec. 31, 2025
ASSETS    
Cash and cash equivalents $ 34,996 $ 2,998
Zydus agreements escrow receivable (Note R) 7,500 0
Zydus transaction contract assets 40,000 0
Accounts receivable 6,562 1,831
Prepaid expenses 4,188 785
Assets held for sale 0 121,554
Other current assets 2,038 1,089
Total current assets 95,284 133,436
Property, plant and equipment, net of accumulated amortization and depreciation of $47,893 and $47,468 at March 31, 2026 and December 31, 2025, respectively 14,947 15,470
Operating lease right-of-use assets 7,458 7,744
Goodwill 24,092 24,092
Acquired intangible assets, net of accumulated amortization of $19,675 and $17,325 at March 31, 2026 and December 31, 2025, respectively 2,959 3,037
Equity method investment in MiNK Therapeutics, Inc. 22,927 24,277
Other long-term assets 3,013 3,307
Total assets 186,456 226,798
LIABILITIES AND STOCKHOLDERS' DEFICIT    
Current portion, long-term debt 30,193 44,655
Current portion, liability related to sale of future royalties and milestones 109,405 109,323
Current portion, operating lease liabilities 1,054 1,034
Accounts payable 71,084 82,987
Accrued liabilities 36,987 34,223
Liabilities held for sale 0 50,738
Other current liabilities 514 529
Total current liabilities 249,237 323,489
Liability related to sale of future royalties and milestones, net of current portion 153,985 169,660
Deferred revenue, net of current portion 1,143 1,143
Operating lease liabilities, net of current portion 9,827 10,108
Other long-term liabilities 247 259
Commitments and contingencies
STOCKHOLDERS" DEFICIT    
Common stock, par value $0.01 per share; 800,000,000 shares authorized; 38,521,761 and 35,320,397 shares issued and outstanding at March 31, 2026 and December 31, 2025, respectively 385 353
Additional paid-in capital 1,922,370 1,911,740
Accumulated other comprehensive loss (437) (439)
Accumulated deficit (2,143,539) (2,182,765)
Total stockholders' deficit attributable to Agenus Inc. (221,221) (271,111)
Non-controlling interest (6,762) (6,750)
Total stockholders' deficit (227,983) (277,861)
Total liabilities and stockholders' deficit 186,456 226,798
Related Parties [Member]    
ASSETS    
Related party note receivable from MiNK Therapeutics, Inc. 0 5,179
Due from related parties (MiNK Therapeutics, Inc.) 15,776 15,435
Series A-1 convertible preferred stock [Member]    
STOCKHOLDERS" DEFICIT    
Series A-1 convertible preferred stock; 31,620 shares designated, issued, and outstanding at March 31, 2026 and December 31, 2025; liquidation value of $34,371 at March 31, 2026 $ 0 $ 0
v3.26.1
Condensed Consolidated Balance Sheets (Parenthetical) (Unaudited) - USD ($)
$ in Thousands
Mar. 31, 2026
Dec. 31, 2025
Property plant and equipment, accumulated amortization and depreciation $ 47,893 $ 47,468
Acquired intangible assets, accumulated amortization $ 17,403 $ 17,325
Preferred stock, par value $ 0.01 $ 0.01
Preferred stock, shares authorized 5,000,000 5,000,000
Common stock, par value $ 0.01 $ 0.01
Common stock, shares authorized 800,000,000 800,000,000
Common stock, shares issued 38,521,761 35,320,397
Common stock, shares outstanding 38,521,761 35,320,397
Series A-1 convertible preferred stock [Member]    
Series A-1 convertible preferred stock, shares designated 31,620 31,620
Series A-1 convertible preferred stock, shares issued 31,620 31,620
Series A-1 convertible preferred stock, shares outstanding 31,620 31,620
Series A-1 convertible preferred stock, liquidation value $ 34,371  
v3.26.1
Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) (Unaudited) - USD ($)
shares in Thousands, $ in Thousands
 3 Months Ended
Mar. 31, 2026
Mar. 31, 2025
Revenue:    
Total revenues $ 33,736 $ 24,066
Operating expenses:    
Cost of revenue 0 (137)
Research and development (11,822) (21,522)
General and administrative (6,860) (15,718)
Total operating expenses (18,682) (37,377)
Operating income (loss) 15,054 (13,311)
Other income (expense):    
Non-operating income (expense) (208) (264)
MiNK Therapeutics, Inc. equity method investment fair value adjustment (1,350) 0
Gain on Zydus asset sale 40,379 0
Interest expense, net (14,669) (12,795)
Net income (loss) 39,206 (26,370)
Dividends on Series A-1 convertible preferred stock (54) (54)
Less: net loss attributable to non-controlling interest (20) (1,104)
Net income (loss) attributable to Agenus Inc. common stockholders $ 39,172 $ (25,320)
Per common share data:    
Basic net income (loss) attributable to Agenus Inc. comm stockholders $ 1.03 $ (1.03)
Diluted net income (loss) attributable to Agenus Inc. comm stockholders $ 1.02 $ (1.03)
Weighted average number of Agenus Inc. common shares outstanding:    
Basic 37,941 24,469
Diluted 38,285 24,469
Other comprehensive income (loss):    
Foreign currency translation gain (loss) $ 2 $ (70)
Other comprehensive income (loss) 2 (70)
Comprehensive income (loss) 39,174 (25,390)
Pre-Commercial Product Revenue [Member]    
Revenue:    
Total revenues 4,591 0
Service Revenue [Member]    
Revenue:    
Total revenues 0 510
Non-Cash Royalty Revenue Related to the Sale of Future Royalties [Member]    
Revenue:    
Total revenues $ 29,145 $ 23,556
v3.26.1
Condensed Consolidated Statements of Convertible Preferred Stock and Stockholders' Deficit (Unaudited) - USD ($)
shares in Thousands, $ in Thousands
Total
Zynext Ventures USA LLC
MiNK Therapeutics, Inc.
Common Stock [Member]
Common Stock [Member]
Zynext Ventures USA LLC
Additional Paid-in Capital [Member]
Additional Paid-in Capital [Member]
Zynext Ventures USA LLC
Treasury Stock [Member]
Accumulated Other Comprehensive Income (Loss) [Member]
Non-controlling Interest [Member]
Accumulated Deficit [Member]
Series A-1 convertible preferred stock [Member]
Preferred Stock [Member]
Beginning balance at Dec. 31, 2024 $ (306,424)     $ 236   $ 1,857,662     $ (1,398) $ 19,956 $ (2,182,880) $ 0
Balance, shares at Dec. 31, 2024       23,635               32
Net income (loss) (26,370)                 (1,104) (25,266)  
Other comprehensive income (loss) (70)               (70)      
Share-based compensation 3,184         2,587       597    
Shares sold at the market 6,343     $ 28   6,315            
Shares sold at the market, shares       2,783                
Issuance of warrants 398         398            
Payment of CEO payroll in shares 89     $ 1   88            
Payment of CEO payroll In shares, shares       33                
Issuance of shares for services 39         39            
Issuance of shares for services, shares       11                
Issuance of shares in connection with debt agreement 220     $ 1   219            
Issuance of shares in connection with debt agreement, shares       66                
Vesting of nonvested shares, shares       1                
Exercise of stock options and employee share purchases 44         43       1    
Exercise of stock options and employee share purchases, shares       18                
Issuance of shares for employee salaries 149         171   $ (22)        
Issuance of shares for employee salaries, shares       24       (8)        
Retirement of treasury shares related to employee withholding           (22)   $ 22        
Retirement of treasury shares related to employee withholding, share       (8)       8        
Ending balance at Mar. 31, 2025 (322,398)     $ 266   1,867,500     (1,468) 19,450 (2,208,146) $ 0
Balance, shares at Mar. 31, 2025       26,563               32
Beginning balance at Dec. 31, 2024 (306,424)     $ 236   1,857,662     (1,398) 19,956 (2,182,880) $ 0
Balance, shares at Dec. 31, 2024       23,635               32
Share-based compensation                   1,506    
Ending balance at Dec. 31, 2025 (277,861)     $ 353   1,911,740     (439) (6,750) (2,182,765)  
Balance, shares at Dec. 31, 2025       35,320               32
Net income (loss) 39,206   $ (1,206)             (20) 39,226  
Other comprehensive income (loss) 2               2      
Share-based compensation 774         766       8    
Shares sold at the market 996 $ 6,423   $ 3 $ 21 993 $ 6,402          
Shares sold at the market, shares       284 2,133              
Payment of CEO payroll in shares 88         88            
Payment of CEO payroll In shares, shares       27                
Modification of warrants 435         435            
Issuance of shares for services 1,394     $ 4   1,390            
Issuance of shares for services, shares       418                
Issuance of shares in connection with debt agreement 441     $ 2   439            
Issuance of shares in connection with debt agreement, shares       141                
Vesting of nonvested shares       $ 2   (2)            
Vesting of nonvested shares, shares       158                
Employee share purchases 55         55            
Employee share purchases, shares       21                
Issuance of shares for employee salaries 64         91   $ (27)        
Issuance of shares for employee salaries, shares       28       (8)        
Retirement of treasury shares related to employee withholding           (27)   $ 27        
Retirement of treasury shares related to employee withholding, share       (8)       8        
Ending balance at Mar. 31, 2026 $ (227,983)     $ 385   $ 1,922,370     $ (437) $ (6,762) $ (2,143,539)  
Balance, shares at Mar. 31, 2026       38,522               32
v3.26.1
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2026
Mar. 31, 2025
Cash flows from operating activities:    
Net income (loss) $ 39,206 $ (26,370)
Adjustments to reconcile net income (loss) to net cash used in operating activities:    
Depreciation and amortization 583 3,203
Share-based compensation 1,098 3,482
Non-cash royalty revenue (29,145) (23,556)
Non-cash interest expense 14,500 12,630
Unrealized loss on long-term investments 1,559 93
Gain on Zydus asset sale (40,379) 0
Other, net 428 (20)
Changes in operating assets and liabilities:    
Accounts receivable (4,731) 108
Prepaid expenses (3,403) 443
Accounts payable (11,880) 2,642
Deferred revenue 0 (25)
Accrued liabilities and other current liabilities (3,080) 1,379
Other operating assets and liabilities (706) 373
Net cash used in operating activities (35,950) (25,618)
Cash flows from investing activities:    
Purchases of plant and equipment 0 (5)
Proceeds from sale of plant and equipment 28 0
Proceeds from Zydus asset sale, net 63,917 0
Proceeds from repayment of MiNK related party note 5,000 0
Proceeds from sale of long-term investment 7 62
Net cash provided by investing activities 68,952 57
Cash flows from financing activities:    
Net proceeds from sale of equity 996 6,343
Net proceeds from equity sold under Zynext SPA, net 6,423 0
Proceeds from employee stock purchases and option exercises 55 44
Proceeds from the issuance of long-term debt, net 0 2,500
Purchase of treasury shares to satisfy tax withholdings (27) (22)
Payment of long-term debt (8,413) (2,500)
Payment of finance lease obligation (27) (2,771)
Net cash provided by (used in) financing activities (993) 3,594
Effect of exchange rate changes on cash (11) 18
Net increase (decrease) in cash, cash equivalents and restricted cash 31,998 (21,949)
Cash, cash equivalents and restricted cash, beginning of period 4,710 44,071
Cash, cash equivalents and restricted cash, end of period 36,708 22,122
Supplemental cash flow information:    
Cash paid for interest 188 387
Supplemental disclosures - non-cash activities:    
Insurance financing agreement $ 522 552
Lease right-of-use assets obtained in exchange for new operating lease liabilities   $ 107
v3.26.1
Insider Trading Arrangements
 3 Months Ended
Mar. 31, 2026
Trading Arrangements, by Individual  
Rule 10b5-1 Arrangement Adopted false
Non-Rule 10b5-1 Arrangement Adopted false
Rule 10b5-1 Arrangement Terminated false
Non-Rule 10b5-1 Arrangement Terminated false
v3.26.1
Business, Liquidity and Basis of Presentation
 3 Months Ended
Mar. 31, 2026
Description Of Business [Abstract]  
Business, Liquidity and Basis of Presentation

Note A – Business, Liquidity and Basis of Presentation

Agenus Inc. (including its subsidiaries, collectively referred to as “Agenus,” the “Company,” “we,” “us,” and “our”) is a clinical-stage biotechnology company focused on discovering and developing immunotherapies for cancer and infectious disease. Our primary business is immuno-oncology ("I-O"), where we are advancing antibody-based programs to activate innate and adaptive immunity, overcome tumor immune evasion and expand the population of patients who may benefit from immunotherapy. Our lead clinical program is botensilimab (“BOT” or “AGEN1181”), alone and in combination with balstilimab (“BAL”). We also maintain select clinical-stage immuno-oncology assets, which may be used as standalone agents or be complimentary to botensilimab plus balstilimab (“BOT/BAL”). Agenus also maintains an equity investment in MiNK Therapeutics, Inc. ("MiNK") and a majority ownership of a vaccine adjuvant business through our subsidiary SaponiQx, Inc. ("SaponiQx").

We use internal discovery, translational, clinical and regulatory capabilities together with selected collaborations to advance product candidates. Following our strategic realignment announced in December 2024, we prioritized the botensilimab/balstilimab program and temporarily paused certain non-core preclinical and clinical activities while we evaluate partnering, as well as targeted funding opportunities.

Our I-O portfolio is driven by several platforms and programs, which we plan to utilize individually and in combination:

•
Multiple antibody discovery platforms, including proprietary display technologies, to identify future antibody candidates.
•
Antibody candidate programs, including our lead assets, botensilimab ("BOT") (a multifunctional immune cell activator and human Fc-enhanced CTLA-4 blocking antibody, also known as AGEN1181) and balstilimab ("BAL") (a PD-1 blocking antibody).
•
Our saponin-based vaccine adjuvant platform, primarily centered around our STIMULON™ cultured plant cell (“cpc”) QS-21 adjuvant (“STIMULON cpcQS-21”).
•
A pipeline of novel allogeneic invariant natural killer T cell (“iNKT”) therapies for treating cancer and other immune-mediated diseases, controlled by MiNK.

Our business activities include product research, preclinical and clinical development, intellectual property prosecution, manufacturing, regulatory and clinical affairs, corporate finance and development activities, and support of our collaborations. Our product candidates require successful clinical trials and approvals from regulatory agencies, as well as acceptance in the marketplace. Part of our strategy is to develop and commercialize some of our product candidates through arrangements with academic and corporate collaborators and licensees.

During the first quarter of 2026, we materially strengthened our liquidity position. MiNK Therapeutics repaid a $5.2 million related-party note receivable, and we closed agreements with Zydus Lifesciences Ltd ("Zydus") and its affiliates, under which we received $91.0 million of consideration, subject to certain adjustments. These adjustments include reimbursable expenses, other required closing payments, including approximately $5.8 million of transaction expenses, and $7.5 million placed into a twelve-month escrow, which is to be released in accordance with the predefined parameters set forth in the Zydus agreements. See Note R for further discussion of the proceeds received in connection with the Zydus closing.

As of March 31, 2026, we had cash and cash equivalents of $35.0 million, compared with $3.0 million as of December 31, 2025. The March 31, 2026 cash balance excludes the $7.5 million held in escrow under the Zydus agreements, which is releasable to the Company in accordance with the predefined provisions of those agreements, and does not reflect outstanding receivables under our early access programs for botensilimab/balstilimab — including France’s Autorisation d’Accès Compassionnel (“AAC”) framework and paid named patient programs in other jurisdictions where permitted — which we expect to collect during the second quarter of 2026. Subsequent to quarter end, we received an additional $11.7 million in net proceeds from sales of common stock under our at-the-market equity offering program.

Also during the first quarter, we made cash payments of approximately $18.0 million to contract development and manufacturing organizations (CDMOs) and contract research organizations (CROs). CDMO payments principally funded the release of commercial-grade botensilimab supply and progressed manufacturing readiness for balstilimab. CRO payments principally supported the generation and delivery of clinical data sets required for our planned accelerated approval submission in the United States and conditional marketing authorization application in the European Union. These payments substantially settled liabilities accrued in prior periods and are reflected in the period-over-period decrease in accounts payable rather than in operating expenses for the three months ended March 31, 2026.

We have incurred significant losses since our inception in 1994. As of March 31, 2026, we had an accumulated deficit of $2.1 billion.

Based on our current operating plan and projections, including scheduled debt payments in the look-forward period (the majority of which is secured by certain real estate properties), and assuming completion of additional capital transactions currently under discussion, we believe our existing cash resources, together with anticipated revenues from our early access programs, will be sufficient to support our critical liquidity requirements into 2027. Advancing our planned registration and commercialization strategy for botensilimab/balstilimab and funding the Company through achievement of profitability will require additional capital.

We have historically financed our operations through corporate partnerships, advance royalty transactions, and debt and equity financings. We are actively pursuing additional financing and strategic alternatives, including corporate transactions, out-licensing arrangements, asset sales, project financing, additional debt or equity financings, and other strategic transactions, and we are in active discussions with potential strategic and financial partners regarding several of these alternatives. We have also implemented cost management measures to preserve liquidity.

Because the timing and completion of these transactions are not entirely within our control, in accordance with applicable accounting standards, substantial doubt exists about our ability to continue as a going concern for at least one year after the filing date of this Quarterly Report on Form 10-Q. The consolidated financial statements have been prepared assuming we will continue as a going concern and contemplate the realization of assets and satisfaction of liabilities and commitments in the ordinary course of business.

The accompanying unaudited interim condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial information and with the instructions to Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete annual consolidated financial statements. In the opinion of our management, the condensed consolidated financial statements include all normal and recurring adjustments considered necessary for a fair presentation of our financial position and operating results. All significant intercompany transactions and accounts have been eliminated in consolidation. Operating results for the three months ended March 31, 2026, are not necessarily indicative of the results that may be expected for the year ending December 31, 2026. For further information, refer to our consolidated financial statements and footnotes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2025 filed with the Securities and Exchange Commission (“SEC”).

The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Management bases its estimates on historical experience and on various assumptions that are believed to be reasonable under the circumstances. Actual results could differ materially from those estimates.

For our foreign subsidiaries, the local currency is the functional currency. Assets and liabilities of our foreign subsidiaries are translated into U.S. dollars using rates in effect at the balance sheet date while revenues and expenses are translated into U.S. dollars using average exchange rates during the period. The cumulative translation adjustment resulting from changes in exchange rates are included in the consolidated balance sheets as a component of accumulated other comprehensive income (loss) in total stockholders’ deficit.
v3.26.1
Summary of Significant Accounting Policies
 3 Months Ended
Mar. 31, 2026
Accounting Policies [Abstract]  
Summary of Significant Accounting Policies

Note B – Summary of Significant Accounting Policies

There have been no material changes to our significant accounting policies during the three months ended March 31, 2026, as compared to the significant accounting policies disclosed in Note 2 of the Consolidated Financial Statements in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025.
v3.26.1
Net Income (Loss) Per Share
 3 Months Ended
Mar. 31, 2026
Earnings Per Share [Abstract]  
Net Income (Loss) Per Share

Note C – Net Income (Loss) Per Share

The following table sets forth the computation of basic and diluted net income (loss) per share (in thousands, except for per share data):

 

 

Three Months Ended March 31,

 

 

 

2026

 

 

2025

 

Amounts used for basic and diluted per share calculations:

 

 

 

 

 

 

Net income (loss) attributable to Agenus Inc. common stockholders

 

$

39,172

 

 

$

(25,320

)

 

 

 

 

 

 

 

Weighted average number of Agenus Inc. common shares outstanding - basic

 

 

37,941

 

 

 

24,469

 

 

 

 

 

 

 

 

Effect of potentially dilutive securities:

 

 

 

 

 

 

    Share based compensation awards

 

 

341

 

 

 

—

 

    Warrants

 

 

3

 

 

 

—

 

Weighted average number of Agenus Inc. common shares outstanding - diluted

 

 

38,285

 

 

 

24,469

 

 

 

 

 

 

 

 

Net income (loss) attributable to Agenus Inc. per common share:

 

 

 

 

 

 

    Basic

 

$

1.03

 

 

$

(1.03

)

    Diluted

 

$

1.02

 

 

$

(1.03

)

Basic net income (loss) per common share is calculated by dividing the net income (loss) attributable to common stockholders by the weighted average number of common shares outstanding (including common shares issuable under our Amended and Restated Directors’ Deferred Compensation Plan, or “DDCP”). Diluted income (loss) per common share is calculated by dividing income (loss) attributable to common stockholders by the weighted average number of common shares outstanding (including common shares issuable under our DDCP) plus the dilutive effect of outstanding instruments such as warrants, stock options, non-vested shares and convertible preferred stock. Because we reported a net loss attributable to common stockholders for the three months ended March 31, 2025, diluted loss per common share is the same as basic loss per common share, as the effect of utilizing the fully diluted share count would have reduced the net loss per common share. The following securities (listed on an as-if-converted-to-Common-Stock basis) have been excluded from the computation of diluted weighted average shares outstanding as of March 31, 2026 and 2025, as they would be anti-dilutive (in thousands):

 

 

 

Three Months Ended March 31,

 

 

 

2026

 

 

2025

 

Warrants

 

 

1,029

 

 

 

1,032

 

Stock options

 

 

4,622

 

 

 

5,193

 

Non-vested shares

 

 

4

 

 

 

44

 

Series A-1 convertible preferred stock

 

 

17

 

 

 

17

 
v3.26.1
Cash Equivalents
 3 Months Ended
Mar. 31, 2026
Cash and Cash Equivalents [Abstract]  
Cash Equivalents

Note D – Cash Equivalents

Cash equivalents consisted of the following as of March 31, 2026 and December 31, 2025 (in thousands):

 

 

March 31, 2026

 

 

December 31, 2025

 

 

 

Cost

 

 

Estimated
Fair Value

 

 

Cost

 

 

Estimated
Fair Value

 

Institutional money market funds

 

$

435

 

 

$

435

 

 

$

417

 

 

$

417

 

Total

 

$

435

 

 

$

435

 

 

$

417

 

 

$

417

 

As a result of the short-term nature of these investments, there were minimal unrealized holding gains or losses for the three months ended March 31, 2026 and 2025.

As of both March 31, 2026 and December 31, 2025, all of the investments listed above were classified as cash equivalents on our condensed consolidated balance sheets.
v3.26.1
Acquired Intangible Assets
 3 Months Ended
Mar. 31, 2026
Goodwill and Intangible Assets Disclosure [Abstract]  
Acquired Intangible Assets

Note E – Acquired Intangible Assets

Acquired intangible assets consisted of the following as of March 31, 2026 and December 31, 2025 (in thousands):

 

 

As of March 31, 2026

 

 

 

Amortization
period
 (years)

 

Gross carrying
amount

 

 

Accumulated
amortization

 

 

Net carrying
amount

 

Intellectual property

 

7-15 years

 

$

16,841

 

 

$

(15,939

)

 

$

902

 

Trademarks

 

4-4.5 years

 

 

882

 

 

 

(882

)

 

 

—

 

Other

 

2-7 years

 

 

582

 

 

 

(582

)

 

 

—

 

In-process research and development

 

Indefinite

 

 

2,057

 

 

 

—

 

 

 

2,057

 

Total

 

 

 

$

20,362

 

 

$

(17,403

)

 

$

2,959

 

 

 

 

As of December 31, 2025

 

 

 

Amortization
period
 (years)

 

Gross carrying
amount

 

 

Accumulated
amortization

 

 

Net carrying
amount

 

Intellectual property

 

7-15 years

 

$

16,841

 

 

$

(15,861

)

 

$

980

 

Trademarks

 

4-4.5 years

 

 

882

 

 

 

(882

)

 

 

—

 

Other

 

2-7 years

 

 

582

 

 

 

(582

)

 

 

—

 

In-process research and development

 

Indefinite

 

 

2,057

 

 

 

—

 

 

 

2,057

 

Total

 

 

 

$

20,362

 

 

$

(17,325

)

 

$

3,037

 

 

The weighted average amortization period of our finite-lived intangible assets is 9 years. Amortization expense related to acquired intangibles is estimated at $0.2 million for the remainder of 2026, $0.3 million for the years ending December 31, 2027 and 2028, and $39,000 for the year ending December 31, 2029.
v3.26.1
Investment in MiNK Therapeutics, Inc.
 3 Months Ended
Mar. 31, 2026
Investment Company [Abstract]  
Investment in MiNK Therapeutics, Inc.

Note F – Investment in MiNK Therapeutics, Inc.

In July 2025, our ownership percentage of MiNK dropped below 50%, while we maintain significant influence, this resulted in a loss of control. As a result, MiNK was deconsolidated in the quarter ended September 30, 2025. As we maintain a significant ownership percentage in MiNK (approximately 44% as of March 31, 2026) we have accounted for this investment under the equity method and have elected the fair value option.

We continue to have involvement with MiNK, including providing services under an Amended and Restated Intercompany Services Agreement, and MiNK has been deemed a related party. Refer to Note P for further detail.

 

Remaining Investment

Following deconsolidation we have accounted for our remaining investment in MiNK according to the equity method in accordance with ASC 323, as we have retained the ability to exercise significant influence but do not have control. In accordance with ASC 825, we have made the irrevocable election to measure our investment and all other eligible interests in MiNK at fair value. All subsequent changes in fair value will be reported as part of Non-operating income (expense) in our Condensed Consolidated Statements of Operations.

The fair value of our equity investment in MiNK at March 31, 2026 was $22.9 million. The total carrying value of our investment in MiNK at March 31, 2026, including the carrying value of the Due from related parties receivable, was approximately $38.7 million.

Our investment in MiNK is considered a significant investee as the carrying value of our total investment is greater than 20% of our total consolidated asset balance. The following tables present summarized balance sheet information as of March 31, 2026 and summarized results of operations for the three months ended March 31, 2026 (in thousands):

 

 

 

March 31, 2026

 

Current assets

 

$

10,022

 

Non-current assets

 

 

355

 

Current liabilities

 

 

7,287

 

Non-current liabilities

 

 

15,776

 

 

 

 

 

 

 

Three Months Ended March 31,

 

 

 

2026

 

Net loss

 

$

(2,742

)

Net loss attributable to Agenus

 

 

(1,206

)
v3.26.1
Debt
 3 Months Ended
Mar. 31, 2026
Debt Disclosure [Abstract]  
Debt

Note G – Debt

Debt obligations consisted of the following as of March 31, 2026 and December 31, 2025 (in thousands):

 

Debt instrument

 

Principal at
March 31, 2026

 

 

Unamortized
Debt Discount

 

 

Balance at
March 31, 2026

 

Current Portion:

 

 

 

 

 

 

 

 

 

2015 Subordinated Notes

 

$

5,087

 

 

$

(70

)

 

$

5,017

 

Debentures

 

 

146

 

 

 

—

 

 

 

146

 

Promissory Note

 

 

24,750

 

 

 

(268

)

 

 

24,482

 

Other

 

 

548

 

 

 

—

 

 

 

548

 

Total

 

$

30,531

 

 

$

(338

)

 

$

30,193

 

 

Debt instrument

 

Principal at
December 31, 2025

 

 

Unamortized
Debt Discount

 

 

Balance at
December 31, 2025

 

Current Portion:

 

 

 

 

 

 

 

 

 

2015 Subordinated Notes

 

$

10,500

 

 

$

(147

)

 

$

10,353

 

Zydus Promissory Note

 

 

10,000

 

 

 

-

 

 

 

10,000

 

Debentures

 

 

146

 

 

 

-

 

 

 

146

 

Promissory Note

 

 

24,750

 

 

 

(698

)

 

 

24,052

 

Other

 

 

104

 

 

 

—

 

 

 

104

 

Total

 

$

45,500

 

 

$

(845

)

 

$

44,655

 

 

As of March 31, 2026 and December 31, 2025, the principal amount of our outstanding debt balance was $30.5 million and $45.5 million, respectively.

 

Zydus Promissory Note

On January 15, 2026, in connection with the closing of the Zydus Asset Purchase Agreement, $7.0 million of the Zydus Promissory Note was forgiven and $3.0 million was repaid. In the three months ended March 31, 2026, we recognized a $7.0 million gain on debt forgiveness that is included in the gain recognized on the closing of the Zydus transactions. Refer to Note R for more detail.

Subordinated Notes

On January 15, 2026, in connection with the closing of the Zydus Asset Purchase Agreement, approximately $5.4 million of the 2015 Subordinated Notes were repaid and the lien on our former manufacturing facility in Berkeley, CA was released.
v3.26.1
Liability Related to the Sale of Future Royalties and Milestones
 3 Months Ended
Mar. 31, 2026
Liability Related To Sale Of Future Royalties And Milestones [Abstract]  
Liability Related to the Sale of Future Royalties and Milestones

Note H – Liability Related to the Sale of Future Royalties and Milestones

 

The following table shows the activity within the liability account in the three months ended March 31, 2026 (in thousands):

 

 

 

Period from
December 31, 2025 to
March 31, 2026

 

Liability related to sale of future royalties and milestones - beginning balance

 

$

280,025

 

Non-cash royalty revenue

 

 

(29,145

)

Non-cash interest expense recognized

 

 

13,520

 

Liability related to sale of future royalties and milestones - ending balance

 

 

264,400

 

Less: unamortized transaction costs

 

 

(1,010

)

Liability related to sale of future royalties and milestones, net

 

$

263,390

 

 

Healthcare Royalty Partners

In January 2018, we, through our wholly-owned subsidiary Antigenics, LLC (“Antigenics”), entered into a Royalty Purchase Agreement (the “HCR Royalty Purchase Agreement”) with Healthcare Royalty Partners III, L.P. and certain of its affiliates (collectively, “HCR”). Pursuant to the terms of the HCR Royalty Purchase Agreement, we sold to HCR 100% of Antigenics’ worldwide rights to receive royalties from GlaxoSmithKline (“GSK”) on sales of GSK’s vaccines containing our STIMULON QS-21 adjuvant. At closing, we received gross proceeds of $190.0 million from HCR. Although we sold all of our rights to receive royalties on sales of GSK’s vaccines containing QS-21, as a result of our obligation to HCR, we are required to account for the $190.0 million in proceeds from this transaction as a liability on our condensed consolidated balance sheet that will be recognized into revenue in proportion to the royalty payments from GSK to HCR over the estimated life of the HCR Royalty Purchase Agreement. The liability is classified between the current and non-current portion of liability related to sale of future royalties and milestones in the condensed consolidated balance sheets based on the estimated royalty payments to be received by HCR in the next 12 months from the financial statement reporting date.

During the three months ended March 31, 2026, we recognized $29.1 million of non-cash royalty revenue, and we recorded $8.7 million of related non-cash interest expense related to the HCR Royalty Purchase Agreement.

As royalties are remitted to HCR from GSK, the balance of the recorded liability will be effectively repaid over the life of the HCR Royalty Purchase Agreement. To determine the amortization of the recorded liability, we are required to estimate the total amount of future royalty payments to be received by HCR. The sum of these amounts less the $190.0 million proceeds we received will be recorded as interest expense over the life of the HCR Royalty Purchase Agreement. Periodically, we assess the estimated royalty payments to be paid to HCR from GSK, and to the extent the amount or timing of the payments is materially different from our original estimates, we will prospectively adjust the amortization of the liability, and the related recognition of interest expense. During the three months ended March 31, 2026, our estimate of the effective annual interest rate over the remaining life of the agreement decreased to 20.0%, which results in a life of contract interest rate of 24.1%.

Ligand Pharmaceuticals

In May 2024, we and certain wholly-owned subsidiaries, entered into a Purchase and Sale Agreement (the "Ligand Purchase Agreement") with Ligand Pharmaceuticals Incorporated ("Ligand"). Pursuant to the terms of the Ligand Purchase Agreement, Ligand will receive (i) 31.875% of the development, regulatory and commercial milestone payments we were then eligible to receive under our agreements with Bristol-Myers Squibb Company ("BMS"), UroGen Pharma Ltd., Gilead Sciences, Inc. ("Gilead"), Merck Sharpe & Dohme and Incyte Corporation ("Incyte"), (the “Covered License Agreements”) (ii) 18.75% of the royalties the Company receives under the Covered License Agreements; and (iii) a 2.625% synthetic royalty on worldwide net sales of botensilimab and balstilimab (collectively the “Purchased Assets”). In the event that we relicense the programs in the Covered License Agreements, Ligand would retain its economic interest in any new agreement.

The total amounts payable to Ligand are subject to a 50% reduction in the event total payments to Ligand exceed a specified return hurdle. The synthetic royalty is subject to a reduction if annual worldwide net sales exceed a specified level, and a cap on annual worldwide net sales if annual worldwide net sales exceed a higher specified level. The synthetic royalty can increase by 1% based on the occurrence of certain future events.

In consideration for the sale of the Purchased Assets, we received gross proceeds of $75.0 million, less $0.9 million in reimbursable expenses, on the closing date. In addition, Ligand had a time-based option to invest an additional $25.0 million on a pro rata basis ("Purchaser Upsize Option"), which expired on June 30, 2025.

In connection with the sale of the Purchased Assets, we issued to Ligand a warrant (the "Ligand Warrant") to purchase 867,052 shares of our common stock, at an exercise price equal to $17.30 per share.

The $75.0 million in gross proceeds was allocated to the identified components as follows (in thousands):

Liability related to sale of future royalties and milestones

 

$

63,879

 

Ligand Warrant

 

 

7,098

 

Purchaser Upsize Option

 

 

4,023

 

Total Ligand Purchase Agreement gross proceeds

 

$

75,000

 

As a result of our significant continuing involvement in the generation of the cash flows of the Purchased Assets, we are required to account for $63.9 million of the proceeds from this transaction as a liability on our condensed consolidated balance sheet that will be recognized into revenue in proportion to the royalty and milestone payments paid to Ligand over the estimated life of the Ligand Purchase Agreement.

The Purchaser Upsize Option expired unexercised in 2025.

The Ligand Warrant is considered a freestanding financial instrument that as it is separately exercisable and can be legally transferred from the Ligand Purchase Agreement, which was determined to be equity-classified under ASC 815.

To allocate the proceeds, the Purchaser Upsize Option liability and equity-classified Ligand Warrants were recognized based on their fair values and the residual was allocated to a liability related to the sale of future royalties and milestones on our condensed consolidated balance sheets.

During the three months ended March 31, 2026, we recorded $4.9 million of non-cash interest expense related to the Ligand Purchase Agreement.

As royalties are remitted to us and milestone and sales are earned from the Purchased Assets, the balance of the recorded liability will be effectively repaid over the life of the Ligand Purchase Agreement. To determine the amortization of the recorded liability, we are required to estimate the total amount of future payments that Ligand is entitled to under the Ligand Purchase Agreement. The sum of these amounts less the $63.9 million proceeds allocated to the liability related to sale of future royalties and milestones will be recorded as interest expense over the life of the Ligand Purchase Agreement. Periodically, we assess the estimated royalty and milestone payments to be received and sales to be earned under the Ligand Purchase Agreement, and to the extent the amount or timing of the payments is materially different from our original estimates, we will prospectively adjust the amortization of the liability, and the related recognition of interest expense. As of March 31, 2026, our estimate of the effective annual interest rate over the life of the Ligand Purchase Agreement remained at 21.0%, which results in a life of contract interest rate of 21.4%.

In January 2026, we entered into an amendment and release agreement (the “Amendment Agreement”) with Ligand related to the Ligand Purchase Agreement and Ligand Warrant. The Amendment Agreement provided for a release by Ligand of liens it had on certain of the Company’s assets in exchange for a modification of the exercise price under the Ligand Warrant from $17.30 per share to $7.50 per share. The accounting impact of the modification was not material.
v3.26.1
Accrued Liabilities
 3 Months Ended
Mar. 31, 2026
Other Liabilities Disclosure [Abstract]  
Accrued Liabilities

Note I – Accrued Liabilities

Accrued liabilities consisted of the following as of March 31, 2026 and December 31, 2025 (in thousands):

 

 

March 31, 2026

 

 

December 31, 2025

 

Payroll

 

$

9,347

 

 

$

9,026

 

Professional fees

 

 

4,719

 

 

 

4,544

 

Contract manufacturing costs

 

 

9,504

 

 

 

3,399

 

Research services

 

 

7,809

 

 

 

8,148

 

Other

 

 

5,608

 

 

 

9,106

 

Total

 

$

36,987

 

 

$

34,223

 

 
v3.26.1
Fair Value Measurements
 3 Months Ended
Mar. 31, 2026
Fair Value Measurements [Abstract]  
Fair Value Measurements

Note J – Fair Value Measurements

Assets and liabilities measured at fair value are summarized below (in thousands):

Description

 

March 31, 2026

 

 

Quoted Prices in
Active
Markets for
Identical Assets
(Level 1)

 

 

Significant
Other
Observable
Inputs
(Level 2)

 

 

Significant
Unobservable
Inputs
(Level 3)

 

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

Cash equivalents (Note C)

 

$

435

 

 

$

435

 

 

$

—

 

 

$

—

 

Investment in MiNK Therapeutics, Inc.

 

 

22,927

 

 

 

22,927

 

 

 

—

 

 

 

—

 

Long-term investments

 

 

1,088

 

 

 

1,088

 

 

 

—

 

 

 

—

 

Total

 

$

24,450

 

 

$

24,450

 

 

$

—

 

 

$

—

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Description

 

December 31, 2025

 

 

Quoted Prices in
Active
Markets for
Identical Assets
(Level 1)

 

 

Significant
Other
Observable
Inputs
(Level 2)

 

 

Significant
Unobservable
Inputs
(Level 3)

 

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

Cash equivalents (Note C)

 

$

417

 

 

$

417

 

 

$

—

 

 

$

—

 

Related party note receivable

 

 

5,179

 

 

 

—

 

 

 

5,179

 

 

 

—

 

Investment in MiNK Therapeutics, Inc.

 

 

24,277

 

 

 

24,277

 

 

 

—

 

 

 

 

Long-term investments

 

 

1,303

 

 

 

1,303

 

 

 

—

 

 

 

 

Total

 

$

31,176

 

 

$

25,997

 

 

$

5,179

 

 

$

—

 

We measured the Related party note receivable at fair value. The fair value of the Note Receivable was determined using a scenario based present value methodology that was derived by evaluating the nature and terms of the Note Receivable and considering the prevailing economic and market conditions at the balance sheet date, some of which are considered Level 2 inputs under the fair value measurements standard. In January 2026, in accordance with the terms of the note agreement, MiNK repaid the full principal and accrued interest balance.

Our long-term equity investment in MiNK is measured at fair value and is calculated using readily determinable pricing available on a securities exchange and is classified as a Level 1 asset.

Other long-term investments are included in "Other long-term assets" in our condensed consolidated balance sheets.

The fair value of our outstanding debt balance at March 31, 2026 and December 31, 2025 was $31.0 million and $45.7 million, respectively, based on the Level 2 valuation hierarchy of the fair value measurements standard using a present value methodology that was derived by evaluating the nature and terms of each note and considering the prevailing economic and market conditions at the balance sheet date. The principal amount of our outstanding debt balance at March 31, 2026 and December 31, 2025 was $30.5 million and $45.5 million, respectively.
v3.26.1
Revenue from Contracts with Customers
 3 Months Ended
Mar. 31, 2026
Collaboration [Abstract]  
Revenue from Contracts with Customers

Note K – Revenue from Contracts with Customers

Pre-commercial Product Revenue

During the year ended December 31, 2025, we began recognizing pre-commercial product revenue for botensilimab/balstilimab ("BOT/BAL") provided to patients through regulatory-authorized early access pathways, including France's Autorisation d'Accès Compassionnel ("AAC") framework and paid named patient programs ("NPPs") in jurisdictions where permitted.

For the three months ended March 31, 2026, we recognized approximately $4.6 million of net revenue under these programs.

Revenue is recognized as the gross amount invoiced to the customer, less reserves for estimated variable consideration, consisting primarily of government rebates, when the customer (hospital or physician) obtains control of the product at delivery. The estimated variable consideration is fully constrained until the calculations are finalized with the government authority and remitted annually. For the three months ended March 31, 2026, our estimate of rebates reduced reported revenue by approximately $1.3 million.

Zydus License Agreement

In January 2026, we entered into a license agreement (see Note R) with Zydus under which Zydus received an exclusive license to develop, manufacture and commercialize botensilimab and balstilimab in India and Sri Lanka in exchange for a royalty on net sales at a rate of 5%, as may be adjusted by the occurrence of certain contingencies, for a period ending at the later of the expiration of our patent rights in a given country in the Territory or 10 years following first commercial sale in such country. We identified one performance obligation in the arrangement; the license of botensilimab and balstilimab. The consideration in the arrangement is variable and subject to the sales-based royalty constraint. For the three months ended March 31, 2026, no revenue was recognized.

Disaggregation of Revenue

The following table presents revenue (in thousands) for the three months ended March 31, 2026 and 2025, disaggregated by geographic region and revenue type. Revenue by geographic region is allocated based on the domicile of our respective business operations.

 

 

 

Three Months Ended March 31, 2026

 

 

 

United States

 

 

Rest of World

 

 

Total

 

Revenue Type

 

 

 

 

 

 

 

 

 

Pre-commercial product revenue

 

$

4,591

 

 

$

—

 

 

$

4,591

 

Non-cash royalties

 

 

29,145

 

 

 

—

 

 

 

29,145

 

 

 

$

33,736

 

 

$

—

 

 

$

33,736

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended March 31, 2025

 

Revenue Type

 

 

 

 

 

 

 

 

 

Other services

 

$

—

 

 

$

510

 

 

$

510

 

Non-cash royalties

 

 

23,556

 

 

 

—

 

 

 

23,556

 

 

 

$

23,556

 

 

$

510

 

 

$

24,066

 

 

Contract Balances

Contract assets primarily relate to our rights to consideration for work completed in relation to our research and development services performed but not billed at the reporting date. The contract assets are transferred to receivables when the rights become unconditional. Currently, we do not have any contract assets which have not transferred to a receivable. We had no asset impairment charges related to contract assets in the period. Contract liabilities primarily relate to contracts where we received payments but have not yet satisfied the related performance obligations. The advance consideration received from customers for research and development services or licenses bundled with other promises is a contract liability until the underlying performance obligations are transferred to the customer.

The following table provides information about contract liabilities from contracts with customers (in thousands):

 

Three Months Ended March 31, 2026

 

Balance at beginning of period

 

 

Additions

 

 

Deductions

 

 

Balance at end of period

 

Contract liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

Deferred revenue

 

$

1,143

 

 

$

—

 

 

$

—

 

 

$

1,143

 

During the three months ended March 31, 2026, we did not recognize any revenue from amounts included in the contract asset or the contract liability balances from performance obligations satisfied in previous periods. None of the costs to obtain or fulfill a contract were capitalized.
v3.26.1
Share-Based Compensation Plans
 3 Months Ended
Mar. 31, 2026
Share-Based Payment Arrangement, Noncash Expense [Abstract]  
Share-Based Compensation Plans

Note L – Share-based Compensation Plans

 

We primarily use the Black-Scholes option pricing model to value stock options granted to employees and non-employees, including stock options granted to members of our Board of Directors. However, the fair value of stock option market-based awards is

calculated based on a Monte Carlo simulation as of the date of issuance. All stock options have 10-year terms and generally vest ratably over a 3 or 4-year period.

A summary of option activity for the three months ended March 31, 2026 is presented below:

 

 

Options

 

 

Weighted
Average
Exercise
Price

 

 

Weighted
Average
Remaining
Contractual
Term
(in years)

 

 

Aggregate
Intrinsic
Value

 

Outstanding at December 31, 2025

 

 

5,039,487

 

 

$

25.20

 

 

 

 

 

 

 

Granted

 

 

40,904

 

 

 

3.02

 

 

 

 

 

 

 

Exercised

 

 

—

 

 

 

—

 

 

 

 

 

 

 

Forfeited

 

 

(2,157

)

 

 

8.86

 

 

 

 

 

 

 

Expired

 

 

(125,152

)

 

 

63.58

 

 

 

 

 

 

 

Outstanding at March 31, 2026

 

 

4,953,082

 

 

 

23.90

 

 

 

7.06

 

 

$

1,206,319

 

Vested or expected to vest at March 31, 2026

 

 

4,953,082

 

 

 

23.90

 

 

 

7.06

 

 

$

1,206,319

 

Exercisable at March 31, 2026

 

 

4,545,096

 

 

$

25.11

 

 

 

6.85

 

 

$

1,146,279

 

 

The weighted average grant-date fair values of stock options granted during the three months ended March 31, 2026 and 2025 were $2.43 and $2.61, respectively.

During the three months ended March 31, 2026, all options were granted with exercise prices equal to the market value of the underlying shares of common stock on the grant date.

As of March 31, 2026, there was approximately $2.0 million of total unrecognized share-based compensation expense related to these stock options and stock options granted under a subsidiary plan which, if all milestones are achieved, will be recognized over a weighted average period of 1.3 years.

Certain employees and consultants have been granted non-vested stock. The fair value of non-vested market-based awards is calculated based on a Monte Carlo simulation as of the date of issuance. The fair value of other non-vested stock is calculated based on the closing sale price of our common stock on the date of issuance.

A summary of non-vested stock activity for the three months ended March 31, 2026 is presented below:

 

 

Non-vested
Shares

 

 

Weighted
Average
Grant Date
Fair Value

 

Outstanding at December 31, 2025

 

 

19,075

 

 

$

14.91

 

Granted

 

 

422,565

 

 

 

3.32

 

Vested

 

 

(428,045

)

 

 

3.42

 

Forfeited

 

 

—

 

 

 

—

 

Outstanding at March 31, 2026

 

 

13,595

 

 

$

14.18

 

 

As of March 31, 2026, there was approximately $0.1 million of unrecognized share-based compensation expense related to these non-vested shares and non-vested shares granted under a subsidiary plan which will be recognized over a period of 0.8 years.

During the three months ended March 31, 2026, 20,528 shares were issued under the 2019 Employee Stock Purchase Plan and 428,045 shares were issued as a result of the vesting of non-vested stock.

The impact on our results of operations from share-based compensation for the three months ended March 31, 2026 and 2025, was as follows (in thousands):

 

 

Three Months Ended March 31,

 

 

 

2026

 

 

2025

 

Research and development

 

$

219

 

 

$

826

 

General and administrative

 

 

647

 

 

 

2,507

 

Total share-based compensation expense

 

$

866

 

 

$

3,333

 
v3.26.1
Restricted Cash
 3 Months Ended
Mar. 31, 2026
Cash and Cash Equivalents [Abstract]  
Restricted Cash

Note M – Restricted Cash

As of both March 31, 2026, and December 31, 2025, we maintained non-current restricted cash of $1.7 million. This amount is included within “Other long-term assets” in our condensed consolidated balance sheets and is comprised of deposits under letters of credit required under our facility leases.

The following table provides a reconciliation of cash, cash equivalents and restricted cash that sums to the total of the same such amounts shown in the condensed consolidated statements of cash flows (in thousands):

 

 

 

Three Months Ended March 31, 2026

 

 

Three Months Ended March 31, 2025

 

 

 

Beginning of Period

 

 

End of Period

 

 

Beginning of Period

 

 

End of Period

 

Cash and cash equivalents

 

$

2,998

 

 

$

34,996

 

 

$

40,437

 

 

$

18,488

 

Restricted cash

 

 

1,712

 

 

 

1,712

 

 

 

3,634

 

 

 

3,634

 

Cash, cash equivalents and restricted cash

 

$

4,710

 

 

$

36,708

 

 

$

44,071

 

 

$

22,122

 
v3.26.1
Equity
 3 Months Ended
Mar. 31, 2026
Equity [Abstract]  
Equity

Note N – Equity

On March 14, 2024, we filed a Post-Effective Amendment to an Automatic Shelf Registration Statement on Form POSASR (file no. 333-272911) and a Post-Effective Amendments for Registration Statement on Form POS AM (file no. 333-272911) (together, the “Registration Statement”). The Registration Statement included both a base prospectus that covered the potential offering, issuance and sale from time to time of up to $300.0 million of common stock, preferred stock, warrants, debt securities and units of Agenus and a prospectus supplement for the potential offer and sale of up to 6,725,642 shares of common stock (the “Initial ATM Shares”) in “at the market” offerings pursuant to an At Market Issuance Sales Agreement by and between Agenus and B. Riley Securities, Inc. (the “Sales Agent”), dated as of July 22, 2020 (the “Sales Agreement”). On August 8, 2024, we filed an additional prospectus supplement for the potential offer and sale of up to an additional 13,834,015 shares of common stock (together with the Initial ATM Shares, the “Placement Shares”) in “at the market” offerings pursuant to the Sales Agreement. Sales pursuant to the Sales Agreement will be made only upon our instruction to the Sales Agent, and we cannot provide assurances that we will issue any additional Placement Shares pursuant to the Sales Agreement.

During the three months ended March 31, 2026, we received net proceeds of approximately $1.0 million from the sale of approximately 284,000 shares of our common stock in at-the-market offerings under the Sales Agreement.

In January 2026, we entered into an amendment and release agreement (the “Amendment Agreement”) with Ligand related to the Ligand Purchase Agreement and Ligand Warrant. The Amendment Agreement provided for a release by Ligand of liens it had on certain of the Company’s assets in exchange for a modification of the exercise price under the Ligand Warrant from $17.30 per share to $7.50 per share.

In connection with the Zydus Asset Purchase Agreement and Securities Purchase Agreement described in Note R, on January 15, 2026, we issued to Zynext Ventures USA LLC 2,133,333 shares of our common stock and allocated $7.2 million of consideration from the Zydus Agreements to this sale, based on the fair value of our common stock on the closing date.

On January 10, 2025, we entered into a payment agreement with Medpace, Inc. ("Medpace"), pursuant to which we agreed with Medpace to certain matters related to payments due to Medpace by us under a master services agreement with Medpace dated June 8, 2022. In connection with the agreements set forth in the payment agreement, we issued to Medpace in a private issuance 1,318,084 shares of our common stock (the "Medpace Shares"). The Medpace Shares were issued to and were held by Medpace as a deposit and to provide security for our payment obligations to Medpace under the payment agreement.

In connection with a modification of the payment terms as provided for in the payment agreement, on December 29, 2025, we entered into a forbearance agreement with Medpace pursuant to which we agreed, among other things, to register for resale the Medpace Shares. In addition, Medpace agreed to, under certain circumstances if applicable (including the payment in cash by us of

amounts due under the payment agreement), return some or all of the Medpace Shares to us. As of and for the year ended December 31, 2025, these shares were deemed to be contingently returnable and as such, the Medpace Shares were not deemed outstanding at as of December 31, 2025. In connection with the closing of the Zydus Asset Purchase Agreement in January 2026, we fully settled our obligation to Medpace in cash. As such, Medpace returned all of the 1,318,084 shares to us.
v3.26.1
Non-controlling Interest
 3 Months Ended
Mar. 31, 2026
Noncontrolling Interest [Abstract]  
Non-controlling Interest

Note O – Non-controlling Interest

 

Non-controlling interest recorded in our condensed consolidated financial statements as of March 31, 2026 and December 31, 2025, relates to the following approximate interests in certain consolidated subsidiaries, which we do not own.

 

 

March 31, 2026

 

 

December 31, 2025

 

SaponiQx, Inc.

 

 

30

%

 

 

30

%

Changes in non-controlling interest for the periods ended March 31, 2026 and December 31, 2025, were as follows (in thousands):

 

 

March 31, 2026

 

 

December 31, 2025

 

Beginning balance

 

$

(6,750

)

 

$

19,956

 

 

 

 

 

 

 

 

Net loss attributable to non-controlling interest

 

 

(20

)

 

 

(3,198

)

 

 

 

 

 

 

 

Other items:

 

 

 

 

 

 

Deconsolidation of a subsidiary

 

 

—

 

 

 

(25,037

)

Issuance of subsidiary shares for services

 

 

—

 

 

 

22

 

Issuance of subsidiary shares for employee stock purchase plan and exercise of options

 

 

—

 

 

 

1

 

Subsidiary share-based compensation

 

 

8

 

 

 

1,506

 

Total other items

 

 

8

 

 

 

(23,508

)

 

 

 

 

 

 

 

Ending balance

 

$

(6,762

)

 

$

(6,750

)

Deconsolidation of a subsidiary

In 2025, we deconsolidated MiNK and derecognized the associated non-controlling interest balance.

v3.26.1
Related Party Transactions
 3 Months Ended
Mar. 31, 2026
Related Party Transactions [Abstract]  
Related Party Transactions

Note P – Related Party Transactions

In September 2021, we entered into an Intellectual Property Assignment and License Agreement with MiNK (the “Assignment and License Agreement”). Pursuant to the Assignment and License Agreement, we assigned to MiNK certain patent rights and know-how related to its iNKT cell platform, product candidates and other patents and know-how related to its business. In addition to the patent rights assigned to MiNK by us, MiNK also received an exclusive, royalty-free, sublicensable license to research, develop, manufacture and commercialize certain licensed technology in the field. The Assignment and License Agreement further provides for MiNK to grant us a field-limited, non-exclusive, royalty-free license under the assigned patent rights, subject to MiNK’s discretion and provided such access would not reasonably result in a disruption of planned MiNK activities. We have also agreed to provide MiNK with our biological material upon written request in order for MiNK to use such material in its development activities of a combination therapy. We may withhold the transfer of biological material, including, but not limited to, checkpoint modulating antibodies, for various reasons, including if such transfer would reasonably result in a disruption of our planned activities. For any materials we do share with MiNK, the parties have agreed to enter into a separate agreement governing the transfer and providing for joint ownership of the data. We have agreed that during the full term of the Assignment and License Agreement, and for three years thereafter, we will not develop, manufacture or commercialize an iNKT cell therapy, directly or indirectly by transferring such technology. MiNK may terminate the Assignment and License Agreement without cause upon 90 days’ prior written notice to us. Either party may terminate if there has been a material breach which has not been cured within 90 days (or 45 days for breach of payment obligations) of receiving such notice.

Effective April 1, 2022, we entered into an Amended and Restated Intercompany Services Agreement (the “New Intercompany Agreement”) with MiNK, which amended and restated the Intercompany General & Administrative Agreement between us and MiNK dated September 10, 2021 (the “Prior Intercompany Agreement”). Under the New Intercompany Agreement, we provide MiNK with

certain general and administrative support, including, without limitation, financial, facilities management, human resources and information technology administrative support (the “Agenus Services”), and we and MiNK provide each other with certain research and development services (the “R&D Services”) and other support services, including legal and regulatory support (the “Shared Services”). MiNK is required to pay 10% of our costs related to the Agenus Services, and the costs of R&D Services are based upon pass-through costs related to such services plus an allocation of the costs of the employees performing the services. No payment will be due from either party for the Shared Services, provided that the services provided by each party are proportional in scope and volume. MiNK is also entitled to use our business offices and laboratory space and equipment in exchange for MiNK contributing a proportionate payment for the use of such facilities and equipment, and MiNK will be covered by certain of our insurance policies, subject to certain conditions, including MiNK paying the cost of such coverage. Either party may terminate the New Intercompany Agreement upon 60 days’ prior written notice and individual services upon 30 days’ prior written notice.

Allocated Agenus services primarily include payroll related expenses, facility costs, insurance and stock-based compensation, and are included in the accompanying financial statements based on certain estimates and allocations described above.

Allocation of Agenus services, net of approximately $162,000 for the three months ended March 31, 2026 are included as a contra-expense in “Operating expenses” in our Condensed Consolidated Statement of Operations and “Due from related parties,” of $15.8 million as of March 31, 2026, in our Condensed Consolidated Balance Sheets. We have agreed to not require repayment of this balance for the foreseeable future.

On February 12, 2024, we entered into a Convertible Promissory Note Purchase Agreement (the "Purchase Agreement") with MiNK pursuant to which MiNK issued us a convertible promissory note in the principal amount of up to $5.0 million (the "Note"). The Purchase Agreement set forth the terms and conditions, including representations and warranties, for MiNK's issuance and sale of the Note to us.

The Note carried an annual rate of interest rate of 2% (the “Interest Rate”) that accrued from the date funds are paid or advanced by us to MiNK. Interest accrued and was not payable until converted or paid in connection with the repayment in full of the principal amount of the Note. The Note provided that MiNK would pay us, on request, the principal amount outstanding, together with any unpaid interest, on or after January 1, 2026. In January 2026, MiNK repaid us the full $5.2 million (representing the then outstanding principal and accrued interest).

In June 2024, Dr. Jennifer Buell, CEO of MiNK, was appointed to our Board of Directors. Dr. Buell's spouse is a partner in the law firm of Wolf, Greenfield & Sachs, P.C. (“Wolf Greenfield”), which provides us legal services. For the three months ended March 31, 2026 and 2025, we expensed Wolf Greenfield fees totaling approximately $4,000 and $97,000, respectively. Dr. Buell’s spouse does not receive direct compensation from the fees we pay Wolf Greenfield and the fees we paid to Wolf Greenfield in the period were an insignificant amount of Wolf Greenfield’s revenues. Our Audit and Finance Committee approved these services under its related-party transactions policy.
v3.26.1
Segment Information
 3 Months Ended
Mar. 31, 2026
Geographic Information [Abstract]  
Segment Information

Note Q – Segment Information

We are managed and currently operate as two segments. However, we have concluded that our operating segments meet the criteria required by Accounting Standards Codification (“ASC”) 280 to be aggregated into one reportable segment. Our operating segments have similar economic characteristics and are similar with respect to the five qualitative characteristics specified in ASC 280. Accordingly, we have one reportable segment. Our one reportable segment is focused on the discovery, development and manufacturing of a comprehensive pipeline of immunological agents designed to expand patient populations benefiting from cancer immunotherapy.

Our Chief Executive Officer serves as our Chief Operating Decision Maker (“CODM”) and is responsible for reviewing company performance and making decisions regarding resource allocation. Our CODM evaluates company performance based on net loss, as included in the Consolidated Statements of Operations and Comprehensive Loss, ensuring resource allocation decisions

support company goals. The measure of segment assets is total assets, as included in the Condensed Consolidated Balance Sheets. Refer to the condensed consolidated financial statements for other financial information regarding our single reportable segment.

The following table presents selected financial information related to our single reportable segment for the three months ended March 31, 2026 and 2025 (in thousands):

 

 

Three Months Ended March 31,

 

 

 

2026

 

 

2025

 

Revenues

 

$

33,736

 

 

$

24,066

 

 

 

 

 

 

 

 

Operating expenses:

 

 

 

 

 

 

External expenses

 

 

(10,842

)

 

 

(19,022

)

Payroll related expenses

 

 

(6,895

)

 

 

(12,105

)

Other operating expenses

 

 

(945

)

 

 

(6,250

)

Operating income (loss)

 

 

15,054

 

 

 

(13,311

)

 

 

 

 

 

 

 

Other income (expense):

 

 

 

 

 

 

Interest expense

 

 

(14,690

)

 

 

(12,983

)

Interest income

 

 

21

 

 

 

188

 

Other income (expense)

 

 

38,821

 

 

 

(264

)

Net income (loss)

 

$

39,206

 

 

$

(26,370

)
v3.26.1
Sale of Manufacturing Facilities to Zydus
 3 Months Ended
Mar. 31, 2026
Discontinued Operations and Disposal Groups [Abstract]  
Sale of Manufacturing Facilities to Zydus

Note R – Sale of Manufacturing Facilities to Zydus

 

On January 15, 2026, we completed the previously announced sale of substantially all of the assets comprising our manufacturing operations (the “Purchased Assets”) to Zydus pursuant to the Asset Purchase Agreement (“Purchase Agreement”) entered into on June 3, 2025.

In connection with the Purchase Agreement, on January 15, 2026, we also entered into the previously announced license agreement with Zydus (the “License Agreement”) under which Zydus received an exclusive license to develop, manufacture and commercialize botensilimab and balstilimab in India and Sri Lanka (the “Territory”) in exchange for a royalty on net sales at a rate of 5%, as may be adjusted by the occurrence of certain contingencies, for a period ending at the later of the expiration of our patent rights in a given country in the Territory or 10 years following first commercial sale in such country.

Also in connection with the Purchase Agreement, on January 15, 2026, we completed the previously announced sale of 2,133,333 shares of our common stock for an aggregate purchase price of approximately $16.0 million, or $7.50 per share to Zynext Ventures USA LLC (“Zynext”), an indirect wholly-owned subsidiary of Zydus Lifesciences Limited under the Securities Purchase Agreement (the “SPA” and together with the License Agreement and Purchase Agreement the “Zydus Agreements”). As the amount paid for the shares under the SPA was in excess of their fair value, $8.8 million of the consideration associated with the SPA was allocated to the Purchase Agreement.

Because the Purchase Agreement represents the sale of nonfinancial assets to a counterparty that is not a customer, we accounted for the transaction under ASC 610‑20, Other Income—Gains and Losses from the Derecognition of Nonfinancial Assets.

We recognized a $40.4 million gain on Zydus asset sale in our Condensed Consolidated Statements of Operations for the three months ended March 31, 2026. The gain is the difference between (1) total consideration of $111.3 million and (2) the $70.9 million carrying amount of the Purchased Assets and related liabilities that were derecognized.

At closing of the Zydus Agreements, we received total cash consideration of $91.0 million, less adjustments for reimbursable expenses, other required closing payments, including approximately $5.8 million of transaction expenses, and $7.5 million placed into a twelve-month escrow. We allocated cash consideration of $7.2 million to the sale common stock under the SPA, based on the fair value of common stock sold. Total cash consideration allocated to the sale of Purchased Assets, including amounts in escrow, was $71.4 million.

Under the Purchase Agreement, we may receive up to $50.0 million of potential payments (currently restricted and only for use on services provided to us by Zydus) based on usage by Agenus of Zydus’ manufacturing business during the 36-month period following the closing, which we are currently required to hold in a restricted account until and when we make related payments to Zydus for clinical supply (the “Additional Zydus Consideration”). There is no net cash that will be received through the Additional

Zydus Consideration because the payments are contingent on us procuring $50.0 million in services from Zydus. Accordingly, the Additional Zydus Consideration is considered non-cash consideration in the form of clinical supply, and was measured at its fair value at contract inception. The amount of non-cash consideration to be received under the Additional Zydus Consideration provision may vary for reasons other than the form of consideration, and therefore is subject to constraint. The Additional Zydus Consideration is comprised of three potential payments. As of March 31, 2026, we estimated that two potential payments of $20.0 million each were probable to be received and included an aggregate of $40.0 million Additional Zydus Consideration in the transaction price. Through March 31, 2026, it was determined that non-cash consideration with a fair value of approximately $40.0 million was probable to be received, and approximately $10.0 million of non-cash consideration is constrained and excluded from the transaction price.

We will reassess the estimate of variable consideration each reporting period and recognize changes as a change in the gain on sale of nonfinancial assets during the period in which the change in estimate occurs.

We recorded a $40.0 million Zydus agreements contract asset in the Condensed Consolidated Balance Sheet related to the Additional Zydus Consideration that is included in the transaction price. As the clinical supply is received, the associated value will be recorded as R&D expense, consistent with the Company’s existing accounting policy for clinical supply.
v3.26.1
Contingencies
 3 Months Ended
Mar. 31, 2026
Commitments and Contingencies Disclosure [Abstract]  
Contingencies

Note S – Contingencies

 

On May 4, 2026, the U.S. Securities and Exchange Commission (the "SEC") informed the Company that it has concluded its investigation as to the Company and does not intend to recommend an enforcement action against the Company. The investigation originated in September 2024, when the Company received a subpoena from the Boston Regional Office of the SEC seeking records relating to certain of its product candidates, correspondence with the FDA, public disclosure, and other matters. The Company produced records pursuant to the subpoena and cooperated with the SEC throughout the investigation.

On March 24, 2026, the U.S. District Court for the District of Massachusetts (the "Court") granted the Company's motion to dismiss the putative securities class action captioned In re Agenus Inc. Securities Litigation, No. 1:24-cv-12299, in its entirety, ruling in favor of the Company and the individual defendants, and denied the lead plaintiff's request for leave to amend. The action was originally filed in September 2024 against the Company and certain of its executives and directors. The amended complaint, filed February 7, 2025 by the court-appointed lead plaintiff, alleged that Agenus, three of its current officers, and one member of its advisory board violated Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, as amended, and Rule 10b-5 thereunder, by making false and misleading statements and omissions of material fact related to the efficacy and commercial prospects of botensilimab and balstilimab. The lead plaintiff sought to represent all persons who purchased or otherwise acquired Agenus securities between January 23, 2023 and July 17, 2024, and sought damages, interest, and an award of costs including attorneys' fees.

On April 15, 2026, the lead plaintiff filed a Notice of Appeal to the U.S. Court of Appeals for the First Circuit in a case captioned Olsen v. Agenus, Inc., et al., No. 26-01421. The First Circuit requires the parties to participate in a mandatory settlement conference, which is scheduled for May 26, 2026. The Company intends to vigorously defend the District Court's dismissal on appeal. The Company is unable to estimate a range of loss, if any, that could result from an adverse outcome on appeal.

The Company has also been served with four derivative actions filed in the Court between November 2024 and January 2025 by purported stockholders. These actions name certain of the Company's executives and directors and allege that defendants made false or misleading statements and omissions of material fact related to the efficacy and commercial prospects of botensilimab and balstilimab. Plaintiffs seek an award of damages and an order directing the Company to reform and improve its corporate governance and internal procedures. On May 2, 2025, the Court consolidated the four actions in Case No. 1:24-cv-12823 and stayed all deadlines pending future developments in the securities class action. The Company is unable to estimate a range of loss, if any, that could result from an adverse outcome in these consolidated actions.

The Company is not currently a party to any other material legal proceedings. From time to time, the Company may be subject to various legal proceedings and claims that arise in the ordinary course of business. Regardless of outcome, litigation can have a material adverse effect on the Company because of defense and settlement costs, diversion of management resources, and other factors.
v3.26.1
Recent Accounting Pronouncements
 3 Months Ended
Mar. 31, 2026
Accounting Standards Update and Change in Accounting Principle [Abstract]  
Recent Accounting Pronouncements

Note T – Recent Accounting Pronouncements

 

Recently Issued, Not Yet Adopted

In November 2024, the FASB issued ASU 2024-03, Disaggregation of Income Statement Expenses (DISE). This new guidance requires all public entities to incorporate disclosures about specific types of expenses included in the expense captions presented on the face of the income statement as well as disclosures about selling expenses. Public entities must adopt ASU 2024-03 prospectively for fiscal years beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027. Early adoption and retrospective application are permitted. We are currently evaluating the impact that ASU 2024-03 will have on our consolidated financial statements.

No other new accounting pronouncement issued or effective during the three months ended March 31, 2026 had or is expected to have a material impact on our consolidated financial statements or disclosures.
v3.26.1
Subsequent Events
 3 Months Ended
Mar. 31, 2026
Subsequent Events [Abstract]  
Subsequent Events

Note U – Subsequent Events

At the Market Offerings

During the period of April 1, 2026 through May 7, 2026, we received net proceeds of approximately $11.7 million under the Sales Agreement.

SEC Investigation Closure

On May 4, 2026, the U.S. Securities and Exchange Commission informed the Company that it has concluded its previously disclosed investigation as to the Company and does not intend to recommend an enforcement action.
v3.26.1
Net Income (Loss) Per Share (Tables)
 3 Months Ended
Mar. 31, 2026
Earnings Per Share [Abstract]  
Schedule of Computation of Basic and Diluted Net Income (Loss) per Share

The following table sets forth the computation of basic and diluted net income (loss) per share (in thousands, except for per share data):

 

 

Three Months Ended March 31,

 

 

 

2026

 

 

2025

 

Amounts used for basic and diluted per share calculations:

 

 

 

 

 

 

Net income (loss) attributable to Agenus Inc. common stockholders

 

$

39,172

 

 

$

(25,320

)

 

 

 

 

 

 

 

Weighted average number of Agenus Inc. common shares outstanding - basic

 

 

37,941

 

 

 

24,469

 

 

 

 

 

 

 

 

Effect of potentially dilutive securities:

 

 

 

 

 

 

    Share based compensation awards

 

 

341

 

 

 

—

 

    Warrants

 

 

3

 

 

 

—

 

Weighted average number of Agenus Inc. common shares outstanding - diluted

 

 

38,285

 

 

 

24,469

 

 

 

 

 

 

 

 

Net income (loss) attributable to Agenus Inc. per common share:

 

 

 

 

 

 

    Basic

 

$

1.03

 

 

$

(1.03

)

    Diluted

 

$

1.02

 

 

$

(1.03

)
Schedule of Anti-dilutive Securities Excluded from Computation of Diluted Weighted Average Shares Outstanding The following securities (listed on an as-if-converted-to-Common-Stock basis) have been excluded from the computation of diluted weighted average shares outstanding as of March 31, 2026 and 2025, as they would be anti-dilutive (in thousands):

 

 

 

Three Months Ended March 31,

 

 

 

2026

 

 

2025

 

Warrants

 

 

1,029

 

 

 

1,032

 

Stock options

 

 

4,622

 

 

 

5,193

 

Non-vested shares

 

 

4

 

 

 

44

 

Series A-1 convertible preferred stock

 

 

17

 

 

 

17

 
v3.26.1
Cash Equivalents (Tables)
 3 Months Ended
Mar. 31, 2026
Cash and Cash Equivalents [Abstract]  
Schedule of Cash Equivalents

Cash equivalents consisted of the following as of March 31, 2026 and December 31, 2025 (in thousands):

 

 

March 31, 2026

 

 

December 31, 2025

 

 

 

Cost

 

 

Estimated
Fair Value

 

 

Cost

 

 

Estimated
Fair Value

 

Institutional money market funds

 

$

435

 

 

$

435

 

 

$

417

 

 

$

417

 

Total

 

$

435

 

 

$

435

 

 

$

417

 

 

$

417

 
v3.26.1
Acquired Intangible Assets (Tables)
 3 Months Ended
Mar. 31, 2026
Goodwill and Intangible Assets Disclosure [Abstract]  
Schedule of Acquired Intangible Assets

Acquired intangible assets consisted of the following as of March 31, 2026 and December 31, 2025 (in thousands):

 

 

As of March 31, 2026

 

 

 

Amortization
period
 (years)

 

Gross carrying
amount

 

 

Accumulated
amortization

 

 

Net carrying
amount

 

Intellectual property

 

7-15 years

 

$

16,841

 

 

$

(15,939

)

 

$

902

 

Trademarks

 

4-4.5 years

 

 

882

 

 

 

(882

)

 

 

—

 

Other

 

2-7 years

 

 

582

 

 

 

(582

)

 

 

—

 

In-process research and development

 

Indefinite

 

 

2,057

 

 

 

—

 

 

 

2,057

 

Total

 

 

 

$

20,362

 

 

$

(17,403

)

 

$

2,959

 

 

 

 

As of December 31, 2025

 

 

 

Amortization
period
 (years)

 

Gross carrying
amount

 

 

Accumulated
amortization

 

 

Net carrying
amount

 

Intellectual property

 

7-15 years

 

$

16,841

 

 

$

(15,861

)

 

$

980

 

Trademarks

 

4-4.5 years

 

 

882

 

 

 

(882

)

 

 

—

 

Other

 

2-7 years

 

 

582

 

 

 

(582

)

 

 

—

 

In-process research and development

 

Indefinite

 

 

2,057

 

 

 

—

 

 

 

2,057

 

Total

 

 

 

$

20,362

 

 

$

(17,325

)

 

$

3,037

 
v3.26.1
Investment in MiNK Therapeutics, Inc. (Tables)
 3 Months Ended
Mar. 31, 2026
Investment Company [Abstract]  
Summarized Balance Sheet Information and Results of Operations The following tables present summarized balance sheet information as of March 31, 2026 and summarized results of operations for the three months ended March 31, 2026 (in thousands):

 

 

 

March 31, 2026

 

Current assets

 

$

10,022

 

Non-current assets

 

 

355

 

Current liabilities

 

 

7,287

 

Non-current liabilities

 

 

15,776

 

 

 

 

 

 

 

Three Months Ended March 31,

 

 

 

2026

 

Net loss

 

$

(2,742

)

Net loss attributable to Agenus

 

 

(1,206

)
v3.26.1
Debt (Tables)
 3 Months Ended
Mar. 31, 2026
Debt Disclosure [Abstract]  
Schedule of Debt Obligations

Debt obligations consisted of the following as of March 31, 2026 and December 31, 2025 (in thousands):

 

Debt instrument

 

Principal at
March 31, 2026

 

 

Unamortized
Debt Discount

 

 

Balance at
March 31, 2026

 

Current Portion:

 

 

 

 

 

 

 

 

 

2015 Subordinated Notes

 

$

5,087

 

 

$

(70

)

 

$

5,017

 

Debentures

 

 

146

 

 

 

—

 

 

 

146

 

Promissory Note

 

 

24,750

 

 

 

(268

)

 

 

24,482

 

Other

 

 

548

 

 

 

—

 

 

 

548

 

Total

 

$

30,531

 

 

$

(338

)

 

$

30,193

 

 

Debt instrument

 

Principal at
December 31, 2025

 

 

Unamortized
Debt Discount

 

 

Balance at
December 31, 2025

 

Current Portion:

 

 

 

 

 

 

 

 

 

2015 Subordinated Notes

 

$

10,500

 

 

$

(147

)

 

$

10,353

 

Zydus Promissory Note

 

 

10,000

 

 

 

-

 

 

 

10,000

 

Debentures

 

 

146

 

 

 

-

 

 

 

146

 

Promissory Note

 

 

24,750

 

 

 

(698

)

 

 

24,052

 

Other

 

 

104

 

 

 

—

 

 

 

104

 

Total

 

$

45,500

 

 

$

(845

)

 

$

44,655

 
v3.26.1
Liability Related to the Sale of Future Royalties and Milestones (Tables)
 3 Months Ended
Mar. 31, 2026
Liability Related To Sale Of Future Royalties And Milestones [Abstract]  
Schedule of Liability Account

The following table shows the activity within the liability account in the three months ended March 31, 2026 (in thousands):

 

 

 

Period from
December 31, 2025 to
March 31, 2026

 

Liability related to sale of future royalties and milestones - beginning balance

 

$

280,025

 

Non-cash royalty revenue

 

 

(29,145

)

Non-cash interest expense recognized

 

 

13,520

 

Liability related to sale of future royalties and milestones - ending balance

 

 

264,400

 

Less: unamortized transaction costs

 

 

(1,010

)

Liability related to sale of future royalties and milestones, net

 

$

263,390

 
Schedule of Gross Proceeds Allocated to Identified Components

The $75.0 million in gross proceeds was allocated to the identified components as follows (in thousands):

Liability related to sale of future royalties and milestones

 

$

63,879

 

Ligand Warrant

 

 

7,098

 

Purchaser Upsize Option

 

 

4,023

 

Total Ligand Purchase Agreement gross proceeds

 

$

75,000

 
v3.26.1
Accrued Liabilities (Tables)
 3 Months Ended
Mar. 31, 2026
Other Liabilities Disclosure [Abstract]  
Schedule of Accrued Liabilities

Accrued liabilities consisted of the following as of March 31, 2026 and December 31, 2025 (in thousands):

 

 

March 31, 2026

 

 

December 31, 2025

 

Payroll

 

$

9,347

 

 

$

9,026

 

Professional fees

 

 

4,719

 

 

 

4,544

 

Contract manufacturing costs

 

 

9,504

 

 

 

3,399

 

Research services

 

 

7,809

 

 

 

8,148

 

Other

 

 

5,608

 

 

 

9,106

 

Total

 

$

36,987

 

 

$

34,223

 
v3.26.1
Fair Value Measurements (Tables)
 3 Months Ended
Mar. 31, 2026
Fair Value Disclosures [Abstract]  
Schedule of Assets and Liabilities measured at Fair Value

Assets and liabilities measured at fair value are summarized below (in thousands):

Description

 

March 31, 2026

 

 

Quoted Prices in
Active
Markets for
Identical Assets
(Level 1)

 

 

Significant
Other
Observable
Inputs
(Level 2)

 

 

Significant
Unobservable
Inputs
(Level 3)

 

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

Cash equivalents (Note C)

 

$

435

 

 

$

435

 

 

$

—

 

 

$

—

 

Investment in MiNK Therapeutics, Inc.

 

 

22,927

 

 

 

22,927

 

 

 

—

 

 

 

—

 

Long-term investments

 

 

1,088

 

 

 

1,088

 

 

 

—

 

 

 

—

 

Total

 

$

24,450

 

 

$

24,450

 

 

$

—

 

 

$

—

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Description

 

December 31, 2025

 

 

Quoted Prices in
Active
Markets for
Identical Assets
(Level 1)

 

 

Significant
Other
Observable
Inputs
(Level 2)

 

 

Significant
Unobservable
Inputs
(Level 3)

 

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

Cash equivalents (Note C)

 

$

417

 

 

$

417

 

 

$

—

 

 

$

—

 

Related party note receivable

 

 

5,179

 

 

 

—

 

 

 

5,179

 

 

 

—

 

Investment in MiNK Therapeutics, Inc.

 

 

24,277

 

 

 

24,277

 

 

 

—

 

 

 

 

Long-term investments

 

 

1,303

 

 

 

1,303

 

 

 

—

 

 

 

 

Total

 

$

31,176

 

 

$

25,997

 

 

$

5,179

 

 

$

—

 
v3.26.1
Revenue from Contracts with Customers (Tables)
 3 Months Ended
Mar. 31, 2026
Collaboration [Abstract]  
Summary of Disaggregation of Revenue

The following table presents revenue (in thousands) for the three months ended March 31, 2026 and 2025, disaggregated by geographic region and revenue type. Revenue by geographic region is allocated based on the domicile of our respective business operations.

 

 

 

Three Months Ended March 31, 2026

 

 

 

United States

 

 

Rest of World

 

 

Total

 

Revenue Type

 

 

 

 

 

 

 

 

 

Pre-commercial product revenue

 

$

4,591

 

 

$

—

 

 

$

4,591

 

Non-cash royalties

 

 

29,145

 

 

 

—

 

 

 

29,145

 

 

 

$

33,736

 

 

$

—

 

 

$

33,736

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended March 31, 2025

 

Revenue Type

 

 

 

 

 

 

 

 

 

Other services

 

$

—

 

 

$

510

 

 

$

510

 

Non-cash royalties

 

 

23,556

 

 

 

—

 

 

 

23,556

 

 

 

$

23,556

 

 

$

510

 

 

$

24,066

 

 
Schedule of Information about Contract Assets and Contract Liabilities from Contracts with Customers

The following table provides information about contract liabilities from contracts with customers (in thousands):

 

Three Months Ended March 31, 2026

 

Balance at beginning of period

 

 

Additions

 

 

Deductions

 

 

Balance at end of period

 

Contract liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

Deferred revenue

 

$

1,143

 

 

$

—

 

 

$

—

 

 

$

1,143

 
v3.26.1
Share-Based Compensation Plans (Tables)
 3 Months Ended
Mar. 31, 2026
Share-Based Payment Arrangement, Noncash Expense [Abstract]  
Schedule of Stock Option Activity

A summary of option activity for the three months ended March 31, 2026 is presented below:

 

 

Options

 

 

Weighted
Average
Exercise
Price

 

 

Weighted
Average
Remaining
Contractual
Term
(in years)

 

 

Aggregate
Intrinsic
Value

 

Outstanding at December 31, 2025

 

 

5,039,487

 

 

$

25.20

 

 

 

 

 

 

 

Granted

 

 

40,904

 

 

 

3.02

 

 

 

 

 

 

 

Exercised

 

 

—

 

 

 

—

 

 

 

 

 

 

 

Forfeited

 

 

(2,157

)

 

 

8.86

 

 

 

 

 

 

 

Expired

 

 

(125,152

)

 

 

63.58

 

 

 

 

 

 

 

Outstanding at March 31, 2026

 

 

4,953,082

 

 

 

23.90

 

 

 

7.06

 

 

$

1,206,319

 

Vested or expected to vest at March 31, 2026

 

 

4,953,082

 

 

 

23.90

 

 

 

7.06

 

 

$

1,206,319

 

Exercisable at March 31, 2026

 

 

4,545,096

 

 

$

25.11

 

 

 

6.85

 

 

$

1,146,279

 
Summary of Non-vested Stock Activity

A summary of non-vested stock activity for the three months ended March 31, 2026 is presented below:

 

 

Non-vested
Shares

 

 

Weighted
Average
Grant Date
Fair Value

 

Outstanding at December 31, 2025

 

 

19,075

 

 

$

14.91

 

Granted

 

 

422,565

 

 

 

3.32

 

Vested

 

 

(428,045

)

 

 

3.42

 

Forfeited

 

 

—

 

 

 

—

 

Outstanding at March 31, 2026

 

 

13,595

 

 

$

14.18

 
Schedule of Share-Based Compensation Expense

The impact on our results of operations from share-based compensation for the three months ended March 31, 2026 and 2025, was as follows (in thousands):

 

 

Three Months Ended March 31,

 

 

 

2026

 

 

2025

 

Research and development

 

$

219

 

 

$

826

 

General and administrative

 

 

647

 

 

 

2,507

 

Total share-based compensation expense

 

$

866

 

 

$

3,333

 
v3.26.1
Restricted Cash (Tables)
 3 Months Ended
Mar. 31, 2026
Cash and Cash Equivalents [Abstract]  
Schedule of Reconciliation of Cash, Cash Equivalents and Restricted Cash

The following table provides a reconciliation of cash, cash equivalents and restricted cash that sums to the total of the same such amounts shown in the condensed consolidated statements of cash flows (in thousands):

 

 

 

Three Months Ended March 31, 2026

 

 

Three Months Ended March 31, 2025

 

 

 

Beginning of Period

 

 

End of Period

 

 

Beginning of Period

 

 

End of Period

 

Cash and cash equivalents

 

$

2,998

 

 

$

34,996

 

 

$

40,437

 

 

$

18,488

 

Restricted cash

 

 

1,712

 

 

 

1,712

 

 

 

3,634

 

 

 

3,634

 

Cash, cash equivalents and restricted cash

 

$

4,710

 

 

$

36,708

 

 

$

44,071

 

 

$

22,122

 
v3.26.1
Non-controlling Interest (Tables)
 3 Months Ended
Mar. 31, 2026
Noncontrolling Interest [Abstract]  
Schedule Of Approximate Interests In Certain Consolidated Subsidiaries

Non-controlling interest recorded in our condensed consolidated financial statements as of March 31, 2026 and December 31, 2025, relates to the following approximate interests in certain consolidated subsidiaries, which we do not own.

 

 

March 31, 2026

 

 

December 31, 2025

 

SaponiQx, Inc.

 

 

30

%

 

 

30

%
Schedule Of Changes In Non-controlling Interest

Changes in non-controlling interest for the periods ended March 31, 2026 and December 31, 2025, were as follows (in thousands):

 

 

March 31, 2026

 

 

December 31, 2025

 

Beginning balance

 

$

(6,750

)

 

$

19,956

 

 

 

 

 

 

 

 

Net loss attributable to non-controlling interest

 

 

(20

)

 

 

(3,198

)

 

 

 

 

 

 

 

Other items:

 

 

 

 

 

 

Deconsolidation of a subsidiary

 

 

—

 

 

 

(25,037

)

Issuance of subsidiary shares for services

 

 

—

 

 

 

22

 

Issuance of subsidiary shares for employee stock purchase plan and exercise of options

 

 

—

 

 

 

1

 

Subsidiary share-based compensation

 

 

8

 

 

 

1,506

 

Total other items

 

 

8

 

 

 

(23,508

)

 

 

 

 

 

 

 

Ending balance

 

$

(6,762

)

 

$

(6,750

)
v3.26.1
Segment Information (Tables)
 3 Months Ended
Mar. 31, 2026
Geographic Information [Abstract]  
Summary of Selected Financial Information

The following table presents selected financial information related to our single reportable segment for the three months ended March 31, 2026 and 2025 (in thousands):

 

 

Three Months Ended March 31,

 

 

 

2026

 

 

2025

 

Revenues

 

$

33,736

 

 

$

24,066

 

 

 

 

 

 

 

 

Operating expenses:

 

 

 

 

 

 

External expenses

 

 

(10,842

)

 

 

(19,022

)

Payroll related expenses

 

 

(6,895

)

 

 

(12,105

)

Other operating expenses

 

 

(945

)

 

 

(6,250

)

Operating income (loss)

 

 

15,054

 

 

 

(13,311

)

 

 

 

 

 

 

 

Other income (expense):

 

 

 

 

 

 

Interest expense

 

 

(14,690

)

 

 

(12,983

)

Interest income

 

 

21

 

 

 

188

 

Other income (expense)

 

 

38,821

 

 

 

(264

)

Net income (loss)

 

$

39,206

 

 

$

(26,370

)
v3.26.1
Business, Liquidity and Basis of Presentation (Narrative) (Details) - USD ($)
$ in Thousands
 1 Months Ended 3 Months Ended
Jan. 15, 2026
May 07, 2026
Mar. 31, 2026
Mar. 31, 2025
Dec. 31, 2025
Dec. 31, 2024
Product Information [Line Items]            
Twelve-month escrow held     $ 7,500   $ 0  
Cash and cash equivalents     34,996 $ 18,488 2,998 $ 40,437
Research and development expenses     11,822 21,522    
Revenue     33,736 24,066    
Accumulated deficit     2,143,539   $ 2,182,765  
Pre-Commercial Product Revenue [Member]            
Product Information [Line Items]            
Revenue     4,591 $ 0    
Pre-Commercial Product Revenue [Member] | NPPs [Member]            
Product Information [Line Items]            
Revenue     4,600      
CDMOs and CROs [Member]            
Product Information [Line Items]            
Research and development expenses paid during the period     18,000      
At the Market Offerings [Member] | Subsequent Event [Member]            
Product Information [Line Items]            
Proceeds from sale of common stock   $ 11,700        
Purchased Assets | Purchase Agreement            
Product Information [Line Items]            
Consideration received under Asset Purchase Agreement and Securities Purchase Agreement $ 111,300          
MiNK Therapeutics, Inc.            
Product Information [Line Items]            
Receipt of payment of related party note receivable     5,200      
Zydus Lifesciences Ltd | Zydus Agreements [Member]            
Product Information [Line Items]            
Cash consideration received 91,000   91,000      
Transaction expenses 5,800   5,800      
Twelve-month escrow held 7,500   $ 7,500      
Zydus Lifesciences Ltd | Securities Purchase Agreement            
Product Information [Line Items]            
Cash consideration received 7,200          
Zydus Lifesciences Ltd | Purchased Assets | Zydus Agreements [Member]            
Product Information [Line Items]            
Cash consideration received $ 71,400          
v3.26.1
Net Income (Loss) Per Share (Schedule of Basic And Diluted Net Income (Loss) Per Share) (Details) - USD ($)
$ / shares in Units, shares in Thousands, $ in Thousands
 3 Months Ended
Mar. 31, 2026
Mar. 31, 2025
Amounts used for basic and diluted per share calculations:    
Net income (loss) attributable to Agenus Inc. common stockholders $ 39,172 $ (25,320)
Weighted average number of Agenus Inc. common shares outstanding - basic 37,941 24,469
Effect of potentially dilutive securities:    
Share based compensation awards 341 0
Warrants 3 0
Weighted average number of Agenus Inc. common shares outstanding - diluted 38,285 24,469
Net income (loss) attributable to Agenus Inc. per common share:    
Basic $ 1.03 $ (1.03)
Diluted $ 1.02 $ (1.03)
v3.26.1
Net Income (Loss) Per Share (Schedule of Anti-dilutive Securities Excluded from Computation of Diluted Weighted Average Shares Outstanding) (Details) - shares
 3 Months Ended
Mar. 31, 2026
Mar. 31, 2025
Warrants [Member]    
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]    
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount 1,029,000 1,032,000
Employee Stock Option [Member]    
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]    
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount 4,622,000 5,193,000
Non-vested Shares [Member]    
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]    
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount 4,000 44,000
Series A-1 convertible preferred stock [Member]    
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]    
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount 17,000 17,000
v3.26.1
Cash Equivalents (Schedule of Cash Equivalents) (Details) - USD ($)
$ in Thousands
Mar. 31, 2026
Dec. 31, 2025
Mar. 31, 2025
Dec. 31, 2024
Cash And Cash Equivalents [Line Items]        
Cash equivalents $ 34,996 $ 2,998 $ 18,488 $ 40,437
Cost [Member]        
Cash And Cash Equivalents [Line Items]        
Cash equivalents 435 417    
Cost [Member] | Institutional Money Market Funds [Member]        
Cash And Cash Equivalents [Line Items]        
Cash equivalents 435 417    
Estimated Fair Value [Member]        
Cash And Cash Equivalents [Line Items]        
Cash equivalents 435 417    
Estimated Fair Value [Member] | Institutional Money Market Funds [Member]        
Cash And Cash Equivalents [Line Items]        
Cash equivalents $ 435 $ 417    
v3.26.1
Acquired Intangible Assets (Acquired Intangible Assets) (Details) - USD ($)
$ in Thousands
 3 Months Ended 12 Months Ended
Mar. 31, 2026
Dec. 31, 2025
Finite-Lived Intangible Assets [Line Items]    
Intangible Assets, Gross (Excluding Goodwill) $ 20,362 $ 20,362
Accumulated amortization (17,403) (17,325)
Net carrying amount 2,959 3,037
Indefinite-lived Intangible Assets Acquired 2,057 2,057
Intellectual Property [Member]    
Finite-Lived Intangible Assets [Line Items]    
Gross carrying amount 16,841 16,841
Accumulated amortization (15,939) (15,861)
Net carrying amount $ 902 $ 980
Intellectual Property [Member] | Minimum [Member]    
Finite-Lived Intangible Assets [Line Items]    
Amortization period (years) 7 years 7 years
Intellectual Property [Member] | Maximum [Member]    
Finite-Lived Intangible Assets [Line Items]    
Amortization period (years) 15 years 15 years
Trademarks [Member]    
Finite-Lived Intangible Assets [Line Items]    
Gross carrying amount $ 882 $ 882
Accumulated amortization (882) (882)
Net carrying amount $ 0 $ 0
Trademarks [Member] | Minimum [Member]    
Finite-Lived Intangible Assets [Line Items]    
Amortization period (years) 4 years 4 years
Trademarks [Member] | Maximum [Member]    
Finite-Lived Intangible Assets [Line Items]    
Amortization period (years) 4 years 6 months 4 years 6 months
Other [Member]    
Finite-Lived Intangible Assets [Line Items]    
Gross carrying amount $ 582 $ 582
Accumulated amortization (582) (582)
Net carrying amount $ 0 $ 0
Other [Member] | Minimum [Member]    
Finite-Lived Intangible Assets [Line Items]    
Amortization period (years) 2 years 2 years
Other [Member] | Maximum [Member]    
Finite-Lived Intangible Assets [Line Items]    
Amortization period (years) 7 years 7 years
v3.26.1
Acquired Intangible Assets (Narrative) (Details)
 3 Months Ended
Mar. 31, 2026
USD ($)
Goodwill and Intangible Assets Disclosure [Abstract]  
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life 9 years
Finite-Lived Intangible Assets, Estimated Amortization Expense, Remainder of 2026 $ 200,000
Finite-Lived Intangible Assets, Estimated Amortization Expense, December 31, 2027 300,000
Finite-Lived Intangible Assets, Estimated Amortization Expense, December 31, 2028 300,000
Finite-Lived Intangible Assets, Estimated Amortization Expense, December 31, 2029 $ 39,000
v3.26.1
Investment in MiNK Therapeutics, Inc. (Narrative) (Details) - USD ($)
$ in Thousands
Mar. 31, 2026
Dec. 31, 2025
Jul. 31, 2025
Schedule of Equity Method Investments [Line Items]      
Equity method investment in MiNK Therapeutics, Inc. $ 22,927 $ 24,277  
MiNK Therapeutics, Inc.      
Schedule of Equity Method Investments [Line Items]      
Ownership percentage 44.00%   50.00%
Fair value of equity investment $ 22,900    
Investment and receivable balance from related parties $ 38,700    
Investment percentage of asset balance 20.00%    
v3.26.1
Investment in MiNK Therapeutics, Inc. - Summarized Balance Sheet Information and Results of Operations (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2026
Mar. 31, 2025
Dec. 31, 2025
Investment Company, Nonconsolidated Subsidiary [Line Items]      
Current assets $ 95,284   $ 133,436
Current liabilities 249,237   $ 323,489
Net loss attributable to Agenus 39,206 $ (26,370)  
MiNK Therapeutics, Inc.      
Investment Company, Nonconsolidated Subsidiary [Line Items]      
Current assets 10,022    
Non-current assets 355    
Current liabilities 7,287    
Non-current liabilities 15,776    
Net loss (2,742)    
Net loss attributable to Agenus $ (1,206)    
v3.26.1
Debt - Schedule of Debt Obligations (Details) - USD ($)
$ in Thousands
Mar. 31, 2026
Dec. 31, 2025
Debt Instrument [Line Items]    
Total $ 30,531 $ 45,500
Unamortized Debt Discount (338) (845)
Current Portion 30,193 44,655
Total 30,193 44,655
2015 Subordinated Notes [Member]    
Debt Instrument [Line Items]    
Current Portion 5,087 10,500
Unamortized Debt Discount (70) (147)
Current Portion 5,017 10,353
Promissory Note [Member]    
Debt Instrument [Line Items]    
Current Portion 24,750 24,750
Unamortized Debt Discount (268) (698)
Current Portion 24,482 24,052
Other [Member]    
Debt Instrument [Line Items]    
Current Portion 548 104
Current Portion 548 104
Zydus Promissory Note [Member]    
Debt Instrument [Line Items]    
Current Portion   10,000
Current Portion   10,000
Debentures [Member]    
Debt Instrument [Line Items]    
Current Portion 146 146
Current Portion $ 146 $ 146
v3.26.1
Debt (Narrative) (Details) - USD ($)
$ in Thousands
Jan. 15, 2026
Mar. 31, 2026
Dec. 31, 2025
Debt Instrument [Line Items]      
Principal amount of outstanding debt   $ 30,531 $ 45,500
Senior Subordinated Notes [Member] | Purchase Agreement and SPA [Member] | Notes 2015 [Member]      
Debt Instrument [Line Items]      
Repayment of debt $ 5,400    
Zydus Promissory Note [Member] | Purchase Agreement and SPA [Member]      
Debt Instrument [Line Items]      
Debt instrument, forgiven amount 7,000    
Repayment of debt 3,000    
Gain on extinguishment of debt $ 7,000    
v3.26.1
Liability Related to the Sale of Future Royalties and Milestones (Schedule of Liability Account) (Details)
$ in Thousands
 3 Months Ended
Mar. 31, 2026
USD ($)
Liability Related To Sale Of Future Royalties And Milestones [Abstract]  
Liability related to sale of future royalties and milestones - beginning balance $ 280,025
Non-cash royalty revenue (29,145)
Non-cash interest expense recognized 13,520
Liability related to sale of future royalties and milestones - ending balance 264,400
Less: unamortized transaction costs (1,010)
Liability related to sale of future royalties and milestones, net $ 263,390
v3.26.1
Liability Related to the Sale of Future Royalties and Milestones (Narrative) (Details) - USD ($)
$ / shares in Units, $ in Thousands
 1 Months Ended 3 Months Ended
Jan. 19, 2018
May 31, 2024
Mar. 31, 2026
Jan. 31, 2026
Dec. 31, 2025
Liability Related To Sale Of Future Royalties And Milestones [Line Items]          
Non-cash royalty revenue recognized     $ 29,145    
Non-cash interest expense     13,520    
Amendment Agreement [Member] | Ligand Warrant [Member]          
Liability Related To Sale Of Future Royalties And Milestones [Line Items]          
Warrants, exercise price       $ 7.5 $ 17.3
HCR [Member] | GSK Agreements [Member] | Royalty Purchase Agreement [Member]          
Liability Related To Sale Of Future Royalties And Milestones [Line Items]          
Percentage of purchase of worldwide rights to receive royalties 100.00%        
Gross proceeds received for royalty rights $ 190,000        
Non-cash royalty revenue recognized     29,100    
Non-cash interest expense     $ 8,700    
Effective annual interest rate     (20.00%)    
Prospective effective annual interest rate     24.10%    
Ligand Pharmaceuticals Incorporated [Member] | Common Stock [Member]          
Liability Related To Sale Of Future Royalties And Milestones [Line Items]          
Warrants issued to purchase shars of common stock   867,052      
Warrants, exercise price   $ 17.3      
Ligand Pharmaceuticals Incorporated [Member] | Purchase Agreement [Member]          
Liability Related To Sale Of Future Royalties And Milestones [Line Items]          
Non-cash interest expense     $ 4,900    
Effective annual interest rate     21.00%    
Liability related to sale of future royalties and milestones     $ 63,879    
Prospective effective annual interest rate     21.40%    
Percentage of synthetic royalty on worldwide net sales of purchased assets   2.625%      
Percentage reduction in amounts payable upon overall payments due exceeding specified return hurdle   50.00%      
Percentage increase in synthetic royalty based on certain future events   1.00%      
Consideration on sale of purchased assets gross   $ 75,000      
Reimbursable expenses   900      
Time-based option to invest, additional amount   $ 25,000      
Gross proceeds from purchase agreement     $ 75,000    
Ligand Pharmaceuticals Incorporated [Member] | Covered License Agreements [Member] | Purchase Agreement [Member]          
Liability Related To Sale Of Future Royalties And Milestones [Line Items]          
Percentage of sale of development, regulatory and commercial milestone payments eligible to receive   31.875%      
Percentage of royalties receipts   18.75%      
v3.26.1
Liability Related to the Sale of Future Royalties and Milestones - Schedule of Gross Proceeds Allocated to Identified Components (Details) - Litigand [Member] - Purchase and Sale Agreement [Member]
$ in Thousands
 3 Months Ended
Mar. 31, 2026
USD ($)
Liability Related To Sale Of Future Royalties And Milestones [Line Items]  
Liability related to sale of future royalties and milestones $ 63,879
Ligand Warrant 7,098
Purchaser Upsize Option 4,023
Total Ligand Purchase Agreement gross proceeds $ 75,000
v3.26.1
Accrued Liabilities (Schedule of Accrued Liabilities) (Details) - USD ($)
$ in Thousands
Mar. 31, 2026
Dec. 31, 2025
Accrued Liabilities, Current [Abstract]    
Payroll $ 9,347 $ 9,026
Professional fees 4,719 4,544
Contract manufacturing costs 9,504 3,399
Research services 7,809 8,148
Other 5,608 9,106
Total $ 36,987 $ 34,223
v3.26.1
Fair Value Measurements (Schedule of Assets and Liabilities Measured at Fair Value) (Details) - USD ($)
$ in Thousands
Mar. 31, 2026
Dec. 31, 2025
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]    
Cash equivalents $ 435 $ 417
Related party note receivable   5,179
Investment in MiNK Therapeutics, Inc. 22,927 24,277
Long-term investments 1,088 1,303
Total 24,450 31,176
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]    
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]    
Cash equivalents 435 417
Related party note receivable   0
Investment in MiNK Therapeutics, Inc. 22,927 24,277
Long-term investments 1,088 1,303
Total 24,450 25,997
Significant Other Observable Inputs (Level 2) [Member]    
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]    
Cash equivalents 0 0
Related party note receivable   5,179
Investment in MiNK Therapeutics, Inc. 0 0
Long-term investments 0 0
Total 0 5,179
Significant Unobservable Inputs (Level 3) [Member]    
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]    
Cash equivalents 0 0
Related party note receivable   0
Investment in MiNK Therapeutics, Inc. 0  
Long-term investments 0  
Total $ 0 $ 0
v3.26.1
Fair Value Measurements (Narrative) (Details) - USD ($)
$ in Thousands
Mar. 31, 2026
Dec. 31, 2025
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]    
Long-term Debt, Gross $ 30,531 $ 45,500
Level 2 [Member]    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]    
Debt Instrument, Fair Value Disclosure $ 31,000 $ 45,700
v3.26.1
Revenue from Contracts with Customers (Narrative) (Details) - USD ($)
 1 Months Ended 3 Months Ended
Jan. 31, 2026
Mar. 31, 2026
Mar. 31, 2025
Disaggregation of Revenue [Line Items]      
Revenues   $ 33,736,000 $ 24,066,000
Capitalized contract , cost   0  
Contract Assets [Member]      
Disaggregation of Revenue [Line Items]      
Asset impairment charges   0  
Zydus License Agreement | License Agreement [Member]      
Disaggregation of Revenue [Line Items]      
Revenues   0  
Percentage of royalty on net sales in exchage for license 5.00%    
License agreement period 10 years    
Pre-Commercial Product Revenue [Member]      
Disaggregation of Revenue [Line Items]      
Revenues   4,591,000 $ 0
Reduction in revenue   1,300,000  
Pre-Commercial Product Revenue [Member] | AAC Program [Member]      
Disaggregation of Revenue [Line Items]      
Revenues   4,600,000  
Pre-Commercial Product Revenue [Member] | NPPs [Member]      
Disaggregation of Revenue [Line Items]      
Revenues   $ 4,600,000  
v3.26.1
Revenue from Contracts with Customers (Summary of Disaggregation of Revenue) (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2026
Mar. 31, 2025
Disaggregation Of Revenue [Line Items]    
Revenue $ 33,736 $ 24,066
Pre-Commercial Product Revenue [Member]    
Disaggregation Of Revenue [Line Items]    
Revenue 4,591 0
Other services [Member]    
Disaggregation Of Revenue [Line Items]    
Revenue   510
Non-cash royalties [Member]    
Disaggregation Of Revenue [Line Items]    
Revenue 29,145 23,556
United States [Member]    
Disaggregation Of Revenue [Line Items]    
Revenue 33,736 23,556
United States [Member] | Pre-Commercial Product Revenue [Member]    
Disaggregation Of Revenue [Line Items]    
Revenue 4,591  
United States [Member] | Non-cash royalties [Member]    
Disaggregation Of Revenue [Line Items]    
Revenue $ 29,145 23,556
Rest of World [Member]    
Disaggregation Of Revenue [Line Items]    
Revenue   510
Rest of World [Member] | Other services [Member]    
Disaggregation Of Revenue [Line Items]    
Revenue   $ 510
v3.26.1
Revenue from Contracts with Customers (Schedule of Information about Contract Assets and Contract Liabilities from Contracts with Customers) (Details)
$ in Thousands
 3 Months Ended
Mar. 31, 2026
USD ($)
Contract with Customer, Contract Asset, Contract Liability, and Receivable [Abstract]  
Deferred revenue, Beginning Balance $ 1,143
Deferred revenue, Additions 0
Deferred revenue, Deductions 0
Deferred revenue, Ending Balance $ 1,143
v3.26.1
Share-Based Compensation Plans (Narrative) (Details) - USD ($)
$ / shares in Units, $ in Millions
 3 Months Ended
Mar. 31, 2026
Mar. 31, 2025
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]    
Weighted average grant-date fair value of options granted $ 2.43 $ 2.61
Shares issued from vesting of non vested stock 428,045  
Employee Stock Option [Member]    
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]    
Unrecognized share-based compensation expense $ 2.0  
Unrecognized share-based compensation expense, weighted average period 1 year 3 months 18 days  
Restricted Stock [Member]    
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]    
Unrecognized share-based compensation expense, Other than option $ 0.1  
Unrecognized share-based compensation expense, weighted average period, Other than option 9 months 18 days  
2009 EIP [Member]    
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]    
Deferred Compensation Arrangement with Individual, Maximum Contractual Term 10 years  
2009 EIP [Member] | Minimum [Member]    
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]    
Vesting period 3 years  
2009 EIP [Member] | Maximum [Member]    
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]    
Vesting period 4 years  
2019 ESPP [Member]    
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]    
Shares issued under ESPP 20,528  
v3.26.1
Share-Based Compensation Plans (Schedule of Stock Option Activity) (Details)
 3 Months Ended
Mar. 31, 2026
USD ($)
$ / shares
shares
Share-Based Payment Arrangement, Noncash Expense [Abstract]  
Options Outstanding, Beginning Balance | shares 5,039,487
Options Granted | shares 40,904
Options Forfeited | shares (2,157)
Options Expired | shares (125,152)
Options Outstanding, Ending Balance | shares 4,953,082
Options Vested or expected to vest | shares 4,953,082
Options Exercisable | shares 4,545,096
Options Outstanding, Weighted Average Exercise Price, Beginning Balance | $ / shares $ 25.2
Options Granted, Weighted Average Exercise Price | $ / shares 3.02
Options Forfeited, Weighted Average Exercise Price | $ / shares 8.86
Options Expired, Weighted Average Exercise Price | $ / shares 63.58
Options Outstanding, Weighted Average Exercise Price, Ending Balance | $ / shares 23.9
Options Vested or expected to vest, Weighted Average Exercise Price | $ / shares 23.9
Options Exercisable, Weighted Average Exercise Price | $ / shares $ 25.11
Options Outstanding, Weighted Average Remaining Contractual Term 7 years 21 days
Options Vested or expected to vest, Weighted Average Remaining Contractual Term 7 years 21 days
Options Exercisable, Weighted Average Remaining Contractual Term 6 years 10 months 6 days
Options Outstanding, Aggregate Intrinsic Value | $ $ 1,206,319
Options Vested or expected to vest, Aggregate Intrinsic Value | $ 1,206,319
Options Exercisable, Aggregate Intrinsic Value | $ $ 1,146,279
v3.26.1
Share-Based Compensation Plans (Summary of Non-vested Stock Activity) (Details)
 3 Months Ended
Mar. 31, 2026
$ / shares
shares
Share-Based Payment Arrangement, Noncash Expense [Abstract]  
Non-vested Shares Outstanding, Beginning Balance | shares 19,075
Non-vested Shares Granted | shares 422,565
Non-vested Shares Vested | shares (428,045)
Non-vested Shares Outstanding, Ending Balance | shares 13,595
Non-vested Shares Outstanding, Weighted Average Grant Date Fair Value, Beginning Balance | $ / shares $ 14.91
Non-vested Shares Granted, Weighted Average Grant Date Fair Value | $ / shares 3.32
Non-vested Shares Vested, Weighted Average Grant Date Fair Value | $ / shares 3.42
Non-vested Shares Outstanding, Weighted Average Grant Date Fair Value, Ending Balance | $ / shares $ 14.18
v3.26.1
Share-Based Compensation Plans (Schedule of Share-Based Compensation Expense) (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2026
Mar. 31, 2025
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]    
Share-based compensation expense $ 866 $ 3,333
Research and Development [Member]    
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]    
Share-based compensation expense 219 826
General and Administrative [Member]    
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]    
Share-based compensation expense $ 647 $ 2,507
v3.26.1
Restricted Cash (Narrative) (Details) - USD ($)
$ in Thousands
Mar. 31, 2026
Dec. 31, 2025
Mar. 31, 2025
Dec. 31, 2024
Cash and Cash Equivalents [Abstract]        
Restricted cash $ 1,712 $ 1,712 $ 3,634 $ 3,634
v3.26.1
Restricted Cash (Schedule of Reconciliation of Cash, Cash Equivalents and Restricted Cash) (Details) - USD ($)
$ in Thousands
Mar. 31, 2026
Dec. 31, 2025
Mar. 31, 2025
Dec. 31, 2024
Cash and Cash Equivalents [Abstract]        
Cash and cash equivalents $ 34,996 $ 2,998 $ 18,488 $ 40,437
Restricted cash 1,712 1,712 3,634 3,634
Cash, cash equivalents and restricted cash $ 36,708 $ 4,710 $ 22,122 $ 44,071
v3.26.1
Equity (Narrative) (Details) - USD ($)
$ / shares in Units, $ in Thousands
 3 Months Ended
Jan. 15, 2026
Mar. 31, 2026
Mar. 31, 2025
Jan. 31, 2026
Dec. 31, 2025
Dec. 29, 2025
Aug. 08, 2024
May 06, 2024
Class Of Stock [Line Items]                
Common stock, preferred stock, warrants, debt securities and units     $ 398          
Common stock proceeds value   $ 996 6,343          
Common stock, shares issued   38,521,761     35,320,397      
Common Stock [Member]                
Class Of Stock [Line Items]                
Common stock proceeds value   $ 3 $ 28          
Medpace, Inc [Member]                
Class Of Stock [Line Items]                
Common stock, shares issued           1,318,084    
Zynext Ventures USA LLC [Member]                
Class Of Stock [Line Items]                
Common stock proceeds value   6,423            
Zynext Ventures USA LLC [Member] | Common Stock [Member]                
Class Of Stock [Line Items]                
Common stock proceeds value   21            
B. Riley FBR, Inc. [Member] | New Sales Agreement [Member]                
Class Of Stock [Line Items]                
Common stock, preferred stock, warrants, debt securities and units   $ 300,000            
At Market Issuance Sales Agreement [Member] | New Sales Agreement [Member]                
Class Of Stock [Line Items]                
Shares sold at the market, shares             13,834,015  
At Market Issuance Sales Agreement [Member] | B. Riley FBR, Inc. [Member] | New Sales Agreement [Member]                
Class Of Stock [Line Items]                
Shares sold at the market, shares   6,725,642            
Net proceeds from issuance of common stock   $ 1,000            
Number of shares issued in transaction   284,000            
Ligand Purchase Agreement [Member] | Common Stock [Member]                
Class Of Stock [Line Items]                
Warrants, exercise price       $ 7.5       $ 17.3
Zydus Asset Purchase Agreement [Member]                
Class Of Stock [Line Items]                
Number of shares issued in transaction 2,133,333              
Common stock proceeds value $ 7,200              
Zydus Asset Purchase Agreement [Member] | Medpace, Inc [Member] | Common Stock [Member]                
Class Of Stock [Line Items]                
Common Stock, Shares, Returned       1,318,084        
v3.26.1
Non-controlling Interest - Schedule Of Approximate Interests In Certain Consolidated Subsidiaries (Details)
Mar. 31, 2026
Dec. 31, 2025
SaponiQx, Inc.    
Minority Interest [Line Items]    
Percentage of Non-controlling interest 30.00% 30.00%
v3.26.1
Non-controlling Interest - Schedule Of Changes In Non-controlling Interest (Details) - USD ($)
$ in Thousands
 3 Months Ended 12 Months Ended
Mar. 31, 2026
Mar. 31, 2025
Dec. 31, 2025
Minority Interest [Line Items]      
Beginning balance $ (277,861) $ (306,424) $ (306,424)
Net loss attributable to non-controlling interest (20) (1,104)  
Share-based compensation 774 3,184  
Ending balance (227,983) (322,398) (277,861)
Non-controlling Interest [Member]      
Minority Interest [Line Items]      
Beginning balance (6,750) 19,956 19,956
Net loss attributable to non-controlling interest (20)   (3,198)
Deconsolidation of a subsidiary     (25,037)
Issuance of subsidiary shares for services     22
Issuance of subsidiary shares for employee stock purchase plan and exercise of options     1
Share-based compensation 8 597 1,506
Total other items 8   (23,508)
Ending balance $ (6,762) $ 19,450 $ (6,750)
v3.26.1
Related Party Transactions (Narrative) (Details) - USD ($)
 1 Months Ended 3 Months Ended
Feb. 12, 2024
Jan. 31, 2026
Mar. 31, 2026
Mar. 31, 2025
Related Party Transaction [Line Items]        
Operating expenses     $ 15,054,000 $ (13,311,000)
MiNK Therapeutics, Inc.        
Related Party Transaction [Line Items]        
Repayment of debt   $ 5,200,000    
Due from related parties     15,800,000  
Dr. Jennifer Buell        
Related Party Transaction [Line Items]        
Related party expenses incurred     $ 4,000 $ 97,000
Agenus Inc.        
Related Party Transaction [Line Items]        
Period of license agreement     3 years  
Related party transaction, description     MiNK may terminate the Assignment and License Agreement without cause upon 90 days’ prior written notice to us. Either party may terminate if there has been a material breach which has not been cured within 90 days (or 45 days for breach of payment obligations) of receiving such notice.  
Terminate license agreement period     90 days  
Period for breach of payment obligations     45 days  
Operating expenses     $ 162,000  
Agenus Inc. | Convertible promissory note | Purchase Agreement [Member]        
Related Party Transaction [Line Items]        
Convertible debt, annual interest rate 2.00%      
Convertible debt, interest rate terms     Interest accrued and was not payable until converted or paid in connection with the repayment in full of the principal amount of the Note. The Note provided that MiNK would pay us, on request, the principal amount outstanding, together with any unpaid interest, on or after January 1, 2026  
Convertible debt issued, principal amount $ 5,000,000      
Agenus Inc. | New intercompany service agreement        
Related Party Transaction [Line Items]        
Percentage of service cost     10.00%  
Service agreement notice period     60 days  
Agenus Inc. | Individual services        
Related Party Transaction [Line Items]        
Service agreement notice period     30 days  
v3.26.1
Segment Information (Narrative) (Details)
 3 Months Ended
Mar. 31, 2026
Segment
Segment Reporting [Abstract]  
Number of operating segments 2
Number of reportable segment 1
Segment Reporting, CODM, Profit (Loss) Measure, How Used, Description Our CODM evaluates company performance based on net loss, as included in the Consolidated Statements of Operations and Comprehensive Loss, ensuring resource allocation decisions support company goals. The measure of segment assets is total assets, as included in the Condensed Consolidated Balance Sheets.
Segment Reporting, CODM, Individual Title and Position or Group Name [Extensible Enumeration] srt:ChiefExecutiveOfficerMember
v3.26.1
Segment Information - Summary of Selected Financial Information (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2026
Mar. 31, 2025
Segment Reporting [Abstract]    
Revenues $ 33,736 $ 24,066
Operating expenses:    
External expenses (10,842) (19,022)
Payroll related expenses (6,895) (12,105)
Other operating expenses (945) (6,250)
Operating income (loss) 15,054 (13,311)
Other income (expense):    
Interest expense (14,690) (12,983)
Interest income 21 188
Other income (expense) 38,821 (264)
Net income (loss) $ 39,206 $ (26,370)
v3.26.1
Sale of Manufacturing Facilities to Zydus (Narrative) (Details) - USD ($)
$ / shares in Units, $ in Thousands
 3 Months Ended
Jan. 15, 2026
Mar. 31, 2026
Mar. 31, 2025
Dec. 31, 2025
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]        
Gain on Zydus asset sale   $ (40,379) $ 0  
Twelve-month escrow held   7,500   $ 0
Zydus transaction contract assets   40,000   $ 0
Purchase Agreement [Member]        
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]        
Gain on Zydus asset sale   (40,400)    
Purchased assets carrying value net $ 70,900      
Purchase Agreement [Member] | Zydus Lifesciences Ltd [Member]        
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]        
Consideration allocated to sale of asset $ 8,800      
License Agreement [Member] | Zydus Pharmaceuticals Inc [Member]        
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]        
Percentage of royalty on net sales in exchage for license 5.00%      
License agreement period 10 years      
Securities Purchase Agreement [Member] | Zydus Lifesciences Ltd [Member]        
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]        
Cash consideration received $ 7,200      
Securities Purchase Agreement [Member] | Zynext Ventures USA LLC [Member]        
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]        
Number of shares issued in transaction 2,133,333      
Consideration received in transaction $ 16,000      
Sale price per share $ 7.5      
Zydus Agreements [Member] | Zydus Lifesciences Ltd [Member]        
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]        
Cash consideration received $ 91,000 91,000    
Transaction expenses 5,800 5,800    
Twelve-month escrow held 7,500 7,500    
Purchased Assets [Member] | Purchase Agreement [Member]        
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]        
Total consideration 111,300      
Purchased Assets [Member] | Purchase Agreement [Member] | Zydus Pharmaceuticals Inc [Member]        
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]        
Asset purchase, contingent consideration amount 50,000      
Non-cash contingent service consideration 50,000      
Estimated first potential payment received as consideration   20,000    
Estimated second potential payment received as consideration   20,000    
Estimated aggregate of two potential payment received as consideration   40,000    
Non-cash consideration excluded from transaction price   $ 10,000    
Purchased Assets [Member] | Zydus Agreements [Member] | Zydus Lifesciences Ltd [Member]        
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]        
Cash consideration received $ 71,400      
v3.26.1
Contingencies (Narrative) (Details)
 3 Months Ended
Mar. 31, 2026
Action
Commitments and Contingencies Disclosure [Abstract]  
Number of derivative actions 4
v3.26.1
Subsequent Events (Narrative) (Details) - USD ($)
$ in Millions
 1 Months Ended
May 07, 2026
Mar. 31, 2026
Dec. 31, 2025
Subsequent Event [Line Items]      
Common stock shares sold   38,521,761 35,320,397
Subsequent Event [Member] | At the Market Offerings [Member]      
Subsequent Event [Line Items]      
Proceeds from sale of common stock $ 11.7