NATERA, INC., 10-K filed on 2/27/2026
Annual Report
v3.25.4
Document and Entity Information - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2025
Feb. 20, 2026
Jun. 30, 2025
Document and Entity Information      
Document Type 10-K    
Document Annual Report true    
Document Transition Report false    
Document Period End Date Dec. 31, 2025    
Entity File Number 001-37478    
Entity Registrant Name NATERA, INC.    
Entity Incorporation, State or Country Code DE    
Entity Tax Identification Number 01-0894487    
Entity Address, Address Line One 13011 McCallen Pass    
Entity Address, Address Line Two Building A Suite 100    
Entity Address, City or Town Austin    
Entity Address, State or Province TX    
Entity Address, Postal Zip Code 78753    
City Area Code 650    
Local Phone Number 980-9190    
Title of 12(b) Security Common Stock, par value $0.0001 per share    
Trading Symbol NTRA    
Security Exchange Name NASDAQ    
Entity Well-known Seasoned Issuer Yes    
Entity Voluntary Filers No    
Entity Current Reporting Status Yes    
Entity Interactive Data Current Yes    
Entity Filer Category Large Accelerated Filer    
Entity Small Business false    
Entity Emerging Growth Company false    
ICFR Auditor Attestation Flag true    
Document Financial Statement Error Correction [Flag] false    
Entity Shell Company false    
Entity Public Float     $ 21,830
Entity Common Stock, Shares Outstanding   141,731,250  
Entity Central Index Key 0001604821    
Current Fiscal Year End Date --12-31    
Document Fiscal Year Focus 2025    
Document Fiscal Period Focus FY    
Amendment Flag false    
Auditor Name Ernst & Young LLP    
Auditor Location San Jose, California    
Auditor Firm ID 42    
v3.25.4
Consolidated Balance Sheets - USD ($)
$ in Thousands
Dec. 31, 2025
Dec. 31, 2024
Current assets:    
Cash, cash equivalents and restricted cash $ 1,076,140 $ 945,587
Short-term investments   22,689
Accounts receivable, net of allowance of $8,018 in 2025 and $7,259 in 2024 296,528 314,165
Inventory 68,443 44,744
Prepaid expenses and other current assets, net 55,828 48,635
Total current assets 1,496,939 1,375,820
Property and equipment, net 241,184 162,046
Operating lease right-of-use assets 108,541 86,149
Goodwill 141,070  
Intangible assets 373,713 10,933
Other assets 36,897 25,787
Total assets 2,398,344 1,660,735
Current liabilities:    
Accounts payable 33,156 34,922
Accrued compensation 92,603 62,114
Contingent consideration payable, current portion 21,580  
Deferred revenue, current portion 24,907 19,754
Short-term debt financing 80,323 80,362
Other accrued liabilities 188,659 146,893
Total current liabilities 441,228 344,045
Contingent consideration payable, long-term portion 96,780  
Deferred tax liability, long-term portion 701  
Operating lease liabilities, long-term portion 118,473 96,588
Deferred revenue, long-term portion 17,062 16,838
Other liabilities 11,687 7,844
Total liabilities 685,931 465,315
Commitments and contingencies (Note 10)
Stockholders' equity:    
Common stock, $0.0001 par value: 750,000 shares authorized at both December 31, 2025 and 2024; 139,693 and 132,646 shares issued and outstanding at December 31, 2025 and 2024, respectively 14 12
Additional paid-in capital 4,488,679 3,763,614
Accumulated deficit (2,776,022) (2,567,862)
Accumulated other comprehensive loss (258) (344)
Total stockholders' equity 1,712,413 1,195,420
Total liabilities and stockholders' equity $ 2,398,344 $ 1,660,735
v3.25.4
Consolidated Balance Sheets (Parenthetical) - USD ($)
$ in Thousands
Dec. 31, 2025
Dec. 31, 2024
Consolidated Balance Sheets    
Allowances on accounts receivable $ 8,018 $ 7,259
Common stock, par value (in dollars per share) $ 0.0001 $ 0.0001
Common stock, shares authorized 750,000,000 750,000,000
Common stock, shares issued 139,693,000 132,646,000
Common stock, shares outstanding 139,693,000 132,646,000
v3.25.4
Consolidated Statements of Operations and Comprehensive Loss - USD ($)
shares in Thousands, $ in Thousands
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Revenues      
Total revenues $ 2,306,113 $ 1,696,911 $ 1,082,571
Cost and expenses      
Research and development 624,110 404,138 320,678
Selling, general and administrative 1,177,261 841,314 618,307
Amortization of acquired intangible assets 1,720    
Total cost and expenses 2,616,024 1,919,205 1,528,816
Loss from operations (309,911) (222,294) (446,245)
Interest expense (4,069) (10,685) (12,638)
Interest and other income, net 45,891 43,248 24,353
Loss before income taxes (268,089) (189,731) (434,530)
Income tax benefit (expense) 59,929 (695) (271)
Net loss (208,160) (190,426) (434,801)
Unrealized gain on available-for-sale securities and foreign currency translation adjustment 86 2,741 13,277
Comprehensive loss $ (208,074) $ (187,685) $ (421,524)
Net loss per share (Note 15):      
Basic (in dollars per share) $ (1.52) $ (1.53) $ (3.78)
Diluted (in dollars per share) $ (1.52) $ (1.53) $ (3.78)
Weighted-average number of shares used in computing basic and diluted net loss per share:      
Basic (in shares) 136,721 124,718 114,997
Diluted (in shares) 136,721 124,718 114,997
Product      
Revenues      
Total revenues $ 2,295,820 $ 1,685,074 $ 1,068,522
Cost and expenses      
Cost of revenues 810,627 672,304 588,564
Licensing and other      
Revenues      
Total revenues 10,293 11,837 14,049
Cost and expenses      
Cost of revenues $ 2,306 $ 1,449 $ 1,267
v3.25.4
Consolidated Statements of Stockholders' Equity - USD ($)
$ in Thousands
Common stock
Additional Paid-in Capital
Accumulated Deficit
Accumulated Other Comprehensive Income (Loss)
Total
Balance at Dec. 31, 2022 $ 11 $ 2,664,730 $ (1,942,635) $ (16,362) $ 705,744
Balance (in shares) at Dec. 31, 2022 111,255,000        
Issuance of common stock upon exercise of stock options   3,892     3,892
Issuance of common stock upon exercise of stock options (in shares) 298,000        
Issuance of common stock under the employee stock purchase plan   15,128     15,128
Issuance of common stock under the employee stock purchase plan (in shares) 392,000        
Issuance of common stock for IPR&D milestone   14,435     14,435
Issuance of common stock for IPR&D milestone (in shares) 336,000        
Issuance of common stock for bonuses   19,774     19,774
Issuance of common stock for bonuses (in shares) 349,000        
Vesting of restricted stock (in shares) 2,401,000        
Stock based compensation   192,437     192,437
Unrealized gain on available-for-sale securities and foreign currency translation adjustment       13,277 13,277
Issuance of common stock for public offering, net   235,441     235,441
Issuance of common stock for public offering, net (in shares) 4,550,000        
Net loss     (434,801)   (434,801)
Balance at Dec. 31, 2023 $ 11 3,145,837 (2,377,436) (3,085) 765,327
Balance (in shares) at Dec. 31, 2023 119,581,000        
Issuance of common stock upon exercise of stock options   12,988     12,988
Issuance of common stock upon exercise of stock options (in shares) 1,626,000        
Issuance of common stock under the employee stock purchase plan   17,298     17,298
Issuance of common stock under the employee stock purchase plan (in shares) 369,000        
Issuance of common stock for bonuses   24,071     24,071
Issuance of common stock for bonuses (in shares) 270,000        
Issuance of common stock for Convertible Notes and accrued interest $ 1 286,729     286,730
Issuance of common stock for Convertible Notes and accrued interest, (in shares) 7,532,000        
Vesting of restricted stock (in shares) 3,268,000        
Stock based compensation   276,691     276,691
Unrealized gain on available-for-sale securities and foreign currency translation adjustment       2,741 2,741
Net loss     (190,426)   (190,426)
Balance at Dec. 31, 2024 $ 12 3,763,614 (2,567,862) (344) $ 1,195,420
Balance (in shares) at Dec. 31, 2024 132,646,000       132,646,000
Issuance of common stock upon exercise of stock options   22,536     $ 22,536
Issuance of common stock upon exercise of stock options (in shares) 370,000        
Issuance of common stock under the employee stock purchase plan   25,035     25,035
Issuance of common stock under the employee stock purchase plan (in shares) 216,000        
Issuance of common stock for bonuses   32,875     32,875
Issuance of common stock for bonuses (in shares) 228,000        
Issuance of common stock pursuant to business combination, net   287,316     287,316
Issuance of common stock pursuant to business combination, net (in shares) 1,137,000        
Vesting of restricted stock $ 2       2
Vesting of restricted stock (in shares) 5,096,000        
Stock based compensation   357,303     357,303
Unrealized gain on available-for-sale securities and foreign currency translation adjustment       86 86
Net loss     (208,160)   (208,160)
Balance at Dec. 31, 2025 $ 14 $ 4,488,679 $ (2,776,022) $ (258) $ 1,712,413
Balance (in shares) at Dec. 31, 2025 139,693,000       139,693,000
v3.25.4
Consolidated Statements of Cash Flows - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Operating activities:      
Net loss $ (208,160) $ (190,426) $ (434,801)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:      
Depreciation and amortization 41,764 30,968 24,097
Amortization of acquired intangible assets 1,720    
Expensed in-process research and development     2,679
Non-cash lease expense 20,198 15,325 14,519
Stock-based compensation 354,404 274,428 191,808
Amortization of premiums and accretion of purchase discounts on investment securities 32 (618) 1,087
Change in fair value of warrants and preferred stock of related party equity investment (3,235)    
Foreign exchange adjustment 17 462 265
Amortization of debt discount and issuance cost   991 1,292
Non-cash interest expense (39) 2,835 52
Non-cash expense recovery (1,445) (442)  
Changes in operating assets and liabilities:      
Accounts receivable 20,752 (35,876) (33,904)
Inventory (20,871) (3,985) (5,353)
Operating lease right-of-use assets 4,229   8,354
Prepaid expenses and other assets (8,634) 10,807 (26,072)
Accounts payable 753 13,210 (15,458)
Accrued compensation 60,269 40,328 21,619
Deferred tax liability (60,800)    
Operating lease liabilities (19,751) (16,819) (12,448)
Other accrued liabilities 31,345 (6,376) 10,347
Deferred revenue 2,753 852 4,962
Net cash provided by (used in) operating activities 215,301 135,664 (246,955)
Investing activities:      
Purchases of investments   (122,010) (98,303)
Proceeds from sale of investments   24,822  
Proceeds from maturity of investments 23,000 314,400 306,000
Purchases of property and equipment, net (106,188) (66,423) (39,199)
Purchase of intangible assets, net (33,000) (10,495)  
Investment in related party   (2,670)  
Cash paid for business combination, net (16,021)    
Net cash (used in) provided by investing activities (132,209) 137,624 168,498
Financing activities:      
Proceeds from exercise of stock options 22,536 12,988 3,892
Proceeds from issuance of common stock under employee stock purchase plan 25,037 17,298 15,128
Proceeds from public offering, net of issuance cost     235,441
Stock issuance costs (112)    
Cash redemption on Convertible Note   (82)  
Net cash provided by financing activities 47,461 30,204 254,461
Net change in cash, cash equivalents and restricted cash 130,553 303,492 176,004
Beginning cash, cash equivalents and restricted cash 945,587 642,095 466,091
Ending cash, cash equivalents and restricted cash 1,076,140 945,587 642,095
Supplemental disclosure of cash flow information:      
Cash paid for income taxes, net 499 1,307 295
Cash paid for interest 4,069 7,897 11,346
Non-cash activities:      
Purchases of property and equipment in accounts payable and accruals (1,014) 9,374 1,582
Acquisition of warrants   9,424  
Amounts accrued for acquisition of intangible assets 3,000 1,400  
Contingent consideration for business combination 118,360    
Issuance of common stock for business combination 287,428    
Issuance of common stock for IPR&D milestone     14,435
Issuance of common stock for bonuses 32,875 24,071 19,774
Stock-based compensation included in capitalized software development costs $ 2,899 2,263 $ 629
Debt and interest converted into equity   $ 286,730  
v3.25.4
Description of Business
 12 Months Ended
Dec. 31, 2025
Description of Business  
Description of Business

1. Description of Business

​

Natera, Inc. (the “Company”) was formed in the state of California as Gene Security Network, LLC in November 2003 and incorporated in the state of Delaware in January 2007. The Company is a diagnostics company with proprietary molecular and bioinformatics technology that it is applying to change disease management worldwide. The Company’s cell-free DNA (“cfDNA”) technology combines its novel molecular assays, which reliably measure many informative regions across the genome from samples as small as a single cell, with its statistical algorithms that incorporate data available from the broader scientific community to identify genetic variations covering a wide range of serious conditions with high accuracy and coverage. The Company focuses on applying its technology to three main areas of healthcare – oncology, women’s health and organ health. In oncology, the Company commercializes personalized blood-based DNA tests designed to optimize therapy decisions from diagnosis to survivorship. In the women’s health space, the Company develops and commercializes non- or minimally- invasive tests to support a range of women’s health needs, from prenatal testing to hereditary cancer screening. In organ health, the Company offers tests to assess kidney, heart, and lung transplant rejection as well as genetic testing for chronic kidney disease. The Company operates laboratories in Austin, Texas, San Carlos, California, and Boulder, Colorado, certified under the Clinical Laboratory Improvement Amendments of 1988 (“CLIA”), providing a host of cell-free DNA-based molecular testing services. The Company determines its operating segments based on the way it organizes its business to make operating decisions and assess performance. The Company operates one segment, the development and commercialization of molecular testing services, applying its proprietary technology in the fields of oncology, women’s health and organ health.

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The Company’s key product offerings include its Panorama Non-Invasive Prenatal Test (“Panorama”) that screens for chromosomal abnormalities of a fetus in single and twin pregnancies, typically with a blood draw from the mother; Horizon Carrier Screening (“Horizon”) to determine carrier status for a large number of severe genetic diseases that could be passed on to the carrier’s children; its Signatera molecular residual disease test (“Signatera”) to detect circulating tumor DNA in patients previously diagnosed with cancer to assess molecular residual disease, monitor for recurrence, and evaluate treatment response; and its Prospera test, to assess organ transplant rejection in patients who have undergone kidney, heart, or lung transplantation. All testing is available principally in the United States with Panorama testing available to customers outside of the United States, primarily in Europe. Additionally, the Company also offers a cloud-based software platform, Constellation, that enables laboratory customers to gain access through the cloud to the Company’s algorithms and bioinformatics to validate and launch their own tests based on the Company’s technology.
v3.25.4
Summary of Significant Accounting Policies
 12 Months Ended
Dec. 31, 2025
Summary of Significant Accounting Policies  
Summary of Significant Accounting Policies

2.    Summary of Significant Accounting Policies

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Basis of Presentation

​

The accompanying consolidated financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”).

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Liquidity Matters

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The Company has incurred net losses since its inception and anticipates net losses for the near future. The Company had a net loss of $208.2 million for the year ended December 31, 2025 and an accumulated deficit of $2.8 billion as of December 31, 2025. As of December 31, 2025, the Company had $1.1 billion in cash, cash equivalents, and restricted cash and $80.3 million of outstanding balance on the Credit Line (as defined in Note 12, Debt) including accrued interest. The Company is required to maintain a minimum of at least $150.0 million in its UBS accounts as collateral for its Credit Line which is classified as cash, cash equivalents, or short-term investments in the consolidated balance sheets. As of December 31, 2025, the Company had $20.0 million remaining and available on its Credit Line.

​

While the Company has introduced multiple products that are generating revenues, these revenues have not been sufficient to fund all operations and business plans. Accordingly, the Company has funded the portion of operating costs that exceeds revenues through a combination of equity issuances, debt issuances, and other financings.

The Company continues to invest in the development and commercialization of its existing and future products and, consequently, it will need to generate additional revenues to achieve future profitability and may need to raise additional equity or debt financing. If the Company raises additional funds by issuing equity securities, its stockholders will experience dilution. Additional debt financing, if available, may involve covenants restricting its operations or its ability to incur additional debt. Any additional debt financing or additional equity that the Company raises may contain terms that are not favorable to it or its stockholders and requires significant debt service payments, which diverts resources from other activities. Additional financing may not be available when necessary, or in amounts or on terms acceptable to the Company. If the Company is unable to obtain additional financing, it may be required to delay or slow its investment in the development and commercialization of its products and significantly scale back its business and operations.

On July 19, 2024, the Company announced its decision to redeem all of its outstanding 2.25% Convertible Senior Notes (the “Convertible Notes”) due 2027. The redemption was completed on October 11, 2024 (the “Redemption Date”). The redemption price for the Convertible Notes equaled 100% of the principal amount of the Convertible Notes to be redeemed plus accrued and unpaid interest to, but excluding, the Redemption Date. The Company elected physical settlement with shares of its common stock as the settlement method to apply to all conversions of the Convertible Notes. On the Redemption Date, $287.4 million of Convertible Notes were redeemed for approximately 7.5 million shares of the Company’s common stock under the terms of the redemption notice. The remaining Convertible Notes not redeemed under the redemption notice were converted in exchange for cash at face value plus accrued interest totaling $0.1 million. As such, the Company’s redemption of its Convertible Notes did not have a material effect on its liquidity.

In September 2023, the Company completed an underwritten equity offering and sold 4,550,000 shares of its common stock at a price of $55 per share to the public. Before estimated offering expenses of $0.4 million, the Company received proceeds of approximately $235.8 million net of the underwriting discount.

Based on the Company’s current business plan, the Company believes that its existing cash will be sufficient to meet its anticipated cash requirements for at least 12 months after February 26, 2026.

Principles of Consolidation

​

The accompanying consolidated financial statements include all the accounts of the Company and its subsidiaries. All intercompany balances and transactions have been eliminated.

Use of Estimates

​

The preparation of financial statements in conformity with generally accepted accounting principles (GAAP) requires management to make judgments, estimates, and assumptions that could affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. The Company bases its estimates and assumptions on historical experience and on various other assumptions it believes to be applicable and evaluates them on an ongoing basis to ensure they remain reasonable under current conditions. Actual results could differ significantly from those estimates.

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Reclassifications

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Some items in the prior period financial statements were reclassified to conform to the current presentation. Such items included the reclassification of intangible assets from other assets on the consolidated balance sheets.

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Business Combinations

​

The Company accounts for business combinations using the acquisition method of accounting, which requires, among other things, that results of operations for acquired companies are included in the Company’s results of operations beginning on the acquisition date and that assets acquired, and liabilities assumed are recognized at fair value as of the acquisition date. Any excess of the fair value of consideration transferred over the fair value of the identifiable assets acquired and liabilities assumed is recorded as goodwill. Management’s estimates of fair value are based upon assumptions believed to be reasonable, but which are inherently uncertain and unpredictable, and as a result, actual results may differ from estimates. During the measurement period, not to exceed one year from the date of acquisition, the Company may record adjustments to the assets acquired and liabilities assumed, with a corresponding offset to goodwill if new information is obtained related to facts and circumstances that existed as of the acquisition date. After the measurement period, any subsequent adjustments are reflected in the consolidated statements of operations. Acquisition-related expenses and post-combination integration and employee compensation costs are recognized separately from the business combination and are expensed as incurred.

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Contingent consideration obligations incurred in connection with a business combination are recorded at their estimated fair values on the acquisition date and remeasured at their fair values each subsequent reporting period until the related contingencies have been resolved. The resulting changes in fair values are recorded in earnings. The determination of fair value requires management to make significant estimates, particularly with respect to identified acquired intangible assets. These estimates are inherently uncertain and subject to change as additional information is obtained during the measurement period, which lasts for up to one year from the acquisition date. Upon the conclusion of the measurement period, any subsequent adjustments are recorded in the consolidated statement of operations and comprehensive loss. See Note 3, Business Combination, for details.

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Cash, Cash Equivalents, and Restricted Cash

​

Cash, cash equivalents, and restricted cash consist of cash, liquid demand deposits, and money market funds whose fund policies require the weighted average maturity of the fund’s securities holdings not to exceed 90 days. Restricted cash as of December 31, 2025 and 2024 was immaterial. Cash equivalents do not include U.S. Treasuries.

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Investments

Investments consist primarily of debt securities such as U.S. Treasuries, U.S. agency and municipal bonds. Management determines the appropriate classification of securities at the time of purchase and re-evaluates such determination at each balance sheet date. The Company generally classifies its entire investment portfolio as available-for-sale. The Company views its available-for-sale portfolio as available for use in current operations. Accordingly, the Company classifies all investments as short-term, irrespective of maturity date. Available-for-sale securities are carried at fair value, with unrealized gains and losses reported in accumulated other comprehensive income (loss), which is a separate component of stockholders’ equity.

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The Company classifies its investments as Level 1 or 2 within the fair value hierarchy. Fair values determined by Level 1 inputs utilize quoted prices (unadjusted) in active markets for identical assets that the Company has the ability to access. Fair values determined by Level 2 inputs utilize data points that are observable such as quoted prices, interest rates and yield curves. The Company holds Level 2 securities, which are initially valued at the transaction price and subsequently valued by a third-party service provider using inputs other than quoted prices that are observable either directly or indirectly, such as yield curve, volatility factors, credit spreads, default rates, loss severity, current market and contractual prices for the underlying instruments or debt, broker and dealer quotes, as well as other relevant economic measures. The Company performs certain procedures to corroborate the fair value of these holdings.  

​

​

Available-for-sale debt securities. The amended guidance from ASU 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, requires the measurement of expected credit losses for available-for-sale debt securities held at the reporting date over the remaining life based on historical experience, current conditions, and reasonable and supportable forecasts. The Company evaluated its investment portfolio under the available-for-sale debt securities impairment model guidance and determined the Company’s investment portfolio is composed of low-risk, investment grade securities and thus has not recorded an expected credit loss for its investment portfolio. Further, as the Company did not hold any investments as of December 31, 2025, there were no gross unrealized losses on available for sale securities.

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Accounts Receivable, net of allowance

Trade accounts receivable and other receivables. The allowance for doubtful accounts for trade accounts receivable is based on the Company’s assessment of the collectability of accounts related to its clinics and laboratory partner customers. The Company regularly reviews the allowance by considering factors such as historical experience, the age of the accounts receivable balances, and current economic conditions that may affect a customer’s ability to pay. See Note 8, Balance Sheet Components, for a roll-forward of the allowance for doubtful accounts related to trade accounts receivable for years ended December 31, 2025, 2024, and 2023.

With respect to revenue recognized related to genetic test services provided to patient customers whereby consideration is expected to be received from insurance or patient payors, the Company recognizes a constraint to the estimated variable consideration such that it is not probable that a significant revenue reversal will occur. When assessing the total consideration expected to be received from insurance carriers and patients, a certain percentage of revenues is further constrained for estimated refunds. After applying the ASC 606 constraint, the Company assessed for credit losses under ASC 326 and determined an incremental credit loss was not needed given the quality of the insurance payors from whom such receivables are expected to be collectible and the relatively short duration over which the majority of receivables are collected. Accordingly, the Company currently does not have an incremental credit loss reserve nor allowance for doubtful accounts against accounts receivable for insurance and patient payors due to the average selling price calculations which incorporate these risks as net receivables are recorded.

Inventory

​

Inventory is recorded at the lower of cost or net realizable value, determined on a first-in, first-out basis. Inventory consists entirely of supplies, which are consumed at the point biologic samples are collected and as the Company provides genetic testing services, and therefore, the Company does not maintain any work-in-process or finished goods inventory. The Company enters into inventory purchases commitments so that it can meet future delivery schedules based on forecasted demand for its tests.

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The Company analyzes its inventory to determine whether the composition of its inventory is obsolete or slow-moving. A write down of specifically identified unusable, or obsolete inventory in the period is recognized by considering product expiration dates and scrapped inventory. Any write-down of inventory to net realizable value establishes a new cost basis and will be maintained even if certain circumstances suggest the inventory is recoverable in subsequent periods. Costs associated with the write-down of inventory are recorded to cost of revenue on our consolidated statements of operations. Inventory reserves as of December 31, 2025 and 2024 were not material.

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Property and Equipment

​

Property and equipment, including purchased and internally developed software, are recorded at cost less accumulated depreciation and amortization. Depreciation and amortization are calculated using the straight-line method over the estimated useful lives of the assets, which are generally three to five years determined by the classification of the property and equipment class in accordance with the Company’s fixed asset policy. Leasehold improvements are amortized using the straight-line method over the estimated useful lives of the assets or the remaining term of the lease, whichever is shorter. The Company periodically reviews the useful lives assigned to property and equipment placed in service in accordance with the Company’s fixed asset policy and changes the estimates of useful lives to reflect the results of such reviews.

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Capitalized Software Held for Internal Use

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The Company capitalizes salaries and related costs of employees and consultants who devote time to the development of internal-use software development projects. Capitalization begins during the application development stage, once the preliminary project stage has been completed, which includes successful validation and approval from management. If a project constitutes an enhancement to previously developed software, the Company assesses whether the enhancement is significant and creates additional functionality to the software, thus qualifying the work incurred for capitalization. Once the project is available for general release, the asset is placed in service and the Company estimates the useful life of the asset and begins amortization. The Company periodically assesses whether triggering events are present to review internal-use software for impairment. Changes in estimates related to internal-use software would increase or decrease operating expenses or amortization recorded during the reporting period.

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The Company amortizes its internal-use software over the estimated useful lives of three years. The net book value of capitalized software held for internal use was $31.2 million and $17.1 million as of December 31, 2025 and 2024, respectively. Amortization expense for amounts previously capitalized for the years ended December 31, 2025, 2024, and 2023, was $5.0 million, $3.5 million, and $2.4 million, respectively.

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Operating Lease Right-of-Use Assets

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The Company determines if an arrangement is or contains a lease at inception and classifies each lease as operating or financing. Operating lease right-of-use assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments made during the lease term, net of any tenant improvement allowance. Operating lease right-of-use assets and liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. In determining the present value of committed lease payments, the Company uses its incremental borrowing rate based on the information available at the lease commencement date, which includes assumptions made including the Company’s estimated credit rating, annual percentage yields from corporate debt financings of companies of similar size and credit rating over a loan term approximating the remaining term of each lease, and government bond yields for terms approximating the remaining term of each lease in countries where the leased assets are located. Certain leases include payments of operating expenses that are dependent on the landlord’s estimate, and these variable payments are therefore excluded from the lease payments used to determine the operating lease right-of-use asset and lease liability. Lease terms may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise any such options. Operating lease right-of-use assets are adjusted for prepaid lease payments, lease incentives and initial direct costs incurred. Lease expense is recognized on a straight-line basis over the expected lease term.

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The Company elected to not apply the recognition requirements of Topic 842 to short-term leases with terms of 12 months or less. For short-term leases, lease payments are recognized as operating expenses on a straight-line basis over the lease term.

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Goodwill and Intangible Assets

​

The excess of the fair value of consideration transferred over the fair value of the net assets acquired in a business combination is recorded as goodwill. Goodwill is not amortized and is tested for impairment, at least annually, at the reporting unit level. The Company has one reporting unit, as described within Note 16, Segment Reporting. During the goodwill impairment review, the Company assesses qualitative factors to determine whether it is more likely than not that the fair value of its reporting unit is less than its carrying amount, including goodwill. The Company considers qualitative factors such as macroeconomic conditions, industry and market considerations, and overall financial performance of the Company. A quantitative assessment is performed if the qualitative assessment results in a more-likely-than-not determination or if a qualitative assessment is not performed. The quantitative assessment considers whether the carrying amount of the Company’s reporting unit exceeds its fair value, in which case an impairment loss is recognized to the extent that the reporting unit’s carrying value exceeds its fair value, limited to the total amount of goodwill.

​

Finite-lived intangible assets are recorded at cost, net of accumulated amortization, and, if applicable, impairment charges. Amortization of finite-lived intangible assets is recorded over the assets’ estimated useful lives on a straight-line basis or based on the pattern in which economic benefits are consumed, if reliably determinable. Amortization expense related to intangible assets acquired via business combinations are recorded in amortization of acquired intangible assets expense in the consolidated statements of operations and comprehensive loss. Amortization expense related to all other intangible assets was recorded to the functional category to which it primarily relates in the consolidated statements of operations and comprehensive loss. The Company assesses the impairment of long-lived intangible assets whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. The Company has not recorded impairment charges on its finite-lived intangible assets or goodwill for the periods presented in these consolidated financial statements.

​

Impairment of Long-lived Assets

​

The Company evaluates its long-lived assets for indicators of possible impairment when events or changes in circumstances indicate the carrying amount of an asset may not be recoverable. The Company then compares the carrying amounts of the assets with the future net undiscounted cash flows expected to be generated by such asset. To the extent the future expected undiscounted cash flows are less than the carrying value of the asset, an impairment loss would be measured based on the excess carrying value of the asset’s carrying value over its fair value, as determined based on discounted estimated future cash flows. The Company did not incur any material impairment charges during the years ended December 31, 2025, 2024, and 2023.

​

​

Accumulated Other Comprehensive Income (Loss)

Comprehensive loss and its components encompass all changes in equity other than those with stockholders, and include net loss, unrealized gains and losses on available-for-sale marketable securities, and foreign currency translation adjustments.

​

​

​

​

​

​

​

​

​

​

December 31,

​

​

2025

​

2024

​

​

(in thousands)

Beginning balance

​

$

(344)

​

$

(3,085)

Net unrealized gain (loss) on available-for-sale securities, net of tax and foreign currency translation adjustment

​

​

86

​

​

2,741

Ending balance

​

$

(258)

​

$

(344)

​

​

​

​

​

​

​

​

The change in net unrealized loss on available-for-sale securities is due to the impact of changes in interest rates on the value of fixed-rate investments and not due to any credit deterioration. Further, due to the short-term nature of these investments, the Company has the ability and intention to hold any such investments until maturity and does not expect to realize any material investment losses. As such, the Company has assessed the unrealized loss position for available-for-sale securities and determined that an allowance for credit loss was not necessary.

Revenue Recognition

​

The Company recognizes revenue under, ASC 606, using the following five step process:

​

●Identification of a contract, or contracts, with a customer;
●Identification of the performance obligations in the contract;
●Determination of the transaction price;
●Allocation of the transaction price to the performance obligations in the contract; and
●Revenue recognition when, or as, the performance obligations are satisfied.

​

​

The Company uses the expected value method of estimating variable consideration. The total consideration which the Company expects to collect in exchange for the Company’s products is an estimate and may be fixed or variable, and is primarily based on historical cash collections for tests delivered, as adjusted for current expectations. Current expectations of cash collections factor in changes in reimbursement rate trends, past events not expected to recur, and future known changes such as anticipated contractual pricing changes or changes to insurance coverage.  For insurance carriers and product types with similar reimbursement characteristics, the Company uses a portfolio approach to estimate variable consideration. When assessing the total variable consideration expected to be received from insurance carriers and patients, the Company considers both the magnitude and likelihood of a revenue reversal in the determination of the percentage of revenues to further constrain for estimated refunds.

​

See Note 4, Revenue Recognition, for detailed discussions of product revenues, licensing and other revenues, and how the five steps described above are applied.

​

Cost of Product Revenues

​

The components of our cost of product revenues are material and service costs, impairment charges associated with testing equipment, personnel costs, including stock-based compensation expense, equipment and infrastructure expenses associated with testing samples, electronic medical records, order and delivery systems, shipping charges to transport samples, costs incurred from third party test processing fees, and allocated overhead such as rent, information technology costs, equipment depreciation and utilities. Costs associated with Whole Exome Sequencing (“WES”) are also included, as well as labor costs, relating to our Signatera CLIA offering. Costs associated with performing tests are recorded when the test is accessioned. Costs associated with collection kits are recorded upon shipment to the clinics.

​

Cost of Licensing and Other Revenues

​

The components of our cost of licensing and other revenues are material costs associated with test kits sold to clients using Constellation, the Company’s cloud software product clients, development and support services relating to our strategic partnership agreements, and other costs.

​

Research and Development

​

The Company records research and development costs in the period incurred. Research and development costs consist of personnel costs, including stock-based compensation expense, contract services, cost of materials utilized in performing tests, costs of clinical trials, cost of clinical samples and related clinical data, asset acquisition of in-process research and development, and allocated facilities and related overhead expenses.

​

Advertising Costs

​

The Company expenses advertising costs as incurred. The Company incurred advertising costs of $10.6 million, $2.3 million, and $1.1 million for the years ended December 31, 2025, 2024, and 2023, respectively.

​

Product Shipment Costs

​

The Company expenses product shipment costs, which include biological samples for processing, in cost of product revenues in the accompanying statements of operations. Shipping and handling costs for the years ended December 31, 2025, 2024, and 2023 were $54.7 million, $43.5 million, and $42.2 million, respectively.

​

​

Income Taxes

​

Income taxes are recorded in accordance with Financial Accounting Standards Board ASC Topic 740, Income Taxes ("ASC 740"), which provides for deferred taxes using an asset and liability approach. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases using enacted tax rates in effect for the year in which the differences are expected to affect taxable income. Tax benefits are recognized when it is more likely than not that a tax position will be sustained during an audit. Deferred tax assets are reduced by a valuation allowance if current evidence indicates that it is considered more likely than not that these benefits will not be realized. See further discussion in Note 14, Income Taxes.

​

Defined Contribution Plan Costs

​

The Company has a defined contribution plan (the “Defined Contribution Plan”) for its employees which complies with section 401(k) of the Internal Revenue Code. The Company provides a discretionary match to all participants who make 401(k) contributions pursuant to the Defined Contribution Plan. The discretionary match provided to participants is equivalent to 50% of a participant’s pre-tax contributions up to a maximum of 6% of eligible compensation per pay period. Total consolidated contribution expense under these plans was $15.3 million, $10.7 million and $8.6 million for the years ended December 31, 2025, 2024 and 2023, respectively.

​

Stock-Based Compensation

​

Stock-based compensation related to stock options, restricted stock units (“RSUs”), performance-based awards (“PSUs”), market-based awards, and stock purchase rights under an Employee Stock Purchase Plan (“ESPP”) granted to the Company’s employees is measured at the grant date based on the fair value of the award. The fair value is recognized as expense over the requisite service period, which is generally the vesting period of the respective awards. If awards have both a service condition and performance or market condition, then a graded attribution method is used to recognize expense. No compensation cost is recognized when the requisite service has not been met and the awards are therefore forfeited.

​

Employee stock-based compensation expense is calculated based on awards ultimately expected to vest and has been reduced for estimated forfeitures. Forfeitures are estimated at the time of grant and revised, if necessary, in subsequent periods, if actual forfeitures differ from those estimates. Non-employee stock-based compensation expense is not adjusted for estimated forfeitures up until the occurrence of the actual forfeiture of the associated awards.

The fair value of stock option awards is recognized as compensation expense on a straight-line basis over the requisite service period in which the awards are expected to vest and forfeitures are estimated based on historical trends at the time of grant and revised as necessary. Stock option awards that include a service condition and a performance condition are considered expected to vest when the performance condition is probable of being met.

​

The Company uses the Black-Scholes option-pricing model to estimate the fair value of stock options issued to employees and non-employees. The Black-Scholes model considers several variables and assumptions in estimating the fair value of stock-based awards. These variables include the per share fair value of the underlying common stock, exercise price, expected term, risk-free interest rate, expected annual dividend yield and the expected stock price volatility over the expected term. For all stock options granted, the Company calculates the expected term based on the weighted average actual terms of stock option awards. Beginning January 1, 2023, the Company determined expected volatility using the historical volatility of its common stock over the expected term of the award. The risk-free interest rate is based on the yield available on U.S. Treasury zero-coupon issues similar in duration to the expected term of the equity-settled award.

​

For stock options and performance-based awards that vest upon meeting performance conditions or market conditions in combination with performance conditions, the Company derives the requisite service period from the grant date to the date it is probable that the vesting conditions will be met.

​

For stock options with market conditions, the Company derives the requisite service period using the Monte Carlo simulation model. For stock options and RSUs that vest upon meeting performance conditions or market conditions in combination with performance conditions, the Company derives the requisite service period from the grant date to the date it is probable that the vesting conditions will be met.

​

The Monte Carlo simulation model is used to estimate the fair value of market-based condition awards. The model requires the input of the Company's expected stock price volatility, the expected term of the awards, and a risk-free interest rate. See further discussion on the valuation assumptions used under Note 11.

​

The Company determines the fair value of RSUs based on the closing price of our stock price, which is listed on Nasdaq, at the date of the grant.

​

Net Loss Per Share

​

Basic net loss per share is computed by dividing the net loss by the weighted-average number of common shares outstanding for the period, excluding shares subject to repurchase and without consideration of potentially dilutive securities. Diluted net loss per share is computed by giving effect to all potentially dilutive common shares outstanding for the period. For purposes of this computation, outstanding common stock options, and restricted stock units are considered to be common share equivalents. Common share equivalents are excluded from the computation in periods in which they have an anti-dilutive effect, unless the consideration of any one of them gives a dilutive effect.

​

Fair Value

​

The Company discloses the fair value of financial instruments for financial assets and liabilities for which the value is practicable to estimate. Fair value is defined as the price that would be received upon the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price).

Related Party Transactions

​

On December 6, 2021, the Company participated along with certain other investors in the series B financing of MyOme, Inc. (“MyOme”) and purchased preferred shares and warrants in exchange for a cash payment of approximately $4.0 million which was allocated $2.2 million for preferred shares and $1.8 million for warrants. In August 2024, the Company participated in a subsequent round of the series B financing and purchased an additional $2.7 million of series B preferred shares at the same valuation as the initial round of financing in December 2021. The Company does not hold a seat on MyOme’s board of directors and does not participate or direct the day-to-day activities of MyOme. Because MyOme is a privately-held company without readily determinable fair values, the Company elected to account for its preferred Series B share investment in MyOme using the measurement alternative, which is cost, less any impairment, adjusted for changes in fair value resulting from observable transactions for identical or similar investments of the same issuer as of the respective transaction dates. When indicators exist and the estimated fair value of the investment is below its carrying amount, the Company would adjust the investment to fair value. The change in carrying value resulting from the remeasurements would be recognized in interest and other income, net on the consolidated statements of operations. The following are the Company’s related persons and the basis of each such related person’s relationship with MyOme:

​

●Matthew Rabinowitz, the Company’s executive chairman and co-founder, is the chairman of the board and founder of MyOme, and a beneficial holder of approximately 20.4% of the outstanding shares of MyOme on a fully dilutive basis;

​

●Jonathan Sheena, the Company’s co-founder and a member of the Company’s board of directors, is a stockholder and a member of the board of directors of MyOme;

​

●Daniel Rabinowitz, the Company’s Secretary and Chief Legal Officer, is a stockholder of MyOme; and

​

●Roelof Botha, the Lead Independent Director of the Company’s board of directors, is a managing member of Sequoia Capital. Certain funds affiliated with Sequoia Capital also participated in MyOme’s series B financing.

None of the related party investments in MyOme by our executives and directors noted above were at the behest of the Company nor funded by the Company.

In February 2024, the Company entered into a collaboration and commercialization agreement (the “Collaboration Agreement”) with MyOme pursuant to which the parties agreed to partner to offer certain genetic testing services to be developed and funded solely by MyOme and overseen by a joint steering committee. The Company agreed to assist MyOme with commercial activities. In connection with the Collaboration Agreement, the Company received a 10-year warrant to purchase 3,058,485 shares of MyOme’s common stock at an exercise price of $0.25 per share, which is exercisable in whole or in part, commencing in February 2024, and can be converted to MyOme’s common stock upon the occurrence of MyOme’s initial public offering or a liquidation event (as such terms are defined in MyOme's certificate of incorporation). Additionally, upon the achievement of certain product commercialization milestones, the Company is eligible to receive an additional warrant exercisable for 2,080,565 shares of MyOme’s series B preferred stock with an exercise price of $0.01 per share. During September 2024, the Company achieved certain product commercialization milestones such that the warrant for 2,080,565 shares of MyOme’s series B preferred stock was due from MyOme to the Company. These warrants were granted and issued by MyOme to the Company during the fourth quarter of 2024, and were exercisable in whole or in part in December 2024. However, the Company needs to perform ongoing collaboration in exchange for the warrant consideration. Accordingly, the warrants have been included within other assets and allocated between short-term and long-term liabilities on the consolidated balance sheets. The Company is amortizing the liability as a reduction of selling and marketing expense upon commercialization and sale of the products contemplated under the Collaboration Agreement over the life of the contract. For the year ended December 31, 2025 and 2024, the amortization of the non-cash liability was $1.5 million and $0.4 million, respectively.

The warrants issued to the Company in 2021 and 2024 are accounted for as derivative instruments and recorded within other assets on the consolidated balance sheets at fair value on a recurring basis. The warrants were valued using the Black-Scholes valuation model as of each reporting period, including the date of issuance. Subject to the Company's achievement of certain commercialization milestones, the Company may receive additional warrants to purchase MyOme’s series B preferred stock. To the extent the genetic testing services are successfully commercialized, the Company will owe certain royalty payments to MyOme. For the year ended December 31, 2025, the royalties to MyOme were not material. As of December 31, 2025 and 2024, the Company’s carrying amount of preferred shares in MyOme was $6.6 million and $4.9 million, respectively, on its consolidated balance sheets. The fair market value of the warrants as of December 31, 2025 and 2024 was $12.7 million and $11.2 million, respectively, on the consolidated balance sheets. In October 2025, the Company entered into an amendment to the Series B Preferred Stock Agreement with MyOme, which commits the Company to invest an additional $10.0 million in MyOme by January 2026. This additional investment was funded in January 2026.

Risk and Uncertainties

​

Financial instruments that potentially subject the Company to credit risk consist of cash, cash equivalents, and restricted cash, accounts receivable and investments. The Company limits its exposure to credit loss by placing its cash in financial institutions with high credit ratings. The Company's cash may consist of deposits held with banks that may at times exceed federally insured limits. The Company performs evaluations of the relative credit standing of these financial institutions and limits the amount of credit exposure with any one institution.

For the years ended December 31, 2025, 2024, and 2023, there were no customers exceeding 10% of total revenues on an individual basis. As of December 31, 2025 and 2024, there were no customers with an outstanding balance exceeding 10% of net accounts receivable.

​

For the years ended December 2025, 2024, and 2023, approximately 13.6%, 12.1%, and 12.8%, respectively, of total revenue were paid by Medicare on behalf of multiple customers. For the years ended December 2025 and 2024, approximately 14.1% and 11.5% respectively, of accounts receivable are expected to be paid by Medicare on behalf of multiple customers.

​

Recent Accounting Pronouncements

​

From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board (“FASB”) under its accounting standard codifications or other standard setting bodies and adopted by the Company as of the specified effective date.

Recently Adopted Accounting Pronouncements

From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board (“FASB”) under its accounting standard codifications or other standard setting bodies and are adopted by the Company as of the specified effective date.

In March 2020, ASU 2020-04, Reference Rate Reform (Topic 848) (“Topic 848”) was issued which provides temporary optional guidance to ease the potential burden in accounting for reference rate reform. The new guidance provides optional expedients and exceptions for applying generally accepted accounting principles to transactions affected by reference rate reform if certain criteria are met. These transactions include contract modifications, hedging relationships, and sale or transfer of debt securities classified as held-to-maturity. ASU 2022-06, or Reference Rate Reform (Topic 848): Deferral of the Sunset Date of Topic 848, defers the sunset date of Topic 848 from December 31, 2022 to December 31, 2024. Adoption of this standard occurred on January 1, 2025 and did not have a material impact on the Company’s consolidated financial statements.

In December 2023, ASU 2023-09, Income Taxes - Improvements to Income Tax Disclosures, was issued, which requires enhanced disclosures in connection with an entity's effective tax rate reconciliation and income taxes paid disaggregated by jurisdiction. The standard became effective for annual periods beginning after December 15, 2024. Adoption of this standard occurred on January 1, 2025 and resulted in additional disclosures. The Company adopted this pronouncement prospectively in fiscal year 2025 and provided the required disclosures in Note 14, Income Taxes. See Note 14, Income Taxes, for further details.

New Accounting Pronouncements Not Yet Adopted

In November 2024, ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40) was issued, which requires disaggregation of any relevant expense caption presented on the face of the income statement for certain expense categories. The new guidance is effective for fiscal years beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027. Early adoption is permitted. The Company is currently evaluating the impact the guidance will have on its consolidated financial statements.

In May 2025, ASU 2025-03, Business Combinations (Topic 805) and Consolidation (Topic 810), Determining the Accounting Acquirer in the Acquisition of a Variable Interest Entity, was issued, which revised current guidance for determining the accounting acquirer for a transaction effected primarily by exchanging equity interests in which the legal acquiree is a VIE that meets the definition of a business. The amendments require that an entity consider the same factors that are currently required for determining which entity is the accounting acquirer in other acquisition transactions. The amendments in this Update require an entity involved in an acquisition transaction effected primarily by exchanging equity interests when the legal acquiree is a VIE that meets the definition of a business to consider the factors in paragraphs 805-10-55-12 through 55-15 to determine which entity is the accounting acquirer. The amendments in this Update are effective for all entities for annual reporting periods beginning after December 15, 2026, and interim reporting periods within those annual reporting periods. The amendments in this Update require that an entity apply the new guidance prospectively to any acquisition transaction that occurs after the initial application date. Early adoption is permitted as of the beginning of an interim or annual reporting period. The Company is currently evaluating the impact the guidance will have on its consolidated financial statements.

​

In July 2025, ASU 2025-05, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses for Accounts Receivable and Contract Assets, was issued, which introduces a practical expedient to calculating current expected credit loss by assuming that the current conditions as of the balance sheet date will not change for the remaining life of the asset. This update is effective for fiscal years beginning after December 15, 2025. The Company is evaluating the impact the adoption of the guidance will have on its consolidated financial statements.

In September 2025, ASU 2025-06, Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software was issued, which amends the guidance in ASC 350-40, Intangibles-Goodwill and Other-Internal-Use Software. The amendments modernize the recognition and disclosure framework for internal-use software costs, removing the previous "development stage" model and introducing a more judgment-based approach. This ASU 2025-06 is effective for fiscal years beginning after December 15, 2027, and for interim periods within those annual reporting periods. Early adoption is permitted. The Company is currently evaluating the impact the guidance will have on its consolidated financial statements.

In September 2025, ASU 2025-07, “Derivatives and Hedging (Topic 815) and Revenue from Contracts with Customers (Topic 606): Derivatives Scope Refinements and Scope Clarification for Share-Based Noncash Consideration from a Customer in a Revenue Contract” was issued. The new guidance excludes non-exchange-traded contracts with underlyings based on operations or activities specific to one of the parties to the contract from derivative accounting. This guidance is effective for fiscal years and interim periods beginning after December 15, 2026, with early adoption permitted. These requirements may be applied prospectively or on a modified retrospective basis through a cumulative-effect adjustment to the opening balance of retained earnings. The Company is currently evaluating the impact the guidance will have on its consolidated financial statements.
v3.25.4
Business Combination
 12 Months Ended
Dec. 31, 2025
Business Combination  
Business Combination

3.    Business Combination

Foresight Diagnostics, Inc.

On December 4, 2025, the Company completed the acquisition of Foresight Diagnostics, Inc. (“Foresight Diagnostics”), a leader in ultrasensitive molecular residual disease (“MRD”) detection. Foresight Diagnostics is a cancer diagnostics company and CLIA-registered laboratory. Their circulating tumor DNA (ctDNA)-based MRD tests leverage its patented PhasED-Seq™ technology, targeting phased variants. The acquisition was completed primarily to expand Natera’s intellectual property portfolio for tumor-informed and personalized MRD products including in phased variants and to build on Foresight’s clinical research momentum in B-cell lymphomas.

The total purchase consideration for the acquisition of Foresight Diagnostics was $424.5 million, which included the issuance of 1,127,982 shares of common stock, par value of $0.0001 per share, at a fair value based on the acquisition date closing price of $242.06 per share of Natera common stock. Former Foresight Diagnostics shareholders received 0.0280 shares of Natera common stock for each share of Foresight Diagnostics capital stock issued and outstanding as of immediately prior to the closing of the acquisition. Additionally, the Company assumed outstanding stock options of Foresight Diagnostics (“Assumed Options”). Each Assumed Option was converted into an option to purchase shares of the Company’s common stock based on the exchange ratio specified in the acquisition agreement. The Assumed Options generally retained their original vesting conditions, contractual terms, and expiration dates in effect immediately prior to the acquisition. In accordance with ASC 805, Business Combinations, and ASC 718, Compensation—Stock Compensation, the total fair value of the Assumed Options was allocated between pre-combination and post-combination service. The portion of the fair value attributable to pre-combination service was included in the total purchase consideration. The portion attributable to post-combination service was excluded from purchase consideration and will be recognized as stock-based compensation expense over the remaining requisite service period. Other components of purchase consideration included the fair value of contingent consideration of $118.4 million, cash paid at closing to settle Foresight Diagnostics’ existing debt of $6.0 million and seller transaction costs paid by the Company on behalf of Foresight Diagnostics of $7.2 million. The Company also assumed promised stock options to eligible Foresight’s employees which were converted, based on the exchange ratio specified in the acquisition agreement, to Natera common stock RSUs and granted upon closing the acquisition. These equity awards were not included in the total purchase consideration.

Certain former Foresight Diagnostics employees are entitled to receive contingent consideration in the form of additional shares of Natera’s common stock in the aggregate amount of up to $175.0 million, based on the achievement of certain specified milestones. The Company measured the fair value of the contingent consideration obligation on the acquisition date to be $118.4 million, for which the Company recorded $21.6 million and $96.8 million as a current liability and noncurrent liability, respectively. The Company determined the estimated fair value of (i) certain milestone payments using a Monte Carlo simulation, which requires the use of projected financial information and discount rates, and (ii) certain other milestone payments based on a probability weighted expected return method. The fair value of the contingent consideration will be remeasured each reporting period until the contingencies are settled, with changes in the fair value recognized within selling, general and administrative expenses on the consolidated statements of operations and comprehensive loss.

In connection with the acquisition, the Company deposited 9,505 shares having an aggregate value of $2.3 million in the escrow account for purchase price adjustments and deposited $1.0 million in an expense account for purposes of reimbursing the stockholder representative for expenses incurred related to the acquisition. Acquisition-related costs of $3.9 million were recorded in selling, general and administrative expenses on the consolidated statements of operations and $0.1 million were recorded in additional paid in capital on the consolidated balance sheets during the year ended December 31, 2025.

The acquisition of Foresight Diagnostics has been accounted for using the acquisition method of accounting in accordance with authoritative guidance for business combinations, with Natera treated as the accounting acquirer, which requires, among other things, that the assets acquired and liabilities assumed be recognized at their fair value on the acquisition date.

The following table summarizes the fair value of consideration transferred and the fair values of the assets acquired and liabilities assumed:

​

​

​

​

​

​

(in thousands)

Fair value of common stock issued to Foresight Diagnostics shareholders

$

273,038

Pre-combination portion of Natera replacement equity awards

​

12,088

Fair value of contingent consideration

​

118,360

Estimated fair value of the adjustment escrow shares

​

2,300

Stockholder representative allocable expenses

​

1,000

Foresight Diagnostics’ transaction expenses settled by the Company

​

7,232

Foresight Diagnostics’ indebtedness settled by the Company

​

5,974

Settlement of preexisting relationships

​

4,542

Cash payment for fractional shares

​

2

Total Foresight Diagnostics consideration

$

424,536

​

​

​

Cash and cash equivalents

$

2,727

Current assets

​

8,126

Property and equipment, net

​

7,224

Goodwill

​

141,070

Developed technology intangible asset

​

335,300

Customer relationships intangible asset

​

900

Trademarks / trade names intangible asset

​

500

Operating lease right-of-use assets

​

11,261

Other assets

​

1,291

Liabilities assumed

​

(22,397)

Deferred tax liability

​

(61,466)

Total purchase price

$

424,536

​

Certain working capital and tax accounts are subject to potential adjustment as the Company obtains additional information during the measurement period regarding new information obtained related to facts and circumstances that

existed as of the acquisition date, not to exceed one year from the date of acquisition. After the measurement period, any subsequent adjustments will be reflected in the consolidated statements of operations.

The excess of the acquisition date consideration over the fair values assigned to the assets acquired and the liabilities assumed was recorded as goodwill. Goodwill represents Foresight Diagnostics' assembled workforce and expected synergies the Company believes will result from the acquisition. Goodwill is not deductible for tax purposes. The fair value of the finite-lived acquired developed technology intangible asset was determined using the multi-period excess earnings income approach. This approach determines fair value based on estimated cash flow projections which are discounted to present value using a risk-adjusted rate of return. Management’s estimated cash flow projections include significant assumptions, including forecasted clinical revenue and related growth rate. The discount rate used to determine the fair value of the developed technology was 12%.

The assumed settlement of pre-existing relationships was determined based on the contractual amounts of payables and receivables between the parties as such amounts approximate fair value.

Pro forma information and results of Foresight Diagnostics since acquisition date have not been presented, as the results of Foresight Diagnostics are not material in relation to the consolidated financial statements of the Company.
v3.25.4
Revenue Recognition
 12 Months Ended
Dec. 31, 2025
Revenue Recognition  
Revenue Recognition

4.    Revenue Recognition

​

The Company recognizes revenues when, or as, performance obligations in the contracts are satisfied, in the amount reflecting the expected consideration to be received from the goods or services transferred to the customers.

​

Product Revenues

Product revenues are derived by performing genetic testing services and the Company’s performance obligation is complete when test results are delivered to a laboratory or patient (each a customer).

A performance obligation represents a promise in a contract to transfer a distinct good or service to a customer, which represents a unit of accounting in accordance with ASC 606. A performance obligation is considered distinct from other obligations in a contract when it provides a benefit to the customer either on its own or together with other resources that are readily available to the customer and is separately identified in the contract. The Company considers a performance obligation satisfied once the Company has transferred control of a good or service to the customer, meaning the customer has the ability to use and obtain the benefit of the good or service. A portion of the consideration should be allocated to each distinct performance obligation and recognized as revenue when, or as, the performance obligation is satisfied. The Company evaluates its contracts with laboratory partners and patients and identifies the performance obligations in those contracts, which are the delivery of the test results.

The total consideration the Company expects to collect in exchange for the Company’s products is an estimate and may be fixed or variable. Consideration includes reimbursement from both patients and insurance carriers, adjusted for variable consideration related to disallowed cases, percent of patient responsibility collected, refunds and reserves, and is estimated using the expected value method. For insurance carriers and product types with similar reimbursement characteristics, the Company uses a portfolio of relevant historical data to estimate variable consideration and total collections for the Company’s products. The Company constrains the estimated variable consideration when it determines it is probable that a significant reversal in the amount of cumulative revenue recognized may occur in future periods. The consideration expected from laboratory partners usually includes a fixed amount, but it can be variable depending on the volume of tests performed, and the Company determines the variable consideration using the expected value approach. For laboratory partners and patients, the Company allocates the total consideration to a single performance obligation, which is the delivery of the test results to the customers.

The Company enters into contracts with insurance carriers with primarily payment terms related to tests provided to patients who have health insurance coverage. Insurance carriers are considered third-party payers on behalf of the

patients, and the patients are considered the customers who receive genetic test services. Tests may be billed to insurance carriers, patients, or a combination of insurance carriers and patients. Further, the Company sells tests to a number of domestic and international laboratory partners and identifies the laboratory partners as customers, provided that there is a test services agreement between the two parties.

The Company generally bills an insurance carrier, a laboratory partner or a patient upon delivery of test results. The Company also bills patients directly for out-of-pocket costs involving co-pays and deductibles that they are responsible for. The Company may or may not get reimbursed for the full amount billed. Further, the Company may not get reimbursed at all for tests performed if such tests are not covered under the insurance carrier’s reimbursement policies or the Company is not a qualified provider to the insurance carrier, or if the tests were not previously authorized.

Product revenue is recognized in an amount equal to the total consideration (as described above) expected to be received at a point in time when the test results are delivered. Approximately 90% of cash collections attributable to such product revenue occurs within 9 months, with the remaining collections generally taking an additional 6 months. During this time, management routinely reassesses its estimates of actual to expected cash collections, which are based on historical collection rates and adjusted for current information and trends. To the extent cash collections for tests delivered in prior periods are trending higher than expectations, the Company will increase revenue recognized when sufficient evidence is obtained to conclude the additional revenue will not result in a significant reversal of revenue in a future period. If cash collections for tests delivered in prior periods are trending below expectations, the Company will reduce revenue to the amount expected to be collected based on the latest information and expectations. Increases or decreases to the amount of cash expected to be collected for tests delivered in prior periods are recognized in product revenue with a corresponding impact to accounts receivable during the period such determination is made. During the years ended December 31, 2025, 2024 and 2023, the Company increased revenue by a net of $194.4 million, $151.2 million, and $5.3 million, respectively, for changes in estimate that increased revenue for tests delivered in prior periods that were fully collected, which increased revenue and decreased net loss by a corresponding amount and decreased loss per share by $1.42, $1.21, and $0.05, respectively.

Licensing and Other Revenues

​

The Company recognizes licensing revenues from its cloud-based distribution service offering, Constellation, by granting licenses to its licensees to use certain of the Company’s proprietary intellectual properties and cloud-based software and in vitro diagnostic (“IVD”) kits. The Company also recognizes revenues from its strategic collaboration agreements, such as those with BGI Genomics Co., Ltd. (“BGI Genomics”) and Foundation Medicine, Inc. (“Foundation Medicine”). The Company recognizes licensing and other revenues through agreements with pharmaceutical companies in support of potential clinical trials managed by the pharmaceutical companies.

​

Constellation

The laboratory partners with whom the Company enters into a licensing arrangement represent the licensees and are identified as customers. The licensees do not have the right to possess the Company’s software, but rather receive services through the cloud software. These arrangements often include: (i) the delivery of the services through the cloud software, (ii) the necessary support and training, and (iii) the IVD kits to be consumed as tests are processed. The Company does not consider the software as a service, the support or the training as being distinct in the context of such arrangements, and therefore they are combined as a single performance obligation. The software, support and training are delivered simultaneously to the licensees over the term of the arrangement.

The Company bills the majority of licensees, who process the tests in their laboratories, a fixed price for each test processed. Licensing revenues are recognized as the performance obligations are satisfied (i.e., upon the delivery of each test) and reported in licensing and other revenues in the Company’s statements of operations and comprehensive loss.

BGI Genomics

In February 2019, the Company entered into a License Agreement (the “BGI Genomics Agreement”) with BGI Genomics to develop, manufacture, and commercialize next generation sequencing-based genetic testing assays for clinical

and commercial use. The BGI Genomics Agreement has a term of ten years and expires in February 2029. Pursuant to the BGI Genomics Agreement, the Company licensed its intellectual property to and provided development services for BGI Genomics. Following completion of development services, the Company began providing assay interpretation services over the term of the agreement.

The Company has a single remaining performance obligation related to oncology assay interpretation services to be provided to BGI Genomics, to which $20.0 million of transaction consideration was allocated and prepaid by BGI Genomics. During the years ended December 31, 2025 and 2024, the Company recognized $0.5 million and $1.6 million, respectively, related to oncology assay interpretation services, of which $0.5 million and $1.4 million, respectively, were recognized against deferred royalties. The Company has $16.8 million in deferred revenue as of December 31, 2025.

Disaggregation of Revenues

​

The following table shows disaggregation of revenues by payer types:

​

​

​

​

​

​

​

​

​

​

​

​

​

Year Ended December 31,

​

​

2025

​

2024

​

2023

​

​

(in thousands)

Insurance carriers

​

$

2,171,186

​

$

1,571,817

​

$

954,155

Laboratory partners

​

​

103,112

​

​

97,210

​

​

98,891

Patients

​

​

31,815

​

​

27,884

​

​

29,525

Total revenues

​

$

2,306,113

​

$

1,696,911

​

$

1,082,571

​

The following table presents total revenues by geographic area based on the location of the Company’s payers:

​

​

​

​

​

​

​

​

​

​

​

​

​

Year ended December 31, 

​

​

2025

  ​ ​ ​

2024

  ​ ​ ​

2023

​

​

(in thousands)

United States

​

$

2,264,265

 

$

1,657,745

 

$

1,047,636

Americas, excluding U.S.

​

​

9,354

 

​

6,620

 

​

4,908

Europe, Middle East, India, Africa

​

​

24,480

 

​

23,884

 

​

22,811

Asia Pacific and Other

​

​

8,014

 

​

8,662

 

​

7,216

Total

​

$

2,306,113

 

$

1,696,911

​

$

1,082,571

​

​

The following table shows the changes in the balance of deferred revenues during the period:

​

​

​

​

​

​

​

​

​

​

Balance at

​

Balance at

​

​

December 31,

​

December 31,

​

​

2025

​

2024

​

​

(in thousands)

Beginning balance

​

$

36,592

​

$

35,740

Increase in deferred revenues(1)

​

​

50,455

​

​

35,440

Revenue recognized during the period that was included in
deferred revenues at the beginning of the period

​

​

(19,200)

​

​

(13,693)

Revenue recognized from performance obligations satisfied
within the same period

​

​

(25,878)

​

​

(20,895)

Ending balance

​

$

41,969

​

$

36,592

​

(1)Increase in deferred revenues includes $2.6 million assumed at acquisition date of Foresight Diagnostics.
v3.25.4
Fair Value Measurements
 12 Months Ended
Dec. 31, 2025
Fair Value Measurements  
Fair Value Measurements

5.   Fair Value Measurements

​

The Company's financial assets and liabilities carried at fair value are comprised of investment assets that include money market and investments.

The fair value accounting guidance requires that assets and liabilities be carried at fair value and classified in one of the following three categories:

Level I: Quoted prices in active markets for identical assets and liabilities that the Company has the ability to access.

Level II: Observable market-based inputs or unobservable inputs that are corroborated by market data, such as quoted prices, interest rates, and yield curves; and

Level III: Inputs that are unobservable data points that are not corroborated by market data.

This hierarchy requires the Company to use observable market data, when available, and to minimize the use of unobservable inputs when determining fair value.

Assets and Liabilities That Are Measured at Fair Value on a Recurring Basis

​

The following table represents the fair value hierarchy for the Company’s financial assets measured at fair value on a recurring basis:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

December 31, 2025

​

December 31, 2024

 

​

  ​ ​ ​

Level I

  ​ ​ ​

Level II

  ​ ​ ​

Level III

  ​ ​ ​

Total

  ​ ​ ​

Level I

  ​ ​ ​

Level II

  ​ ​ ​

Level III

  ​ ​ ​

Total

 

​

​

(in thousands)

 

Financial Assets:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Cash, cash equivalents and restricted cash (1)

​

$

1,076,140

​

$

—

​

$

—

​

$

1,076,140

​

$

945,587

​

$

—

​

$

—

​

$

945,587

​

Municipal securities

​

​

—

​

​

—

​

​

—

​

​

—

​

​

—

​

​

22,689

​

​

—

​

​

22,689

​

Warrants

​

​

—

​

​

—

​

​

12,659

​

​

12,659

​

​

—

​

​

—

​

​

11,200

​

​

11,200

​

Total financial assets

​

$

1,076,140

​

$

—

​

$

12,659

​

$

1,088,799

​

$

945,587

​

$

22,689

​

$

11,200

​

$

979,476

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Financial Liabilities:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Contingent consideration (2)

​

$

​

​

$

—

​

$

118,360

​

$

118,360

​

$

—

​

$

—

​

$

—

​

$

—

​

Total financial liabilities

​

$

—

​

$

—

​

$

118,360

​

$

118,360

​

$

—

​

$

—

​

$

—

​

$

—

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

(1)Cash equivalents includes money market deposits and liquid demand deposits.
(2)As of December 31, 2025, contingent consideration includes $21.6 million classified as current and $96.8 million classified as non-current.

The MyOme warrants issued to the Company are accounted for as derivatives and recorded at fair value on a recurring basis and are classified within Level 3 of the fair value hierarchy because the valuation methods include certain unobservable inputs.

​

The Company measured the fair value of the contingent consideration obligation resulting from its acquisition of Foresight Diagnostics on the December 4, 2025 acquisition date using significant unobservable inputs, classified as Level 3. See Note 3, Business Combination. There were no significant changes in the fair value of the contingent consideration obligation as of December 31, 2025. Each reporting period thereafter, these obligations are revalued and changes in their fair values are recorded as selling, general, and administrative expenses, net within the consolidated statements of operations and comprehensive loss. Changes in the fair value of the contingent consideration can result from changes in assumed discount periods and rates, and from changes pertaining to the estimated or actual achievement of the defined milestones. Judgment is required in determining the appropriateness of these assumptions as of the acquisition date and

for each subsequent period. Accordingly, future business and economic conditions, as well as changes in any of the assumptions described above, can materially impact the fair value of the contingent consideration obligation.

Fair Value of Short-Term and Long-Term Debt:

As of December 31, 2025 and 2024, the estimated fair value of the total principal outstanding and accrued interest of the Credit Line was $80.3 million and $80.4 million, respectively, and were based upon observable Level 2 inputs, including the interest rate based on the 30-day Secured Overnight Financing Rate (“SOFR”) average, plus 0.5%. The estimated fair value approximates the carrying value due to the short term duration and variable interest rate.
v3.25.4
Goodwill and Intangible Assets
 12 Months Ended
Dec. 31, 2025
Goodwill and Intangible Assets  
Goodwill and Intangible Assets

6.    Goodwill and Intangible Assets

​

Goodwill

​

On December 4, 2025, upon the acquisition of Foresight Diagnostics the Company recorded $141.1 million of goodwill. See Note 3, Business Combination, for additional information. There were no measurement period adjustments recorded to the carrying value of goodwill during the year ended December 31, 2025.

​

The Company determined that no events occurred or circumstances changed that would indicate that it is more likely than not that the fair value of its reporting unit is less than its carrying amount during the year ended December 31, 2025. However, if certain events occur or circumstances change, it may be necessary to record impairment charges in the future.

​

Intangible Assets

​

The Company’s intangible assets with definite lives are amortized on a straight-line basis over their estimated useful lives, which range from 3 to 15 years. Intangible assets with finite lives are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. The Company has no indefinite-lived intangible assets. The Company determined that no events occurred or circumstances changed during the reporting periods ended December 31, 2025 and 2024 that would indicate that its intangible assets with finite lives may not be recoverable. However, if certain events occur or circumstances change, it may be necessary to record impairment charges in the future.

​

Intangible assets are comprised of the following:

​

​

​

​

​

​

​

​

​

​

​

​

​

December 31, 

​

  ​ ​ ​

Useful Life

​

2025

​

2024

​

​

​

​

(in thousands)

Developed technology

​

15 years

 

$

335,300

 

$

—

Customer-relationships

​

3-10 years

​

​

12,795

​

​

11,895

License and trademarks

 

6-10 years

 

​

30,500

​

 

—

Total

​

​

 

​

378,595

​

 

11,895

Less: Accumulated amortization

 

​

 

​

(4,882)

​

 

(962)

Total Intangible Assets, net

​

​

​

$

373,713

​

$

10,933

​

​

Intangible assets are amortized assuming no expected residual value. Amortization expense related to intangible assets was $3.9 million, $1.0 million, and none for the years ended December 31, 2025, 2024, and 2023, respectively.

​

The estimated future aggregate amortization expense as of December 31, 2025 is as follows:

​

​

​

​

​

​

  ​ ​ ​

​

​

​

(in thousands)

Year ending December 31:

​

​

​

2026

​

$

28,666

2027

​

​

28,666

2028

​

​

28,644

2029

​

​

28,366

2030

​

​

28,366

2031 and thereafter

​

​

231,005

Total

​

​

373,713

​
v3.25.4
Financial Instruments
 12 Months Ended
Dec. 31, 2025
Financial Instruments  
Financial Instruments

7.    Financial Instruments

​

The Company elected to invest a portion of its cash assets in conservative, income earning, and liquid investments. Cash, cash equivalents, restricted cash and investments, which are classified as available-for-sale securities, consisted of the following:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

December 31, 2025

​

December 31, 2024

 

​

  ​ ​ ​

Amortized
Cost

  ​ ​ ​

Gross
Unrealized
Gain

  ​ ​ ​

Gross
Unrealized
(Loss)

  ​ ​ ​

Estimated Fair
Value

  ​ ​ ​

Amortized
Cost

  ​ ​ ​

Gross
Unrealized
Gain

  ​ ​ ​

Gross
Unrealized
(Loss)

  ​ ​ ​

Estimated Fair
Value

 

​

​

(in thousands)

 

Cash, cash equivalents and restricted cash (2)

​

$

1,076,140

​

$

—

​

$

—

​

$

1,076,140

​

$

945,587

​

$

—

​

$

—

​

$

945,587

​

Municipal securities (1)

​

​

—

​

​

—

​

​

—

​

​

—

​

​

23,019

​

​

—

​

​

(330)

​

​

22,689

​

Total

​

$

1,076,140

​

$

—

​

$

—

​

$

1,076,140

​

$

968,606

​

$

—

​

$

(330)

​

$

968,276

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Classified as:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Cash, cash equivalents and restricted cash (2)

​

​

​

​

​

​

​

​

​

​

$

1,076,140

​

​

​

​

​

​

​

​

​

​

$

945,587

​

Short-term investments

​

​

​

​

​

​

​

​

​

​

​

—

​

​

​

​

​

​

​

​

​

​

​

22,689

​

Total

​

​

​

​

​

​

​

​

​

​

$

1,076,140

​

​

​

​

​

​

​

​

​

​

$

968,276

​

​

(1)Per the Company’s investment policy, all debt securities are classified as short-term investments irrespective of holding period.
(2)Cash equivalents includes liquid demand deposits and money market funds.

​

The Company invests in U.S. Treasuries, U.S. agency and high-quality municipal bonds which mature at par value and are all paying their coupons on schedule. The Company has therefore concluded an allowance for expected credit losses of its investments was not necessary and will continue to recognize unrealized gains and losses in other comprehensive income (loss). The Company did not sell any investments in the year ended December 31, 2025. During the year ended December 31, 2024, the Company sold one investment for $24.8 million, which resulted in an immaterial gain. The Company did not sell any investments in the year ending December 31, 2023. The Company uses the specific investment identification method to calculate realized gains and losses and amounts reclassified out of other comprehensive income to net income. As of December 31, 2025, the Company did not hold any investments. Gross unrealized losses were not material as of December 31, 2024 or December 31, 2023. Gross unrealized losses were primarily due to declines in the value of fixed rate instruments as interest rates in the broader market increased, and were not indictive of a decline in the credit worthiness of the underlying issuers. Accordingly, the Company did not record a credit loss reserve as of December 31, 2024.
v3.25.4
Balance Sheet Components
 12 Months Ended
Dec. 31, 2025
Balance Sheet Components  
Balance Sheet Components

8.    Balance Sheet Components

​

Allowance for Doubtful Accounts

​

The following is a roll-forward of the allowances for doubtful accounts related to trade accounts receivable for the years ended December 31, 2025, 2024 and 2023:

​

​

​

​

​

​

​

​

​

​

​

​

  ​ ​ ​

December 31, 

​

​

2025

​

2024

​

2023

​

​

(in thousands)

Beginning balance

​

$

7,259

​

$

6,481

​

$

3,830

Provision for doubtful accounts

​

​

1,607

​

​

1,279

​

​

2,645

(Write-offs) / Recoveries

​

​

(848)

​

​

(501)

​

​

6

Total

​

$

8,018

​

$

7,259

​

$

6,481

​

Property and Equipment, net

​

The Company’s property and equipment consisted of the following:

​

​

​

​

​

​

​

​

​

​

​

​

  ​ ​ ​

​

​

December 31, 

​

December 31, 

​

​

  ​ ​ ​

Useful Life

  ​ ​ ​

2025

  ​ ​ ​

2024

​

​

​

​

​

(in thousands)

​

Machinery and equipment

 

3-5 years

 

$

171,270

​

$

117,076

​

Computer equipment

 

3 years

 

​

3,629

​

 

3,178

​

Purchased and capitalized software costs held for internal use

​

3 years

​

​

21,195

​

​

13,178

​

Leasehold improvements

 

Lesser of useful life or lease term

 

​

62,152

​

 

48,569

​

Construction-in-process

​

​

 

​

94,016

​

 

58,461

​

​

​

​

 

​

352,262

​

 

240,462

​

Less: Accumulated depreciation and amortization

​

​

 

​

(111,078)

​

 

(78,416)

​

Total Property and Equipment, net

​

​

​

$

241,184

​

$

162,046

​

​

The Company’s long-lived assets are located in the United States.

​

During the year ended December 31, 2025, the increase in net property and equipment was due to expansion projects and purchases of new equipment for the Company’s laboratories located in Texas and California to expand testing capabilities. During the years ended December 31, 2025, 2024, and 2023, depreciation expense of $36.5 million, $27.2 million, $22.7 million was recorded, respectively. The Company did not incur any material impairment charges during the years ended December 31, 2025, 2024, and 2023.

​

As of December 31, 2025 and 2024, the Company’s consolidated balance sheets included $10.2 million and $9.1 million, respectively, of capitalized cloud-based implementation costs. Accumulated amortization associated with these assets was $8.3 million and $5.3 million as of December 31, 2025 and 2024, respectively. The net book value of these capitalized cloud-based implementation was $1.8 million and $3.7 million, for the years ended December 31, 2025 and 2024, respectively and are recorded in current assets and other assets within the Company's consolidated balance sheets depending on the anticipated amortization period. During the years ended December 31, 2025, 2024, and 2023, the Company recorded amortization expense of $3.0 million, $2.8 million and $1.4 million, respectively.

​

Accrued Compensation

​

The Company’s accrued compensation consisted of the following:

​

​

​

​

​

​

​

​

​

​

  ​ ​ ​

December 31,

  ​ ​ ​

December 31,

​

​

  ​ ​

2025

  ​ ​

2024

 

​

​

(in thousands)

​

Accrued paid time off

​

$

4,698

​

$

3,826

​

Accrued commissions

​

 

19,422

​

 

14,224

​

Accrued bonuses

​

 

48,926

​

 

32,236

​

Other accrued compensation

​

 

19,557

​

 

11,828

​

Total accrued compensation

​

$

92,603

​

$

62,114

​

​

Other Accrued Liabilities

​

The Company’s other accrued liabilities consisted of the following:

​

​

​

​

​

​

​

​

​

​

  ​ ​ ​

December 31, 

  ​ ​ ​

December 31, 

 

​

  ​ ​ ​

2025

  ​ ​ ​

2024

 

​

​

(in thousands)

Reserves for refunds to insurance carriers

​

$

9,507

​

$

11,276

​

Accrued charges for third-party testing

​

​

20,874

​

​

12,321

​

Testing and laboratory materials from suppliers

​

​

12,353

​

​

7,893

​

Marketing and corporate affairs

​

​

20,215

​

​

16,548

​

Legal, audit and consulting fees

​

​

56,077

​

​

54,208

​

Accrued shipping charges

​

​

3,419

​

​

1,625

​

Sales and income tax payable

​

​

8,365

​

​

4,416

​

Accrued third-party service fees

​

​

9,758

​

​

9,046

​

Clinical trials and studies

​

 

14,467

​

 

10,097

​

Operating lease liabilities, current portion

​

​

15,581

​

​

10,168

​

Property and equipment purchases

​

​

11,270

​

​

7,098

​

Other accrued expenses

​

 

6,773

​

 

2,197

​

Total other accrued liabilities

​

$

188,659

​

$

146,893

​

​
v3.25.4
Leases
 12 Months Ended
Dec. 31, 2025
Leases.  
Leases

9.    Leases

​

Operating Leases

​

In September 2015, the Company entered into a long-term lease agreement for laboratory and office space totaling approximately 94,000 square feet in Austin, Texas. The original lease term was 132 months beginning in December 2015 and expiring in November 2026, with monthly payments beginning in December 2016. In December 2021, the Company entered into an amendment of the Austin lease agreement, which extended the lease of the current premises through March 2033. The amendment also includes two additional office spaces (the “First Expansion Premises” and the “Second Expansion Premises”). The First Expansion Premises consists of 32,500 rentable square feet and commenced in February 2022. The Second Expansion Premises consists of 65,222 rentable square feet and commenced in September 2022. The terms of the First and Second Expansion Premises expire in March 2033. In March 2025, the Company entered into a lease agreement for additional premises of approximately 57,100 rentable square feet in Austin, Texas through March 2033 with an annual rent expense of approximately $0.9 million. In August 2025, the Company entered into a lease agreement for additional premises of approximately 45,800 rentable square feet in Austin, Texas through March 2033 with an annual rent expense of approximately $0.7 million. In December 2025, the Company exercised its expansion right for an additional premises of approximately 28,468 rentable square feet in Austin, Texas through March 2033 with an annual rent expense of approximately $0.4 million.

In October 2016, the Company entered into a lease directly with its landlord for laboratory and office spaces at its facilities located in San Carlos, California. The Company currently occupies approximately 136,000 square feet comprised of two office spaces (the “First Space” and the “Second Space”). The First Space covers approximately 88,000 square feet, and the Second Space totals approximately 48,000 square feet. In January 2021, the Company entered into an amendment of the lease to extend the term for 48 months to October 2027. In July 2024, the Company entered into an amendment of the San Carlos lease to extend the term for 60 months to October 2032. The annual rent will be approximately $9.7 million beginning January 2025, escalating annually and may be increased if the Company elects to utilize additional tenant improvement allowances. In January 2025, the Company entered into a lease agreement for additional premises of approximately 40,700 rentable square feet in San Carlos, California, through November 2028 with an annual rent expense of approximately $1.5 million.

The Company entered into a lease agreement in November 2020 to lease 11,395 square feet of space located in South San Francisco, California over a 36-month term. The premises are used for general office, laboratory and research use. The annual lease payment started at $0.9 million and escalates annually after commencing in December 2021. In December 2022, the Company exercised the renewal option of the South San Francisco lease agreement. In January 2023, the Company entered in an amendment to extend the lease term of the South San Francisco premises by three years, through November 2026.

The Company entered into a lease agreement in September 2023 to lease 16,319 square feet of space located in Pleasanton, California over a 60-month term. The premises are used for laboratory and research use and commenced in December 2023. In December 2025, the Company entered in an amendment to extend the existing premises and expand to an additional premises of 15,485 rentable square feet in Pleasanton, California through March 2034. The combined annual lease payment will be approximately $0.9 million.

In December 2025, as part of the business combination, the Company assumed a lease agreement for approximately 25,718 square feet of space located in Boulder, Colorado. The premises are used for general office, laboratory, and research use. The lease term extends through June 2034, and the annual lease payments commence at approximately $1.5 million and escalate anually.

The Company has also historically entered into leases of individual workspaces and storage spaces at various locations on both a month-to-month basis without an established lease term and, more recently for certain locations, has committed to terms approximating one to five years. For the facilities without a committed lease term, the Company has elected to not recognize them as right-of-use assets on the consolidated balance sheets as they are all considered short-term leases. For individual workspaces where the committed lease term exceeds one year, the Company has recorded a right-of-use asset on the consolidated balance sheets.

For the years ended December 31, 2025, 2024 and 2023, the Company recorded noncash activities of $38.9 million, $38.8 million, and $2.1 million, respectively, primarily related to obtaining right-of-use assets from new leases and extending existing leases in exchange for lease liabilities under ASC, Topic 842, Leases (“ASC 842”).

The operating lease right-of-use assets are classified as noncurrent assets in the consolidated balance sheets. The corresponding lease liabilities are separated into current and long-term portions for the years ending December 31, 2025 and 2024 as follows:

​

​

​

​

​

​

​

​

​

​

December 31, 

  ​ ​ ​

December 31, 

​

​

2025

  ​ ​ ​

2024

​

​

(in thousands)

Operating lease liabilities, current portion included in other accrued liabilities

​

$

15,581

​

$

10,168

Operating lease liabilities, long-term portion

​

​

118,473

​

​

96,588

Total operating lease liabilities

​

$

134,054

​

$

106,756

​

As of December 31, 2025, the weighted-average remaining lease term was 6.90 years and the weighted-average discount rate was 6.8%.

The Company continues to recognize lease expense on a straight-line basis. The lease expense includes the amortization of the right-of-assets with the associated interest component estimated by applying the effective interest method. Total lease expense recognized in the statements of operations and comprehensive loss were $20.2 million, $15.3 million, and $14.5 million for the years ended December 31, 2025, 2024, and 2023, respectively. Cash paid for amounts in the measurement of operating lease liabilities totaled $19.8 million, $16.8 million, and $12.4 million for the years ended December 31, 2025, 2024, and 2023, respectively.

The present value of the future minimum lease payments under all non-cancellable operating leases as of December 31, 2025 is as follows:

​

​

​

​

​

​

​

  ​ ​ ​

Operating Leases

  ​

​

​

(in thousands)

 

Year ending December 31:

​

​

​

​

2026

​

$

24,253

​

2027

​

​

24,193

​

2028

​

​

24,128

​

2029

​

​

22,823

​

2030

​

​

23,127

​

2031 and thereafter

​

​

51,024

​

Total future minimum lease payments

​

​

169,548

​

Less: imputed interest

​

​

(35,494)

​

Operating lease liabilities

​

$

134,054

​

​
v3.25.4
Commitments and Contingencies
 12 Months Ended
Dec. 31, 2025
Commitments and Contingencies  
Commitments and Contingencies

10.    Commitments and Contingencies

​

Legal Proceedings

​

The Company is or has been involved in legal matters, including investigations, subpoenas, demands, disputes, litigation, requests for information, and other regulatory or administrative actions or proceedings, including those with respect to intellectual property, testing and test performance, billing, reimbursement, marketing, short seller and media allegations, employment, and other matters. The Company is responding to ongoing regulatory and governmental investigations, subpoenas and inquiries, and contesting its current legal matters, but cannot provide any assurance as to the ultimate outcome with respect to any of the foregoing. There are many uncertainties associated with these matters.

The Company assesses legal contingencies to determine the degree of probability and range of possible loss for potential accrual in its financial statements. When evaluating legal contingencies, the Company may be unable to provide a reasonable estimate due to a number of factors, including the procedural status of the matter in question, the presence of complex or novel legal theories, and/or the ongoing discovery and development of information important to the matters. In addition, damage amounts claimed in litigation or other matters may be unsupported, exaggerated or unrelated to possible outcomes, and as such are not meaningful indicators of its potential liability. Loss contingencies, including claims and legal actions arising in the ordinary course of business, are recorded as liabilities when the likelihood of loss is probable and an amount or range of loss can be reasonably estimated. As of December 31, 2025, the aggregate accrual for legal contingencies that are probable and reasonably estimable is approximately $32.6 million. The Company is unable to predict the ultimate outcome of the matters described below and is unable to make a reasonable estimate of the amount or range of loss, if any, that could result from an unfavorable outcome of any such matter in excess of any amounts accrued.

Intellectual Property Litigation Matters.

The Company has been involved in two patent litigations against CareDx, Inc. (“CareDx”) in the United States District Court for the District of Delaware (“CareDx Patent Cases”). In the first CareDx Patent Case, CareDx alleged, in a complaint filed jointly with the Board of Trustees of the Leland Stanford Junior University in March 2019 and amended in March 2020, that the Company infringed three patents (the “CareDx Patents”). The complaint sought unspecified damages and injunctive relief. In September 2021, the Court granted the Company’s motion for summary judgment, finding all three CareDx Patents invalid. This finding was affirmed on appeal by the United States Court of Appeals for the Federal Circuit. CareDx’s petition for rehearing by the Federal Circuit, and its subsequent petition for certiorari to the United States Supreme Court, were both denied. In the second CareDx Patent Case, the Company alleged, in suits filed in January 2020 and May 2022, infringement by CareDx of certain of the Company’s patents, seeking unspecified damages and injunctive relief. In January 2024, after trial, the jury returned a verdict in favor of the Company, finding both asserted patents valid and one patent infringed by CareDx (the “Infringed Patent”) and awarding damages to the Company for lost profits and past royalties totaling $96.3 million. In February 2025, the Court granted CareDx’s motion for judgment as a matter of law and invalidated both asserted Natera patents, including the Infringed Patent.  The Company filed a notice of appeal to the Court of Appeals for the Federal Circuit in March 2025. Separately, in October 2024, an ex-parte re-examination petition was filed by CareDx with the United States Patent and Trademark Office (“USPTO”) challenging the validity of the Infringed Patent; but the USPTO ultimately denied the petition and upheld the challenged claims of the Infringed Patent. In June 2025, another ex-parte re-examination petition challenging the validity of the ‘724 Patent was filed with the USPTO, which issued a non-final office action in December 2025. The Company is reviewing the office action.

In January 2020, the Company filed suit against ArcherDX, Inc. (“ArcherDX”) in the United States District Court for the District of Delaware. In January 2021, the Company named an additional Archer DX entity, ArcherDx LLC, and Invitae as defendants. The Company alleged, among other things, that certain ArcherDX products, including the Personalized Cancer Monitoring (“PCM”) test, infringed three of the Company’s patents (the “ArcherDX Case”) and sought unspecified monetary damages and injunctive relief. Following a jury trial in May 2023 and a bench trial in June 2023, all three asserted patents were found to be valid and infringed by ArcherDX and Invitae, and the jury awarded damages totaling $19.4 million to the Company. In November 2023, the Court granted in part the Company’s motion for a permanent injunction against the PCM test, which the defendants have appealed. In February 2024, Invitae and ArcherDX filed a voluntary Chapter 11 petition in the U.S. Bankruptcy Court for the District of New Jersey, resulting in an automatic bankruptcy stay in the case. The stay was lifted, and post-trial proceedings resumed, in November 2024. Defendants’ interim appeals remain stayed pending the Court’s final resolution of the post-trial motions.

The Company is the subject of a lawsuit filed against it by Ravgen, Inc. (“Ravgen”) in June 2020 in the United States District Court for the Western District of Texas, alleging infringement of two Ravgen patents and seeking monetary damages and injunctive relief. In January 2024, after trial, the jury returned a verdict of non-willful infringement by the Company and found damages of $57.0 million. Judgment has not been entered by the Court. The Company intends to appeal certain of the rulings. In addition, various parties, including the Company, have filed petitions challenging the validity of the asserted patents with the United States Patent and Trademark Office, all of which were instituted for review, and some of which were decided in favor of upholding the challenged claims. The petitions filed by the Company and certain others remain pending.

In October 2020, the Company filed suit against Genosity Inc. (“Genosity”), in the United States District Court for the District of Delaware, alleging that various Genosity products infringe one of the Company’s patents and seeking unspecified monetary damages and injunctive relief. The case has been stayed pending the entry of a final judgment in the ArcherDX Case, in which the subject patent is also asserted. In February 2024, Genosity filed a voluntary Chapter 11 petition in the U.S. Bankruptcy Court for the District of New Jersey.

The Company was the subject of lawsuits filed against it by Invitae in the United States District Court of the District of Delaware alleging, in complaints filed in May and November of 2021, infringement of three patents and seeking monetary damages and injunctive relief. In February 2024, as a result of Invitae’s voluntary Chapter 11 petition described above, the Court continued the trial to September 2025. Labcorp Holdings Inc. (“LabCorp”) subsequently acquired the patents at issue in this case and substituted in as the plaintiff. In September 2025, the Company and LabCorp settled the case.

The Company filed suits against Inivata, Inc. and Inivata Ltd. (collectively “Inivata”) in the United States District Court for the District of Delaware in January 2021 and December 2022, alleging that certain of Inivata’s oncology products infringe certain of the Company’s patents and seeking unspecified monetary damages and injunctive relief. The two suits have been consolidated. In March 2024, the Court stayed the case in light of the Company’s case against NeoGenomics Laboratories, Inc. (“NeoGenomics”), which acquired Inivata in 2021, discussed below. In October 2025, the Company voluntarily dismissed the December 2022 suit without prejudice. In February 2026, the January 2021 suit was dismissed.

In July 2023, the Company filed suit against NeoGenomics in the United States District Court for the Middle District of North Carolina (the “District Court”), alleging infringement of two Natera patents (the “’035 Patent” and the “’454 Patent”) by NeoGenomics’ commercialization of the RaDaR test and seeking monetary damages and injunctive relief. In December 2023, the Court denied NeoGenomics’ motion to dismiss the complaint, and granted the Company’s motion for preliminary injunction. The injunction went into effect as of January 12, 2024 and was affirmed on appeal in July 2024 by the Federal Circuit Court of Appeals. NeoGenomics filed a petition with the USPTO to review the validity of the ’454 Patent, which was denied in June 2024. NeoGenomics also filed a petition with the USPTO to review the validity of the ‘035 Patent, which proceeding was terminated in October 2024. Pursuant to the terms of a partial settlement of the case, the District Court entered a permanent injunction against NeoGenomics, and it has withdrawn its RaDaR test from the market. The case remains pending with respect to an updated version of the RaDaR test and the ‘454 Patent, as well as an additional Natera patent (the “596 patent”) that was added to the case in December 2024. In August 2025, the Court granted summary judgment of invalidity of the ‘454 Patent and the ‘596 Patent, and final judgment in favor of NeoGenomics was entered in September 2025. Neogenomics has filed an inter partes review challenging the validity of the ‘596 patent. The USPTO declined to institute a review and dismissed the challenge to the ‘596 patent.

Other Litigation Matters.

CareDx filed suit against the Company in April 2019 in the United States District Court for the District of Delaware, alleging false advertising, and related claims based on statements describing studies that concern the Company’s technology and CareDx’s technology, seeking unspecified damages and injunctive relief. The Company filed a counterclaim against CareDx in the United States District Court for the District of Delaware, alleging false advertising, unfair competition and deceptive trade practices and seeking unspecified damages and injunctive relief. In March 2022, after trial, the jury returned a verdict that the Company was liable to CareDx and found damages of $44.9 million. The jury also returned a verdict against CareDx, finding that CareDx had engaged in false advertising. In July 2023, the Court granted in part the Company’s motion for judgment as a matter of law requesting that the Court set aside the portions of the jury verdict adverse to the Company, ruling that CareDx is not entitled to any damages. The jury verdict of false advertising by CareDx remains in place.  The Third Circuit affirmed the District Court’s ruling that CareDx is not entitled to any damages. CareDx petitioned for rehearing en banc, which was denied. In February 2026, CareDx filed a petition for a Writ of Certiorari with the United States Supreme Court.

The Company is involved in two lawsuits against Guardant Health, Inc. (“Guardant”). In May 2021, Guardant filed suit against the Company in the United States District Court of the Northern District of California alleging false advertising and related claims and seeking unspecified damages and injunctive relief. Also in May 2021, the Company filed suit against Guardant in the Western District of Texas, alleging false advertising and related claims. The Company has voluntarily dismissed its Texas suit against Guardant and has asserted the claims from the Texas action as counterclaims in the California action, seeking unspecified damages and injunctive relief. In August 2021, Guardant moved to dismiss the Company’s counterclaims, which motion was denied in all material respects. Both parties filed cross-motions for summary judgment, which were granted in part and denied in part. In November 2024, after trial, the jury returned a verdict finding the Company liable for false advertising and found damages of $292.5 million. On July 28, 2025, the Court entered a final order regarding the parties’ post-trial motions, which largely upheld the jury verdict. The Court has not issued a final judgment at this time. The Company plans to appeal the final judgment to the Ninth Circuit Court of Appeals. In February 2025, Guardant filed suit against the Company and two of its former employees who recently joined the Company in the United States District Court for the Northern District of California, alleging trade secret misappropriation, breach of contract and related tort claims, seeking unspecified damages and injunctive relief. Concurrently with the filing of the complaint, Guardant also moved for a temporary restraining order and expedited discovery, which motions Guardant subsequently withdrew. In April 2025, Guardant voluntarily dismissed its claims against the Company and the employee defendants without prejudice.

In November 2021, a purported class action lawsuit was filed against the Company in the United States District Court for the Northern District of California, by a patient alleging various causes of action relating to the Company’s patient billing and seeks, among other relief, class certification, injunctive relief, restitution and/or disgorgement, attorneys’ fees, and costs. In May 2023, the Court granted the Company’s motion to dismiss the lawsuit, and the case was dismissed without prejudice. In July 2023, the plaintiff filed analogous claims in the Superior Court of California, County of San Mateo, and subsequently filed an amended claim with an additional plaintiff. Based on the additional plaintiff, the case was transferred back to the United States District Court for the Northern District of California. The parties subsequently agreed that claims brought by the original plaintiff be remanded back to the Superior Court of California, County of San Mateo, and that the action be stayed pending the outcome of the action in the United States District Court for the Northern District of California.

In February 2022, two purported class action lawsuits were filed against the Company in the United States District Court for the Northern District of California. Each suit was filed by an individual patient alleging various causes of action related to the marketing of Panorama and seeking, among other relief, class certification, monetary damages, attorneys’ fees, and costs. These matters have been consolidated. The Company filed a motion to dismiss the consolidated lawsuit, which resulted in the plaintiffs filing an amended complaint in April 2023. The Company and the plaintiffs have reached a settlement of all claims. The proposed settlement has been submitted to the District Court for approval, and class notices were sent to class members in January 2026.

In March 2022, a purported class action lawsuit was filed against the Company and certain of its management in the Supreme Court of the State of New York, County of New York, asserting claims under Sections 11, 12, and 15 of the Securities Act of 1933. The complaint alleged, among other things, that the Company failed to disclose certain information regarding its Panorama test. The complaint sought, among other relief, monetary damages, attorneys’ fees, and costs. This matter was dismissed and the claims raised in this matter have been included in the lawsuit discussed below.

A purported class action lawsuit was filed against the Company and certain of its management in the United States District Court for the Western District of Texas, asserting claims under Sections 10(b) and 20(a) of the Securities Act of 1934 and Rule 10b-5 thereunder. The complaint, filed in April 2022 and amended in October 2022 (to include, among others, the claims raised in the lawsuit discussed in the preceding paragraph), alleges, among other things, that the management defendants made materially false or misleading statements, and/or omitted material information that was required to be disclosed, about certain of the Company’s products and operations. The complaint seeks, among other relief, monetary damages, attorneys’ fees, and costs. The Company filed a motion to dismiss this lawsuit, which was granted in part and denied in part. The Court has certified the class.

In each of October 2023 and January 2024, shareholder derivative complaints were filed in the United States District Court for the Western District of Texas and the United States District Court for the District of Delaware, respectively, against the Company as nominal defendant and certain of the Company’s management. Each complaint alleges, among other things, that the management defendants made materially false or misleading statements, and/or omitted material information that was required to be disclosed, about certain of the Company’s products and operations. Each complaint seeks, among other relief, monetary damages, attorneys’ fees, and costs.

In October 2024, a purported class action lawsuit was filed against the Company in the United States District Court for the Northern District of California, by patients alleging various causes of action relating to the Company’s preimplantation genetic test for aneuploidies. They request, among other relief, class certification, injunctive relief, restitution and/or disgorgement, attorneys’ fees, and costs. The Company has filed a motion to dismiss the lawsuit, which was granted on August 4, 2025, and the case was dismissed without prejudice. In August 2025, the Plaintiffs filed an Amended Complaint.

Indemnifications

As permitted under Delaware law, and as set forth in the Company’s Amended and Restated Certificate of Incorporation and its Amended and Restated Bylaws, the Company indemnifies its directors, executive officers, other officers, employees and other agents for certain events or occurrences that may arise while in such capacity. In addition,

agreements entered into by the Company may include indemnification provisions that may subject the Company to costs and damages in the event of a claim against an indemnified third party.

​

The maximum potential future payments the Company could be required to make under these indemnifications is unlimited; however, the Company has insurance policies and indemnification agreements that may limit its exposure and may enable it to recover a portion of any future amounts paid. Assuming the applicability of coverage, the willingness of the insurer or partner to assume coverage, and subject to certain retention, loss limits and other policy provisions, the Company believes that it is not probable that any obligations under this indemnification would be material, or in excess of any recorded accruals.

​

No assurances can be given that the covering insurers will not attempt to dispute the validity, applicability, or amount of coverage without expensive litigation against these insurers, in which case the Company may incur substantial liabilities as a result of these indemnification obligations.

​

Third-Party Payer Reimbursement Audits

From time to time, the Company receives recoupment requests from third-party payers for alleged overpayments. The Company disagrees with the contentions of pending requests and/or has recorded an estimated reserve for the alleged overpayments if probable and estimable.

​

Contractual Commitments

​

The following table sets forth the Company’s material contractual commitments as of December 31, 2025:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Year Ended December 31,

Party

​

Total Commitments

​

​

2026

​

​

2027

​

​

2028

​

​

2029

​

​

2030

​

​

2031 and thereafter

​

​

​

(in thousands)

Laboratory instruments supplier

​

$

18,900

​

$

9,200

​

$

9,700

​

$

—

​

$

—

​

$

—

​

$

—

Material suppliers

​

​

107,318

​

​

89,316

​

​

7,299

​

​

8,150

​

​

2,553

​

​

—

​

​

—

Application service providers

​

​

13,573

​

​

6,808

​

​

5,564

​

​

1,194

​

​

7

​

​

—

​

​

—

Cloud platform service provider

​

​

28,042

​

​

9,490

​

​

9,339

​

​

9,212

​

​

—

​

​

—

​

​

—

Other

​

​

89,109

​

​

56,437

​

​

25,662

​

​

2,195

​

​

971

​

​

1,262

​

​

2,583

Total

​

$

256,942

​

$

171,251

​

$

57,564

​

$

20,751

​

$

3,531

​

$

1,262

​

$

2,583

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

In conjunction with the Company’s acquisition of Foresight Diagnostics, the Company may also be required to pay up to $175.0 million to the former holders of Foresight Diagnostic’s outstanding equity interests, subject to the achievement of certain milestones through December 31, 2027. As of December 31, 2025, the Company recognized a $118.4 million contingent consideration liability based on the fair value as of acquisition date. Payments will be settled in shares of the Company’s common stock and are estimated to occur in years 2026 and 2027. See Note 3, Business Combination, for additional information.

​

In January 2024, the Company acquired from Invitae Corp. (“Invitae”) certain assets relating to Invitae’s non-invasive prenatal screening and carrier screening business. The transaction price of $10.5 million consisted of $10.0 million in upfront payment costs and approximately $0.5 million of other transaction costs which were capitalized as intangible assets over an estimated useful life of ten years. An additional payment of up to $42.5 million may be made should the Company achieve certain customer volume retention targets and based on certain legal outcomes.

​

During November 2024, the Company entered into an agreement to acquire clinical samples and data for oncology development. As of December 31, 2025, the Company has paid $14.0 million in cash, has recorded a payable for $4.7 million, and is committed to an additional $1.3 million, which is included in commitments above. An additional $50.0 million in potential payments owed to the third-party vendor, not included above, will depend on whether certain approvals are obtained and commercial volume milestones are achieved.
v3.25.4
Stock-Based Compensation
 12 Months Ended
Dec. 31, 2025
Stock-Based Compensation  
Stock-Based Compensation

11.    Stock-Based Compensation

​

Equity Plans

​

2015 Equity Incentive Plan

​

General. The Company’s board of directors adopted its 2015 Equity Incentive Plan (the “2015 Plan”), in June 2015. The Company’s 2015 Plan replaced all of its prior stock plans. In the second quarter of 2024, the Company’s stockholders approved an amended and restated version of the 2015 Plan which increased the shares reserved for issuance by 6.0 million shares of the Company’s common stock, extended the term of the plan by an additional 10 years and eliminated the “evergreen” feature which provided for automatic annual increases in the number of shares available for issuance under the 2015 Plan.

​

Stock options vest as determined by the compensation committee. In general, they will vest over a four-year period following the date of grant. These awards generally expire earlier if the participant's service terminates earlier.

Restricted Shares and Stock Units.  Restricted shares and stock units (collectively “RSUs”) may be awarded under the 2015 Plan in return for any lawful consideration, and participants who receive RSUs generally are not required to pay cash for their awards. These awards may be subject to vesting. Vesting may be based on length of service, the attainment of performance-based milestones or a combination of both, as determined by the compensation committee. Further, RSUs may be granted and immediately vested in lieu of certain obligations.

The Company also periodically awards phantom stock units, under a separate incentive arrangement, to certain international personnel, which are settled in cash upon vesting and accounted for as liability-based awards with no impact to the shares available for grant.

Employee Stock Purchase Plan

General. The Company’s 2015 Employee Stock Purchase Plan (the “ESPP”), was adopted by its board of directors in June 2015 and its stockholders approved it in June 2015. The ESPP is intended to qualify under Section 423 of the Internal Revenue Code.

Share Reserve. The Company has 4,953,702 shares available for issuance under the ESPP as of December 31, 2025, a number that is automatically increased on the first business day of each fiscal year of the Company during the term of the ESPP by the least of (i) 1% of the total number of shares of common stock actually issued and outstanding on the last business day of the prior fiscal year, (ii) 880,000 shares of common stock (subject to the ESPP), or (iii) a number of shares of common stock determined by the Company’s board of directors. The number of shares reserved under the 2015 ESPP will automatically be adjusted in the event of a stock split, stock dividend or a reverse stock split (including an adjustment to the per-purchase period share limit).

​

Purchase Price. Employees may purchase each share of common stock under the 2015 ESPP at a price equal to 85% of the lower of the fair market values of the stock as of the beginning or the end of the six-month offering periods. An employee’s payroll deductions under the ESPP are limited to 15% of the compensation, and up to a maximum of 5,000 shares may be purchased during any offering period. A participant shall not be granted an option under the ESPP if such option would permit the participant’s rights to purchase stock to accrue at a rate exceeding $25,000 fair market value of stock for each calendar year in which such option is outstanding at any time.

​

Offering Periods. Each offering period will last a number of months determined by the compensation committee, not to exceed 27 months. A new offering period will begin periodically, as determined by the compensation committee. Offering periods may overlap or may be consecutive. Unless otherwise determined by the compensation committee, two offering periods of six months' duration will begin in each year on May 1 and November 1.

​

Stock-Based Compensation Expense

​

The following table presents stock-based compensation expense recorded for equity classified awards in the statement of operations and comprehensive loss:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Year Ended December 31,

​

​

2025

​

2024

​

2023

​

 

(in thousands)

Cost of revenues

​

$

23,595

​

$

16,468

​

$

11,752

Research and development

​

 

120,362

​

 

88,705

​

 

66,326

Selling, general and administrative

​

 

210,447

​

 

169,255

​

 

113,730

Total

​

$

354,404

​

$

274,428

​

$

191,808

​

​

​

​

​

​

​

​

​

​

​

As of December 31, 2025, approximately $636.9 million of unrecognized compensation expense, adjusted for estimated forfeitures, related to unvested option awards and RSUs will be recognized over a weighted-average period of approximately 1.7 years.

​

Stock Options

​

The following table summarizes option activity during the year ended December 31, 2025:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

 

​

  ​ ​ ​

​

  ​ ​ ​

​

  ​ ​ ​

Weighted-

  ​ ​ ​

​

 

​

​

​

​

Weighted-

​

Average

​

​

 

​

​

​

​

Average

​

Remaining

​

Aggregate

 

​

​

Number of

​

Exercise

​

Contractual

​

Intrinsic

 

​

​

Shares

​

Price

​

Life

​

Value

 

(in thousands, except for contractual life and exercise price)

​

​

​

​

​

​

(in years)

​

​

 

Balance at December 31, 2024

 

3,875

​

$

30.22

 

4.45

​

$

496,135

​

Options assumed(1)

 

88

​

$

29.28

​

​

​

​

​

​

Options exercised

 

(370)

​

​

60.99

​

​

​

​

​

​

Options forfeited/cancelled

 

(2)

​

$

3.78

​

​

​

​

​

​

Balance at December 31, 2025

 

3,591

​

$

27.03

 

3.57

​

$

725,400

​

Exercisable at December 31, 2025

 

3,321

​

$

25.79

 

3.26

​

$

675,149

​

Vested and expected to vest at December 31, 2025

 

3,573

​

$

26.96

 

3.55

​

$

722,275

​

​

(1)Related to Assumed Options replaced in conjunction with the acquisition of Foresight Diagnostics. See Note 3 for further details.

​

The total intrinsic value of stock options exercised during the years ended December 31, 2025, 2024, and 2023 were $48.1 million, $145.6 million, and $14.7 million, respectively.

​

No options were granted in the years ended December 31, 2025 and 2024. The weighted-average average grant date fair value of options granted during the year ended December 31, 2023 was $27.31 per share.

​

As part of the acquisition of Foresight Diagnostics, the portion of Assumed Options attributable to post-combination service was excluded from purchase consideration and will be recognized as stock-based compensation expense over the remaining requisite service period. The total value as of the acquisition date was $6.9 million.

​

Valuation of Stock Option Grants

​

The Company utilizes Black-Scholes option pricing model when estimating the fair value of stock options. The fair value of the Assumed Options in the year ended December 31, 2025 was measured as of the acquisition date of

Foresight Diagnostics in accordance with ASC 718, Compensation—Stock Compensation. The following valuation assumptions were applied to options.

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Year ended December 31, 

​

  ​ ​

2025

  ​ ​ ​

  ​ ​ ​

2024

  ​ ​ ​

  ​ ​ ​

2023

​

Expected term (years)

 

1.30

​

—

3.56

​

​

​

​

​

—

​

​

5.20

​

—

6.11

​

Expected volatility

 

46.47

%  

—

50.48

%

 

​

​

​

—

%

​

67.75

%

—

70.07

%

Expected dividend rate

 

​

​

​

—

%

 

​

​

​

—

%

​

​

​

​

—

%

Risk-free interest rate

 

3.21

%  

—

3.36

%

 

​

​

​

—

%

​

3.41

%

—

4.80

%

​

As of December 31, 2025, there were no options outstanding held by non-employees. Stock-based compensation expense related to stock options granted to non-employees is recognized as the stock option is earned and the services are rendered. The Company believes that the estimated fair value of the stock options is more readily measurable than the fair value of the services rendered.

​

Restricted Stock Units and Performance-based Awards

​

The following table summarizes unvested RSUs and PSUs for the year ended December 31, 2025:

​

​

​

​

​

​

​

​

​

​

​

Weighted-

​

​

​

​

Average

​

​

Number of

​

Grant Date

​

​

Shares

​

Fair Value

​

​

(in thousands)

​

​

​

Balance at December 31, 2024

​

10,593

​

$

61.28

Granted

​

3,504

​

$

172.76

Vested

​

(5,324)

​

$

61.62

Cancelled/Forfeited

​

(450)

​

$

89.92

Balance at December 31, 2025

 

8,323

​

$

100.44

​

​

​

​

​

​

​

The above table of unvested RSU and PSU activity reflects unvested PSUs at 100% of their target vesting amount; however, vesting can vary from 0% to 200% of target, depending on the level of achievement of performance criteria.

The Company grants certain senior-level executives performance stock units which vest based on performance and time-based service conditions, which are referred to herein as performance-based awards. During the years ended December 31, 2025, 2024, and 2023, the Company granted 0.4 million, 0.8 million, and 0.5 million performance-based awards with an aggregate grant date fair value at 100% of their target vesting amount at $64.9 million, $55.0 million, and $44.1 million, respectively. Stock-based compensation for these performance-based awards milestones are assessed to be 200% of the grant value.

The Company has recognized $98.8 million in stock-based compensation for performance-based awards for the year ended December 31, 2025 compared to $89.8 million for the year ended December 31, 2024 and $54.2 million for the year ended December 31, 2023.
v3.25.4
Debt
 12 Months Ended
Dec. 31, 2025
Debt  
Debt

12.    Debt

​

Credit Line Agreement

​

In September 2015, the Company entered into a credit line with UBS (the “Credit Line”) providing for a $50.0 million revolving line of credit which was fully drawn down in 2016. The Credit Line was amended in July 2017 and bears interest at 30-day LIBOR plus 1.10%. The interest rate was subsequently changed to the 30-day SOFR average, plus

1.21%. The SOFR rate is variable. The interest rate as of December 31, 2025 was 4.29%. The Credit Line was subsequently increased from $50.0 million to $150.0 million in 2020. In June 2023, the Credit Line decreased from $150.0 million to $100.0 million. In November 2022, the Company drew down $30.0 million from the $100.0 million available from the Credit Line. The Credit Line is secured by a first priority lien and security interest in the Company’s money market and marketable securities held in its managed investment account with UBS. The Company is required to maintain a minimum of at least $150.0 million in its UBS accounts as collateral which is classified as cash, cash equivalents, and short-term investments in the consolidated balance sheets. UBS has the right to demand full or partial payment of the Credit Line obligations and terminate the Credit Line, in its discretion and without cause, at any time. In October 2023, the interest rate for the Credit Line was subsequently changed to the 30-day SOFR average, plus 0.5%. As of December 31, 2025, the Company has drawn down a total of $80.0 million and there is $20.0 million remaining and available on the Credit Line.

For the years ended December 31, 2025, 2024, and 2023, the Company recorded interest expense of $4.1 million, $4.7 million, and $4.9 million, respectively. Interest payments totaling $4.1 million, $4.7 million, and $4.9 million had been made on the Credit Line during the years ended December 31, 2025, 2024, and 2023, respectively. As of December 31, 2025 and December 31, 2024, and the total principal amount outstanding including accrued interest was $80.3 million and $80.4 million, respectively.

Convertible Notes

​

In April 2020, the Company issued $287.5 million aggregate principal amount of Convertible Notes due 2027 in a private placement offering to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended. The Convertible Notes were senior, unsecured obligations of the Company and bore interest at a rate of 2.25% per year, payable in cash semi-annually. Upon conversion, the Convertible Notes were convertible into cash, shares of the Company’s common stock or a combination of cash and shares of the Company’s common stock, at the Company’s election.

The Company received net proceeds from the Convertible Notes of $278.3 million, after deducting the initial purchasers’ discounts and debt issuance costs. In 2020, the Company used approximately $79.2 million of the net proceeds from the Convertible Notes offering to repay its obligations under its credit agreement with OrbiMed Royalty Opportunities II, LP.

On July 19, 2024, the Company elected to exercise its optional redemption right to redeem all $287.5 million aggregate principal amount of its outstanding 2.25% Convertible Notes due 2027 and instructed Wilmington Trust, National Association, as trustee under the Convertible Notes Indenture (the “Indenture Agreement”) governing the Convertible Notes, to issue a redemption notice to registered holders of the Convertible Notes. The date fixed for the redemption of the Convertible Notes was October 11, 2024 (the “Redemption Date”). The redemption price for the Convertible Notes was equal to 100% of the principal amount of the Convertible Notes to be redeemed plus accrued and unpaid interest to, but excluding, the Redemption Date. The Company elected physical settlement with the Company’s shares of common stock as the settlement method to apply to all conversions of the Convertible Notes. All terms and conditions associated with physical settlement are noted within the terms of the original Indenture Agreement. The conversion rate for holders who converted their Convertible Notes in connection with the Company’s election to redeem the Convertible Notes was increased by 0.4284 additional shares pursuant to the Indenture Agreement.

Upon adoption of ASU 2020-06, Debt with Conversion and Other Options (Subtopic 470-20) and Derivative and Heading-Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in Entity’s Own Equity, the Company allocated all of the debt discount to long-term debt. The debt discount is amortized to interest expense using the effective interest method, computed to be 2.72%, over the life of the Convertible Notes or approximately its seven-year term.

​

The following table presents total interest expense recognized related to the Convertible Notes during the years as follows:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

December 31, 

​

2025

​

​

2024

​

​

2023

​

(in thousands)

Cash interest expense

​

​

​

​

​

​

​

​

Contractual interest expense

$

—

​

$

2,157

​

$

6,469

Non-cash interest expense

​

​

​

​

​

​

​

​

Contractual interest expense

​

—

​

​

2,875

​

​

—

Amortization of debt discount and debt issuance cost

​

—

​

​

991

​

​

1,292

Total interest expense

$

—

​

$

6,023

​

$

7,761

​
v3.25.4
Stockholders' Equity
 12 Months Ended
Dec. 31, 2025
Stockholders' Equity  
Stockholders' Equity

13.     Stockholders’ Equity

As of December 31, 2025, the Company had 50,000,000 authorized shares of its preferred stock, of which no shares were issued and outstanding; and 750,000,000 authorized shares of its common stock, at $0.0001 par value, and there were approximately 139,693,000 shares of common stock issued and outstanding.

In October 2024, the Company elected to settle its outstanding Convertible Notes through physical settlement with shares of the Company’s common stock as the settlement method to apply to all conversions of the Convertible Notes. All terms and conditions associated with physical settlement are noted within the terms of the original Indenture Agreement. The Convertible Notes were settled for approximately 7,532,300 shares of the Company’s common stock.

In September 2023, the Company completed an underwritten equity offering and sold 4,550,000 shares of its common stock at a price of $55 per share to the public. Before estimated offering expenses of $0.4 million, the Company received proceeds of approximately $235.8 million net of the underwriting discount.

v3.25.4
Income Taxes
 12 Months Ended
Dec. 31, 2025
Income Taxes  
Income Taxes

14.    Income Taxes

​

The Company’s loss before income taxes is substantially all within the United States. The following table presents a reconciliation of the income tax expense computed at the statutory federal rate and the Company's income tax expense for the year ended December 31, 2025 in accordance with the new guidance in ASU No. 2023-09:

​

​

​

​

​

​

​

​

​

​

December 31,

​

​

  ​ ​ ​

2025

  ​ ​ ​

​

​

(in thousands, except percentages)

Tax benefit at the U.S. federal statutory rate

​

$

(56,299)

​

21.00

%  

State and local income taxes, net of federal benefit (1)

​

​

(8,053)

​

3.00

%  

Foreign tax effects

​

​

334

​

(0.12)

%  

Tax credits:

​

​

​

​

​

​

Research and development credits

​

​

(2,020)

​

0.75

%

Changes in valuation allowance

​

​

101,513

​

(37.87)

%  

Nontaxable or nondeductible Items:

​

​

​

​

​

​

Stock-based compensation

​

​

(133,410)

​

49.76

%  

Nondeductible officers' compensation

​

​

33,202

​

(12.38)

%  

Meals & entertainment

​

​

3,646

​

(1.36)

%  

Other

​

​

961

​

(0.36)

%  

Other adjustments:

​

​

​

​

​

​

Other

​

​

196

​

(0.07)

%  

Benefit for income taxes

​

$

(59,929)

​

22.35

%  

​

(1)State taxes in California, Illinois, New York, and New Jersey made up the majority (greater than 50%) of the tax effect in this category.

​

The following table presents a reconciliation of the income tax expense computed at the statutory federal rate and the Company's income tax expense for the years ended December 31, 2024 and 2023 in accordance with the guidance prior to the adoption of ASU No. 2023-09:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

December 31,

​

​

​

2024

​

  ​ ​ ​

2023

​

​

​

(in thousands, except percentages)

​

U.S. federal taxes (benefit) at statutory rate

​

$

(39,844)

​

21.00

%  

​

$

(91,251)

​

21.00

%

State and local income taxes, net of federal benefit

​

​

(21,613)

​

11.39

%  

​

​

(13,492)

​

3.10

%

Research and development credits

​

​

(17,621)

​

9.29

%  

​

​

(10,837)

​

2.49

%

Stock-based compensation

​

​

(62,969)

​

33.19

%  

​

​

(6,422)

​

1.48

%

Foreign tax

​

​

(25)

​

0.01

%

​

​

(106)

​

0.02

%

Nondeductible officers' compensation

​

​

31,718

​

(16.72)

%  

​

​

8,651

​

(1.99)

%  

Acquisition costs

​

​

—

​

—

%  

​

​

563

​

(0.13)

%  

Nondeductible meals and other

​

​

2,870

​

(1.51)

%  

​

​

(3,397)

​

0.79

%

Change in valuation allowance

​

​

108,179

​

(57.02)

%  

​

​

116,562

​

(26.82)

%

Provision for income taxes

​

$

695

​

(0.37)

%

​

$

271

​

(0.05)

%

​

​

During the year ended December 31, 2025, the Company recorded a tax benefit of $59.9 million primarily from a partial release of the valuation allowance in connection with the acquisition of Foresight Diagnostics (See Note 3 Business Combination). The net deferred tax liability from the acquisition provided a source of additional income to support the realizability of the Company’s pre-existing deferred tax assets and as a result, the Company released a portion of its valuation allowance. The federal deferred tax benefit of $51.7 million and state deferred tax benefit of $9.0 million was reduced by foreign withholding of $0.2 million and state tax income tax expense of $0.6 million. During the years ended December 31, 2024, and 2023, the Company recorded total income tax expense of $0.7 million and $0.3 million, respectively, for foreign withholding and state income tax expense.

​

Deferred income taxes reflect the net tax effects of temporary differences between carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes as well as net operating loss and tax credit carryforwards. The components of the net deferred income tax assets are as follows:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

December 31,

​

​

  ​ ​ ​

​

​

  ​ ​ ​

2025

​

2024

​

​

​

​

​

​

(in thousands)

​

Deferred tax assets:

​

​

​

​

​

​

​

​

​

​

Net operating loss carryforwards

​

​

​

​

$

504,968

​

$

395,139

​

Research and development tax credit carryforwards

​

​

​

​

​

93,942

​

​

90,759

​

Capitalized research costs

​

​

​

​

​

247,223

​

​

173,991

​

Reserves and accruals

​

​

​

​

​

35,180

​

​

23,928

​

Lease liabilities

​

​

​

​

​

33,124

​

​

26,649

​

Stock-based compensation

​

​

​

​

​

56,734

​

​

47,864

​

Intangible assets

​

​

​

​

​

—

​

​

8,846

​

Other

​

​

​

​

​

6,498

​

​

5,583

​

Total deferred tax assets before valuation allowance

​

​

​

​

​

977,669

​

​

772,759

​

Less: valuation allowance

​

​

​

​

​

(867,976)

​

​

(747,090)

​

Total deferred tax assets after valuation allowance

​

​

​

​

​

109,693

​

​

25,669

​

Deferred tax liabilities:

​

​

​

​

​

​

​

​

​

​

Fixed assets

​

​

​

​

​

(11,464)

​

​

(4,164)

​

Right-of-use lease assets

​

​

​

​

​

(26,820)

​

​

(21,505)

​

Developed technology

​

​

​

​

​

(72,110)

​

​

—

​

Total deferred tax liabilities

​

​

​

​

​

(110,394)

​

​

(25,669)

​

Net deferred tax liabilities

​

​

​

​

$

(701)

​

$

—

​

​

The Company established a valuation allowance against its deferred tax assets in 2025 and 2024 due to the uncertainty surrounding realization of these assets. The valuation allowance increased to $868.0 million as of 2025 from $747.1 million as of 2024 due to current year losses and credits claimed.

​

As of December 31, 2025, the Company had federal, state, and foreign net operating loss (“NOLs”) carryforwards of approximately $2.0 billion, $1.4 billion, and $4.5 million, respectively, which begin to expire in 2030, 2026, and 2027, respectively, if not utilized. Approximately $1.7 billion of federal net operating loss included above can be carried forward indefinitely.

​

The Company also had federal research and development credit carryforwards of approximately $83.6 million, which begin to expire in 2027, and state research and development credit carryforwards of approximately $48.9 million, which begin to expire in 2031. Realization is dependent on generating sufficient taxable income prior to expiration of the loss and credit carryforwards.

​

Federal, state and foreign tax laws impose substantial restrictions on the utilization of NOLs and credit carryforwards in the event of an "ownership change" for tax purpose, as defined in Section 382 of the Internal Revenue Code. Accordingly, the Company's ability to utilize these carryforwards may be limited as the result of such ownership change. Such a limitation could result in limitation in the use of the NOLs in future years and possibly a reduction of the NOLs available.

​

A reconciliation of the beginning and ending amount of gross unrecognized tax benefits is as follows:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

December 31,

​

​

  ​ ​ ​

2025

  ​ ​ ​

2024

​

2023

 

​

​

(in thousands)

​

Balance at beginning of year

​

$

34,940

​

$

30,912

​

$

23,844

​

Additions based on tax positions related to the current year

​

​

5,862

​

​

13,648

​

​

7,034

​

Additions (reductions) for tax positions of prior years

​

​

(10,006)

​

​

(9,620)

​

​

34

​

Balance at end of year

​

$

30,796

​

$

34,940

​

$

30,912

​

​

During the years ended December 31, 2025, 2024, and 2023, the amount of unrecognized tax benefits (decreased) increased by ($4.1) million, $4.0 million, and $7.1 million, respectively, due to additional research and development credits generated during the year offset by adjustments to prior periods resulting from the completion of R&D studies. As of December 31, 2025, 2024, and 2023, the total amount of unrecognized tax benefits was $30.8 million, $34.9 million, and $30.9 million, respectively.

​

The Company is subject to U.S. federal, state, and foreign income taxes. Tax regulations within each jurisdiction are subject to the interpretation of the related tax laws and regulations, and require significant judgment to apply. The Company is subject to U.S. federal, state and local tax examinations by tax authorities for all prior tax years since incorporation.

​

The Company recognizes any interest and/or penalties related to income tax matters as a component of income tax expense. As of December 31, 2025, there were no material accrued interest and penalties related to uncertain tax positions.

​

In 2021, the Organization for Economic Cooperation and Development (the “OECD”) announced an Inclusive Framework on Base Erosion and Profit Shifting including Pillar Two Model Rules defining the global minimum tax. These rules broadly call for the taxation of large multinational corporations at a minimum rate of 15%. We continue to evaluate the enacted and pending legislation to implement these rules in the non-U.S. tax jurisdictions we operate in but do not currently believe the impact to be material.

​

On July 4, 2025, President Trump signed the One Big Beautiful Bill Act ("OB3"), which includes numerous changes to existing tax law including extending or making permanent certain business and international tax measures initially established under the 2017 Tax Cuts and Jobs Act (“TCJA”), which were set to expire. The OB3 permanently

eliminates the requirement to capitalize and amortize U.S.-based research and experimental expenditures over five years, making these expenditures fully deductible in the period incurred. The Company expects to make a Sec. 59( e) election and capitalize and amortize the current year domestic R&D expense over 10 years. The Company continues to amortize previously capitalized US Sec. 174 expenses over the remaining amortization periods.
v3.25.4
Net Loss per Share
 12 Months Ended
Dec. 31, 2025
Net Loss per Share  
Net Loss per Share

15.     Net Loss per Share

​

The following table shows the potentially dilutive common stock equivalents that were excluded from the computations of diluted net loss per share as their effect would be anti-dilutive, as of December 31, 2025, 2024, and 2023:

​

​

​

​

​

​

​

​

​

​

​

December 31, 

​

​

  ​ ​ ​ ​

2025

  ​ ​ ​

2024

  ​ ​ ​

2023

 

​

 

(in thousands)

​

Options to purchase common stock

​

3,591

 

3,875

 

5,501

​

Performance-based awards and restricted stock units

​

8,323

​

10,593

​

9,248

​

Employee stock purchase plan

​

34

​

40

​

88

​

Convertible Note

​

—

​

—

​

7,411

​

Contingent consideration for business combination

​

517

​

—

​

—

​

​

​

12,465

 

14,508

​

22,248

​

​
v3.25.4
Segment Reporting
 12 Months Ended
Dec. 31, 2025
Segment Reporting  
Segment Reporting

16. Segment Reporting

​

In November 2023, ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, was issued which requires disclosure of incremental segment information on an interim and annual basis that are regularly provided to the chief operating decision maker (the “CODM”) and included within each reported measure of segment profit or loss. The Company has adopted this ASU as of December 31, 2024. The Company currently operates as a single reporting segment entity with the Chief Executive Officer as the CODM. The CODM relies on the financial statements presented within the annual report Form 10-K and quarterly Form 10-Q to evaluate the Company’s financial performance and make key operating decisions. The key area of focus of the CODM for the allocation of resources is the cash used in operations. These financial statements provide a comprehensive view of the Company’s overall financial condition, including information on expenses, assets, and liabilities. The significant expense categories are consistent with those presented on the face of the statements of operations and comprehensive loss. The CODM does not receive or use any other segmented or disaggregated financial or any significant expense information for decision-making purposes. Additionally, gross margin is regularly provided to the CODM and is derived based on the consolidated statements of operations and comprehensive loss as follows:

​

​

​

​

​

​

​

​

​

​

​

​

​

December 31,

​

​

2025

​

2024

​

2023

​

​

(in thousands except percentages)

Revenue

​

$

2,306,113

​

$

1,696,911

​

$

1,082,571

Cost of product revenues

​

​

810,627

​

​

672,304

​

​

588,564

Cost of licensing and other revenues

​

​

2,306

​

​

1,449

​

​

1,267

Gross margin

​

$

1,493,180

​

$

1,023,158

​

$

492,740

​

​

​

​

​

​

​

​

​

​

Gross margin percentage

​

​

64.7%

​

​

60.3%

​

​

45.5%

​

​

​

​

​

​

​

​

​

​

​
v3.25.4
Subsequent Events
 12 Months Ended
Dec. 31, 2025
Subsequent Events  
Subsequent Events

17. Subsequent Events

Subsequent to December 31, 2025, the Company entered into a new lease arrangement for additional laboratory space in San Carlos, California. The new lease arrangements have future commitments aggregating to approximately $39.2 million through 2036.
v3.25.4
Pay vs Performance Disclosure - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Pay vs Performance Disclosure      
Net Income (Loss) $ (208,160) $ (190,426) $ (434,801)
v3.25.4
Insider Trading Arrangements
 3 Months Ended
Dec. 31, 2025
shares
Daniel Rabinowitz  
Trading Arrangements, by Individual  
Material Terms of Trading Arrangement

Insider Trading Arrangements and Policies

​

On December 5, 2025, Daniel Rabinowitz, our chief legal officer, adopted a trading arrangement for the sale of shares of the Company’s common stock intended to satisfy the affirmative defense of Rule 10b5-1(c) (a “Rule 10b5-1 Trading Plan”) that provides for the sale of 61,600 shares of our common stock and the exercise of 5,598 stock options and sale of underlying shares of our common stock, pursuant to the terms of the plan between March 6, 2026 and December 5, 2027.
Name Daniel Rabinowitz
Title our chief legal officer
Rule 10b5-1 Arrangement Adopted true
Adoption Date December 5, 2025
Expiration Date December 5, 2027
Aggregate Available 61,600
Herm Rosenman  
Trading Arrangements, by Individual  
Material Terms of Trading Arrangement

On December 10, 2025, Herm Rosenman, a member of our board of directors, adopted a Rule 10b5-1 Trading Plan that provides for the exercise of 16,530 stock options and sale of underlying shares of our common stock pursuant to the terms of the plan between March 11, 2026 and December 10, 2026.
Name Herm Rosenman
Title a member of our board of directors
Rule 10b5-1 Arrangement Adopted true
Adoption Date December 10, 2025
Expiration Date December 10, 2026
Aggregate Available 16,530
Matthew Rabinowitz  
Trading Arrangements, by Individual  
Material Terms of Trading Arrangement

On December 11, 2025, Matthew Rabinowitz, our co-founder and executive chairman, adopted a Rule 10b5-1 Trading Plan that provides for the sale of 200,000 shares of our common stock pursuant to the terms of the plan between March 12, 2026 and August 31, 2026.
Name Matthew Rabinowitz
Title our co-founder and executive chairman
Rule 10b5-1 Arrangement Adopted true
Adoption Date December 11, 2025
Expiration Date August 31, 2026
Aggregate Available 200,000
Rowan Chapman  
Trading Arrangements, by Individual  
Material Terms of Trading Arrangement

On December 12, 2025, Rowan Chapman, a member of our board of directors, adopted a Rule 10b5-1 Trading Plan that provides for the sale of 3,221 shares of our common stock pursuant to the terms of the plan between March 13, 2026 and December 1, 2026.
Name Rowan Chapman
Title a member of our board of directors
Rule 10b5-1 Arrangement Adopted true
Adoption Date December 12, 2025
Expiration Date December 1, 2026
Aggregate Available 3,221
Jonathan Sheena  
Trading Arrangements, by Individual  
Material Terms of Trading Arrangement

On December 12, 2025, Jonathan Sheena, a member of our board of directors, adopted a Rule 10b5-1 Trading Plan that provides for the sale of 59,000 shares of our common stock pursuant to the terms of the plan between May 8, 2026 and June 21, 2027.
Name Jonathan Sheena
Title member of our board of directors
Rule 10b5-1 Arrangement Adopted true
Adoption Date December 12, 2025
Expiration Date June 21, 2027
Aggregate Available 59,000
v3.25.4
Insider Trading Policies and Procedures
 12 Months Ended
Dec. 31, 2025
Insider Trading Policies and Procedures [Line Items]  
Insider Trading Policies and Procedures Adopted true
v3.25.4
Cybersecurity Risk Management and Strategy Disclosure
 12 Months Ended
Dec. 31, 2025
Cybersecurity Risk Management, Strategy, and Governance [Line Items]  
Cybersecurity Risk Management Processes for Assessing, Identifying, and Managing Threats [Text Block]

Risk Management and Strategy

In the ordinary course of our business, we collect and store sensitive data, including legally protected personal information, such as test results and other patient health information, credit card and other financial information, insurance information, and personally identifiable information, as well as sensitive intellectual property and other proprietary business information, including that of our customers, payers and collaboration partners. We are highly dependent on information technology networks and systems – our own as well as those of third-party vendors and their subcontractors – to securely process, transmit, and store this sensitive data and business critical information.

Although we take measures to protect sensitive information from unauthorized access, use or disclosure, our information technology and infrastructure, and that of our technology and other third-party service providers and their subcontractors, are nevertheless inherently vulnerable to, and from time to time experience, various cybersecurity threats. We continue to invest in the security and resiliency of our networks and to enhance our internal controls and processes, which are designed to help protect our systems and infrastructure, and the information they contain. For more information regarding the risks we face from cybersecurity threats, please see “Item 1A. Risk Factors” included elsewhere in this Annual Report on Form 10-K.

Risk Management Processes

Our Information Security Execution Team is responsible for the day-to-day execution of our information security strategy and operations, and comprises key stakeholders across the Company’s information services & technology, engineering, legal, privacy, compliance, finance, human resources, and product teams. The Information Security Execution Team coordinates cross functionally to identify, assess, and address immediate and emerging risks from cybersecurity threats, including leading the formation and activities of working groups and response teams to address cybersecurity matters that arise from time to time. We maintain a cybersecurity incident response plan that addresses critical aspects of incident management, including detection, impact analysis, containment, mitigation, remediation, recovery, and long-term strategies for remediation and prevention of future incidents. In carrying out our incident response plan, our Information Security Execution Team also assesses incidents, or multiple related incidents, by reference to a set of specified criteria and, if one or more of such criteria are met, reports such incidents to management.

Our cybersecurity program is aligned with industry standards and best practices, such as the National Institute of Standards and Technology, or NIST, Cybersecurity Framework. We use various tools and methodologies to monitor and manage cybersecurity risks. We also monitor and evaluate our cybersecurity posture and performance on an ongoing basis through regular vulnerability scans, penetration tests and threat intelligence feeds. Our Information Security Execution Team conducts annual tabletop exercises to ensure preparedness for information security incidents. In addition, we promote a company culture of awareness and discipline in cybersecurity matters through annual employee training and education, including periodic phishing simulations.

We engage with a range of external experts, including cybersecurity assessors, consultants, and auditors, in evaluating and attesting to our risk management systems, including an annual Systems and Organization Controls 2, or SOC 2, audit with respect to the security, availability, confidentiality, and process integrity trust services criteria, or TSC. Our collaboration with these third-party service providers includes regular audits, threat assessments, and consultation on cybersecurity strategy and enhancements. Recognizing the risks associated with these and other third-party service providers, we also conduct risk assessments on selected systems and third-party service providers on an ongoing basis.
Cybersecurity Risk Management Processes Integrated [Flag] true
Cybersecurity Risk Management Processes Integrated [Text Block] we collect and store sensitive data, including legally protected personal information, such as test results and other patient health information, credit card and other financial information, insurance information, and personally identifiable information, as well as sensitive intellectual property and other proprietary business information, including that of our customers, payers and collaboration partners. We are highly dependent on information technology networks and systems – our own as well as those of third-party vendors and their subcontractors – to securely process, transmit, and store this sensitive data and business critical information.
Cybersecurity Risk Management Third Party Engaged [Flag] true
Cybersecurity Risk Third Party Oversight and Identification Processes [Flag] true
Cybersecurity Risk Board of Directors Oversight [Text Block]

Governance

Board Oversight

Cybersecurity is an important area of focus for our board of directors. Our audit committee is responsible for carrying out, on behalf of our board of directors, oversight of information security, including cybersecurity, risks. Our audit committee is composed of directors with diverse expertise relevant to such committee’s responsibilities, and includes two directors who have expertise or certifications in cybersecurity. Our management team provides updates on cybersecurity matters to our audit committee on a quarterly basis, with more frequent or interim communications as warranted.

In addition to the oversight by our audit committee, our board of directors receives an annual report on cybersecurity matters from our Chief Technology Officer, or CTO. Our Chief Compliance & Privacy Officer, or CCPO, and CTO also attend regular meetings of our board of directors, and engage in discussions on an ad hoc basis relating to cybersecurity and information security matters.

Management

We maintain an Information Security Leadership Committee, or ISLC, that is accountable for enterprise-level information security risk strategy, identification, prioritization, and mitigation, including establishing objectives and priorities. The ISLC comprises company executives that, collectively, represent experience and expertise in information technology, enterprise security and risk management, cybersecurity, engineering, technology, privacy, data security, and healthcare compliance. Members of this committee include our CTO, CCPO, Chief Information Officer, Chief Information Security Officer, and Chief Accounting Officer. The ISLC meets on at least a quarterly basis to review matters including updates on existing and emerging cybersecurity risks and threats including prioritization, mitigation, and remediation; the status of projects to strengthen our information security systems; assessments of our information security program and operations; and prioritized information security incidents, if any. The ISLC oversees the Information Security Execution Team.
Cybersecurity Risk Board Committee or Subcommittee Responsible for Oversight [Text Block] audit committee
Cybersecurity Risk Process for Informing Board Committee or Subcommittee Responsible for Oversight [Text Block]

Cybersecurity is an important area of focus for our board of directors. Our audit committee is responsible for carrying out, on behalf of our board of directors, oversight of information security, including cybersecurity, risks. Our audit committee is composed of directors with diverse expertise relevant to such committee’s responsibilities, and includes two directors who have expertise or certifications in cybersecurity. Our management team provides updates on cybersecurity matters to our audit committee on a quarterly basis, with more frequent or interim communications as warranted.

In addition to the oversight by our audit committee, our board of directors receives an annual report on cybersecurity matters from our Chief Technology Officer, or CTO. Our Chief Compliance & Privacy Officer, or CCPO, and CTO also attend regular meetings of our board of directors, and engage in discussions on an ad hoc basis relating to cybersecurity and information security matters.
Cybersecurity Risk Role of Management [Text Block]

We maintain an Information Security Leadership Committee, or ISLC, that is accountable for enterprise-level information security risk strategy, identification, prioritization, and mitigation, including establishing objectives and priorities. The ISLC comprises company executives that, collectively, represent experience and expertise in information technology, enterprise security and risk management, cybersecurity, engineering, technology, privacy, data security, and healthcare compliance. Members of this committee include our CTO, CCPO, Chief Information Officer, Chief Information Security Officer, and Chief Accounting Officer. The ISLC meets on at least a quarterly basis to review matters including updates on existing and emerging cybersecurity risks and threats including prioritization, mitigation, and remediation; the status of projects to strengthen our information security systems; assessments of our information security program and operations; and prioritized information security incidents, if any. The ISLC oversees the Information Security Execution Team.
Cybersecurity Risk Management Positions or Committees Responsible [Flag] true
Cybersecurity Risk Management Positions or Committees Responsible [Text Block] Information Security Leadership Committee, or ISLC, that is accountable for enterprise-level information security risk strategy, identification, prioritization, and mitigation, including establishing objectives and priorities.
Cybersecurity Risk Management Expertise of Management Responsible [Text Block] The ISLC comprises company executives that, collectively, represent experience and expertise in information technology, enterprise security and risk management, cybersecurity, engineering, technology, privacy, data security, and healthcare compliance
Cybersecurity Risk Process for Informing Management or Committees Responsible [Text Block] The ISLC meets on at least a quarterly basis to review matters including updates on existing and emerging cybersecurity risks and threats including prioritization, mitigation, and remediation; the status of projects to strengthen our information security systems; assessments of our information security program and operations; and prioritized information security incidents
Cybersecurity Risk Management Positions or Committees Responsible Report to Board [Flag] true
v3.25.4
Summary of Significant Accounting Policies (Policies)
 12 Months Ended
Dec. 31, 2025
Summary of Significant Accounting Policies  
Basis of Presentation

Basis of Presentation

​

The accompanying consolidated financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”).
Liquidity Matters

Liquidity Matters

​

The Company has incurred net losses since its inception and anticipates net losses for the near future. The Company had a net loss of $208.2 million for the year ended December 31, 2025 and an accumulated deficit of $2.8 billion as of December 31, 2025. As of December 31, 2025, the Company had $1.1 billion in cash, cash equivalents, and restricted cash and $80.3 million of outstanding balance on the Credit Line (as defined in Note 12, Debt) including accrued interest. The Company is required to maintain a minimum of at least $150.0 million in its UBS accounts as collateral for its Credit Line which is classified as cash, cash equivalents, or short-term investments in the consolidated balance sheets. As of December 31, 2025, the Company had $20.0 million remaining and available on its Credit Line.

​

While the Company has introduced multiple products that are generating revenues, these revenues have not been sufficient to fund all operations and business plans. Accordingly, the Company has funded the portion of operating costs that exceeds revenues through a combination of equity issuances, debt issuances, and other financings.

The Company continues to invest in the development and commercialization of its existing and future products and, consequently, it will need to generate additional revenues to achieve future profitability and may need to raise additional equity or debt financing. If the Company raises additional funds by issuing equity securities, its stockholders will experience dilution. Additional debt financing, if available, may involve covenants restricting its operations or its ability to incur additional debt. Any additional debt financing or additional equity that the Company raises may contain terms that are not favorable to it or its stockholders and requires significant debt service payments, which diverts resources from other activities. Additional financing may not be available when necessary, or in amounts or on terms acceptable to the Company. If the Company is unable to obtain additional financing, it may be required to delay or slow its investment in the development and commercialization of its products and significantly scale back its business and operations.

On July 19, 2024, the Company announced its decision to redeem all of its outstanding 2.25% Convertible Senior Notes (the “Convertible Notes”) due 2027. The redemption was completed on October 11, 2024 (the “Redemption Date”). The redemption price for the Convertible Notes equaled 100% of the principal amount of the Convertible Notes to be redeemed plus accrued and unpaid interest to, but excluding, the Redemption Date. The Company elected physical settlement with shares of its common stock as the settlement method to apply to all conversions of the Convertible Notes. On the Redemption Date, $287.4 million of Convertible Notes were redeemed for approximately 7.5 million shares of the Company’s common stock under the terms of the redemption notice. The remaining Convertible Notes not redeemed under the redemption notice were converted in exchange for cash at face value plus accrued interest totaling $0.1 million. As such, the Company’s redemption of its Convertible Notes did not have a material effect on its liquidity.

In September 2023, the Company completed an underwritten equity offering and sold 4,550,000 shares of its common stock at a price of $55 per share to the public. Before estimated offering expenses of $0.4 million, the Company received proceeds of approximately $235.8 million net of the underwriting discount.

Based on the Company’s current business plan, the Company believes that its existing cash will be sufficient to meet its anticipated cash requirements for at least 12 months after February 26, 2026.
Principles of Consolidation

Principles of Consolidation

​

The accompanying consolidated financial statements include all the accounts of the Company and its subsidiaries. All intercompany balances and transactions have been eliminated.
Use of Estimates

Use of Estimates

​

The preparation of financial statements in conformity with generally accepted accounting principles (GAAP) requires management to make judgments, estimates, and assumptions that could affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. The Company bases its estimates and assumptions on historical experience and on various other assumptions it believes to be applicable and evaluates them on an ongoing basis to ensure they remain reasonable under current conditions. Actual results could differ significantly from those estimates.
Reclassifications

Reclassifications

​

Some items in the prior period financial statements were reclassified to conform to the current presentation. Such items included the reclassification of intangible assets from other assets on the consolidated balance sheets.
Business Combinations

​

Business Combinations

​

The Company accounts for business combinations using the acquisition method of accounting, which requires, among other things, that results of operations for acquired companies are included in the Company’s results of operations beginning on the acquisition date and that assets acquired, and liabilities assumed are recognized at fair value as of the acquisition date. Any excess of the fair value of consideration transferred over the fair value of the identifiable assets acquired and liabilities assumed is recorded as goodwill. Management’s estimates of fair value are based upon assumptions believed to be reasonable, but which are inherently uncertain and unpredictable, and as a result, actual results may differ from estimates. During the measurement period, not to exceed one year from the date of acquisition, the Company may record adjustments to the assets acquired and liabilities assumed, with a corresponding offset to goodwill if new information is obtained related to facts and circumstances that existed as of the acquisition date. After the measurement period, any subsequent adjustments are reflected in the consolidated statements of operations. Acquisition-related expenses and post-combination integration and employee compensation costs are recognized separately from the business combination and are expensed as incurred.

​

Contingent consideration obligations incurred in connection with a business combination are recorded at their estimated fair values on the acquisition date and remeasured at their fair values each subsequent reporting period until the related contingencies have been resolved. The resulting changes in fair values are recorded in earnings. The determination of fair value requires management to make significant estimates, particularly with respect to identified acquired intangible assets. These estimates are inherently uncertain and subject to change as additional information is obtained during the measurement period, which lasts for up to one year from the acquisition date. Upon the conclusion of the measurement period, any subsequent adjustments are recorded in the consolidated statement of operations and comprehensive loss. See Note 3, Business Combination, for details.
Cash, Cash Equivalents, and Restricted Cash

Cash, Cash Equivalents, and Restricted Cash

​

Cash, cash equivalents, and restricted cash consist of cash, liquid demand deposits, and money market funds whose fund policies require the weighted average maturity of the fund’s securities holdings not to exceed 90 days. Restricted cash as of December 31, 2025 and 2024 was immaterial. Cash equivalents do not include U.S. Treasuries.
Investments

Investments

Investments consist primarily of debt securities such as U.S. Treasuries, U.S. agency and municipal bonds. Management determines the appropriate classification of securities at the time of purchase and re-evaluates such determination at each balance sheet date. The Company generally classifies its entire investment portfolio as available-for-sale. The Company views its available-for-sale portfolio as available for use in current operations. Accordingly, the Company classifies all investments as short-term, irrespective of maturity date. Available-for-sale securities are carried at fair value, with unrealized gains and losses reported in accumulated other comprehensive income (loss), which is a separate component of stockholders’ equity.

​

The Company classifies its investments as Level 1 or 2 within the fair value hierarchy. Fair values determined by Level 1 inputs utilize quoted prices (unadjusted) in active markets for identical assets that the Company has the ability to access. Fair values determined by Level 2 inputs utilize data points that are observable such as quoted prices, interest rates and yield curves. The Company holds Level 2 securities, which are initially valued at the transaction price and subsequently valued by a third-party service provider using inputs other than quoted prices that are observable either directly or indirectly, such as yield curve, volatility factors, credit spreads, default rates, loss severity, current market and contractual prices for the underlying instruments or debt, broker and dealer quotes, as well as other relevant economic measures. The Company performs certain procedures to corroborate the fair value of these holdings.  

​

​

Available-for-sale debt securities. The amended guidance from ASU 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, requires the measurement of expected credit losses for available-for-sale debt securities held at the reporting date over the remaining life based on historical experience, current conditions, and reasonable and supportable forecasts. The Company evaluated its investment portfolio under the available-for-sale debt securities impairment model guidance and determined the Company’s investment portfolio is composed of low-risk, investment grade securities and thus has not recorded an expected credit loss for its investment portfolio. Further, as the Company did not hold any investments as of December 31, 2025, there were no gross unrealized losses on available for sale securities.
Accounts Receivable, net of allowance

Accounts Receivable, net of allowance

Trade accounts receivable and other receivables. The allowance for doubtful accounts for trade accounts receivable is based on the Company’s assessment of the collectability of accounts related to its clinics and laboratory partner customers. The Company regularly reviews the allowance by considering factors such as historical experience, the age of the accounts receivable balances, and current economic conditions that may affect a customer’s ability to pay. See Note 8, Balance Sheet Components, for a roll-forward of the allowance for doubtful accounts related to trade accounts receivable for years ended December 31, 2025, 2024, and 2023.

With respect to revenue recognized related to genetic test services provided to patient customers whereby consideration is expected to be received from insurance or patient payors, the Company recognizes a constraint to the estimated variable consideration such that it is not probable that a significant revenue reversal will occur. When assessing the total consideration expected to be received from insurance carriers and patients, a certain percentage of revenues is further constrained for estimated refunds. After applying the ASC 606 constraint, the Company assessed for credit losses under ASC 326 and determined an incremental credit loss was not needed given the quality of the insurance payors from whom such receivables are expected to be collectible and the relatively short duration over which the majority of receivables are collected. Accordingly, the Company currently does not have an incremental credit loss reserve nor allowance for doubtful accounts against accounts receivable for insurance and patient payors due to the average selling price calculations which incorporate these risks as net receivables are recorded.
Inventory

Inventory

​

Inventory is recorded at the lower of cost or net realizable value, determined on a first-in, first-out basis. Inventory consists entirely of supplies, which are consumed at the point biologic samples are collected and as the Company provides genetic testing services, and therefore, the Company does not maintain any work-in-process or finished goods inventory. The Company enters into inventory purchases commitments so that it can meet future delivery schedules based on forecasted demand for its tests.

​

The Company analyzes its inventory to determine whether the composition of its inventory is obsolete or slow-moving. A write down of specifically identified unusable, or obsolete inventory in the period is recognized by considering product expiration dates and scrapped inventory. Any write-down of inventory to net realizable value establishes a new cost basis and will be maintained even if certain circumstances suggest the inventory is recoverable in subsequent periods. Costs associated with the write-down of inventory are recorded to cost of revenue on our consolidated statements of operations. Inventory reserves as of December 31, 2025 and 2024 were not material.

​
Property and Equipment

Property and Equipment

​

Property and equipment, including purchased and internally developed software, are recorded at cost less accumulated depreciation and amortization. Depreciation and amortization are calculated using the straight-line method over the estimated useful lives of the assets, which are generally three to five years determined by the classification of the property and equipment class in accordance with the Company’s fixed asset policy. Leasehold improvements are amortized using the straight-line method over the estimated useful lives of the assets or the remaining term of the lease, whichever is shorter. The Company periodically reviews the useful lives assigned to property and equipment placed in service in accordance with the Company’s fixed asset policy and changes the estimates of useful lives to reflect the results of such reviews.

​

Capitalized Software Held for Internal Use

​

The Company capitalizes salaries and related costs of employees and consultants who devote time to the development of internal-use software development projects. Capitalization begins during the application development stage, once the preliminary project stage has been completed, which includes successful validation and approval from management. If a project constitutes an enhancement to previously developed software, the Company assesses whether the enhancement is significant and creates additional functionality to the software, thus qualifying the work incurred for capitalization. Once the project is available for general release, the asset is placed in service and the Company estimates the useful life of the asset and begins amortization. The Company periodically assesses whether triggering events are present to review internal-use software for impairment. Changes in estimates related to internal-use software would increase or decrease operating expenses or amortization recorded during the reporting period.

​

The Company amortizes its internal-use software over the estimated useful lives of three years. The net book value of capitalized software held for internal use was $31.2 million and $17.1 million as of December 31, 2025 and 2024, respectively. Amortization expense for amounts previously capitalized for the years ended December 31, 2025, 2024, and 2023, was $5.0 million, $3.5 million, and $2.4 million, respectively.

​
Capitalized Software Held for Internal Use

Capitalized Software Held for Internal Use

​

The Company capitalizes salaries and related costs of employees and consultants who devote time to the development of internal-use software development projects. Capitalization begins during the application development stage, once the preliminary project stage has been completed, which includes successful validation and approval from management. If a project constitutes an enhancement to previously developed software, the Company assesses whether the enhancement is significant and creates additional functionality to the software, thus qualifying the work incurred for capitalization. Once the project is available for general release, the asset is placed in service and the Company estimates the useful life of the asset and begins amortization. The Company periodically assesses whether triggering events are present to review internal-use software for impairment. Changes in estimates related to internal-use software would increase or decrease operating expenses or amortization recorded during the reporting period.

​

The Company amortizes its internal-use software over the estimated useful lives of three years. The net book value of capitalized software held for internal use was $31.2 million and $17.1 million as of December 31, 2025 and 2024, respectively. Amortization expense for amounts previously capitalized for the years ended December 31, 2025, 2024, and 2023, was $5.0 million, $3.5 million, and $2.4 million, respectively.
Operating lease right-of-use assets

Operating Lease Right-of-Use Assets

​

The Company determines if an arrangement is or contains a lease at inception and classifies each lease as operating or financing. Operating lease right-of-use assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments made during the lease term, net of any tenant improvement allowance. Operating lease right-of-use assets and liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. In determining the present value of committed lease payments, the Company uses its incremental borrowing rate based on the information available at the lease commencement date, which includes assumptions made including the Company’s estimated credit rating, annual percentage yields from corporate debt financings of companies of similar size and credit rating over a loan term approximating the remaining term of each lease, and government bond yields for terms approximating the remaining term of each lease in countries where the leased assets are located. Certain leases include payments of operating expenses that are dependent on the landlord’s estimate, and these variable payments are therefore excluded from the lease payments used to determine the operating lease right-of-use asset and lease liability. Lease terms may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise any such options. Operating lease right-of-use assets are adjusted for prepaid lease payments, lease incentives and initial direct costs incurred. Lease expense is recognized on a straight-line basis over the expected lease term.

​

The Company elected to not apply the recognition requirements of Topic 842 to short-term leases with terms of 12 months or less. For short-term leases, lease payments are recognized as operating expenses on a straight-line basis over the lease term.
Goodwill and Intangible Assets

Goodwill and Intangible Assets

​

The excess of the fair value of consideration transferred over the fair value of the net assets acquired in a business combination is recorded as goodwill. Goodwill is not amortized and is tested for impairment, at least annually, at the reporting unit level. The Company has one reporting unit, as described within Note 16, Segment Reporting. During the goodwill impairment review, the Company assesses qualitative factors to determine whether it is more likely than not that the fair value of its reporting unit is less than its carrying amount, including goodwill. The Company considers qualitative factors such as macroeconomic conditions, industry and market considerations, and overall financial performance of the Company. A quantitative assessment is performed if the qualitative assessment results in a more-likely-than-not determination or if a qualitative assessment is not performed. The quantitative assessment considers whether the carrying amount of the Company’s reporting unit exceeds its fair value, in which case an impairment loss is recognized to the extent that the reporting unit’s carrying value exceeds its fair value, limited to the total amount of goodwill.

​

Finite-lived intangible assets are recorded at cost, net of accumulated amortization, and, if applicable, impairment charges. Amortization of finite-lived intangible assets is recorded over the assets’ estimated useful lives on a straight-line basis or based on the pattern in which economic benefits are consumed, if reliably determinable. Amortization expense related to intangible assets acquired via business combinations are recorded in amortization of acquired intangible assets expense in the consolidated statements of operations and comprehensive loss. Amortization expense related to all other intangible assets was recorded to the functional category to which it primarily relates in the consolidated statements of operations and comprehensive loss. The Company assesses the impairment of long-lived intangible assets whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. The Company has not recorded impairment charges on its finite-lived intangible assets or goodwill for the periods presented in these consolidated financial statements.
Impairment of Long-lived Assets

Impairment of Long-lived Assets

​

The Company evaluates its long-lived assets for indicators of possible impairment when events or changes in circumstances indicate the carrying amount of an asset may not be recoverable. The Company then compares the carrying amounts of the assets with the future net undiscounted cash flows expected to be generated by such asset. To the extent the future expected undiscounted cash flows are less than the carrying value of the asset, an impairment loss would be measured based on the excess carrying value of the asset’s carrying value over its fair value, as determined based on discounted estimated future cash flows. The Company did not incur any material impairment charges during the years ended December 31, 2025, 2024, and 2023.
Accumulated Other Comprehensive Income (Loss)

Accumulated Other Comprehensive Income (Loss)

Comprehensive loss and its components encompass all changes in equity other than those with stockholders, and include net loss, unrealized gains and losses on available-for-sale marketable securities, and foreign currency translation adjustments.

​

​

​

​

​

​

​

​

​

​

December 31,

​

​

2025

​

2024

​

​

(in thousands)

Beginning balance

​

$

(344)

​

$

(3,085)

Net unrealized gain (loss) on available-for-sale securities, net of tax and foreign currency translation adjustment

​

​

86

​

​

2,741

Ending balance

​

$

(258)

​

$

(344)

​

​

​

​

​

​

​

​

The change in net unrealized loss on available-for-sale securities is due to the impact of changes in interest rates on the value of fixed-rate investments and not due to any credit deterioration. Further, due to the short-term nature of these investments, the Company has the ability and intention to hold any such investments until maturity and does not expect to realize any material investment losses. As such, the Company has assessed the unrealized loss position for available-for-sale securities and determined that an allowance for credit loss was not necessary.
Revenue Recognition

Revenue Recognition

​

The Company recognizes revenue under, ASC 606, using the following five step process:

​

●Identification of a contract, or contracts, with a customer;
●Identification of the performance obligations in the contract;
●Determination of the transaction price;
●Allocation of the transaction price to the performance obligations in the contract; and
●Revenue recognition when, or as, the performance obligations are satisfied.

​

​

The Company uses the expected value method of estimating variable consideration. The total consideration which the Company expects to collect in exchange for the Company’s products is an estimate and may be fixed or variable, and is primarily based on historical cash collections for tests delivered, as adjusted for current expectations. Current expectations of cash collections factor in changes in reimbursement rate trends, past events not expected to recur, and future known changes such as anticipated contractual pricing changes or changes to insurance coverage.  For insurance carriers and product types with similar reimbursement characteristics, the Company uses a portfolio approach to estimate variable consideration. When assessing the total variable consideration expected to be received from insurance carriers and patients, the Company considers both the magnitude and likelihood of a revenue reversal in the determination of the percentage of revenues to further constrain for estimated refunds.

​

See Note 4, Revenue Recognition, for detailed discussions of product revenues, licensing and other revenues, and how the five steps described above are applied.
Cost of Product Revenues

Cost of Product Revenues

​

The components of our cost of product revenues are material and service costs, impairment charges associated with testing equipment, personnel costs, including stock-based compensation expense, equipment and infrastructure expenses associated with testing samples, electronic medical records, order and delivery systems, shipping charges to transport samples, costs incurred from third party test processing fees, and allocated overhead such as rent, information technology costs, equipment depreciation and utilities. Costs associated with Whole Exome Sequencing (“WES”) are also included, as well as labor costs, relating to our Signatera CLIA offering. Costs associated with performing tests are recorded when the test is accessioned. Costs associated with collection kits are recorded upon shipment to the clinics.
Cost of Licensing and Other Revenues

Cost of Licensing and Other Revenues

​

The components of our cost of licensing and other revenues are material costs associated with test kits sold to clients using Constellation, the Company’s cloud software product clients, development and support services relating to our strategic partnership agreements, and other costs.
Research and Development

Research and Development

​

The Company records research and development costs in the period incurred. Research and development costs consist of personnel costs, including stock-based compensation expense, contract services, cost of materials utilized in performing tests, costs of clinical trials, cost of clinical samples and related clinical data, asset acquisition of in-process research and development, and allocated facilities and related overhead expenses.

Advertising Costs

Advertising Costs

​

The Company expenses advertising costs as incurred. The Company incurred advertising costs of $10.6 million, $2.3 million, and $1.1 million for the years ended December 31, 2025, 2024, and 2023, respectively.
Product Shipment Costs

Product Shipment Costs

​

The Company expenses product shipment costs, which include biological samples for processing, in cost of product revenues in the accompanying statements of operations. Shipping and handling costs for the years ended December 31, 2025, 2024, and 2023 were $54.7 million, $43.5 million, and $42.2 million, respectively.
Income Taxes

​

Income Taxes

​

Income taxes are recorded in accordance with Financial Accounting Standards Board ASC Topic 740, Income Taxes ("ASC 740"), which provides for deferred taxes using an asset and liability approach. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases using enacted tax rates in effect for the year in which the differences are expected to affect taxable income. Tax benefits are recognized when it is more likely than not that a tax position will be sustained during an audit. Deferred tax assets are reduced by a valuation allowance if current evidence indicates that it is considered more likely than not that these benefits will not be realized. See further discussion in Note 14, Income Taxes.
Defined Contribution Plan Costs

Defined Contribution Plan Costs

​

The Company has a defined contribution plan (the “Defined Contribution Plan”) for its employees which complies with section 401(k) of the Internal Revenue Code. The Company provides a discretionary match to all participants who make 401(k) contributions pursuant to the Defined Contribution Plan. The discretionary match provided to participants is equivalent to 50% of a participant’s pre-tax contributions up to a maximum of 6% of eligible compensation per pay period. Total consolidated contribution expense under these plans was $15.3 million, $10.7 million and $8.6 million for the years ended December 31, 2025, 2024 and 2023, respectively.
Stock-Based Compensation

Stock-Based Compensation

​

Stock-based compensation related to stock options, restricted stock units (“RSUs”), performance-based awards (“PSUs”), market-based awards, and stock purchase rights under an Employee Stock Purchase Plan (“ESPP”) granted to the Company’s employees is measured at the grant date based on the fair value of the award. The fair value is recognized as expense over the requisite service period, which is generally the vesting period of the respective awards. If awards have both a service condition and performance or market condition, then a graded attribution method is used to recognize expense. No compensation cost is recognized when the requisite service has not been met and the awards are therefore forfeited.

​

Employee stock-based compensation expense is calculated based on awards ultimately expected to vest and has been reduced for estimated forfeitures. Forfeitures are estimated at the time of grant and revised, if necessary, in subsequent periods, if actual forfeitures differ from those estimates. Non-employee stock-based compensation expense is not adjusted for estimated forfeitures up until the occurrence of the actual forfeiture of the associated awards.

The fair value of stock option awards is recognized as compensation expense on a straight-line basis over the requisite service period in which the awards are expected to vest and forfeitures are estimated based on historical trends at the time of grant and revised as necessary. Stock option awards that include a service condition and a performance condition are considered expected to vest when the performance condition is probable of being met.

​

The Company uses the Black-Scholes option-pricing model to estimate the fair value of stock options issued to employees and non-employees. The Black-Scholes model considers several variables and assumptions in estimating the fair value of stock-based awards. These variables include the per share fair value of the underlying common stock, exercise price, expected term, risk-free interest rate, expected annual dividend yield and the expected stock price volatility over the expected term. For all stock options granted, the Company calculates the expected term based on the weighted average actual terms of stock option awards. Beginning January 1, 2023, the Company determined expected volatility using the historical volatility of its common stock over the expected term of the award. The risk-free interest rate is based on the yield available on U.S. Treasury zero-coupon issues similar in duration to the expected term of the equity-settled award.

​

For stock options and performance-based awards that vest upon meeting performance conditions or market conditions in combination with performance conditions, the Company derives the requisite service period from the grant date to the date it is probable that the vesting conditions will be met.

​

For stock options with market conditions, the Company derives the requisite service period using the Monte Carlo simulation model. For stock options and RSUs that vest upon meeting performance conditions or market conditions in combination with performance conditions, the Company derives the requisite service period from the grant date to the date it is probable that the vesting conditions will be met.

​

The Monte Carlo simulation model is used to estimate the fair value of market-based condition awards. The model requires the input of the Company's expected stock price volatility, the expected term of the awards, and a risk-free interest rate. See further discussion on the valuation assumptions used under Note 11.

​

The Company determines the fair value of RSUs based on the closing price of our stock price, which is listed on Nasdaq, at the date of the grant.

Net loss per share

Net Loss Per Share

​

Basic net loss per share is computed by dividing the net loss by the weighted-average number of common shares outstanding for the period, excluding shares subject to repurchase and without consideration of potentially dilutive securities. Diluted net loss per share is computed by giving effect to all potentially dilutive common shares outstanding for the period. For purposes of this computation, outstanding common stock options, and restricted stock units are considered to be common share equivalents. Common share equivalents are excluded from the computation in periods in which they have an anti-dilutive effect, unless the consideration of any one of them gives a dilutive effect.
Fair Value

Fair Value

​

The Company discloses the fair value of financial instruments for financial assets and liabilities for which the value is practicable to estimate. Fair value is defined as the price that would be received upon the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price).
Related Party Transactions

Related Party Transactions

​

On December 6, 2021, the Company participated along with certain other investors in the series B financing of MyOme, Inc. (“MyOme”) and purchased preferred shares and warrants in exchange for a cash payment of approximately $4.0 million which was allocated $2.2 million for preferred shares and $1.8 million for warrants. In August 2024, the Company participated in a subsequent round of the series B financing and purchased an additional $2.7 million of series B preferred shares at the same valuation as the initial round of financing in December 2021. The Company does not hold a seat on MyOme’s board of directors and does not participate or direct the day-to-day activities of MyOme. Because MyOme is a privately-held company without readily determinable fair values, the Company elected to account for its preferred Series B share investment in MyOme using the measurement alternative, which is cost, less any impairment, adjusted for changes in fair value resulting from observable transactions for identical or similar investments of the same issuer as of the respective transaction dates. When indicators exist and the estimated fair value of the investment is below its carrying amount, the Company would adjust the investment to fair value. The change in carrying value resulting from the remeasurements would be recognized in interest and other income, net on the consolidated statements of operations. The following are the Company’s related persons and the basis of each such related person’s relationship with MyOme:

​

●Matthew Rabinowitz, the Company’s executive chairman and co-founder, is the chairman of the board and founder of MyOme, and a beneficial holder of approximately 20.4% of the outstanding shares of MyOme on a fully dilutive basis;

​

●Jonathan Sheena, the Company’s co-founder and a member of the Company’s board of directors, is a stockholder and a member of the board of directors of MyOme;

​

●Daniel Rabinowitz, the Company’s Secretary and Chief Legal Officer, is a stockholder of MyOme; and

​

●Roelof Botha, the Lead Independent Director of the Company’s board of directors, is a managing member of Sequoia Capital. Certain funds affiliated with Sequoia Capital also participated in MyOme’s series B financing.

None of the related party investments in MyOme by our executives and directors noted above were at the behest of the Company nor funded by the Company.

In February 2024, the Company entered into a collaboration and commercialization agreement (the “Collaboration Agreement”) with MyOme pursuant to which the parties agreed to partner to offer certain genetic testing services to be developed and funded solely by MyOme and overseen by a joint steering committee. The Company agreed to assist MyOme with commercial activities. In connection with the Collaboration Agreement, the Company received a 10-year warrant to purchase 3,058,485 shares of MyOme’s common stock at an exercise price of $0.25 per share, which is exercisable in whole or in part, commencing in February 2024, and can be converted to MyOme’s common stock upon the occurrence of MyOme’s initial public offering or a liquidation event (as such terms are defined in MyOme's certificate of incorporation). Additionally, upon the achievement of certain product commercialization milestones, the Company is eligible to receive an additional warrant exercisable for 2,080,565 shares of MyOme’s series B preferred stock with an exercise price of $0.01 per share. During September 2024, the Company achieved certain product commercialization milestones such that the warrant for 2,080,565 shares of MyOme’s series B preferred stock was due from MyOme to the Company. These warrants were granted and issued by MyOme to the Company during the fourth quarter of 2024, and were exercisable in whole or in part in December 2024. However, the Company needs to perform ongoing collaboration in exchange for the warrant consideration. Accordingly, the warrants have been included within other assets and allocated between short-term and long-term liabilities on the consolidated balance sheets. The Company is amortizing the liability as a reduction of selling and marketing expense upon commercialization and sale of the products contemplated under the Collaboration Agreement over the life of the contract. For the year ended December 31, 2025 and 2024, the amortization of the non-cash liability was $1.5 million and $0.4 million, respectively.

The warrants issued to the Company in 2021 and 2024 are accounted for as derivative instruments and recorded within other assets on the consolidated balance sheets at fair value on a recurring basis. The warrants were valued using the Black-Scholes valuation model as of each reporting period, including the date of issuance. Subject to the Company's achievement of certain commercialization milestones, the Company may receive additional warrants to purchase MyOme’s series B preferred stock. To the extent the genetic testing services are successfully commercialized, the Company will owe certain royalty payments to MyOme. For the year ended December 31, 2025, the royalties to MyOme were not material. As of December 31, 2025 and 2024, the Company’s carrying amount of preferred shares in MyOme was $6.6 million and $4.9 million, respectively, on its consolidated balance sheets. The fair market value of the warrants as of December 31, 2025 and 2024 was $12.7 million and $11.2 million, respectively, on the consolidated balance sheets. In October 2025, the Company entered into an amendment to the Series B Preferred Stock Agreement with MyOme, which commits the Company to invest an additional $10.0 million in MyOme by January 2026. This additional investment was funded in January 2026.
Risk and Uncertainties

Risk and Uncertainties

​

Financial instruments that potentially subject the Company to credit risk consist of cash, cash equivalents, and restricted cash, accounts receivable and investments. The Company limits its exposure to credit loss by placing its cash in financial institutions with high credit ratings. The Company's cash may consist of deposits held with banks that may at times exceed federally insured limits. The Company performs evaluations of the relative credit standing of these financial institutions and limits the amount of credit exposure with any one institution.

For the years ended December 31, 2025, 2024, and 2023, there were no customers exceeding 10% of total revenues on an individual basis. As of December 31, 2025 and 2024, there were no customers with an outstanding balance exceeding 10% of net accounts receivable.

​

For the years ended December 2025, 2024, and 2023, approximately 13.6%, 12.1%, and 12.8%, respectively, of total revenue were paid by Medicare on behalf of multiple customers. For the years ended December 2025 and 2024, approximately 14.1% and 11.5% respectively, of accounts receivable are expected to be paid by Medicare on behalf of multiple customers.
Recent Accounting Pronouncements

Recent Accounting Pronouncements

​

From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board (“FASB”) under its accounting standard codifications or other standard setting bodies and adopted by the Company as of the specified effective date.

Recently Adopted Accounting Pronouncements

From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board (“FASB”) under its accounting standard codifications or other standard setting bodies and are adopted by the Company as of the specified effective date.

In March 2020, ASU 2020-04, Reference Rate Reform (Topic 848) (“Topic 848”) was issued which provides temporary optional guidance to ease the potential burden in accounting for reference rate reform. The new guidance provides optional expedients and exceptions for applying generally accepted accounting principles to transactions affected by reference rate reform if certain criteria are met. These transactions include contract modifications, hedging relationships, and sale or transfer of debt securities classified as held-to-maturity. ASU 2022-06, or Reference Rate Reform (Topic 848): Deferral of the Sunset Date of Topic 848, defers the sunset date of Topic 848 from December 31, 2022 to December 31, 2024. Adoption of this standard occurred on January 1, 2025 and did not have a material impact on the Company’s consolidated financial statements.

In December 2023, ASU 2023-09, Income Taxes - Improvements to Income Tax Disclosures, was issued, which requires enhanced disclosures in connection with an entity's effective tax rate reconciliation and income taxes paid disaggregated by jurisdiction. The standard became effective for annual periods beginning after December 15, 2024. Adoption of this standard occurred on January 1, 2025 and resulted in additional disclosures. The Company adopted this pronouncement prospectively in fiscal year 2025 and provided the required disclosures in Note 14, Income Taxes. See Note 14, Income Taxes, for further details.

New Accounting Pronouncements Not Yet Adopted

In November 2024, ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40) was issued, which requires disaggregation of any relevant expense caption presented on the face of the income statement for certain expense categories. The new guidance is effective for fiscal years beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027. Early adoption is permitted. The Company is currently evaluating the impact the guidance will have on its consolidated financial statements.

In May 2025, ASU 2025-03, Business Combinations (Topic 805) and Consolidation (Topic 810), Determining the Accounting Acquirer in the Acquisition of a Variable Interest Entity, was issued, which revised current guidance for determining the accounting acquirer for a transaction effected primarily by exchanging equity interests in which the legal acquiree is a VIE that meets the definition of a business. The amendments require that an entity consider the same factors that are currently required for determining which entity is the accounting acquirer in other acquisition transactions. The amendments in this Update require an entity involved in an acquisition transaction effected primarily by exchanging equity interests when the legal acquiree is a VIE that meets the definition of a business to consider the factors in paragraphs 805-10-55-12 through 55-15 to determine which entity is the accounting acquirer. The amendments in this Update are effective for all entities for annual reporting periods beginning after December 15, 2026, and interim reporting periods within those annual reporting periods. The amendments in this Update require that an entity apply the new guidance prospectively to any acquisition transaction that occurs after the initial application date. Early adoption is permitted as of the beginning of an interim or annual reporting period. The Company is currently evaluating the impact the guidance will have on its consolidated financial statements.

​

In July 2025, ASU 2025-05, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses for Accounts Receivable and Contract Assets, was issued, which introduces a practical expedient to calculating current expected credit loss by assuming that the current conditions as of the balance sheet date will not change for the remaining life of the asset. This update is effective for fiscal years beginning after December 15, 2025. The Company is evaluating the impact the adoption of the guidance will have on its consolidated financial statements.

In September 2025, ASU 2025-06, Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software was issued, which amends the guidance in ASC 350-40, Intangibles-Goodwill and Other-Internal-Use Software. The amendments modernize the recognition and disclosure framework for internal-use software costs, removing the previous "development stage" model and introducing a more judgment-based approach. This ASU 2025-06 is effective for fiscal years beginning after December 15, 2027, and for interim periods within those annual reporting periods. Early adoption is permitted. The Company is currently evaluating the impact the guidance will have on its consolidated financial statements.

In September 2025, ASU 2025-07, “Derivatives and Hedging (Topic 815) and Revenue from Contracts with Customers (Topic 606): Derivatives Scope Refinements and Scope Clarification for Share-Based Noncash Consideration from a Customer in a Revenue Contract” was issued. The new guidance excludes non-exchange-traded contracts with underlyings based on operations or activities specific to one of the parties to the contract from derivative accounting. This guidance is effective for fiscal years and interim periods beginning after December 15, 2026, with early adoption permitted. These requirements may be applied prospectively or on a modified retrospective basis through a cumulative-effect adjustment to the opening balance of retained earnings. The Company is currently evaluating the impact the guidance will have on its consolidated financial statements.
v3.25.4
Summary of Significant Accounting Policies (Tables)
 12 Months Ended
Dec. 31, 2025
Summary of Significant Accounting Policies  
Schedule of accumulated other comprehensive income (loss)

​

​

​

​

​

​

​

​

​

​

December 31,

​

​

2025

​

2024

​

​

(in thousands)

Beginning balance

​

$

(344)

​

$

(3,085)

Net unrealized gain (loss) on available-for-sale securities, net of tax and foreign currency translation adjustment

​

​

86

​

​

2,741

Ending balance

​

$

(258)

​

$

(344)

​

​

​

​

​

​

​
v3.25.4
Business Combination (Tables)
 12 Months Ended
Dec. 31, 2025
Business Combination  
Schedule of fair value of consideration transferred and fair values of assets acquired and liabilities assumed

​

​

​

​

​

​

(in thousands)

Fair value of common stock issued to Foresight Diagnostics shareholders

$

273,038

Pre-combination portion of Natera replacement equity awards

​

12,088

Fair value of contingent consideration

​

118,360

Estimated fair value of the adjustment escrow shares

​

2,300

Stockholder representative allocable expenses

​

1,000

Foresight Diagnostics’ transaction expenses settled by the Company

​

7,232

Foresight Diagnostics’ indebtedness settled by the Company

​

5,974

Settlement of preexisting relationships

​

4,542

Cash payment for fractional shares

​

2

Total Foresight Diagnostics consideration

$

424,536

​

​

​

Cash and cash equivalents

$

2,727

Current assets

​

8,126

Property and equipment, net

​

7,224

Goodwill

​

141,070

Developed technology intangible asset

​

335,300

Customer relationships intangible asset

​

900

Trademarks / trade names intangible asset

​

500

Operating lease right-of-use assets

​

11,261

Other assets

​

1,291

Liabilities assumed

​

(22,397)

Deferred tax liability

​

(61,466)

Total purchase price

$

424,536

v3.25.4
Revenue Recognition (Tables)
 12 Months Ended
Dec. 31, 2025
Revenue Recognition  
Schedule of disaggregation of revenues by payer types

​

​

​

​

​

​

​

​

​

​

​

​

​

Year Ended December 31,

​

​

2025

​

2024

​

2023

​

​

(in thousands)

Insurance carriers

​

$

2,171,186

​

$

1,571,817

​

$

954,155

Laboratory partners

​

​

103,112

​

​

97,210

​

​

98,891

Patients

​

​

31,815

​

​

27,884

​

​

29,525

Total revenues

​

$

2,306,113

​

$

1,696,911

​

$

1,082,571
Schedule of total revenue by geographic area

​

​

​

​

​

​

​

​

​

​

​

​

​

Year ended December 31, 

​

​

2025

  ​ ​ ​

2024

  ​ ​ ​

2023

​

​

(in thousands)

United States

​

$

2,264,265

 

$

1,657,745

 

$

1,047,636

Americas, excluding U.S.

​

​

9,354

 

​

6,620

 

​

4,908

Europe, Middle East, India, Africa

​

​

24,480

 

​

23,884

 

​

22,811

Asia Pacific and Other

​

​

8,014

 

​

8,662

 

​

7,216

Total

​

$

2,306,113

 

$

1,696,911

​

$

1,082,571
Schedule of changes in the balance of deferred revenues

​

​

​

​

​

​

​

​

​

​

Balance at

​

Balance at

​

​

December 31,

​

December 31,

​

​

2025

​

2024

​

​

(in thousands)

Beginning balance

​

$

36,592

​

$

35,740

Increase in deferred revenues(1)

​

​

50,455

​

​

35,440

Revenue recognized during the period that was included in
deferred revenues at the beginning of the period

​

​

(19,200)

​

​

(13,693)

Revenue recognized from performance obligations satisfied
within the same period

​

​

(25,878)

​

​

(20,895)

Ending balance

​

$

41,969

​

$

36,592
v3.25.4
Fair Value Measurements (Tables)
 12 Months Ended
Dec. 31, 2025
Fair Value Measurements  
Summary of financial assets and liabilities measured on recurring basis

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

December 31, 2025

​

December 31, 2024

 

​

  ​ ​ ​

Level I

  ​ ​ ​

Level II

  ​ ​ ​

Level III

  ​ ​ ​

Total

  ​ ​ ​

Level I

  ​ ​ ​

Level II

  ​ ​ ​

Level III

  ​ ​ ​

Total

 

​

​

(in thousands)

 

Financial Assets:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Cash, cash equivalents and restricted cash (1)

​

$

1,076,140

​

$

—

​

$

—

​

$

1,076,140

​

$

945,587

​

$

—

​

$

—

​

$

945,587

​

Municipal securities

​

​

—

​

​

—

​

​

—

​

​

—

​

​

—

​

​

22,689

​

​

—

​

​

22,689

​

Warrants

​

​

—

​

​

—

​

​

12,659

​

​

12,659

​

​

—

​

​

—

​

​

11,200

​

​

11,200

​

Total financial assets

​

$

1,076,140

​

$

—

​

$

12,659

​

$

1,088,799

​

$

945,587

​

$

22,689

​

$

11,200

​

$

979,476

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Financial Liabilities:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Contingent consideration (2)

​

$

​

​

$

—

​

$

118,360

​

$

118,360

​

$

—

​

$

—

​

$

—

​

$

—

​

Total financial liabilities

​

$

—

​

$

—

​

$

118,360

​

$

118,360

​

$

—

​

$

—

​

$

—

​

$

—

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​
v3.25.4
Goodwill and Intangible Assets (Tables)
 12 Months Ended
Dec. 31, 2025
Goodwill and Intangible Assets  
Schedule of intangible assets

​

​

​

​

​

​

​

​

​

​

​

​

​

December 31, 

​

  ​ ​ ​

Useful Life

​

2025

​

2024

​

​

​

​

(in thousands)

Developed technology

​

15 years

 

$

335,300

 

$

—

Customer-relationships

​

3-10 years

​

​

12,795

​

​

11,895

License and trademarks

 

6-10 years

 

​

30,500

​

 

—

Total

​

​

 

​

378,595

​

 

11,895

Less: Accumulated amortization

 

​

 

​

(4,882)

​

 

(962)

Total Intangible Assets, net

​

​

​

$

373,713

​

$

10,933
Schedule of estimated future aggregate amortization expense

​

​

​

​

​

​

  ​ ​ ​

​

​

​

(in thousands)

Year ending December 31:

​

​

​

2026

​

$

28,666

2027

​

​

28,666

2028

​

​

28,644

2029

​

​

28,366

2030

​

​

28,366

2031 and thereafter

​

​

231,005

Total

​

​

373,713

​
v3.25.4
Financial Instruments (Tables)
 12 Months Ended
Dec. 31, 2025
Financial Instruments  
Schedule of available-for-sale securities

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

December 31, 2025

​

December 31, 2024

 

​

  ​ ​ ​

Amortized
Cost

  ​ ​ ​

Gross
Unrealized
Gain

  ​ ​ ​

Gross
Unrealized
(Loss)

  ​ ​ ​

Estimated Fair
Value

  ​ ​ ​

Amortized
Cost

  ​ ​ ​

Gross
Unrealized
Gain

  ​ ​ ​

Gross
Unrealized
(Loss)

  ​ ​ ​

Estimated Fair
Value

 

​

​

(in thousands)

 

Cash, cash equivalents and restricted cash (2)

​

$

1,076,140

​

$

—

​

$

—

​

$

1,076,140

​

$

945,587

​

$

—

​

$

—

​

$

945,587

​

Municipal securities (1)

​

​

—

​

​

—

​

​

—

​

​

—

​

​

23,019

​

​

—

​

​

(330)

​

​

22,689

​

Total

​

$

1,076,140

​

$

—

​

$

—

​

$

1,076,140

​

$

968,606

​

$

—

​

$

(330)

​

$

968,276

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Classified as:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Cash, cash equivalents and restricted cash (2)

​

​

​

​

​

​

​

​

​

​

$

1,076,140

​

​

​

​

​

​

​

​

​

​

$

945,587

​

Short-term investments

​

​

​

​

​

​

​

​

​

​

​

—

​

​

​

​

​

​

​

​

​

​

​

22,689

​

Total

​

​

​

​

​

​

​

​

​

​

$

1,076,140

​

​

​

​

​

​

​

​

​

​

$

968,276

​

​

(1)Per the Company’s investment policy, all debt securities are classified as short-term investments irrespective of holding period.
(2)Cash equivalents includes liquid demand deposits and money market funds.
v3.25.4
Balance Sheet Components (Tables)
 12 Months Ended
Dec. 31, 2025
Balance Sheet Components  
Schedule of allowances for expected credit losses

​

​

​

​

​

​

​

​

​

​

​

​

  ​ ​ ​

December 31, 

​

​

2025

​

2024

​

2023

​

​

(in thousands)

Beginning balance

​

$

7,259

​

$

6,481

​

$

3,830

Provision for doubtful accounts

​

​

1,607

​

​

1,279

​

​

2,645

(Write-offs) / Recoveries

​

​

(848)

​

​

(501)

​

​

6

Total

​

$

8,018

​

$

7,259

​

$

6,481
Schedule of property and equipment

​

​

​

​

​

​

​

​

​

​

​

​

  ​ ​ ​

​

​

December 31, 

​

December 31, 

​

​

  ​ ​ ​

Useful Life

  ​ ​ ​

2025

  ​ ​ ​

2024

​

​

​

​

​

(in thousands)

​

Machinery and equipment

 

3-5 years

 

$

171,270

​

$

117,076

​

Computer equipment

 

3 years

 

​

3,629

​

 

3,178

​

Purchased and capitalized software costs held for internal use

​

3 years

​

​

21,195

​

​

13,178

​

Leasehold improvements

 

Lesser of useful life or lease term

 

​

62,152

​

 

48,569

​

Construction-in-process

​

​

 

​

94,016

​

 

58,461

​

​

​

​

 

​

352,262

​

 

240,462

​

Less: Accumulated depreciation and amortization

​

​

 

​

(111,078)

​

 

(78,416)

​

Total Property and Equipment, net

​

​

​

$

241,184

​

$

162,046

​
Schedule of accrued compensation

​

​

​

​

​

​

​

​

​

​

  ​ ​ ​

December 31,

  ​ ​ ​

December 31,

​

​

  ​ ​

2025

  ​ ​

2024

 

​

​

(in thousands)

​

Accrued paid time off

​

$

4,698

​

$

3,826

​

Accrued commissions

​

 

19,422

​

 

14,224

​

Accrued bonuses

​

 

48,926

​

 

32,236

​

Other accrued compensation

​

 

19,557

​

 

11,828

​

Total accrued compensation

​

$

92,603

​

$

62,114

​
Schedule of other accrued liabilities

​

​

​

​

​

​

​

​

​

​

  ​ ​ ​

December 31, 

  ​ ​ ​

December 31, 

 

​

  ​ ​ ​

2025

  ​ ​ ​

2024

 

​

​

(in thousands)

Reserves for refunds to insurance carriers

​

$

9,507

​

$

11,276

​

Accrued charges for third-party testing

​

​

20,874

​

​

12,321

​

Testing and laboratory materials from suppliers

​

​

12,353

​

​

7,893

​

Marketing and corporate affairs

​

​

20,215

​

​

16,548

​

Legal, audit and consulting fees

​

​

56,077

​

​

54,208

​

Accrued shipping charges

​

​

3,419

​

​

1,625

​

Sales and income tax payable

​

​

8,365

​

​

4,416

​

Accrued third-party service fees

​

​

9,758

​

​

9,046

​

Clinical trials and studies

​

 

14,467

​

 

10,097

​

Operating lease liabilities, current portion

​

​

15,581

​

​

10,168

​

Property and equipment purchases

​

​

11,270

​

​

7,098

​

Other accrued expenses

​

 

6,773

​

 

2,197

​

Total other accrued liabilities

​

$

188,659

​

$

146,893

​

​
v3.25.4
Leases (Tables)
 12 Months Ended
Dec. 31, 2025
Leases.  
Schedule of lease liabilities

​

​

​

​

​

​

​

​

​

​

December 31, 

  ​ ​ ​

December 31, 

​

​

2025

  ​ ​ ​

2024

​

​

(in thousands)

Operating lease liabilities, current portion included in other accrued liabilities

​

$

15,581

​

$

10,168

Operating lease liabilities, long-term portion

​

​

118,473

​

​

96,588

Total operating lease liabilities

​

$

134,054

​

$

106,756
Schedule of annual minimum lease payments

​

​

​

​

​

​

​

  ​ ​ ​

Operating Leases

  ​

​

​

(in thousands)

 

Year ending December 31:

​

​

​

​

2026

​

$

24,253

​

2027

​

​

24,193

​

2028

​

​

24,128

​

2029

​

​

22,823

​

2030

​

​

23,127

​

2031 and thereafter

​

​

51,024

​

Total future minimum lease payments

​

​

169,548

​

Less: imputed interest

​

​

(35,494)

​

Operating lease liabilities

​

$

134,054

​

​
v3.25.4
Commitments and Contingencies (Tables)
 12 Months Ended
Dec. 31, 2025
Commitments and Contingencies  
Schedule of material contractual commitments

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Year Ended December 31,

Party

​

Total Commitments

​

​

2026

​

​

2027

​

​

2028

​

​

2029

​

​

2030

​

​

2031 and thereafter

​

​

​

(in thousands)

Laboratory instruments supplier

​

$

18,900

​

$

9,200

​

$

9,700

​

$

—

​

$

—

​

$

—

​

$

—

Material suppliers

​

​

107,318

​

​

89,316

​

​

7,299

​

​

8,150

​

​

2,553

​

​

—

​

​

—

Application service providers

​

​

13,573

​

​

6,808

​

​

5,564

​

​

1,194

​

​

7

​

​

—

​

​

—

Cloud platform service provider

​

​

28,042

​

​

9,490

​

​

9,339

​

​

9,212

​

​

—

​

​

—

​

​

—

Other

​

​

89,109

​

​

56,437

​

​

25,662

​

​

2,195

​

​

971

​

​

1,262

​

​

2,583

Total

​

$

256,942

​

$

171,251

​

$

57,564

​

$

20,751

​

$

3,531

​

$

1,262

​

$

2,583

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​
v3.25.4
Stock-Based Compensation (Tables)
 12 Months Ended
Dec. 31, 2025
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Summary of stock-based compensation expenses

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Year Ended December 31,

​

​

2025

​

2024

​

2023

​

 

(in thousands)

Cost of revenues

​

$

23,595

​

$

16,468

​

$

11,752

Research and development

​

 

120,362

​

 

88,705

​

 

66,326

Selling, general and administrative

​

 

210,447

​

 

169,255

​

 

113,730

Total

​

$

354,404

​

$

274,428

​

$

191,808

​

​

​

​

​

​

​

​

​

​
Summary of offering activity

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

 

​

  ​ ​ ​

​

  ​ ​ ​

​

  ​ ​ ​

Weighted-

  ​ ​ ​

​

 

​

​

​

​

Weighted-

​

Average

​

​

 

​

​

​

​

Average

​

Remaining

​

Aggregate

 

​

​

Number of

​

Exercise

​

Contractual

​

Intrinsic

 

​

​

Shares

​

Price

​

Life

​

Value

 

(in thousands, except for contractual life and exercise price)

​

​

​

​

​

​

(in years)

​

​

 

Balance at December 31, 2024

 

3,875

​

$

30.22

 

4.45

​

$

496,135

​

Options assumed(1)

 

88

​

$

29.28

​

​

​

​

​

​

Options exercised

 

(370)

​

​

60.99

​

​

​

​

​

​

Options forfeited/cancelled

 

(2)

​

$

3.78

​

​

​

​

​

​

Balance at December 31, 2025

 

3,591

​

$

27.03

 

3.57

​

$

725,400

​

Exercisable at December 31, 2025

 

3,321

​

$

25.79

 

3.26

​

$

675,149

​

Vested and expected to vest at December 31, 2025

 

3,573

​

$

26.96

 

3.55

​

$

722,275

​
RSU and performance-based awards

​

​

​

​

​

​

​

​

​

​

​

Weighted-

​

​

​

​

Average

​

​

Number of

​

Grant Date

​

​

Shares

​

Fair Value

​

​

(in thousands)

​

​

​

Balance at December 31, 2024

​

10,593

​

$

61.28

Granted

​

3,504

​

$

172.76

Vested

​

(5,324)

​

$

61.62

Cancelled/Forfeited

​

(450)

​

$

89.92

Balance at December 31, 2025

 

8,323

​

$

100.44

​

​

​

​

​

​
Employee Stock Option [Member]  
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Schedule of assumptions used in valuation of fair value

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Year ended December 31, 

​

  ​ ​

2025

  ​ ​ ​

  ​ ​ ​

2024

  ​ ​ ​

  ​ ​ ​

2023

​

Expected term (years)

 

1.30

​

—

3.56

​

​

​

​

​

—

​

​

5.20

​

—

6.11

​

Expected volatility

 

46.47

%  

—

50.48

%

 

​

​

​

—

%

​

67.75

%

—

70.07

%

Expected dividend rate

 

​

​

​

—

%

 

​

​

​

—

%

​

​

​

​

—

%

Risk-free interest rate

 

3.21

%  

—

3.36

%

 

​

​

​

—

%

​

3.41

%

—

4.80

%
v3.25.4
Debt (Tables)
 12 Months Ended
Dec. 31, 2025
Debt  
Summary of interest expense

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

December 31, 

​

2025

​

​

2024

​

​

2023

​

(in thousands)

Cash interest expense

​

​

​

​

​

​

​

​

Contractual interest expense

$

—

​

$

2,157

​

$

6,469

Non-cash interest expense

​

​

​

​

​

​

​

​

Contractual interest expense

​

—

​

​

2,875

​

​

—

Amortization of debt discount and debt issuance cost

​

—

​

​

991

​

​

1,292

Total interest expense

$

—

​

$

6,023

​

$

7,761

​
v3.25.4
Income Taxes (Tables)
 12 Months Ended
Dec. 31, 2025
Income Taxes  
Schedule of effective tax rates differing from U.S. federal statutory rate

​

​

​

​

​

​

​

​

​

​

December 31,

​

​

  ​ ​ ​

2025

  ​ ​ ​

​

​

(in thousands, except percentages)

Tax benefit at the U.S. federal statutory rate

​

$

(56,299)

​

21.00

%  

State and local income taxes, net of federal benefit (1)

​

​

(8,053)

​

3.00

%  

Foreign tax effects

​

​

334

​

(0.12)

%  

Tax credits:

​

​

​

​

​

​

Research and development credits

​

​

(2,020)

​

0.75

%

Changes in valuation allowance

​

​

101,513

​

(37.87)

%  

Nontaxable or nondeductible Items:

​

​

​

​

​

​

Stock-based compensation

​

​

(133,410)

​

49.76

%  

Nondeductible officers' compensation

​

​

33,202

​

(12.38)

%  

Meals & entertainment

​

​

3,646

​

(1.36)

%  

Other

​

​

961

​

(0.36)

%  

Other adjustments:

​

​

​

​

​

​

Other

​

​

196

​

(0.07)

%  

Benefit for income taxes

​

$

(59,929)

​

22.35

%  

​

(1)State taxes in California, Illinois, New York, and New Jersey made up the majority (greater than 50%) of the tax effect in this category.

​

The following table presents a reconciliation of the income tax expense computed at the statutory federal rate and the Company's income tax expense for the years ended December 31, 2024 and 2023 in accordance with the guidance prior to the adoption of ASU No. 2023-09:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

December 31,

​

​

​

2024

​

  ​ ​ ​

2023

​

​

​

(in thousands, except percentages)

​

U.S. federal taxes (benefit) at statutory rate

​

$

(39,844)

​

21.00

%  

​

$

(91,251)

​

21.00

%

State and local income taxes, net of federal benefit

​

​

(21,613)

​

11.39

%  

​

​

(13,492)

​

3.10

%

Research and development credits

​

​

(17,621)

​

9.29

%  

​

​

(10,837)

​

2.49

%

Stock-based compensation

​

​

(62,969)

​

33.19

%  

​

​

(6,422)

​

1.48

%

Foreign tax

​

​

(25)

​

0.01

%

​

​

(106)

​

0.02

%

Nondeductible officers' compensation

​

​

31,718

​

(16.72)

%  

​

​

8,651

​

(1.99)

%  

Acquisition costs

​

​

—

​

—

%  

​

​

563

​

(0.13)

%  

Nondeductible meals and other

​

​

2,870

​

(1.51)

%  

​

​

(3,397)

​

0.79

%

Change in valuation allowance

​

​

108,179

​

(57.02)

%  

​

​

116,562

​

(26.82)

%

Provision for income taxes

​

$

695

​

(0.37)

%

​

$

271

​

(0.05)

%
Schedule of tax effects of temporary differences that give rise to significant portions of the deferred tax assets

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

December 31,

​

​

  ​ ​ ​

​

​

  ​ ​ ​

2025

​

2024

​

​

​

​

​

​

(in thousands)

​

Deferred tax assets:

​

​

​

​

​

​

​

​

​

​

Net operating loss carryforwards

​

​

​

​

$

504,968

​

$

395,139

​

Research and development tax credit carryforwards

​

​

​

​

​

93,942

​

​

90,759

​

Capitalized research costs

​

​

​

​

​

247,223

​

​

173,991

​

Reserves and accruals

​

​

​

​

​

35,180

​

​

23,928

​

Lease liabilities

​

​

​

​

​

33,124

​

​

26,649

​

Stock-based compensation

​

​

​

​

​

56,734

​

​

47,864

​

Intangible assets

​

​

​

​

​

—

​

​

8,846

​

Other

​

​

​

​

​

6,498

​

​

5,583

​

Total deferred tax assets before valuation allowance

​

​

​

​

​

977,669

​

​

772,759

​

Less: valuation allowance

​

​

​

​

​

(867,976)

​

​

(747,090)

​

Total deferred tax assets after valuation allowance

​

​

​

​

​

109,693

​

​

25,669

​

Deferred tax liabilities:

​

​

​

​

​

​

​

​

​

​

Fixed assets

​

​

​

​

​

(11,464)

​

​

(4,164)

​

Right-of-use lease assets

​

​

​

​

​

(26,820)

​

​

(21,505)

​

Developed technology

​

​

​

​

​

(72,110)

​

​

—

​

Total deferred tax liabilities

​

​

​

​

​

(110,394)

​

​

(25,669)

​

Net deferred tax liabilities

​

​

​

​

$

(701)

​

$

—

​
Schedule of reconciliation of the beginning and ending amount of gross unrecognized tax benefits

​

​

​

​

​

​

​

​

​

​

​

​

​

​

December 31,

​

​

  ​ ​ ​

2025

  ​ ​ ​

2024

​

2023

 

​

​

(in thousands)

​

Balance at beginning of year

​

$

34,940

​

$

30,912

​

$

23,844

​

Additions based on tax positions related to the current year

​

​

5,862

​

​

13,648

​

​

7,034

​

Additions (reductions) for tax positions of prior years

​

​

(10,006)

​

​

(9,620)

​

​

34

​

Balance at end of year

​

$

30,796

​

$

34,940

​

$

30,912

​
v3.25.4
Net Loss per Share (Tables)
 12 Months Ended
Dec. 31, 2025
Net Loss per Share  
Total outstanding potentially dilutive shares

​

​

​

​

​

​

​

​

​

​

​

December 31, 

​

​

  ​ ​ ​ ​

2025

  ​ ​ ​

2024

  ​ ​ ​

2023

 

​

 

(in thousands)

​

Options to purchase common stock

​

3,591

 

3,875

 

5,501

​

Performance-based awards and restricted stock units

​

8,323

​

10,593

​

9,248

​

Employee stock purchase plan

​

34

​

40

​

88

​

Convertible Note

​

—

​

—

​

7,411

​

Contingent consideration for business combination

​

517

​

—

​

—

​

​

​

12,465

 

14,508

​

22,248

​

​
v3.25.4
Segment Reporting (Tables)
 12 Months Ended
Dec. 31, 2025
Segment Reporting  
Schedule of segment reporting

​

​

​

​

​

​

​

​

​

​

​

​

​

December 31,

​

​

2025

​

2024

​

2023

​

​

(in thousands except percentages)

Revenue

​

$

2,306,113

​

$

1,696,911

​

$

1,082,571

Cost of product revenues

​

​

810,627

​

​

672,304

​

​

588,564

Cost of licensing and other revenues

​

​

2,306

​

​

1,449

​

​

1,267

Gross margin

​

$

1,493,180

​

$

1,023,158

​

$

492,740

​

​

​

​

​

​

​

​

​

​

Gross margin percentage

​

​

64.7%

​

​

60.3%

​

​

45.5%

​

​

​

​

​

​

​

​

​

​

​
v3.25.4
Summary of Significant Accounting Policies (Details)
$ / shares in Units, $ in Thousands
 1 Months Ended 12 Months Ended
Oct. 11, 2024
USD ($)
Jul. 19, 2024
Sep. 30, 2023
USD ($)
$ / shares
shares
Nov. 30, 2022
USD ($)
Apr. 30, 2020
Dec. 31, 2025
USD ($)
shares
Dec. 31, 2024
USD ($)
shares
Dec. 31, 2023
USD ($)
Oct. 31, 2024
shares
Dec. 31, 2022
USD ($)
Policies                    
Net Income (Loss)           $ (208,160) $ (190,426) $ (434,801)    
Accumulated deficit           2,776,022 2,567,862      
Cash, cash equivalents and restricted cash           1,076,140 945,587 $ 642,095   $ 466,091
Marketable securities             22,689      
Short-term Credit Line, outstanding balance           80,323 $ 80,362      
Collateral amount           150,000        
Remaining borrowing capacity           $ 20,000        
Common stock, shares issued | shares     4,550,000     139,693,000 132,646,000   7,532,300  
Stock issued (in dollars per share) | $ / shares     $ 55              
Payment of offering expenses     $ 400     $ 112        
Proceeds from issuance of common stock     $ 235,800              
Convertible note                    
Policies                    
Per annum interest rate (as a percent) 2.25% 2.25%     2.25%          
Percentage of principal amount converted 100.00% 100.00%                
Convertible notes payable $ 287,400                  
Convertible to shares of common stock 7,500                  
Proceeds from notes payable $ 100                  
Line Of Credit-UBS                    
Policies                    
Borrowings under credit facility       $ 30,000            
Collateral amount           150,000        
Remaining borrowing capacity           $ 20,000        
Equity offering                    
Policies                    
Common stock, shares issued | shares     4,550,000              
v3.25.4
Summary of Significant Accounting Policies - Other Assets (Details) - USD ($)
$ in Millions
 1 Months Ended 12 Months Ended
Jan. 31, 2024
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Asset Acquisition [Line Items]        
Amortization expense   $ 3.9 $ 1.0 $ 0.0
Assets acquired from Invitae        
Asset Acquisition [Line Items]        
Asset acquisition, consideration $ 10.5      
Potential milestone payments 42.5      
Acquisition related costs $ 0.5      
Finite-Lived Intangible Asset, Useful Life 10 years      
v3.25.4
Summary of Significant Accounting Policies - AOCIL (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Accumulated Other Comprehensive Income (Loss) [Line Items]    
Beginning balance $ (344) $ (3,085)
Ending balance (258) (344)
Net unrealized gain on available-for-sale securities, net of tax and foreign currency translation adjustment    
Accumulated Other Comprehensive Income (Loss) [Line Items]    
Increase (decrease) in other comprehensive income (loss) $ 86 $ 2,741
v3.25.4
Summary of Significant Accounting Policies - Related Party (Details) - USD ($)
$ / shares in Units, $ in Millions
 1 Months Ended 12 Months Ended
Feb. 29, 2024
Dec. 31, 2025
Dec. 31, 2024
Oct. 31, 2025
Aug. 31, 2024
Dec. 06, 2021
Preferred stock shares            
Related Party Transaction [Line Items]            
Investment in equity securities without readily determinable fair value           $ 2.2
Warrants            
Related Party Transaction [Line Items]            
Investment in equity securities without readily determinable fair value           1.8
MyOme, Inc.            
Related Party Transaction [Line Items]            
Investment in equity securities without readily determinable fair value         $ 2.7 $ 4.0
Warrants term 10 years          
Warrants convertible into number of stock shares 3,058,485          
Warrants exercise price (in dollars per share) $ 0.25          
MyOme, Inc. | Series B preferred stock            
Related Party Transaction [Line Items]            
Warrants convertible into number of stock shares 2,080,565          
Warrants exercise price (in dollars per share) $ 0.01          
Investment commitments       $ 10.0    
MyOme, Inc. | Preferred stock shares            
Related Party Transaction [Line Items]            
Carrying amount of investments   $ 6.6 $ 4.9      
MyOme, Inc. | Warrants            
Related Party Transaction [Line Items]            
Amortization of non-cash liability   1.5 0.4      
Carrying amount of investments   $ 12.7 $ 11.2      
Executive chairman | MyOme, Inc.            
Related Party Transaction [Line Items]            
Ownership percentage   20.40%        
v3.25.4
Summary of Significant Accounting Policies - Risks and Uncertainties (Details) - customer
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Sales | Customer      
Risk and Uncertainties      
Number of customers exceeding 10% of benchmark 0 0 0
Sales | Customer | Medicare      
Risk and Uncertainties      
Concentration risk (as a percent) 13.60% 12.10% 12.80%
Accounts receivable | Credit      
Risk and Uncertainties      
Number of customers exceeding 10% of benchmark 0 0  
Accounts receivable | Credit | Medicare      
Risk and Uncertainties      
Concentration risk (as a percent) 14.10% 11.50%  
v3.25.4
Summary of Significant Accounting Policies - Costs (Details) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Product Information [Line Items]      
Capitalized software $ 31.2 $ 17.1  
Amortization expense 3.9 1.0 $ 0.0
Advertising costs $ 10.6 2.3 1.1
Defined contribution plan, employer discretionary matching contribution, percent of match 50.00%    
Defined contribution plan, participant's pre-tax contributions, percent of eligible compensation per pay period 6.00%    
Defined contribution plan, contribution expense $ 15.3 10.7 8.6
Purchased and capitalized software costs held for internal use      
Product Information [Line Items]      
Estimated useful life (in years) 3 years    
Capitalized software   3.5  
Amortization expense $ 5.0   2.4
Shipping and handling costs      
Product Information [Line Items]      
Cost of revenues $ 54.7 $ 43.5 $ 42.2
v3.25.4
Business Combination - Narrative (Details)
$ / shares in Units, $ in Thousands
Dec. 04, 2025
USD ($)
$ / shares
shares
Dec. 31, 2025
USD ($)
$ / shares
Dec. 31, 2024
$ / shares
Business Acquisition [Line Items]      
Common stock, par value (in dollars per share) | $ / shares   $ 0.0001 $ 0.0001
Contingent consideration liability, current   $ 21,580  
Contingent consideration liability, non-current   $ 96,780  
Foresight Diagnostics, Inc.      
Business Acquisition [Line Items]      
Purchase consideration $ 424,536    
Issuance of common stock for acquisition (in shares) | shares 1,127,982    
Common stock, par value (in dollars per share) | $ / shares $ 0.0001    
Closing common stock price (in dollars per share) | $ / shares $ 242.06    
Shares to be issued for each share upon consideration transferred 0.028    
Potential future milestone obligations $ 175,000    
Cash paid at closing to settle Foresight Diagnostics' debt 5,974    
Foresight Diagnostics' transaction expenses settled by the Company 7,232    
Contingent consideration liability 118,400    
Contingent consideration liability, current 21,600    
Contingent consideration liability, non-current $ 96,800    
Number of shares deposited In escrow account for purchase price adjustments | shares 9,505    
Estimated fair value of the adjustment escrow shares $ 2,300    
Stockholder representative allocable expenses $ 1,000    
Foresight Diagnostics, Inc. | Developed technology      
Business Acquisition [Line Items]      
Discount rate used to determine fair value 12.00%    
Foresight Diagnostics, Inc. | Additional Paid-in Capital      
Business Acquisition [Line Items]      
Acquisition related costs $ 100    
Foresight Diagnostics, Inc. | Selling, general and administrative      
Business Acquisition [Line Items]      
Acquisition related costs $ 3,900    
v3.25.4
Business Combination - Fair Value of Consideration Transferred (Details) - Foresight Diagnostics, Inc.
$ in Thousands
Dec. 04, 2025
USD ($)
Business Acquisition [Line Items]  
Fair value of common stock issued to Foresight Diagnostics shareholders $ 273,038
Pre-combination portion of Natera replacement equity awards 12,088
Fair value of contingent consideration 118,360
Estimated fair value of the adjustment escrow shares 2,300
Stockholder representative allocable expenses 1,000
Foresight Diagnostics' transaction expenses settled by the Company 7,232
Foresight Diagnostics' indebtedness settled by the Company 5,974
Settlement of preexisting relationships 4,542
Cash payment for fractional shares 2
Total Foresight Diagnostics consideration $ 424,536
v3.25.4
Business Combination - Assets Acquired and Liabilities Assumed (Details) - Foresight Diagnostics, Inc.
$ in Thousands
Dec. 04, 2025
USD ($)
Business Acquisition [Line Items]  
Cash and cash equivalents $ 2,727
Current assets 8,126
Property and equipment, net 7,224
Goodwill 141,070
Developed technology intangible asset 335,300
Customer relationships intangible assets 900
Trademarks / trade names intangible assets 500
Operating lease right-of-use assets 11,261
Other assets 1,291
Liabilities assumed (22,397)
Deferred tax liability (61,466)
Total purchase price $ 424,536
v3.25.4
Revenue Recognition (Details) - USD ($)
$ / shares in Units, $ in Thousands
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Disaggregation of Revenue [Line Items]        
Allowances on accounts receivable $ 8,018 $ 7,259 $ 6,481 $ 3,830
Other assets 36,897 25,787    
Deferred revenue $ 41,969 36,592 35,740  
Product        
Disaggregation of Revenue [Line Items]        
Approximate percentage of revenue collected within 9 months 90.00%      
Billing collection period (in months) 9 months      
Extended billing collection period (in months) 6 months      
Tests delivered in prior periods that were fully collected        
Disaggregation of Revenue [Line Items]        
Increased (decreased) revenues $ 194,400 151,200 5,300  
(Increased) decreased net loss $ 194,400 $ 151,200 $ 5,300  
(Increased) decreased net loss per share $ 1.42 $ 1.21 $ 0.05  
BGI Genomics        
Disaggregation of Revenue [Line Items]        
Deferred revenue $ 16,800      
BGI Genomics | Oncology assay interpretation services        
Disaggregation of Revenue [Line Items]        
Revenue recognized 500 $ 1,600    
Revenue, remaining performance obligation 20,000      
BGI Genomics | Royalty        
Disaggregation of Revenue [Line Items]        
Deferred revenue $ 500 $ 1,400    
v3.25.4
Revenue Recognition - Disaggregation (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Disaggregation of Revenue [Line Items]      
Total revenues $ 2,306,113 $ 1,696,911 $ 1,082,571
United States      
Disaggregation of Revenue [Line Items]      
Total revenues 2,264,265 1,657,745 1,047,636
Americas, excluding U.S.      
Disaggregation of Revenue [Line Items]      
Total revenues 9,354 6,620 4,908
Europe, Middle East, India, and Africa      
Disaggregation of Revenue [Line Items]      
Total revenues 24,480 23,884 22,811
Asia Pacific and Other      
Disaggregation of Revenue [Line Items]      
Total revenues 8,014 8,662 7,216
Insurance carriers      
Disaggregation of Revenue [Line Items]      
Total revenues 2,171,186 1,571,817 954,155
Laboratory and other partners      
Disaggregation of Revenue [Line Items]      
Total revenues 103,112 97,210 98,891
Patients      
Disaggregation of Revenue [Line Items]      
Total revenues $ 31,815 $ 27,884 $ 29,525
v3.25.4
Revenue Recognition - Changes in Balance of Deferred Revenues (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Disaggregation of Revenue [Line Items]    
Beginning balance $ 36,592 $ 35,740
Increase in deferred revenues 50,455 35,440
Revenue recognized during the period included in deferred revenues at the beginning of the period (19,200) (13,693)
Revenue recognized from performance obligations satisfied within the same period (25,878) (20,895)
Ending Balance 41,969 $ 36,592
Foresight Diagnostics, Inc.    
Disaggregation of Revenue [Line Items]    
Increase in deferred revenues $ 2,600  
v3.25.4
Fair Value Measurements (Details) - USD ($)
$ in Thousands
 1 Months Ended 12 Months Ended
Oct. 31, 2023
Jul. 31, 2017
Dec. 31, 2025
Dec. 31, 2024
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]        
Contingent consideration liability, current     $ 21,580  
Contingent consideration liability, non-current     96,780  
Line Of Credit-UBS        
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]        
Line of credit facility, fair value of amount outstanding     $ 80,300 $ 80,400
Spread on interest rate (as a percent) 0.50% 1.10% 0.50% 1.21%
Debt Instrument, Variable Interest Rate, Type [Extensible Enumeration] us-gaap:SecuredOvernightFinancingRateSofrMember   us-gaap:SecuredOvernightFinancingRateSofrMember us-gaap:SecuredOvernightFinancingRateSofrMember
Recurring        
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]        
Total financial liabilities     $ 118,360  
Recurring | Cash, cash equivalents, and restricted cash        
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]        
Total financial assets     1,076,140 $ 945,587
Recurring | Available-for-sale securities        
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]        
Total financial assets     1,088,799 979,476
Recurring | Municipal securities        
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]        
Total financial assets       22,689
Recurring | Warrants        
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]        
Total financial assets     12,659 11,200
Recurring | Level 1 | Cash, cash equivalents, and restricted cash        
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]        
Total financial assets     1,076,140 945,587
Recurring | Level 1 | Available-for-sale securities        
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]        
Total financial assets     1,076,140 945,587
Recurring | Level 2 | Available-for-sale securities        
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]        
Total financial assets       22,689
Recurring | Level 2 | Municipal securities        
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]        
Total financial assets       22,689
Recurring | Level 3        
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]        
Total financial liabilities     118,360  
Recurring | Level 3 | Available-for-sale securities        
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]        
Total financial assets     12,659 11,200
Recurring | Level 3 | Warrants        
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]        
Total financial assets     12,659 $ 11,200
Contingent consideration | Recurring        
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]        
Total financial liabilities     118,360  
Contingent consideration | Recurring | Level 3        
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]        
Total financial liabilities     $ 118,360  
v3.25.4
Goodwill and Intangible Assets - Goodwill (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2025
Dec. 04, 2025
Goodwill and Intangible Assets    
Goodwill $ 141,070 $ 141,100
Measurement period adjustments $ 0  
v3.25.4
Goodwill and Intangible Assets - Intangible Assets (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Finite-Lived Intangible Assets [Line Items]      
Total $ 378,595 $ 11,895  
Less: Accumulated amortization (4,882) (962)  
Total 373,713 10,933  
Amortization expense $ 3,900 1,000 $ 0
Minimum      
Finite-Lived Intangible Assets [Line Items]      
Useful life 3 years    
Maximum      
Finite-Lived Intangible Assets [Line Items]      
Useful life 15 years    
Developed technology      
Finite-Lived Intangible Assets [Line Items]      
Useful life 15 years    
Total $ 335,300    
Customer-relationships      
Finite-Lived Intangible Assets [Line Items]      
Total $ 12,795 $ 11,895  
Customer-relationships | Minimum      
Finite-Lived Intangible Assets [Line Items]      
Useful life 3 years    
Customer-relationships | Maximum      
Finite-Lived Intangible Assets [Line Items]      
Useful life 10 years    
License and trademarks      
Finite-Lived Intangible Assets [Line Items]      
Total $ 30,500    
License and trademarks | Minimum      
Finite-Lived Intangible Assets [Line Items]      
Useful life 6 years    
License and trademarks | Maximum      
Finite-Lived Intangible Assets [Line Items]      
Useful life 10 years    
v3.25.4
Goodwill and Intangible Assets - Estimated Future Aggregate Amortization Expense (Details) - USD ($)
$ in Thousands
Dec. 31, 2025
Dec. 31, 2024
Goodwill and Intangible Assets    
2026 $ 28,666  
2027 28,666  
2028 28,644  
2029 28,366  
2030 28,366  
2031 and thereafter 231,005  
Total $ 373,713 $ 10,933
v3.25.4
Financial Instruments (Details)
$ in Thousands
 12 Months Ended
Dec. 31, 2025
USD ($)
item
Dec. 31, 2024
USD ($)
item
Dec. 31, 2023
USD ($)
item
Dec. 31, 2022
USD ($)
Debt Securities, Available-for-sale, Fair Value to Amortized Cost [Abstract]        
Cash, cash equivalents and restricted cash $ 1,076,140 $ 945,587 $ 642,095 $ 466,091
Proceeds from investments sold   $ 24,800    
Number of investments held | item 0      
Number of investments sold | item 0 1 0  
Credit loss reserve   $ 0    
Available-for-sale securities        
Debt Securities, Available-for-sale, Fair Value to Amortized Cost [Abstract]        
Amortized Cost $ 1,076,140 968,606    
Gross Unrealized Loss   (330)    
Estimated Fair Value 1,076,140 968,276    
Liquid demand deposits        
Debt Securities, Available-for-sale, Fair Value to Amortized Cost [Abstract]        
Amortized Cost 1,076,140 945,587    
Estimated Fair Value 1,076,140 945,587    
Municipal securities        
Debt Securities, Available-for-sale, Fair Value to Amortized Cost [Abstract]        
Amortized Cost   23,019    
Gross Unrealized Loss   (330)    
Estimated Fair Value   22,689    
Cash equivalents | Available-for-sale securities        
Debt Securities, Available-for-sale, Fair Value to Amortized Cost [Abstract]        
Estimated Fair Value $ 1,076,140 945,587    
Short-term investments | Available-for-sale securities        
Debt Securities, Available-for-sale, Fair Value to Amortized Cost [Abstract]        
Estimated Fair Value   $ 22,689    
v3.25.4
Balance Sheet Components - Allowance for Doubtful Accounts (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Allowance for doubtful accounts      
Beginning balance $ 7,259 $ 6,481 $ 3,830
Provision for doubtful accounts 1,607 1,279 2,645
(Write-offs) / Recoveries (848) (501) 6
Total $ 8,018 $ 7,259 $ 6,481
v3.25.4
Balance Sheet Components - Property and Equipment, net (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Property and Equipment, net      
Property and equipment, gross $ 352,262 $ 240,462  
Less: Accumulated depreciation and amortization (111,078) (78,416)  
Total Property and Equipment, net 241,184 162,046  
Depreciation expense 36,500 27,200 $ 22,700
Cash paid for acquisition of intangible assets 33,000 10,495  
Cloud-based implementation costs 10,200 9,100  
Cloud-based implementation costs, accumulated amortization 8,300 5,300  
Cloud-based implementation costs, net book value 1,800 3,700  
Cloud-based implementation costs, amortization expense 3,000 2,800 $ 1,400
Equipment pledged 150,000    
Purchased and capitalized software costs held for internal use      
Property and Equipment, net      
Property and equipment, gross $ 21,195 13,178  
Useful Life 3 years    
Estimated useful life (in years) 3 years    
Machinery and equipment      
Property and Equipment, net      
Property and equipment, gross $ 171,270 117,076  
Computer equipment      
Property and Equipment, net      
Property and equipment, gross $ 3,629 3,178  
Useful Life 3 years    
Leasehold improvements      
Property and Equipment, net      
Property and equipment, gross $ 62,152 48,569  
Construction-in-process      
Property and Equipment, net      
Property and equipment, gross $ 94,016 $ 58,461  
Minimum      
Property and Equipment, net      
Estimated useful life (in years) 3 years    
Minimum | Machinery and equipment      
Property and Equipment, net      
Useful Life 3 years    
Maximum      
Property and Equipment, net      
Estimated useful life (in years) 15 years    
Maximum | Machinery and equipment      
Property and Equipment, net      
Useful Life 5 years    
v3.25.4
Balance Sheet Components - Accrued Compensation (Details) - USD ($)
$ in Thousands
Dec. 31, 2025
Dec. 31, 2024
Balance Sheet Components    
Accrued paid time off $ 4,698 $ 3,826
Accrued commissions 19,422 14,224
Accrued bonuses 48,926 32,236
Other accrued compensation 19,557 11,828
Total accrued compensation $ 92,603 $ 62,114
v3.25.4
Balance Sheet Components - Other Accrued Liabilities (Details) - USD ($)
$ in Thousands
Dec. 31, 2025
Dec. 31, 2024
Balance Sheet Components    
Reserves for refunds to insurance carriers $ 9,507 $ 11,276
Accrued charges for third-party testing 20,874 12,321
Testing and laboratory materials from suppliers 12,353 7,893
Marketing and corporate affairs 20,215 16,548
Legal, audit and consulting fees 56,077 54,208
Accrued shipping charges 3,419 1,625
Sales and income tax payable 8,365 4,416
Accrued third-party service fees 9,758 9,046
Clinical trials and studies 14,467 10,097
Operating lease liabilities, current portion 15,581 10,168
Property and equipment purchases 11,270 7,098
Other accrued expenses 6,773 2,197
Total other accrued liabilities $ 188,659 $ 146,893
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] Total other accrued liabilities Total other accrued liabilities
v3.25.4
Leases (Details)
$ in Thousands
 1 Months Ended 12 Months Ended
Dec. 31, 2025
USD ($)
ft²
Aug. 31, 2025
USD ($)
ft²
Mar. 31, 2025
USD ($)
ft²
Jan. 31, 2025
USD ($)
ft²
Dec. 31, 2025
USD ($)
ft²
lease
location
Dec. 31, 2024
USD ($)
Dec. 31, 2023
USD ($)
Lessee, Lease, Description [Line Items]              
Operating lease liabilities, current portion included in other accrued liabilities $ 15,581       $ 15,581 $ 10,168  
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] Other Accrued Liability, Current       Other Accrued Liability, Current Other Accrued Liability, Current  
Operating lease liabilities, long-term portion $ 118,473       $ 118,473 $ 96,588  
Operating lease liabilities $ 134,054       134,054 106,756  
Noncash activities related to right-of-use assets         $ 38,900 38,800 $ 2,100
Weighted average remaining lease term 6 years 10 months 24 days       6 years 10 months 24 days    
Weighted average discount rate (as a percent) 6.80%       6.80%    
Lease expense         $ 20,200 15,300 14,500
Operating lease payments         $ 19,800 $ 16,800 $ 12,400
Minimum              
Lessee, Lease, Description [Line Items]              
Term of lease 1 year       1 year    
Maximum              
Lessee, Lease, Description [Line Items]              
Term of lease 5 years       5 years    
Austin TX, Long-term Lease              
Lessee, Lease, Description [Line Items]              
Lease space (area) | ft² 94,000   57,100   94,000    
Number of office space locations | lease         2    
Annual lease payment     $ 900        
Term of lease 132 months       132 months    
First Expansion Premises              
Lessee, Lease, Description [Line Items]              
Lease space (area) | ft² 32,500       32,500    
Second Expansion Premises              
Lessee, Lease, Description [Line Items]              
Lease space (area) | ft² 65,222       65,222    
Austin, TX Additional Premises Lease              
Lessee, Lease, Description [Line Items]              
Lease space (area) | ft² 28,468 45,800     28,468    
Annual lease payment $ 400 $ 700          
Corporate Headquarters Lease              
Lessee, Lease, Description [Line Items]              
Lease space (area) | ft² 136,000       136,000    
Number of office space locations | location         2    
Annual lease payment         $ 9,700    
Renewal term of lease 60 months       60 months    
"First Space" Sublease              
Lessee, Lease, Description [Line Items]              
Lease space (area) | ft² 88,000       88,000    
"Second Space" Sublease              
Lessee, Lease, Description [Line Items]              
Lease space (area) | ft² 48,000       48,000    
Corporate Headquarters Lease Amendment              
Lessee, Lease, Description [Line Items]              
Renewal term of lease 48 months       48 months    
Additional premises San Carlos, CA Lease              
Lessee, Lease, Description [Line Items]              
Lease space (area) | ft²       40,700      
Annual lease payment       $ 1,500      
South San Francisco, CA Lease              
Lessee, Lease, Description [Line Items]              
Lease space (area) | ft² 11,395       11,395    
Term of lease 36 months       36 months    
Renewal term of lease 3 years       3 years    
Lease expense         $ 900    
Pleasanton, CA Lease              
Lessee, Lease, Description [Line Items]              
Lease space (area) | ft² 16,319       16,319    
Term of lease 60 months       60 months    
Additional Premises Pleasanton, CA Lease              
Lessee, Lease, Description [Line Items]              
Lease space (area) | ft² 15,485       15,485    
Annual lease payment $ 900            
Boulder, CO Lease              
Lessee, Lease, Description [Line Items]              
Lease space (area) | ft² 25,718       25,718    
Annual lease payment $ 1,500            
v3.25.4
Leases - Payments (Details) - USD ($)
$ in Thousands
Dec. 31, 2025
Dec. 31, 2024
Leases.    
2026 $ 24,253  
2027 24,193  
2028 24,128  
2029 22,823  
2029 23,127  
2030 and thereafter 51,024  
Total future minimum lease payments 169,548  
Less: imputed interest (35,494)  
Operating lease liabilities $ 134,054 $ 106,756
v3.25.4
Commitments and Contingencies (Details)
$ in Thousands
 1 Months Ended 3 Months Ended 12 Months Ended
Nov. 30, 2024
USD ($)
Jan. 31, 2024
USD ($)
Jul. 31, 2023
patent
Jun. 30, 2023
USD ($)
patent
Dec. 31, 2022
lawsuit
Mar. 31, 2022
USD ($)
Nov. 30, 2021
patent
Sep. 30, 2021
patent
May 31, 2021
lawsuit
Jan. 31, 2021
patent
Oct. 31, 2020
patent
Jun. 30, 2020
patent
Mar. 31, 2020
patent
lawsuit
Mar. 31, 2024
USD ($)
patent
Dec. 31, 2025
USD ($)
Dec. 31, 2024
USD ($)
Dec. 04, 2025
USD ($)
Feb. 28, 2022
lawsuit
Other commitments                                    
Accrued settlement liability                             $ 32,600      
Other assets for acquisition of intangible assets                             373,713 $ 10,933    
Cash paid for acquisition of intangible assets                             33,000 $ 10,495    
Contractual commitments                             256,942      
Assets acquired from Invitae                                    
Other commitments                                    
Estimated useful life (in years)   10 years                                
Transaction price   $ 10,500                                
Upfront consideration   10,000                                
Transaction costs   $ 500                                
Useful life   10 years                                
Potential milestone payments   $ 42,500                                
Foresight Diagnostics, Inc.                                    
Other commitments                                    
Potential future milestone obligations                                 $ 175,000  
Contingent consideration liability                                 $ 118,400  
Clinical samples and data for oncology development                                    
Other commitments                                    
Contractual commitments                             1,300      
Clinical samples payable                             4,700      
Acquired clinical samples and data for oncology development                             14,000      
Potential payments to third party vendor                             $ 50,000      
CareDX Patent Case                                    
Other commitments                                    
Number of patent litigations | lawsuit                         2          
Loss contingency, patents allegedly infringed, number | patent               3         3          
Gain contingency, patents allegedly infringed, number | patent                           1        
Amount awarded to other party           $ 44,900                        
Amount awarded from other party                           $ 96,300        
ArcherDX Case                                    
Other commitments                                    
Gain contingency, patents allegedly infringed, number | patent       3           3                
Amount awarded from other party       $ 19,400                            
Ravgen Patent Case                                    
Other commitments                                    
Loss contingency, patents allegedly infringed, number | patent                       2            
Amount awarded to other party   $ 57,000                                
Genosity Inc. Patent Case                                    
Other commitments                                    
Gain contingency, patents allegedly infringed, number | patent                     1              
Inivata Patent Case                                    
Other commitments                                    
Number of patent litigations | lawsuit         2                          
Inivitae Patent Case                                    
Other commitments                                    
Loss contingency, patents allegedly infringed, number | patent             3                      
NeoGenomics Patent Case                                    
Other commitments                                    
Gain contingency, patents allegedly infringed, number | patent     2                              
Guardant Case                                    
Other commitments                                    
Number of lawsuits | lawsuit                 2                  
Amount awarded to other party $ 292,500                                  
Class action                                    
Other commitments                                    
Number of lawsuits | lawsuit                                   2
Minimum                                    
Other commitments                                    
Estimated useful life (in years)                             3 years      
Useful life                             3 years      
Maximum                                    
Other commitments                                    
Estimated useful life (in years)                             15 years      
Useful life                             15 years      
v3.25.4
Commitments and Contingencies - Contractual commitments (Details)
$ in Thousands
Dec. 31, 2025
USD ($)
Recorded Unconditional Purchase Obligation [Line Items]  
Total $ 256,942
2025 171,251
2026 57,564
2027 20,751
2028 3,531
2029 1,262
2030 and thereafter 2,583
Laboratory instruments supplier  
Recorded Unconditional Purchase Obligation [Line Items]  
Total 18,900
2025 9,200
2026 9,700
Material suppliers  
Recorded Unconditional Purchase Obligation [Line Items]  
Total 107,318
2025 89,316
2026 7,299
2027 8,150
2028 2,553
Application service providers  
Recorded Unconditional Purchase Obligation [Line Items]  
Total 13,573
2025 6,808
2026 5,564
2027 1,194
2028 7
Cloud platform service provider  
Recorded Unconditional Purchase Obligation [Line Items]  
Total 28,042
2025 9,490
2026 9,339
2027 9,212
Other material suppliers  
Recorded Unconditional Purchase Obligation [Line Items]  
Total 89,109
2025 56,437
2026 25,662
2027 2,195
2028 971
2029 1,262
2030 and thereafter $ 2,583
v3.25.4
Stock-Based Compensation - Narrative (Details)
 3 Months Ended 12 Months Ended
Jun. 30, 2024
shares
Dec. 31, 2025
USD ($)
period
shares
Dec. 31, 2024
USD ($)
shares
Dec. 31, 2023
USD ($)
shares
Stock Based Compensation        
Stock-based compensation expense | $   $ 354,404,000 $ 274,428,000 $ 191,808,000
Total proceeds | $   $ 25,037,000 17,298,000 15,128,000
2015 Plan        
Stock Based Compensation        
Additional shares reserved for issuance 6,000,000      
Plan extension term 10 years      
Employee stock purchase plan        
Stock Based Compensation        
Shares reserved for issuance   4,953,702    
Additional shares reserved for issuance   880,000    
Shares reserved for issuance as a proportion of common stock outstanding (as a percent)   1.00%    
Price in relation to fair market value of common stock on the date of grant, lower range limit (as a percent)   85.00%    
Maximum number of shares a participant may receive during the period (in shares)   5,000    
Maximum amount of award or purchase during a calendar year | $   $ 25,000    
Maximum offering period, term   27 months    
Number of expected offering periods each year | period   2    
Offering period, expected term   6 months    
Maximum employee contribution of employee's cash compensation (as a percent)   15.00%    
Performance-based awards        
Stock Based Compensation        
Stock-based compensation expense | $   $ 98,800,000 $ 89,800,000 $ 54,200,000
Shares granted   400,000 800,000 500,000
Options to purchase common stock        
Stock Based Compensation        
Options outstanding (in shares)   3,591,000 3,875,000  
Restricted stock units        
Stock Based Compensation        
Number of shares vested   5,324    
Shares granted   3,504    
Non-employee stock options        
Stock Based Compensation        
Options outstanding (in shares)   0    
v3.25.4
Stock-Based Compensation - Compensation Expense (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Stock based compensation expense      
Stock-based compensation expense $ 354,404 $ 274,428 $ 191,808
Cost of revenues      
Stock based compensation expense      
Stock-based compensation expense 23,595 16,468 11,752
Research and development      
Stock based compensation expense      
Stock-based compensation expense 120,362 88,705 66,326
Selling, general and administrative      
Stock based compensation expense      
Stock-based compensation expense $ 210,447 $ 169,255 $ 113,730
Options to purchase common stock      
Stock based compensation expense      
Options granted (in shares) 0 0  
Unrecognized compensation expense $ 636,900    
Unrecognized compensation expense, weighted average period of recognition 1 year 7 months 6 days    
v3.25.4
Stock-Based Compensation - Stock Options (Details) - USD ($)
$ / shares in Units, $ in Thousands
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Dec. 04, 2025
Options to purchase common stock        
Number of shares Outstanding        
Outstanding, beginning balance (in shares) 3,875,000      
Options assumed (in shares) 88,000      
Options exercised (in shares) (370,000)      
Options forfeited/cancelled (in shares) (2,000)      
Outstanding, end balance (in shares) 3,591,000 3,875,000    
Exercisable (in shares) 3,321,000      
Vested and expected to vest (in shares) 3,573,000      
Weighted-Average Exercise Price        
Outstanding, beginning balance (in dollars per share) $ 30.22      
Assumed (in dollars per share) 29.28      
Exercised (in dollars per share) 60.99      
Forfeited/cancelled (in dollars per share) 3.78      
Outstanding, end balance (in dollars per share) 27.03 $ 30.22    
Exercisable (in dollars per share) 25.79      
Vested and expected to vest (in dollars per share) $ 26.96      
Additional disclosures        
Weighted average contractual term, options outstanding 3 years 6 months 25 days 4 years 5 months 12 days    
Exercisable (in years) 3 years 3 months 3 days      
Vested and expected to vest (in years) 3 years 6 months 18 days      
Aggregate intrinsic value, options outstanding $ 725,400 $ 496,135    
Aggregate intrinsic value, options exercisable 675,149      
Aggregate intrinsic value, vested and expected to vest 722,275      
Aggregate intrinsic value, options exercised $ 48,100 $ 145,600 $ 14,700  
Options granted (in shares) 0 0    
Value of options assumed as of acquisition date       $ 6,900
Weighted-average grant date fair value, options granted     $ 27.31  
Non-employee stock options        
Number of shares Outstanding        
Outstanding, end balance (in shares) 0      
v3.25.4
Stock-Based Compensation - Assumptions (Details) - shares
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Options to purchase common stock      
Stock Based Compensation      
Options granted (in shares) 0 0  
Employee Stock Option [Member]      
Valuation of Stock Option Grants to Employees      
Expected volatility, minimum 46.47%   67.75%
Expected volatility, maximum 50.48%   70.07%
Risk free interest rate, minimum 3.21%   3.41%
Risk free interest rate, maximum 3.36%   4.80%
Employee Stock Option [Member] | Minimum      
Valuation of Stock Option Grants to Employees      
Expected term (years) 1 year 3 months 18 days   5 years 2 months 12 days
Employee Stock Option [Member] | Maximum      
Valuation of Stock Option Grants to Employees      
Expected term (years) 3 years 6 months 21 days   6 years 1 month 9 days
v3.25.4
Stock-Based Compensation - Restricted Stock Units (Details) - Restricted stock units
 12 Months Ended
Dec. 31, 2025
$ / shares
shares
Shares  
Balance (in shares) | shares 10,593
Awards granted (in shares) | shares 3,504
Awards vested (in shares) | shares (5,324)
Awards forfeited/cancelled (in shares) | shares (450)
Balance (in shares) | shares 8,323
Weighted Average Grant Date Fair Value  
Balance (in dollars per share) | $ / shares $ 61.28
Awards granted (in dollars per share) | $ / shares 172.76
Awards vested (in dollars per share) | $ / shares 61.62
Awards forfeited/cancelled (in dollars per share) | $ / shares 89.92
Balance (in dollars per share) | $ / shares $ 100.44
v3.25.4
Stock-Based Compensation - Performance-based Awards (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Stock-based compensation expense $ 354,404 $ 274,428 $ 191,808
Performance-based awards      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Awards granted (in shares) 400,000 800,000 500,000
Aggregate value $ 64,900 $ 55,000 $ 44,100
Stock-based compensation, milestones as a percentage of grant value 200.00%    
Stock-based compensation expense $ 98,800 $ 89,800 $ 54,200
Target (percentage) 100.00%    
Performance-based awards | Minimum      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Target (percentage) 0.00%    
Performance-based awards | Maximum      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Target (percentage) 200.00%    
Options to purchase common stock      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Options granted (in shares) 0 0  
v3.25.4
Debt (Details)
$ / shares in Units, $ in Thousands
 1 Months Ended 12 Months Ended
Oct. 11, 2024
USD ($)
Jul. 19, 2024
USD ($)
Oct. 31, 2023
Nov. 30, 2022
USD ($)
Apr. 30, 2020
USD ($)
Jul. 31, 2017
Dec. 31, 2025
USD ($)
$ / shares
shares
Dec. 31, 2024
USD ($)
$ / shares
shares
Dec. 31, 2023
USD ($)
Oct. 31, 2024
shares
Sep. 30, 2023
$ / shares
shares
Jun. 30, 2023
USD ($)
Dec. 31, 2022
USD ($)
Sep. 30, 2015
USD ($)
Debt Instrument [Line Items]                            
Remaining borrowing capacity             $ 20,000              
Collateral amount             $ 150,000              
Common Stock, Par or Stated Value Per Share | $ / shares             $ 0.0001 $ 0.0001            
Common stock, shares issued | shares             139,693,000 132,646,000   7,532,300 4,550,000      
Stock issued (in dollars per share) | $ / shares                     $ 55      
Convertible, if converted common shares aggregate value               $ 286,730            
Amortization of debt discount and issuance cost               991 $ 1,292          
Interest expense             $ 4,069 10,685 12,638          
Convertible note                            
Debt Instrument [Line Items]                            
Principal amount   $ 287,500     $ 287,500                  
Proceeds from Convertible Note, net of issuance costs         $ 278,300                  
Per annum interest rate (as a percent) 2.25% 2.25%     2.25%                  
Interest expense               6,023 7,761          
Debt instrument, term             7 years              
Effective interest rate (as a percent)             2.72%              
Conversion rate increase   0.4284                        
Convertible to shares of common stock 7,500                          
Percentage of principal amount converted 100.00% 100.00%                        
Debt, repayment amount         $ 79,200                  
Line Of Credit-UBS                            
Debt Instrument [Line Items]                            
Maximum borrowing capacity                       $ 100,000 $ 150,000 $ 50,000
Outstanding balance             $ 80,300 80,400            
Credit facility drawn down             (80,000)              
Remaining borrowing capacity             20,000              
Borrowings under credit facility       $ 30,000                    
Collateral amount             150,000              
Interest expense             4,100 4,700 4,900          
Interest paid             $ 4,100 $ 4,700 $ 4,900          
Spread on interest rate (as a percent)     0.50%     1.10% 0.50% 1.21%            
Debt Instrument, Variable Interest Rate, Type [Extensible Enumeration]     us-gaap:SecuredOvernightFinancingRateSofrMember       us-gaap:SecuredOvernightFinancingRateSofrMember us-gaap:SecuredOvernightFinancingRateSofrMember            
Effective interest rate (as a percent)             4.29%              
v3.25.4
Debt - Discount and Issuance Costs (Details) - Convertible note
 12 Months Ended
Dec. 31, 2025
Debt Instrument [Line Items]  
Effective interest rate (as a percent) 2.72%
Debt instrument, term 7 years
v3.25.4
Debt - Interest Expense Recognized Related to Convertible Notes (Details) - Convertible note - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Cash interest expense    
Contractual interest expense $ 2,157 $ 6,469
Non-cash interest expense    
Contractual interest expense 2,875  
Amortization of debt discount and debt issuance cost 991 1,292
Total interest expense $ 6,023 $ 7,761
v3.25.4
Stockholders' Equity (Details) - USD ($)
$ / shares in Units, $ in Thousands
 1 Months Ended 12 Months Ended
Sep. 30, 2023
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Oct. 31, 2024
Dec. 31, 2022
Class of Stock [Line Items]            
Stock issued (in dollars per share) $ 55          
Payment of offering expenses $ 400 $ 112        
Proceeds from issuance of common stock $ 235,800          
Research and development   $ 624,110 $ 404,138 $ 320,678    
Preferred stock, shares authorized   50,000,000        
Preferred stock, shares issued   0        
Preferred stock, shares outstanding   0        
Common stock, shares authorized   750,000,000 750,000,000      
Common stock, par value (in dollars per share)   $ 0.0001 $ 0.0001      
Common stock, shares issued 4,550,000 139,693,000 132,646,000   7,532,300  
Common stock, shares outstanding   139,693,000 132,646,000      
Common stock            
Class of Stock [Line Items]            
Common stock, shares issued   139,693,000 132,646,000 119,581,000   111,255,000
v3.25.4
Income Taxes - Effective Tax Rates (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Effective tax rates differing from U.S. federal statutory rate      
Tax benefit at the U.S. federal statutory rate $ (56,299) $ (39,844) $ (91,251)
State and local income taxes, net of federal benefit $ (8,053) $ (21,613) $ (13,492)
Effective Income Tax Rate Reconciliation, State and Local Jurisdiction, Contribution Greater than 50 Percent, Tax Effect [Extensible Enumeration] country:CA, country:IL, stpr:NJ, stpr:NY country:CA, country:IL, stpr:NJ, stpr:NY country:CA, country:IL, stpr:NJ, stpr:NY
Foreign tax effects $ 334 $ (25) $ (106)
Tax credits:      
Research and development credits (2,020) (17,621) (10,837)
Changes in valuation allowance 101,513 108,179 116,562
Nontaxable or nondeductible Items:      
Stock-based compensation (133,410) (62,969) (6,422)
Nondeductible officers' compensation 33,202 31,718 8,651
Acquisition costs     563
Meals & entertainment 3,646    
Other 961    
Nondeductible meals and other   2,870 (3,397)
Other adjustments:      
Other 196    
(Benefit) provision for income taxes $ (59,929) $ 695 $ 271
Tax provision at the U.S. federal statutory rate (as a percent) 21.00% 21.00% 21.00%
State and local income taxes, net of federal benefit (as a percent) 3.00% 11.39% 3.10%
Foreign tax effects (as a percent) (0.12%) 0.01% 0.02%
Tax Credits:      
Research and development credits (as a percent) 0.75% 9.29% 2.49%
Changes in Valuation Allowance (as a percent) (37.87%) (57.02%) (26.82%)
Nontaxable or Nondeductible Items:      
Stock-based compensation (as a percent) 49.76% 33.19% 1.48%
Nondeductible officers' compensation (as a percent) (12.38%) (16.72%) (1.99%)
Acquisition costs (as a percent)     (0.13%)
Meals & entertainment (as a percent) (1.36%) (1.51%) 0.79%
Other (as a percent) (0.36%)    
Other Adjustments:      
Other (as a percent) (0.07%)    
Benefit (provision) for income taxes (as a percent) 22.35% (0.37%) (0.05%)
Federal deferred tax benefit $ 51,700    
State deferred tax benefit 9,000    
Foreign tax withholding 200    
State income tax expense $ 600    
v3.25.4
Income Taxes - Deferred Income Taxes (Details) - USD ($)
$ in Thousands
Dec. 31, 2025
Dec. 31, 2024
Income Taxes    
Valuation allowance $ 867,976 $ 747,090
Deferred tax assets    
Net operating loss carryforwards 504,968 395,139
Research and development tax credit carryforwards 93,942 90,759
Capitalized research costs 247,223 173,991
Reserves and accruals 35,180 23,928
Lease liabilities 33,124 26,649
Stock based compensation 56,734 47,864
Intangible assets   8,846
Other 6,498 5,583
Total deferred tax assets before valuation allowance 977,669 772,759
Less: valuation allowance (867,976) (747,090)
Total deferred tax assets after valuation allowance 109,693 25,669
Deferred tax liabilities    
Fixed assets (11,464) (4,164)
Right-of-use lease assets (26,820) (21,505)
Developed technology (72,110)  
Total deferred tax liabilities (110,394) (25,669)
Net deferred tax liabilities $ (701)
v3.25.4
Income Taxes - Net Operating Loss Carryforwards (Details)
$ in Millions
Dec. 31, 2025
USD ($)
Federal  
Operating Loss Carryforwards [Line Items]  
Net operating loss carryforwards $ 2,000.0
State  
Operating Loss Carryforwards [Line Items]  
Net operating loss carryforwards 1,400.0
Foreign  
Operating Loss Carryforwards [Line Items]  
Net operating loss carryforwards $ 4.5
v3.25.4
Income Taxes - Tax Credit Carryforwards (Details)
$ in Millions
Dec. 31, 2025
USD ($)
Federal | Research and development tax credit carryforward  
Tax Credit Carryforward [Line Items]  
Tax credit carryforward $ 83.6
Federal | Tax credit that can be carried forward indefinitely  
Tax Credit Carryforward [Line Items]  
Tax credit carryforward 1,700.0
State | Research and development tax credit carryforward  
Tax Credit Carryforward [Line Items]  
Tax credit carryforward $ 48.9
v3.25.4
Income Taxes - Unrecognized Tax Benefits (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Income Taxes [Line Items]      
Interest and penalties accrued $ 0    
Reconciliation of the beginning and ending amount of gross unrecognized tax benefits      
Balance at beginning of year 34,940 $ 30,912 $ 23,844
Additions based on tax positions related to the current year 5,862 13,648 7,034
Additions (reductions) for tax positions of prior years (10,006) (9,620)  
Additions for tax positions of prior years     34
Balance at end of year 30,796 34,940 30,912
Research and development tax credit carryforward      
Income Taxes [Line Items]      
Unrecognized tax benefits increase $ (4,100) $ 4,000 $ 7,100
v3.25.4
Net Loss per Share - Potentially Dilutive Shares (Details) - shares
shares in Thousands
 12 Months Ended
Dec. 31, 2025
Dec. 31, 2024
Dec. 31, 2023
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Potentially dilutive shares not included in diluted per share calculation 12,465 14,508 22,248
Options to purchase common stock      
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Potentially dilutive shares not included in diluted per share calculation 3,591 3,875 5,501
Performance-based awards and restricted stock units      
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Potentially dilutive shares not included in diluted per share calculation 8,323 10,593 9,248
Employee stock purchase plan      
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Potentially dilutive shares not included in diluted per share calculation 34 40 88
Convertible note      
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Potentially dilutive shares not included in diluted per share calculation     7,411
Contingent consideration for business combination      
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Potentially dilutive shares not included in diluted per share calculation 517    
v3.25.4
Segment Reporting (Details)
 12 Months Ended
Dec. 31, 2025
USD ($)
Dec. 31, 2024
USD ($)
Dec. 31, 2023
USD ($)
Segment Reporting Information [Line Items]      
Number of reporting segments 1    
Revenue $ 2,306,113,000 $ 1,696,911,000 $ 1,082,571,000
Product      
Segment Reporting Information [Line Items]      
Revenue 2,295,820,000 1,685,074,000 1,068,522,000
Cost of revenues 810,627,000 672,304,000 588,564,000
Licensing and other      
Segment Reporting Information [Line Items]      
Revenue 10,293,000 11,837,000 14,049,000
Cost of revenues 2,306,000 1,449,000 1,267,000
Single reportable segment      
Segment Reporting Information [Line Items]      
Revenue 2,306,113,000 1,696,911,000 1,082,571,000
Gross margin $ 1,493,180,000 $ 1,023,158,000 $ 492,740,000
Gross margin percentage 64.70% 60.30% 45.50%
Single reportable segment | Product      
Segment Reporting Information [Line Items]      
Cost of revenues $ 810,627,000 $ 672,304,000 $ 588,564,000
Single reportable segment | Licensing and other      
Segment Reporting Information [Line Items]      
Cost of revenues $ 2,306,000 $ 1,449,000 $ 1,267,000
v3.25.4
Subsequent Events (Details)
$ in Millions
Jan. 01, 2026
USD ($)
Subsequent event | Additional premises San Carlos, CA Lease  
Subsequent Event [Line Items]  
Future lease commitments $ 39.2