Subsequent Events

6 Months Ended

9 Months Ended

Dec. 31, 2024

Sep. 30, 2025

Subsequent Events

Subsequent Events

15. Subsequent Events

The Company has evaluated events and transactions occurring subsequent to December 31, 2024 through February 24, 2025, the date at which the consolidated financial statements were available to be issued.

Option Grants

In January 2025, the Company granted options for the purchase of an aggregate of 5,566,787 shares of common stock to employees and directors at an exercise price of $6.03 per share.

Vancouver Lease

On February 12, 2025, the Company entered into a lease agreement with Spire VA Limited Partnership (“Vancouver Lease”) for office space located in Vancouver, Canada. The lease commencement date is October 1, 2025 with an initial term of five years. The total lease payment is expected to be $1.7 million over the initial lease term.

17. Subsequent Events

The Company has evaluated events occurring subsequent to September 30, 2025 through the date the condensed consolidated financial statements were issued to ensure that the condensed consolidated financial statements include appropriate disclosure of events both recognized as of September 30, 2025, and events which occurred subsequently but not recognized in the condensed consolidated financial statements. No subsequent events have occurred that require disclosure, except as disclosed elsewhere in the condensed consolidated financial statements and below.

Private Placement

On October 6, 2025, the Company entered into a Securities Purchase Agreement (the “Purchase Agreement”) for a private placement with certain investors (the “Purchasers”). Pursuant to the Purchase Agreement, the Purchasers purchased, for an aggregate purchase price of $135 million resulting in net proceeds of approximately $126.7 million, (i) an aggregate of 13,368,164 shares (the “Common Shares”) of the Company’s common stock, at a price per share of $9.14, and (ii) pre-funded warrants (the “Pre-Funded Warrants”) to purchase an aggregate of 1,402,092 shares of the Company’s common stock at a purchase price of $9.1399 per Pre-Funded Warrant, which represents the per share purchase price of the Common Shares less the $0.0001 per share exercise price for each Pre-Funded Warrant. The Pre-Funded Warrants are exercisable at any time after the date of issuance. A holder of Pre-Funded Warrants may not exercise the warrant if the holder, together with its affiliates, would beneficially own more than 4.99% or 9.99%, as applicable, of the number of shares of the Company’s common stock outstanding immediately after giving effect to such exercise. A holder of Pre-Funded Warrants may increase or decrease this percentage to a percentage not in excess of 19.99% by providing at least 61 days’ prior notice to the Company.

JADE201 License Agreement

On October 3, 2025, the Company and Paragon, entered into a license agreement (the “JADE201 License Agreement”), pursuant to which Paragon granted the Company a royalty-bearing, world-wide, exclusive license to develop, manufacture, commercialize or otherwise exploit certain antibodies and products targeting BAFF-R in the field of prophylaxis, palliation, treatment and diagnosis of human disease and disorders in all therapeutic areas (the “Field”). Additional details are included within footnote 11.