阿凯迪亚生物科学 2025年季度报告

(Mark One)☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT Arcadia Biosciences, Inc. (Exact Name of Registrant as Specified in its Charter) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).Yes☒ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company,or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying withany new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).Yes☐No As of May 1, 2025, the registrant had1,367,040shares of common stock outstanding, $0.001 par value per share. Part I —Financial Information (Unaudited) Item 1.Condensed Consolidated Financial Statements:1Condensed Consolidated Balance Sheets1Condensed Consolidated Statements of Operations and Comprehensive Income (Loss)2Condensed Consolidated Statements of Stockholders’ Equity3Condensed Consolidated Statements of Cash Flows4Notes to Condensed Consolidated Financial Statements5Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations20Item 3.Quantitative and Qualitative Disclosures About Market Risk27Item 4.Controls and Procedures27 28 Part II —Other Information Item 1.Legal Proceedings28Item 1A.Risk Factors28Item 2.Unregistered Sales of Equity Securities and Use of Proceeds28Item 3.Defaults Upon Senior Securities28Item 4.Mine Safety Disclosures28Item 5.Other Information28Item 6.Exhibits29 SIGNATURES30 Arcadia Biosciences, Inc.Condensed Consolidated Balance Sheets(Unaudited)(In thousands, except share data) Arcadia Biosciences, Inc. Arcadia Biosciences, Inc. Arcadia Biosciences, Inc.Condensed Consolidated Statements of Cash Flows(Unaudited)(In thousands) Arcadia Biosciences, Inc. Notes to Condensed Consolidated Financial Statements (Unaudited) 1. Description of Business and Basis of Presentation Organization Arcadia Biosciences, Inc. (the "Company," "Arcadia" or "management"), was incorporated inArizonain2002and maintains itsheadquarters in Dallas, Texas, with additional office space in Sacramento, California. The Company was reincorporated in Arcadia has leveraged its history as a leader in science-based approaches to develop high value products and drive innovation in theconsumer goods industry. Since acquiring the assets of Zola in May 2021, Arcadia has provided consumers with a way torehydrate, reset, and reenergize with Zola coconut water products. Previously, Arcadia developed products primarily in wheat, On March 28, 2025, Arcadia entered into an agreement with Bioceres Crop Solutions Corp. ("BIOX") pursuant to which BIOXagreed to transfer to the Company all rights and materials relating to certain soy traits that were included in licenses granted by theCompany to BIOX in the November 2020 sale of Verdeca. In addition, BIOX agreed to pay a total of $750,000to the Company.The Company agreed to transfer to BIOX all of the Company's granted patents, pending applications, related materials anddocuments related to the Company's reduced gluten and oxidative stability patents. In addition, the parties agreed to amend aprevious agreement between the parties to eliminate any obligation to pay the Company future product royalties under the On December 4, 2024, Arcadia, Roosevelt Resources LP (“Roosevelt” or the “Partnership”) and Elliott Roosevelt, Jr. and David A.Roosevelt, in their capacities as representatives of the limited partners of the Partnership entered into a Securities ExchangeAgreement (as it may be amended from time to time, the “Exchange Agreement”). Subject to the terms of the Exchange Agreementand to the satisfaction or waiver of the conditions set forth in the Exchange Agreement, at the closing of the transactionscontemplated by the Exchange Agreement (the "Closing"), Arcadia agreed to issue shares of its common stock to the limitedpartners of Roosevelt in exchange for all of the limited partnership interests of Roosevelt and to the sole member of the generalpartner of Roosevelt (together with the limited partners