Rani Therapeutics Holdings Inc-A 2025年季度报告

FORM10-Q (Mark One)☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGEACT OF 1934For the quarterly period endedSeptember 30,2025OR☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGEACT OF 1934For the transition period from ________________ to ________________Commission File Number:001-40672 RANI THERAPEUTICS HOLDINGS, INC. Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of theSecurities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required tofile such reports), and (2) has been subject to such filing requirements for the past 90 days.Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to besubmitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorterperiod that the registrant was required to submit such files).Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer,smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,”“smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transitionperiod for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the ExchangeAct.☐ 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 October 31, 2025, the registrant had97,541,221shares of Class A common stock, $0.0001 par value per share,outstanding,23,970,359shares of Class B common stock, $0.0001 par value per share, outstanding andnoshares of Class Ccommon stock, $0.0001 par value per share, outstanding. Certain holders of units of the registrant’s consolidated subsidiary, RaniTherapeutics, LLC, who do not hold shares of the registrant’s Class B common stock can exchange their units of RaniTherapeutics, LLC for 1,124,194 shares of the registrant’s Class A common stock. Table of Contents Special Note Regarding Forward-Looking Statements PART I.FINANCIAL INFORMATION RANI THERAPEUTICS HOLDINGS, INC.Item 1.Financial Statements (Unaudited)5Condensed Consolidated Balance Sheets5Condensed Consolidated Statements of Operations6Condensed Consolidated Statements of Comprehensive Loss7Condensed Consolidated Statements of Changes in Stockholders’ (Deficit)/Equity8Condensed Consolidated Statements of Cash Flows10Notes to Unaudited Condensed Consolidated Financial Statements11Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations25Item 3.Quantitative and Qualitative Disclosures About Market Risk35Item 4.Controls and Procedures35 PART II.OTHER INFORMATION Item 1.Legal ProceedingsItem 1A.Risk FactorsItem 2.Unregistered Sales of Equity Securities and Use of ProceedsItem 3.Defaults Upon Senior SecuritiesItem 4.Mine Safety DisclosuresItem 5.Other InformationItem 6.ExhibitsSignatures Unless otherwise stated or the context otherwise requires, the terms “we,” “us,” and “our,” and similar referencesrefer to Rani Therapeutics Holdings, Inc. (“Rani Holdings”) and its consolidated subsidiary, Rani Therapeutics,LLC (“Rani LLC”). SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS This Quarterly Report on Form 10-Q, including the section titled "Management's Discussion andAnalysis of Financial Condition and Results of Operations," contains forward-looking statements. All statementsother than statements of historical facts contained in this Quarterly Report on Form 10-Q, including statementsregarding our future results of operations and consolidated financial position, business strategy, product candidates,planned preclinical studies and clinical trials, results of clinical trials, research and development costs,manufacturing costs, regulatory approvals, development and advancement of our oral delivery technology, timingand likelihood of success, potential partnering activities as well as plans and objectives of management for futureoperations, are forward-looking statements. These statements involve known and unknown risks, uncertainties, andother important factors that are in some cases beyond our control and may cause our actual results, performance, orachievements to be materially different from any future results, performance, or achievements expressed or impliedby the forward-looking statements. In some cases, you can identify forward-looking statements by terms such as “may,” “will,” “should,”“would,” “expect,” “plan,” “anticipate,” “could,” “intend,” “target,” “project,” “believe,” “estimate,” “predict,”“potential,” “seek,” “aim,” or “continue” or the negative of these terms