Certara Inc 2026年季度报告

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIESEXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2026 or TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIESEXCHANGE ACT OF 1934 For the transition period from ______________ to ______________ Commission File Number: 001-39799 Certara, Inc. (Exact name of registrant as specified in its charter) 82-2180925 (I.R.S. EmployerIdentification Number) 4 Radnor Corporate CenterSuite 350Radnor, Pennsylvania 19087(Address of Principal Executive Offices)(415) 237-8272(Registrant’s telephone number) Securities registered pursuant to Section 12(b) of the Act: 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 of 1934 during thepreceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90days. YesNo Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 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No Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerginggrowth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of theExchange Act. If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revisedfinancial 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 May1, 2026, the registrant had 155,564,608 shares of common stock, par value $0.01 per share, outstanding. Certara, Inc. Unless otherwise indicated, references to the “Company,” “Certara,” “we,” “us,” and “our” refer to Certara, Inc. and itsconsolidated subsidiaries. SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS This Quarterly Report on Form 10-Q (this “Quarterly Report”) contains “forward-looking statements” within the meaningof Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the SecuritiesExchange Act of 1934, as amended (the “Exchange Act”), which are subject to the “safe harbor” created by those sections.All statements (other than statements of historical facts) in this Quarterly Report regarding the prospects of the industryand our prospects, plans, financial position and business strategy may constitute forward-looking statements. In addition,forward-looking statements generally can be identified by the use of forward-looking terminology such as “may,”“should,” “expect,” “might,” “intend,” “will,” “estimate,” “anticipate,” “plan,” “seek,” “believe,” “predict,” “potential,”“continue,” “suggest,” “project,” “future,” “likely” or “target” or the negatives of these terms or variations of them orsimilar terminology. Although we believe that the expectations reflected in these forward-looking statements arereasonable, we cannot provide any assurance that these expectations will prove to be correct. Such statements reflect thecurrent views of our management with respect to our operations, results of operations and future financial performanceand are subject to various risks and uncertainties. Accordingly, there are or will be important factors that could causeactual outcomes or results to differ materially from those indicated in these statements. The following factors are amongthose that may cause actual results to differ materially from the forward-looking statements: •The possibility that the previously announced divestiture of our Reuglatory Medical Writing business (the"divestiture") does not close.•Unanticipated costs and length of time required to comply with legal requirements and regulatory approvalsapplicable to the divestiture transaction.•Customer and shareholder reaction to the divestiture transaction.•Disruptionfrom the divestiture transaction making it more difficult to maintain business and operationalrelationships.•Significant divestiture transaction costs.•Deceleration in, or resistance to, the acceptance of model-informed biopharmaceutical discovery and developmentcould reduce the demand for our products and services.•We compete in a competitive and highly fragmented market.•Changes or delays in government regulation relating to the biopharmaceutical industry could decrease the need forsome of the services we provide.•Reduction in research and deve