FORM 10-Q (Mark one) ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2026 or ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number001-15771 ABEONA THERAPEUTICS INC.(Exact name of registrant as specified in its charter) (646) 813-4701(Registrant’s telephone number, including area code) Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934: Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the SecuritiesExchange Act of 1934 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 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 be submittedpursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that theregistrant 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 smallerreporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smallerreporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. Large accelerated filer☐Non-accelerated filer☒Emerging growth company☐ Accelerated filer☐Smaller reporting company☒ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any 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☒ The number of shares outstanding of the registrant’s common stock as of May 8, 2026 was 56,995,144 shares. ABEONA THERAPEUTICS INC.Form 10-QFor the Quarter Ended March 31, 2026 INDEXPageNo.PART I - FINANCIAL INFORMATIONItem 1.Financial Statements:3Unaudited Condensed Consolidated Balance Sheets as of March 31, 2026 and December 31, 20253Unaudited Condensed Consolidated Statements of Operations and Comprehensive Loss for the three monthsended March 31, 2026 and 20254Unaudited Condensed Consolidated Statements of Stockholders’ Equity for the three months ended March 31,2026 and 20255Unaudited Condensed Consolidated Statements of Cash Flows for the three months ended March 31, 2026 and20256Notes to Unaudited Condensed Consolidated Financial Statements7Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations29Item 3.Quantitative and Qualitative Disclosures About Market Risk34Item 4.Controls and Procedures34PART II - OTHER INFORMATIONItem 1.Legal Proceedings35Item 1A.Risk Factors35Item 5.Other Information35Item 6.Exhibits36SIGNATURES371 FORWARD-LOOKING STATEMENTS ThisQuarterly Report on Form 10-Q(including information incorporated by reference)contains statements that expressmanagement’s opinions, expectations, beliefs, plans, objectives, assumptions or projections regarding future events or future resultsand therefore are, or may be deemed to be, “forward-looking statements” within the meaning of Section 27A of the Securities Act of1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Words such as “expects,” “anticipates,”“intends,” “plans,” “believes,” “could,” “would,” “seeks,” “estimates,” and variations of such words and similar expressions, andthe negatives thereof, are intended to identify such forward-looking statements. Such “forward-looking statements” speak only as ofthe date made and are not guarantees of future performance and involve certain risks, uncertainties, estimates, and assumptions bymanagement that are difficult to predict. Various factors, some of which are beyond the Company’s control, could cause actual resultsto differ materially from those expressed in, or implied by, such forward-looking statements. In addition, we disclaim any obligation toupdate any forward-looking statements to reflect events or circumstances after the date of this report, except as may otherwise berequired by the federal securities laws. Forward-looking statements necessarily involve risks and uncertainties, and our actual results could differ materially from thoseanticipated in forward-looking statements due to a number of factors. These statements include statements about: our ability tosuccessfullycommercialize ZEVASKYN®andgenerate future revenue;the deprioritization of our AAV-based ophthalmologyprograms; the development of ABO-701; our pipeline of product candidates, including the achievement of or expected timing, progressand results of clin