Seaport Therapeutics Inc 2026年季度报告

(Mark One)☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIESEXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2026OR ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIESEXCHANGE ACT OF 1934For the transition period from ______________________ to ______________________Commission File Number: 001-43254 Seaport Therapeutics, Inc. (Exact Name of Registrant as Specified in its Charter) Securities registered pursuant to Section 12(b) of the Act: Title of each classTradingSymbol(s)Name of each exchange on which registeredVoting Common Stock, $0.0001 par value pershareSPTXThe Nasdaq Global Select MarketIndicate 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 suchreports), 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. Large accelerated filer☐Non-accelerated filer☒ Accelerated filer☐Smaller reportingcompany☒Emerging growthcompany☒ 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 June 5, 2026, the registrant had 53,530,550 shares of voting common stock, $0.0001 par value per share,outstanding. Table of Contents Item 1.Financial Statements (Unaudited)4Condensed Consolidated Balance Sheetsas of March 31, 2026 and December 31, 20254Condensed Consolidated Statements of Operations and Comprehensive Loss for the ThreeMonths Ended March 31, 2026 and 20255Condensed Consolidated Statements of Convertible Preferred Stock and Stockholders’Deficitfor the Three Months Ended March 31, 2026 and 20256Condensed Consolidated Statements of Cash Flowsfor the Three Months Ended March 31,2026 and 20257Notes to Unaudited Condensed Consolidated Financial Statements8Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations23Item 3.Quantitative and Qualitative Disclosures About Market Risk33Item 4.Controls and Procedures33 PART II.OTHER INFORMATION Item 1.Legal Proceedings34Item 1A.Risk Factors35Item 2.Unregistered Sales of Equity Securities and Use of Proceeds99Item 3.Defaults Upon Senior Securities99Item 4.Mine Safety Disclosures100Item 5.Other Information100Item 6.Exhibits101Signatures102 SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS This Quarterly Report on Form 10-Q contains forward-looking statements about us and our industry that involvesubstantial risks and uncertainties. All statements other than statements of historical facts contained in this QuarterlyReport on Form 10-Q, including statements regarding our future results of operations and financial position,business strategy, product candidates, planned preclinical studies and clinical trials, results of preclinical studies,clinical trials, research and development costs, regulatory approvals, commercial strategy, timing and likelihood ofsuccess, as well as plans and objectives of management for future operations, are forward-looking statements. Thesestatements involve known and unknown risks, uncertainties, and other important factors that are in some casesbeyond our control and may cause our actual results, performance, or achievements to be materially different fromany future results, performance, or achievements expressed or implied by 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,” or“continue” or the negative of these terms or other similar expressions. Forward-looking statements contained in thisQuarterly Report on Form 10-Q include, but are not limited to, statements about: • the initiation, timing, progress and results of our current and future clinical trials, preclinical studies, and researchand development programs; • the timing of announcement of results from clin