FORM 10-Q (Mark One) ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the transition period from ___________ to ___________Commission File Number: 001-39536 Taysha Gene Therapies, Inc.(Exact Name of Registrant as Specified in its Charter) Delaware84-3199512( State or other jurisdiction ofincorporation or organization)(I.R.S. EmployerIdentification No.)3000 Pegasus Park Drive Ste 1430Dallas, Texas75247(Address of principal executive offices)(Zip Code)Registrant’s telephone number, including area code: (214) 612-0000 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 ExchangeAct of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has beensubject 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 submitted pursuant toRule 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 tosubmit such files).Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reportingcompany, 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☒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 for complyingwith 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☒ As of August 11, 2026, the registrant had 325,833,545 shares of common stock, $0.00001 par value per share, outstanding. Table of Contents PART I.FINANCIAL INFORMATIONItem 1.Condensed Consolidated Financial Statements (Unaudited)1Balance Sheets1Statements of Operations2Statements of Comprehensive Loss3Statements of Stockholders’ Equity4Statements of Cash Flows6Notes to Financial Statements7Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations27Item 3.Quantitative and Qualitative Disclosures About Market Risk44Item 4.Controls and Procedures44PART II.OTHER INFORMATIONItem 1.Legal Proceedings46Item 1A.Risk Factors46Item 2.Unregistered Sales of Equity Securities and Use of Proceeds46Item 3.Defaults Upon Senior Securities46Item 4.Mine Safety Disclosures46Item 5.Other Information47Item 6.Exhibits48Signatures49 Taysha Gene Therapies, Inc.Condensed Consolidated Balance Sheets(in thousands, except share and per share data)(Unaudited) Taysha Gene Therapies, Inc.Condensed Consolidated Statements of Operations(in thousands, except share and per share data)(Unaudited) Taysha Gene Therapies, Inc.Condensed Consolidated Statements of Comprehensive Loss(in thousands)(Unaudited) Taysha Gene Therapies, Inc.Condensed Consolidated Statements of Stockholders’ Equity(in thousands, except share data)(Unaudited) Taysha Gene Therapies, Inc.Condensed Consolidated Statements of Stockholders’ Equity(in thousands, except share data)(Unaudited) Taysha Gene Therapies, Inc.Condensed Consolidated Statements of Cash Flows(in thousands)(Unaudited) Taysha Gene Therapies, Inc.Notes to Condensed Consolidated Financial Statements(Unaudited) Note 1—Organization and Description of Business Operations Taysha Gene Therapies, Inc. (the “Company” or “Taysha”) was originally formed under the laws of the State of Texas onSeptember 20, 2019. Taysha converted to a Delaware corporation on February 13, 2020, which had no impact to the Company’s parvalue or issued and authorized capital structure. Taysha is a clinical-stage biotechnology company focused on advancing AAV-based gene therapies for severe monogenicdiseases of the central nervous system. Sales Agreement In October 2021, the Company entered into a Sales Agreement (the “Sales Agreement”), with SVB Securities LLC andWells Fargo Securities, LLC (the “Sales Agents”), pursuant to which the Company may issue and sell, from time to time at itsdiscretion, shares of its common stock having an aggregate offering price of up to $150.0 million. In March 2022, the Companyamended the Sales Agreement to, among other things, include Goldman Sachs & Co. LLC as an additional Sales Agent. OnDecember 13, 2024, the Company filed a shelf registration statement on Form S-3 following