TransCode Therapeutics Inc 2026年季度报告

For the quarterly period ended June 30, 2026OR ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGEACT OF 1934 FOR THE TRANSITION PERIOD FROM ___________ TO ___________ Commission File Number: 001-40363 TRANSCODE THERAPEUTICS, INC. TRANSCODE THERAPEUTICS,INC.QUARTERLY REPORT ON FORM 10-Q Table of Contents PART I. FINANCIAL INFORMATION ITEM 1. CONSOLIDATED FINANCIAL STATEMENTS4CONSOLIDATED BALANCE SHEETS AS OF JUNE 30, 2026 (UNAUDITED) ANDDECEMBER 31, 20254CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE THREE AND SIX MONTHSENDED JUNE 30, 2026 AND 2025 (UNAUDITED)6CONSOLIDATED STATEMENTS OF CHANGES IN NON-VOTING CONVERTIBLEPREFERRED STOCK AND STOCKHOLDERS’ EQUITY (DEFICIT) FOR THE SIX MONTHSENDED JUNE 30, 2026 AND 2025 (UNAUDITED)7CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE30, 2026 AND 2025 (UNAUDITED)8NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)9ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION ANDRESULTS OF OPERATIONS43ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK64ITEM 4. CONTROLS AND PROCEDURES65 PART II. OTHER INFORMATION ITEM 1. LEGAL PROCEEDINGS67ITEM 1A. RISK FACTORS67ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS69ITEM 3. DEFAULTS UPON SENIOR SECURITIES70ITEM 4. MINE SAFETY DISCLOSURES70ITEM 5. OTHER INFORMATION70ITEM 6. EXHIBITS70SIGNATURE72 CAUTIONARY NOTEREGARDING FORWARD-LOOKING STATEMENTS This Quarterly Report on Form 10-Q contains forward-looking statements within the meaning of the federalsecurities laws, Section27A of the Securities Act of 1933, as amended, (the “Securities Act”) and Section21E of theSecurities Exchange Act of 1934, as amended, (the “Exchange Act”). We intend these forward-looking statements tobe covered by the safe harbor provisions for forward-looking statements contained in the Private Securities LitigationReform Act of 1995 and are including this statement for purposes of complying with those safe harbor provisions. Allstatements other than statements of historical facts contained in this Quarterly Report on Form 10-Q are forward-looking statements. In some cases, you can identify forward-looking statements by terminology such as “anticipates,”“believes,” “continue,” “could,” “estimates,” “expects,” “intends,” “may,” “plans,” “potential,” “predicts,” “should,”“will,” or the negative of these terms or other comparable terminology. These forward-looking statements include, butare not limited to, statements about: our cash position, our estimates and expectations regarding our capital requirements, cash and expense levels,liquidity sources, our need for additional financing and our ability to obtain, on satisfactory terms or at all, thefinancing required to support operations, research, development, clinical trials, and commercialization ofproducts; potential delisting of our common stock from trading on the Nasdaq Capital Market; our ability to continue as a going concern; the results and timing of our preclinical and clinical trial activities, including but not limited to our ability toenroll timely a sufficient number of patients to advance our clinical trials; our ability to expand our therapeutic candidate portfolio through internal research and development or theacquisition or in-licensing of intellectual property assets; the therapeutic benefits, effectiveness and safety of our therapeutic candidates; our ability to receive regulatory approval for our therapeutic candidates in the United States, Europe and othergeographies; the expected regulatory approval pathway for our therapeutic candidates; potential changes in regulatory requirements, and delays or negative outcomes from the regulatory approvalprocess; our ability to maintain adequate quality processes and oversight of vendors; our ability to secure raw materials to support continued drug substance and drug product manufacturing; our reliance on third-parties for the planning, conduct, management and monitoring of clinical trials, for themanufacture of clinical drug supplies and drug product meeting our specifications, and for otherrequirements; our estimates of the size and characteristics of the markets that may be addressed by our therapeuticcandidates; market acceptance of our therapeutic candidates that are approved for marketing in the United States or othercountries; our ability to successfully commercialize our therapeutic candidates, if approved for marketing; the safety and efficacy of therapeutics marketed by our competitors that are targeted to indications which ourtherapeutic candidates have been developed to treat; our ability to utilize our proprietary technological approach to develop and commercialize our therapeuticcandidates; our heavy dependence on licensed intellectual property, including our ability to source and maintain licensesfrom third-party owners; our ability to protect our own or in-licensed intellectual property and op