Form 8-K

8-K — RAPID MICRO BIOSYSTEMS, INC.

Accession: 0001380106-26-000097

Filed: 2026-08-07

Period: 2026-08-07

CIK: 0001380106

SIC: 3826 (LABORATORY ANALYTICAL INSTRUMENTS)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — rpid-20260807.htm (Primary)

EX-99.1 (rpid-20260630xexx991.htm)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: rpid-20260807.htm · Sequence: 1

rpid-20260807

0001380106false00013801062026-08-072026-08-07

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of report (Date of earliest event reported): August 7, 2026

RAPID MICRO BIOSYSTEMS, INC.

(Exact name of registrant as specified in its charter)

Delaware 001-40592 20-8121647

(State or other jurisdiction

of incorporation or organization) (Commission

File Number) (I.R.S. Employer

Identification No.)

25 Hartwell Avenue, Lexington, MA

02421

(Address of principal executive offices)

(Zip Code)

978-349-3200

(Registrant’s telephone number, including area code)

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading

Symbols Name of each exchange on which

registered

Class A Common Stock, $0.01 par value per share RPID

The Nasdaq Capital Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company þ

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 revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Item 2.02

Results of Operations and Financial Condition.

On August 7, 2026, Rapid Micro Biosystems, Inc. (the “Company”) issued a press release announcing its financial results for its second quarter ended June 30, 2026. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference in its entirety.

The information furnished under Item 2.02, including Exhibit 99.1 attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended (the "Securities Act"), or the Exchange Act, except as otherwise expressly stated in such filing.

Item 9.01

Financial Statements and Exhibits.

(d)Exhibits.

Exhibit No. Description

99.1

Press Release of Rapid Micro Biosystems, Inc., dated August 7, 2026, related to its financial results for its second quarter ended June 30, 2026.

104

Cover Page Interactive Data File (formatted as inline XBRL)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

RAPID MICRO BIOSYSTEMS, INC.

Date: August 7, 2026 By: /s/ Sean Wirtjes

Sean Wirtjes

Chief Financial Officer

EX-99.1

Filename: rpid-20260630xexx991.htm · Sequence: 2

Document

Exhibit 99.1

Rapid Micro Biosystems Reports Second Quarter 2026 Financial Results

•Reports second quarter 2026 total revenue of $8.1 million, representing 11% growth compared to the second quarter of 2025

◦Achieved a significant milestone with the 200th Growth Direct system placed globally; placed four Growth Direct systems and completed nine validations in the second quarter 2026

◦Second quarter consumable revenue increased more than 20% year-over-year

◦Second quarter recurring revenue increased 14% year-over-year; comprised 63% of total revenue

•Reports record second quarter total gross margin of 15%, an increase of 11 percentage points compared to the second quarter of 2025

•Merck MilliporeSigma to host European Growth Direct Day in October 2026, supporting customer engagement, education, and commercial pipeline development across Europe

•Reaffirms full year 2026 total revenue guidance range of $37.0 million to $41.0 million, including 30 to 38 Growth Direct system placements

•Reaffirms full year 2026 gross margin percentage guidance of approximately 20%, with second half 2026 margins in the mid-20% range

Lexington, MA, August 7, 2026 (GLOBE NEWSWIRE) -- Rapid Micro Biosystems, Inc. (Nasdaq: RPID) (the “Company”), an innovative life sciences technology company providing mission critical automation solutions to facilitate the efficient manufacturing and fast, safe release of healthcare products, today announced its financial results for the second quarter ended June 30, 2026.

"Our second quarter results reflect continued execution against the strategic and financial priorities we outlined at the beginning of the year," said Robert Spignesi, President and CEO. "Total revenue increased 11%, recurring revenue grew 14% and consumables achieved quarterly records in both units and revenue. Importantly, we delivered record second-quarter total gross margin of 15%, marking a positive inflection that reflects meaningful progress against our margin expansion initiatives and supports our path to positive cash flow."

Spignesi continued, "As we look to the second half of 2026, we remain encouraged by strong customer engagement, continued momentum in multi-system and enterprise deployment opportunities, and an expanding contribution from our collaboration with MilliporeSigma. Combined with favorable industry tailwinds, including increased adoption of automation and ongoing U.S. reshoring and biomanufacturing capacity expansion, we believe we are well positioned to achieve our full-year objectives and enter 2027 with positive momentum."

Second Quarter Financial Results

Total revenue for the second quarter of 2026 increased 10.9% to $8.1 million compared to $7.3 million in the second quarter of 2025. The Company placed four new Growth Direct® systems and completed the validation of nine customer systems compared to four placements and two validations in the second quarter of 2025. Product revenue increased 10.1% to $5.3 million, compared to $4.8 million in the second quarter of 2025. Service revenue increased 12.5% to $2.8 million, compared to $2.5 million in the second quarter of 2025. Recurring revenue increased 14.3% to $5.0 million, compared to $4.4 million in the second quarter of 2025.

Total cost of revenue was $6.8 million in the second quarter of 2026, a decrease of 2.1% compared to $7.0 million in the second quarter of 2025. Gross margin was 15.0%, or $1.2 million, a quarterly record, compared to 3.8%, or $0.3 million in the second quarter of 2025.

Total operating expenses increased by 8.9% to $13.5 million in the second quarter of 2026, compared to $12.4 million in the second quarter of 2025. General and administrative expenses increased by 11.3%, research and development

expenses increased by 3.2%, and sales and marketing expenses increased by 10.3%, in each case compared to the second quarter of 2025.

Net loss for the second quarter of 2026 was $12.9 million and net loss per share was $0.27, compared to a net loss of $11.9 million and net loss per share of $0.27 in the second quarter of 2025.

Non-GAAP adjusted EBITDA loss for the second quarter of 2026 was $10.3 million, compared to a loss of $10.1 million in the second quarter of 2025.

Cash, cash equivalents, and short-term investments were approximately $20 million as of June 30, 2026.

Full Year 2026 Outlook

The Company is reaffirming its full year 2026 total revenue guidance range of $37.0 million to $41.0 million including a range of 30 to 38 Growth Direct system placements and total gross margin percentage of approximately 20%. The Company is increasing its full year 2026 system validation guidance to at least 27 validations, up from 25 previously.

Webcast Details

The Company will host a conference call before the market opens today, August 7, 2026, at 8:30 a.m. ET to discuss its second quarter 2026 financial results. The live call is accessible on the Company’s website at investors.rapidmicrobio.com and will be archived and available for replay for one year.

About Rapid Micro Biosystems

Rapid Micro Biosystems is an innovative life sciences technology company providing mission critical automation solutions to facilitate the efficient manufacturing and fast, safe release of healthcare products such as biologics, vaccines, cell and gene therapies, and sterile injectables. The Company’s flagship Growth Direct system automates and modernizes the antiquated, manual microbial quality control (“MQC”) testing workflows used in the largest and most complex pharmaceutical manufacturing operations across the globe. The Growth Direct system brings the quality control lab to the manufacturing floor, unlocking the power of MQC automation to deliver the faster results, greater accuracy, increased operational efficiency, better compliance with data integrity regulations, and quicker decision making that customers rely on to ensure safe and consistent supply of important healthcare products. The Company is headquartered in Lexington, Massachusetts and has U.S. manufacturing in Lowell, Massachusetts, with global locations in Switzerland, Germany, and the Netherlands. For more information, please visit www.rapidmicrobio.com or follow the Company on X (formerly known as Twitter) at @rapidmicrobio or on LinkedIn.

Rapid Micro Biosystems intends to use the Investor Relations page of its website as a means of disclosing material nonpublic information and for complying with its disclosure obligations under Regulation FD. Accordingly, investors should monitor its website in addition to following press releases, filings with the Securities and Exchange Commission (“SEC”), public conference calls, presentations and webcasts.

Non-GAAP Financial Measures

In addition to reporting financial measures in accordance with generally accepted accounting principles (“GAAP”), the Company is including in this press release "non-GAAP adjusted EBITDA," which is a non-GAAP financial measure. The Company defines non-GAAP adjusted EBITDA as net loss excluding interest income, interest expense, other expense, net, income tax expense, depreciation and amortization, and stock-based compensation.

The Company includes this non-GAAP financial measure because it believes it allows investors to understand and evaluate the Company’s core operating performance and trends. In particular, the exclusion of certain items in calculating non-GAAP adjusted EBITDA can provide useful measures for period-to-period comparisons of the Company’s core business. This non-GAAP financial measure has limitations as an analytical tool, including the fact that such non-GAAP financial measure may not be comparable to a similarly titled measure presented by other companies because other companies may calculate non-GAAP EBITDA differently than the Company does. For more information regarding this non-GAAP financial measure, see the table included at the end of this press release.

Forward-Looking Statements

This press release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements contained in this press release that do not relate to matters of historical fact should be considered forward-looking statements, including, but not limited to, statements regarding the Company’s guidance, including with respect to full year 2026 total revenue, gross

margin, number of Growth Direct placements and system validations; statements regarding the Company's achievement of its full year objectives, and the Company's growth outlook in future periods.

In some cases, you can identify forward-looking statements by terminology such as “outlook,” “aim,” “anticipate,” “assume,” “believe,” “contemplate,” “continue,” “could,” “due,” “estimate,” “expect,” “goal,” “intend,” “may,” “objective,” “plan,” “predict,” “potential,” “positioned,” “seek,” “should,” “target,” “will,” “would” and other similar expressions that are predictions of or indicate future events and future trends, or the negative of these terms or other comparable terminology, although not all forward-looking statements contain these words. Forward-looking statements involve known and unknown risks, uncertainties and assumptions which may cause actual results to differ materially from any results expressed or implied by any forward-looking statement, including, but not limited to risks related to, the Company's ability to achieve positive cash flow; the Company's ability to achieve its business objectives; the Company's significant losses since inception; the Company’s ability to meet its publicly announced guidance and other expectations about its business and operations; the Company's ability to fulfill customer orders on its anticipated timelines or at all; the impact of the Company's existing and any future indebtedness on its ability to operate its business; the Company’s ability to access any future tranches under its debt facility and to comply with all of its obligations thereunder; the Company’s limited experience in marketing and sales and the effectiveness of its sales processes; the Company’s need to develop new products and adapt to technological changes; the Company’s ability to establish and maintain its position as a leading provider of automated microbial quality control testing; the Company’s ability to maintain its manufacturing facility; the Company's ability to improve the gross margins of its products and services; risks related to third-parties; the Company’s ability to retain key management and other employees; risks related to regulatory and intellectual property matters; risks related to supply chain disruptions and the impact of inflation; risks associated with macroeconomic events and uncertainty, including with respect to tariff and trade policy in the U.S. and abroad, as well as activity in the Company's industry and in the general economy; and the other important factors outlined under the caption “Risk Factors” in the Company’s Quarterly Report on Form 10-Q filed with the SEC, as such factors may be updated from time to time in its other filings with the SEC, which are available on the SEC's website at www.sec.gov and the Investor Relations page of its website at investors.rapidmicrobio.com. Although the Company believes that the expectations reflected in its forward-looking statements are reasonable, it cannot guarantee future results. The Company has no obligation, and does not undertake any obligation, to update or revise any forward-looking statement made in this press release to reflect changes since the date of this press release, except as may be required by law.

Investor Contact

Michael Beaulieu, CFA

Vice President, Investor Relations and Corporate Communications

investors@rapidmicrobio.com

Media Contact

media@rapidmicrobio.com

RAPID MICRO BIOSYSTEMS, INC.

Unaudited Condensed Consolidated Statements of Operations

(in thousands, except share and per share amounts)

Three Months Ended June 30, Six Months Ended June 30,

2026 2025 2026 2025

Revenue:

Product revenue $ 5,286 $ 4,802 $ 10,864 $ 8,903

Service revenue 2,768 2,460 5,192 5,564

Total revenue 8,054 7,262 16,056 14,467

Cost of revenue:

Cost of product revenue 5,434 5,315 11,459 10,344

Cost of service revenue 1,408 1,672 3,014 3,444

Total cost of revenue 6,842 6,987 14,473 13,788

Gross margin 1,212 275 1,583 679

Operating expenses:

Research and development 3,332 3,230 6,691 6,854

Sales and marketing 3,436 3,114 6,858 5,865

General and administrative 6,766 6,079 14,208 11,769

Total operating expenses 13,534 12,423 27,757 24,488

Loss from operations (12,322) (12,148) (26,174) (23,809)

Other income (expense):

Interest income 140 351 396 817

Interest expense (646) (12) (1,285) (24)

Other expense, net (50) (38) (82) (87)

Total other income (expense), net (556) 301 (971) 706

Loss before income taxes (12,878) (11,847) (27,145) (23,103)

Income tax expense 45 11 53 18

Net loss $ (12,923) $ (11,858) $ (27,198) $ (23,121)

Net loss per share — basic and diluted $ (0.27) $ (0.27) $ (0.58) $ (0.52)

Weighted average common shares outstanding — basic and diluted 48,346,663 44,648,602 47,008,322 44,321,566

RAPID MICRO BIOSYSTEMS, INC.

Unaudited Condensed Consolidated Balance Sheets

(in thousands)

June 30,

2026 December 31,

2025

Assets

Current assets:

Cash and cash equivalents $ 14,687 $ 20,030

Short-term investments 5,079 18,266

Accounts receivable 5,515 3,134

Inventory, net 18,918 17,593

Prepaid expenses and other current assets 2,063 2,145

Total current assets 46,262 61,168

Property and equipment, net 8,161 8,972

Right-of-use assets 3,565 4,109

Other long-term assets 178 319

Restricted cash 284 284

Total assets 58,450 74,852

Liabilities and Stockholders’ Equity

Current liabilities:

Accounts payable $ 5,177 $ 4,139

Accrued expenses and other current liabilities 6,123 8,316

Deferred revenue 5,508 4,734

Lease liabilities, short-term 1,342 1,298

Total current liabilities 18,150 18,487

Lease liabilities, long-term 2,997 3,674

Notes payable, net 19,139 18,902

Warrant liability 68 186

Other long-term liabilities 348 397

Total liabilities 40,702 41,646

Total stockholders’ equity 17,748 33,206

Total liabilities and stockholders’ equity $ 58,450 $ 74,852

RAPID MICRO BIOSYSTEMS, INC.

Unaudited Cash, Cash Equivalents and Investments

(in thousands)

June 30,

2026 December 31,

2025

Cash and cash equivalents $ 14,687 $ 20,030

Short-term investments 5,079 18,266

Restricted cash

284 284

Cash, cash equivalents, investments and restricted cash $ 20,050 $ 38,580

RAPID MICRO BIOSYSTEMS, INC.

Unaudited net Loss to Non-GAAP Adjusted EBITDA Loss Reconciliation

(in thousands)

Three Months Ended June 30, Six Months Ended June 30,

2026 2025 2026 2025

Net loss $ (12,923) $ (11,858) $ (27,198) $ (23,121)

Interest income (140) (351) (396) (817)

Interest expense 646 12 1,285 24

Other expense, net 50 38 82 87

Income tax expense 45 11 53 18

Depreciation and amortization 674 811 1,380 1,658

Stock-based compensation 1,321 1,218 2,544 2,260

Non-GAAP adjusted EBITDA loss $ (10,327) $ (10,119) $ (22,250) $ (19,891)

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