Form 8-K

8-K — Nautilus Biotechnology, Inc.

Accession: 0001808805-26-000015

Filed: 2026-04-28

Period: 2026-04-28

CIK: 0001808805

SIC: 3826 (LABORATORY ANALYTICAL INSTRUMENTS)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — naut-20260428.htm (Primary)

EX-99.1 (exhibit991-q1268xkearnings.htm)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: naut-20260428.htm · Sequence: 1

naut-20260428

0001808805FALSE00018088052026-04-282026-04-28

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): April 28, 2026

NAUTILUS BIOTECHNOLOGY, INC.

(Exact name of registrant as specified in its charter)

Delaware

(State or other jurisdiction

of incorporation)

001-39434

(Commission File Number)

98-1541723

(I.R.S. Employer

Identification No.)

2701 Eastlake Avenue East

Seattle, Washington

(Address of principal executive offices)

98102

(Zip code)

(206) 333-2001

(Registrant’s telephone number, including area code)

(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 Symbol(s) Name of each exchange on which registered

Common Stock, par value $0.0001 per share

NAUT

The Nasdaq Stock Market LLC

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 o

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 April 28, 2026, Nautilus Biotechnology, Inc. (the “Company”) issued a press release reporting its financial results for the quarter ended March 31, 2026. A copy of the press release is furnished herewith as Exhibit 99.1 to this Current Report on Form 8-K.

The information furnished in this Current Report under Item 2.02 and the exhibit 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 incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit

Number

Description

99.1

Press Release dated April 28, 2026.

104 Cover page Interactive Data File (embedded with the Inline XBRL document)

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.

Dated: April 28, 2026

NAUTILUS BIOTECHNOLOGY, INC.

By: /s/ Sujal Patel

Name: Sujal Patel

Title: Chief Executive Officer

EX-99.1

Filename: exhibit991-q1268xkearnings.htm · Sequence: 2

Document

Exhibit 99.1

Nautilus Biotechnology Reports First Quarter 2026 Financial Results

SEATTLE, WA, April 28, 2026 – Nautilus Biotechnology, Inc. (NASDAQ: NAUT), a company pioneering a single-molecule proteome analysis platform, today reported financial results for the first quarter ended March 31, 2026.

First Quarter 2026 Business Highlights

•Initiated our Iterative Mapping Early Access Program, enabling broader access to our validated Tau proteoform assay, with Baylor College of Medicine as our first customer in a National Institutes of Health-funded cancer study.

•Advanced processing and analysis of Tau proteoform samples from collaborators, supporting platform validation and future scientific publications.

•Appointed Amber Faust as Vice President of Global Sales, a proven proteomics commercial leader from Olink Proteomics and SomaLogic, to lead Early Access customer expansion and drive Voyager™ Platform adoption ahead of our commercial launch.

“In Q1, we made measurable progress toward commercialization, with early customer engagement reinforcing the value of our platform in real-world research settings,” said Sujal Patel, CEO of Nautilus Biotechnology. “We also advanced our broadscale capabilities, including development of a next-generation assay format designed to improve probe compatibility, performance, and scalability. Together with the addition of experienced sales leadership, these efforts position us to scale Early Access and progress toward full commercial availability.”

First Quarter 2026 Financial Results

Operating expenses were $16.1 million for the first quarter of 2026, a $2.7 million or 14% decrease compared to $18.8 million for the corresponding prior year period. The decrease in operating expenses is attributable to decreased salaries, related benefits and stock-based compensation, and decreased facilities costs.

Net loss was $14.7 million for the first quarter of 2026, as compared to the net loss of $16.6 million for the corresponding prior year period.

Cash, cash equivalents, and investments were $143.4 million as of March 31, 2026.

Webcast and Conference Call Information

Nautilus will host a conference call to discuss the first quarter 2026 financial results, business developments and outlook before market open on Tuesday, April 28, 2026, at 5:30 AM Pacific Time / 8:30 AM Eastern Time. Live audio of the webcast will be available on the “Investors” section of the company website at: www.nautilus.bio.

About Nautilus Biotechnology, Inc.

With its corporate headquarters in Seattle, Washington and its research and development headquarters in San Carlos, California, Nautilus is a development stage life sciences company working to create a platform technology for quantifying and unlocking the complexity of the proteome. Nautilus’ mission is to transform the field of proteomics by democratizing access to the proteome and enabling fundamental advancements across human health and medicine. To learn more about Nautilus, visit www.nautilus.bio

Special Note Regarding Forward-Looking Statements

This press release contains forward-looking statements within the meaning of federal securities laws. Forward-looking statements in this press release include, but are not limited to, statements regarding Nautilus’ expectations regarding the company’s business operations, financial performance and results of operations; expectations regarding operating expenses and cash runway; expectations with respect to any revenue timing or projections; expectations with respect to the development required for and the timing of the launch of the Nautilus VoyagerTM

platform and full commercial availability; the functionality and performance of the Nautilus Voyager platform, its potential impact on providing proteome or proteoform access, pharmaceutical development and drug discovery, expanding research horizons, and enabling scientific explorations and discovery; expectations regarding platform specifications required by potential customers and partners and the timeline for adoption of the Nautilus Voyager platform by researchers; and the present and future capabilities and limitations of emerging proteomics technologies. These statements are based on numerous assumptions concerning the development of Nautilus’ products, target markets, and other current and emerging proteomics technologies, and involve substantial risks, uncertainties and other factors that may cause actual results to be materially different from the information expressed or implied by these forward-looking statements. Risks and uncertainties that could materially affect the accuracy of Nautilus’ assumptions and its ability to achieve the forward-looking statements set forth in this press release include (without limitation) the following: the Nautilus Voyager product platform is not yet commercially available and remains subject to significant scientific and technical development, which is inherently challenging and difficult to predict, particularly with respect to highly novel and complex products such as those being developed by Nautilus. Even if our development efforts are successful, our product platform will require substantial validation of its functionality and utility in life science research. In the course of Nautilus’ scientific and technical development and associated product validation and commercialization, we may experience material delays as a result of unanticipated events. We cannot provide any guarantee or assurance with respect to the outcome of our development, collaboration, and commercialization initiatives or with respect to their associated timelines. For a more detailed description of additional risks and uncertainties facing Nautilus and its development efforts, investors should refer to the information under the caption “Risk Factors” in our Annual Report on Form 10-K as well as in our Quarterly Report on Form 10-Q to be filed for the quarter ended March 31, 2026 and our other filings with the SEC. The forward-looking statements in this press release are as of the date of this press release. Except as otherwise required by applicable law, Nautilus disclaims any duty to update any forward-looking statements. You should, therefore, not rely on these forward-looking statements as representing our views as of any date subsequent to the date of this press release.

Disclosure Information

Nautilus uses filings with the Securities and Exchange Commission, its website (www.nautilus.bio), press releases, public conference calls, public webcasts, and its social media accounts as means of disclosing material non-public information and for complying with Regulation FD. Therefore, Nautilus encourages investors, the media, and others interested in Nautilus to review the information it makes public in these locations, as such information could be deemed to be material information.

Media Contact

press@nautilus.bio

Investor Contact

investorrelations@nautilus.bio

Nautilus Biotechnology, Inc.

Condensed Consolidated Balance Sheets

As of March 31, 2026 and December 31, 2025 (Unaudited)

(in thousands)

March 31, 2026 December 31, 2025

Assets

Current assets:

Cash and cash equivalents $ 14,626 $ 12,388

Short-term investments 81,243 91,018

Prepaid expenses and other current assets 2,963 2,557

Total current assets 98,832 105,963

Property and equipment, net 3,635 3,457

Operating lease right-of-use assets 26,631 27,773

Long-term investments 47,505 52,739

Other long-term assets 1,176 1,180

Total assets $ 177,779 $ 191,112

Liabilities and Stockholders’ Equity

Current liabilities:

Accounts payable $ 1,186 $ 943

Accrued expenses and other liabilities 3,305 3,177

Current portion of operating lease liabilities 3,852 3,832

Total current liabilities 8,343 7,952

Operating lease liabilities, net of current portion 25,021 26,187

Total liabilities 33,364 34,139

Stockholders’ equity:

Preferred stock — —

Common stock 13 13

Additional paid-in capital 491,210 488,737

Accumulated other comprehensive income (loss) (91) 243

Accumulated deficit (346,717) (332,020)

Total stockholders’ equity 144,415 156,973

Total liabilities and stockholders’ equity $ 177,779 $ 191,112

Nautilus Biotechnology, Inc.

Condensed Consolidated Statements of Operations

Three Months Ended March 31, 2026 and 2025 (Unaudited)

Three Months Ended March 31,

(in thousands, except share and per share data) 2026 2025

Operating expenses:

Research and development $ 9,707 $ 11,536

Selling, general and administrative 6,417 7,308

Total operating expenses 16,124 18,844

Other income (expense):

Interest income 1,442 2,231

Other expense (15) —

Total other income $ 1,427 $ 2,231

Net loss $ (14,697) $ (16,613)

Net loss per share attributable to common stockholders, basic and diluted $ (0.12) $ (0.13)

Weighted-average shares used in computing net loss per share attributable to common stockholders, basic and diluted 126,634,782 126,144,240

Nautilus Biotechnology, Inc.

Condensed Consolidated Statements of Cash Flows

Three Months Ended March 31, 2026 and 2025 (Unaudited)

Three Months Ended March 31,

(in thousands) 2026 2025

Cash flows from operating activities

Net loss $ (14,697) $ (16,613)

Adjustments to reconcile net loss to net cash used in operating activities

Stock-based compensation 1,362 2,168

Amortization of operating lease right-of-use assets 1,142 1,160

Depreciation 334 465

Amortization (accretion) of premiums (discounts) on securities, net (68) (541)

Changes in operating assets and liabilities:

Prepaid expenses and other assets (355) 167

Accounts payable 200 (131)

Accrued expenses and other liabilities 128 525

Operating lease liabilities (1,146) (1,137)

Net cash used in operating activities (13,100) (13,937)

Cash flows from investing activities

Proceeds from maturities of securities 25,805 26,630

Purchases of securities (11,062) (6,900)

Purchases of property and equipment (510) (219)

Net cash provided by investing activities 14,233 19,511

Cash flows from financing activities

Proceeds from exercise of stock options 1,105 18

Net cash provided by financing activities 1,105 18

Net increase in cash, cash equivalents and restricted cash 2,238 5,592

Cash, cash equivalents and restricted cash at beginning of period 13,390 28,648

Cash, cash equivalents and restricted cash at end of period $ 15,628 $ 34,240

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