8-K

Adaptive Biotechnologies Corp (ADPT)

8-K 2026-01-12 For: 2026-01-12
View Original
Added on April 04, 2026

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): January 12, 2026

ADAPTIVE BIOTECHNOLOGIES CORPORATION

(Exact name of Registrant as Specified in Its Charter)

Washington 001-38957 27-0907024
(State or Other Jurisdiction<br> <br>of Incorporation) (Commission<br> <br>File Number) (IRS Employer<br> <br>Identification No.)
1165 Eastlake Avenue East<br> <br>Seattle, Washington 98109
--- ---
(Address of Principal Executive Offices) (Zip Code)

Registrant’s Telephone Number, Including Area Code: (206) 659-0067

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:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
--- ---
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
--- ---
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<br>Symbol(s) Name of each exchange<br>on which registered
Common stock, par value $0.0001 per share ADPT 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 ☐

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. ☐

Item 2.02 Results of Operations and Financial Condition.

On January 12, 2026, Adaptive Biotechnologies Corporation (the “Company”) issued a press release regarding the Company’s financial results for the quarter and year ended December 31, 2025. A copy of the press release is attached as Exhibit 99.1 and incorporated herein by reference.

The information in this Item 2.02 and the press release attached as Exhibit 99.1 hereto shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall such information be deemed 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 filing.

Item 7.01. Regulation FD Disclosure

The Company is furnishing presentation materials (the “Investor Presentation”) that management intends to use, possibly with modifications, in one or more meetings from time to time with investors, analysts and others. While the Company may elect to update the Investor Presentation in the future, the Company specifically disclaims any obligation to do so. The Investor Presentation is attached as Exhibit 99.2 hereto and incorporated herein by reference.

The information in this Item 7.01 and the Investor Presentation attached as Exhibit 99.2 hereto shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act, nor shall such information be deemed incorporated by reference in any filing under the Securities Act or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit<br>Number Description
99.1 Press Release dated January 12, 2026
99.2 Investor Presentation dated January 12, 2026
104 Cover Page Interactive Data File (embedded within 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 thereunto duly authorized.

Adaptive Biotechnologies Corporation
Date: January 12, 2026 By: /s/ Kyle Piskel
Kyle Piskel
Chief Financial Officer

EX-99.1

EXHIBIT 99.1

LOGO

Adaptive Biotechnologies Announces Preliminary Fourth Quarter and Full Year 2025 Results

Full year MRD revenue growth of 46% driven by clonoSEQ^®^ testing volume

SEATTLE, January 12, 2026 – (GLOBE NEWSWIRE) **** – Adaptive Biotechnologies Corporation (Nasdaq: ADPT), a commercial stage biotechnology company that aims to translate the genetics of the adaptive immune system into clinical products to diagnose and treat disease, today announced preliminary, unaudited results for the fourth quarter and full year ended December 31, 2025.

Total revenue for the fourth quarter and full year 2025 was approximately $72 million and $277 million,<br>representing an increase of 51% and 55%, respectively, over the corresponding periods in 2024.
MRD revenue for the fourth quarter and full year 2025 was approximately $62 million and $212 million,<br>representing an increase of 54% and 46%, respectively, over the corresponding periods in 2024. Excluding MRD regulatory milestone revenue, MRD revenue for full year 2025 grew 45% over the corresponding period in 2024.
--- ---
clonoSEQ test volume increased 43% to approximately 30,000 tests in the fourth quarter 2025 compared to the<br>fourth quarter 2024 and ended the year with approximately 105,600 tests delivered, up 39% compared to full year 2024.
--- ---
Cash, cash equivalents and marketable securities were approximately $227 million as of December 31,<br>2025.^1^
--- ---

“2025 was a pivotal year for Adaptive, marked by accelerating momentum across our MRD business driven by strong growth in clonoSEQ adoption,” said Chad Robins, chief executive officer and co-founder of Adaptive Biotechnologies. “As we look ahead to 2026, we are well-positioned to extend our leadership in MRD testing, sustain strong clonoSEQ volume and ASP growth, and further expand MRD profitability.”

Adaptive Biotechnologies plans to release its complete fourth quarter and full year 2025 financial results during its earnings call in February 2026.

^1^ Excludes Digital Biotechnologies, Inc. cash and cash equivalents.

Forward-Looking Statements

All statements contained in this press release other than statements of historical fact are forward-looking statements, including statements regarding Adaptive’s financial results for the fourth quarter and full year ended December 31, 2025 and its goals and strategies for 2026. In some cases, you can identify forward-looking statements by the words “may,” “expect,” “plan,” “believe,” “estimate,” “predict,” “project,” “continue,” or other comparable terminology, although not all forward-looking statements contain these words. These statements involve risks, uncertainties and other factors that may cause actual results, levels of activity, performance or achievements to be materially different from the information expressed or implied by these forward-looking statements. These risks, uncertainties and other factors are described under “Risk Factors,” “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and elsewhere in the documents we file with the Securities and Exchange Commission from time to time. We caution you that forward-looking statements are based on a combination of facts and factors currently known by us and our projections of the future, about which we cannot be certain. As a result, the forward-looking statements may not prove to be accurate.

In particular, with respect to our preliminary financial results for the fourth quarter and full year ended December 31, 2025, we have not completed preparation of our financial statements for the fourth quarter or full year of 2025. The revenue, cash, test volumes and other results presented herein are preliminary and unaudited and are thus inherently uncertain and subject to change as Adaptive completes its customary year-end close, prepares its financial statements and completes the audit thereof. This press release does not disclose estimated expenses, although we expect fourth quarter and full year 2025 net loss to decrease compared to comparable periods in 2024. The final results for the fourth quarter and full year ended December 31, 2025 may differ materially from these estimates. Adaptive’s expectations with respect to its preliminary, unaudited results herein are based upon management estimates and are the responsibility of management. Adaptive’s independent registered public accounting firm has not audited, reviewed or performed any procedures with respect to these preliminary results.

The forward-looking statements in this press release represent our views as of the date hereof. We undertake no obligation to update any forward-looking statements for any reason, except as required by law.

AboutAdaptive Biotechnologies

Adaptive Biotechnologies (“we” or “our”) is a commercial-stage biotechnology company focused on harnessing the inherent biology of the adaptive immune system to transform the diagnosis and treatment of disease. We believe the adaptive immune system is nature’s most finely tuned diagnostic and therapeutic for most diseases, but the inability to decode it has prevented the medical community from fully leveraging its capabilities. Our proprietary immune medicine platform reveals and translates the massive genetics of the adaptive immune system with scale, precision and speed. We apply our platform to partner with biopharmaceutical companies, inform drug development, and develop clinical diagnostics across our two business segments: Minimal Residual Disease (MRD) and Immune Medicine. Our commercial products and clinical pipeline enable the diagnosis, monitoring, and treatment of diseases such as cancer and autoimmune disorders. Our goal is to develop and commercialize immune-driven clinical products tailored to each individual patient.

ADAPTIVE INVESTORS

Karina Calzadilla, Vice President, Investor Relations and FP&A

201-396-1687

investors@adaptivebiotech.com

ADAPTIVE MEDIA

Erica Jones, Associate Corporate Communications Director

206-279-2423

media@adaptivebiotech.com

EX-99.2

Exhibit 99.2 J.P. Morgan Healthcare Conference 2026 th January 12 , 2026 © Copyright Adaptive Biotechnologies 2026.

Legal Disclaimers This presentation has been prepared by Adaptive Biotechnologies Corporation (“we,” “us,” “our,” “Adaptive” or the “Company”) and is made for informational purposes only. The information set forth herein does not purport to be complete or to contain all relevant information. Statements contained herein are made as of the date of this presentation unless stated otherwise. This presentation shall not constitute an offer to sell or the solicitation of an offer to buy securities, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. This presentation contains preliminary financial results for the fourth quarter and full year ended December 31, 2025. We have not completed preparation of our financial statements for these periods. The revenue, cash, test volumes, and other results presented herein are preliminary and unaudited and are thus inherently uncertain and subject to change as Adaptive Biotechnologies Corporation completes its customary year-end close, prepares its financial statements and completes the audit thereof. This presentation does not disclose estimated expenses, although we expect fourth quarter and full year 2025 net loss to decrease compared to comparable periods in 2024. The final results for these periods may differ materially from the estimates herein. These estimates are the responsibility of management. Our independent registered public accounting firm has not audited, reviewed or performed any procedures with respect to these preliminary results. This presentation contains “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. These statements are intended to be covered by the “safe harbor” created by those sections. Forward-looking statements are neither historical facts nor assurances of future performance. Instead, they are based on our current beliefs, expectations and assumptions regarding the future of our business, future plans and strategies, our development plans, our preclinical and clinical results and other future conditions. In some cases, you can identify forward-looking statements by the following words: “may,” “will,” “could,” “would,” “should,” “expect,” “intend,” “plan,” “anticipate,” “believe,” “estimate,” “predict,” “project,” “potential,” “continue,” “ongoing” or the negative of these terms or other comparable terminology, although not all forward-looking statements contain these words. All statements, other than statements of historical facts, contained in this presentation are forward looking statements, including statements regarding the ability to map adaptive immune responses to target disease states, the ability to leverage any such findings to advance solutions to diagnose, treat and prevent diseases; regarding our future financial or business performance, conditions, plans, prospects, trends or strategies and other financial and business matters; our current and prospective products and product candidates; FDA clearance or authorization of any products; planned non-IDE clinical studies, clinical trials and preclinical activities, research and development costs, current and prospective collaborations; the estimated size of the market for our products and product candidates; the timing and success of our development and commercialization of current products and product candidates, and the other risks and uncertainties described in our filings with the Securities and Exchange Commission including the Risk Factors and Management’s Discussion and Analysis of Financial Condition and Results of Operations sections of our most recently filed Quarterly Report on Form 10-Q and our Annual Report on Form 10-K, including our most recent Annual Report on Form 10-K filed on March 3, 2025. Although we believe the expectations reflected in such forward-looking statements are reasonable, we can give no assurance that such expectations will prove to be correct. Risks and uncertainties could cause actual results to differ materially from those expressed in our forward-looking statements. Accordingly, readers are cautioned not to place undue reliance on these forward-looking statements. Except as required by applicable law, we do not plan to publicly update or revise any forward-looking statements contained herein. In addition, non-GAAP financial measures such as Adjusted EBITDA are referenced in this presentation. Adjusted EBITDA is a non-GAAP financial measure that we define as net loss attributable to Adaptive Biotechnologies Corporation adjusted for interest and other income, net, interest expense, income tax (expense) benefit, depreciation and amortization expense, impairment costs for long-lived assets, restructuring expense and share-based compensation expense. 2

Driving immune receptor-based products ~$277M Our Source Our Platform Our Business Units 1 Revenue ~$227M 2 Cash MRD in Heme: Diagnostics B Cells 620+ GENETICS DATA Employees 430+ Immune Medicine: Data Patents issued T Cells 1 Full year revenue as of December 31, 2025 (preliminary, unaudited financials). 2 Cash, cash equivalents & marketable securities as of December 31, 2025 (preliminary, unaudited financials). 3 Excludes Digital Biotechnologies cash and cash equivalents.

MRD A commercial stage diagnostics business

MRD heme TAM ~$5.5 billion … expanding to ~$6.2 billion ~$6.2B ~$5.5B U.S. 400K patients 3.5x tests/patient U.S. 2.5x tests/patient ~2.5B ~1.8B $1,750/test Clinical RoW RoW ~1.8B ~1.8B Key OUS Key OUS ~1.1B ~1.1B Biopharma ~$0.9B ~$0.9B Current TAM Expanded Future TAM TAM calculated for ALL, MM, CLL, DLBCL & MCL 2024 SEER incidence and prevalence per disease 5 Key OUS: Countries that require an IVD or regulated LDT deployment strategy (EU5, Australia, Japan, Israel)

clonoSEQ leverages the biology of B cells and T cells to count cancerous cells DNA sequences Healthy Malignant DNA sequences of VDJ region B or T cells B or T cells of VDJ region Unique dominant cancerous sequence(s) in each patient clonoSEQ identifies and quantifies specific cancer-associated sequences, generating MRD results that are a direct measure of the tumor, not a surrogate of disease 6

clonoSEQ MOATS … strengthening gold standard position Deep FDA sensitivity cleared Clinical Biopharma Broad Clinical coverage evidence testing trials EMR Intellectual integrated property -6 300M 10 173 MM, ALL, CLL 250+ 1 Covered lives Deepest sensitivity EMR-integrated accounts FDA cleared publications 7 1 300M covered lives in ALL and MM; 265M in CLL and 90M in DLBCL

Key MRD financial highlights MRD revenue ($M) ~$212 Profitable business 15% $146 CAGR Double-digit revenue growth $103 $87 $66 53% CAGR Operating leverage Pharma Clinical FY-21 FY-22 FY-23 FY-24 FY-25 +Adj. EBITDA +Cash Flow 34% ~65% 1 ‘21-’25 revenue CAGR Sequencing GM ‘25 Achieved in Q2 ‘25 Achieved in Q3 ‘25 8 1 GM = gross margin

Clinical volume growth accelerating with penetration upside ahead clonoSEQ test volumes 44% MCL Sales force DLBCL EMR MCL Volume CAGR ’21-’25 recurrence expansion launch integration launch monitoring >100k 39% All time patients 35% 53% 51% ~106k >50% 24k 1 US heme-oncs ordered in 2025 FY-21 FY-22 FY-23 FY-24 FY-25 ~US 14% 11% 31% 8% 3% 2 penetration: CLL DLBCL ALL MM MCL 9 1 Heme-oncs in U.S. of ~13,000 2 Based on incidence and prevalence. Source SEER 2024 (5 years prevalence ALL, DLBCL, MCL; 10 years MM, CLL)

5 key strategic drivers of clinical volume growth Blood-based Community 1 2 testing presence Data 3 4 Guidelines generation EMR 5 integrations A combination of inter-related factors increasing: 1) penetration and 2) test frequency 10

Blood based testing & community presence driving volume growth Blood-based ~45% >50% 1 testing 2025 2026 Higher # of tests per patients Higher community contribution Community ~30% >35% 2 Presence 2025 2026 Blood-based indications growth Data generation in blood Assay enhancements in blood 11

Global guidelines updates supporting clonoSEQ utilization MM Strengthened recommendation for clonality ID test in Dx workup 3 CLL MRD-guided regimens & serial testing added; perform ID added in Dx workup -6 MCL MRD-guided transplant decision added based on MRD assessed at 10 2025 DLBCL 1st reference to MRD added: use of ctDNA MRD to clarify PET+ result ALL NGS MRD added in blood & in flow-neg patients; new MRD-directed Tx options Ped 12

Data generation in 2025 punctuated by 90+ abstracts at ASH B-ALL pediatric CLL MM Avoid the toxicity of Guide treatment Forego transplant radiation conditioning duration with without compromising 4 prior to transplant combination therapy depth of response ASH Abstract 163; EndRAD trial ASH Abstract 680 ASCO; MIDAS study DLBCL MCL MM Abbreviate treatment Guide duration of therapy Identify patients at high -6 to minimize toxicity using MRD at 10 risk for relapse for in elderly patients alternative therapy ASH Abstract 1964 ASH; BOVen study ASH Abstract 248; IMMUNOPLANT Robust MRD actionability data leveraging the clonoSEQ assay in all indications 13

EMR integrations expanding clonoSEQ use across care settings 1 Academic 37% ~40% 55 of academic Order discrepancy 5 Integrated sites 2 volume integrated reduction 3 Community 42% 118 ~75% of community 4 Integrated sites Serial monitoring orders volume integrated EMR integrated accounts expected to contribute 1 EMRs include EPIC, Cerner 2 Based on 10 largest EPIC integrated accounts more than 50% of 2026 volume growth 3 EMRs include Flatiron, Copia 4 MRD orders placed through Flatiron using the serial monitoring function 14

Multiple levers contributing to ASP growth in 2025 and beyond 2024 2025 2026 2029 $1,117 ~$1,310 ~$1,400 $1,700 - $1,800 Policy expansion Contracting efforts § Commercial payers § Leverage updated rates with key CLL, DLBCL, MCL national and regional payers ASP § 2 remaining key national payers to close Revenue cycle mgmt Recurrence monitoring § Internalize processes § MCL approved § Increase use of AI § CLL (filing ‘26) § Prior auth improvement § DLBCL/MM (post ’26) 15

MRD Biopharma portfolio Current portfolio Revenue contribution By disease state in 2025 Contribution per # of studies 9% 6% 10% 2% 4% 10% 14% NHL/other 21% 27% 61% 46% 16% CLL 60% 68% 17% 59% MM 38% 16% 10% ALL 6% Sequencing rev Backlog Bookings Pipeline Focus on expansion into CLL and DLBCL to diversify beyond MM 16

MRD plays an increasingly critical role in heme oncology clinical trials ~60% of clonoSEQ trials include MRD as endpoint 19 primary endpoints studies: 12 MM, 3 CLL, 3 ALL, 1 MCL Regulatory endorsement by FDA ODAC as a primary endpoint in MM 120 Research only 110 Primary/secondary endpoint Increasing interventional use 100 of MRD in trials 90 More sensitive measure of 80 disease needed to 70 differentiate therapeutics 60 Q1 '24 Q2 '24 Q3 '24 Q4 '24 Q1 '25 Q2 '25 Q3 '25 Q4 '25 Today MRD evolving from exploratory to regulated, interventional biomarker 17 # of trials

MRD business FY 2026 expectations § Clinical volume growth >30% year-over-year § FY average ASP of ~$1,400 per US clinical test § Mid-single digit millions in MRD milestones § MRD sequencing gross margins >70% 18

Immune Medicine (IM) An immune-based data discovery business

TCR-antigen binding plays a key role in the immune response to disease Challenge Solution Opportunity TCR-antigen binding Use our data to change how Connect cellular immune training data to many diseases are diagnosed response to disease model at scale and treated Partner for target/drug Billions Millions of TCR-antigen AI discovery; Diagnostic of TCRs antigens prediction model development at ADPT 20

We have generated large scale proprietary immune receptor data TCR-antigen Solving TCR- TCR-antigen antigen binding data at scale AI model challenge to >5M paired TCRs to antigen better understand Sufficient data to train disease and build AI model (vs 40k publicly available) T-cell receptor data Public TCR signatures of disease Enabling TCR- (target discovery) based target 4 autoimmune diseases Publications/findings discovery for potential partners § Celiac Disease - bioRxiv with identified TCRs to develop Tx § Crohn’s and UC - Journal of involved in disease Crohn's and Colitis 21

Data monetization opportunities Potential Data Driven Offerings TCR-Antigen TCR-Antigen Target Training Data AI Prediction Model Discovery Partners to license a subset(s) Partners to use our model for specific Partners to use our capabilities to of our training data drug development use cases identify disease specific TCRs 22

2025 achievements informing future investments IM 2025 goals/achievements 2026 goals Scale TCR-antigen Closed 2 data § Investments and focus to extend data and AI prediction agreements with training TCR-antigen data for AI/ML models Pfizer prediction model improvements § Secure data partnerships Generate pre-clinical Completed pre-clinical § Out-license / publish antibody data in lead package for TCR- antibody pre-clinical data 1 autoimmune indication depleting antibody in AS Annual cash burn of FY 2025 burn of ~$30M § Annual cash burn of $15M-$20M $25M-$30M (1) Spondyloarthritis is a group of inflammatory rheumatic diseases often linked to HLA-B27 gene that include ankylosing spondylitis, uveitis and psoriatic arthritis. 23

Adaptive Biotechnologies key takeaways 2026 Accelerate leadership position in MRD testing in blood cancers Advance immune data play Achieve positive adjusted EBITDA and positive FCF for whole company by end of 2026