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6-K

MindWalk Holdings Corp. (HYFT)

6-K 2025-12-15 For: 2025-12-15
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Added on April 09, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16

OF THE SECURITIES EXCHANGE ACT OF 1934

For the month of December, 2025.

Commission File Number: 001-39530

MindWalk Holdings Corp.

3204 - 4464 Markham Street, Victoria, British Columbia V8Z 7X8

(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20-F ☒ Form 40-F ☐

EXHIBIT INDEX

Exhibit Description
99.1 Earnings Release dated December 15, 2025

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.

MINDWALK HOLDINGS CORP.
Date: December 15, 2025
By: /s/ Jennifer Bath
Name: Jennifer Bath
Title: Chief Executive Officer

EX-99.1

MindWalk Reports Record Growth and Announces Strategic Progress on Its AI Asset Pipeline

VICTORIA, British Columbia – December 15, 2025 – MindWalk (NASDAQ: HYFT), a BioNative AI biotherapeutic research and technology company combining in silico and wet lab operations for biologics discovery and development, today announced financial results for the second quarter of fiscal 2026 and provided updates on its AI driven asset pipeline and strategic initiatives. MindWalk operates a proprietary BioNative AI platform built on patented HYFT® patterns—evolution shaped subsequence codes that link sequence, structure and function. These patterns underpin LensAI™, a software platform that harmonizes and analyzes diverse biological data to deliver actionable insights.

Financial Highlights (Quarter Ended October 31, 2025)

  • Revenue: $4.1 million, up 54% year-over-year and 30% sequentially, driven by improved project revenue and better utilization across both project-based and platform-related revenue streams.
  • Gross margin: 65%, up from 51% in the prior year quarter. Gross profit increased significantly, by 94% year-over-year to $2.7 million, as fixed cost leverage and higher margin projects improved profitability.
  • Operating loss, excluding amortization and nonrecurring items, improved notably to $2.8 million from $4.1 million a year ago.
  • Adjusted EBITDA: Loss improved to $2.4 million, versus $2.6 million in the prior year period.
  • Liquidity: Cash and cash equivalents of $16.5 million at quarter end (including proceeds from the sale of the Company’s former Netherlands operations), providing flexibility to invest in platform expansion and inhouse pipeline programs.

Strategic and Operational Highlights

Major portfolio progress

  • GLP1 & longevity program – MindWalk advanced its AI designed GLP1 receptor agonist program, achieving receptor activation above semaglutide in in vitro assays. The Company also identified a companion pathway linked to aging biology and is developing a dual pathway regimen aimed at metabolic control and longevity.
  • Universal dengue vaccine initiative – Using its LensAI platform, which leverages HYFT patterns to analyze multi‑omic data, MindWalk pinpointed a highly conserved, discontinuous epitope shared across all four dengue virus serotypes. Preclinical planning is under way with completion anticipated early next quarter, and a collaborator has been selected to advance this program.

Rebranding and leadership expansion The Company completed its corporate rebranding to MindWalk and consolidated its operating units under the HYFT Nasdaq ticker. During the quarter MindWalk welcomed Scott Areglado as Chief Financial Officer and Dr. Thomas Lynch as Chief Business Officer.

Strategic divestiture MindWalk closed the sale of its Netherlands operations, generating net proceeds of $14.3 million. The divestiture allows the Company to allocate resources toward its BioNative AI initiatives and high value wet lab programs aligned with LensAI.

New structure for AI asset pipeline MindWalk has initiated the formation of a corporation in the Cayman Islands with Walkers law firm to house segregated portfolios for each AI driven program. Under this structure, assets and liabilities for each program will be ringfenced, allowing investors to participate directly in individual portfolios rather than through the public company. Management has received strong expressions of interest from prospective investors and will provide further details as the structure is finalized.

Upcoming strategic update MindWalk plans to issue a press release through national media channels on the first day of the J.P. Morgan Healthcare Conference, January 12th. This update will include new information on the AI asset pipeline and the Company’s capital and partnering strategy.

Comments from Management

“Our second quarter delivered both strong financial performance and meaningful scientific progress. Revenue grew 54% year over year, and gross profit nearly doubled—up an impressive 94% to $2.7 million—while margins expanded significantly as we continued to build momentum across our core programs,” commented Dr. Jennifer Bath, CEO of MindWalk. “We advanced our GLP1 receptor agonists and identified a companion longevity pathway, while our research uncovered a conserved dengue epitope that could underpin a universal vaccine. Equally important, we took deliberate steps to align our corporate structure with this vision, including the divestiture of noncore operations, key leadership appointments, and the initiation of a Cayman based structure to house and finance our AI asset portfolios. These achievements reflect disciplined planning and purposeful execution. We look forward to sharing additional insights on our pipeline and strategic partnerships in mid-January, ahead of the J.P. Morgan Healthcare Conference.”

Conference Call and Webcast Details

The Company will host a live conference call and webcast to discuss these results and provide a corporate update on Monday, December 15, 2025, at 10:30AM ET.

The conference call will be webcast live and available for replay via a link provided in the Events section of the Company’s IR pages at https://ir.ipatherapeutics.com/events-and-presentations/default.aspx

***Participant Dial-In Details***

Joining by Phone USA / International Toll +1 (646) 307-1963 USA - Toll-Free (800) 715-9871 Canada - Toronto (647) 932-3411 Canada - Toll-Free (800) 715-9871

Participants call one of the allocated dial-in numbers and advise the Operator of either the Conference ID 3224490 or Conference Name. Please call the conference telephone number five minutes prior to the start time. An operator will register your name and organization.

***Webcast Details***

Webcast Attendee URL https://events.q4inc.com/attendee/410261259

Anyone listening to the call is encouraged to read the Company's periodic reports available on the Company’s profile at www.sedarplus.com and www.sec.gov, including the discussion of risk factors and historical results of operations and financial condition in those reports.

About MindWalk

MindWalk is a Bio-Native AI company transforming drug discovery and development. Powered by patented HYFT® technology and the LensAI™ platform, MindWalk unifies sequence, structure, function, and literature into a single computational language and closes the loop with an integrated, full-stack wet lab. The platform supports rapid epitope mapping, de novo molecular design, in silicovaccine exploration, and population-scale biologics analytics that help turn insights into validated candidates at speed.

Investor Louie Toma, CPA, CFA Managing Director, CoreIR investors@mindwalkAI.com

Source: MindWalk Holdings Corp.

The reconciliation of Net Loss to Adjusted EBITDA is presented in the table below:

Three months endedOctober 31,
(in thousands) 2025 2024
Net loss ) )
Income taxes )
Amortization and depreciation
Accretion
Foreign exchange realized gain (loss) ) )
Interest expense
Interest and other income (expense) )
Loss on disposal of Europe B.V.
Unrealized foreign exchange gain (loss)
Share-based expense
Adjusted EBITDA ) )

All values are in US Dollars.

*All financial figures are in Canadian Dollars (CAD) unless otherwise stated.

Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of the U.S. Private Securities Litigation Reform Act of 1995 and applicable Canadian securities laws. Forward-looking statements include, among others, statements regarding the Company’s financial performance and outlook; revenue growth, margins and profitability trends; liquidity and capital resources; the expected use of proceeds from strategic divestitures; the advancement, timing and potential of the Company’s AI-driven asset pipeline, including its GLP-1, longevity and vaccine programs; anticipated preclinical milestones; the formation and implementation of the Company’s proposed Cayman Islands portfolio structure; expected investor participation and partnering activities; leadership integration; and the timing and content of future strategic updates and announcements, including those planned in connection with the J.P. Morgan Healthcare Conference. Words such as “expects,” “plans,” “intends,” “anticipates,” “believes,” “estimates,” “targets,” “seeks,” “may,” “will,” “could,” “potential,” “continue,” and similar expressions are intended to identify forward-looking statements.

These forward-looking statements are based on current expectations and assumptions as of the date of this release and are subject to risks and uncertainties that could cause actual results to differ materially. Such risks and uncertainties include, among others: the Company’s ability to sustain revenue growth and margin expansion; variability in customer demand and project timing; execution risks associated with AI-driven discovery and wet-lab validation; scientific, technical and regulatory uncertainties inherent in drug discovery and vaccine development; the timing, cost and success of preclinical activities; the ability to establish and operate the proposed Cayman Islands portfolio structure as intended; market conditions affecting investor interest, capital availability and partnering opportunities; foreign exchange fluctuations; changes in laws, regulations, listing requirements or their interpretation; and other risk factors described in the Company’s filings with the U.S. Securities and Exchange Commission and Canadian securities regulators, including the Company’s Annual Report on Form 20-F for the year ended April 30, 2025 and subsequent filings.

Forward-looking statements speak only as of the date of this press release. The Company undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by applicable law.

MINDWALK HOLDINGS CORP.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS

(Unaudited - Expressed in Canadian dollars)

Three months endedOctober 31, Six months endedOctober 31,
(in thousands, except share data) 2025 2024 2025 2024
REVENUE
COST OF SALES
GROSS PROFIT
EXPENSES
Research and development
Sales and marketing
General and administrative
Amortization of intangible assets
Loss before other income (expenses) and income taxes ) ) ) )
OTHER INCOME (EXPENSES)
Accretion ) )
Grant income
Interest and other income (expense) ) )
Loss on disposal of Europe B.V. ) )
Unrealized foreign exchange loss ) ) ) )
) ) ) )
Loss before income taxes ) ) ) )
Income taxes )
NET LOSS FROM CONTINUING OPERATIONS ) ) ) )
NET INCOME FROM DISCONTINUED OPERATIONS
NET LOSS FOR THE PERIOD ) ) ) )
OTHER COMPREHENSIVE INCOME (LOSS)
Items that will be reclassified subsequently to loss
Exchange difference on translating foreign operations
COMPREHENSIVE LOSS FOR THE PERIOD ) ) ) )
LOSS PER SHARE FROM CONTINUING OPERATIONS– BASIC AND DILUTED ) ) ) )
INCOME PER SHARE FROM DISCONTINUED OPERATIONS– BASIC AND DILUTED
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING

All values are in US Dollars.

MINDWALK HOLDINGS CORP.

CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

(Unaudited - Expressed in Canadian dollars)

(in thousands) October 31, 2025 April 30, 2025
ASSETS
Current assets
Cash
Amounts receivable, net
Tax receivable
Inventory
Unbilled revenue
Prepaid expenses
Restricted cash
Deposit on equipment
Property and equipment
Intangible assets
Goodwill
Total assets
LIABILITIES
Current liabilities
Accounts payable and accrued liabilities
Deferred revenue
Income taxes payable
Leases
Deferred acquisition payments
Leases
Deferred income tax liability
Total liabilities
SHAREHOLDERS' EQUITY
Share capital
Contributed surplus
Accumulated other comprehensive loss
Accumulated deficit ) )
Total liabilities and shareholders’ equity

All values are in US Dollars.

MINDWALK HOLDINGS CORP.

CONSOLIDATED STATEMENTS OF CASH FLOWS

For the six months ended July 31, 2025 and 2024

(Unaudited - Expressed in Canadian dollars)

(in thousands) 2025 2024
Operating activities:
Net loss for the period ) )
Items not affecting cash:
Amortization and depreciation
Deferred income taxes )
Accretion
Foreign exchange ) )
Gain on investment
Loss on sale of Europe B.V.
Share-based expense
) )
Changes in non-cash working capital related to operations:
Amounts receivable ) )
Inventory )
Unbilled revenue ) )
Prepaid expenses ) )
Accounts payable and accrued liabilities )
Sales and income taxes payable and receivable )
Deferred revenue
Net cash used in operating activities ) )
Investing activities:
Purchases of property and equipment ) )
Deferred acquisition payments )
Net cash used in investing activities ) )
Financing activities:
Proceeds on share issuance, net of transaction costs )
Repayment of leases ) )
Proceeds on debenture issuance, net of transaction costs
Proceeds on sale of Europe B.V.
Net cash provided by financing activities
Increase in cash during the period
Foreign exchange ) )
Cash – beginning of the period
Cash – end of the period
Cash is comprised of:
Cash
Restricted cash
Cash paid for interest
Cash paid for income tax
Cash from discontinued operations:
Net cash used in operating activities
Net cash used in investing activities ) )
Net cash used in financing activities ) )

All values are in US Dollars.

Source: MindWalk Holdings Corp.