Twist Bioscience Corp 10-Q for FY2026 Q3
Twist Bioscience Corp (TWST)
10-Q
2026-08-03
For: 2026-06-30
View Original
Added on
August 03, 2026
About this 10-Q
Twist Bioscience Corp filed this 10-Q on August 3, 2026, covering the quarter ended June 30, 2026 (FY2026 Q3).
Headline figures
Quarter ended June 30, 2026, as reported in this filing, compared with the same period a year earlier where the filing states it.
- Revenue
- $118.38M
- up 23.2% from $96.06M a year earlier
- Net loss
- $35.05M
- compared with net income of $20.39M a year earlier
- Diluted EPS
- -$0.56
- compared with $0.33 a year earlier
18. Subsequent Events
[PLACEHOLDER]
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
| QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | |||||
For the quarterly period ended June 30, 2026
OR
| TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | |||||
For the transition period from to
Commission File Number: 001-38720
(Exact Name of Registrant as Specified in its Charter)
| (State or other jurisdiction of | (I.R.S. Employer | ||||
| incorporation or organization) | Identification No.) | ||||
(Address of principal executive offices and zip code)
(800 ) 719-0671
(Registrant’s telephone number, including area code)
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||||||||
Indicate by check mark whether the Registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐
Indicate by check mark whether the Registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the Registrant was required to submit such files). Yes ☒ No ☐
Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one):
| ☒ | Accelerated filer | ☐ | |||||||||
| Non-accelerated filer | ☐ | Smaller reporting company | |||||||||
| 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. ☐
Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS:
Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Section 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. Yes ☐ No ☐
APPLICABLE ONLY TO CORPORATE ISSUERS
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.
The number of shares of the Registrant’s common stock outstanding as of July 29, 2026, was 62,707,424 .
TWIST BIOSCIENCE CORPORATION
QUARTERLY REPORT ON FORM 10-Q
FOR THE QUARTER ENDED JUNE 30, 2026
TABLE OF CONTENTS
Financial Statements (unaudited) | ||||||||
1
FORWARD-LOOKING STATEMENTS
This Quarterly Report on Form 10-Q for the quarter ended June 30, 2026 (“Form 10-Q”) contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the "Securities Act"), and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). These statements relate to, among other matters, future growth, expansion and other expectations regarding future operations plans and financial performance. Forward-looking statements are also identified by the words “believe,” “will,” “may,” “estimate,” “continue,” “anticipate,” “intend,” “should,” “plan,” “expect,” “predict,” “could,” “potentially” and variations of such words and similar expressions. You should not rely upon forward-looking statements as predictions of future events. Such statements are based on management’s expectations as of the date of this filing and involve many risks and uncertainties that could cause our actual results, events or circumstances to differ materially from those expressed or implied in our forward-looking statements. Forward-looking statements contained in this Form 10-Q include, but are not limited to, statements about:
•our ability to increase our revenues and our revenue growth rate;
•our ability to accurately estimate capital requirements and our needs for additional financing;
•our estimates of the size of our market opportunities;
•our ability to increase DNA production, reduce turnaround times and drive cost reductions for our customers;
•our ability to effectively manage our growth and maintain and improve operational efficiency, cost control, and gross margin as we scale;
•our ability to successfully enter new markets and manage our international expansion;
•our ability to comply with evolving international regulatory requirements, including those in the European Union and other key markets;
•our ability to develop and commercialize additional products in the therapeutics, diagnostics, industry and applied, academic research and government, and global supply partners revenue industries, including our portfolio of Express products;
•our ability to leverage our investment in our manufacturing infrastructure;
•our ability to protect our intellectual property, including our proprietary DNA synthesis platform;
•costs associated with defending intellectual property infringement and other claims;
•the effects of increased competition in our business;
•our ability to keep pace with rapid changes in technology and evolving competitive dynamics;
•our ability to integrate and leverage artificial intelligence and machine learning technologies to improve operational efficiency, product development, and customer solutions;
•our ability to successfully identify, evaluate and manage any future acquisitions of businesses, solutions or technologies;
•the success of our marketing efforts;
•a significant disruption in, or breach in security of our information technology systems and resultant interruptions in service and any related impact on our reputation;
•our ability to attract and retain qualified employees and key personnel;
•the effects of natural or man-made catastrophic events or public health emergencies;
2
•the effectiveness of our internal controls;
•changes in government regulation affecting our business;
•uncertainty as to economic and market conditions and the impact of adverse economic conditions; and
•other risk factors included under the section titled “Risk factors” contained in Part I, Item 1A of our Annual Report on Form 10-K filed with the SEC on November 17, 2025 (the "Annual Report on Form 10-K").
Readers are urged to carefully review and consider all of the information in this Form 10-Q and in other documents we file from time to time with the Securities and Exchange Commission (the "SEC"). We undertake no obligation to update any forward-looking statements made in this Form 10-Q to reflect events or circumstances after the date of this filing or to reflect new information or the occurrence of unanticipated events, except as required by law. We may not actually achieve the plans, intentions or expectations disclosed in our forward-looking statements. Our forward-looking statements do not reflect the potential impact of any future acquisitions, mergers, dispositions, joint ventures or investments we may make.
When we use the terms “Twist,” “Twist Bioscience,” the “Company,” “we,” “us” or “our” in this report, we are referring to Twist Bioscience Corporation and its consolidated subsidiaries unless the context requires otherwise. Sequence space and the Twist logo are trademarks of Twist Bioscience Corporation. All other company and product names may be trademarks of the respective companies with which they are associated.
3
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Twist Bioscience Corporation
Condensed Consolidated Balance Sheets (unaudited)
| (In thousands, except per share data) | June 30, 2026 | September 30, 2025 | ||||||||||||
| Assets | ||||||||||||||
| Current assets: | ||||||||||||||
| Cash and cash equivalents | $ | $ | ||||||||||||
| Short-term investments | ||||||||||||||
Accounts receivable, net[1] | ||||||||||||||
| Inventories | ||||||||||||||
Prepaid expenses and other current assets[1] | ||||||||||||||
| Total current assets | $ | $ | ||||||||||||
| Property and equipment, net | ||||||||||||||
| Operating lease right-of-use assets | ||||||||||||||
Investment in equity securities[1] | ||||||||||||||
| Goodwill | ||||||||||||||
| Intangible assets, net | ||||||||||||||
| Restricted cash, non-current | ||||||||||||||
Other non-current assets[1] | ||||||||||||||
| Total assets | $ | $ | ||||||||||||
| Liabilities and stockholders’ equity | ||||||||||||||
| Current liabilities: | ||||||||||||||
| Accounts payable | $ | $ | ||||||||||||
| Accrued compensation | ||||||||||||||
| Current portion of operating lease liability | ||||||||||||||
| Accrued expenses and other current liabilities | ||||||||||||||
| Total current liabilities | $ | $ | ||||||||||||
| Operating lease liability, net of current portion | ||||||||||||||
| Liability related to the sale of future revenue | ||||||||||||||
Other non-current liabilities[1] | ||||||||||||||
| Total liabilities | $ | $ | ||||||||||||
| Commitments and contingencies (Note 11) | ||||||||||||||
| Stockholders’ equity | ||||||||||||||
Common stock, $ | $ | $ | ||||||||||||
| Additional paid-in capital | ||||||||||||||
| Accumulated other comprehensive loss | ( | ( | ||||||||||||
| Accumulated deficit | ( | ( | ||||||||||||
| Total stockholders’ equity | $ | $ | ||||||||||||
| Total liabilities and stockholders’ equity | $ | $ | ||||||||||||
[1] Includes related party balances, see Note 12 - Related Party Transactions .
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
4
Twist Bioscience Corporation
Condensed Consolidated Statements of Operations and Comprehensive (Loss) Income (unaudited)
| Three months ended June 30, | Nine months ended June 30, | |||||||||||||||||||||||||
| (In thousands, except per share data) | 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||||
Revenues[1] | $ | $ | $ | $ | ||||||||||||||||||||||
| Costs and expenses: | ||||||||||||||||||||||||||
| Cost of revenues | $ | $ | $ | $ | ||||||||||||||||||||||
| Research and development expenses | ||||||||||||||||||||||||||
Selling, general and administrative expenses[1] | ||||||||||||||||||||||||||
| Litigation settlement costs, net of recoveries | ||||||||||||||||||||||||||
| Total costs and expenses | $ | $ | $ | $ | ||||||||||||||||||||||
| Loss from operations | $ | ( | $ | ( | $ | ( | $ | ( | ||||||||||||||||||
| Gain on sale of business | ||||||||||||||||||||||||||
| Interest income | ||||||||||||||||||||||||||
Other income (expense), net[1] | ( | ( | ||||||||||||||||||||||||
| Income (loss) before income taxes | $ | ( | $ | $ | ( | $ | ( | |||||||||||||||||||
| Income tax expense | ( | ( | ( | ( | ||||||||||||||||||||||
| Net (loss) income | $ | ( | $ | $ | ( | $ | ( | |||||||||||||||||||
| Other comprehensive (loss) income: | ||||||||||||||||||||||||||
| Change in unrealized gain (loss) on investments | $ | ( | $ | ( | $ | ( | $ | ( | ||||||||||||||||||
| Foreign currency translation adjustment | ( | ( | ||||||||||||||||||||||||
| Comprehensive (loss) income | $ | ( | $ | $ | ( | $ | ( | |||||||||||||||||||
| Net (loss) income per share — basic | $ | ( | $ | $ | ( | $ | ( | |||||||||||||||||||
| Weighted average shares used in computing net (loss) income per share — basic | ||||||||||||||||||||||||||
| Net (loss) income per share — diluted | $ | ( | $ | $ | ( | $ | ( | |||||||||||||||||||
| Weighted average shares used in computing net (loss) income per share —diluted | ||||||||||||||||||||||||||
[1] Includes related party balances, see Note 12 - Related Party Transactions.
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
5
Twist Bioscience Corporation
Condensed Consolidated Statements of Stockholders’ Equity (unaudited)
| Three Months Ended June 30, 2026 | ||||||||||||||||||||||||||||||||||||||
| Common stock | Additional paid-in capital | Accumulated Other comprehensive loss | Accumulated deficit | Total stockholders' equity | ||||||||||||||||||||||||||||||||||
| (In thousands) | Shares | Amount | ||||||||||||||||||||||||||||||||||||
| Balances as of March 31, 2026 | $ | $ | $ | ( | $ | ( | $ | |||||||||||||||||||||||||||||||
| Issuance of common stock for investment in equity securities | — | — | — | |||||||||||||||||||||||||||||||||||
| Vesting of restricted stock units | — | — | — | — | — | |||||||||||||||||||||||||||||||||
| Exercise of stock options | — | — | — | |||||||||||||||||||||||||||||||||||
| Repurchases of common stock for income tax withholding | — | — | ( | — | — | ( | ||||||||||||||||||||||||||||||||
| Stock-based compensation | — | — | — | — | ||||||||||||||||||||||||||||||||||
| Other comprehensive loss | — | — | — | ( | — | ( | ||||||||||||||||||||||||||||||||
| Net loss | — | — | — | — | ( | ( | ||||||||||||||||||||||||||||||||
| Balances as of June 30, 2026 | $ | $ | $ | ( | $ | ( | $ | |||||||||||||||||||||||||||||||
| Three Months Ended June 30, 2025 | ||||||||||||||||||||||||||||||||||||||
| Common stock | Additional paid-in capital | Accumulated Other comprehensive loss | Accumulated deficit | Total stockholders' equity | ||||||||||||||||||||||||||||||||||
| (In thousands) | Shares | Amount | ||||||||||||||||||||||||||||||||||||
| Balances as of March 31, 2025 | $ | $ | $ | ( | $ | ( | $ | |||||||||||||||||||||||||||||||
| Vesting of restricted stock units | — | — | — | — | — | |||||||||||||||||||||||||||||||||
| Exercise of stock options | — | — | — | |||||||||||||||||||||||||||||||||||
| Repurchases of common stock for income tax withholding | — | — | ( | — | — | ( | ||||||||||||||||||||||||||||||||
| Stock-based compensation | — | — | — | — | ||||||||||||||||||||||||||||||||||
| Other comprehensive loss | — | — | — | ( | — | ( | ||||||||||||||||||||||||||||||||
| Net income | — | — | — | — | ||||||||||||||||||||||||||||||||||
| Balances as of June 30, 2025 | $ | $ | $ | ( | $ | ( | $ | |||||||||||||||||||||||||||||||
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
6
Twist Bioscience Corporation
Condensed Consolidated Statements of Stockholders’ Equity (unaudited)
| Nine Months Ended June 30, 2026 | ||||||||||||||||||||||||||||||||||||||
| Common stock | Additional paid-in capital | Accumulated Other comprehensive loss | Accumulated deficit | Total stockholders' equity | ||||||||||||||||||||||||||||||||||
| (In thousands) | Shares | Amount | ||||||||||||||||||||||||||||||||||||
| Balances as of September 30, 2025 | $ | $ | $ | ( | $ | ( | $ | |||||||||||||||||||||||||||||||
| Issuance of common stock for investment in equity securities | $ | — | $ | $ | — | $ | — | $ | ||||||||||||||||||||||||||||||
| Issuance of common stock in connection with asset acquisition | — | — | — | |||||||||||||||||||||||||||||||||||
| Vesting of restricted stock units | — | — | — | — | — | |||||||||||||||||||||||||||||||||
| Exercise of stock options | — | — | — | |||||||||||||||||||||||||||||||||||
| Issuance of shares under the employee stock purchase plan | — | — | ||||||||||||||||||||||||||||||||||||
| Repurchases of common stock for income tax withholding | — | — | ( | — | — | ( | ||||||||||||||||||||||||||||||||
| Stock-based compensation | — | — | — | — | ||||||||||||||||||||||||||||||||||
| Other comprehensive loss | — | — | — | ( | — | ( | ||||||||||||||||||||||||||||||||
| Net loss | — | — | — | — | ( | ( | ||||||||||||||||||||||||||||||||
| Balances as of June 30, 2026 | $ | $ | $ | ( | $ | ( | $ | |||||||||||||||||||||||||||||||
7
| Nine Months Ended June 30, 2025 | ||||||||||||||||||||||||||||||||||||||
| Common stock | Additional paid-in capital | Accumulated Other comprehensive loss | Accumulated deficit | Total stockholders' equity | ||||||||||||||||||||||||||||||||||
| (In thousands) | Shares | Amount | ||||||||||||||||||||||||||||||||||||
| Balances as of September 30, 2024 | $ | $ | $ | ( | $ | ( | $ | |||||||||||||||||||||||||||||||
| Restricted common stock canceled | ( | $ | — | $ | — | $ | — | $ | — | $ | — | |||||||||||||||||||||||||||
| Vesting of restricted stock units | — | — | — | — | — | |||||||||||||||||||||||||||||||||
| Exercise of stock options | — | — | — | |||||||||||||||||||||||||||||||||||
| Issuance of shares under the employee stock purchase plan | — | — | — | |||||||||||||||||||||||||||||||||||
| Repurchases of common stock for income tax withholding | — | — | ( | — | — | ( | ||||||||||||||||||||||||||||||||
| Stock-based compensation | — | — | — | — | ||||||||||||||||||||||||||||||||||
| Other comprehensive loss | — | — | — | ( | — | ( | ||||||||||||||||||||||||||||||||
| Net loss | — | — | — | — | ( | ( | ||||||||||||||||||||||||||||||||
| Balances as of June 30, 2025 | $ | $ | $ | ( | $ | ( | $ | |||||||||||||||||||||||||||||||
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
8
Twist Bioscience Corporation
Condensed Consolidated Statements of Cash Flows (unaudited)
| Nine months ended June 30, | ||||||||||||||
| (in thousands) | 2026 | 2025 | ||||||||||||
| Operating activities | ||||||||||||||
| Net loss | $ | ( | $ | ( | ||||||||||
| Adjustments to reconcile net loss to net cash used in operating activities | ||||||||||||||
| Depreciation and amortization | ||||||||||||||
| Stock-based compensation expense | ||||||||||||||
| Gain on sale of business | ( | |||||||||||||
Other non-cash adjustments[1] | ( | |||||||||||||
| Changes in assets and liabilities: | ||||||||||||||
Accounts receivable, net[1] | ( | ( | ||||||||||||
| Inventories | ( | ( | ||||||||||||
Prepaid expenses and other current assets[1] | ( | ( | ||||||||||||
| Other non-current assets | ( | ( | ||||||||||||
Accounts payable | ||||||||||||||
| Accrued compensation | ( | |||||||||||||
| Accrued expenses and other liabilities | ||||||||||||||
| Net cash used in operating activities | $ | ( | $ | ( | ||||||||||
| Investing activities | ||||||||||||||
| Purchases of property and equipment | $ | ( | $ | ( | ||||||||||
| Purchase of intangible asset | ( | |||||||||||||
| Purchases of investments | ( | ( | ||||||||||||
| Proceeds from maturity of investments | ||||||||||||||
| Proceeds from sale of business | ||||||||||||||
| Cash paid for asset acquisition | ( | |||||||||||||
| Cash paid for investment in equity securities | ( | |||||||||||||
| Net cash used in investing activities | $ | ( | $ | ( | ||||||||||
| Financing activities | ||||||||||||||
| Proceeds from exercise of stock options | $ | $ | ||||||||||||
| Proceeds from the issuance of liability related to sale of future revenue | ||||||||||||||
| Proceeds from issuance under employee stock purchase plan | ||||||||||||||
| Repurchases of common stock for income tax withholding | ( | ( | ||||||||||||
| Net cash provided by financing activities | $ | $ | ||||||||||||
| Effect of exchange rates on cash, cash equivalents and restricted cash | $ | $ | ( | |||||||||||
| Net decrease in cash, cash equivalents, and restricted cash | ( | ( | ||||||||||||
| Cash, cash equivalents, and restricted cash at beginning of period | ||||||||||||||
9
| Cash, cash equivalents, and restricted cash at end of period | $ | $ | ||||||||||||
| Supplemental disclosure of cash flow information | ||||||||||||||
| Income taxes paid, net of refunds | $ | $ | ||||||||||||
| Non-cash investing and financing activities | ||||||||||||||
| Property and equipment additions included in accounts payable and accrued expenses | $ | $ | ||||||||||||
| Equity securities received as consideration for sale of business | $ | $ | ||||||||||||
| Promissory note receivable received as consideration for sale of business | $ | $ | ||||||||||||
| Operating lease right-of-use assets obtained in exchange for operating lease liabilities | $ | $ | ||||||||||||
| Issuance of common stock for investment in equity securities | $ | $ | ||||||||||||
| Issuance of common stock in connection with asset acquisition | $ | $ | ||||||||||||
| Liability for issuance of common stock in connection with asset acquisition | $ | $ | ||||||||||||
[1] Includes immaterial changes in a related party's balances .
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
10
Twist Bioscience Corporation
Notes to Unaudited Condensed Consolidated Financial Statements
1. Organization and Description of Business
Twist Bioscience Corporation (the Company) was incorporated in the state of Delaware on February 4, 2013. The Company’s fiscal year ends on September 30.
The Company provides customizable solutions across the biological continuum that enable scientific discovery and development across therapeutics, diagnostics, and other high-growth markets. The Company's proprietary silicon-based platform delivers precision, scale, and speed, supporting consistent, high-quality performance across a broad range of applications. At the core of the Company's platform is a differentiated method of manufacturing synthetic DNA by “writing” DNA on a silicon chip. By integrating proprietary hardware, software, and scalable infrastructure, including its e-commerce platform, the Company achieves high levels of precision, automation, and throughput at a lower cost relative to legacy methods. The Company has extended this platform beyond DNA synthesis to offer an integrated portfolio that includes synthetic genes, next-generation sequencing, or NGS, applications, sample preparation tools, antibody libraries, and biologics discovery services. Leveraging the same platform, the Company also manufactures synthetic RNA, express antibody proteins, performs characterization assays and delivers data to customers and partners. The Company's solutions support a wide range of applications, including traditional and AI-enabled therapeutics discovery, diagnostic development, industrial and applied research, agricultural biotechnology, and academic research.
The Company has recognized annual losses from operations since inception and has an accumulated deficit of $1,429.2 million as of June 30, 2026. For the three months ended June 30, 2026 and June 30, 2025, the Company reported net loss of $35.1 million and net income of $20.4 million, respectively. For nine months ended June 30, 2026 and June 30, 2025, the Company reported net loss of $109.6 million and $50.5 million, respectively.
As of June 30, 2026, the Company had cash and cash equivalents of $117.4 million and short-term investments of $49.4 million. The Company expects that its current cash, cash equivalents, and short-term investments will be sufficient to fund its operations for a period of at least one year from the date the condensed consolidated financial statements are issued.
2. Summary of Significant Accounting Policies
Basis of Presentation
The accompanying unaudited condensed consolidated financial statements were prepared in accordance with accounting principles generally accepted in the United States of America (GAAP) for interim financial information. Certain information and disclosures normally included in the consolidated financial statements prepared in accordance with GAAP have been condensed or omitted. Accordingly, these unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and the related notes included in the Annual Report on Form 10-K for the fiscal year ended September 30, 2025 (the Annual Report on Form 10-K) filed with the Securities and Exchange Commission ("SEC") on November 17, 2025. The condensed consolidated financial statements are unaudited and have been prepared on a basis consistent with that used to prepare the audited annual consolidated financial statements and include, in the opinion of management, all adjustments, consisting of normal and recurring items, necessary for the fair statement of the condensed consolidated financial statements. The condensed consolidated balance sheet at September 30, 2025 is derived from audited consolidated financial statements but does not include all disclosures required by GAAP. The operating results for the nine months ended June 30, 2026 are not necessarily indicative of the results expected for the full year ending September 30, 2026 or any interim period. Beginning fiscal 2026, the Company updated its revenue disaggregation disclosures and recast the comparative figures in the disclosure to conform to the current-period presentation (see Note 3, Revenues). Beginning in the current period, the Company presents accrued expenses and other current liabilities on a combined basis in the condensed consolidated balance sheets, with the detailed components, including litigation accruals, disclosed in the accompanying footnotes; prior-period amounts have been reclassified to conform to the current presentation. The presentation of the condensed consolidated statement of cash flows has also been updated to conform to this revised classification, and prior‑period amounts have been reclassified to conform to the current presentation.
11
Use of Estimates
Principles of Consolidation
The Company’s unaudited condensed consolidated financial statements include its wholly owned subsidiaries. All intercompany balances and accounts are eliminated in consolidation. In determining whether the Company is the primary beneficiary of a variable interest entity, it considers whether it has both the power to direct activities of the entity that most significantly impact the entity’s economic performance and the obligation to absorb losses of, or the right to receive benefits from, the entity that could potentially be significant to that entity. The Company does not have the power, whether through contractual relationships or other factors, to direct the activities that most significantly impact the economic performance of any variable interest entity and therefore, is not the primary beneficiary of any variable interest entities.
Cash and Cash Equivalents and Restricted Cash
The following table provides a reconciliation of the Company’s cash and cash equivalents and non-current portion of restricted cash reported within the unaudited condensed consolidated balance sheets that sum to the total cash, cash equivalents and restricted cash shown in the Company’s condensed consolidated statements of cash flows:
| (in thousands) | June 30, 2026 | September 30, 2025 | ||||||||||||
| Cash and cash equivalents | $ | $ | ||||||||||||
| Restricted cash, non-current | ||||||||||||||
| Total cash, cash equivalents and restricted cash | $ | $ | ||||||||||||
Significant Accounting Policies
There have been no material changes in the accounting policies from those disclosed in the audited consolidated financial statements and the related notes included in the Annual Report on Form 10-K.
Recent Accounting Pronouncements
New Accounting Pronouncements Not Yet Adopted
In December 2023, the FASB issued ASU No. 2023-09 "Income Taxes (Topic 740)". The amendments in this ASU require that public business entities on an annual basis (1) disclose specific categories in the rate reconciliation and (2) provide additional information for reconciling items that meet a quantitative threshold. The Company will adopt ASU 2023-09 in its fourth quarter of fiscal year 2026 using a prospective transition method. The standard is not expected to have a material impact to the Company's consolidated financial statements.
In November 2024, the FASB issued ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures, which will require additional expense disclosures for all public entities. The amendments require that at each interim and annual reporting period, an entity will disclose certain disaggregated expenses included in each relevant expense caption, as well as the total amount of selling expenses and, in annual periods, an entity’s definition of selling expenses. ASU 2024-03 is effective for fiscal years beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027, with early adoption permitted. The Company is currently evaluating the incremental disclosures that will be required in its consolidated financial statements.
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In September 2025, the FASB issued ASU 2025-06, Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software ("ASU 2025-06"), which became effective and simplifies the capitalization guidance by removing all references to software development project stages so that the guidance is neutral to different software development methods. The standard is effective for all entities for annual periods beginning after December 15, 2027, with early adoption permitted. The Company is currently evaluating the impact of this standard to its consolidated financial statements.
The Company has evaluated other recently issued accounting pronouncements and has concluded that the impact of recently issued standards that are not yet effective will not have a material impact on the Company’s financial position or results of operations upon adoption.
3. Revenues
The Company’s revenues are generated through the sale of DNA synthesis and protein solutions and NGS applications products.
Contract Balances
The following table summarizes our contract balances:
| (in thousands) | June 30, 2026 | September 30, 2025 | ||||||||||||
Contract assets(1) | $ | $ | ||||||||||||
Contract liabilities - current (2) | ||||||||||||||
Contract liabilities - non current (2) | ||||||||||||||
(1) Consists of unbilled amounts primarily related to contracts where the Company has satisfied the performance obligations, but do not yet have the right to bill for.
For the three and nine months ended June 30, 2026, the Company recognized revenues of $2.9 million and $4.1 million, respectively, from the amount that was included in the contract liability balance at the beginning of each period. For the three and nine months ended June 30, 2025, the Company recognized revenues of $1.7 million and $1.4 million, respectively, from the amount that was included in the contract liability balance at the beginning of each period.
In addition, for all periods presented, there were no revenues recognized in a reporting period from performance obligations satisfied in previous periods. The aggregate amount of the transaction price allocated to the performance obligations that are unsatisfied as of June 30, 2026 was $21.9 million. The Company expects to recognize revenues of $16.3 million over the next twelve months relating to performance obligations unsatisfied as of June 30, 2026.
Disaggregation of Revenues
The table below sets forth revenues by geographic region, based on ship-to destinations. Americas consists of the United States, Canada, Mexico and South America; EMEA consists of Europe, the Middle East, and Africa; and APAC primarily consists of Japan, China, South Korea, India, Singapore, Malaysia, Australia, New Zealand, Thailand and Taiwan.
| Three months ended June 30, | Nine months ended June 30, | |||||||||||||||||||||||||
| (in thousands) | 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||||
| Americas | $ | $ | $ | $ | ||||||||||||||||||||||
| EMEA | ||||||||||||||||||||||||||
| APAC | ||||||||||||||||||||||||||
| Total | $ | $ | $ | $ | ||||||||||||||||||||||
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The table below sets forth revenues by products. The Company previously reported revenues by product categories: synthetic genes, oligo pools and DNA libraries (collectively, synthetic biology), antibody discovery, and NGS tools. As customers increasingly leverage both synthetic biology tools and biopharma services for antibody discovery together to accelerate discovery and identify breakthrough therapeutics, beginning fiscal 2026, the Company combined synthetic genes, oligo pools, DNA libraries, and biopharma services for antibody discovery into DNA synthesis and protein solutions. Additionally, NGS tools were renamed NGS applications to better reflect their role in DNA sequencing workflows.
| Three months ended June 30, | Nine months ended June 30, | |||||||||||||||||||||||||
| (in thousands) | 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||||
| DNA synthesis and protein solutions | $ | $ | $ | $ | ||||||||||||||||||||||
| NGS applications | ||||||||||||||||||||||||||
| Total | $ | $ | $ | $ | ||||||||||||||||||||||
The table below sets forth revenues by industry. The Company historically reported revenues by industrial chemicals/materials, academic research, healthcare, and food/agriculture. Beginning fiscal 2026, the Company will disclose revenues by therapeutics, diagnostics, industry and applied, academic research and government, and global supply partners. These updated categories better align with the Company's operations and increase clarity around the Company's key customer groups.
| Three months ended June 30, | Nine months ended June 30, | |||||||||||||||||||||||||
| (in thousands) | 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||||
| Therapeutics | $ | $ | $ | $ | ||||||||||||||||||||||
| Diagnostics | ||||||||||||||||||||||||||
| Industry and applied | ||||||||||||||||||||||||||
| Academic research and government | ||||||||||||||||||||||||||
| Global supply partners | ||||||||||||||||||||||||||
| Total | $ | $ | $ | $ | ||||||||||||||||||||||
4. Cash, Cash Equivalents and Investments
The following table sets forth the cash and cash equivalents, and investments as of June 30, 2026:
| (in thousands) | Amortized cost | Gross unrealized gains | Gross unrealized losses | Fair value | ||||||||||||||||||||||
| Cash | $ | $ | — | $ | — | $ | ||||||||||||||||||||
| Cash equivalents - money market funds | — | — | ||||||||||||||||||||||||
| Total cash and cash equivalents | $ | $ | — | $ | — | $ | ||||||||||||||||||||
| Short-term investments: | ||||||||||||||||||||||||||
| U.S. government treasury bills | $ | $ | $ | ( | $ | |||||||||||||||||||||
| Total short-term investments | $ | $ | $ | ( | $ | |||||||||||||||||||||
| Total cash, cash equivalents and short-term investments | $ | $ | $ | ( | $ | |||||||||||||||||||||
The following table sets forth the cash and cash equivalents, and investments as of September 30, 2025:
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| (in thousands) | Amortized cost | Gross unrealized gains | Gross unrealized losses | Fair value | ||||||||||||||||||||||
| Cash | $ | $ | — | $ | — | $ | ||||||||||||||||||||
| Cash equivalents - money market funds | — | — | ||||||||||||||||||||||||
| Total cash and cash equivalents | $ | $ | — | $ | — | $ | ||||||||||||||||||||
| Short-term investments: | ||||||||||||||||||||||||||
| U.S. government treasury bills | $ | $ | $ | $ | ||||||||||||||||||||||
| Total short-term investments | $ | $ | $ | $ | ||||||||||||||||||||||
| Total cash, cash equivalents and short-term investments | $ | $ | $ | $ | ||||||||||||||||||||||
During the nine months ended June 30, 2026 and June 30, 2025, gross realized gains and losses related to short-term investments were not material.
During the nine months ended June 30, 2026 and June 30, 2025, the Company did not recognize any credit losses related to cash, cash equivalents and short-term investments.
5. Fair Value Measurement
The Company assesses the fair value of financial instruments based on the provisions of ASC 820, Fair Value Measurements. ASC 820 defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 also establishes a fair value hierarchy which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The standard describes three levels of inputs that may be used to measure fair value:
Level 1—Quoted prices in active markets for identical assets or liabilities.
Level 2—Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.
Level 3—Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.
In determining fair value, the Company utilizes valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible as well as considering counterparty credit risk in its assessment of fair value.
Assets and Liabilities Measured at Fair Value on a Recurring Basis
As of June 30, 2026, financial assets and liabilities measured and recognized at fair value are as follows:
| (in thousands) | Level 1 | Level 2 | Level 3 | Fair value | ||||||||||||||||||||||
| Assets | ||||||||||||||||||||||||||
| Money market funds | $ | $ | $ | $ | ||||||||||||||||||||||
| U.S. government treasury bills | ||||||||||||||||||||||||||
| Total financial assets | $ | $ | $ | $ | ||||||||||||||||||||||
| Liabilities | ||||||||||||||||||||||||||
| Liability for issuance of shares of common stock | ||||||||||||||||||||||||||
| Total financial liabilities | $ | $ | $ | $ | ||||||||||||||||||||||
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The liability for issuance of shares of common stock is accounted for as a liability under ASC 480, with the liability initially measured at its issue-date estimate fair value and subsequently measured at its estimated fair value on a recurring basis at each reporting period date. The estimated fair value of the liability for issuance of shares of common stock was determined using a 100% probability of the successful completion of technology transfer (“Tech Transfer") in connection with the assets acquisition agreement (See note 6, Asset Acquisition).
As of September 30, 2025, financial assets measured and recognized at fair value are as follows:
| (in thousands) | Level 1 | Level 2 | Level 3 | Fair value | ||||||||||||||||||||||
| Assets | ||||||||||||||||||||||||||
| Money market funds | $ | $ | $ | $ | ||||||||||||||||||||||
| U.S. government treasury bills | ||||||||||||||||||||||||||
| Total financial assets | $ | $ | $ | $ | ||||||||||||||||||||||
Contractual maturities of short-term investments, as of June 30, 2026, were less than 12 months. The Company does not intend to sell the money market funds and short-term investments and it is not more likely than not that the Company will be required to sell the investments before recovery of their amortized cost basis. Accrued interest receivable balances included in the prepaid expenses and other current assets within the condensed consolidated balance sheets were $0.7 million and $1.2 million as of June 30, 2026 and September 30, 2025, respectively.
As of September 30, 2025, there were no financial liabilities measured and recognized at fair value.
6. Asset Acquisition
In February 2026, the Company entered into a License Agreement (the “Agreement”) with Invenra Inc. (“Invenra”) for a co-exclusive, royalty-bearing license to Invenra’s proprietary B-Body bispecific antibody discovery platform for an initial term of 7 years. The Company may exercise an option to extend the co-exclusive license for the duration of all patent rights in the platform for a consideration of $10.0 million payable in the Company's common stock. If the Company does not choose to exercise the option, then the term will continue non-exclusively through the duration of all patent rights. The transaction was accounted for as an asset acquisition. The total consideration paid by the Company in exchange for the license was $20.0 million, consisting of:
•$5.0 million upfront cash payment
•$10.0 million in shares of the Company’s common stock issued on the effective date of the Agreement, and
•$5.0 million in shares of the Company's common stock to be issued upon the successful completion of Tech Transfer. The Tech Transfer is a conditional obligation requiring Twist to settle by issuing a variable number of common stock shares and is accordingly recorded in liability for issuance of shares of common stock at fair value (see Note 8, Balance Sheet Components — accrued expenses and other current liabilities).
The asset acquisition purchase consideration is included within prepaid expenses and other current assets on the consolidated balance sheet because the Company does not obtain control of the license until Tech Transfer is complete (see Note 8, Balance Sheet Components — prepaid expenses and other current assets). Upon completion of Tech Transfer, the amount will be reclassified to an intangible asset and amortized in cost of revenues, on a straight-line basis over the useful life of the intangible asset, which the Company is currently evaluating.
Under the terms of the Agreement, the Company will also pay royalties to Invenra based on gross sales received from third-party license sales. These royalties will be recognized as cost of revenues in the period the underlying sale occurs. Invenra will provide ongoing sales, marketing, and technical support to the Company and may act as a subcontractor for biopharma services associated with the platform.
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7. Investment in Equity Securities
Simultaneously with the Agreement (see Note 6, Asset Acquisition), the Company entered into separate agreements with third-party investors to purchase shares of Series B Preferred Stock of Invenra for a consideration of $13.8 million to be settled by the issuance of the shares of the Company's common stock. The Company concluded that while Invenra is a variable interest entity ("VIE"), the Company is not the primary beneficiary of Invenra as the Company does not have the power, whether through contractual relationships or other factors, to direct the activities that most significantly impact the economic performance of Invenra. Therefore, the Company did not consolidate Invenra. The investment also did not qualify for the equity method of accounting because the Series B Preferred Stock has substantive liquidation preferences and is not considered in-substance common stock. Accordingly, the investment is accounted for as an investment in equity securities of a privately held company. The investment was recorded at $13.8 million, consisting of an upfront issuance of shares of the Company's common stock of $10.0 million at initial closing and a subsequent issuance of the Company's common stock of $3.8 million on April 6, 2026 which were issued on April 7, 2026.
In May 2025, the Company sold its DNA digital data storage business to Atlas Biosciences, Inc. ("Atlas") in exchange for 73.0 million shares of Atlas Series Seed-1 Preferred Stock, $2.5 million in cash, $2.0 million in promissory notes, contingent milestone payments of up to $75.0 million, and royalties on Atlas DNA data storage sales. The Company recorded a $48.8 million gain on the sale in fiscal year 2025.
The Company holds investments in other privately-held companies in the form of equity securities without readily determinable fair values. The Company concluded that these entities are VIEs and the Company holds variable interests in these VIEs but is not their primary beneficiary and therefore does not consolidate them. These entities also do not meet the requirements of equity method of accounting.
The Company elected to account for its investment in privately-held companies using the measurement alternative method. Under the measurement alternative, these investments are carried at cost, less any impairment, and adjusted for observable price changes from orderly transactions for identical or similar investments of the same issuer. There were no upward or downward adjustments for observable price changes or impairment charges recorded during the three and nine months ended June 30, 2026 and June 30, 2025 related to these equity securities.
Assets, liabilities, and maximum exposure with unconsolidated VIEs are as follows:
| (in thousands) | Financial statements line item | June 30, 2026 | September 30, 2025 | |||||||||||||||||
| Assets | ||||||||||||||||||||
Other receivables[1] | Prepaid and other current assets | $ | $ | |||||||||||||||||
| Asset acquisition purchase consideration | Prepaid and other current assets | |||||||||||||||||||
Investments[2] | Investment in equity securities | |||||||||||||||||||
Promissory note receivable[1] | Other non-current assets | |||||||||||||||||||
| Total assets | $ | $ | ||||||||||||||||||
| Liabilities | ||||||||||||||||||||
| Liability for issuance of shares of common stock | Accrued expenses and other current liabilities | $ | $ | |||||||||||||||||
Sublease security deposit[1] | Other non-current liabilities | |||||||||||||||||||
| Total liabilities | $ | $ | ||||||||||||||||||
| Maximum exposures to VIEs | $ | $ | ||||||||||||||||||
(1) Represents a related party balance.
(2) As of June 30, 2026 and September 30, 2025 includes a related party balance of $53.9 million and $53.9 million, respectively.
Accounts receivable from an unconsolidated VIE and considered a related party was less than $0.1
Transactions with an unconsolidated VIE and considered a related party were as follows:
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| Three months ended June 30, | Nine months ended June 30, | |||||||||||||||||||||||||
| (in thousands) | 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||||
| Sublease income | $ | $ | $ | $ | ||||||||||||||||||||||
| Interest income | ||||||||||||||||||||||||||
Revenues from an unconsolidated VIE and considered a related party for the three and nine months ended June 30, 2026 was $0.1 million and $0.3 million, respectively.
8. Balance Sheet Components
Allowance for Credit Losses
Allowance for credit losses related to accounts receivable were $0.6 million and $0.6 million as of June 30, 2026 and September 30, 2025, respectively.
Prepaid Expenses and Other Current Assets
| (in thousands) | June 30, 2026 | September 30, 2025 | ||||||||||||
| Prepaid expenses | $ | $ | ||||||||||||
| Contract assets | ||||||||||||||
| Asset acquisition purchase consideration | ||||||||||||||
| Insurance receivable for litigation settlement costs | ||||||||||||||
| Other current assets | ||||||||||||||
| $ | $ | |||||||||||||
The Company has determined that recovery of approximately $16.3 million from its liability insurers is probable and has accounted for insurance receivable for litigation settlement costs as of June 30, 2026 (see note 11, Commitments and Contingencies).
Inventories
Inventories consist of the following:
| (in thousands) | June 30, 2026 | September 30, 2025 | ||||||||||||
| Raw materials | $ | $ | ||||||||||||
| Work-in-process | ||||||||||||||
| Finished goods | ||||||||||||||
| $ | $ | |||||||||||||
Property and Equipment, net
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Property and equipment, net consists of the following:
| (in thousands) | June 30, 2026 | September 30, 2025 | ||||||||||||
| Laboratory equipment | $ | $ | ||||||||||||
| Furniture, fixtures and other equipment | ||||||||||||||
| Vehicles | ||||||||||||||
| Computer equipment | ||||||||||||||
| Computer software | ||||||||||||||
| Leasehold improvements | ||||||||||||||
| Construction in progress | ||||||||||||||
| $ | $ | |||||||||||||
| Less: Accumulated depreciation and amortization | ( | ( | ||||||||||||
| $ | $ | |||||||||||||
Construction in progress mainly represents equipment costs, leasehold improvement costs and internal use software development costs. The depreciation and amortization for the three and nine months ended June 30, 2026 was $6.5 million and $18.6 million, respectively. The depreciation and amortization for the three and nine months ended June 30, 2025 was $5.8 million and $18.1 million, respectively.
Accrued Expenses and Other Current Liabilities
Accrued expenses and other current liabilities consist of the following:
| (in thousands) | June 30, 2026 | September 30, 2025 | ||||||||||||
| Accrued Expenses | $ | $ | ||||||||||||
| Litigation accruals | ||||||||||||||
| Liability for issuance of shares of common stock | ||||||||||||||
| Income and other taxes payable | ||||||||||||||
| Contract liabilities | ||||||||||||||
| Other current liabilities | ||||||||||||||
| $ | $ | |||||||||||||
The Company recorded a litigation settlement liability for securities class action and derivative action of $17.1 million and $1.0 million, respectively, which is included in litigation accruals as of June 30, 2026 (see Note 11, Commitments and Contingencies).
9. Goodwill and Intangible Assets
The goodwill balance is presented below:
| (in thousands) | June 30, 2026 | |||||||
| Balance at beginning of period | $ | |||||||
| Balance at end of period | $ | |||||||
The finite-lived intangible assets balances are presented below:
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| June 30, 2026 | ||||||||||||||||||||||||||||||||
| (in thousands, except for years) | Weighted average Amortization period in years | Gross carrying amount | Accumulated amortization | Net book value | ||||||||||||||||||||||||||||
| Developed Technology | $ | $ | ( | $ | ||||||||||||||||||||||||||||
| Total finite-lived intangible assets | $ | $ | ( | $ | ||||||||||||||||||||||||||||
| September 30, 2025 | ||||||||||||||||||||||||||
| (in thousands, except for years) | Weighted average Amortization period in years | Gross carrying amount | Accumulated amortization | Net book value | ||||||||||||||||||||||
| Developed Technology | $ | $ | ( | $ | ||||||||||||||||||||||
| Total finite-lived intangible assets | $ | $ | ( | $ | ||||||||||||||||||||||
10. Leases
The Company leases certain of its facilities under noncancellable operating leases expiring at various dates through 2044. The Company is also responsible for utilities, maintenance, insurance, and property taxes under these leases. The lease payments consist primarily of fixed rental payments for the right to use the underlying leased assets over the lease terms, as well as payments for common-area-maintenance and administrative services. The Company often receives customary incentives from its landlords, such as reimbursements for tenant improvements and rent abatement periods, which effectively reduce the total lease payments owed for these leases. Leases are classified as operating or financing at commencement. The Company does not have any material financing leases.
On November 13, 2025, the Company entered into an amendment to a lease agreement for the Company's premises in South San Francisco, California, in order to consolidate other offices in South San Francisco into a single location. This amendment increases the leased premises by approximately 33,000 square feet ("Additional Premises") and extends the termination date of the lease until June 30, 2036. The lease for the Additional Premises is expected to commence on September 1, 2026. In accordance with the amended lease agreement, the monthly base rent for the entire premises is approximately $0.5 million at commencement, includes provisions for rent increases of 3 % annually and provides for base rent abatement with respect to the original premises for 15 months and base rent abatement with respect to the Additional Premises for 12 months. The Company is also responsible for utilities, maintenance, insurance, and property taxes. The landlord will provide the Company with a tenant improvement allowance in connection with its improvements to the premises of approximately $24.4 million. The amendment also gives the Company the right, on or before December 31, 2026, to elect to expand the premises to include additional space in the building of approximately 33,000 square feet.
Certain leases include options to renew or terminate at the Company’s discretion. The lease terms include periods covered by these options if it is reasonably certain the Company will renew or not terminate. The Company’s lease agreements do not contain any material residual value guarantees or restrictive covenants.
As part of the sale of its DNA data storage business, the Company subleased specific office and lab space in South San Francisco.
Future minimum lease payments and sublease income under all noncancelable operating leases as of June 30, 2026 are as follows:
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| (in thousands) | Operating leases | Sublease income | ||||||||||||
| Years ending September 30: | ||||||||||||||
| Remainder of 2026 | $ | $ | ||||||||||||
| 2027 | ||||||||||||||
| 2028 | ||||||||||||||
| 2029 | ||||||||||||||
| 2030 | ||||||||||||||
| 2031 | ||||||||||||||
| Thereafter | ||||||||||||||
| Total minimum lease payments | $ | $ | ||||||||||||
| Less: imputed interest | ( | |||||||||||||
| Total operating lease liabilities | $ | |||||||||||||
| Less: current portion | ( | |||||||||||||
| Operating lease liabilities, net of current portion | $ | |||||||||||||
The components of lease expense and supplemental information were as follows:
| Three months ended June 30, | Nine months ended June 30, | |||||||||||||||||||||||||
| (in thousands except years and percentage) | 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||||
| Operating lease costs | $ | $ | $ | $ | ||||||||||||||||||||||
| Variable lease costs | $ | $ | $ | $ | ||||||||||||||||||||||
| Sublease income | $ | $ | $ | $ | ||||||||||||||||||||||
| Weighted-average remaining lease term (in years) - operating leases | ||||||||||||||||||||||||||
| Weighted-average discount rate - operating leases | % | % | ||||||||||||||||||||||||
Supplemental cash flow information related to leases are as follows:
| Nine months ended June 30, | ||||||||||||||
| (in thousands) | 2026 | 2025 | ||||||||||||
Cash payments included in the measurement of operating lease liabilities | $ | $ | ||||||||||||
11. Commitments and Contingencies
Legal Proceedings
The Company may be subject to litigation, claims and disputes in the ordinary course of business. Certain significant matters are described below. The Company recognizes accruals for matters to the extent that the Company concludes that a loss is both probable and reasonably estimable. If the Company determines that a material loss is reasonably possible and the loss or range of loss can be estimated, the Company discloses the possible loss.
Securities Class Action
On December 12, 2022, a putative securities class action lawsuit captioned Peters v. Twist Bioscience Corporation, et al., Case No. 22-cv-08168 (N.D. Cal.) (“Securities Class Action”) was filed in federal court in the Northern District of California (“Court”) against the Company, its Chief Executive Officer, and its Chief Financial Officer (the “Defendants”) alleging violations of federal securities laws. On March 31, 2026, the parties engaged in mediation and reached a settlement in principle under which the Company would pay, or cause its insurance carriers to pay, a settlement payment of approximately $17.1 million. The settlement in principle was presented
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to the Court in a motion for preliminary approval on April 30, 2026. On July 17, 2026, the Court granted the motion for preliminary approval. The final settlement approval hearing will take place before the Court on November 18, 2026. The Company expects its liability insurers to directly fund the majority of the settlement liability, with the Company contributing the remainder as its remaining retention under its insurance policy.
Derivative Action
On September 25, 2023, a shareholder derivative suit captioned Shumacher v. Leproust et al., No. 1:23-cv-01048-UNA, was filed in the United States District Court for the District of Delaware against directors of the Company and an employee (the “Shumacher Action”). The suit is based on substantially the same allegations in the Securities Class Action and seeks to recover, on behalf of the Company, damages to the Company arising from, among other things, the Securities Class Action. On November 13, 2023, the parties to the Shumacher Action entered into a stipulation staying the Shumacher Action pending further proceedings in the Securities Class Action. On November 13, 2025, another derivative lawsuit captioned Sell v. Leproust, et al., Case No. 1:25-cv-01380-MN was filed in the Delaware Court of Chancery, alleging similar claims and seeking similar recovery as the Shumacher Action (the “Sell Action”), and on December 2, 2025 the Sell Action was consolidated with the Shumacher Action and stayed pending further proceedings in the Securities Class Action. On July 2, 2026, the parties to the consolidated action filed a stipulation for continued stay of the action pending mediation. On July 15, 2026, the parties engaged in mediation and reached a settlement in principle under which the Company will formally adopt and codify certain corporate governance policies and the Company’s liability insurers will pay a fee of approximately $1.0 million to the plaintiffs’ counsel. The parties are in the process of documenting the derivative settlement and it will be presented to the court for approval.
12. Related Party Transactions
During the three and nine months ended June 30, 2026 and June 30, 2025, transactions with related parties excluding an unconsolidated VIE that is considered a related party were as follows:
| Three months ended June 30, | Nine months ended June 30, | |||||||||||||||||||||||||
| (in thousands) | 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||||
| Revenues | $ | $ | $ | $ | ||||||||||||||||||||||
As of June 30, 2026 and September 30, 2025, accounts receivable balances with related parties, excluding an unconsolidated VIE that is considered a related party were as follows:
| (in thousands) | June 30, 2026 | September 30, 2025 | ||||||||||||
| Accounts receivable | $ | $ | ||||||||||||
See Note 7, Investment in Equity Securities, for transactions and balances with an unconsolidated VIE that is considered a related party.
13. Income Taxes
In determining quarterly provisions for income taxes, the Company uses the annual estimated effective tax rate applied to the actual year-to-date profit or loss, adjusted for discrete items arising in that quarter. For the three and nine months ended June 30, 2026, the Company recorded provisions for income taxes of $0.3 million and $0.6 million, respectively. For the three and nine months ended June 30, 2025, the Company recorded provisions for income taxes of $0.2 million and $0.5 million, respectively.
The sale of the Company's DNA digital data storage business is intended to comply with Section 351 of the Internal Revenue Code and the Company recognized taxable gain to the extent of the value of “boot” received. Because of carryover tax attributes (definite lived net operating losses) and valuation allowance against its US federal and states deferred tax assets, there was no impact on the Company’s provision for income taxes for the three and nine months ended June 30, 2025.
14. Common Stock
As of June 30, 2026, the Company had reserved sufficient shares of common stock, with a par value of $0.00001 per share, for issuance upon exercise of outstanding stock options. Each share of common stock is
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entitled to one vote. The holders of shares of common stock are also entitled to receive dividends whenever funds are legally available and when declared by the board of directors.
At-the-Market Equity Offering Program
In June 2026, the Company entered into a Sales Agreement (the "Sales Agreement") with TD Securities (USA) LLC, as sales agent, pursuant to which the Company may offer and sell, from time to time, shares of its common stock having an aggregate offering price of up to $200.0 million through an at-the-market equity offering program (the "ATM Program"). The Company will pay the Sales Agent a commission of up to 3.0 % of the gross proceeds from each sale of shares under the Sales Agreement. The Company is not obligated to sell any shares under the Sales Agreement.
The shares to be sold under the ATM Program are registered under the Company's automatic shelf registration statement on Form S-3ASR and related prospectus supplement, each filed with the SEC on June 18, 2026. The Form S-3ASR replaced the Company’s prior shelf registration statement and permits the Company to offer and sell, from time to time, common stock, preferred stock, debt securities, units and warrants in one or more offerings.
As of June 30, 2026, no shares had been sold under the ATM Program and the full $200.0 million capacity remained available.
15. Stock-based Compensation
Stock-based Compensation Expense
Total stock-based compensation expense recognized were as follows:
| Three months ended June 30, | Nine months ended June 30, | |||||||||||||||||||||||||
| (in thousands) | 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||||
| Cost of revenues | $ | $ | $ | $ | ||||||||||||||||||||||
| Research and development | ||||||||||||||||||||||||||
| Selling, general and administrative | ||||||||||||||||||||||||||
| Total stock-based compensation expense | $ | $ | $ | $ | ||||||||||||||||||||||
An immaterial amount of stock-based compensation expense was capitalized to property and equipment related to capitalized software development costs for the three and nine months ended June 30, 2026 and June 30, 2025.
Restricted Stock Units
A summary of the Company’s restricted stock unit activity excluding the performance-based restricted stock units during the nine months ended June 30, 2026 was as follows:
| (in thousands, except per share data) | Shares | Weighted average grant date fair value per share | ||||||||||||
| Nonvested shares at September 30, 2025 | $ | |||||||||||||
| Granted | ||||||||||||||
| Vested/Issued | ( | |||||||||||||
| Forfeited | ( | |||||||||||||
Nonvested shares at June 30, 2026 | $ | |||||||||||||
As of June 30, 2026, there was $85.9 million of total unrecognized compensation cost related to these awards that is expected to be recognized over a weighted average period of 2.8 years. The total grant date fair value of the restricted stock units excluding performance-based restricted units awarded during the nine months ended June 30, 2026 was $54.2 million.
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Performance-based Restricted Stock Units
During the nine months ended June 30, 2026, the Company granted additional performance-based restricted stock units to executives and employees that will vest upon achievement of multiple year revenues, gross margin, and profitability metrics as determined by the board of directors. Stock compensation expense for these awards is recorded over the vesting period based on the grant date fair value of the awards and probability of the achievement of specified performance targets. The grant date fair value is equal to the closing share price of the Company’s common stock on the date of grant. These awards vest from a minimum of 22 months to a maximum of 46 months service period following the grant date, provided that the recipient is a Company employee at the time of vesting and the performance targets applicable to each award are achieved. The percentage of these awards that vest will depend on the achievement of specified performance targets at the end of the performance period and can range from 0 % to 150 % of the number of units granted.
A summary of the Company’s performance-based restricted stock units activity during the nine months ended June 30, 2026 was as follows:
| (in thousands, except per share data) | Shares | Weighted average grant date fair value per share | ||||||||||||
| Nonvested shares at September 30, 2025 | $ | |||||||||||||
| Granted | ||||||||||||||
| Vested/Issued | ( | |||||||||||||
| Forfeited | ( | |||||||||||||
Nonvested shares at June 30, 2026 | $ | |||||||||||||
Stock-based compensation expense for performance-based restricted stock units is recorded over the requisite service period based on the grant date fair value and management's assessment of the probability that the specified performance conditions will be achieved. As of June 30, 2026, the unrecognized compensation costs related to these awards was $39.3 million based on the maximum achievement of the performance targets. The Company expects to recognize those costs over a weighted average period of 1.5 years. The total grant date fair value of performance-based restricted stock units awarded during the nine months ended June 30, 2026 was $26.5 million.
Options
A summary of the Company’s options including the performance-based stock options during the nine months ended June 30, 2026 was as follows:
| (in thousands, except per share and contractual term data) | Shares | Weighted average exercise price per share | Weighted average remaining contractual term (years) | Aggregate intrinsic value | ||||||||||||||||||||||
| Outstanding at September 30, 2025 | $ | $ | ||||||||||||||||||||||||
| Forfeited | ( | — | — | |||||||||||||||||||||||
| Exercised | ( | — | ||||||||||||||||||||||||
Outstanding at June 30, 2026 | $ | $ | ||||||||||||||||||||||||
Vested and exercisable at June 30, 2026 | $ | $ | ||||||||||||||||||||||||
2018 Employee Stock Purchase Plan
The number of shares of the Company's common stock reserved for issuance under the 2018 Employee Stock Purchase Plan ("ESPP") as of June 30, 2026 was as follows:
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| (in thousands) | Shares available | |||||||
As of September 30, 2025 | ||||||||
| Additional shares authorized | ||||||||
| Shares issued during the period | ( | |||||||
As of June 30, 2026 | ||||||||
16. Net (Loss) Income Per Share
The following table sets forth the computation of the Company’s basic and diluted net (loss) income per share:
| Three months ended June 30, | Nine months ended June 30, | |||||||||||||||||||||||||
| (in thousands, except per share data) | 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||||
| Numerator: | ||||||||||||||||||||||||||
| Net (loss) income, basic and diluted | $ | ( | $ | $ | ( | $ | ( | |||||||||||||||||||
| Denominator: | ||||||||||||||||||||||||||
| Weighted average shares used in computing net (loss) income per share, basic | ||||||||||||||||||||||||||
| Effect of dilutive securities: | ||||||||||||||||||||||||||
| Stock options | ||||||||||||||||||||||||||
| Restricted stock units | ||||||||||||||||||||||||||
| Performance-based restricted stock units | ||||||||||||||||||||||||||
| Employee stock purchase plan | ||||||||||||||||||||||||||
| Weighted average shares used in computing net (loss) income per share, diluted | ||||||||||||||||||||||||||
| Net (loss) income per share, basic | $ | ( | $ | $ | ( | $ | ( | |||||||||||||||||||
| Net (loss) income per share, diluted | $ | ( | $ | $ | ( | $ | ( | |||||||||||||||||||
The potentially dilutive common shares that were excluded from the calculation of diluted net (loss) income per share because their effect would have been antidilutive for the periods presented are as follows:
| Three months ended June 30, | Nine months ended June 30, | |||||||||||||||||||||||||
| (in thousands) | 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||||
| Shares subject to options (including performance options) to purchase common stock | ||||||||||||||||||||||||||
| Unvested restricted stock units and performance stock units | ||||||||||||||||||||||||||
| Shares subject to employee stock purchase plan | ||||||||||||||||||||||||||
| Total | ||||||||||||||||||||||||||
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17. Segment Information
The Company operates in one operating segment, which also represents one reportable segment with the Company’s Chief Executive Officer as the chief operating decision maker (CODM). The CODM reviews the Company’s operating results on a consolidated basis for purposes of allocating resources and evaluating financial performance. Specifically, the CODM evaluates the Company’s financial performance and decides how to allocate resources based on consolidated net (loss) income, which enables the CODM to assess both the overall level of resources available and optimize distribution of resources across functions, product lines, regions and research and development programs in line with our long-term corporate-wide strategic goals. The CODM also reviews disaggregated revenues by product line, geographic regions, and industry (see Note 3, Revenues).
The following table presents entity-wide significant expense categories and net (loss) income details provided to the CODM:
| Three months ended June 30, | Nine months ended June 30, | |||||||||||||||||||||||||
| (in thousands) | 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||||
| Revenues | $ | $ | $ | $ | ||||||||||||||||||||||
| Costs and expenses: | ||||||||||||||||||||||||||
Cost of revenues[1] | $ | $ | $ | $ | ||||||||||||||||||||||
Research and development expenses[1] | ||||||||||||||||||||||||||
Selling, general and administrative expenses[1] | ||||||||||||||||||||||||||
| Litigation settlement costs, net of recoveries | ||||||||||||||||||||||||||
| Depreciation and amortization | ||||||||||||||||||||||||||
| Stock-based compensation expense | ||||||||||||||||||||||||||
| Total costs and expenses | $ | $ | $ | $ | ||||||||||||||||||||||
| Loss from operations | $ | ( | $ | ( | $ | ( | $ | ( | ||||||||||||||||||
| Gain on sale of business | $ | $ | $ | $ | ||||||||||||||||||||||
| Interest income | $ | $ | $ | $ | ||||||||||||||||||||||
| Other income (expense), net | ( | ( | ||||||||||||||||||||||||
| (Loss) income before income taxes | $ | ( | $ | $ | ( | $ | ( | |||||||||||||||||||
| Income tax expense | ( | ( | ( | ( | ||||||||||||||||||||||
| Net (loss) income | $ | ( | $ | $ | ( | $ | ( | |||||||||||||||||||
[1] Excludes depreciation and amortization and stock-based compensation expense
Asset information is not regularly provided to the CODM for assessing performance and allocating resources other than consolidated cash and cash equivalents and short-term investments, which can be found on our Condensed Consolidated Balance Sheets.
* * * * *
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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
You should read the following discussion and analysis of our financial condition and results of operations together with the unaudited condensed consolidated financial statements and related notes that are included elsewhere in this Form 10-Q and our Annual Report on Form 10-K. This discussion contains forward-looking statements based upon current plans, expectations and beliefs that involve risks and uncertainties. Our actual results may differ materially from those anticipated in these forward-looking statements as a result of various factors, including, but not limited to, those discussed in the section entitled “Risk Factors” and elsewhere in this Form 10-Q. In preparing this MD&A, we presume that readers have access to and have read the MD&A in our Annual Report on Form 10-K, pursuant to Instruction 2 to paragraph (b) of Item 303 of Regulation S-K.
Overview
We provide customizable solutions across the biological continuum that enable scientific discovery and development across therapeutics, diagnostics, and other high-growth markets. Our proprietary silicon-based platform delivers precision, scale, and speed, supporting consistent, high-quality performance across a broad range of applications.
At the core of our platform is a differentiated method of manufacturing synthetic DNA by “writing” DNA on a silicon chip. By integrating proprietary hardware, software, and scalable infrastructure, including our e-commerce platform, we achieve high levels of precision, automation, and throughput at a lower cost relative to legacy methods.
We have extended this platform beyond DNA synthesis to offer an integrated portfolio that includes synthetic genes, next-generation sequencing, or NGS, applications, sample preparation tools, antibody libraries, and biologics discovery services. These solutions are designed to improve research efficiency, accelerate development timelines, and deliver reproducible, high-quality data. Leveraging the same platform, we also manufacture synthetic RNA, express antibody proteins, perform characterization assays and deliver data to customers and partners.
Our solutions support a wide range of applications, including traditional and AI-enabled therapeutics discovery, diagnostic development, industrial and applied research, agricultural biotechnology, and academic research. By increasing efficiency and scalability in research and development, we support efforts to improve human health and sustainability.
We serve more than 3,800 customers annually across therapeutics, diagnostics, industrial and applied markets, academia, government, and global supply partners. Our multi-channel commercial strategy includes direct sales teams aligned to key markets and an e-commerce platform that enables customers to design, validate, and order customized products on demand, with real-time pricing and order tracking.
We generate revenues primarily from DNA synthesis and protein solutions and NGS applications. As we have expanded from DNA fragments to genes, sample preparation, protein expression, and biologics discovery, the integration of our offerings has strengthened. Beginning in fiscal 2026, we combined synthetic biology tools and biopharma services into a single category, DNA synthesis and protein solutions, and renamed NGS tools to NGS applications to reflect their role in sequencing workflows.
In February 2026, we entered into a license agreement with Invenra Inc. for its proprietary B-Body bispecific antibody discovery platform and simultaneously acquired a 6.24% ownership interest on a fully-diluted basis in Invenra through the purchase of Series B Preferred Stock. Together, these transactions represent a total commitment of $33.8 million, settled through a combination of cash and common stock.
Since our inception, we have incurred net losses each year. Our net loss for the three and nine months ended June 30, 2026 was $35.1 million and $109.6 million, respectively. As of June 30, 2026, we have an accumulated net deficit of $1,429.2 million and cash, cash equivalents and short-term investments of $166.8 million. Our ability to generate product revenues sufficient to achieve profitability will depend heavily on the success of our existing products and the development and commercialization of additional products in the therapeutics, diagnostics, industry and applied, academic research and government, and global supply partners industries as well as leveraging our investment in our manufacturing infrastructure.
In June 2026, we established an at-the-market equity offering program (the "ATM Program") under a Sales Agreement with TD Securities (USA) LLC, as sales agent, pursuant to which we may offer and sell shares of
27
our common stock having an aggregate offering price of up to $200.0 million from time to time. We are under no obligation to sell any shares under the ATM Program. As of June 30, 2026, no shares had been sold and the full $200.0 million of capacity remained available.
Financial highlights compared to the same periods in the prior fiscal year:
•For the three and nine months ended June 30, 2026, revenues increased 23.2% to $118.4 million and 20% to $332.8 million, respectively, driven by strong performance in DNA synthesis and protein solutions and NGS applications.
•For the three months ended June 30, 2026, gross margin decreased to 52.8% from 53.4% for the same period in the prior year primarily due to customer mix. For the nine months ended June 30, 2026, gross margin increased to 52.1% from 50.5% in the prior year period, primarily due to higher revenues and cost savings realized through continuous process improvement initiatives partially offset by investments for capacity expansion and automation.
•For the three and nine months ended June 30, 2026, loss from operations increased 20.5% to $36.3 million and 8.2% to $115.0 million, respectively, primarily due to an increase in selling, general and administrative expenses and litigation settlement costs, net of recoveries, offset by increases in both revenues and gross profit and a decrease in research and development expenses.
•For the nine months ended June 30, 2026, net cash used in operating activities increased 15.2% to $41.3 million from $35.8 million.
Results of Operations
Comparison of the Three and Nine Months Ended June 30, 2026 and 2025
Revenues
| Three months ended June 30, | Nine months ended June 30, | |||||||||||||||||||||||||||||||||||||||||||||||||
| (in thousands, except percentages) | 2026 | 2025 | Change | % | 2026 | 2025 | Change | % | ||||||||||||||||||||||||||||||||||||||||||
| Revenues | $ | 118,376 | $ | 96,057 | $ | 22,319 | 23 | % | $ | 332,789 | $ | 277,563 | $ | 55,226 | 20 | % | ||||||||||||||||||||||||||||||||||
Revenues by Geography
We have one reportable segment from the manufacturing of DNA synthesis and protein solutions and NGS applications products. The following table shows our revenues by geography, based on our customers’ shipping addresses. Americas consists of United States, Canada, Mexico and South America; EMEA consists of Europe, Middle East and Africa; and APAC primarily consists of Japan, China, South Korea, India, Singapore, Malaysia, Australia, New Zealand, Thailand and Taiwan.
| Three months ended June 30, | Nine months ended June 30, | |||||||||||||||||||||||||||||||||||||||||||||||||
| (in thousands, except percentages) | 2026 | % | 2025 | % | 2026 | % | 2025 | % | ||||||||||||||||||||||||||||||||||||||||||
| Americas | $ | 77,259 | 65 | % | $ | 59,387 | 62 | % | $ | 199,947 | 60 | % | $ | 168,285 | 61 | % | ||||||||||||||||||||||||||||||||||
| EMEA | 33,622 | 28 | % | 30,742 | 32 | % | 109,334 | 33 | % | 89,688 | 32 | % | ||||||||||||||||||||||||||||||||||||||
| APAC | 7,495 | 7 | % | 5,928 | 6 | % | 23,508 | 7 | % | 19,590 | 7 | % | ||||||||||||||||||||||||||||||||||||||
| Total revenues | $ | 118,376 | 100 | % | $ | 96,057 | 100 | % | $ | 332,789 | 100 | % | $ | 277,563 | 100 | % | ||||||||||||||||||||||||||||||||||
Revenues by Products
We historically reported our revenues by the following products: synthetic genes, oligo pools and DNA libraries (collectively, synthetic biology), antibody discovery, and NGS tools. Beginning in fiscal 2026, we combined revenues from synthetic genes, oligo pools, DNA libraries, and biopharma services for antibody discovery into DNA synthesis and protein solutions. We also changed the name of NGS tools to NGS applications, as these
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products and services facilitate DNA reading and sequencing workflows. The table below summarizes revenues by the new products:
| Three months ended June 30, | Nine months ended June 30, | |||||||||||||||||||||||||||||||||||||||||||||||||
| (in thousands, except percentages) | 2026 | % | 2025 | % | 2026 | % | 2025 | % | ||||||||||||||||||||||||||||||||||||||||||
| DNA synthesis and protein solutions | 56,571 | 48 | % | 40,773 | 43 | % | 160,905 | 48 | % | 122,491 | 44 | % | ||||||||||||||||||||||||||||||||||||||
| NGS applications | 61,805 | 52 | % | 55,284 | 57 | % | 171,884 | 52 | % | 155,072 | 56 | % | ||||||||||||||||||||||||||||||||||||||
| Total revenues | $ | 118,376 | 100 | % | $ | 96,057 | 100 | % | $ | 332,789 | 100 | % | $ | 277,563 | 100 | % | ||||||||||||||||||||||||||||||||||
Revenues by Industry
We historically reported revenues by industrial chemicals/materials, academic research, healthcare, and food/agriculture. Beginning in fiscal 2026, we disclose revenues by therapeutics, diagnostics, industry and applied, academic research and government, and global supply partners. These updated categories better align with our operations and increase clarity around our key customer groups. The table below summarizes revenues by industry:
| Three months ended June 30, | Nine months ended June 30, | |||||||||||||||||||||||||||||||||||||||||||||||||
| (in thousands, except percentages) | 2026 | % | 2025 | % | 2026 | % | 2025 | % | ||||||||||||||||||||||||||||||||||||||||||
| Therapeutics | $ | 40,413 | 34 | % | $ | 27,048 | 28 | % | $ | 118,404 | 36 | % | $ | 80,070 | 29 | % | ||||||||||||||||||||||||||||||||||
| Diagnostics | 43,843 | 37 | % | 38,134 | 40 | % | 119,118 | 36 | % | 108,647 | 39 | % | ||||||||||||||||||||||||||||||||||||||
| Industry and applied | 5,749 | 5 | % | 6,105 | 6 | % | 17,667 | 5 | % | 18,676 | 7 | % | ||||||||||||||||||||||||||||||||||||||
| Academic research and government | 15,512 | 13 | % | 11,724 | 12 | % | 40,545 | 12 | % | 36,589 | 13 | % | ||||||||||||||||||||||||||||||||||||||
| Global supply partners | 12,859 | 11 | % | 13,046 | 14 | % | 37,055 | 11 | % | 33,581 | 12 | % | ||||||||||||||||||||||||||||||||||||||
| Total revenues | $ | 118,376 | 100 | % | $ | 96,057 | 100 | % | $ | 332,789 | 100 | % | $ | 277,563 | 100 | % | ||||||||||||||||||||||||||||||||||
Product Shipments
The table below summarizes product shipments:
| Three months ended June 30, | Nine months ended June 30, | |||||||||||||||||||||||||
| (in thousands) | 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||||
| Number of genes shipped | 369 | 237 | 940 | 669 | ||||||||||||||||||||||
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The number of customers who purchased products from us was approximately 2,664 and 2,484 customers for the three months ended June 30, 2026 and June 30, 2025, respectively.
Revenues increased 23% to $118.4 million for the three months ended June 30, 2026, as compared to $96.1 million for the three months ended June 30, 2025. The increase in revenues primarily reflects growth in DNA synthesis and protein solutions revenues of 39% and growth in NGS applications revenues of 12%, both of which are primarily attributable to higher sales to our customers in therapeutics, diagnostics, academic research and government industries, as well as an increase in the number of customers. The number of genes shipped in the three months ended June 30, 2026, increased to approximately 369,000 genes, compared to approximately 237,000 genes in the three months ended June 30, 2025, an increase of 56%.
Revenues increased 20% to $332.8 million for the nine months ended June 30, 2026, as compared to $277.6 million for the nine months ended June 30, 2025. The increase in revenues primarily reflects growth in DNA synthesis and protein solutions revenues of 31% and growth in NGS applications revenues of 11%, both of which are primarily attributable to higher sales to our customers in therapeutics, diagnostics, academic research and government and global supply partners industries, as well as an increase in the number of customers. The number of genes shipped in the nine months ended June 30, 2026, increased to approximately 940,000 genes, compared to approximately 669,000 genes in the nine months ended June 30, 2025, an increase of 41%.
Cost of Revenues
| Three months ended June 30, | Nine months ended June 30, | |||||||||||||||||||||||||||||||||||||||||||||||||
| (in thousands, except percentages) | 2026 | 2025 | Change | % | 2026 | 2025 | Change | % | ||||||||||||||||||||||||||||||||||||||||||
| Cost of revenues | $ | 55,922 | $ | 44,760 | $ | 11,162 | 25 | % | $ | 159,241 | $ | 137,398 | $ | 21,843 | 16 | % | ||||||||||||||||||||||||||||||||||
| Gross profit | $ | 62,454 | $ | 51,297 | $ | 11,157 | 22 | % | $ | 173,548 | $ | 140,165 | $ | 33,383 | 24 | % | ||||||||||||||||||||||||||||||||||
| Gross margin | 52.8 | % | 53.4 | % | (0.6) | % | 52.1 | % | 50.5 | % | 1.6 | % | ||||||||||||||||||||||||||||||||||||||
Cost of revenues increased 25% to $55.9 million for the three months ended June 30, 2026, as compared to $44.8 million for the three months ended June 30, 2025. The increase was primarily attributable to an increase in material costs of $8.5 million driven by increased sales, a $0.9 million increase in laboratory supplies, a $0.7 million increase in personnel costs and a $0.5 million increase in depreciation and amortization. Gross margin decreased 0.6 percentage points to 52.8% for the three months ended June 30, 2026, as compared to 53.4% in the same period of the prior year primarily due to customer mix.
Cost of revenues increased 16% to $159.2 million for the nine months ended June 30, 2026, as compared to $137.4 million for the nine months ended June 30, 2025. The increase was primarily attributable to an increase in material costs of $17.5 million driven by increased sales and a $2.8 million increase in personnel costs. Gross margin increased 1.6 percentage points to 52.1% for the nine months ended June 30, 2026, as compared to 50.5% in the same period of the prior year, mainly due to an increase in revenues and cost savings through continuous process improvement initiatives partially offset by investment in capacity expansion.
Research and Development Expenses
| Three months ended June 30, | Nine months ended June 30, | |||||||||||||||||||||||||||||||||||||||||||||||||
| (in thousands, except percentages) | 2026 | 2025 | Change | % | 2026 | 2025 | Change | % | ||||||||||||||||||||||||||||||||||||||||||
| Research and development | $ | 18,025 | $ | 18,047 | $ | (22) | — | % | $ | 54,850 | $ | 63,271 | $ | (8,421) | (13) | % | ||||||||||||||||||||||||||||||||||
| % of Revenues | 15 | % | 19 | % | 16 | % | 23 | % | ||||||||||||||||||||||||||||||||||||||||||
Research and development expenses for the three months ended June 30, 2026 were relatively consistent with the prior year period, as decreases in professional services of $2.3 million and IT services of $0.5 million were largely offset by increases in personnel-related costs of $2.3 million, which included stock-based compensation of $0.8 million, and lab supplies of $0.4 million.
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Research and development expenses decreased 13% to $54.8 million for the nine months ended June 30, 2026, as compared to $63.3 million for the nine months ended June 30, 2025. The decrease was primarily driven by a $4.3 million decrease in professional services costs, a $2.3 million decrease in personnel costs, which included a $1.8 million decrease in stock-based compensation expenses, and a $1.6 million decrease in facilities costs and depreciation and amortization. These decreases are largely attributable to the sale of our DNA data storage business in fiscal year 2025.
Selling, General and Administrative Expenses
| Three months ended June 30, | Nine months ended June 30, | |||||||||||||||||||||||||||||||||||||||||||||||||
| (in thousands, except percentages) | 2026 | 2025 | Change | % | 2026 | 2025 | Change | % | ||||||||||||||||||||||||||||||||||||||||||
| Selling, general and administrative | $ | 80,709 | $ | 63,370 | $ | 17,339 | 27 | % | $ | 226,536 | $ | 183,219 | $ | 43,317 | 24 | % | ||||||||||||||||||||||||||||||||||
| % of Revenues | 68 | % | 66 | % | 68 | % | 66 | % | ||||||||||||||||||||||||||||||||||||||||||
Selling, general and administrative expenses increased 27% to $80.7 million for the three months ended June 30, 2026, as compared to $63.4 million for the three months ended June 30, 2025. The increase was primarily attributable to a $10.6 million increase in personnel costs, which include a $1.9 million increase in stock-based compensation expense, a $2.6 million increase in professional services costs, a $1.9 million increase in IT services costs, a $0.9 million increase in marketing costs, and a $1.0 million increase in other costs. The increase in selling, general and administrative expenses reflects headcount additions and investments in our commercial organization and corporate infrastructure to support the continued growth of the business.
Selling, general and administrative expenses increased 24% to $226.5 million for the nine months ended June 30, 2026, as compared to $183.2 million for the nine months ended June 30, 2025. The increase was primarily attributable to a $26.5 million increase in personnel costs, which included a $4.7 million increase in stock-based compensation expense, and a $6.9 million increase in IT services, a $3.2 million increase in marketing costs, a $0.8 million increase in professional services costs and a $5.6 million increase in other costs. The increase in selling, general and administrative expenses reflects headcount additions and investments in our commercial organization and corporate infrastructure to support the continued growth of the business.
We expect selling, general and administrative expense to moderate in the fourth quarter of fiscal 2026 resulting from a number of cost saving initiatives.
Litigation settlement costs, net of recoveries
| Three months ended June 30, | Nine months ended June 30, | |||||||||||||||||||||||||||||||||||||||||||||||||
| (in thousands, except percentages) | 2026 | 2025 | Change | % | 2026 | 2025 | Change | % | ||||||||||||||||||||||||||||||||||||||||||
| Litigation settlement costs, net of recoveries | $ | — | $ | — | $ | — | — | % | $ | 7,205 | $ | — | $ | 7,205 | NA | |||||||||||||||||||||||||||||||||||
We recorded litigation settlement costs, net of recoveries of $7.2 million for the nine months ended June 30, 2026.
Gain on sale of business
| Three months ended June 30, | Nine months ended June 30, | |||||||||||||||||||||||||||||||||||||||||||||||||
| (in thousands, except percentages) | 2026 | 2025 | Change | % | 2026 | 2025 | Change | % | ||||||||||||||||||||||||||||||||||||||||||
Gain on sale of business | $ | — | $ | 48,847 | $ | (48,847) | (100) | % | $ | — | $ | 48,847 | $ | (48,847) | (100) | % | ||||||||||||||||||||||||||||||||||
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We recognized gain on sale of business of $48.8 million related to the sale of our DNA digital data storage business during three and nine months ended June 30, 2025.
Interest and Other Income (Expense), net
| Three months ended June 30, | Nine months ended June 30, | |||||||||||||||||||||||||||||||||||||||||||||||||
| (in thousands, except percentages) | 2026 | 2025 | Change | % | 2026 | 2025 | Change | % | ||||||||||||||||||||||||||||||||||||||||||
| Interest income | $ | 1,500 | $ | 2,690 | $ | (1,190) | (44) | % | $ | 5,385 | $ | 8,731 | $ | (3,346) | (38) | % | ||||||||||||||||||||||||||||||||||
| Other income (expense), net | 40 | (836) | 876 | (105) | % | 686 | (1,323) | 2,009 | (152) | % | ||||||||||||||||||||||||||||||||||||||||
| Total interest and other income (expense), net | $ | 1,540 | $ | 1,854 | $ | (314) | (17) | % | $ | 6,071 | $ | 7,408 | $ | (1,337) | (18) | % | ||||||||||||||||||||||||||||||||||
Interest income decreased 44% to $1.5 million for the three months ended June 30, 2026, as compared to $2.7 million for the three months ended June 30, 2025, due to lower cash equivalents and short-term investments balances and lower interest rates.
Interest income decreased 38% to $5.4 million for the nine months ended June 30, 2026, as compared to $8.7 million for the nine months ended June 30, 2025, due to lower cash equivalents and short-term investments balances and lower interest rates.
Income Tax Expense
| Three months ended June 30, | Nine months ended June 30, | |||||||||||||||||||||||||||||||||||||||||||||||||
| (in thousands, except percentages) | 2026 | 2025 | Change | % | 2026 | 2025 | Change | % | ||||||||||||||||||||||||||||||||||||||||||
| Income tax expense | $ | (311) | $ | (191) | $ | (120) | 63 | % | $ | (607) | $ | (462) | $ | (145) | 31 | % | ||||||||||||||||||||||||||||||||||
We recorded an income tax provision of $0.3 million and $0.2 million for the three months ended June 30, 2026 and June 30, 2025, respectively. We recorded an income tax provision of $0.6 million and $0.5 million for the nine months ended June 30, 2026 and June 30, 2025, respectively.
Liquidity and Capital Resources
Liquidity
As of June 30, 2026, we had a balance of $117.4 million of cash and cash equivalents and $49.4 million in short-term investments. We have incurred losses and negative cash flows from operations since our inception, and as of June 30, 2026, we had an accumulated deficit of $1,429.2 million.
Since our inception, we have financed our operations and capital expenditures principally through public equity raises, private placements of our convertible preferred stock, borrowings from credit facilities, proceeds from the royalty purchase agreement, sale of DNA data storage assets and revenues from our commercial operations.
Based on our current business plan, we believe our current cash, cash equivalents and short-term investments and anticipated cash flow from operations will be sufficient to meet our anticipated cash requirements for more than 12 months from the date of this Quarterly Report on Form 10-Q. However, if we need to obtain additional financing to fund operations beyond this period, there can be no assurance that we will be successful in raising additional financing on terms that are acceptable to us.
Capital Requirements and Allocation
Our primary uses of capital are, and we expect will continue to be for the near future, compensation and related expenses, manufacturing costs, laboratory and related supplies, legal and other regulatory expenses and
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general overhead costs, including facilities costs and capital expenditures. We had $12.2 million in commitments for capital expenditures as of June 30, 2026.
Our future capital requirements will depend on many factors including our revenue growth rate, research and development efforts, investments in or acquisitions of complementary or enhancing technologies or businesses, the timing and extent of additional capital expenditures to invest in existing and new facilities, the expansion of sales and marketing and international activities, legal costs associated with defending and enforcing intellectual property rights and the introduction of new products and new versions of existing products.
We take a long-term view in growing and scaling our business and we regularly review acquisition and investment opportunities, and we may in the future enter into arrangements to acquire or invest in businesses, services and technologies, including intellectual property rights, and any such acquisitions or investments could significantly increase our capital needs. We regularly review opportunities that meet our long-term growth objectives.
Cash in excess of immediate requirements is invested in accordance with our investment policy, primarily with a view to providing liquidity while ensuring capital preservation.
Our contractual obligations have not materially changed from those reported in our Annual Report on Form 10-K except for lease commitments. As of June 30, 2026, our operating lease liability was $93.6 million. See Note 10, Leases of the notes to our condensed consolidated financial statements included elsewhere in this Form 10-Q for information on our operating lease commitments.
On November 13, 2025, we entered into a lease amendment for our facilities in South San Francisco, California. This amendment increases the leased premises by approximately 33,000 square feet in order to consolidate other offices in South San Francisco into a single location and extends the termination date of the lease until June 30, 2036. The lease for the additional space is expected to commence on September 1, 2026. As the lease term for the additional space has not yet commenced, we have not yet recorded a right-of-use asset and a corresponding operating lease liability nor have we recognized rent expense for the additional space. These will be recognized on the commencement date of the additional space. We expect future cash commitments related to this lease of the additional space to total $11.6 million through June 30, 2036.
Invenra License Agreement and Investment in Equity Securities
In February 2026, we entered into a co-exclusive license agreement with Invenra Inc. ("Invenra") for its proprietary B-Body bispecific antibody discovery platform and simultaneously acquired a 6.24% ownership interest in Invenra through the purchase of Series B Preferred Stock. Together, these transactions represent a total commitment of $33.8 million, settled through a combination of cash and our common stock. Under the terms of the license agreement, we will also pay royalties to Invenra based on gross sales received from third-party license sales.
The license was acquired for total consideration of $20.0 million, of which $5.0 million was paid in cash at closing, $10.0 million settled through the issuance of common stock at closing, and $5.0 million in common stock remains contingently issuable upon the successful completion of technology transfer. The equity investment was acquired for $13.8 million, settled entirely through the issuance of common stock, comprising $10.0 million issued at initial closing and $3.8 million issued in a subsequent closing on April 7, 2026.
Of the total $33.8 million commitment, $5.0 million represented an outflow of cash, with the remaining $28.8 million was settled or to be settled through the issuance of the Company's common stock, thereby limiting the cash impact on liquidity. The contingent issuance of common stock, which is dependent on the completion of the technology transfer is recorded as accrued expenses and other current liabilities in the consolidated balance sheet as of June 30, 2026.
We filed a prospectus supplement under our prior shelf registration statement on Form S-3 to register the resale of up to 632,328 shares of common stock issued or issuable in connection with these transactions, which will not provide any proceeds to us and will have no material impact on our liquidity or capital resources.
See note 7, Investment in Equity Securities of the notes to our condensed consolidated financial statements included elsewhere in this Form 10-Q.
At-the-Market Equity Offering Program
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In June 2026, we entered into a Sales Agreement (the "Sales Agreement") with TD Securities (USA) LLC, as sales agent, pursuant to which we may offer and sell, from time to time, shares of its common stock having an aggregate offering price of up to $200.0 million through the ATM Program. We will pay the Sales Agent a commission of up to 3.0% of the gross proceeds from each sale of shares under the Sales Agreement. We are not obligated to sell any shares under the Sales Agreement.
The shares to be sold under the ATM Program are registered under our automatic shelf registration statement on Form S-3ASR and related prospectus supplement, each filed with the SEC on June 18, 2026. The Form S-3ASR replaced our prior shelf registration statement and permits us to offer and sell, from time to time, common stock, preferred stock, debt securities, units and warrants in one or more offerings.
As of June 30, 2026, no shares had been sold under the ATM Program and the full $200.0 million capacity remained available.
Cash Flows
The following table summarizes our sources and uses of cash and cash equivalents:
| Nine months ended June 30, | ||||||||||||||||||||||||||
| (in thousands) | 2026 | 2025 | ||||||||||||||||||||||||
| Net cash used in operating activities | $ | (41,258) | $ | (35,814) | ||||||||||||||||||||||
| Net cash provided by (used in) investing activities | (32,837) | (12,359) | ||||||||||||||||||||||||
| Net cash provided by financing activities | 8,223 | 22,966 | ||||||||||||||||||||||||
Operating Activities
Net cash used in operating activities was $41.3 million during the nine months ended June 30, 2026. This primarily consisted of a net loss of $109.6 million, adjusted for non-cash items of $69.1 million, primarily stock-based compensation expense of $50.4 million and depreciation and amortization of $19.4 million, and a net cash outflow from changes in operating assets and liabilities of $0.8 million. The net cash outflow from changes in operating assets and liabilities was primarily due to increases in prepaid expenses and other current assets of $19.0 million, primarily driven by insurance receivable for litigation settlement costs, accounts receivable of $8.5 million due to the increase in revenues and the timing of collections, and inventories of $6.9 million to support anticipated demand, substantially offset by increases in accrued expenses and other liabilities of $25.7 million, primarily related to litigation accruals, indirect taxes payable and timing of payments to vendors, accounts payable of $4.6 million and accrued compensation of $3.6 million due to the timing of payments to vendors and employees.
Net cash used in operating activities was $35.8 million during the nine months ended June 30, 2025. This consisted primarily a net loss of $50.5 million adjusted for non-cash items of $20.3 million, primarily stock-based compensation expense of $48.4 million and depreciation and amortization expense of $18.8 million, partially offset by a gain on sale of business of $48.8 million and a net cash outflow from operating assets and liabilities of $5.6 million. The net cash outflow from changes in operating assets and liabilities was primarily due to an increase in accounts receivable of $15.2 million due to increased revenues and the timing of collections, increases in inventories of $1.9 million and prepaid expenses and other current assets of $1.8 million and a decrease in accrued compensation of $4.7 million, partially offset by increases in accounts payable of $9.6 million and accrued expenses and other liabilities of $8.9 million due to the timing of payments to vendors and employees.
Investing Activities
Net cash used in investing activities was $32.8 million during the nine months ended June 30, 2026, which primarily consisted of purchases of property and equipment of $27.6 million and cash paid for an asset acquisition of $5.0 million. Purchases of investments of $38.5 million were substantially offset by proceeds from maturities of investments of $38.4 million.
Net cash used in investing activities was $12.4 million during the nine months ended June 30, 2025, which consisted of purchases of property and equipment of $15.6 million, partially offset by proceeds from the sale of
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our data storage business of $2.5 million and the net impact of purchases and maturity of investments of $0.7 million.
Financing Activities
Net cash provided by financing activities was $8.2 million during the nine months ended June 30, 2026, which primarily consisted of $5.9 million of proceeds from the exercise of stock options and $2.4 million of proceeds from the issuance of common stock under the employee stock purchase plan.
Net cash provided by financing activities was $23.0 million during the nine months ended June 30, 2025, which consisted of $15.0 million of proceeds from the Royalty Purchase Agreement with XOMA (US) LLC related to the sale of future revenue, $5.6 million of proceeds from the exercise of stock options and $2.4 million of proceeds from the issuance of common stock under the employee stock purchase plan.
Critical Accounting Policies and Significant Management Estimates
The preparation of our Condensed Consolidated Financial Statements in accordance with generally accepted accounting principles in the United States of America requires management to make estimates and judgments that affect the reported amounts in the financial statements and related disclosures. On an ongoing basis, we evaluate our significant accounting policies and estimates. We base our estimates on historical experience and on various market-specific and other relevant assumptions that we believe to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Estimates are assessed each period and updated to reflect current information. Actual results may differ significantly from these estimates. A summary of our critical accounting policies and estimates is presented in Part II, Item 7 of our Annual Report on Form 10-K. There were no changes to our critical accounting policies and estimates during the nine months ended June 30, 2026.
Recently Issued Accounting Pronouncements
For a description of accounting changes and recently issued accounting pronouncements, including the expected dates of adoption and estimated effects, if any, on our condensed consolidated financial statements, see Note 2, “Summary of Significant Accounting Policies” in Item 1 of Part I of this Form 10-Q.
Item 3. Quantitative and Qualitative Disclosures About Market Risk
Information about our market risk is presented in Part II, Item 7A “Quantitative and Qualitative Disclosures about Market Risk” of our Annual Report on Form 10-K. Our exposure to market risk has not changed materially since September 30, 2025.
Item 4. Controls and Procedures
Evaluation of Disclosure Controls and Procedures
Under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, we evaluated the effectiveness of our disclosure controls and procedures (as that term is defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of June 30, 2026, which is the end of the period covered by this Form 10-Q. Based on this evaluation, the Chief Executive Officer and Chief Financial Officer concluded that the Company’s disclosure controls and procedures to ensure that information required to be disclosed by the Company in reports we file or submit under the Exchange Act is (i) recorded, processed, summarized, evaluated and reported, as applicable, within the time periods specified in the SEC’s rules and forms and (ii) accumulated and communicated to the Company’s management, including the Company’s Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosures were effective as of June 30, 2026.
Changes in Internal Control over Financial Reporting
There were no changes in our internal control over financial reporting identified in connection with the evaluation required by Rule 13a-15(d) and 15d-15(d) of the Exchange Act that occurred during the quarter ended June 30, 2026, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
Limitations on Effectiveness of Controls and Procedures
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Our disclosure controls and procedures are designed to provide reasonable assurance of achieving their objectives, as specified above. Our management recognizes that any control system, no matter how well designed and operated, is based upon certain judgments and assumptions and cannot provide absolute assurance that its objectives will be met.
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
For a description of material pending legal proceedings, see Note 11 “Commitments and Contingencies - Legal Proceedings” of the Notes to Condensed Consolidated Financial Statements included in Part I, Item 1 of this Form 10-Q. In addition, we are subject to various legal proceedings and claims arising in the ordinary course of business. Although occasional adverse decisions or settlements may occur, management believes that the final disposition of such matters will not have a material adverse effect on our business, financial position, results of operations or cash flows.
Item 1A. Risk Factors
In addition to the other information set forth in this Quarterly Report on Form 10-Q, you should carefully consider the risk factors and other cautionary statements described under the heading “Item 1A. Risk Factors” included in our Annual Report on Form 10-K filed with the SEC on November 17, 2025, which could materially affect our business, financial condition or future results. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially and adversely affect our business, financial condition or future results. There have been no material changes in our risk factors from those described in our Annual Report on Form 10-K. We may disclose changes to risk factors or additional risk factors from time to time in our future filings with the SEC.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
Sales of Unregistered Securities
None.
Item 3. Defaults Upon Senior Securities
None.
Item 4. Mine Safety Disclosures
Not applicable.
Item 5. Other Information
On May 8, 2026 , Robert Chess , a member of the Company's board of directors , adopted a trading plan intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act (a “10b5-1 Plan”). Mr. Chess' 10b5-1 Plan provides for the potential sale of up to 18,417 shares of the Company’s common stock and will expire on the earlier of August 6, 2027 or the date when all shares under Mr. Chess' 10b5-1 Plan are sold.
On May 18, 2026 , Patrick Finn , the Company's President and Chief Operating Officer , adopted a 10b5-1 Plan. Mr. Finn's 10b5-1 Plan provides for the potential sale of up to 78,355 shares of the Company’s common stock and will expire on the earlier of May 14, 2027 or the date when all shares under Mr. Finn's 10b5-1 Plan are sold.
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On June 15, 2026 , Emily Leproust , the Company's Chief Executive Officer , adopted a 10b5-1 Plan. Ms. Leproust's 10b5-1 Plan provides for the potential sale of up to approximately 624,134 shares of the Company’s common stock and will expire on the earlier of August 10, 2027 or the date when all shares under Ms. Leproust's 10b5-1 Plan are sold.
Other than as described above, during the three months ended June 30, 2026, none of our directors or officers (as defined in Rule 16a-1(f) under the Exchange Act) adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.
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Item 6. Exhibits
| Exhibit Number | Description | Filed / Furnished / Incorporated from Form | Incorporated by Reference from Exhibit Number | Date Filed | ||||||||||||||||
| 10.1 | S-3ASR | 1.2 | 6/18/2026 | |||||||||||||||||
| 31.1 | Filed herewith | |||||||||||||||||||
| 31.2 | Filed herewith | |||||||||||||||||||
| 32.1† | Furnished herewith | |||||||||||||||||||
| 32.2† | Furnished herewith | |||||||||||||||||||
| 101 | The following materials from Twist Bioscience Corporation’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2026, formatted in iXBRL (inline eXtensible Business Reporting Language): (i) the Condensed Consolidated Balance Sheets, (ii) the Condensed Consolidated Statements of Operations and Comprehensive Loss, (iii) the Condensed Consolidated Statements of Stockholders’ Equity, (iv) the Condensed Consolidated Statements of Cash Flows, and (v) Notes to Unaudited Condensed Consolidated Financial Statements, tagged as blocks of text. | Filed herewith | ||||||||||||||||||
| 104 | The cover page from the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2026, formatted in Inline XBRL (included in Exhibit 101). | Filed herewith | ||||||||||||||||||
| † | The certifications attached as Exhibits 32.1 and 32.2 that accompany this Quarterly Report on Form 10-Q are not deemed filed with the SEC and are not to be incorporated by reference into any filing of Twist Bioscience Corporation under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, whether made before or after the date of this Quarterly Report on Form 10-Q, regardless of any general incorporation language contained in any filing. | ||||
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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.
| August 3, 2026 | Twist Bioscience Corporation | |||||||
| By: | /s/ Adam Laponis | |||||||
| Adam Laponis | ||||||||
| Chief Financial Officer | ||||||||
| (Authorized officer) | ||||||||
39
Exhibit 31.1
Certification of Principal Executive Officer pursuant to
Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to
Section 302 of the Sarbanes-Oxley Act of 2002
I, Emily M. Leproust, certify that:
1.I have reviewed this Quarterly Report on Form 10-Q of Twist Bioscience Corporation for the quarter ended June 30, 2026;
2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
a.Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b.Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
c.Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
d.Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.
5.The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent functions):
a.All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
b.Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
| /s/ Emily M. Leproust | |||||
| Emily M. Leproust | |||||
| Chief Executive Officer | |||||
| (Principal Executive Officer) | |||||
Date: August 3, 2026
Exhibit 31.2
Certification of Principal Financial Officer pursuant to
Exchange Act Rules 13a-14(a) and 15d-14(a),
as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
I, Adam Laponis, certify that:
1.I have reviewed this Quarterly Report on Form 10-Q of Twist Bioscience Corporation for the quarter ended June 30, 2026;
2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
a.Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b.Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
c.Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
d.Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.
5.The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent functions):
a.All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
b.Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
| /s/ Adam Laponis | |||||
| Adam Laponis | |||||
| Chief Financial Officer | |||||
Date: August 3, 2026
Exhibit 32.1
CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER
PURSUANT TO 18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY
ACT OF 2002
In connection with this Quarterly Report of Twist Bioscience Corporation (the “Company”) on Form 10-Q for the quarterly period ended June 30, 2026, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Emily M. Leproust, Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to §906 of the Sarbanes-Oxley Act of 2002, that:
1.The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and
2.The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
Date: August 3, 2026
| /s/ Emily M. Leproust | |||||
| Emily M. Leproust | |||||
| Chief Executive Officer | |||||
| (Principal Executive Officer) | |||||
Exhibit 32.2
CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER
PURSUANT TO 18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY
ACT OF 2002
In connection with this Quarterly Report of Twist Bioscience Corporation (the “Company”) on Form 10-Q for the quarterly period ended June 30, 2026, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Adam Laponis, Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to §906 of the Sarbanes-Oxley Act of 2002, that:
1.The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and
2.The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
Date: August 3, 2026
| /s/ Adam Laponis | |||||
| Adam Laponis | |||||
| Chief Financial Officer | |||||