camp-20260331

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 March 31, 2026

☐ 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: 001-42365

_________________________________________________________________

CAMP4 Therapeutics Corporation

(Exact name of registrant as specified in its charter)

__________________________________________________________________


Delaware			81-1152476
(State or other jurisdiction of incorporation or organization)			(I.R.S. Employer Identification Number)

One Kendall Square

Building 1400 West, 3rd Floor

Cambridge, Massachusetts 02139

(Address of Principal Executive Offices)

(617) 651-8867

(Registrant’s telephone number)

__________________________________________________________________

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.

Large accelerated filer

☐

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 ☒

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

Title of Each Class

Trading symbol

Name of Exchange on which registered

Common stock, par value $0.0001 per share

CAMP

Nasdaq Global Market

As of May 6, 2026, there were 51,925,800 shares of the registrant’s common stock, par value $0.0001 per share, outstanding.


	March 31, 2026		December 31, 2025
Assets
Current assets:
Cash and cash equivalents	$	99,209	$	109,517
Restricted cash, current portion	730		1,346
Prepaid expenses and other current assets	2,258		3,232
Total current assets	102,197		114,095
Restricted cash, net of current portion	894		894
Property and equipment, net	1,927		2,339
Operating lease right-of-use assets	363		397
Other assets	76		83
Total assets	$	105,457	$	117,808
Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable	$	863	$	182
Accrued expenses and other current liabilities	4,302		5,659
Current portion of deferred revenue	11,075		9,387
Operating lease liabilities, current portion	384		286

Total current liabilities	16,624		15,514
Deferred revenue, net of current portion	5,215		8,113
Operating lease liabilities, net of current portion	1,738		1,688
Derivative tranche liability	50,948		44,760
Other long-term liabilities	30		29
Total liabilities	74,555		70,104
Commitments and contingencies (Note 4)
Stockholders’ equity:
Common stock, $0.0001 par value per share, 175,000,000 shares authorized as of March 31, 2026 and December 31, 2025, 51,925,800 and 51,902,614 shares issued and outstanding as of March 31, 2026 and December 31, 2025, respectively	6		6
Additional paid-in capital	341,383		339,854
Accumulated deficit	(310,487)		(292,156)
Total stockholders’ equity	30,902		47,704
Total liabilities and stockholders’ equity	$	105,457	$	117,808


	Three Months Ended March 31,
	2026		2025
Revenue:
Research and collaboration revenue	$	1,294	$	858
Operating Expenses:
Research and development	10,160		10,146
General and administrative	4,205		3,812

Total operating expenses	14,365		13,958
Loss from operations	(13,071)		(13,100)
Other (expense) income, net:
Interest income	910		588
Change in fair value of derivative tranche liability	(6,188)		—
Other income	18		79
Total other (expense) income, net	(5,260)		667
Net loss	$	(18,331)	$	(12,433)
Net loss per share attributable to common stockholders, basic and diluted	$	(0.32)	$	(0.62)
Weighted-average shares of common stock outstanding, basic and diluted	57,923,674		20,152,872

Net loss attributable to common stockholders	$	(18,331)	$	(12,433)
Other comprehensive income (loss)	—		—
Total comprehensive loss	$	(18,331)	$	(12,433)


	Common stock			Additional paid-in capital		Accumulated deficit		Total stockholders' equity
	Shares	Amount
Balance as of December 31, 2025	51,902,614	$	6	$	339,854	$	(292,156)	$	47,704
Issuance of common stock under employee stock purchase plan	15,562	—		18		—		18
Stock option exercises	7,624	—		39		—		39
Stock-based compensation expense	—	—		1,472		—		1,472
Net loss	—	—		—		(18,331)		(18,331)
Balance as of March 31, 2026	51,925,800	$	6	$	341,383	$	(310,487)	$	30,902


	Fair Value Measurements as of March 31, 2026
	Level 1		Level 2		Level 3		Total
Assets
Cash equivalents	$	91,832	$	—	$	—	$	91,832


	Fair Value Measurements as of December 31, 2025
	Level 1		Level 2		Level 3		Total
Assets
Cash equivalents	$	106,934	$	—	$	—	$	106,934


	March 31, 2026			December 31, 2025
Expected volatility	86.0		%	96.0		%
Risk-free interest rate	3.65		%	3.42		%
Expected term (in years)	0.53			1.03
Probability of achieving specified conditions	45.0		%	25.0		%
Share price	$	4.41		$	6.13


	March 31, 2026		December 31, 2025
Prepaid research and development	$	721	$	1,504
Software and subscriptions expense	506		402
Prepaid insurance costs	379		559
Prepaid lease costs	264		270
Unbilled receivable	—		155
Other	388		342
Total prepaid expenses and other current assets	$	2,258	$	3,232


	March 31, 2026		December 31, 2025
Leasehold improvements	$	4,518	$	4,518
Laboratory equipment	4,195		4,106
Computer and software	938		938
Furniture and fixtures	524		524
Construction in progress	13		—
Total property and equipment	10,188		10,086
Less: accumulated depreciation and amortization	(8,261)		(7,747)
Total property and equipment, net	$	1,927	$	2,339


	March 31, 2026		December 31, 2025
External R&D expenses	$	1,802	$	1,828
Employee compensation and benefits	945		2,642
Deferred lease incentive	842		—
Professional fees	539		1,073
Other	174		116
Total accrued expenses and other current liabilities	$	4,302	$	5,659


2026 (nine months remaining)	$	253
2027	706
2028	642
2029	392
2030	200
Total lease payments	2,193
Less: amount representing imputed interest	(71)
Total future minimum lease obligations	$	2,122


	2026		2025		Change ($)
Clinical and preclinical expenses	$	4,631	$	4,479	$	152
Personnel-related expenses	3,467		3,167		300
Facilities-related and overhead expense	1,434		1,446		(12)
Professional and consulting fees	384		834		(450)
Other expenses	244		220		24
Total R&D expenses	$	10,160	$	10,146	$	14


	2026		2025		Change ($)
Personnel-related expenses	$	2,408	$	2,019	$	389
Professional and consulting fees	1,087		768		319
Facilities-related and overhead expense	359		530		(171)
Other expenses	351		495		(144)
Total G&A expenses	$	4,205	$	3,812	$	393


	2026		2025
Net cash used in operating activities	$	(10,981)	$	(14,286)
Net cash used in investing activities	—		(279)
Net cash provided by (used in) financing activities	57		(151)
Net change in cash, cash equivalents, and restricted cash	$	(10,924)	$	(14,716)


Exhibit No.						Description
3.1						Fifth Amended and Restated Certificate of Incorporation of CAMP4 Therapeutics Corporation (incorporated by reference to Exhibit 3.1 to the Form 8-K filed on October 15, 2024, File No. 001-42365)

3.2						Amended and Restated Bylaws of CAMP4 Therapeutics Corporation (incorporated by reference to Exhibit 3.2 to the Form 8-K filed on October 15, 2024, File No. 001-42365)

10.1#						CAMP4 Therapeutics Corporation Amended and Restated Non-Employee Director Compensation Policy .

31.1†						Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

31.2†						Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

32.1†*						Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

32.2†*						Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

101.INS†						XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document

101.SCH†						XBRL Taxonomy Extension Schema Document

101.CAL†						XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF†						XBRL Taxonomy Extension Definition Linkbase Document

101.LAB†						XBRL Taxonomy Extension Label Linkbase Document

101.PRE†						XBRL Taxonomy Extension Presentation Linkbase Document

104†						Cover Page Interactive Data File (formatted in Inline XBRL and contained in Exhibit 101)


	Three months ended March 31, 2026
Expected volatility	84.69	%
Risk-free interest rate	3.87	%
Expected dividend yield	0	%
Expected term (in years)	6.07


			CAMP4 Therapeutics Corporation

			By:			/s/ Josh Mandel-Brehm
			Name:			Josh Mandel-Brehm
			Title:			President and Chief Executive Officer
						(Principal Executive Officer)


			By:			/s/ Kelly Gold
			Name:			Kelly Gold
			Title:			Chief Financial Officer
						(Principal Financial Officer and Principal Accounting Officer)

SEC Form 10-Q filed by CAMP4 Therapeutics Corporation