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TRAVERE THERAPEUTICS, INC. (TVTX)

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Business overview

BUSINESS Those statements in the following discussion that are not historical in nature should be considered forward-looking statements that are inherently uncertain. Actual results and the timing of the events may differ materially from those contained in these forward-looking statements due to a number of factors, including those discussed in the “Cautionary Statement Regarding Forward-Looking Statements” and “Risk Factors” set forth elsewhere in this Annual Report. Overview We are a biopharmaceutical company headquartered in San Diego, California, focused on identifying, developing and delivering life-changing therapies to people living with rare kidney and metabolic diseases. Our approach centers on advancing our innovative pipeline with multiple late-stage clinical programs targeting rare diseases with significant unmet medical needs.

In September 2024, the U.S. Food and Drug Administration ("FDA") granted full approval to our lead development program, FILSPARI (sparsentan), which is indicated to slow kidney function decline in adults with primary Immunoglobulin A nephropathy (" IgAN") who are at risk of disease progression. IgAN is a rare progressive kidney disease and the most common type of primary glomerulonephritis worldwide. FILSPARI had previously been granted accelerated approval for IgAN in February 2023 based on the surrogate marker of proteinuria. Full approval was based on positive long-term confirmatory results from the PROTECT Study demonstrating that FILSPARI significantly slowed kidney function decline over two years compared to irbesartan. Sparsentan is also in late-stage development for focal segmental glomerulosclerosis (" FSGS").

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FSGS is a rare kidney disease and leading cause of kidney failure with no approved treatment options. In February 2025, we announced that we had completed a Type C meeting with the FDA and in March 2025, we announced that we had submitted an sNDA to the FDA seeking traditional approval of FILSPARI for the treatment of FSGS. In May 2025, we announced that the FDA accepted the sNDA, assigned a PDUFA target action date of January 13, 2026, and initially indicated that it planned to hold an advisory committee meeting to discuss the application. In September 2025, following further review of the sNDA, the FDA informed us that an advisory committee meeting was no longer needed.

In January 2026, we announced that the FDA extended the review timeline for the sNDA, and the new PDUFA target action date is April 13, 2026. The extension followed the recent submission of responses requested by the FDA to further characterize the clinical benefit of FILSPARI. The FDA determined that the additional responses constituted a Major Amendment to the sNDA and extended the action date accordingly. The sNDA remains under review by the FDA with a PDUFA target action date of April 13, 2026. We are also advancing pegtibatinase, a novel investigational enzyme replacement therapy for the treatment of HCU, a genetic disorder caused by a deficiency in a pivotal enzyme essential to the body.

W e are conducting a pivotal Phase 3 study to support the potential approval of pegtibatinase as the first disease modifying therapy for HCU. In September 2024, we announced a voluntary pause of enrollment in the Phase 3 HARMONY Study. The voluntary enrollment pause enabled us to address necessary process improvements in manufacturing scale-up to support initial commercial scale manufacturing as well as full enrollment in the HARMONY Study. Following further optimization of the manufacturing process in 2025, we restarted enrollment activities for the pivotal Phase 3 HARMONY Study in the first quarter of 2026. In addition, we continue to evaluate potential opportunities to expand our pipeline and approved products through licenses and acquisitions of products in areas that will serve rare disease patients with serious unmet medical need and that we believe offer attractive growth characteristics.

Our research and development efforts are at the forefront of our mission to address the unmet needs of patients and we support this innovation by reinvesting revenues from our commercialized products. We are committed to ensuring broad access and educational and diagnostic support for patients. Our Strategy Our vision is to become a leading biopharmaceutical company dedicated to the delivery of innovation and hope to patients in the global rare disease community. In order to achieve our vision, we intend to: • Focus on developing products to treat rare diseases characterized by severe unmet medical needs. We believe that our research, development, and commercialization capabilities in rare disease represent distinct competitive advantages.

We leverage our development 7 capabilities in rare disease to focus on advancing therapeutic candidates with life-changing potential. […]

Source: 10-K · Period ended December 31, 2025 · View report

Latest developments

Recent company filings, newest first. Excerpts retain the original wording.

September 21, 2026Management8-K

Changes to directors, officers or compensation

Original filing excerpt · Item 5.02

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. (b)(c)(d) On September 21, 2026, Travere Therapeutics, Inc. (the “Company”) and Eric Dube, Ph.D., mutually agreed to the timeline and terms surrounding the planned transition of Dr. Dube, who will step down from his position as the Company’s President and Chief Executive Officer and as a member of the Board of Directors of the Company effective as of December 1, 2026 (the “Officer Resignation Date”). Bradley L. Campbell has been named as Dr. Dube’s successor with his appointment as President and Chief Executive Officer and as a member of the Board of Directors to be effective as of the Officer Resignation Date.

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As discussed in greater detail below, Dr. Dube has agreed to continue with the Company as Executive Advisor through February 15, 2027, to facilitate a smooth transition of responsibilities and has agreed to serve as Consultant to the Chief Executive Officer for a period following the employment transition. Mr. Campbell, 51, served as the President and Chief Executive Officer of Amicus Therapeutics, Inc. (“Amicus”) from August 2022 until its acquisition by BioMarin Pharmaceutical Inc. in April 2026, and served as a member of Amicus’ Board of Directors from June 2018 until April 2026. Mr.

Campbell served as President and Chief Operating Officer of Amicus from January 2015 until his promotion to Chief Executive Officer in August 2022. He brings over 25 years of experience in the biopharmaceutical industry. Mr. […]

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August 4, 2026Results8-K

Results of operations and financial condition

Original filing excerpt · Item 2.02

Results of Operations and Financial Condition. On August 4, 2026 , Travere Therapeutics, Inc. (the “Company”) issued a press release announcing, among other things, its financial results for the quarter ended June 30, 2026. A copy of the press release and accompanying information is attached as Exhibit 99.1 to this current report. The information in this

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, and Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in this

, and Exhibit 99.1 attached hereto, shall not be incorporated by reference into any registration statement or other document filed with the Securities and Exchange Commission, whether filed before or after the date hereof regardless of any general incorporation language in any such filing, unless the registrant expressly sets forth in such filing that such information is to be considered “filed” or incorporated by reference therein.

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July 9, 2026Management8-K

Changes to directors, officers or compensation

Original filing excerpt · Item 5.02

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. 5.02(b) On July 6, 2026, Sandra Calvin, chief accounting officer (CAO) and principal accounting officer (PAO) of the Company, provided notice to the Company of her intention to retire from employment with the Company following the filing of the Company’s Annual Report on Form 10-K expected in February 2027 (the “Retirement Date”). The Company expects John Torell, CFA, CPA, the Company's Vice President, Controller, to succeed Ms. Calvin as CAO and PAO. The Board of Directors is expected to appoint Mr. Torell to those roles in advance of the Retirement Date to facilitate an orderly transition of responsibilities.

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Since joining the Company in 2021, Mr. Torell, has been responsible for accounting operations, financial reporting, SEC reporting, technical accounting, and internal controls over financial reporting and has served as Vice President, Controller since 2023. From 1997 to 2019, Mr. Torell held positions of increasing responsibility within the finance organizations at Pacific Life Insurance Company, including serving as Vice President, Controller; Vice President, Assistant Controller; and Vice President of Finance, Investment Management Division. Earlier in his career he was an Audit Manager with Deloitte. Mr.

Torell is a Chartered Financial Analyst, a Certified Public Accountant and holds a B.A. in Economics-Business from the University of California, Los Angeles. Forward-Looking Statements This report contains “forward-looking statements” as that term is defined in the Private Securities Litigation Reform Act of 1995. […]

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June 16, 2026Management8-K

Changes to directors, officers or compensation

Original filing excerpt · Item 5.02

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On June 12, 2026, William Rote, Ph.D., Chief Research Officer of the Company, provided notice to the Company of his intention to retire from employment with the Company, effective February 17, 2027 (the “Retirement Date”), the 10 year anniversary of his employment with the Company. It is expected that Dr. Rote will continue to serve in his current position through the Retirement Date and will assist in the transition of his responsibilities. The responsibilities currently overseen by Dr. Rote are expected to be assumed by Jula Inrig, M.D., the Company's Chief Medical Officer.

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Effective July 1, 2026, Dr. Inrig is being named Executive Vice President, Head of Research & Development and Chief Medical Officer. The Company expects to enter into a consulting arrangement with Dr. Rote to enable continued access to Dr. Rote following his retirement. Forward-Looking Statements This report contains “forward-looking statements” as that term is defined in the Private Securities Litigation Reform Act of 1995.

Without limiting the foregoing, these statements are often identified by the words “on-track,” “positioned,” “look forward to,” “will,” “would,” “may,” “might,” “believes,” “anticipates,” “plans,” “expects,” “intends,” “potential,” or similar expressions. In addition, expressions of strategies, intentions or plans are also forward-looking statements. Such forward-looking statements include, but are not limited to, references to: statements and expectations regarding the planned retirement of Dr. Rote and the planned changes to Dr. […]

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June 2, 2026Contracts8-K

Entry into a material agreement

Original filing excerpt · Item 1.01

Entry into a Material Definitive Agreement. On June 1, 2026, Travere Therapeutics, Inc. (the “Company”) entered into a license and collaboration agreement (the “Agreement”) with Everest Medicines (Singapore) Pte. Ltd. (“Everest”), pursuant to which Everest grants an exclusive license to the Company for the development and commercialization of civorebrutinib (also known as EVER001), a covalent reversible Bruton’s tyrosine kinase (“BTK”) inhibitor, and products containing civorebrutinib (“Products”) for any and all prophylactic, diagnostic and therapeutic uses and treatment of diseases and disorders (the “Field”) in all countries outside of China and certain countries in East and Southeast Asia (the “Territory”).

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Under the Agreement, the Company is granted (a) an exclusive, royalty-bearing license, with the right to grant sublicenses, under certain patents and know-how owned or controlled by Everest solely to make, have made, import, have imported, export, have exported, distribute, have distributed, use, have used, sell, have sold, offer for sale, or have offered for sale, including to develop, manufacture, and commercialize (“Exploit”), civorebrutinib and Products in the Field in the Territory; and (b) a non-exclusive license under certain patents and know-how owned or controlled by Everest to research, conduct non-clinical development for, or manufacture or have manufactured civorebrutinib and Products outside of the Territory solely for the purpose of Exploiting the Products in the Field in the Territory.

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May 21, 2026Management8-K

Changes to directors, officers or compensation

Original filing excerpt · Item 5.02, 5.07

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. As discussed below in

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, Travere Therapeutics, Inc. (the “ Company ”) held its 2026 Annual Meeting of Stockholders (the “ Annual Meeting ”) at which the Company’s stockholders approved the Company’s 2018 Equity Incentive Plan, as amended (the “ 2018 Plan ”), to increase the number of shares of common stock authorized for issuance thereunder by 3,000,000 shares. A summary of the material terms of the 2018 Plan is set forth in the Company’s definitive proxy statement for the Annual Meeting filed with the Securities and Exchange Commission on April 6, 2026. That summary is qualified in its entirety by reference to the text of the 2018 Plan, which is filed as Exhibit 99.1 hereto and incorporated herein by reference.

Submission of Matters to a Vote of Security Holders. On May 19, 2026, the Company held the Annual Meeting. As of March 23, 2026, the record date for the Annual Meeting, 92,369,812 shares of common stock were outstanding and entitled to vote at the Annual Meeting. At the Annual Meeting, 81,108,473 shares of common stock were present in person or represented by proxy for the five proposals summarized below. Proposal 1: Election of Directors The Company’s stockholders elected the ten persons listed below to serve until the Company’s 2027 Annual Meeting of Stockholders. The final voting results are as follows: Votes For Votes Withheld Broker Non-Votes Roy D.

Baynes, M.D., Ph.D. 66,479,999 9,338,149 5,290,327 Suzanne Bruhn, Ph.D. 74,711,994 1,106,154 5,290,327 Timothy Coughlin 73,695,965 2,122,183 5,290,327 Eric Dube, Ph.D. 75,095,860 722,288 5,290,327 Gary Lyons 74,208,952 1,609,196 5,290,327 Jeffrey Meckler 73,469,263 2,348,885 5,290,327 John A. Orwin 74,657,472 1,160,676 5,290,327 Sandra Poole 74,551,138 1,267,010 5,290,327 Ron Squarer 74,767,455 1,050,693 5,290,327 Ruth Williams-Brinkley 74,764,679 1,053,469 5,290,327 Proposal 2: Approval of the Company’s 2018 Equity Incentive Plan, as amended The Company’s stockholders approved the 2018 Plan, as amended, to increase the number of shares of common stock authorized for issuance thereunder by 3,000,000. The final voting results are as follows: Votes For 72,998,395 Votes Against 2,787,402 Abstentions 32,347 Broker Non-Votes 5,290,327 Proposal 3: Approval, on an advisory basis, of the compensation of the Company’s named executive officers The Company’s stockholders approved, on an advisory basis, the compensation of the Company’s named executive officers.

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May 11, 2026Contracts8-K

Entry into a material agreement

Original filing excerpt · Item 1.01, 8.01, 2.03, 3.02

Entry into a Material Definitive Agreement. Completion of Senior Convertible Notes Offering On May 11, 2026 (the “Closing Date”), Travere Therapeutics, Inc. (the “Company”) completed its registered underwritten public offering of $525.0 million aggregate principal amount of 0.50% Convertible Senior Notes due 2032 (such notes, the “Notes,” and such offering, the “Offering”) pursuant to the underwriting agreement (the “Underwriting Agreement”) with J.P. Morgan Securities LLC, Jefferies LLC and Leerink Partners LLC, as representatives of the several underwriters (the “Underwriters”), described in

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below, which includes $50.0 million aggregate principal amount of Notes sold pursuant to the full exercise of the underwriters’ option to purchase additional Notes, solely to cover over-allotments. The Notes were offered and sold in a public offering registered under the Securities Act of 1933, as amended (the “Securities Act”), pursuant to a registration statement on Form S-3 filed with the Securities and Exchange Commission on August 1, 2024, which was effective upon filing (Registration No. 333-281194), including the prospectus supplement filed by the Company with the Securities and Exchange Commission pursuant to Rule 424(b)(5) under the Securities Act, dated May 6, 2026, to the prospectus contained in the registration statement (the “Registration Statement”).

Base Indenture and Supplemental Indenture The Company issued the Notes under an indenture, dated as of the Closing Date (the “Base Indenture”), between the Company and U.S. Bank Trust Company, National Association, as trustee (the “Trustee”), as supplemented by the first supplemental indenture, dated as of the Closing Date (the “Supplemental Indenture” and, together with the Base Indenture, the “Indenture”), between the Company and the Trustee. The Notes will mature on May 15, 2032 (the “Maturity Date”), unless earlier repurchased, redeemed, or converted. The Notes are senior unsecured obligations of the Company and bear interest at an annual rate of 0.50%, payable semi-annually in arrears on May 15 and November 15 of each year, beginning on November 15, 2026.

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Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information set forth in

Unregistered Sale of Equity Securities. To the extent that any shares of Common Stock are issued upon conversion of the Notes (the “Conversion Shares”), and at the time of conversion there is not then an effective registration statement relating to the issuance of the Conversion Shares, they will be issued in transactions anticipated to be exempt from registration under the Securities Act of 1933, as amended (the “Securities Act”), by virtue of Section 3(a)(9) thereof because no commission or other remuneration is expected to be paid in connection with any conversion of the Notes and any resulting issuance of shares of Common Stock. Initially, a maximum of 11,729,182 shares of Common Stock may be issued upon conversion of the Notes based on the initial maximum conversion rate of 22.3413 shares of Common Stock per $1,000 principal amount of Notes, which is subject to customary anti-dilution adjustment provisions.

Other Events. On May 6, 2026, the Company entered into the Underwriting Agreement with the Underwriters, pursuant to which the Company agreed to sell $475.0 million aggregate principal amount of Notes and, at the option of the Underwriters, up to an additional $50.0 million aggregate principal amount of Notes, solely to cover over-allotments. The Underwriting Agreement includes customary representations, warranties and covenants. Under the terms of the Underwriting Agreement, the Company has agreed to indemnify the Underwriters against certain liabilities, including liabilities under the Securities Act, or contribute to payments that the Underwriters may be required to make in respect of those liabilities. The foregoing description of the Underwriting Agreement is qualified in its entirety by the copy thereof which is attached as Exhibit 1.1 and incorporated herein by reference.

The Company estimates that net proceeds from the Offering will be approximately $508.5 million, after deducting the Underwriters’ discounts and commissions and estimated transaction expenses associated with the Offering payable by the Company. The Company intends to use a portion of the net proceeds from the offering to repurchase approximately $221.4 million aggregate principal amount of its outstanding 2.25% senior convertible notes due 2029 for cash, including accrued and unpaid interest, of approximately $350.9 million. The Company intends to use the remaining net proceeds from the offering for general corporate purposes, which may include commercialization expenses, clinical trial and other research and development expenses, capital expenditures, working capital and general and administrative expenses.

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May 4, 2026Results8-K

Results of operations and financial condition

Original filing excerpt · Item 2.02

Results of Operations and Financial Condition. On May 4, 2026 , Travere Therapeutics, Inc. (the “Company”) issued a press release announcing, among other things, its financial results for the quarter ended March 31, 2026. A copy of the press release and accompanying information is attached as Exhibit 99.1 to this current report. The information in this

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, and Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in this

, and Exhibit 99.1 attached hereto, shall not be incorporated by reference into any registration statement or other document filed with the Securities and Exchange Commission, whether filed before or after the date hereof regardless of any general incorporation language in any such filing, unless the registrant expressly sets forth in such filing that such information is to be considered “filed” or incorporated by reference therein.

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Latest results

10-Q Period ended: June 30, 2026 Filed: August 4, 2026View report

Original excerpts. Reporting periods, units and comparisons are retained in the text.

Revenue

Our Pipeline and Approved Products We have a diversified pipeline designed to address areas of high unmet need in rare kidney and metabolic diseases. We invest revenues from our commercial portfolio into our pipeline with the goal of delivering new treatments for diseases with limited or no approved therapies. The following table summarizes the status of our clinical programs, preclinical programs and approved products, each of which is described in further detail below. 1 On September 5, 2024, the FDA granted full approval of FILSPARI® (sparsentan) to slow kidney function decline in adults with primary Immunoglobulin A nephropathy ("IgAN”) who are at risk of disease progression. FILSPARI had previously been granted accelerated approval in February 2023.

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In the fourth quarter of 2025, Renalys was acquired by and merged into Chugai Pharmaceutical Co., Ltd. (“Chugai”). Through the acquisition, Chugai gained exclusive rights to develop and commercialize sparsentan in Japan, South Korea, and Taiwan. As a minority shareholder in Renalys, we received $10.2 million at the closing of the transaction and we are also eligible to receive multiple milestones according to the progress of sparsentan regulatory approval, and consideration linked to sparsentan's net sales in the applicable territory. Under the terms of the licensing agreement, Chugai is responsible for development, regulatory matters, and commercialization in the licensed territories. FILSPARI (sparsentan) for the treatment of FSGS On April 13, 2026, the FDA granted full (traditional) approval of FILSPARI (sparsentan) to reduce proteinuria in adult and pediatric patients aged 8 years and older with FSGS without nephrotic syndrome.

Cash flow & liquidity

Liquidity and Capital Resources We have financed our operations through a combination of borrowings, sales of our equity securities, and revenues generated from our commercialized products, along with proceeds from license and collaboration agreements and the divestiture of our bile acid business. We experienced significant growth in recent years in the number of our employees and the scope of our operations. We also expanded our sales and marketing, compliance and legal functions in addition to expansion of all functions to support a commercial organization, including by adding additional members to our sales force in connection with the commercial launch of FILSPARI in the United States for IgAN and for the commercial launch of FILSPARI in the United States for FSGS.

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In addition, depending on prevailing market conditions, our liquidity requirements, contractual restrictions, and other factors, we may also from time to time seek to retire or purchase our outstanding debt through cash purchases and/or exchanges for equity securities, in open market purchases, privately negotiated transactions or otherwise, and the amounts involved in such purchases and/or exchanges, individually or in the aggregate, may be material. We may not be able to successfully conduct financing or refinancing activity on favorable terms or at all. 33 Purchase Agreement Proceeds Sale of Bile Acid Product Portfolio In July 2023, we entered into the Purchase Agreement with Mirum, pursuant to which Mirum agreed to purchase substantially all of the assets primarily related to our business of development, manufacture and commercialization of the Products, which comprised our bile acid business.

Management commentary

Management’s Discussion and Analysis of Financial Condition and Results of Operations The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our unaudited consolidated financial statements and related notes included in this Quarterly Report on Form 10-Q and the audited financial statements and notes thereto as of and for the year ended December 31, 2025 and the related Management’s Discussion and Analysis of Financial Condition and Results of Operations, both of which are contained in our Annual Report on Form 10-K for the year ended December 31, 2025, filed with the Securities and Exchange Commission ("SEC") on February 19, 2026. Past operating results are not necessarily indicative of results that may occur in future periods.

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In addition, see the discussion under the heading “Forward-Looking Statements” immediately preceding the consolidated financial statements included under Part I of this Quarterly Report on Form 10-Q. Overview We are a biopharmaceutical company headquartered in San Diego, California, focused on identifying, developing and delivering life-changing therapies to people living with rare kidney and metabolic diseases. Our approach centers on advancing our innovative pipeline with multiple late-stage clinical programs targeting rare diseases with significant unmet medical needs. Upon approval of any of our late-stage programs, we intend to leverage the skills of our talented commercial organization which has successfully identified, supported and treated patients prescribed our approved products for over ten years.

Our Pipeline and Approved Products We have a diversified pipeline designed to address areas of high unmet need in rare kidney and metabolic diseases. We invest revenues from our commercial portfolio into our pipeline with the goal of delivering new treatments for diseases with limited or no approved therapies. The following table summarizes the status of our clinical programs, preclinical programs and approved products, each of which is described in further detail below. 1 On September 5, 2024, the FDA granted full approval of FILSPARI® (sparsentan) to slow kidney function decline in adults with primary Immunoglobulin A nephropathy ("IgAN”) who are at risk of disease progression. FILSPARI had previously been granted accelerated approval in February 2023.

2 On April 13, 2026, the FDA granted full (traditional) approval of FILSPARI to reduce proteinuria in adult and pediatric patients aged 8 years and older with focal segmental glomerulosclerosis (“FSGS”) without nephrotic syndrome. 3 Following a voluntarily pause in enrollment, we restarted enrollment activities for the pivotal Phase 3 HARMONY Study in the first quarter of 2026. 4 Current Everest Medicines studies. 5 As part of the ongoing basket study conducted by Everest Medicines. FILSPARI® (sparsentan) for the treatment of IgAN On September 5, 2024, the FDA granted full approval of FILSPARI® (sparsentan) to slow kidney function decline in adults with primary IgAN who are at risk of disease progression.

FILSPARI had previously been granted accelerated approval in February 2023 based on the surrogate marker of proteinuria. Full approval was based on positive long-term confirmatory results from the PROTECT Study demonstrating that FILSPARI significantly slowed kidney function decline over two years compared to irbesartan. FILSPARI is the only oral, once-daily, non-immunosuppressive medication that directly targets glomerular injury in the kidney by blocking two critical pathways of IgAN disease progression (endothelin-1 and angiotensin II). 27 The two-year efficacy data contained in the FDA-approved label is a modified intention to treat ("ITT") analysis and evaluates data from all patients regardless of treatment discontinuation. In the final analysis of the 404 randomized patients, FILSPARI significantly reduced the rate of decline in kidney function from baseline to Week 110 compared to irbesartan.

In the ITT analysis included in the label, the mean eGFR slope from baseline to Week 110 was -3.0 mL/min/1.73 m 2 /year for FILSPARI and -4.2 mL/min/1.73 m 2 /year for irbesartan, corresponding to a statistically significant treatment effect of 1.2 mL/ min/1.73 m 2 /year (p=0.0168). The positive treatment effects on proteinuria compared to the active control irbesartan that were observed at Week 36 were durable out to the two-year measurement period. Additional results from the PROTECT Study demonstrated the benefit of FILSPARI on absolute eGFR accrued over time and by Week 110 resulted in a 3.8 mL/min/1.73 m 2 difference in the mean change from baseline between FILSPARI and irbesartan.

Results from the PROTECT Study showed that FILSPARI was well tolerated with a clearly defined safety profile that has been consistent across all clinical trials conducted to date. FILSPARI is a dual endothelin angiotensin receptor antagonist. […]

Key risks

Annual risk disclosures

10-K Period ended: December 31, 2025 Filed: February 19, 2026View report

RISK FACTORS Our business, as well as an investment in our common stock, is highly speculative in nature and involves a high degree of risk. Our securities should be purchased only by persons who can afford to lose their entire investment. Carefully consider the risks and uncertainties described below together with all of the other information included herein, including the financial statements and related notes, before deciding to invest in our common stock. If any of the following risks actually occur, they could adversely affect our business, prospects, financial condition and results of operations. In such event(s), the market price of our common stock could decline and result in a loss of part or all of your investment.

Accordingly, prospective investors should carefully consider, along with other matters referred to herein, the following risk factors in evaluating our business before purchasing any shares of our common stock. Risks Related to the Commercialization of Our Products Our future prospects are highly dependent upon our ability to successfully develop and execute commercialization strategies for our products, including FILSPARI, and to attain market acceptance among physicians, patients and healthcare payers. Our ability to generate significant product revenues and to achieve commercial success in the near-term will depend almost entirely on our ability to successfully commercialize our products in the United States, including FILSPARI (sparsentan) to slow kidney function decline in adults with primary IgAN who are at risk of disease progression, which was granted full approval by the FDA in September 2024.

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FILSPARI had previously been granted accelerated approval for IgAN in February 2023 based on the surrogate marker of proteinuria. As a product for a rare disease that had no previously-approved non-immunosuppressive treatment, the successful launch and commercialization of FILSPARI is subject to many risks. There are numerous examples of unsuccessful product launches and failures to meet high expectations of market potential, including by pharmaceutical companies with more experience and resources than we have. While we have established our commercial team and U.S. sales force, we will need to continue to train and further develop the team in order to successfully coordinate the ongoing launch and commercialization of FILSPARI in the United States.

There are many factors that could cause the launch and commercialization of FILSPARI to be unsuccessful, including a number of factors that are outside our control. Because no non-immunosuppressive product had previously been approved by the FDA for the treatment of IgAN, it is difficult to estimate FILSPARI ’s market potential or the time it will take to increase patient and physician awareness of FILSPARI and change current treatment paradigms. The commercial success of FILSPARI depends on the extent to which patients and physicians accept and adopt FILSPARI for IgAN patients. For example, if the addressable patient population suffering from primary IgAN is smaller than we estimate, if it proves difficult to educate physicians as to the availability and potential benefits of FILSPARI, or if physicians are unwilling to prescribe or patients are unwilling to take FILSPARI, the commercial potential of FILSPARI will be limited.

We also do not know how physicians, patients and payers will respond to the pricing of FILSPARI, the updated, full approval label, clinical practice guidelines and any future changes thereto, developments related to competitive products, and any future publications in an evolving treatment landscape. Physicians may not prescribe FILSPARI and patients may be unwilling to use FILSPARI if coverage is not provided or reimbursement is inadequate to cover a significant portion of the cost. Thus, significant uncertainty remains regarding the commercial potential of FILSPARI. If the launch or commercialization of FILSPARI is unsuccessful or perceived as disappointing, the price of our common stock could decline significantly and long-term success of the product and our company could be harmed.

In order to operate our business and increase adoption and sales of our products, we need to continue to develop our commercial organization, including maintaining a highly experienced and skilled workforce with qualified sales representatives. In order to successfully commercialize our products in the United States, we have built a specialized sales force. In order to successfully commercialize any approved products, we must continue to build our sales, marketing, distribution, managerial and other non-technical capabilities. Factors that may hinder our ability to successfully market and commercially distribute our products include: • inability of sales personnel to obtain access to or educate adequate numbers of physicians on the benefits and safety of prescribing our products; […]

Quarterly risk disclosures

10-Q Period ended: June 30, 2026 Filed: August 4, 2026View report

The quarterly report's own risk disclosure is shown below. No changes have been inferred by comparing reports.

Risk Factors Our business, as well as an investment in our common stock, is highly speculative in nature and involves a high degree of risk. Our securities should be purchased only by persons who can afford to lose their entire investment. Carefully consider the risks and uncertainties described below together with all of the other information included herein, including the financial statements and related notes, before deciding to invest in our common stock. If any of the following risks actually occur, they could adversely affect our business, prospects, financial condition and results of operations. In such event(s), the market price of our common stock could decline and result in a loss of part or all of your investment.

Accordingly, prospective investors should carefully consider, along with other matters referred to herein, the following risk factors in evaluating our business before purchasing any shares of our common stock. We have marked with an asterisk (*) those risk factors that were not included as separate risk factors in, or reflect changes to the similarly titled risk factors included in, Item 1A of our Annual Report on Form 10-K for the fiscal year ended December 31, 2025 as filed with the Securities and Exchange Commission ("SEC") on February 19, 2026. Risks Related to the Commercialization of Our Products Our future prospects are highly dependent upon our ability to successfully develop and execute commercialization strategies for our products, including FILSPARI, and to attain market acceptance among physicians, patients and healthcare payers.

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* Our ability to generate significant product revenues and to achieve commercial success in the near-term will depend almost entirely on our ability to successfully commercialize our products in the United States, including FILSPARI (sparsentan) to slow kidney function decline in adults with primary IgAN who are at risk of disease progression, which was granted full approval by the FDA in September 2024 , and FILSPARI (sparsentan) to reduce proteinuria in adult and pediatric patients aged 8 years and older with focal segmental glomerulosclerosis (“FSGS”) without nephrotic syndrome, which was granted full (traditional) approval by the FDA in April 2026. FILSPARI had previously been granted accelerated approval for IgAN in February 2023 based on the surrogate marker of proteinuria.

The successful launch and commercialization of FILSPARI in IgAN and FSGS is subject to many risks. There are numerous examples of unsuccessful product launches and failures to meet high expectations of market potential, including by pharmaceutical companies with more experience and resources than we have. While we have established our commercial team and U.S. sales force, we will need to continue to train and further develop the team in order to successfully coordinate the ongoing launch and commercialization of FILSPARI in the United States, in particular as it relates to the launch and commercialization in FSGS. There are many factors that could cause the launch and commercialization of FILSPARI to be unsuccessful, including a number of factors that are outside our control.

Because no non-immunosuppressive product had previously been approved by the FDA for the treatment of IgAN, and because FILSPARI is the first and only medicine approved by the FDA for the treatment of FSGS, it is difficult to accurately estimate FILSPARI ’s market potential or the time it will take to increase patient and physician awareness of FILSPARI and change current treatment paradigms. The commercial success of FILSPARI depends on the extent to which patients and physicians accept and adopt FILSPARI for IgAN and FSGS patients. For example, if the addressable patient population suffering from primary IgAN or FSGS is smaller than we estimate, if it proves difficult to educate physicians as to the availability and potential benefits of FILSPARI, or if physicians are unwilling to prescribe or patients are unwilling to take FILSPARI, the commercial potential of FILSPARI will be limited.

Although we have gained experience in recent years regarding physician, patient and payer acceptance of FILSPARI, the degree of future adoption and utilization of FILSPARI may be affected by numerous factors, including its pricing, the recent approval in FSGS, the details of the approved labeling, the evolving clinical practice guidelines and treatment paradigms, payer coverage and reimbursement policies, developments related to existing and future competitive products, and any future publications in an evolving treatment landscape. Physicians may not prescribe FILSPARI and patients may be unwilling to use FILSPARI if coverage is not provided or reimbursement is inadequate to cover a significant portion of the cost. Thus, significant uncertainty remains regarding the commercial potential of FILSPARI.

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Annual report details

Read annual management analysis & tone analysis
10-K Period ended: December 31, 2025 Filed: February 19, 2026View report

Annual MD&A Tone Analysis

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4 · 50.0%Positive terms
4 · 50.0%Negative terms
750Analyzed annual MD&A words

Only the extracted annual management discussion is evaluated using dictionary version 1.1. Score = (positive − negative) ÷ matched terms × 100. Quarterly reports and current filings are excluded. This lexical measure does not assess financial health and may not fully capture context or negation.

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Our discussion and analysis of our financial condition and results of operations for 2025 as compared to 2024 are discussed below and should be read in conjunction with our audited Consolidated Financial Statements, including the notes thereto. For a discussion of our financial condition and results of operations for 2024 as compared to 2023, except as set forth below, please refer to Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our 2024 Annual Report on Form 10-K , which discussion is incorporated by reference herein. Overview We are a biopharmaceutical company headquartered in San Diego, California, focused on identifying, developing and delivering life-changing therapies to people living with rare kidney and metabolic diseases.

Our approach centers on advancing our innovative pipeline with multiple late-stage clinical programs targeting rare diseases with significant unmet medical needs. Upon approval of any of our late-stage programs, we intend to leverage the skills of our talented commercial organization which has successfully identified, supported and treated patients prescribed our approved products for over ten years. FILSPARI® (sparsentan) On September 5, 2024, the FDA granted full approval of FILSPARI® (sparsentan) to slow kidney function decline in adults with primary Immunoglobulin A nephropathy (IgAN) who are at risk of disease progression. FILSPARI had previously been granted accelerated approval in February 2023 based on the surrogate marker of proteinuria. Full approval was based on positive long-term confirmatory results from the PROTECT Study demonstrating that FILSPARI significantly slowed kidney function decline over two years compared to irbesartan.

FILSPARI is the only oral, once-daily, non-immunosuppressive medication that directly targets glomerular injury in the kidney by blocking two critical pathways of IgAN disease progression (endothelin-1 and angiotensin II). The two-year efficacy data contained in the FDA-approved label is a modified intention to treat (ITT) analysis and evaluates data from all patients regardless of treatment discontinuation. In the final analysis of the 404 randomized patients, FILSPARI significantly reduced the rate of decline in kidney function from baseline to Week 110 compared to irbesartan. In the ITT analysis included in the label, the mean eGFR slope from baseline to Week 110 was -3.0 mL/min/1.73 m 2 /year for FILSPARI and -4.2 mL/min/1.73 m 2 /year for irbesartan, corresponding to a statistically significant treatment effect of 1.2 mL/ min/1.73 m 2 /year (p=0.0168).

The positive treatment effects on proteinuria compared to the active control irbesartan that were observed at Week 36 were durable out to the two-year measurement period. Additional results from the PROTECT Study demonstrated the 70 benefit of FILSPARI on absolute eGFR accrued over time and by Week 110 resulted in a 3.8 mL/min/1.73 m 2 difference in the mean change from baseline between FILSPARI and irbesartan. Results from the PROTECT Study showed that FILSPARI was well tolerated with a clearly defined safety profile that has been consistent across all clinical trials conducted to date. FILSPARI is a dual endothelin angiotensin receptor antagonist ("DEARA"). Pre-clinical data have shown that blockade of both endothelin type A and angiotensin II type 1 pathways in forms of rare chronic kidney disease, reduces proteinuria, protects podocytes and prevents glomerulosclerosis and mesangial cell proliferation.

FILSPARI has been granted seven years of Orphan Drug Exclusivity in the U.S. (running from the date of accelerated approval) for the reduction of proteinuria in adults with primary IgAN at risk of rapid disease progression, and has been granted a separate seven years of Orphan Drug Exclusivity in the U.S. (running from the date of full approval) to slow kidney function decline in adults with primary IgAN who are at risk for disease progression, excluding the use provided for in the aforementioned Orphan Drug Exclusivity granted in connection with the accelerated approval. IgAN is characterized by hematuria, proteinuria, and variable rates of progressive renal failure. With an estimated prevalence of up to 150,000 people in the United States and greater numbers in Europe and Asia, IgAN is the most common primary glomerular disease.

Most patients are diagnosed between the ages of 16 and 35, with up to 40% progressing to kidney failure within 15 years. FILSPARI is the first non-immunosuppressive therapy approved for IgAN and is the only oral, once-daily, non-immunosuppressive therapy approved for this condition that directly targets glomerular injury in the kidney by blocking two critical pathways of IgAN disease progression (endothelin-1 and angiotensin II). We estimate more than 70,000 patients in the United States to be addressable under FILSPARI's full approval indication. […]

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