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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 13, 2025

 

 

Sera Prognostics, Inc.

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware

001-40606

26-1911522

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

2749 East Parleys Way

Suite 200

 

Salt Lake City, Utah

 

84109

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: (801) 990-0520

 

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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


Title of each class

 

Trading
Symbol(s)

 


Name of each exchange on which registered

Class A Common Stock, $0.0001 par value per share

 

SERA

 

The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 


Item 2.02 Results of Operations and Financial Condition.

On November 13, 2025, Sera Prognostics, Inc. issued a press release announcing its financial results for the third quarter ended September 30, 2025 and providing business highlights. The full text of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information in this Current Report on Form 8-K (including Exhibit 99.1) shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any registration statement or other document pursuant to the Securities Act of 1933, as amended, or into any filing or other document pursuant to the Exchange Act, except to the extent required by applicable law or regulation or as shall be expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit Number

 

Description

99.1

 

Press release dated November 13, 2025.

 

 

 

104

 

Cover Page Interactive Data File (embedded within the Inline XBRL document).

 


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

SERA PROGNOSTICS, INC.

 

 

 

 

Date:

November 13, 2025

By:

/s/ Austin Aerts

 

 

 

Austin Aerts
Chief Financial Officer

 


EX-99.1 2 sera-ex99_1.htm EX-99.1 EX-99.1

Exhibit 99.1

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SERA PROGNOSTICS REPORTS THIRD QUARTER 2025 FINANCIAL RESULTS

Salt Lake City – November 13, 2025 – Sera Prognostics Inc., The Pregnancy Company® (Nasdaq: SERA), focused on improving maternal and neonatal health by providing innovative pregnancy biomarker information to doctors and patients, today announced financial results for the third quarter of 2025 ended September 30, 2025.

Third Quarter and Recent Highlights:

Meaningful progress on payer initiatives, including an inaugural pilot in Nevada actively enrolling Medicaid patients, while engaging with multiple payers across thirteen states, collectively representing a significant opportunity. Additionally, the Company is in discussions with organizations that have both regional and national reach across multiple lines of business. These early signals of market engagement reinforce confidence that the Company is well positioned to drive meaningful adoption in target states and beyond.
On track to publish the full study results of Sera’s Prematurity Risk Assessment Combined With Clinical Interventions for Improving Neonatal outcoMEs (“PRIME”) this year, followed swiftly by additional data on health economic benefits, sub-population analysis and Medicaid expected cost-saving benefits of Sera’s PreTRM Test.
Continued engagement with the medical community through two recent PRIME data presentations: health economics data presented at the International Society for Pharmacoeconomics and Outcomes Research (ISPOR) Europe conference, and a presentation (beginning at 4:23:40) by Dr. Brian Iriye titled “Dismantling the Preterm Barrier: Biomarker-Guided Bundle Care to Improve Neonatal Outcomes” at the inaugural Renaissance Conference: The Three Ages of the Woman.
Strengthened Sera’s leadership team with recent appointments:
In October, Sera announced the appointment of Dr. Tiffany Inglis as Chief Medical Officer. Dr. Inglis brings extensive clinical leadership experience from Elevance Health and Carelon Health, where she led member-facing programs in women’s and children's health, improving access to quality care and delivering meaningful cost-savings. Her decade-long practice as an OBGYN combined with her payer-side expertise uniquely positions her to guide Sera through this pivotal phase.
Marisol Urbano was appointed as Sera’s Head of Commercial Operations. With 20 years of healthcare experience and a proven track record in diagnostics, her leadership will be instrumental in accelerating customer onboarding and supporting clinical integration, key enablers of commercial traction during this foundational growth period.

“We are seeing commercial traction from the groundwork we have laid, anchored by the results from our pivotal PRIME study,” stated Zhenya Lindgardt, President and CEO of Sera Prognostics. “These data are driving meaningful engagement with managed Medicaid and other key stakeholders, including the launch of our first Medicaid pilot in Nevada. We are also advancing discussions with managed Medicaid plans in additional states, representing a strong commercial opportunity, covering 33% of U.S. births and 35% of Medicaid births annually. Beyond this first wave, we’ve initiated outreach to the next tier of target states, expanding our footprint of states in discussion.

 


 

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In addition, we are actively engaged with payers who are both regional and national in scope. We believe these early signals of market engagement, combined with the scale of the opportunity, position us well to deliver meaningful impact for patients and long-term value for shareholders.”

“We’re seeing strong early traction with payers, providers, and State Medicaid agencies, who recognize PreTRM’s predictive accuracy and the 20% reduction in NICU admissions,” said Dr. Tiffany Inglis, Chief Medical Officer of Sera Prognostics. “These partners see clear potential to improve maternal and neonatal outcomes while significantly lowering costs driven by preterm birth. Securing broad coverage at the employer, plan, and state levels is the critical next step to unlocking this value at scale. We are actively advancing these discussions to drive adoption and transform prenatal care.”

Third Quarter 2025 Financial Results

Third quarter 2025 revenue was $16,000 compared to $29,000 for the third quarter of 2024.

As of September 30, 2025 deferred revenue increased by $100,000 driven by the prepayment received from the first Medicaid pilot in Nevada.

Total operating expenses were $9.0 million, compared to $8.9 million for the same period in 2024.

Research and development expenses for the third quarter of 2025 were $3.3 million, compared to $3.5 million for the third quarter of 2024 primarily due to lower clinical study costs following the completion of the pivotal PRIME study and as the Company shifts toward commercialization.

Selling, general and administrative expenses for the third quarter of 2025 were $5.7 million, up from $5.4 million for the prior-year period as Sera continued to carefully invest in targeted commercial activities and strategic headcount additions, while building market awareness in preparation for the publication of PRIME study data.

Net loss for the quarter was $7.8 million and down from $7.9 million for the same period a year ago as the Company continued its focus on managing our capital resources ahead of expected revenue expansion in the future.

As of September 30, 2025, the Company had cash, cash equivalents, and available-for-sale securities of approximately $102.4 million, which Sera expects to fund the company across significant adoption and commercial milestones through 2028.

Conference Call Information

Sera Prognostics will host a corresponding conference call and live webcast today to discuss third quarter 2025 operational highlights, financial results and key topics at 5:00 p.m. Eastern Time. Individuals interested in listening to the conference call may do so by dialing the following:

US domestic callers: (800) 836-8184

International callers: (646) 357-8785

 


 

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Webcast Registration Link: https://app.webinar.net/1qop01GkwO2

Live audio of the webcast will be available online from the Investors page of the Company’s website at www.sera.com. The webcast will be archived on the Investors page and will be available for one year.

About Sera Prognostics, Inc.

Sera Prognostics is a leading health diagnostics company dedicated to improving the lives of women and babies through precision pregnancy care. Sera’s mission is to provide early, pivotal pregnancy information to improve the health of mothers and newborns, resulting in reductions in the costs of healthcare delivery. Sera has a robust pipeline of innovative diagnostic tests focused on the early prediction of preterm birth risk and other complications of pregnancy. Sera’s precision medicine PreTRM® Test reports to a physician the individualized risk of spontaneous premature delivery in a pregnancy, enabling earlier proactive interventions in women with higher risk. Sera Prognostics is headquartered in Salt Lake City, Utah.

About Preterm Birth

Preterm birth is defined as any birth before 37 weeks’ gestation and is the leading cause of illness and death in newborns. The 2024 March of Dimes Report Card shows that, for the last six consecutive years, more than one in ten infants is born prematurely in the United States. Prematurity is associated with a significantly increased risk of major long-term medical complications, including learning disabilities, cerebral palsy, chronic respiratory illness, intellectual disability, seizures, and vision and hearing loss, and can generate significant costs throughout the lives of affected children. The annual health care costs to manage short- and long-term complications of prematurity in the United States were estimated to be approximately $25 billion for 2016.

About the PreTRM® Test

The PreTRM® Test is the only broadly validated, commercially available blood-based biomarker test that provides an early, accurate and individualized risk prediction for spontaneous preterm birth in asymptomatic singleton pregnancies. The PreTRM® Test measures and analyzes proteins in the blood that are highly predictive of preterm birth. The PreTRM® Test permits physicians to identify, during the weeks 18 through 20 of pregnancy, which women are at increased risk for preterm birth and its complications, enabling more informed, personalized clinical decisions based on each woman’s individual risk. The PreTRM® Test is ordered by a medical professional.

Sera, Sera Prognostics, the Sera Prognostics logo, The Pregnancy Company, and PreTRM are trademarks or registered trademarks of Sera Prognostics, Inc. in the United States and/or other countries.

Safe Harbor Statement

 


 

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This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including statements relating to engaging with multiple payers across thirteen states, collectively representing a significant opportunity; early signals of market engagement; the Company being well positioned to drive meaningful adoption in target states and beyond; publishing the full study results of the PRIME study this year; swiftly publishing additional data on health economic benefits, sub-population analysis and Medicaid expected cost-saving benefits of the PreTRM Test; accelerating customer onboarding and clinical integration; commercial traction during this foundational growth period; meaningful engagement with managed Medicaid and other key stakeholders; discussions with managed Medicaid plans representing a strong commercial opportunity, covering 33% of U.S. births and 35% of Medicaid births annually; active engagement with payers with both regional and national scope; delivering meaningful impact for patients and long-term value for shareholders; advancing discussions to secure broad coverage at the employer, plan, and state levels and to drive adoption and transform prenatal care; and the Company’s strategic directives under the caption “About Sera Prognostics, Inc.” These “forward-looking statements” are based on management’s current expectations of future events and are subject to a number of risks and uncertainties that could cause actual results to differ materially and adversely from those set forth in or implied by forward-looking statements. These risks and uncertainties include, but are not limited to: net losses, cash generation, and the potential need to raise more capital; revenues from the PreTRM Test representing substantially all Company revenues to date; the need for broad scientific and market acceptance of the PreTRM Test; a concentrated number of material customers; our ability to introduce new products; potential competition; our proprietary biobank; critical suppliers; estimates of total addressable market opportunity and forecasts of market growth; potential third-party payer coverage and reimbursement; new reimbursement methodologies applicable to the PreTRM Test, including new CPT codes and payment rates for those codes; changes in FDA regulation of laboratory-developed tests; the intellectual property rights protecting our tests and market position; and other factors discussed under the heading “Risk Factors” contained in our Annual Report on Form 10-K and Quarterly Reports on Form 10-Q filed with the Securities and Exchange Commission, as well as any updates to those risk factors filed from time to time in our periodic and current reports filed with the Securities and Exchange Commission. All information in this press release is as of the date of the release, and the Company undertakes no duty to update this information unless required by law.

 

Contacts:

Investor Contact

Jennifer Zibuda, Head of Investor Relations

jzibuda@sera.com

+1 (801) 396-8043

Media Contact

Bridget Mahoney at Allison Worldwide (in thousands, except share and per share data)

sera@allisonworldwide.com

+1 (716) 868-7505

 

 


 

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SERA PROGNOSTICS, INC.

Condensed Statements of Operations

(unaudited)

 

 

Three Months Ended

 

 

Nine Months Ended

 

 

 

September 30,

 

 

September 30,

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

Revenue

 

$

16

 

 

$

29

 

 

$

71

 

 

$

53

 

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

 

Cost of revenue

 

 

41

 

 

 

13

 

 

 

122

 

 

 

50

 

Research and development

 

 

3,284

 

 

 

3,502

 

 

 

9,955

 

 

 

11,591

 

Selling and marketing

 

 

1,592

 

 

 

1,181

 

 

 

4,883

 

 

 

3,507

 

General and administrative

 

 

4,079

 

 

 

4,195

 

 

 

12,661

 

 

 

12,117

 

Total operating expenses

 

 

8,996

 

 

 

8,891

 

 

 

27,621

 

 

 

27,265

 

Loss from operations

 

 

(8,980

)

 

 

(8,862

)

 

 

(27,550

)

 

 

(27,212

)

Interest expense

 

 

(2

)

 

 

(5

)

 

 

(8

)

 

 

(22

)

Other income, net

 

 

1,168

 

 

 

948

 

 

 

3,511

 

 

 

2,915

 

Net loss

 

$

(7,814

)

 

$

(7,919

)

 

$

(24,047

)

 

$

(24,319

)

Net loss per share, basic and diluted

 

$

(0.16

)

 

$

(0.24

)

 

$

(0.51

)

 

$

(0.74

)

Weighted-average shares outstanding, basic and diluted

 

 

49,525,108

 

 

 

33,522,726

 

 

 

46,880,876

 

 

 

32,894,191

 

 

 

 


 

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SERA PROGNOSTICS, INC.

Condensed Balance Sheets

(unaudited)

(in thousands)

 

 

September 30,

 

 

December 31,

 

 

 

2025

 

 

2024

 

Assets

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

Cash and cash equivalents

 

$

4,081

 

 

$

4,043

 

Marketable securities

 

 

39,223

 

 

 

42,193

 

Accounts receivable

 

 

14

 

 

 

34

 

Prepaid expenses and other current assets

 

 

1,173

 

 

 

1,330

 

Total current assets

 

 

44,491

 

 

 

47,600

 

Property and equipment, net

 

 

1,032

 

 

 

1,239

 

Long-term marketable securities

 

 

59,080

 

 

 

21,973

 

Intangible assets, net

 

 

939

 

 

 

1,026

 

Other assets

 

 

2,583

 

 

 

737

 

Total assets

 

$

108,125

 

 

$

72,575

 

Liabilities and Stockholders' Equity

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

Accounts payable

 

$

1,037

 

 

$

1,969

 

Accrued and other current liabilities

 

 

2,141

 

 

 

2,384

 

Finance lease obligation, current portion

 

 

3

 

 

 

194

 

Deferred revenue

 

 

20,319

 

 

 

20,223

 

Total current liabilities

 

 

23,500

 

 

 

24,770

 

Finance lease obligation, net of current portion

 

 

 

 

 

2

 

Operating lease obligation, net of current portion

 

 

2,443

 

 

 

 

Total liabilities

 

 

25,943

 

 

 

24,772

 

Commitments and contingencies

 

 

 

 

 

 

Stockholders’ equity:

 

 

 

 

 

 

Common stock, Class A and Class B

 

 

4

 

 

 

3

 

Additional paid-in capital

 

 

385,751

 

 

 

327,534

 

Accumulated other comprehensive income

 

 

268

 

 

 

60

 

Accumulated deficit

 

 

(303,841

)

 

 

(279,794

)

Total stockholders' equity

 

 

82,182

 

 

 

47,803

 

Total liabilities and stockholders' equity

 

$

108,125

 

 

$

72,575