Exhibit 99.1

NUCANA PLC

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

 

						For the Three Months Ended September 30,								For the Nine Months Ended September 30,
		Notes				2025				2024				2025				2024
						(in thousands, except per share data)
						£				£				£				£
Research and development expenses							(2,172	)			(3,736	)			(11,001	)			(17,288	)
Administrative expenses							(1,399	)			(1,358	)			(6,989	)			(4,448	)
Other income			3				2,692				—				2,692				—
Net foreign exchange gains (losses)							100				(229	)			(161	)			(208	)
Operating loss							(779	)			(5,323	)			(15,459	)			(21,944	)
Finance income							153				72				213				283
Finance expense			4				—				—				(12,648	)			—
Loss before tax							(626	)			(5,251	)			(27,894	)			(21,661	)
Income tax credit			5				345				740				1,026				3,317
Loss for the period attributable to equity holders of the Company							(281	)			(4,511	)			(26,868	)			(18,344	)
Basic and diluted loss per ordinary share			6				(0.00	)			(0.07	)			(0.00	)			(0.32	)

The accompanying notes form an integral part of these unaudited condensed consolidated financial statements.

NUCANA PLC

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS

 

		For the Three Months Ended September 30,								For the Nine Months Ended September 30,
		2025				2024				2025				2024
		(in thousands)
		£				£				£				£
Loss for the period			(281	)			(4,511	)			(26,868	)			(18,344	)
Other comprehensive income (expense):
Items that may be reclassified subsequently to profit or loss:
Exchange differences on translation of foreign operations			14				(52	)			(62	)			(45	)
Other comprehensive income (expense) for the period			14				(52	)			(62	)			(45	)
Total comprehensive loss for the period			(267	)			(4,563	)			(26,930	)			(18,389	)
Attributable to:
Equity holders of the Company			(267	)			(4,563	)			(26,930	)			(18,389	)

The accompanying notes form an integral part of these unaudited condensed consolidated financial statements.

NUCANA PLC

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

AS AT

 

						September 30, 2025				December 31, 2024
						(in thousands)
		Notes				£				£
Assets
Non-current assets
Intangible assets			7				2,197				2,199
Property, plant and equipment							157				197
Deferred tax asset			5				123				113
							2,477				2,509
Current assets
Prepayments, accrued income and other receivables							2,976				922
Current income tax receivable			5				1,613				4,594
Cash and cash equivalents			8				25,249				6,749
							29,838				12,265
Total assets							32,315				14,774
Equity and liabilities
Capital and reserves
Share capital and share premium			10				189,586				151,827
Other reserves							86,599				78,421
Accumulated deficit							(250,259	)			(224,294	)
Total equity attributable to equity holders of the Company							25,926				5,954
Non-current liabilities
Provisions							58				37
Lease liabilities							60				117
							118				154
Current liabilities
Trade payables							1,662				2,705
Payroll taxes and social security							115				134
Accrued expenditure							4,418				5,714
Lease liabilities							76				73
Provisions							—				40
							6,271				8,666
Total liabilities							6,389				8,820
Total equity and liabilities							32,315				14,774

The accompanying notes form an integral part of these unaudited condensed consolidated financial statements.

NUCANA PLC

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

 

		For the Nine Months Ended September 30,
		Share capital				Share premium				Own share reserve				Share option reserve				Foreign currency translation reserve				Capital reserve				Accumulated deficit				Total equity attributable to equity holders
		(in thousands)
		£				£				£				£				£				£				£				£
Balance at January 1, 2024			2,114				141,306				(339	)			37,043				3				42,466				(207,706	)			14,887
Loss for the period			—				—				—				—				—				—				(18,344	)			(18,344	)
Other comprehensive expense for the period			—				—				—				—				(45	)			—				—				(45	)
Total comprehensive loss for the period			—				—				—				—				(45	)			—				(18,344	)			(18,389	)
Share-based payments			—				—				—				1,667				—				—				—				1,667
Exercise of share options			6				1				—				(330	)			—				—				326				3
Lapse of share options			—				—				—				(2,065	)			—				—				2,065				—
Issue of share capital			1,825				4,546				—				—				—				—				—				6,371
Share issue expenses			—				(191	)			—				—				—				—				—				(191	)
Balance at September 30, 2024			3,945				145,662				(339	)			36,315				(42	)			42,466				(223,659	)			4,348
Balance at January 1, 2025			5,681				146,146				(339	)			36,276				18				42,466				(224,294	)			5,954
Loss for the period			—				—				—				—				—				—				(26,868	)			(26,868	)
Other comprehensive expense for the period			—				—				—				—				(62	)			—				—				(62	)
Total comprehensive loss for the period			—				—				—				—				(62	)			—				(26,868	)			(26,930	)
Share-based payments			—				—				—				9,143				—				—				—				9,143
Exercise of share options			1				—				—				(43	)			—				—				43				1
Lapse of share options			—				—				—				(860	)			—				—				860				—
Issue of share capital			4,927				15,258				—				—				—				—				—				20,185
Exercise of warrants			3,731				15,188				—				—				—				—				—				18,919
Share issue expenses			—				(1,346	)			—				—				—				—				—				(1,346	)
Balance at September 30, 2025			14,340				175,246				(339	)			44,516				(44	)			42,466				(250,259	)			25,926

The accompanying notes form an integral part of these unaudited condensed consolidated financial statements.

NUCANA PLC

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

 

		For the Nine Months Ended September 30,
		2025				2024
		(in thousands)
		£				£
Cash flows from operating activities
Loss for the period			(26,868	)			(18,344	)
Adjustments for:
Income tax credit			(1,026	)			(3,317	)
Amortization and depreciation			205				407
Movement in provisions			(40	)			—
Finance income			(213	)			(283	)
Finance expense			12,648				—
Interest expense on lease liabilities			7				14
Share-based payments			9,143				1,667
Net foreign exchange losses			221				244
			(5,923	)			(19,612	)
Movements in working capital:
(Increase) decrease in prepayments, accrued income and other receivables			(2,023	)			1,500
(Decrease) increase in trade payables			(1,044	)			2,668
Decrease in payroll taxes, social security and accrued expenditure			(1,315	)			(234	)
Movements in working capital			(4,382	)			3,934
Cash used in operations			(10,305	)			(15,678	)
Net income tax received			3,988				4,015
Net cash used in operating activities			(6,317	)			(11,663	)
Cash flows from investing activities
Interest received			168				299
Payments for property, plant and equipment			—				(3	)
Payments for intangible assets			(143	)			(239	)
Net cash from investing activities			25				57
Cash flows from financing activities
Payments for lease liabilities			(61	)			(188	)
Proceeds from exercise of share options			1				7
Proceeds from issue of share capital			20,185				6,371
Proceeds from exercise of warrants			4,436				—
Proceeds from issue of warrants			4,439				—
Payment for cancellation of warrants			(2,655	)			—
Share issue expenses			(1,346	)			(191	)
Net cash from financing activities			24,999				5,999
Net increase (decrease) in cash and cash equivalents			18,707				(5,607	)
Cash and cash equivalents at beginning of period			6,749				17,225
Effect of exchange rate changes on cash and cash equivalents			(207	)			(267	)
Cash and cash equivalents at end of period			25,249				11,351

The accompanying notes form an integral part of these unaudited condensed consolidated financial statements.

NUCANA PLC

NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

1. General information

NuCana plc (“NuCana” or the “Company”) is a clinical-stage biopharmaceutical company developing a portfolio of new medicines to treat patients with cancer. NuCana is harnessing the power of phosphoramidate chemistry to generate new medicines called ProTides. These compounds have the potential to improve cancer treatment by enhancing the efficacy and safety of several current standards of care.

The Company has had American Depository Shares (“ADSs”) registered with the US Securities and Exchange Commission (“SEC”) and has been listed on Nasdaq since October 2, 2017. From November 9, 2023 the Company transferred its listing to The Nasdaq Capital Market. On April 16, 2024, the Company effected a ratio change of its ADSs to its ordinary shares from one ADS representing one ordinary share, to one ADS representing 25 ordinary shares. On August 11, 2025, the Company effected a ratio change of its ADSs to its ordinary shares from one ADS representing 25 ordinary shares, to one ADS representing 5,000 ordinary shares.

The Company is incorporated in England and Wales and domiciled in the United Kingdom. The Company’s registered office is located at 77/78 Cannon Street, London EC4N 6AF, United Kingdom and its principal place of business is located at 3 Lochside Way, Edinburgh, EH12 9DT, United Kingdom.

The Company has three wholly owned subsidiaries, NuCana, Inc., NuCana Limited and NuCana BioMed Trustee Company Limited (together referred to as the “Group”).

The financial information presented in these unaudited condensed consolidated financial statements does not constitute the Group’s statutory accounts within the meaning of section 434 of the U.K. Companies Act 2006.

The Group’s statutory accounts for the year ended December 31, 2024 have been reported on by the Company’s auditor, and delivered to the Registrar of Companies. The report of the auditor was (i) unqualified and (ii) did not include a reference to any matters to which the auditors drew attention by way of emphasis without qualifying their report. However, the report of the auditor did include a material uncertainty related to going concern disclosure.

2. Material accounting policies

Basis of preparation

The unaudited condensed consolidated financial statements (the “financial statements”) for the nine months ended September 30, 2025 have been prepared in accordance with International Accounting Standard 34, “Interim Financial Reporting” (“IAS 34”). The material accounting policies and methods of computation applied in the preparation of the financial statements are consistent with those applied in the Company’s annual financial statements for the year ended December 31, 2024, except as described below.

In May 2025, the Company completed a registered direct offering of ADSs, pre-funded warrants, and accompanying Series A and Series B warrants. The pre-funded warrants, Series A and Series B warrants were classified as derivative financial liabilities and measured at fair value through profit or loss in accordance with IFRS 9 and IAS 32. These warrants are remeasured prior to each exercise and at the end of the reporting period, with changes in fair value recognized within finance expense in the consolidated statement of operations. Due to the complexity of the instruments’ terms, fair value has been determined using a combination of approaches, including the Black-Scholes Option Pricing model and the Company’s share price at the measurement date.

The Company participates in an American Depository Receipts (“ADR”) program as part of its Nasdaq listing. Under the terms of the program, the depositary may reimburse the Company for certain program-related expenses by making available a portion of the ADS fees charged to ADR holders or otherwise, upon such terms as agreed between the Company and the depositary. Contributions received from the depositary are recognized as income when the Company becomes entitled to receive them. The contribution recognized in the third quarter of 2025 relating to the ADS ratio change in August 2025 is classified as other income within the consolidated statement of operations, due to the materiality of the contribution. Also, it did not represent revenue from ordinary activities, and it was not a direct reimbursement of specific invoices.

The Company is the policyholder and beneficiary of a key person insurance policy. Proceeds received under the policy are recognized as income when realization is virtually certain, in line with IAS 37. Such proceeds are presented as other income given their non-recurring nature. Any interest element included in the settlement is presented separately as finance income in accordance with IFRS 9.

No new standards, amendments or interpretations have had an impact on the financial statements for the nine months ended September 30, 2025. The financial statements comprise the financial statements of the Group at September 30, 2025. The financial statements are presented in pounds sterling, which is also the Company’s functional currency. All values are rounded to the nearest thousand, except where otherwise indicated.

The financial statements do not include all the information and disclosures required in the annual financial statements, and should be read in conjunction with the Company’s annual financial statements for the year ended December 31, 2024.

In the opinion of management, these unaudited condensed consolidated financial statements include all normal recurring adjustments necessary for a fair statement of the results of operations, financial position and cash flows. The results of operations for the nine months ended September 30, 2025 are not necessarily indicative of the results that can be expected for the Company’s fiscal year ending December 31, 2025.

Going concern

The Company’s consolidated financial statements have been presented on the basis that it is a going concern. The Company has not generated any revenues from operations to date and does not expect to in the foreseeable future. As such, the Company has incurred recurring net losses, has an accumulated deficit totaling £250.3 million and cash flows used in operating activities of £6.3 million as of and for the nine months ended September 30, 2025. The Company had £25.2 million of cash and cash equivalents at September 30, 2025.

In reviewing the going concern assessment the Company’s board of directors have considered a going concern period of 12-months from the issuance of these financial statements. Based on our current operating plan, our cash and cash equivalents on hand will be sufficient to fund our anticipated operations for the entirety of the going concern assessment period. The board of directors is therefore satisfied that it is appropriate to adopt the going concern basis of accounting in preparing the financial statements.

As the Company continues to incur losses, the transition to profitability is dependent upon the successful development, approval and commercialization of its product candidates and achieving a level of revenues adequate to support its cost structure. The Company may never achieve profitability, and unless and until it does, it will continue to need additional capital. There can be no assurances, however, that additional funding will be available on acceptable terms.

Judgements and estimates

The accounting estimates and judgements made by management in applying the Group’s accounting policies that have the most material effect on the amounts included within these financial statements were the same as those that applied to the annual financial statements for the year ended December 31, 2024 except as described below.

Significant judgement was required in determining the classification and fair value measurement of the pre-funded warrants, Series A warrants, and Series B warrants issued in connection with the registered direct offering in May 2025. Management concluded that the warrants should be classified as derivative financial liabilities under IAS 32, as they do not meet the “fixed-for-fixed” equity classification criteria. This is due to certain features such as reset mechanisms, the “zero exercise price” option attached to the warrants, and the fact that the warrants were denominated in US dollars while the Company’s functional currency is pounds sterling.

3. Other income

 

		For the Three Months Ended September 30,								For the Nine Months Ended September 30,
		2025				2024				2025				2024
		(in thousands)
		£				£				£				£
ADR depositary contribution			1,851				—				1,851				—
Insurance proceeds			841				—				841				—
Total other income			2,692				—				2,692				—

ADR depositary contribution relates to an amount received from the ADR depositary in relation to the ADS ratio change completed in August 2025. Insurance proceeds represent a one-off payout under a key person policy.

4. Finance expense

 

		For the Three Months Ended September 30,								For the Nine Months Ended September 30,
		2025				2024				2025				2024
		(in thousands)
		£				£				£				£
Revaluation loss from derivative financial instruments			—				—				(12,648	)			—

The non-cash revaluation loss from derivative financial instruments of £12.6 million relates to the fair value remeasurement of Series A and Series B warrants, as set out in note 11.

5. Income tax

 

		For the Three Months Ended September 30,								For the Nine Months Ended September 30,
		2025				2024				2025				2024
		(in thousands)
		£				£				£				£
Current tax:
In respect of current period U.K.			363				806				1,011				3,338
In respect of prior period U.K.			(27	)			(77	)			(3	)			(55	)
In respect of current period U.S.			—				—				—				(1	)
			336				729				1,008				3,282
Deferred tax:
In respect of current period U.S.			9				11				18				35
In respect of prior period U.S.			—				—				—				—
Income tax credit			345				740				1,026				3,317

The income tax credit recognized primarily represents the U.K. research and development tax credits. In the United Kingdom, the Company is able to surrender some of its losses for a cash rebate of up to 26.97% of expenditure related to eligible research and development projects incurred on or after April 1, 2023 (33.35% prior to April 1, 2023).

 

		September 30, 2025				December 31, 2024
		(in thousands)
		£				£
Current income tax receivable
U.K. tax			1,610				4,591
U.S. tax			3				3
			1,613				4,594
Deferred tax asset
U.S. deferred tax asset			123				113

6. Basic and diluted loss per ordinary share

 

		For the Three Months Ended September 30,								For the Nine Months Ended September 30,
		2025				2024				2025				2024
		(in thousands, except per share data)
		£				£				£				£
Loss for the period			(281	)			(4,511	)			(26,868	)			(18,344	)
Basic and diluted weighted average number of ordinary shares			18,484,333				60,416				8,003,656				56,897
Basic and diluted loss per ordinary share			(0.00	)			(0.07	)			(0.00	)			(0.32	)

Basic loss per ordinary share is calculated by dividing the loss for the period attributable to the equity holders of the Company by the weighted average number of ordinary shares outstanding during the period.

The potential ordinary shares issued through equity settled transactions were considered to be anti-dilutive as they would have decreased the loss per ordinary share and were therefore excluded from the calculation of diluted loss per ordinary share.

7. Intangible assets

Intangible assets comprise patents with a carrying value of £2.2 million as of September 30, 2025 (as of December 31, 2024: £2.2 million).

During the nine months ended September 30, 2025, the Company acquired intangible assets with a cost of £0.1 million in relation to patents.

8. Cash and cash equivalents

 

		September 30, 2025				December 31, 2024
		(in thousands)
		£				£
Cash and cash equivalents			25,249				6,749

Cash and cash equivalents comprise cash at banks with deposit maturity terms of three months or less. Cash at banks earns interest at fixed or variable rates based on the terms agreed for each account.

9. Share-based payments

The Company has six share-based payment plans for employees, directors and consultants. The share options granted will be settled in equity. If the Company determines, and at its discretion, an arrangement may be made under the 2020 Long-Term Incentive Plan to substitute the right to acquire shares with a cash alternative of equivalent value. Options granted under each of the six plans have a maximum life of 10 years.

As detailed in the table below, during the nine months ended September 30, 2025, 3,478,076,733 share options were granted under the 2020 Long-Term Incentive Plan (nine months ended September 30, 2024: 6,273,782). Options granted under this plan will vest if the option holder remains under respective contract of employment or contract of service for the agreed vesting period. The share options granted in the period will vest over a period of up to four years.

During the nine months ended September 30, 2025, the Company cancelled 14,380,933 share options granted under the 2016 Share Option Scheme and 2020 Long-Term Incentive Plan (nine months ended September 30, 2024: nil). The incremental fair value of the new options was £13.5 million, calculated using the Black-Scholes model fair value of cancelled options at the date of cancellation compared with the fair value at grant date of new options awarded.

The fair values of options granted were determined using the Black-Scholes model that takes into account factors specific to the share incentive plan such as the assumption that the options are exercised at a point in time of up to two years after vesting. This has been incorporated into the measurement by means of actuarial modelling.

 

Grant date		Jun-20-2025				Jun-20-2025				Jun-20-2025
Vesting dates			Jun-20-2026				Jun-20-2026				Jun-20-2026
			Jun-20-2027				Jun-20-2027				—
			Jun-20-2028				Jun-20-2028				—
			Jun-20-2029				Jun-20-2029				—
Volatility1			190.44	%			211.97	%			253.88	%
Dividend yield			0	%			0	%			0	%
Risk-free investment rate1			3.91	%			3.84	%			3.75	%
Fair value of option at grant date1		£	0.004			£	0.004			£	0.004
Fair value of share at grant date		£	0.004			£	0.004			£	0.004
Exercise price at date of grant		£	0.004			£	0.0004			£	0.0004
Lapse date			Jun-20-2035				Jun-20-2035				Jun-20-2035
Expected option life (years)1			4.5				3.5				2.0
Number of options granted			196,266,198				1,108,027,715				157,982,220
Grant date		Jun-20-2025				Jun-20-2025
Vesting dates			Jun-20-2025				Jun-20-2025
Volatility1			348.99	%			253.88	%
Dividend yield			0	%			0	%
Risk-free investment rate1			3.62	%			3.75	%
Fair value of option at grant date1		£	0.004			£	0.004
Fair value of share at grant date		£	0.004			£	0.004
Exercise price at date of grant		£	0.0004			£	0.004
Lapse date			Jun-20-2035				Jun-20-2035
Expected option life (years)1			1.0				2.0
Number of options granted			1,304,702,251				711,098,349

 

1.	Represents the average for the options granted.

For the three months ended September 30, 2025, the Company recognized £0.9 million of share-based payment expense in the statement of operations (three months ended September 30, 2024: £0.4 million). For the nine months ended September 30, 2025, the Company recognized £9.1 million of share-based payment expense in the statement of operations (nine months ended September 30, 2024: £1.7 million).

10. Share capital and share premium

 

		September 30, 2025				December 31, 2024
		(in thousands)
		£				£
Share capital			14,340				5,681
Share premium			175,246				146,146
			189,586				151,827

 

		Number (in thousands)
		Nominal value £0.0004				Nominal value £0.04
Issued share capital comprises:
Ordinary shares			20,809,855				142,037
Deferred shares			15,040,466				—
			35,850,321				142,037

 

		Number				Ordinary share capital				Deferred share capital				Share premium
		(in thousands)
						£				£				£
Fully paid shares:
Balance at December 31, 2024			142,037				5,681				—				146,146
Exercise of share options			29				1				—				—
Issue of share capital			9,858				394				—				81
Share issue expenses			—				—				—				(14	)
Balance pre-subdivision and reclassification			151,924				6,076				—				146,213
Subdivision and reclassification of share capital			15,040,466				(6,016	)			6,016				—
Issue of share capital			11,330,287				4,533				—				15,177
Exercise of warrants			9,327,644				3,731				—				15,188
Share issue expenses			—				—				—				(1,332	)
Balance at September 30, 2025			35,850,321				8,324				6,016				175,246

On April 23, 2025, the Company subdivided and redesignated the issued share capital of 151,923,897 ordinary shares of £0.04 each into 151,923,897 ordinary shares and 15,040,465,803 deferred shares, in each case, of £0.0004 each. The deferred shares have no economic value, dividend or voting rights.

As at September 30, 2025, the Company had 4,160,271 ADSs listed on The Nasdaq Capital Market.

11. Derivative financial instruments

 

		September 30, 2025				December 31, 2024
		(in thousands)
		£				£
Opening Balance			—				—
Initial recognition on issuance of warrants			4,439				—
Losses on warrant remeasurement			12,648				—
Exercise of warrants			(14,483	)			—
Cancellation of warrants			(2,604	)			—
Closing Balance			—				—

In May 2025, the Company completed a registered direct offering comprising 2,452,935 ADSs, representing 61,323,375 ordinary shares, and 8,393,050 pre-funded warrants, representing 209,826,250 ordinary shares. Each ADS or pre-funded warrant was issued together with one Series A warrant and one Series B warrant to purchase one ADS. Of the £5.2 million initial proceeds, £4.4 million was allocated to the warrants, which were classified as derivative financial instruments. Both Series A and Series B warrants contained a net settlement option and a reset mechanism allowing the exercise price to be adjusted with a proportional adjustment to the number of warrants outstanding, such that the aggregate exercise price payable remained the same. In addition, the Series B warrants included a “zero exercise price” option, allowing the holder, upon payment of the nominal value, to receive three ADSs for each warrant, based on the number that would have been issued under a traditional cash exercise.

Exercises and settlements during 2025

 

•

All 8,393,050 pre-funded warrants were exercised for gross proceeds of £0.1 million.

 

•

The exercise price of the Series B warrants was reset from $1.61 to $0.3643 and subsequently to the floor price of $0.1291, increasing the number of warrants to 118,804,235. All Series B warrants were exercised under the “zero exercise price” option, resulting in the issuance of 356,412,705 ADSs, representing 8,901,317,625 ordinary shares, and gross proceeds of £3.5 million, representing the nominal value of the ordinary shares issued.

 

•

The exercise price of the Series A warrants was similarly reset to the $0.1291 floor price, increasing the number of warrants to 67,781,105. Of these, 8,300,000 warrants, representing 207,500,000 ordinary shares, were exercised for gross proceeds of £0.8 million.

 

•

A cancellation agreement was entered into in June 2025 and concluded in July 2025 to cancel the remaining Series A warrants for a fixed cash payment of $3.6 million using 70% of the net proceeds raised from the ATM program initiated in June 2025.

The total fair value of warrants exercised or cancelled during the year was £17.1 million. Following these transactions, no derivative warrant liabilities remained outstanding at September 30, 2025.

Exhibit 99.2

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

You should read the following discussion and analysis of financial condition and results of operations together with the unaudited condensed consolidated financial statements and the related notes to those statements included as Exhibit 99.1 to this Report on Form 6-K submitted to the Securities and Exchange Commission, or the SEC, on November 13, 2025. We also recommend that you read our discussion and analysis of financial condition and results of operations together with our audited financial statements and the notes thereto, and the section entitled “Risk Factors”, each of which appear in our Annual Report on Form 20-F for the year ended December 31, 2024 filed with the SEC on March 20, 2025 (the “Annual Report”), as well as the “Supplemental Risk Factors” filed with our Form 6-Ks from time to time with the SEC.

We present our unaudited condensed consolidated financial statements in pounds sterling and in accordance with International Accounting Standard 34, “Interim Financial Reporting,” or IAS 34, which may differ in material respects from generally accepted accounting principles in other jurisdictions, including generally accepted accounting principles in the United States, or U.S. GAAP.

Unless otherwise indicated or the context otherwise requires, all references to “NuCana,” the “Company,” “we,” “our,” “us” or similar terms refer to NuCana plc and its consolidated subsidiaries.

The statements in this discussion regarding industry outlook, our expectations regarding our future performance, liquidity and capital resources and other non-historical statements are forward-looking statements. Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause the Company’s actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. These risks and uncertainties include, but are not limited to, the risks and uncertainties set forth in the “Risk Factors” section of our Annual Report and any subsequent reports that we file with the SEC.

Company Overview

We are a clinical-stage biopharmaceutical company focused on significantly improving treatment outcomes for patients with cancer by applying our ProTide technology to transform some of the most widely prescribed chemotherapy agents, nucleoside analogs, into more effective and safer medicines. While these conventional agents remain part of the standard of care for the treatment of many solid and hematological tumors, they have significant shortcomings that limit their efficacy and they are often poorly tolerated. Utilizing our proprietary technology, we are developing new medicines, ProTides, designed to overcome the key limitations of nucleoside analogs and generate much higher concentrations of anti-cancer metabolites in cancer cells. NuCana’s pipeline includes NUC-7738 and NUC-3373. NUC-7738 is a novel anti-cancer agent that disrupts RNA polyadenylation, profoundly impacts gene expression in cancer cells and targets multiple aspects of the tumor microenvironment. NUC-7738 is in the Phase 2 part of a Phase 1/2 trial which is evaluating NUC-7738 as a monotherapy in patients with advanced solid tumors and in combination with pembrolizumab in patients with melanoma. NUC-3373 is a new chemical entity derived from the nucleoside analog 5-fluorouracil, a widely used chemotherapy agent. NUC-3373 has recently been evaluated in a Phase 1b/2 modular trial (NuTide:303) of NUC-3373 in combination with the PD-1 inhibitor pembrolizumab for patients with advanced solid tumors and in combination with docetaxel for patients with lung cancer, and we are currently evaluating further characterization of mode of action and target indications for further clinical trials of NUC-3373.

Financial Operations Overview

Revenues

We do not have any approved products. Accordingly, we have not generated any revenue, and we do not expect to generate any revenue from the sale of any products unless and until we obtain regulatory approvals for, and commercialize any of, our product candidates. In the future, we will seek to generate revenue primarily from product sales and, potentially, regional or global collaborations with strategic partners.

Operating Expenses

We classify our operating expenses into two categories: research and development expenses and administrative expenses. Personnel costs, including salaries, benefits, bonuses and share-based payment expense, comprise a component of each of these expense categories. We allocate expenses associated with personnel costs based on the function performed by the respective employees.

Research and Development Expenses

The largest component of our total operating expenses since our inception has been costs related to our research and development activities, including the preclinical and clinical development of our product candidates.

Research and development costs are expensed as incurred. Our research and development expense primarily consists of:

 

•

costs incurred under agreements with contract research organizations, or CROs, and investigative sites that conduct preclinical studies and clinical trials;

 

•

costs related to manufacturing active pharmaceutical ingredients and drug products for preclinical studies and clinical trials;

 

•

salaries and personnel-related costs, including bonuses, benefits and any share-based payment expense, for our personnel performing research and development activities or managing those activities that have been outsourced;

 

•

fees paid to consultants and other third parties who support our product candidate development;

 

•

costs of maintaining and defending patents;

 

•

other costs incurred in seeking regulatory approval for our product candidates; and

 

•

payments under our license agreements.

The successful development of our ProTides is highly uncertain. Product candidates in later stages of clinical development generally have higher development costs than those in earlier stages of clinical development, primarily due to the increased size and duration of later stage clinical trials. However, we do not believe that it is possible at this time to accurately project total program specific expenses through commercialization. We are also unable to predict when, if ever, material net cash inflows will commence from our product candidates to offset these expenses. Our expenditures on current and future preclinical and clinical development programs are subject to numerous uncertainties in timing and cost to completion.

The duration, costs and timing of clinical trials and development of our product candidates will depend on a variety of factors including:

 

•

the scope, rate of progress, results and expenses of our ongoing and future clinical trials, preclinical studies and research and development activities;

 

•

the potential need for additional clinical trials or preclinical studies requested by regulatory agencies;

 

•

potential uncertainties in clinical trial enrollment rates or drop-out or discontinuation rates of patients;

 

•

competition with other drug development companies in, and the related expense of, identifying and enrolling patients in our clinical trials and contracting with third-party manufacturers for the production of the drug product needed for our clinical trials;

 

•

the achievement of milestones requiring payments under in-licensing agreements;

 

•

any significant changes in government regulation;

 

•

the terms and timing of any regulatory approvals;

 

•

the expense of filing, prosecuting, defending and enforcing patent claims and other intellectual property rights; and

 

•

the ability to market, commercialize and achieve market acceptance for any of our product candidates, if approved.

We track research and development expenses on a program-by-program basis for both clinical-stage and preclinical product candidates. Where appropriate, manufacturing and non-clinical research and development expenses are assigned or allocated to individual product candidates.

Administrative Expenses

Administrative expenses consist of personnel costs, depreciation, amortization and other expenses for outside professional services, including legal, audit and accounting services. Personnel costs consist of salaries, bonuses, benefits and share-based payment expense. Other administrative expenses include office related costs, professional fees and costs of our information systems. We anticipate that our administrative expenses will continue to increase in the future as we increase our headcount to support our continued research and development and potential commercialization of our product candidates. We also incur expenses as a public company, including expenses related to compliance with the rules and regulations of the SEC and Nasdaq, additional insurance expenses, and expenses related to investor relations and other administrative and professional services.

Other Income

Other income represents income unrelated to ordinary business activities and therefore does not meet the definition of revenue. Other income consists of ADR depository contributions and insurance proceeds.

Net Foreign Exchange (Losses) Gains

Net foreign exchange (losses) gains primarily relates to cash held in U.S. dollars.

Finance Income

Finance income relates to interest earned on our cash and cash equivalents.

Finance Expense

Finance expense relates to fair value revaluation losses from derivative financial instruments.

Income Tax Credit

We are subject to corporate taxation in the United Kingdom and our wholly owned U.S. subsidiary, NuCana, Inc., is subject to corporate taxation in the United States. Due to the nature of our business, we have generated losses in the United Kingdom since our inception. Our income tax credit recognized represents the sum of the research and development tax credits recoverable in the United Kingdom and in the United States, and income tax payable in the United States.

As a company that carries out extensive research and development activities, we benefit from the U.K. and U.S. research and development tax credit regimes. In the United Kingdom, we are able to surrender some of our losses for a cash rebate of up to 26.97% of eligible expenditures on qualifying research and development projects incurred. In the United States, we are able to offset the research and development credits against corporation tax payable. Our qualifying expenditures in the United Kingdom largely comprise clinical trial and manufacturing costs, employment costs for relevant staff and consumables incurred as part of research and development projects. In the United Kingdom, where we receive the larger proportion of the research and development credits, certain subcontracted qualifying research and development expenditures are eligible for a cash rebate of up to 17.53%. A large proportion of costs relating to our research and development, clinical trials and manufacturing activities are currently eligible for inclusion within these tax credit cash rebate claims. However, for accounting periods beginning on or after April 1, 2024, research and development expenditure on overseas subcontractors is no longer eligible unless certain criteria are met. Overseas subcontractor expenditure is now only eligible when there are conditions present overseas which are not present in the United Kingdom and it would be ‘wholly unreasonable’ to replicate those conditions within the United Kingdom.

We may not be able to continue to claim research and development tax credits in the United Kingdom in the future under the current research and development tax credit scheme because we may no longer qualify as a R&D-intensive loss-making small or medium-sized company. However, in that scenario, we may be able to file under the merged scheme R&D expenditure credit.

Results of Operations

Comparison of the Three Months Ended September 30, 2025 and September 30, 2024

The following table summarizes the results of our operations for the three months ended September 30, 2025 and 2024.

 

		For the Three Months Ended September 30,
		2025				2024
		(unaudited)
		(in thousands)
		£				£
Research and development expenses			(2,172	)			(3,736	)
Administrative expenses			(1,399	)			(1,358	)
Other income			2,692				—
Net foreign exchange gains (losses)			100				(229	)
Operating loss			(779	)			(5,323	)
Finance income			153				72
Loss before tax			(626	)			(5,251	)
Income tax credit			345				740
Loss for the period			(281	)			(4,511	)
Other comprehensive income (expense):
Items that may be reclassified subsequently to profit or loss:
Exchange differences on translation of foreign operations			14				(52	)
Total comprehensive loss for the period			(267	)			(4,563	)

Research and Development Expenses

Research and development expenses were £2.2 million for the three months ended September 30, 2025 as compared to £3.7 million for the three months ended September 30, 2024.

In the three months ended September 30, 2025:

 

•

Clinical trial expenses decreased by £2.3 million due to reduced expenditure across most clinical trials, predominantly NuTide:323, partially offset by increased expenditure on NuTide:701;

 

•

Share-based payment expenses increased by £0.4 million primarily due to options granted in the second quarter of 2025; and

 

•

Other research and development costs increased by £0.4 million principally due to higher manufacturing and personnel costs.

The following table gives a breakdown of the research and development costs incurred by product candidate for the three months ended September 30, 2025 and 2024:

 

		For the Three Months Ended September 30,
		2025				2024
		(in thousands)
		£				£
NUC-7738			1,712				622
NUC-3373			480				3,200
Acelarin			(157	)			(367	)
Other			137				281
		2,172				3,736

Administrative Expenses

Administrative expenses were £1.4 million for the three months ended September 30, 2025 as compared to £1.4 million for the three months ended September 30, 2024.

In the three months ended September 30, 2025:

 

•

Share-based payment expenses increased by £0.1 million primarily due to options granted in the second quarter of 2025; and

 

•

Other administrative expenses decreased by £0.1 million.

Net Foreign Exchange Gains (Losses)

For the three months ended September 30, 2025, we recorded a net foreign exchange gain of £0.1 million, compared with a net foreign exchange loss of £0.2 million for the three months ended September 30, 2024. In 2025, the gain primarily reflected the appreciation of the U.S. dollar against the U.K. pound sterling. In contrast, in 2024, the loss arose from the depreciation of the U.S. dollar relative to the U.K. pound sterling.

Other Income

Other income was £2.7 million for the three months ended September 30, 2025 as compared to £nil for the three months ended September 30, 2024.

In the three months ended September 30, 2025:

 

•

ADR depositary contributions of £1.9 million were received with no corresponding income in the three months ended September 30, 2024; and

 

•

One off insurance proceeds of £0.8 million were received.

Finance Income

Finance income represents bank interest and was £0.2 million for the three months ended September 30, 2025 and £0.1 million for the three months ended September 30, 2024. The increase in bank interest resulted from higher cash deposits.

Income Tax Credit

The income tax credit for the three months ended September 30, 2025, which principally relates to U.K. research and development tax credits, amounted to £0.3 million as compared to £0.7 million for the three months ended September 30, 2024. The decrease in the income tax credit was primarily attributable to a decrease in our eligible research and development expenses.

Results of Operations

Comparison of the Nine Months Ended September 30, 2025 and September 30, 2024

The following table summarizes the results of our operations for the nine months ended September 30, 2025 and 2024.

 

		For the Nine Months Ended September 30,
		2025				2024
		(unaudited)
		(in thousands)
		£				£
Research and development expenses			(11,001	)			(17,288	)
Administrative expenses			(6,989	)			(4,448	)
Other income			2,692				—
Net foreign exchange losses			(161	)			(208	)
Operating loss			(15,459	)			(21,944	)
Finance income			213				283
Finance expense			(12,648	)			—
Loss before tax			(27,894	)			(21,661	)
Income tax credit			1,026				3,317
Loss for the period			(26,868	)			(18,344	)
Other comprehensive expense:
Items that may be reclassified subsequently to profit or loss:
Exchange differences on translation of foreign operations			(62	)			(45	)
Total comprehensive loss for the period			(26,930	)			(18,389	)

Research and Development Expenses

Research and development expenses were £11.0 million for the nine months ended September 30, 2025 as compared to £17.3 million for the nine months ended September 30, 2024.

In the nine months ended September 30, 2025:

 

•

Clinical trial expenses decreased by £10.7 million due to reduced expenditure across all clinical trials, predominantly NuTide:323;

 

•

Other research and development costs decreased by £1.0 million, principally due to lower personnel costs, partially offset by increased manufacturing costs; and

 

•

Share-based payment expenses increased by £5.4 million primarily due to options granted in the second quarter of 2025.

The following table gives a breakdown of the research and development costs incurred by product candidate for the nine months ended September 30, 2025 and 2024:

 

		For the Nine Months Ended September 30,
		2025				2024
		(in thousands)
		£				£
NUC-7738			6,885				2,308
NUC-3373			3,651				14,205
Acelarin			6				(89	)
Other			459				864
			11,001				17,288

Administrative Expenses

Administrative expenses were £7.0 million for the nine months ended September 30, 2025 as compared to £4.4 million for the nine months ended September 30, 2024.

In the nine months ended September 30, 2025:

 

•

Share-based payment expenses increased by £2.0 million primarily due to options granted in the second quarter of 2025;

 

•

Professional fees related to the issue of warrants were £1.4 million, with no corresponding cost in the nine months ended September 30, 2024; and

 

•

Other administrative expenses decreased by £0.8 million.

Other Income

Other income was £2.7 million for the nine months ended September 30, 2025 as compared to £nil for the nine months ended September 30, 2024.

In the nine months ended September 30, 2025:

 

•

ADR depositary contributions of £1.9 million were received with no corresponding income in the nine months ended September 30, 2024; and

 

•

One off insurance proceeds of £0.8 million were received.

Net Foreign Exchange Losses

For the nine months ended September 30, 2025, we recorded a net foreign exchange loss of £0.2 million, compared with a net foreign exchange loss of £0.2 million for the nine months ended September 30, 2024.

Finance Income

Finance income represents bank interest and was £0.2 million for the nine months ended September 30, 2025 and £0.3 million for the nine months ended September 30, 2024. The decrease in bank interest resulted from lower average cash deposits.

Finance Expense

Finance expense relates to fair value revaluation losses from derivative financial instruments being remeasured at fair value through profit or loss and was £12.6 million for the nine months ended September 30, 2025, with no such expense for the nine months ended September 30, 2024.

Income Tax Credit

The income tax credit for the nine months ended September 30, 2025, which is largely composed of U.K. research and development tax credits, amounted to £1.0 million as compared to £3.3 million for the nine months ended September 30, 2024. The decrease in the income tax credit was primarily attributable to a decrease in our eligible research and development expenses.

Liquidity and Capital Resources

Overview

Since our inception, we have incurred significant operating losses and negative cash flows. We anticipate that we will continue to incur losses for at least the next several years. As a result, we may need additional capital to fund our operations, which we may obtain from additional equity financings, debt financings, research funding, collaborations, contract and grant revenue or other sources.

As of September 30, 2025 and December 31, 2024, we had cash and cash equivalents of £25.2 million and £6.7 million respectively. We do not currently have any approved products and have never generated any revenue from product sales. To date we have financed our operations primarily through the issuances of our equity securities. We expect that our existing cash and cash equivalents will be sufficient to meet our anticipated cash requirements into 2029.

In June 2025, we entered into an ATM sales agreement with A.G.P./Alliance Global Partners, or A.G.P., and Laidlaw & Company (UK) Ltd., or Laidlaw, pursuant to which we may periodically sell ADSs having an aggregate offering price of up to $100.0 million through A.G.P. and Laidlaw acting as our agents. Sales of our ADSs pursuant to this ATM program are subject to certain conditions specified in the sales agreement. In connection with entering into the agreement with A.G.P. and Laidlaw, we terminated the ATM sales agreement from August 2021 between us and Jefferies LLC, or Jefferies. Sales under the ATM program are registered on a shelf registration statement on Form F-3 that we filed with the SEC in June 2025, and which permits the offering, issuance and sale by us of up to a maximum aggregate offering price of $150.0 million of our securities, inclusive of our ADSs sold under the ATM program. During the nine months ending September 30, 2025 we sold and issued 394,303 ADSs, representing 9,857,575 ordinary shares, under the ATM program with Jefferies, raising gross proceeds of £0.5 million, and we sold and issued 450,758,552 ADSs, representing 11,268,963,800 ordinary shares, under the ATM program with A.G.P. and Laidlaw, raising gross proceeds of £19.0 million.

Cash Flows Comparison of the Nine Months Ended September 30, 2025 and September 30, 2024

The following table summarizes the results of our cash flows for the nine months ended September 30, 2025 and 2024.

 

		For the Nine Months Ended September 30,
		2025				2024
		(unaudited)
		(in thousands)
		£				£
Net cash used in operating activities			(6,317	)			(11,663	)
Net cash from investing activities			25				57
Net cash from financing activities			24,999				5,999
Net increase (decrease) in cash and cash equivalents			18,707				(5,607	)

Operating Activities

Net cash used in operating activities was £6.3 million for the nine months ended September 30, 2025 as compared to £11.7 million for the nine months ended September 30, 2024, a net decrease in cash outflows of £5.4 million.

In the nine months ended September 30, 2025:

 

•

Operating loss cash outflows were lower by £13.7 million; and

 

•

Working capital outflows were £4.4 million as compared to working capital inflows of £3.9 million in the nine months ended September 30, 2024.

Investing Activities

Net cash from investing activities was £25,000 for the nine months ended September 30, 2025, compared with net cash from investing activities of £0.1 million for the nine months ended September 30, 2024.

In the nine months ended September 30, 2025:

 

•

Interest income was lower by £0.1 million; and

 

•

Cash used to acquire intangible assets was lower by £0.1 million.

Financing Activities

Net cash from financing activities was £25.0 million for the nine months ended September 30, 2025, compared with £6.0 million for the nine months ended September 30, 2024.

In the nine months ended September 30, 2025:

 

•

Net proceeds from the issue of share capital were higher by £12.7 million;

 

•

Net proceeds from the issue, exercise and cancellation of warrants were £6.2 million; and

 

•

Payments for lease liabilities were lower by £0.1 million.

Operating and Capital Expenditure Requirements

We have not achieved profitability on an annual basis since our inception, and we expect to continue to incur net losses in the future.

We believe that our existing capital resources will be sufficient to fund our operations, including currently anticipated research and development activities and planned capital spending, into 2029. We carefully manage our capital resources and have sufficient controllable mitigating actions identified to manage our expenditure, including management of third-party expenses, such as timing of clinical trial activities, and internal resource costs.

However, our future funding requirements will depend on many factors, including but not limited to:

 

•

the scope, rate of progress and cost of our clinical trials taking place in the near term, preclinical programs and other related activities;

 

•

the extent of success in our early preclinical and clinical stage research programs, which will determine the amount of funding required to further the development of our product candidates;

 

•

the progress that we make in developing new product candidates based on our proprietary ProTide technology;

 

•

the cost of manufacturing clinical supplies and establishing commercial supplies of our product candidates and any products that we may develop;

 

•

the costs involved in filing and prosecuting patent applications and enforcing and defending potential patent claims;

 

•

the timing of receipt of our U.K. research and development tax credit cash rebates;

 

•

the outcome, timing and cost of regulatory approvals of our ProTide product candidates;

 

•

the cost and timing of establishing sales, marketing and distribution capabilities; and

 

•

the costs of hiring additional skilled employees to support our continued growth and the related costs of leasing additional office space.

Exhibit 99.3

NuCana Reports Third Quarter 2025 Financial Results and Provides Business

Update

Announced Encouraging Data on both NUC-7738 and NUC-3373

Initial Data from the Expansion Study of NUC-7738 Expected in Q4 2025 with Final Data Expected in 2026

Compliant with All Nasdaq Continued Listing Criteria

Well Capitalized with Anticipated Cash Runway into 2029

Edinburgh, United Kingdom, November 13, 2025 (GLOBE NEWSWIRE) - NuCana plc (NASDAQ: NCNA) (“NuCana” or the “Company”) announced financial results for the third quarter ended September 30, 2025 and provided an update on its clinical development program with its two lead anti-cancer medicines.

“We recently announced promising data for both NUC-7738 and NUC-3373 that continue to support the potential of our ProTides to deliver significantly improved treatment outcomes for patients with cancer,” said Hugh S. Griffith, NuCana’s Chief Executive Officer. “For NUC-7738, we presented new data at the European Society for Medical Oncology (ESMO) Congress 2025 on NUC-7738 in combination with PD-1 inhibitors in a real-time organoid model system, which revealed that NUC-7738 enhances the effectiveness of PD-1 inhibitors, resulting in increased tumor cell killing. These data demonstrate the benefit of combining PD-1 inhibitors with NUC-7738, similar to that seen in patients on the ongoing NuTide:701 study. Based on the exciting initial data from this study, we are currently recruiting an additional 28 patients with PD-1 inhibitor-resistant melanoma and plan to meet with the U.S. Food and Drug Administration to discuss the data from this study to determine the optimal registration strategy to support potential marketing approval.”

Mr. Griffith continued, “We also presented new clinical data from the NuTide:303 study, where encouraging signals of durable activity were observed in patients treated with NUC-3373 plus pembrolizumab who had exhausted all standard treatment options, including prior PD-1 inhibitors. Notably, one patient with melanoma remains progression-free at 23 months and continues to exhibit a partial response with an 81% reduction in target lesions. Another patient with urothelial carcinoma of the bladder achieved a 100% reduction in their target lesions and remained on treatment for over 15 months. These clinical findings are further supported by nonclinical data published in September 2025, which corroborate the immunogenic effects of NUC-3373 observed in patients, particularly in combination with a PD-1 inhibitor. We are currently evaluating optimal combinations and indications for further clinical studies of NUC-3373, while continuing to maintain our anticipated cash runway into 2029.”

Mr. Griffith concluded, “Lastly, we have significantly strengthened our balance sheet via the strategic utilization of our at-the-market (“ATM”) program in July, extending our cash runway into 2029 and through key value-driving milestones. This initiative, together with the financing in May, raised gross proceeds of $38.4 million, and with multiple data readouts ahead, we are well-positioned to deliver on our mission of improving treatment outcomes for patients with cancer.”

Anticipated Milestones

 

•

NUC-7738

 

•

Announce initial data from the Phase 1/2 expansion study (NuTide:701) of NUC-7738 in combination with pembrolizumab in Q4 2025;

 

•

Obtain regulatory guidance from the U.S. Food and Drug Administration on pivotal study design for NUC-7738 in melanoma in 2026; and

 

•

Announce final data from the Phase 1/2 expansion study (NuTide:701) of NUC-7738 in combination with pembrolizumab in 2026.

 

•

NUC-3373

 

•

Announce nonclinical data on further characterization of mode of action and target indications in 2026.

Third Quarter 2025 Financial Highlights and Cash Position

As of September 30, 2025, NuCana had cash and cash equivalents of £25.2 million compared to £8.4 million at June 30, 2025 and £6.7 million at December 31, 2024.

In July 2025, NuCana raised, through the ATM program, £19.0 million in gross proceeds before expenses and commission. On July 21, 2025, having raised the full amount of capital required, NuCana announced it had successfully canceled all remaining Series A Warrants issued in the May 2025 financing, in exchange for payments totaling $3.6 million. This initiative fully eliminated all overhanging rights from the May 2025 financing.

NuCana anticipates its cash and cash equivalents at September 30, 2025 will be sufficient to fund its planned operations into 2029.

NuCana reported a net loss of £0.3 million for the quarter ended September 30, 2025, which includes other income of £2.7 million, as compared to a net loss of £4.5 million for the quarter ended September 30, 2024. Basic and diluted loss per ordinary share was £0.00 for the quarter ended September 30, 2025, as compared to a loss per ordinary share of £0.07 for the comparable quarter ended September 30, 2024.

NuCana reported a net loss of £26.9 million for the nine months ended September 30, 2025, as compared to a net loss of £18.3 million for the nine months ended September 30, 2024. The net loss for the nine months ended September 30, 2025 included the following non-cash or non-recurring items:

 

•

Finance expense of £12.6 million (2024: £nil) relating to the non-cash loss on fair value revaluation of the warrants issued in the May 2025 financing;

 

•

Professional fees of £1.4 million (2024: £nil) related to the issue of warrants; and

 

•

Share-based payment expenses of £9.1 million (2024: £1.7 million); partly offset by

 

•

Other income of £2.7 million (2024: £nil).

Basic and diluted loss per ordinary share was £0.00 for the nine months ended September 30, 2025, as compared to a loss per ordinary share of £0.32 for the comparable nine months ended September 30, 2024.

About NuCana

NuCana is a clinical-stage biopharmaceutical company focused on significantly improving treatment outcomes for patients with cancer by applying our ProTide technology to transform some of the most widely prescribed chemotherapy agents, nucleoside analogs, into more effective and safer medicines. While these conventional agents remain part of the standard of care for the treatment of many solid and hematological tumors, they have significant shortcomings that limit their efficacy and they are often poorly tolerated. Utilizing our proprietary technology, we are developing new medicines, ProTides, designed to overcome the key limitations of nucleoside analogs and generate much higher concentrations of anti-cancer metabolites in cancer cells. NuCana’s pipeline includes NUC-7738 and NUC-3373. NUC-7738 is a novel anti-cancer agent that disrupts RNA polyadenylation, profoundly impacts gene expression in cancer cells and targets multiple aspects of the tumor microenvironment. NUC-7738 is in the Phase 2 part of a Phase 1/2 study which is evaluating NUC-7738 as a monotherapy in patients with advanced solid tumors and in combination with pembrolizumab in patients with melanoma. NUC-3373 is a new chemical entity derived from the nucleoside analog 5-fluorouracil, a widely used chemotherapy agent. NUC-3373 has recently been evaluated in a Phase 1b/2 modular study (NuTide:303) of NUC-3373 in combination with the PD-1 inhibitor pembrolizumab for patients with advanced solid tumors and in combination with docetaxel for patients with lung cancer, and NuCana is currently evaluating further characterization of mode of action and target indications for further clinical studies of NUC-3373.

Forward-Looking Statements

This press release may contain “forward-looking” statements within the meaning of the Private Securities Litigation Reform Act of 1995 that are based on the beliefs and assumptions and on information currently available to management of the Company. All statements other than statements of historical fact contained in this press release are forward-looking statements, including statements concerning the Company’s planned and ongoing clinical studies for the Company’s product candidates and the potential advantages of those product candidates, including NUC-7738 and NUC-3373; the initiation, enrollment, timing, progress, release of data from and results of those planned and ongoing clinical studies; the Company’s goals with respect to the development, regulatory pathway and potential use, if approved, of each of its product candidates; the utility of prior non-clinical and clinical data in determining future clinical results; and the sufficiency of the Company’s current cash and cash equivalents to fund its planned operations into 2029. In some cases, you can identify forward-looking statements by terminology such as “may,” “will,” “should,” “expects,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” “potential” or “continue” or the negative of these terms or other comparable terminology. Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause the Company’s actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. These risks and uncertainties include, but are not limited to, our ability to raise additional capital sufficient to fund our planned operations and the risks and uncertainties set forth in the “Risk Factors” section of the Company’s Annual Report on Form 20-F for the year ended December 31, 2024 filed with the Securities and Exchange Commission (“SEC”) on March 20, 2025, and subsequent reports that the Company files with the SEC. Forward-looking statements represent the Company’s beliefs and assumptions only as of the date of this press release. Although the Company believes that the expectations reflected in the forward-looking statements are reasonable, it cannot guarantee future results, levels of activity, performance or achievements. Except as required by law, the Company assumes no obligation to publicly update any forward-looking statements for any reason after the date of this press release to conform any of the forward-looking statements to actual results or to changes in its expectations.

Unaudited Condensed Consolidated Statements of Operations

 

		For the Three Months Ended September 30,								For the Nine Months Ended September 30,
		2025				2024				2025				2024
		(in thousands, except per share data)
		£				£				£				£
Research and development expenses			(2,172	)			(3,736	)			(11,001	)			(17,288	)
Administrative expenses			(1,399	)			(1,358	)			(6,989	)			(4,448	)
Other income			2,692				—				2,692				—
Net foreign exchange gains (losses)			100				(229	)			(161	)			(208	)
Operating loss			(779	)			(5,323	)			(15,459	)			(21,944	)
Finance income			153				72				213				283
Finance expense			—				—				(12,648	)			—
Loss before tax			(626	)			(5,251	)			(27,894	)			(21,661	)
Income tax credit			345				740				1,026				3,317
Loss for the period attributable to equity holders of the Company			(281	)			(4,511	)			(26,868	)			(18,344	)
Basic and diluted loss per ordinary share			(0.00	)			(0.07	)			(0.00	)			(0.32	)

Unaudited Condensed Consolidated Statements of Financial Position As At

 

		September 30, 2025				December 31, 2024
		(in thousands)
		£				£
Assets
Non-current assets
Intangible assets			2,197				2,199
Property, plant and equipment			157				197
Deferred tax asset			123				113
			2,477				2,509
Current assets
Prepayments, accrued income and other receivables			2,976				922
Current income tax receivable			1,613				4,594
Cash and cash equivalents			25,249				6,749
			29,838				12,265
Total assets			32,315				14,774
Equity and liabilities
Capital and reserves
Share capital and share premium			189,586				151,827
Other reserves			86,599				78,421
Accumulated deficit			(250,259	)			(224,294	)
Total equity attributable to equity holders of the Company			25,926				5,954
Non-current liabilities
Provisions			58				37
Lease liabilities			60				117
			118				154
Current liabilities
Trade payables			1,662				2,705
Payroll taxes and social security			115				134
Accrued expenditure			4,418				5,714
Lease liabilities			76				73
Provisions			—				40
			6,271				8,666
Total liabilities			6,389				8,820
Total equity and liabilities			32,315				14,774