9.
Commitments and contingencies

Leases

In April 2022, the Company entered into an operating lease agreement for a principal executive office in Carmel, Indiana (the “Carmel Lease”). The Carmel Lease commenced in October 2022 and had an initial term of 39 months, a termination date of December 31, 2025, and an option to extend for 36 additional months at the Company’s discretion. The option to extend was not considered reasonably certain as of the lease inception. On May 9, 2025, the Company entered into the first amendment of

the Carmel Lease (the "First Amendment"). Pursuant to the terms of the First Amendment, the leased premises were expanded, and the lease term was extended through December 31, 2028, with an option to extend for 36 additional months at the Company’s discretion. The option to extend is not considered reasonably certain as of date of the First Amendment.

In December 2023, the Company entered into an operating lease agreement for laboratory space in Indianapolis, Indiana (the “Laboratory Lease”). The Laboratory Lease commenced in December 2023 and had a term of 12 months, terminating in December 2024. The Company entered into a new lease for laboratory space in August 2024, commencing in December 2024, and terminating in December 2025. In October 2025, the Company entered into a new operating lease agreement for laboratory space in Indianapolis, Indiana, commencing in December 2025 and terminating in November 2026. All laboratory leases are short-term leases with no corresponding lease liability or right-of-use asset recorded, and lease payments are recognized as expense on a straight-line basis over the lease terms.

The Company has no other operating or finance leases as of December 31, 2025, or December 31, 2024.

Pursuant to ASC 842, the Company evaluated the new terms of the First Amendment of the Carmel Lease and determined the First Amendment should be treated as a lease modification of the existing Carmel Lease. In accordance with the accounting guidance, the Company remeasured the lease liability as of May 9, 2025, the First Amendment commencement date, to reflect the changes in the lease payments and the change in the lease term. This resulted in an increase of $0.6 million to the Company's lease liability and a corresponding increase to its right-of-use asset as shown on the balance sheet as of December 31, 2025.

The future minimum rent payments relating to the Carmel Lease under the terms and conditions existing as of December 31, 2025, are summarized as follows (in thousands):

 

(in thousands)

 

Amount

 

2026

 

 

229

 

2027

 

 

234

 

2028

 

 

240

 

Total lease payments

 

 

703

 

Less: imputed interest

 

 

(107

)

Present value of lease liabilities

 

$

596

 

 

The Company incurred $0.3 million and $0.2 million of rent expense for the years ended December 31, 2025, and 2024, respectively.

The following table summarizes the operating lease term and discount rate for the Carmel Lease as of December 31, 2025, and December 31, 2024:

 

 

December 31,

 

 

 

2025

 

 

2024

 

Weighted-average remaining lease term (years)

 

 

3.0

 

 

 

1.0

 

Weighted-average discount rate

 

 

11.0

%

 

 

8.0

%

 

Cash paid for amounts included in the measurement of the Company’s operating lease liability was $0.2 million and $0.2 million for the years ended December 31, 2025, and December 31, 2024, respectively.

The following table sets forth the amount of right-of-use assets and lease liabilities included on the Company’s balance sheet as of December 31, 2025, and December 31, 2024 (in thousands):

 

 

December 31,

 

 

 

2025

 

 

2024

 

Right-of use assets

 

$

487

 

 

$

119

 

Operating lease liability, current

 

 

172

 

 

 

171

 

Operating lease liability, net of current

 

 

424

 

 

 

 

 

License agreement

In January 2024, the Company entered into an amendment (the "Amendment") for the Exclusive License Agreement with Indiana University Research and Technology Corporation (“IURTC”) (the “License Agreement”), to license certain intellectual property arising under the Master Research Agreement with The Trustees of Indiana University (the "Research Agreement"). The Amendment specifies IURTC is entitled to the receipt of additional clinical and regulatory milestones, as defined in the Amendment, up to an aggregate of $9.0 million. Following the execution of the Amendment, future remaining clinical and regulatory milestone payments in the License Agreement and all amendments totaled up to $9.3 million. In the year ended December 31, 2025, the Company paid a $1.0 million milestone payment to IURTC related to the initiation of the Phase 1 clinical trial of MBX 4291. At December 31, 2025, future remaining clinical and regulatory milestone payments in the IURTC License Agreement and all amendments totaled up to $8.3 million. In consideration for the license, the Company paid immaterial licensing fees to IURTC during the and years ended December 31, 2025, and December 31, 2024.

Legal proceedings

The Company is not currently a party to any material legal proceedings. At each reporting date, the Company evaluates whether a potential loss amount or a potential range of loss is probable and reasonably estimable under the provisions of the authoritative guidance that addresses accounting for contingencies. The Company expenses as incurred the costs related to its legal proceedings.

Historical Timeline

Fiscal YearFiled
2025Mar 12, 2026Showing above
2024Mar 17, 2025

About Commitments Disclosures

Commitments and contingencies disclosures catalog a company's off-balance-sheet obligations and legal exposures — purchase commitments, guarantee arrangements, pending litigation, and regulatory proceedings. These items represent potential future cash outflows that may not appear as liabilities on the balance sheet until they become probable and estimable.

Key signals: litigation reserves and disclosed loss ranges quantify management's estimate of legal exposure, but unquantified "reasonably possible" losses often represent the larger risk. Watch for changes in language around pending cases — shifts from "remote" to "reasonably possible" or increases in estimated loss ranges signal deteriorating outcomes. Unconditional purchase obligations and take-or-pay contracts create fixed cost structures that reduce operational flexibility. Guarantee arrangements for subsidiaries or joint ventures can create cascading obligations. Compare the total commitment schedule against projected free cash flow to assess whether the company can meet its obligations without additional financing.