Quanterix CorpQTRX
Quanterix Corp Fair Value Disclosure
Note 8. Fair Value of Financial Instruments
Recurring Fair Value Measurements
The following tables present the Company’s fair value hierarchy for its financial instruments that are measured at fair value on a recurring basis (in thousands):
| As of December 31, 2025 | Total | Quoted prices in active markets (Level 1) | Significant other observable inputs (Level 2) | Significant unobservable inputs (Level 3) | |||||||||||||||||||
| Financial assets: | |||||||||||||||||||||||
| Cash equivalents: (1) | |||||||||||||||||||||||
| Money market funds | $ | 17,219 | $ | 17,219 | $ | — | $ | — | |||||||||||||||
| Total cash equivalents | 17,219 | 17,219 | — | — | |||||||||||||||||||
| Marketable securities: | |||||||||||||||||||||||
| Commercial paper | 12,877 | — | 12,877 | — | |||||||||||||||||||
| U.S. Treasuries | 29,650 | — | 29,650 | — | |||||||||||||||||||
| U.S. Government agency bonds | 13,594 | — | 13,594 | — | |||||||||||||||||||
| Corporate bonds | 32,272 | — | 32,272 | — | |||||||||||||||||||
| Total marketable securities | 88,393 | — | 88,393 | — | |||||||||||||||||||
| Total financial assets | $ | 105,612 | $ | 17,219 | $ | 88,393 | $ | — | |||||||||||||||
| Financial liabilities: | |||||||||||||||||||||||
| Contingent liabilities (2) | $ | 5,684 | $ | — | $ | — | $ | 5,684 | |||||||||||||||
| Total financial liabilities | $ | 5,684 | $ | — | $ | — | $ | 5,684 | |||||||||||||||
| As of December 31, 2024 | Total | Quoted prices in active markets (Level 1) | Significant other observable inputs (Level 2) | Significant unobservable inputs (Level 3) | |||||||||||||||||||
| Financial assets: | |||||||||||||||||||||||
| Cash equivalents: (1) | |||||||||||||||||||||||
| Money market funds | $ | 44,426 | $ | 44,426 | $ | — | $ | — | |||||||||||||||
| Total cash equivalents | 44,426 | 44,426 | — | — | |||||||||||||||||||
| Marketable securities: | |||||||||||||||||||||||
| Commercial paper | 1,494 | — | 1,494 | — | |||||||||||||||||||
| U.S. Treasuries | 61,857 | — | 61,857 | — | |||||||||||||||||||
| U.S. Government agency bonds | 93,978 | — | 93,978 | — | |||||||||||||||||||
| Corporate bonds | 75,084 | — | 75,084 | — | |||||||||||||||||||
| Total marketable securities | 232,413 | — | 232,413 | — | |||||||||||||||||||
| Total financial assets | $ | 276,839 | $ | 44,426 | $ | 232,413 | $ | — | |||||||||||||||
(1)Included in cash and cash equivalents on the Consolidated Balance Sheets.
(2)The Company's recurring fair value measurements using Level 3 inputs related to the Company's contingent consideration liability from the acquisition of Emission and the contingent liability assumed in the acquisition of Akoya.
Cash equivalents and marketable securities classified as Level 2 financial assets are initially valued at their purchase price and subsequently valued at the end of each reporting period utilizing third party pricing services or other observable data. The pricing services utilize industry standard valuation methods, including both income and market-based approaches, and observable market inputs to determine the fair value. These observable market inputs include reportable trades, benchmark yields, credit spreads, broker/dealer quotes, bids, offers, current spot rates, and other industry and economic events.
Level 3 Financial Instruments
The following table presents the changes in the Company's Level 3 financial instruments measured at fair value on a recurring basis, which consist of contingent liabilities:
| Level 3 Liabilities | |||||||||||||||||
| Emission (1) | PKI License (2) | Total | |||||||||||||||
| Balance as of December 31, 2024 | $ | — | $ | — | $ | — | |||||||||||
| Acquisition | 6,612 | 3,619 | 10,231 | ||||||||||||||
| Change in fair value of contingent liabilities | (4,624) | 77 | (4,547) | ||||||||||||||
| Balance as of December 31, 2025 | $ | 1,988 | $ | 3,696 | $ | 5,684 | |||||||||||
(1)Earnout 2 requires additional consideration to be paid to the selling shareholders based on the amount and timing of certain performance targets. Earnout 2 is measured and paid over a five year period ending December 2029.
(2)As part of Akoya's 2018 acquisition of the Quantitative Pathology Solutions division of Perkin Elmer, Inc., subsequently known as Revvity, Inc. ("PKI"), Akoya entered into a license agreement with PKI (the "PKI License") (refer to Note 16 - Commitments and Contingencies). The Company recognizes the assumed contingent liability at fair value in accordance with ASC 805. The PKI License is measured and paid over the remaining eight year period ending March 2033.
Monte-Carlo simulations and discounted cash flow analyses were used to determine the fair values of the Level 3 liabilities, including the following significant unobservable inputs: projected revenue, a risk adjusted discount rate, and revenue volatility. Changes in fair value subsequent to the acquisition date were due to updated valuation inputs and the passage of time. Increases or decreases in the inputs would have resulted in higher or lower fair value measurements.
The range of outcomes payable for Earnout 2 is zero to $50.0 million. It is not possible to estimate a range of outcomes payable for the PKI License as there is no cap on the amount that could be earned.
The fair value of the contingent liabilities are recorded in accrued expenses and other current liabilities and non-current portion of contingent liabilities on the Consolidated Balance Sheets. Changes in fair value are recorded in change in fair value of contingent liabilities on the Consolidated Statements of Operations.
Other Fair Value Disclosures
During the years ended December 31, 2025 and 2024, the Company did not transfer financial assets between levels of the fair value hierarchy. Additionally, there have been no changes to the valuation techniques for Level 2 or Level 3 financial assets.
Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2025 | Mar 2, 2026 | Showing above |
| 2024 | Mar 17, 2025 | |
| 2023 | Feb 29, 2024 | |
About Fair Value Disclosures
Fair value disclosures classify all assets and liabilities measured at fair value into a three-level hierarchy: Level 1 (quoted market prices), Level 2 (observable inputs like yield curves), and Level 3 (unobservable inputs requiring management estimates). The proportion of Level 3 assets directly reflects how much of the balance sheet depends on internal models rather than market evidence.
Key signals: a growing Level 3 balance relative to total fair-value assets increases valuation uncertainty and earnings volatility risk. Watch for transfers between levels — assets moving from Level 2 to Level 3 often signal deteriorating market liquidity. Unrealized gains and losses on Level 3 positions flow through earnings or other comprehensive income, so large swings deserve scrutiny. For financial institutions, examine the sensitivity disclosures that show how Level 3 valuations change under alternative assumptions. Compare the fair value of debt against its carrying amount to gauge hidden leverage.