Seer, Inc. Income Taxes Disclosure
The components of the provision for income taxes are summarized as follows (in thousands):
|
|
Year ended December 31, |
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|||||
|
|
2025 |
|
|
2024 |
|
||
Current: |
|
|
|
|
|
|
||
Federal |
|
$ |
— |
|
|
$ |
— |
|
State |
|
|
— |
|
|
|
— |
|
Foreign |
|
|
207 |
|
|
|
346 |
|
Total current |
|
|
207 |
|
|
|
346 |
|
|
|
|
|
|
|
|
||
Deferred: |
|
|
|
|
|
|
||
Federal |
|
|
— |
|
|
|
— |
|
State |
|
|
— |
|
|
|
— |
|
Foreign |
|
|
(6 |
) |
|
|
(248 |
) |
Total deferred |
|
|
(6 |
) |
|
|
(248 |
) |
|
|
|
|
|
|
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||
Provision for income taxes |
|
$ |
201 |
|
|
$ |
98 |
|
A reconciliation of the U.S. federal statutory rate to the Company's effective tax rate for the year ended December 31, 2025, subsequent to the adoption of ASU 2023-09, including the amount and percentage of income before taxes, was as follows (in thousands, except percentages):
|
|
Year Ended December 31, 2025 |
|
|||||
|
|
Amount |
|
|
Percentage |
|
||
Federal tax benefit at statutory rate |
|
$ |
(15,414 |
) |
|
|
21.0 |
% |
State taxes, net of federal benefit (1) |
|
|
(242 |
) |
|
|
0.3 |
% |
Foreign tax effects |
|
|
73 |
|
|
|
(0.1 |
)% |
Research and development credits |
|
|
(1,560 |
) |
|
|
2.1 |
% |
Changes in valuation allowance |
|
|
14,090 |
|
|
|
(19.2 |
)% |
Nontaxable or nondeductible items |
|
|
|
|
|
|
||
Executive compensation |
|
|
274 |
|
|
|
(0.4 |
)% |
Stock-based compensation |
|
|
1,657 |
|
|
|
(2.3 |
)% |
Other |
|
|
99 |
|
|
|
(0.1 |
)% |
Changes in unrecognized tax benefits |
|
|
632 |
|
|
|
(0.9 |
)% |
Other adjustments |
|
|
592 |
|
|
|
(0.8 |
)% |
Provision for income taxes |
|
$ |
201 |
|
|
|
(0.3 |
)% |
(1) State taxes in California made up greater than 50% of the tax effect in this category.
A reconciliation of the U.S. federal statutory rate to the Company's effective tax rate for the year ended December 31, 2024, prior to the adoption of ASU 2023-09, was as follows (in thousands):
|
|
Year Ended December 31, 2024 |
|
|
Federal tax benefit at statutory rate |
|
$ |
(18,166 |
) |
State taxes, net of federal benefit |
|
|
(2,492 |
) |
Change in valuation allowance |
|
|
17,136 |
|
Stock-based compensation tax deduction over book expense |
|
|
4,730 |
|
Permanent differences |
|
|
33 |
|
Research and development credits |
|
|
(2,123 |
) |
Executive compensation limitation |
|
|
1,926 |
|
Other |
|
|
(946 |
) |
Provision for income taxes |
|
$ |
98 |
|
Income taxes paid, net of refunds, during the period presented were as follows (in thousands):
|
|
Year Ended December 31, 2025 |
|
|
Federal |
|
$ |
— |
|
State |
|
|
— |
|
Foreign |
|
|
|
|
United Kingdon |
|
|
154 |
|
Germany |
|
|
28 |
|
Total income taxes paid, net of refunds |
|
$ |
182 |
|
Deferred income tax reflects the tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. The categories that give rise to significant components of the Company's deferred tax assets and liabilities are as follows (in thousands):
|
|
December 31, |
|
|||||
|
|
2025 |
|
|
2024 |
|
||
Deferred tax assets: |
|
|
|
|
|
|
||
Net operating loss carryforwards |
|
$ |
69,558 |
|
|
$ |
50,602 |
|
Accruals and reserves |
|
|
1,050 |
|
|
|
1,259 |
|
Research and development credits |
|
|
10,435 |
|
|
|
8,538 |
|
Stock-based compensation |
|
|
10,670 |
|
|
|
11,408 |
|
Lease liabilities |
|
|
5,776 |
|
|
|
6,664 |
|
Capitalized research and experimentation |
|
|
13,392 |
|
|
|
17,879 |
|
Fixed assets |
|
|
— |
|
|
|
269 |
|
Other |
|
|
2,145 |
|
|
|
641 |
|
Gross deferred tax assets |
|
|
113,026 |
|
|
|
97,260 |
|
Valuation allowance |
|
|
(107,579 |
) |
|
|
(91,163 |
) |
|
|
|
|
|
|
|
||
Deferred tax liabilities: |
|
|
|
|
|
|
||
Fixed assets |
|
|
(190 |
) |
|
|
— |
|
Right-of-use assets |
|
|
(5,003 |
) |
|
|
(5,849 |
) |
Gross deferred tax liabilities |
|
|
(5,193 |
) |
|
|
(5,849 |
) |
Total net deferred tax assets: |
|
$ |
254 |
|
|
$ |
248 |
|
The tax benefit of net operating losses, temporary differences, and credit carryforwards are recorded as an asset to the extent that management assesses that realization is more likely than not. Management assesses the available positive and negative evidence to estimate whether sufficient future taxable income will be generated to permit use of existing deferred. In the U.S, a significant piece of objective negative evidence evaluated was the cumulative loss incurred since the Company’s incorporation in 2017. Such objective evidence limits the ability to recognize the domestic net deferred tax assets. The amount of the net deferred tax assets considered realizable, could be adjusted as estimates of future taxable income during the carryforward period are reduced or increased or if objective negative evidence in the form of cumulative losses is no longer present and additional weight is given to subjective evidence, such as the Company’s projections for growth. For the years ended December 31, 2025 and 2024, the net changes in the net valuation allowance were an increase of $16.4 million and $17.1 million, respectively.
As of December 31, 2025 and 2024, the Company had federal net operating loss carryforwards of approximately $262.4 million and $182.3 million, respectively, which will carryforward indefinitely for federal tax purposes. At December 31, 2025 and 2024, the Company had state net operating loss carryforwards of approximately $226.6 million and $185.7 million, respectively, which will begin to expire in 2035 for state tax purposes.
As of December 31, 2025 and 2024, the Company had federal research and development credit carryforwards of approximately $8.6 million and $7.0 million, respectively, which begin to expire in 2039 and state research and development credit carryforwards of approximately $6.8 million and $5.5 million, respectively, which will carry forward indefinitely.
Utilization of the Company’s federal and state net operating loss and tax credit carryforwards may be subject to an annual limitation in the event that there is a change in ownership as provided by Section 382 of the Internal Revenue Code and similar state codes. Such limitation could result in a deferral or expiration of the utilization of the net operating loss and tax credit carryforwards. The Company concluded that while ownership changes occurred in 2018, 2020, and 2022, no tax attributes are expected to expire unutilized as a result of the Section 382 limitation.
As of December 31, 2025 and 2024, the Company had unrecognized tax benefits of approximately $3.8 million and $3.1 million, respectively. The amount of unrecognized tax benefits is not expected to significantly change over the next twelve months. No amounts, outside of valuation allowance, would impact the effective tax rate on the continuing operations. The beginning and ending unrecognized tax benefits amounts are as follows (in thousands):
|
|
December 31, |
|
|||||
|
|
2025 |
|
|
2024 |
|
||
Beginning balance |
|
$ |
3,136 |
|
|
$ |
2,364 |
|
Change related to prior year positions |
|
|
— |
|
|
|
— |
|
Change related to current year positions |
|
|
697 |
|
|
|
772 |
|
Ending balance |
|
$ |
3,833 |
|
|
$ |
3,136 |
|
It is the Company’s policy to include penalties and interest expense related to income taxes as a component of other expense and interest expense, respectively, as necessary. Management determined that no accrual for interest and penalties was required as of December 31, 2025.
The Company files tax returns in the U.S., United Kingdom, and Germany. Domestic tax returns will remain open for examination by the federal and state taxing authorities for three and four years, respectively, from the date of utilization of any net operating loss carryforwards or research and development credits.
Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2025 | Mar 2, 2026 | Showing above |
| 2024 | Mar 3, 2025 | |
| 2023 | Mar 4, 2024 | |
| 2022 | Mar 6, 2023 | |
| 2021 | Mar 1, 2022 | |
About Income Taxes Disclosures
The income tax disclosure reveals how much a company actually pays in taxes versus what the statutory rate would predict. Analysts focus on the effective tax rate (ETR) reconciliation, which breaks down every item driving the gap between the 21% federal rate and the company's reported ETR — including R&D credits, foreign rate differentials, and state taxes. Deferred tax assets (DTAs) and their valuation allowances signal management's confidence in future profitability: a rising allowance suggests the company doubts it can use accumulated tax benefits. Uncertain tax benefit (UTB) reserves quantify exposure to IRS challenges on aggressive positions.
Key signals to watch: sudden ETR drops without clear operational reasons, large increases in valuation allowances, growing UTB balances, and significant unremitted foreign earnings. Post-TCJA, pay attention to GILTI and BEAT provisions that affect multinational tax structures. Compare the cash taxes paid (from the cash flow statement) against the income tax provision to gauge earnings quality.