11. Income Taxes

For the years ended December 31, 2025 and 2024, the loss before income taxes consisted of the following (in thousands):

  ​ ​ ​

For Year Ended

December 31, 

  ​ ​ ​

2025

  ​ ​ ​

2024

Domestic

$

(377,734)

$

(246,294)

Foreign

 

(205)

 

Total

$

(377,939)

$

(246,294)

The Company has not recorded a current tax provision for the years ended December 31, 2025 and 2024.

The effective income tax rate differed from the amount computed by applying the federal statutory rate to the Company’s loss before income taxes as follows (in thousands):

For Year Ended

 

December 31, 

 

  ​ ​ ​

2025

Tax effected at statutory rate

 

$

(79,367)

21.0

%

State taxes

 

Foreign tax effects

 

 

Other foreign jurisdictions

43

Effect of cross border transactions

 

Enactment of new tax laws

 

Nontaxable or nondeductible items

 

Stock compensation

 

 

(7,831)

2.1

Limitation on executive compensation

 

 

8,850

(2.3)

Other

 

182

(0.1)

Tax credits

 

Research & development credits

 

(3,167)

0.8

Orphan drug credits

 

 

(16,047)

4.3

Change in valuation allowance

97,362

(25.8)

Change in unrecognized tax benefits

Other items

 

(25)

 

$

%

For Year Ended

 

December 31, 

 

  ​ ​ ​

2024

Tax effected at statutory rate

 

21.0

%

State taxes

 

5.9

Stock compensation

 

(0.5)

Non-deductible expenses

 

(0.3)

Federal research and development credits

 

5.8

Other

(0.8)

Change in valuation allowance

 

(31.1)

 

%

The amount of cash income taxes paid (net of refunds) during the year are as follows (in thousands):

For Year Ended

 

December 31, 

 

  ​ ​ ​

2025

Federal

 

$

State

 

Massachusetts

 

 

37

New Hampshire

 

5

All other states

 

4

Foreign

Total

 

$

46

Deferred tax assets (liabilities) consist of the following at December 31, 2025 and 2024 (in thousands):

  ​ ​ ​

As of

December 31, 

  ​ ​ ​

2025

  ​ ​ ​

2024

Deferred tax assets:

  ​

  ​

Net operating loss carryforwards

$

247,969

$

139,160

Tax credits

 

82,317

 

61,027

Capitalized research & development

64,991

80,357

Stock based compensation

13,568

8,920

Operating lease liability

2,431

3,971

Reserve and accruals

4,623

4,139

Total gross deferred tax assets

 

415,899

 

297,574

Valuation allowance

 

(413,017)

 

(293,064)

Total deferred tax assets

2,882

4,510

Total deferred tax liabilities:

Operating lease right-of-use asset

(2,742)

(4,148)

Fixed and intangible assets

 

(140)

 

(362)

Total deferred tax liabilities

(2,882)

(4,510)

Total net deferred tax assets

$

$

Total Net Deferred Tax Assets

Deferred tax assets are reduced by a valuation allowance if, based on the weight of available positive and negative evidence, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Accordingly, a full valuation allowance has been established against the net deferred tax assets as of December 31, 2025 and 2024. The valuation allowance for deferred tax assets increased by $120.0 million and $76.5 million in 2025 and 2024, respectively. This increase mainly relates to the establishment of a valuation allowance against the Company’s net deferred tax assets in connection with net operating losses generated in each year and additional tax credit carryforwards generated. As of December 31, 2025, the Company had approximately $921.9 million and $861.4 million of Federal and State operating loss carryforwards respectively, which begin to expire in 2032, except for $871.4 million of the Company’s federal net operating loss carryforwards, and $3.2 million of state net operating losses that do not expire. These loss carryforwards may be available to reduce future taxable income, if any. These loss carryforwards are subject to review and possible adjustment by the appropriate taxing authorities. As of December 31, 2025, the Company also had federal and state credit carryforwards of $74.1 million and $10.4 million, respectively, which begin to expire in 2034 and 2032, respectively. The amount of loss and credit carryforwards that may be utilized in any future period may be limited based upon changes in the ownership of the Company. Additionally, the deductibility of federal net operating

losses generated after December 31, 2017 and the indefinite state net operating losses is limited to 80% of the Company’s taxable income in any future taxable year.

The Company follows the provisions of ASC 740-10, “Accounting for Uncertainty in Income Taxes,” which specifies how tax benefits for uncertain tax positions are to be recognized, measured, and recorded in financial statements; requires certain disclosures of uncertain tax matters; specifies how reserves for uncertain tax positions should be classified on the balance sheet; and provides transition and interim period guidance, among other provisions. As of December 31, 2025 and 2024, the Company has not recorded any amounts for uncertain tax positions. The Company’s policy is to recognize interest and penalties accrued on any uncertain tax positions as a component of income tax expense, if any, in its statements of income.

The Company’s net operating loss and tax credit carryforwards may become subject to an annual limitation in the event of certain cumulative changes in the ownership interest of significant shareholders over a three-year period in excess of 50 percent as defined under Section 382 and 383 of the U.S. Internal Revenue Code of 1986, respectively, as well as similar state provisions. The amount of the annual limitation is determined based on the value of the Company immediately prior to the ownership change. The Company conducted a Section 382 study covering the period of November 26, 2013 through December 31, 2023. The study concluded that ownership changes occurred during that period which limit the amount of the Company’s net operating losses and tax credit carryforwards that can be utilized before expiring. The carryforwards disclosed represent the amount of attributes that can be utilized based on the results of the study.

All of the Company’s tax years will remain open for examination by the federal and state tax authorities to the extent that the Company's tax attributes are utilized in future years to offset income or income taxes.

Historical Timeline

Fiscal YearFiled
2025Mar 3, 2026Showing above
2024Feb 27, 2025
2023Mar 19, 2024
2022Mar 7, 2023
2021Mar 7, 2022
2020Mar 9, 2021
2019Mar 12, 2020
2018Mar 19, 2019

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.