Shattuck Labs, Inc.STTK
Shattuck Labs, Inc. Income Taxes Disclosure
Income Taxes
The Company recorded no federal provision for income taxes as of December 31, 2025 and 2024 due to reported net losses since inception. A reconciliation of the expected income tax expense (benefit) computed using the federal statutory income tax rate to the Company’s effective income tax rate is as follows for the years ended December 31, 2025 and 2024 (amounts in thousands):
| Year Ended December 31, | |||||||||||||||||
| 2025 | 2024 | ||||||||||||||||
| Amount | Rate | Amount | Rate | ||||||||||||||
| Income tax benefit computed at federal statutory tax rate | $ | (10,250) | 21.0 | % | $ | (15,809) | 21.0 | % | |||||||||
| Change in valuation allowance | 11,064 | (22.7) | % | 19,231 | (25.5) | % | |||||||||||
| Tax credits | |||||||||||||||||
| R&D credit | (1,124) | 2.3 | % | (2,819) | 3.7 | % | |||||||||||
| Prior year R&D credit adjustment | 71 | (0.1) | % | (1,216) | 1.6 | % | |||||||||||
| Nontaxable/nondeductible | 259 | (0.5) | % | 360 | (0.5) | % | |||||||||||
| Change in unrecognized tax benefits | (14) | — | % | 243 | (0.3) | % | |||||||||||
| Other | (6) | — | % | 10 | — | % | |||||||||||
| Income tax benefit | $ | — | — | % | $ | — | — | % | |||||||||
Cash tax payments are considered immaterial to the financial statements for both federal and state purposes.
Significant components of the Company’s deferred tax assets and liabilities are as follows (amounts in thousands):
| December 31, | |||||||||||
| 2025 | 2024 | ||||||||||
| Deferred tax asset: | |||||||||||
| Net operating loss carryforwards | $ | 52,705 | $ | 41,131 | |||||||
| Accrued expenses and other | 856 | 1,142 | |||||||||
| Stock compensation | 4,943 | 3,727 | |||||||||
| Credit carryforwards | 18,473 | 17,406 | |||||||||
| Capital loss carryforwards | 556 | 576 | |||||||||
| Capitalized R&D expense | 29,415 | 32,121 | |||||||||
| Lease liabilities | 508 | 715 | |||||||||
| Gross deferred tax asset | 107,456 | 96,818 | |||||||||
| Less valuation allowance | (106,686) | (95,622) | |||||||||
| Net deferred tax asset | 770 | 1,196 | |||||||||
| Deferred tax liability: | |||||||||||
| Depreciation and amortization | (195) | (533) | |||||||||
| Prepaid expenses | (294) | (276) | |||||||||
| Lease assets | (281) | (387) | |||||||||
| Total deferred tax liability | (770) | (1,196) | |||||||||
| Total net deferred tax asset | $ | — | $ | — | |||||||
The Company has established a valuation allowance equal to the net deferred tax asset due to uncertainties regarding the realization of the deferred tax asset based on the Company’s lack of earnings history. The valuation allowance increased by $11.1 million and $19.2 million during the years ended December 31, 2025 and 2024, respectively, primarily due to continuing loss from operations, general business credit carryforwards, section 174 research and development capitalization and accrued expenses.
As of December 31, 2025 and 2024, the Company had gross U.S. net operating loss (“NOL”) carryforwards of $251.0 million and $195.8 million, respectively. Additionally, as of December 31, 2025 and 2024, the Company had gross U.S. tax credit carryforwards of $23.0 million and $21.6 million, respectively. As of December 31, 2025 and 2024, the Company had gross state NOL carryforwards of $0.1 million and $0.0 million, respectively. As of December 31, 2025 and 2024, the Company capital loss carryforwards of $2.6 million and $2.7 million, respectively. The capital loss and tax credit carryforwards as of December 31, 2024 began to expire in 2025. The NOL, capital loss, and credit carryforwards are subject to Internal Revenue Service adjustments until the statute closes on the year the NOL or credit carryforwards are utilized.
Section 382 of the Internal Revenue Code limits the utilization of U.S. NOLs following a change of control. On August 26, 2025, the Company sold shares of the Company’s common stock and pre-funded warrants (“PFW”) in a private placement investment in public entity (“PIPE”) transaction. As a result, the Company completed a Section 382 study to determine if a ownership change resulted due to these transactions. The 382 study performed determined that an ownership change occurred on August 26, 2025 resulting in a limitation on the Company’s deferred tax assets. Since the Company is in a full valuation allowance position and is expected to continue to be in a valuation allowance position, this determination did not have an immediate effect on the Company’s financial statements as all tax attributes are fully valued.
A reconciliation of the Company’s liability for unrecognized tax benefits is as follows (amounts in thousands):
| Year Ended December 31, | |||||||||||
2025 | 2024 | ||||||||||
| Balance, beginning of the year | $ | 4,206 | $ | 3,258 | |||||||
| Increase for tax positions related to the current year | 281 | 705 | |||||||||
(Decrease) increase for tax positions related to prior years | (14) | 243 | |||||||||
| Balance, end of year | $ | 4,473 | $ | 4,206 | |||||||
All of the Company’s gross unrecognized tax benefits, if recognized, would affect its effective tax rate. The Company does not expect unrecognized tax benefits to decrease within the next twelve months due to the lapse of statute limitations. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as a component of income tax expense. As of December 31, 2025, the Company has not accrued any interest or penalties related to unrecognized tax benefits.
The Company files income tax returns in the U.S. and state jurisdictions. The Company is subject to examination by taxing authorities in its significant jurisdictions for the 2021, 2022 and 2023 tax years. There are currently no federal or state income tax audits in progress.
Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2025 | Mar 5, 2026 | Showing above |
| 2024 | Mar 27, 2025 | |
| 2023 | Feb 29, 2024 | |
| 2022 | Feb 23, 2023 | |
| 2021 | Mar 15, 2022 | |
| 2020 | Mar 16, 2021 | |
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.