EXICURE, INC.XCUR

EXICURE, INC. Fair Value Disclosure

10-KFiled Mar 25, 20262 min read
Fair Value Measurements
ASC Topic 820, Fair Value Measurement, establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value, as follows: Level 1 Inputs - unadjusted quoted prices in active markets for identical assets or liabilities accessible to the reporting entity at the measurement date; Level 2 Inputs - other than quoted prices included in Level 1 inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the asset or liability; and Level 3 Inputs - unobservable inputs for the asset or liability used to measure fair value to the extent that observable inputs are not available, thereby allowing for situations in which there is little, if any, market activity for the asset or liability at measurement date.
Liabilities measured at fair value on a recurring basis as of December 31, 2025 are as follows:
TotalLevel 1Level 2Level 3
Liabilities
Contingent consideration$6,799 $— $— $6,799 
Total financial liabilities$6,799 $— $— $6,799 
Assumptions utilized in the valuation of Level 3 liabilities are described as follows:
As of December 31, 2025
MilestoneProbability Of SuccessPayment DateDiscount Rate
1100.0%1/16/20269.28%
211.7%12/31/20269.28%
310.8%6/30/20289.28%
410.8%6/30/20289.28%
510.8%12/31/203014.28%
610.8%12/31/203114.28%
710.8%12/31/203214.28%
Note that $996 of the contingent consideration balance is current as the related milestone was completed shortly after the end of 2025. The following table sets forth a summary of the changes in the fair value of Level 3 contingent consideration that are measured at fair value on a recurring basis:
2025
Contingent consideration
Beginning balance, as of January 1, 2025— 
Contingent consideration assumed in the GPCR USA acquisition5,246 
Change in fair value of contingent consideration1,553 
Ending balance, as of December 31, 2025
$6,799 
Cash and cash equivalents were measured using level 1 inputs as of December 31, 2025 and 2024. The Company recognizes transfers between levels of the fair value hierarchy as of the end of the reporting period. There were no transfers within the hierarchy during the December 31, 2025 and year ended December 31, 2024. The carrying amount of the Company’s receivables and payables approximate their fair value due to their maturity.
The Company uses the market approach and Level 1 and Level 2 inputs to value its cash equivalents and Level 2 inputs to value its short-term investments. The Company uses the market approach and Level 3 inputs to value its liabilities. There were no liabilities measured at fair value on a recurring basis as of December 31, 2024.

Historical Timeline

Fiscal YearFiled
2025Mar 25, 2026Showing above
2024Mar 18, 2025
2023Jun 6, 2024
2022Mar 27, 2023
2021Mar 25, 2022
2020Mar 11, 2021
2019Mar 10, 2020
2018Mar 8, 2019
2017Mar 9, 2018

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.

Other Available Disclosures

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