Summary of the Filing

TuHURA Biosciences, Inc. (“TuHURA” or “the Company”) has filed an Amendment No. 1 to its Annual Report on Form 10-K (the “10-K/A”) for the fiscal year ended December 31, 2025. This amendment delivers critical updates, corrections, and newly included information that was previously omitted from the original filing. Notably, this includes:

• Inclusion of Part III information (relating to directors, executive officers, executive compensation, corporate governance, security ownership, related transactions, and principal accounting fees)
• Corrections to the Management’s Discussion and Analysis (MD&A), aligning it with the consolidated financial statements
• New certifications from the principal executive and financial officers, required by SEC rules

Shareholders and investors should pay close attention as these updates contain both operational and governance details that may impact the valuation of TuHURA.

Part III Information: Governance, Compensation, and More

The amendment was necessary because the original Form 10-K omitted Part III information, relying on the expectation that it would be filed in the proxy statement within 120 days after year-end. As this did not occur, this amendment provides the full disclosure required by Items 10 through 14, covering:

• Directors and Executive Officers
• Corporate Governance
• Executive Compensation
• Security Ownership of Certain Beneficial Owners and Management
• Certain Relationships, Related Transactions, and Director Independence
• Principal Accounting Fees and Services

This comprehensive update ensures investors have the most complete and up-to-date information about management and oversight of the company.

Restatement of Management’s Discussion and Analysis (MD&A)

Significantly, the amendment corrects errors previously included in the original MD&A. The corrections do not change the underlying consolidated financial statements, but align the discussion and analysis with the correct data. This is particularly important for investors who rely on the MD&A for management’s view of the company’s performance, risks, and future outlook.

Financial Performance Highlights

• Net Losses: The company reported net losses of \$30.1 million for 2025 and \$21.7 million for 2024, with negative cash flows from operations in both years. This reflects significant ongoing investment in R&D and company operations.
• Operating Expenses: Total operating expenses were \$31.8 million in 2025, up from \$14.1 million in 2024. The increase is driven by higher R&D and acquisition-related costs.
• Research & Development: R&D expenses reached \$20.5 million in 2025, up from \$13.3 million in 2024. Key drivers include increased clinical development of lead candidates like IFx-2.0 and expanded personnel and manufacturing investments.
• Cash Position & Liquidity: The company ended 2025 with a net decrease in cash of \$9.0 million. Cash flow from operations was negative, and significant investments were made in property and equipment, as well as merger-related exclusivity payments.
• At-The-Market (ATM) Program: In November 2025, TuHURA entered an ATM program with H.C. Wainwright & Co., allowing up to \$50 million in share sales. As of the filing date, no shares had been issued under this program, though it remains available to enhance liquidity if needed.
• Private Placement: In June 2025, TuHURA completed a private placement, issuing 4,759,309 common shares and warrants for total gross proceeds of \$12.6 million.
• Warrant Exercise Notes: In Q1 2025, TuHURA received \$3.0 million from warrant exercises, further strengthening its cash position.
• Share Count: As of June 30, 2025, there were 63,682,528 shares of common stock outstanding.

Key Risk Factors and Forward Guidance

• Going Concern: The company continues to operate at a significant loss and expects to incur further losses as it advances clinical programs. Additional capital will be required to fund ongoing operations, with potential dilution for existing shareholders if equity is issued.
• Capital Requirements: Future capital needs will depend on the pace of R&D, clinical trial results, regulatory progress, manufacturing scale-up, and potential strategic partnerships or licensing deals.
• Regulatory and Pipeline Risks: The outcome, timing, and cost of progressing product candidates like IFx-2.0 and TBS-2025 through clinical trials and regulatory review will be critical in determining future value.
• No Restatement of Financial Statements: Importantly, while the MD&A was corrected, there were no changes to the audited consolidated financials, which may reassure investors about the integrity of previously reported results.

Corporate Governance and Compliance Updates

• SEC Compliance: The amendment includes new certifications from the principal executive and financial officers as required, but omits paragraphs related to internal controls (as no financial statements were included in the amendment).
• Company Status: TuHURA is classified as an “Accelerated Filer” and a “Smaller Reporting Company”, but not as a “Well-Known Seasoned Issuer” or “Emerging Growth Company”.
• Listing: TuHURA’s common stock (Symbol: HURA) trades on the Nasdaq Capital Market.

Potential Impact on Shareholders and Share Price

Why This Filing Matters:

• The correction of the MD&A and inclusion of previously omitted governance and compensation information enhances transparency and may impact investor confidence.
• Disclosure of ongoing cash burn, increased R&D investment, and continued operating losses may pressure the share price, especially if investors are concerned about dilution or capital raising needs.
• The ATM program, while not yet utilized, could result in future dilution if shares are issued.
• Details about pipeline progress (especially IFx-2.0) and regulatory milestones, as well as future financing or partnership deals, remain as key catalysts for share price movement.

Conclusion

This 10-K/A filing by TuHURA Biosciences is a significant event for shareholders, as it updates and corrects critical governance, management discussion, and financial reporting elements. Investors should carefully review the new disclosures for insights into the company’s leadership, compensation, financial health, and ongoing risk factors. The company’s future performance will depend on its ability to manage capital, advance its pipeline, and secure necessary funding.