10-K: Personalis Reports 2025 Losses Amid Revenue Decline, Boosts Cash
Annual Report
Personalis, Inc. reported an 18% revenue decrease in 2025, driven by reduced enterprise sales, but strengthened its cash position and secured key Medicare coverage for its cancer diagnostic tests.
Summary
- Total revenue for 2025 decreased by 18% to $69.6 million, down from $84.6 million in 2024.
- The company reported a net loss of $81.3 million for both 2025 and 2024, with an accumulated deficit of $631.3 million as of December 31, 2025.
- Cash, cash equivalents, and short-term investments increased to $240.0 million by the end of 2025, up from $185.0 million in 2024, partly due to $109.0 million in net proceeds from At-The-Market (ATM) sales.
- Clinical diagnostic revenue more than doubled to $2.0 million in 2025 from $0.8 million in 2024, with test volume increasing by nearly 400% to 16,233 tests.
- Medicare coverage was secured for NeXT Personal Dx for post-treatment surveillance of Stage II and III breast cancer (effective October 7, 2025) and Stage I to III non-small cell lung cancer (effective January 9, 2026).
- The partnership with Tempus AI, Inc. was expanded in December 2024 to include biopharma customers and further expanded in July 2025 to market NeXT Personal Dx for colorectal cancer, extending the agreement term through November 25, 2029.
- Revenue from Enterprise sales, primarily Natera, significantly decreased to $5.9 million in 2025 from $25.4 million in 2024, as the commercial relationship with Natera is no longer material.
- Population sequencing revenue increased by 58% to $11.8 million in 2025, driven by increased sample processing for the VA MVP.
- Research and development expenses increased by 3% to $50.3 million in 2025, while selling, general and administrative expenses increased by 16% to $53.6 million.
- The FDA's final rule on the regulation of Laboratory Developed Tests (LDTs) was vacated by a U.S. District Court in March 2025 and officially rescinded in September 2025, reverting LDTs to CLIA framework regulation.
- The company's Amended and Restated Bylaws were updated on February 24, 2026, to modernize stockholder proposal procedures and clarify voting standards.
Sentiment
Score: 4
Explanation: StockSavvy.ai views this filing with cautious optimism. While significant Medicare coverage and increased clinical test volumes are strong positives for future growth, the substantial revenue decline, ongoing net losses, and the loss of a major customer (Natera) present considerable headwinds and financial instability.
Positives
- Secured Medicare coverage for NeXT Personal Dx for post-treatment surveillance of Stage II and III breast cancer (effective October 7, 2025).
- Received Medicare coverage for NeXT Personal Dx for surveillance of Stage I to III non-small cell lung cancer (effective January 9, 2026).
- Clinical test revenue more than doubled to $2.0 million in 2025, a 166% increase from 2024.
- Clinical test volume increased by nearly 400% to 16,233 tests in 2025.
- Published landmark TRACERx data in 'Cell' journal, highlighting the ultrasensitive MRD approach for NSCLC.
- Published VHIO data in 'Clinical Cancer Research' reinforcing the clinical validity of the NeXT Personal platform across various cancer types.
- Ended 2025 with a strong cash position of $240.0 million in cash, cash equivalents, and short-term investments, including $109.0 million from ATM sales.
- Expanded collaboration with Tempus AI, Inc. to include biopharma customers and market NeXT Personal Dx for colorectal cancer, extending the agreement through November 25, 2029.
- The FDA's final rule on LDT regulation was vacated and rescinded, reducing immediate regulatory burden on the company's diagnostic tests.
Negatives
- Total revenue decreased by 18% to $69.6 million in 2025 compared to $84.6 million in 2024.
- Experienced a significant decrease in Enterprise sales revenue, primarily from Natera, which fell from $25.4 million in 2024 to $5.9 million in 2025, as the commercial relationship is no longer material.
- Continued to incur substantial net losses, with $81.3 million in 2025 and $81.3 million in 2024.
- Customer concentration remains high, with Moderna and VA MVP accounting for 22% and 17% of 2025 revenue, respectively.
- Cost of revenue decreased at a lesser rate than revenue, leading to lower fixed overhead absorption and increased clinical diagnostic test costs relative to reimbursement.
- The company has a history of losses and expects to incur significant losses for the foreseeable future, with an accumulated deficit of $631.3 million.
- Previous workforce reductions in Q1 and Q4 2023 collectively affected nearly 50% of the workforce, indicating past operational challenges.
Risks
- Inability to generate sufficient revenue to achieve or sustain profitability due to ongoing significant losses.
- Failure to increase sales of current testing services or successfully develop and commercialize other services, or gain sufficient market acceptance.
- Substantial customer concentration, particularly with Moderna and the VA MVP, and the loss of a material commercial relationship with Natera.
- Challenges in establishing medical necessity for coverage and adequate reimbursement rates for clinical diagnostic tests.
- Partnering and collaboration agreements, including with Tempus, Myriad, Moderna, and Merck, may not be successful or may terminate.
- Reliance on a limited number of suppliers, or sole suppliers like Illumina, for laboratory instruments and materials, posing supply chain risks.
- Adverse effects from international trade policies, including tariffs, sanctions, and trade barriers.
- Risk of business disruption if the single Fremont facility becomes damaged or inoperable, or if the company is required to vacate it.
- Inability to develop testing services that keep pace with rapid advances in technology, medicine, and science.
- Heightened regulatory scrutiny, delays in clinical development, or delays/inability to achieve regulatory approval, commercialization, or payor coverage for personalized cancer therapies.
- Loss of key executive management team members or inability to hire, retain, or motivate highly skilled personnel.
- Inability to manage future growth effectively, straining organizational, administrative, and operational infrastructure.
- Risks associated with potential acquisitions, joint ventures, or investments in other companies or technologies, including harm to operating results or dilution.
- Tests may be subject to regulatory action if they do not comply with statutory and regulatory requirements enforced by the FDA or equivalent foreign authorities and/or CLIA requirements.
- Compliance with numerous statutes and regulations is expensive and time-consuming, with potential for substantial penalties for non-compliance.
- Information technology systems or data, or those of third-party vendors, may fail or suffer security breaches, leading to adverse consequences.
- Failure or perceived failure to comply with data privacy and security laws and obligations could harm the business.
- Employees may engage in misconduct or other improper activities, leading to significant liability and reputational harm.
- Changes in healthcare policy could increase costs, decrease revenue, and impact sales and reimbursement for tests.
- Litigation or other proceedings or claims of intellectual property infringement, misappropriation, or other violations could require significant time and money and prevent test sales.
- Inability to license rights to use necessary technologies on reasonable terms could prevent commercialization of new services.
- Inability to obtain, maintain, and enforce patent protection for testing services or technologies, allowing competitors to develop similar offerings.
- Inability to protect the confidentiality of trade secrets and know-how, harming business and competitive position.
- Use of open source software could subject proprietary software to general release or litigation.
- Inadequate protection of trademarks and trade names could hinder name recognition.
- Inability to raise additional capital on acceptable terms in the future may limit business operations and expansion.
- Volatility or steep decline in the market price of common stock, regardless of operating performance, leading to potential loss of investment.
- Significant fluctuations in quarterly results due to variable sample volumes and other factors.
- Unstable market, economic, and geopolitical conditions, including inflation and interest rate changes, could adversely affect the business.
- Adverse developments affecting the financial services industry could impair access to cash and liquidity.
- Significant control by insiders or holders of greater than five percent of outstanding common stock could influence corporate matters.
- Future sales of shares by existing stockholders could cause the stock price to decline.
- No current intention to pay dividends on common stock, making investment return dependent on stock price appreciation.
- Future sales and issuances of common stock or rights to purchase common stock could result in additional dilution.
- Lack of research or inaccurate/unfavorable research by securities analysts could cause stock price and trading volume to decline.
- Issuance of preferred stock could adversely affect common stockholders.
- Limitations on the ability to use net operating losses to offset future taxable income.
- Delaware law and provisions in the amended and restated certificate of incorporation and bylaws could make a merger, tender offer, or proxy contest difficult.
- Exclusive forum provisions in the amended and restated certificate of incorporation could limit stockholders' ability to obtain a favorable judicial forum.
- Requirements of being a public company consume substantial resources, may result in litigation, and divert management's attention.
- Disclosure controls and procedures may not prevent or detect all errors or acts of fraud.
- Failure to maintain effective internal control over financial reporting could adversely affect financial reporting accuracy and timing.
Future Outlook
The company expects to continue incurring significant net losses for the foreseeable future as it scales its business and operations. Future performance depends on the adoption of ultrasensitive MRD testing, continued development of the genomic-based test market, increasing adoption by existing and new biopharma customers, and obtaining further diagnostic test coverage and reimbursement. Capital expenditures are projected to increase to $8-10 million in 2026 and $10-12 million in 2027 and 2028 to expand NeXT Personal Dx capacity. The company anticipates fulfilling the new VA MVP task order during the first three quarters of 2026. There is uncertainty regarding the impact of future healthcare policy changes and the ability to raise additional capital on acceptable terms.
Management Comments
- We are pioneering the ultrasensitive MRD testing market with the belief that an ultrasensitive approach will lead to earlier intervention and the ability to better trust that a negative MRD patient is likely cancer-free.
- Our performance depends on the willingness of pharmaceutical companies, enterprise customers, and oncologists to continue to seek more comprehensive molecular information to develop more efficacious cancer therapies.
- We believe having our tests covered by Medicare is important to and a key catalyst for clinical revenue and market share growth in the MRD testing market.
- We anticipate that our current cash and cash equivalents and short-term investments are sufficient to fund our near-term capital and operating needs for at least the next 12 months.
Industry Context
StockSavvy.ai notes that Personalis operates in the highly competitive and rapidly evolving cancer genomic testing market. The company's focus on ultrasensitive minimal residual disease (MRD) detection aligns with a growing trend in precision oncology for earlier and more precise cancer monitoring. The recent vacating and rescinding of the FDA's LDT rule provides temporary regulatory relief, allowing LDTs to remain primarily under CLIA, which is favorable for companies like Personalis that market their tests as LDTs. However, the industry faces ongoing challenges with reimbursement for novel diagnostic tests and intense competition from larger, well-funded players like Natera, Guardant Health, and Exact Sciences. The company's strategy of building clinical evidence through collaborations with leading cancer centers is crucial for driving adoption and securing reimbursement, a common hurdle for innovative diagnostic services.
Comparison to Industry Standards
- Personalis' NeXT Personal Dx is positioned as an ultrasensitive test for MRD detection, aiming to detect cancer recurrence earlier than other technologies. This differentiates it from competitors like Natera (Signatera) and Guardant Health (Guardant Reveal) by emphasizing ultra-high sensitivity, which could be a key competitive advantage if clinical outcomes consistently demonstrate superior early detection.
- The company's comprehensive tumor profiling test, NeXT Dx, competes with offerings from Foundation Medicine (FoundationOne CDx) and Caris Life Sciences, which also provide extensive genomic insights for therapy selection. Personalis highlights its matched tumor-normal analysis and exome/transcriptome sequencing as differentiators.
- In the population sequencing market, Personalis' WGS services for initiatives like the VA MVP compete with large-scale sequencing providers, including those utilizing Illumina's platforms. The company's stated capacity to sequence and analyze over 350 trillion bases of DNA per week suggests a significant operational scale, comparable to major genomics service providers.
- The company's reliance on Illumina as a sole supplier for sequencers and reagents is a common industry practice but also a significant risk, as seen with other genomics companies dependent on specific platform providers.
Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
| President & CEO | Christopher Hall | March 2023 | Promotion from Senior Vice President and Head, Diagnostics Business. | |
| Chief Operating Officer | Aaron Tachibana | March 2023 | Promotion from Chief Financial Officer, also served as interim CEO from December 2022 to March 2023. | |
| Executive Vice President, R&D | Richard Chen, M.D., M.S. | March 2023 | Promotion, in addition to his role as Chief Medical Officer. | |
| Senior Vice President and Chief Legal Officer | Stephen Moore | February 2024 | Promotion from Vice President and General Counsel. |
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Bylaws Amendment | Amended and Restated Bylaws, effective February 24, 2026, to modernize stockholder proposal procedures and disclosure requirements, clarify voting standards for director elections and other proposals, conform notice provisions to DGCL, and align stockholder list requirements with DGCL. | February 24, 2026 | Aims to improve clarity and efficiency of corporate governance processes, particularly regarding stockholder engagement and meeting procedures. May make it more difficult for stockholders to propose certain actions or nominate directors by increasing procedural hurdles. |
| Inducement Plan Amendment | The 2020 Inducement Plan was amended by the Compensation Committee on April 25, 2023, April 29, 2025, and February 23, 2026. | April 25, 2023, April 29, 2025, February 23, 2026 | These amendments likely adjust the terms and conditions for equity-based awards granted to new employees as an inducement for employment, ensuring compliance with Nasdaq rules and potentially impacting executive compensation and talent acquisition strategies. |
| Insider Trading Policy Amendment | Insider Trading Policy last amended by the Board of Directors on October 29, 2025. | October 29, 2025 | Updates to the insider trading policy aim to ensure compliance with evolving securities laws and regulations, potentially introducing new restrictions or clarifications on trading activities for employees, directors, and consultants, including rules around 10b5-1 plans and prohibited transactions. |
Legal Proceedings
- As of December 31, 2025, the company was not involved in any material legal proceedings.
- Previously filed complaints against Foresight Diagnostics for infringement of certain patents relating to detection of MRD, which were dismissed in June 2024 pursuant to a settlement agreement.
- Two of the company's patents were challenged and subsequently invalidated during inter partes reviews initiated by Foresight.
Related Party Transactions
- Tempus AI, Inc. is a related party due to owning more than 10% of the company's common stock after exercising warrants and purchasing additional shares in August 2024.
- Merck Sharp & Dohme LLC (Merck) is a related party due to owning more than 10% of the company's common stock after purchasing shares in December 2024.
- Revenue from Tempus AI, Inc. related to the Tempus Agreement was $0.5 million for the year ended December 31, 2025, with $0.4 million outstanding as a receivable.
- Market Development Fees of $4.2 million from Tempus were unamortized as of December 31, 2025.
- Sales and marketing expenses related to Tempus were $4.6 million for the year ended December 31, 2025.
- Invoiced $4.9 million to Merck in 2025 for DNA and RNA sequencing analysis and data interpretation services, with $2.0 million outstanding as a receivable as of December 31, 2025.
Stakeholder Impact
- **Shareholders:** Experience dilution from ongoing ATM sales and previous equity offerings. The stock price is subject to volatility due to operating performance, market conditions, and analyst expectations. Continued net losses and customer concentration pose risks to investment value, while Medicare coverage and strategic partnerships offer potential for future growth.
- **Employees:** Subject to internal restructuring activities and workforce reductions (nearly 50% in 2023), which can impact morale and job security. The company emphasizes competitive total rewards, training, and diversity, but competition for skilled personnel remains intense. Stock-based compensation is a significant part of their rewards.
- **Customers (Pharmaceutical/Biopharmaceutical):** Benefit from advanced cancer genomic testing services for clinical trials and drug development. The company's ability to deliver high-quality, timely data is crucial for their success. The expansion of partnerships with companies like Tempus and Merck indicates continued value proposition.
- **Customers (Clinical Diagnostic):** Benefit from new Medicare coverage for NeXT Personal Dx in breast and lung cancer, potentially increasing access to advanced MRD testing. The focus on building clinical evidence aims to drive adoption and improve patient outcomes.
- **Suppliers:** The company's reliance on a limited number of suppliers, particularly Illumina, creates dependency and potential risks if supply is disrupted or pricing changes.
- **Regulatory Bodies:** The company is subject to extensive federal, state, and foreign regulations (CLIA, FDA, HIPAA, anti-kickback laws). Compliance is costly and time-consuming, with potential for significant penalties for violations. The vacating of the FDA's LDT rule provides temporary relief but regulatory uncertainty remains.
Next Steps
- Continue to build and publish clinical evidence-base to support testing services in key indications.
- Pursue reimbursement coverage from Medicare and other payors for additional diagnostic tests and indications.
- Further increase sales to existing biopharma customers and expand the customer base within each segment.
- Develop a growing set of state-of-the-art services and advance operational infrastructure.
- Leverage Tempus's sales force to grow the clinical diagnostic business, particularly for NeXT Personal Dx.
- Fulfill the new VA MVP task order received in August 2025 during the first three quarters of 2026.
- Invest in research and development to support clinical diagnostic offerings and technology development, including automation of laboratory processes.
- Increase capital expenditures to $8-10 million in 2026 and $10-12 million in 2027 and 2028 to expand NeXT Personal Dx capacity.
- Actively market the vacated Menlo Park facility for sublease.
- Monitor and comply with evolving data privacy and security obligations, including potential new AI regulations.
Key Dates
| Date | Description |
|---|---|
| 2011 | Company incorporated in Delaware and began operations in September. |
| August 2013 | Formed wholly owned subsidiary, Personalis (UK) Ltd. |
| September 2017 | Entered into a one-year contract with the VA for the VA MVP, with three one-year optional renewal periods. |
| May 2019 | Company's board of directors adopted the 2019 Equity Incentive Plan and 2019 Employee Stock Purchase Plan. |
| June 2019 | Company became a publicly-traded company and stockholders approved the 2019 Equity Incentive Plan and 2019 Employee Stock Purchase Plan. |
| May 4, 2020 | Compensation Committee adopted the 2020 Inducement Plan. |
| October 2020 | Formed wholly owned subsidiary, Shanghai Personalis Biotechnology Co., Ltd. (Personalis (Shanghai) Ltd). |
| February 2021 | Entered into a partnership with Natera in personalized oncology. |
| August 25, 2021 | Entered into a noncancelable operating lease for approximately 100,000 square feet in Fremont, California for corporate headquarters and laboratory operations. |
| December 2021 | Entered into an At-the-Market (ATM) Sales Agreement with BTIG, LLC. |
| July 2022 | Entered into a secured payment agreement to finance the purchase of internal use software licenses. |
| September 2022 | Entered into a new contract with the VA MVP for WGS services, with an initial task order of up to $10.0 million. Lease commencement date for Fremont facility delayed. |
| Q1 2023 | Implemented workforce reductions to reduce operating costs. |
| March 2023 | Christopher Hall appointed CEO and President; Aaron Tachibana appointed COO; Richard Chen promoted to EVP, R&D. |
| Q3 2023 | Completed the move of all laboratory operations from Menlo Park facility to Fremont facility. |
| Q4 2023 | Implemented workforce reductions to reduce operating costs. |
| November 2023 | Introduced NeXT Personal Dx, a tumor-informed liquid biopsy test. Entered into a Commercialization and Reference Laboratory Agreement with Tempus AI, Inc. and issued warrants to Tempus. |
| November 28, 2023 | Issued two warrants to Tempus to purchase up to 9,218,800 shares of common stock at an average exercise price of $2.00 per share. |
| December 2023 | Amended the At-the-Market (ATM) Sales Agreement with BTIG, LLC. |
| January 2024 | Received Medicare coverage determination for NeXT Dx, effective August 29, 2023. |
| February 2024 | Completed the dissolution of Personalis (Shanghai) Ltd entity. Merck engaged the company to provide clinical laboratory services in connection with Merck's clinical studies. |
| August 2024 | Tempus exercised warrants in full for $18.4 million in cash. Entered into an investment agreement with Tempus, issuing and selling 3,500,000 shares of common stock for $17.7 million. |
| December 2024 | Expanded relationship with Tempus to include biopharma industry customers. Amended agreement with Natera to extend minimum volume commitments through Q2 2025. Entered into an Investment Agreement with Merck, issuing and selling 14,044,943 shares of common stock for $50.0 million. Entered into an Amended and Restated At-the-Market Sales Agreement with Piper Sandler & Co. and BTIG, LLC. |
| January 2025 | Waived $0.4 million outstanding under a secured payment agreement from July 2022 as part of a settlement. Entered into another secured payment agreement to finance $2.8 million of internal use software licenses. |
| March 31, 2025 | U.S. District Court for the Eastern District of Texas vacated the FDA's final rule on LDT regulation. |
| April 29, 2025 | 2020 Inducement Plan amended by the Compensation Committee. |
| July 4, 2025 | The One Big Beautiful Bill Act (OBBBA) was signed into law, impacting healthcare policy. |
| July 2025 | Further expanded collaboration with Tempus to authorize marketing of NeXT Personal Dx for colorectal cancer and extended the term of the Tempus Agreement through November 25, 2029. |
| August 2025 | Received a fourth task order with a value of up to $13.5 million from the VA MVP. |
| September 2025 | FDA officially rescinded the LDT regulation. Entered into an agreement to lease lab equipment for 36 months. Amended Tempus Agreement to allow Tempus to acquire shares up to 19.99% beneficial ownership. |
| October 7, 2025 | Effective date for Medicare coverage of NeXT Personal Dx for post-treatment surveillance of Stage II and III breast cancer. |
| October 29, 2025 | Insider Trading Policy last amended by the Board of Directors. |
| November 2025 | Received Medicare coverage for NeXT Personal Dx for post-treatment surveillance of cancer recurrence in patients with Stage II and III breast cancer. Filed a sales agreement prospectus supplement to sell $100.0 million of common stock through ATM facility. |
| December 31, 2025 | Fiscal year end. 102,475,891 shares of common stock outstanding. |
| January 2026 | Sold remaining $21.3 million of common stock under ATM facility. Exercised purchase option for lab equipment for $2.1 million. Second repayment of $1.2 million for internal use software licenses billed and paid. |
| January 9, 2026 | Effective date for Medicare coverage of NeXT Personal Dx for surveillance of Stage I to III non-small cell lung cancer. |
| January 31, 2026 | Company had 260 employees, with 259 full-time. |
| February 2, 2026 | Quality Management System Regulation at 21 C.F.R. Part 820 took effect for medical device manufacturers. |
| February 23, 2026 | 2020 Inducement Plan amended by the Compensation Committee. |
| February 24, 2026 | Amended and Restated Bylaws became effective. |
| February 26, 2026 | Date of filing of the Annual Report on Form 10-K. |
| Q2 2026 | Expected acquisition of Exact Sciences Corporation by Abbott Laboratories, Inc. |
Recommendation
holdThe company faces significant financial challenges, including an 18% revenue decline in 2025 and persistent net losses, exacerbated by the loss of a material commercial relationship with Natera. While the securing of Medicare coverage for NeXT Personal Dx in breast and lung cancer, coupled with increased clinical test volumes and expanded partnerships with Tempus and Merck, provides a strong foundation for future growth, the path to profitability remains uncertain. The company's reliance on a few key customers and suppliers, along with the need for further capital raises, presents notable risks. Given the mixed signals—strong product development and market access gains against a backdrop of financial losses and customer concentration shifts—a 'hold' recommendation is appropriate. Investors should monitor the execution of commercialization strategies, the impact of new Medicare coverage on revenue, and progress towards sustainable profitability.
Keywords
Cancer Genomic Testing, Precision Oncology, Personalized Cancer Therapies, Minimal Residual Disease (MRD), Liquid Biopsy, Next-Generation Sequencing (NGS), Clinical Diagnostics, Biomarker Discovery, Clinical Trials, Immuno-oncology, Whole Exome Sequencing (WES), Whole Genome Sequencing (WGS), Medicare Coverage, FDA Regulation, CLIA Certified, CAP Accredited, Tempus AI, Moderna, VA Million Veteran Program (VA MVP), Intellectual Property, Biopharmaceutical, Healthcare Technology
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