Vera Therapeutics (VERA) FY2025 10-K Risk Factors: 13 New, 25 Dropped

What the changes say

Vera reported net losses of $299.6 million for 2025 with an accumulated deficit of $760.9 million.
Capital needs and macroeconomic threats dominate the new risk disclosures.
Product references were generalized across clinical candidates.

What changed since the prior 10-K

New

NewRisks related to our financial position and need for additional capital
Advancing the development of our product candidates will require a significant amount of capital. Our working capital and available credit will not be sufficient to fund all of the activities that are necessary to complete the development of our product candidates through approval and commercial launch
Bank failures and inflation could disrupt access to capital needed to fund clinical trials for product candidates through approval.
NewRisks related to our financial position and need for additional capital
We have incurred net losses since inception and have never generated revenue from product sales. We expect to continue to incur net losses at least until we have one or more approved products that achieve commercial success
The company reported net losses of $299.6 million for the fiscal year ended December 31, 2025, and an accumulated deficit of $760.9 million.
NewRisks related to the discovery, development and commercialization of our product candidates
viability of such product candidates could be significantly reduced. Any of these occurrences may significantly harm our business, financial condition, results of operations and prospects
Identifying patients with IgAN and retaining trial participants is difficult due to competition for recruiting and available competitive products.
NewRisks related to regulatory approval and other legal compliance matters
disruptions at the FDA and other government and regulatory agencies caused by funding shortages, furloughs or other reasons could result in delays in reviewing regulatory submissions or extensions of time necessary for new drugs to be reviewed and/or approved
Funding shortages or furloughs at the FDA could cause delays in reviewing regulatory submissions or new drug approvals.
NewRisks related to regulatory approval and other legal compliance matters
A Breakthrough Therapy Designation from the FDA, even if granted for any of our product candidates, may not lead to a faster development or regulatory review or approval process, and does not increase the likelihood that our product candidates will receive FDA approval
A Breakthrough Therapy Designation for atacicept for the treatment of IgAN may not lead to a faster regulatory review or approval.
NewRisks related to regulatory approval and other legal compliance matters
If any approved products are subject to biosimilar competition sooner than we expect, we will face significant pricing pressure and our commercial opportunity will be limited
Foreign governmental price controls, particularly in the EU, could put pricing pressure and limit commercial opportunities for approved products.
NewRisks related to regulatory approval and other legal compliance matters
Current and future healthcare reform legislation or regulation may increase the difficulty and cost for us to commercialize our product candidates and may adversely affect the prices we may obtain and may have a negative impact on our business and results of operations
Healthcare reform legislation, such as the Affordable Care Act, may increase commercialization costs and adversely affect drug prices.
NewRisks related to regulatory approval and other legal compliance matters
fines, penalties and even injunctions, the imposition of which on us could have a material adverse effect on the success of our business
U.S. laws regulating foreign investments and technology access, such as FIRRMA and export controls, apply to the company.
NewRisks related to employee matters, managing our growth and other risks related to our business
International trade policies, including tariffs, sanctions and trade barriers may adversely affect our business, financial condition, results of operations and growth prospects
New tariffs and international trade policies could increase costs for active pharmaceutical ingredients, raw materials, and laboratory equipment.
NewRisks related to employee matters, managing our growth and other risks related to our business
If we are unable to establish sales or marketing capabilities or enter into agreements with third parties to sell or market our product candidates, we may not be able to successfully sell or market such product candidates, if approved
Building internal sales and marketing capabilities or relying on third parties to sell product candidates will be expensive and time-consuming.
NewRisks related to our intellectual property
to the same extent as the laws of the United States. For example, many countries restrict the patentability of methods of treatment of the human body
Foreign patent laws, such as restrictions on patenting methods of treatment, may not protect intellectual property to the same extent as U.S. laws.
NewRisks related to ownership of our common stock
general geopolitical, macroeconomic, industry and market conditions, including tariffs and trade tensions, supply chain challenges, ongoing military conflicts, related sanctions, changes in U.S.-China relations, elevated inflation rates and the responses by central banking authorities to control such inflation
Tariffs, trade tensions, supply chain challenges, and inflation may cause high volatility in the trading prices of common stock.
NewRisks related to ownership of our common stock
As of December 31, 2025, there were 71,267,429 shares of common stock outstanding

Dropped

DroppedRisks related to our financial position and need for additional capital
add clinical, operational, financial and management information systems and personnel, including personnel to support our product development and planned future commercialization efforts
DroppedRisks related to our financial position and need for additional capital
We have incurred net losses since inception, and we expect to continue to incur net losses for the foreseeable future. In addition, we may be unable to continue as a going concern over the long-term
Need to add clinical and operational information systems and personnel for atacicept, MAU868, and VT-109.
DroppedRisks related to our financial position and need for additional capital
We have never generated revenue from product sales and may never be profitable
Net losses of $152.1 million for 2024 and accumulated deficit of $461.3 million, with going concern doubts.
DroppedRisks related to the discovery, development and commercialization of our product candidates
Even if our clinical trials are completed as planned, we cannot be certain that their results will support our proposed indications
Anticipation of generating no product revenue in 2025 for atacicept, MAU868, and VT-109.
DroppedRisks related to the discovery, development and commercialization of our product candidates
authorities for commercialization. If we are unable to bring our product candidates to market, our ability to create long-term shareholder value will be limited
DroppedRisks related to regulatory approval and other legal compliance matters
the approval policies or regulations of the FDA or comparable foreign regulatory authorities may significantly change in a manner rendering our clinical data insufficient for approval
DroppedRisks related to regulatory approval and other legal compliance matters
reimbursement before it can be approved for sale in that jurisdiction. In some cases, the price that we intend to charge for our product is also subject to approval
Uncertainty that clinical trial results for product candidates will support proposed indications.
DroppedRisks related to regulatory approval and other legal compliance matters
We are currently seeking orphan drug designation for atacicept for the treatment of IgAN, but even if designated we may not ultimately realize the potential benefits of orphan drug designation
Reliance on nonclinical and clinical data generated by third-party CROs with limited influence.
DroppedRisks related to regulatory approval and other legal compliance matters
transplant recipients, we may not experience a faster development process, review or approval compared to conventional FDA procedures. In addition, the FDA may withdraw Fast Track designation if it believes that the designation is no longer supported by data from our clinical development program
DroppedRisks related to regulatory approval and other legal compliance matters
still being interpreted and implemented by the FDA. As a result, its ultimate impact, implementation, and meaning are subject to uncertainty
DroppedRisks related to regulatory approval and other legal compliance matters
Any product candidate we develop may become subject to unfavorable third-party coverage and reimbursement practices, as well as pricing regulations
DroppedRisks related to regulatory approval and other legal compliance matters
neither experimental nor investigational
DroppedRisks related to regulatory approval and other legal compliance matters
We may face difficulties from changes to current regulations and future legislation
DroppedRisks related to regulatory approval and other legal compliance matters
delay or prevent marketing approval, as well as subject us to more stringent product labeling and post-marketing testing and other requirements
DroppedRisks related to regulatory approval and other legal compliance matters
individual EU Member States. Failure to comply with these requirements could result in reputational risk, public reprimands, administrative penalties, fines or imprisonment
DroppedRisks related to regulatory approval and other legal compliance matters
groups. Regulators in the United States are also increasingly scrutinizing certain personal data transfers and have imposed, and may in the future impose, certain personal data transfer or localization requirements
DroppedRisks related to employee matters, managing our growth and other risks related to our business
what we have to offer. If we are unable to continue to attract and retain high-quality personnel, the rate and success at which we can discover, develop and commercialize atacicept, MAU868, VT-109, or any other product candidate will be limited and the potential for successfully growing our business will be harmed
DroppedRisks related to our intellectual property
licensees or collaborators are unable to obtain or maintain patent protection with respect to atacicept, MAU868, VT-109, and our other products, proprietary technologies and their uses, our business, financial condition, results of operations and prospects could be significantly harmed
Risk that FDA approval policies change and render existing clinical data insufficient.
DroppedRisks related to our intellectual property
was identified during examination of a patent application so that, even if a patent issues, it may be susceptible to challenge that it is not valid over art that was not considered during its examination
DroppedRisks related to ownership of our Class A common stock
sales of our securities by us, our insiders or our other stockholders; and
DroppedRisks related to ownership of our Class A common stock
significant fluctuations in our stock price based upon temporary or speculative market perceptions or other factors that do not necessarily reflect the underlying fundamentals and prospects of our business
DroppedRisks related to ownership of our Class A common stock
Our principal stockholders and management own a significant percentage of our outstanding voting stock and will be able to exert significant control over matters subject to stockholder approval
DroppedRisks related to ownership of our Class A common stock
As of December 31, 2024, there were 63,559,858 shares of common stock outstanding and held of record by 17 stockholders. The number of record holders of our common stock does not include DTC participants or beneficial owners holding shares through nominee names
DroppedRisks related to ownership of our Class A common stock
We no longer qualify as an “emerging growth company” or a “smaller reporting company” and, as a result, we will no longer be able to avail ourselves of certain reduced disclosure requirements applicable to emerging growth companies and/or smaller reporting companies
Difficulties and costs associated with obtaining foreign regulatory approvals and compliance.
DroppedRisks related to ownership of our Class A common stock
In the ordinary course of business, we and our third-party partners (such as contract research organizations and clinical trial sites) process sensitive information

Reworded

95% rewrittenRisks related to regulatory approval and other legal compliance matters
Even though MAU868 has Fast Track designation from FDA for the prevention of BK viremia in renal transplant and hematopoietic stem cell transplant, it may not lead to a faster development or regulatory review or approval process, and will not increase the likelihood that MAU868 will receive marketing approval
Updated to clarify Fast Track designation details for MAU868 in preventing BK viremia and added that it does not guarantee marketing approval.
91% rewrittenRisks related to the discovery, development and commercialization of our product candidates
In addition, many of the factors that cause, or lead to, termination or suspension of, or a delay in the commencement or completion of, clinical trials may also ultimately lead to the denial of regulatory approval
Generalised specific drug names (atacicept, MAU868, VT-109) to 'our product candidates' regarding clinical trial delays impacting exclusivity.
90% rewrittenRisks related to regulatory approval and other legal compliance matters
The occurrence of any event or penalty described above may inhibit our ability to commercialize our product candidates and generate revenue and could require us to expend significant time and resources in response and could generate negative publicity
Removed specific drug names (atacicept, MAU868, VT-109) from regulatory policy and compliance risk language, replacing them with 'product candidates'.
Was: The occurrence of any event or penalty described above may inhibit our ability to commercialize atacicept, MAU868, VT-109, or any product candidate we may develop in the future, and generate revenue and could require us to expend significant time and resources in response and could generate negative publicity
89% rewrittenRisks related to regulatory approval and other legal compliance matters
analogous state and foreign laws and regulations, such as state and foreign anti-kickback and false claims laws, may apply to sales or marketing arrangements and claims involving healthcare items or services reimbursed by non-governmental third-party payors, including private insurers
Retained state and foreign anti-kickback and false claims laws description with minor formatting edits.
78% rewrittenRisks related to ownership of our common stock
This choice of forum provision would not apply to claims or causes of action brought to enforce a duty or liability created by the Securities Act, the Exchange Act or any other claim for which the federal courts have exclusive jurisdiction
Maintained the forum selection clause language for Securities Act claims with minor stylistic updates.
76% rewrittenRisks related to our intellectual property
Our success depends on our ability to protect our intellectual property and our proprietary technologies
Replaced specific mentions of atacicept, MAU868, and VT-109 with 'our product candidates' in intellectual property protection disclosures.
75% rewrittenRisks related to our intellectual property
If the scope of any patent protection we obtain is not sufficiently broad, or if we lose any of our patent protection, our ability to prevent our competitors from commercializing similar or identical product candidates would be adversely affected
Substituted specific drug names with 'our product candidates' regarding the scope and uncertainty of patent protection.
73% rewrittenRisks related to regulatory approval and other legal compliance matters
Biosimilars to our product candidates may provide competition sooner than anticipated
Retained the regulatory background for the Biologics Price Competition and Innovation Act and reference product exclusivity periods.
67% rewrittenRisks related to our intellectual property
The issuance of a patent is not conclusive as to its inventorship, scope, validity or enforceability, and our patents may be challenged in the courts or patent offices in the United States and abroad
59% rewrittenRisks related to ownership of our common stock
Our business could be negatively affected as a result of actions of activist stockholders, and such activism could impact the trading value of our securities
58% rewrittenRisks related to employee matters, managing our growth and other risks related to our business
We or the third parties upon whom we depend may be adversely affected by earthquakes, fires or other natural disasters and our business continuity and disaster recovery plans may not adequately protect us from a serious disaster
49% rewrittenRisks related to the discovery, development and commercialization of our product candidates
We may develop our product candidates in combination with other therapies, which exposes us to additional risks
Was: We may develop atacicept, MAU868, VT-109, and potentially future product candidates, in combination with other therapies, which exposes us to additional risks
47% rewrittenRisks related to our intellectual property
We may be required to make significant payments under our license agreements related to our product candidates
Was: We may be required to make significant payments under our license agreements related to atacicept, MAU868, and VT-109
44% rewrittenRisks related to the discovery, development and commercialization of our product candidates
We face significant competition, which may result in others discovering, developing or commercializing products before or more successfully than us
43% rewrittenRisks related to regulatory approval and other legal compliance matters
Obtaining and maintaining regulatory approval of our product candidates in one jurisdiction does not mean that we will be successful in obtaining regulatory approval in other jurisdictions
39% rewrittenRisks related to regulatory approval and other legal compliance matters
additional recordkeeping
39% rewrittenRisks related to employee matters, managing our growth and other risks related to our business
In order to successfully implement our plans and strategies, we will need to grow the size of our organization, and we may experience difficulties in managing this growth
35% rewrittenRisks related to our financial position and need for additional capital
The terms of our loan agreement place restrictions on our operating and financial flexibility. If we raise additional capital through debt financing, the terms of any new debt could further restrict our ability to operate our business
29% rewrittenRisks related to our financial position and need for additional capital
attracting, developing and retaining qualified personnel
28% rewrittenRisks related to employee matters, managing our growth and other risks related to our business
improving our operational, financial and management controls, reporting systems and procedures
27% rewrittenRisks related to our financial position and need for additional capital
We have completed a limited number of clinical trials for our lead product candidate, atacicept, and have no products approved for commercial sale, which may make it difficult to evaluate our current business and predict our future success and viability
24% rewrittenRisks related to regulatory approval and other legal compliance matters
Our business entails a significant risk of product liability and product liability claims could significantly harm our business, financial condition, results of operations and prospects
Was: Our business entails a significant risk of product liability and if we are unable to obtain sufficient insurance coverage, such inability could significantly harm our business, financial condition, results of operations and prospects
20% rewrittenRisks related to our intellectual property
If disputes over intellectual property that we have licensed prevent or impair our ability to maintain our current licensing arrangements on acceptable terms, we may be unable to successfully develop and commercialize the affected product candidates

All 89 risk factors

Headings as the filing states them, in filing order.

Risks related to our financial position and need for additional capital

01We have completed a limited number of clinical trials for our lead product candidate, atacicept, and have no products approved for commercial sale, which may make it difficult to evaluate our current business and predict our future success and viability27% rewritten
02Advancing the development of our product candidates will require a significant amount of capital. Our working capital and available credit will not be sufficient to fund all of the activities that are necessary to complete the development of our product candidates through approval and commercial launchNew
03We have incurred net losses since inception and have never generated revenue from product sales. We expect to continue to incur net losses at least until we have one or more approved products that achieve commercial successNew
04attracting, developing and retaining qualified personnel29% rewritten
05The terms of our loan agreement place restrictions on our operating and financial flexibility. If we raise additional capital through debt financing, the terms of any new debt could further restrict our ability to operate our business35% rewritten

Risks related to the discovery, development and commercialization of our product candidates

06Delays in clinical trials are common and have many causes, and any delay could result in increased costs to us and jeopardize or delay our ability to obtain regulatory approval and commence product sales
07third-party contractors not performing data collection or analysis in a timely or accurate manner; or
08In addition, many of the factors that cause, or lead to, termination or suspension of, or a delay in the commencement or completion of, clinical trials may also ultimately lead to the denial of regulatory approval91% rewritten
09viability of such product candidates could be significantly reduced. Any of these occurrences may significantly harm our business, financial condition, results of operations and prospectsNew
10competing clinical trials and clinicians’ and patients’ perceptions as to the potential advantages of the drug being studied in relation to other available therapies, including any new drugs that may be approved for the indications we are investigating
11We may expend our limited resources to pursue a particular product candidate or indication and fail to capitalize on product candidates or indications that may be more profitable or for which there is a greater likelihood of success
12We may develop our product candidates in combination with other therapies, which exposes us to additional risks49% rewritten
13Interim, initial, “top-line” and preliminary data from our clinical trials that we announce or publish from time to time may change as more participant data become available and are subject to audit and verification procedures that could result in material changes in the final data
14We face significant competition, which may result in others discovering, developing or commercializing products before or more successfully than us44% rewritten
15Changes in methods of manufacturing or formulation of our product candidates may result in additional costs or delays

Risks related to regulatory approval and other legal compliance matters

16disruptions at the FDA and other government and regulatory agencies caused by funding shortages, furloughs or other reasons could result in delays in reviewing regulatory submissions or extensions of time necessary for new drugs to be reviewed and/or approvedNew
17This lengthy approval process, as well as the unpredictability of the results of clinical trials, may result in our failing to obtain regulatory approval to market our product candidates, which would significantly harm our business, financial condition, results of operations and prospects
18Even if approved, our product candidates may not achieve adequate market acceptance among physicians, patients, healthcare payors and others in the medical community necessary for commercial success
19the approval of other new therapies for the same indications
20Our business entails a significant risk of product liability and product liability claims could significantly harm our business, financial condition, results of operations and prospects24% rewritten
21Obtaining and maintaining regulatory approval of our product candidates in one jurisdiction does not mean that we will be successful in obtaining regulatory approval in other jurisdictions43% rewritten
22Even if any product candidate we develop receives regulatory approval, it could be subject to significant post-marketing regulatory requirements and will be subject to continued regulatory oversight
23The occurrence of any event or penalty described above may inhibit our ability to commercialize our product candidates and generate revenue and could require us to expend significant time and resources in response and could generate negative publicity90% rewritten
24Even though MAU868 has Fast Track designation from FDA for the prevention of BK viremia in renal transplant and hematopoietic stem cell transplant, it may not lead to a faster development or regulatory review or approval process, and will not increase the likelihood that MAU868 will receive marketing approval95% rewritten
25A Breakthrough Therapy Designation from the FDA, even if granted for any of our product candidates, may not lead to a faster development or regulatory review or approval process, and does not increase the likelihood that our product candidates will receive FDA approvalNew
26Biosimilars to our product candidates may provide competition sooner than anticipated73% rewritten
27If any approved products are subject to biosimilar competition sooner than we expect, we will face significant pricing pressure and our commercial opportunity will be limitedNew
28Current and future healthcare reform legislation or regulation may increase the difficulty and cost for us to commercialize our product candidates and may adversely affect the prices we may obtain and may have a negative impact on our business and results of operationsNew
29additional recordkeeping39% rewritten
30analogous state and foreign laws and regulations, such as state and foreign anti-kickback and false claims laws, may apply to sales or marketing arrangements and claims involving healthcare items or services reimbursed by non-governmental third-party payors, including private insurers89% rewritten
31If we fail to comply with environmental, health and safety laws and regulations, we could become subject to fines or penalties or incur costs that could significantly harm our business, financial condition, results of operations or prospects
32fines, penalties and even injunctions, the imposition of which on us could have a material adverse effect on the success of our businessNew

Risks related to employee matters, managing our growth and other risks related to our business

33Unfavorable geopolitical and global economic conditions, including tariffs and trade tensions, could adversely affect our business, financial condition and results of operations
34Our success is highly dependent on our ability to attract and retain highly skilled executive officers and employees and key consultants
35International trade policies, including tariffs, sanctions and trade barriers may adversely affect our business, financial condition, results of operations and growth prospectsNew
36If we are unable to establish sales or marketing capabilities or enter into agreements with third parties to sell or market our product candidates, we may not be able to successfully sell or market such product candidates, if approvedNew
37We have never commercialized a product candidate before and may lack the necessary expertise, personnel and resources to successfully commercialize any products on our own or together with suitable collaborators
38In order to successfully implement our plans and strategies, we will need to grow the size of our organization, and we may experience difficulties in managing this growth39% rewritten
39improving our operational, financial and management controls, reporting systems and procedures28% rewritten
40We or the third parties upon whom we depend may be adversely affected by earthquakes, fires or other natural disasters and our business continuity and disaster recovery plans may not adequately protect us from a serious disaster58% rewritten
41Comprehensive tax reform legislation could adversely affect our business and financial condition
42Our ability to utilize our net operating loss carryforwards and certain other tax attributes may be limited
43A variety of risks associated with marketing our current or any future product candidate we may develop internationally could significantly harm our business, financial condition, results of operations and prospects

Risks related to our intellectual property

44Our success depends on our ability to protect our intellectual property and our proprietary technologies76% rewritten
45countries other than the United States may have patent laws less favorable to patentees than those upheld by U.S. courts, allowing foreign competitors a better opportunity to create, develop and market competing product candidates
46If disputes over intellectual property that we have licensed prevent or impair our ability to maintain our current licensing arrangements on acceptable terms, we may be unable to successfully develop and commercialize the affected product candidates20% rewritten
47We may be required to make significant payments under our license agreements related to our product candidates47% rewritten
48If the scope of any patent protection we obtain is not sufficiently broad, or if we lose any of our patent protection, our ability to prevent our competitors from commercializing similar or identical product candidates would be adversely affected75% rewritten
49to the same extent as the laws of the United States. For example, many countries restrict the patentability of methods of treatment of the human bodyNew
50The issuance of a patent is not conclusive as to its inventorship, scope, validity or enforceability, and our patents may be challenged in the courts or patent offices in the United States and abroad67% rewritten
51Intellectual property rights do not necessarily address all potential threats to our competitive advantage
52Should any of these events occur, it could significantly harm our business, financial condition, results of operations and prospects
53require us to enter into royalty or licensing agreements, which may not be available on commercially reasonable terms, or at all, or which might be non-exclusive, which could result in our competitors gaining access to the same technology
54While we may have in-licensed patents that cover our product candidates, it is possible that third parties may have blocking patents that prevent us from marketing, manufacturing or commercializing our patented products and practicing our in-licensed patented technology
55We may be involved in lawsuits to protect or enforce our patents, which could be expensive, time consuming and unsuccessful. Further, our issued patents could be found invalid or unenforceable if challenged in court
56Intellectual property litigation may lead to unfavorable publicity that harms our reputation and causes the market price of our common shares to decline
57Derivation proceedings may be necessary to determine inventorship, and an unfavorable outcome may require us to cease using the related technology or to attempt to license rights from the prevailing party
58Patent reform legislation could increase the uncertainties and costs surrounding the prosecution of our patent applications and the enforcement or defense of our patents
59We may be subject to claims challenging the inventorship or ownership of our patents and other intellectual property
60Patent terms may be inadequate to protect our competitive position on our product candidates for an adequate amount of time
61Any of the foregoing could significantly harm our business, financial condition, results of operations and prospects
62We will not be able to protect our intellectual property rights throughout the world
63Obtaining and maintaining our patent protection depends on compliance with various procedural, documentary, fee payment, and other requirements imposed by regulations and governmental patent agencies, and our patent protection could be reduced or eliminated for non-compliance with these requirements
64If our trademarks and trade names are not adequately protected, then we may not be able to build name recognition in our markets of interest and our business, financial condition, results of operations and prospects could be significantly harmed
65If we are unable to protect the confidentiality of our trade secrets, our business, financial condition, results of operations, prospects and competitive position would be significantly harmed
66We may be subject to claims that we or our employees have wrongfully used or disclosed alleged confidential information or trade secrets
67Our rights to develop and commercialize our technology and product candidates may be subject, in part, to the terms and conditions of licenses granted to us by others
68If we fail to comply with our obligations in the agreements under which we license intellectual property rights from third parties or otherwise experience disruptions to our business relationships with our licensors, we could lose license rights that are important to our business
69the priority of invention of patented technology

Risks related to our dependence on third parties

70the misappropriation of our proprietary information, including our trade secrets and know-how
71If we engage in future acquisitions or strategic partnerships, this may increase our capital requirements, dilute our stockholders, cause us to incur debt or assume contingent liabilities, and subject us to other risks
72our inability to generate revenue from acquired technology and/or products sufficient to meet our objectives in undertaking the acquisition or even to offset the associated acquisition and maintenance costs
73We may enter into collaborations with third parties for the development and commercialization of our product candidates. If those collaborations are not successful, we may not be able to capitalize on the market potential of our product candidates
74If we decide to establish collaborations in the future, but are not able to establish those collaborations on commercially reasonable terms, we may have to alter our development and commercialization plans

Risks related to ownership of our common stock

75The price of our common stock may be volatile, and you could lose all or part of your investment
76general geopolitical, macroeconomic, industry and market conditions, including tariffs and trade tensions, supply chain challenges, ongoing military conflicts, related sanctions, changes in U.S.-China relations, elevated inflation rates and the responses by central banking authorities to control such inflationNew
77Our business could be negatively affected as a result of actions of activist stockholders, and such activism could impact the trading value of our securities59% rewritten
78Sales of a substantial number of shares of our common stock in the public market could cause our stock price to fall
79As of December 31, 2025, there were 71,267,429 shares of common stock outstandingNew
80Raising additional capital may cause dilution to our existing stockholders, restrict our operations or require us to relinquish rights to our product candidates on unfavorable terms to us
81We do not currently intend to pay dividends on our common stock and, consequently, your ability to achieve a return on your investment will depend on appreciation of the value of our common stock
82Provisions in our amended and restated certificate of incorporation and amended and restated bylaws and Delaware law could make an acquisition of us, which may be beneficial to our stockholders, more difficult and may prevent attempts by our stockholders to replace or remove our current management
83require the approval of the holders of at least 66 2/3% of the votes that all our stockholders would be entitled to cast to amend or repeal certain provisions of our amended and restated certificate of incorporations or amended and restated bylaws
84This choice of forum provision would not apply to claims or causes of action brought to enforce a duty or liability created by the Securities Act, the Exchange Act or any other claim for which the federal courts have exclusive jurisdiction78% rewritten
85Our disclosure controls and procedures may not prevent or detect all errors or acts of fraud
86Future changes in financial accounting standards or practices may cause adverse and unexpected revenue fluctuations and adversely affect our reported results of operations
87The requirements of being a public company may strain our resources, result in more litigation and divert management’s attention
88We may be subject to securities litigation, which is expensive and could divert management attention
89If securities or industry analysts do not publish research or reports, or if they publish adverse or misleading research or reports, regarding us, our business or our market, our stock price and trading volume could decline

Other Vera Therapeutics 10-Ks

FY2024 10-K risk factors
101 risks
Vera Therapeutics faces heavy financial losses and debt constraints while developing lead candidate atacicept and others.
Filed Feb 28, 2025

About this page

The headings are the filing's own. The one-line readings and the overview are automated and can be wrong: read Item 1A of the 10-K for the exact wording.