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10-K – 2026-02-24 – bbio-20251231.htm
In connection with the issuance of the 2031 Notes, we incurred approximately $ 12.0 million of debt issuance costs, which consisted of initial purchasers’ discounts, legal and professional fees. This was recorded as a reduction in the carrying value of the debt on the consolidated balance sheets and is amortized to interest expense using the effective interest method over the expected life of the 2031 Notes, which is approximately six years . 2029 Notes, net On January 28, 2021, we issued an aggregate of $ 717.5 million principal amount of our 2029 Notes pursuant to an Indenture dated January 28, 2021 (the “2029 Notes Indenture”), between us and U.S. Bank National Association, as trustee (the “2029 Notes Trustee”), in a private offering to qualified institutional buyers (the “2021 Note Offering”) pursuant to Rule 144A under the Securities Act. The 2029 Notes issued in the 2021 Note Offering include $ 67.5 million aggregate principal amount of 2029 Notes sold to the initial purchasers (the “2029 Notes Initial Purchasers”) pursuant to the exercise in part of the 2029 Notes Initial Purchasers’ option to purchase $ 97.5 million principal amount of additional 2029 Notes. On January 28, 2021, the 2029 Notes Initial Purchasers exercised the remaining portion of their option to purchase $ 30.0 million principal amount of additional 2029 Notes. The sale of those additional 2029 Notes closed on February 2, 2021, which resulted in the total aggregate principal amount of $ 747.5 million. The 2029 Notes are senior, unsecured obligations of BridgeBio and will accrue interest payable semiannually in arrears on February 1 and August 1 of each year, beginning on August 1, 2021, at a rate of 2.25 % per year. The 2029 Notes will mature on February 1, 2029, unless earlier converted, redeemed or repurchased. The 2029 Notes are convertible into cash, shares of BridgeBio’s common stock or a combination of cash and shares of BridgeBio’s common stock, at our election. We received net proceeds from the 2021 Note Offering of approximately $ 731.4 million, after deducting the 2029 Notes Initial Purchasers’ discount (there were no direct offering expenses borne by us for the 2029 Notes). We used approximately $ 61.3 million of the net proceeds from the 2021 Note Offering to pay for the cost of the 2021 Capped Call Transactions described below and approximately $ 50.0 million to pay for the repurchase of shares of BridgeBio’s common stock described below. A holder of 2029 Notes may convert all or any portion of its 2029 Notes at its option at any time prior to the close of business on the business day immediately preceding November 1, 2028 in multiples of $1,000 only under the following circumstances: • During any calendar quarter commencing after the calendar quarter ending on June 30, 2021 (and only during such calendar quarter), if the last reported sale price of BridgeBio’s common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter is greater than or equal to 130 % of the conversion price on each applicable trading day; • During the five -business day period after any five consecutive trading day period (the “measurement period”) in which the “trading price” (as defined in the 2029 Notes Indenture) per $1,000 principal amount of 2029 Notes for each trading day of the measurement period was less than 98 % of the product of the last reported sale price of BridgeBio’s common stock and the conversion rate on each such trading day; • If we call such notes for redemption, at any time prior to the close of business on the second business day immediately preceding the redemption date; or • Upon the occurrence of specified corporate events, as defined in the 2029 Notes Indenture. On or after November 1, 2028 until the close of business on the second scheduled trading day immediately preceding the maturity date, a holder may convert all or any portion of its 2029 Notes at any time, regardless of the foregoing. The conversion rate will initially be 10.3050 shares of BridgeBio’s common stock per $1,000 principal amount of 2029 Notes (equivalent to an initial conversion price of approximately $ 97.04 per share of BridgeBio’s common stock, for a total of approximately 7,702,988 shares). 184 Table of Contents BRIDGEBIO PHARMA, INC. Notes to Consolidated Financial Statements The conversion rate is subject to adjustment in some events but will not be adjusted for any accrued and unpaid interest. In addition, following certain corporate events that occur prior to the maturity date or if we deliver a notice of redemption, we will, in certain circumstances, increase the conversion rate for a holder who elects to convert its 2029 Notes in connection with such a corporate event. The maximum number of shares issuable should there be an increase in the conversion rate is 11,361,851 shares of BridgeBio’s common stock. We may not redeem the 2029 Notes prior to February 6, 2026. We may redeem for cash all or any portion of the 2029 Notes, at our option, on a redemption date occurring on or after February 6, 2026 and on or before the 41 st scheduled trading day immediately before the maturity date, under certain circumstances. No sinking fund is provided for the 2029 Notes. If we undergo a fundamental change (as defined in the 2029 Notes Indenture), holders may require us to repurchase for cash all or any portion of their 2029 Notes at a fundamental change repurchase price equal to 100 % of the principal amount of the 2029 Notes to be repurchased, plus any accrued and unpaid interest to, but excluding, the fundamental change repurchase date. The 2029 Notes Indenture contains customary terms and covenants, including that upon certain events of default occurring and continuing, either the 2029 Notes Trustee or the holders of not less than 25 % in aggregate principal amount of the 2029 Notes then outstanding may declare the entire principal amount of all the Notes plus accrued special interest, if any, to be immediately due and payable. The 2029 Notes are our general unsecured obligations and rank senior in right of payment to all of our indebtedness that is expressly subordinated in right of payment to the 2029 Notes; equal in right of payment with all of our liabilities that are not so subordinated, including our 2027 Notes; effectively junior to any of our secured indebtedness to the extent of the value of the assets securing such indebtedness; and structurally junior to all indebtedness and other liabilities (including trade payables) of our subsidiaries. In connection with the issuance of the 2029 Notes, we incurred approximately $ 16.1 million of debt issuance costs, which consisted of initial purchasers’ discounts. This was recorded as a reduction in the carrying value of the debt on the consolidated balance sheets and is amortized to interest expense using the effective interest method over the expected life of the 2029 Notes, which is approximately eight years . 2027 Notes, net On March 9, 2020, we issued an aggregate principal amount of $ 550.0 million of our 2027 Notes, pursuant to an Indenture dated March 9, 2020 (the “2027 Notes Indenture”), between us and U.S. Bank National Association, as trustee (the “2027 Notes Trustee”), in a private offering to qualified institutional buyers (the “2020 Note Offering”) pursuant to Rule 144A under the Securities Act. The 2027 Notes issued in the 2020 Note Offering include $ 75.0 million in aggregate principal amount of 2027 Notes sold to the initial purchasers (the “2027 Notes Initial Purchasers”) resulting from the exercise in full of their option to purchase additional 2027 Notes. The 2027 Notes will accrue interest payable semi-annually in arrears on March 15 and September 15 of each year, beginning on September 15, 2020, at a rate of 2.50 % per year. The 2027 Notes will mature on March 15, 2027, unless earlier converted or repurchased. The 2027 Notes are convertible into cash, shares of BridgeBio’s common stock or a combination of cash and shares of BridgeBio’s common stock, at our election. We received net proceeds from the 2020 Note Offering of approximately $ 537.0 million, after deducting the 2027 Notes Initial Purchasers’ discount and offering expenses. We used approximately $ 49.3 million of the net proceeds from the 2020 Note Offering to pay for the cost of the 2020 Capped Call Transactions described below, and approximately $ 75.0 million to pay for the repurchase of shares of BridgeBio’s common stock described below. A holder of 2027 Notes may convert all or any portion of its 2027 Notes at its option at any time prior to the close of business on the business day immediately preceding December 15, 2026 in multiples of $1,000 only under the following circumstances: • During any calendar quarter commencing after the calendar quarter ending on June 30, 2020 (and only during such calendar quarter), if the last reported sale price of BridgeBio’s common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter is greater than or equal to 130 % of the conversion price on each applicable trading day; • During the five -business day period after any five consecutive trading day period (the “measurement period”) in which the “trading price” (as defined in the 2027 Notes Indenture) per $1,000 principal amount of 2027 Notes for each trading day of the measurement period was less than 98 % of the product of the last reported sale price of BridgeBio’s common stock and the conversion rate on each such trading day; or 185 Table of Contents BRIDGEBIO PHARMA, INC. Notes to Consolidated Financial Statements • Upon the occurrence of specified corporate events, as defined in the 2027 Notes Indenture. On or after December 15, 2026 until the close of business on the second scheduled trading day immediately preceding the maturity date, a holder may convert all or any portion of its 2027 Notes at any time, regardless of the foregoing. The conversion rate will initially be 23.4151 shares of BridgeBio’s common stock per $1,000 principal amount of 2027 Notes (equivalent to an initial conversion price of approximately $ 42.71 per share of BridgeBio’s common stock, for a total of approximately 12,878,305 shares). The conversion rate is subject to adjustment in some events but will not be adjusted for any accrued and unpaid interest. In addition, following certain corporate events that occur prior to the maturity date, we will, in certain circumstances, increase the conversion rate for a holder who elects to convert its 2027 Notes in connection with such a corporate event. The maximum number of shares issuable should there be an increase in the conversion rate is 17,707,635 shares of BridgeBio’s common stock. We may not redeem the 2027 Notes prior to the maturity date, and no sinking fund is provided for the 2027 Notes. If we undergo a fundamental change (as defined in the 2027 Notes Indenture), holders may require us to repurchase for cash all or any portion of their 2027 Notes at a fundamental change repurchase price equal to 100 % of the principal amount of the 2027 Notes to be repurchased, plus any accrued and unpaid interest to, but excluding, the fundamental change repurchase date. The 2027 Notes Indenture contains customary terms and covenants, including that upon certain events of default occurring and continuing, either the 2027 Notes Trustee or the holders of not less than 25 % in aggregate principal amount of the 2027 Notes then outstanding may declare the entire principal amount of all the 2027 Notes plus accrued special interest, if any, to be immediately due and payable. The 2027 Notes are our general unsecured obligations and rank senior in right of payment to all of our indebtedness that is expressly subordinated in right of payment to the 2027 Notes; equal in right of payment with all of BridgeBio’s liabilities that are not so subordinated, including our 2029 Notes; effectively junior to any of BridgeBio’s secured indebtedness to the extent of the value of the assets securing such indebtedness; and structurally junior to all indebtedness and other liabilities (including trade payables) of our subsidiaries. In connection with the issuance of the 2027 Notes, we incurred approximately $ 13.0 million of debt issuance costs, which primarily consisted of initial purchasers’ discounts and legal and other professional fees. This was recorded as a reduction in the carrying value of the debt on the consolidated balance sheets and was amortized to interest expense using the effective interest method over the expected life of the 2027 Notes, which is approximately seven years . As of December 31, 2025, the 2029 Notes were not convertible. The holders of the 2027 Notes and 2031 Notes, however, have the right to convert their notes during the period from January 1, 2026 through March 31, 2026 because an early conversion condition relating to the price of BridgeBio’s common stock, as discussed above, was met, which resulted in the 2027 Notes and 2031 Notes becoming convertible for a limited period beginning January 1, 2026. Notwithstanding the satisfaction of this conversion condition, the 2027 Notes and 2031 Notes were classified as noncurrent liabilities as of December 31, 2025 because the Company has the ability to settle any conversions in shares of BridgeBio’s common stock, as permitted under the terms of the 2027 Notes Indenture and 2031 Notes Indenture, respectively. Additional Information Related to the Notes The outstanding Notes’ balances consisted of the following: December 31, 2025 December 31, 2024 2031 Notes 2029 Notes 2027 Notes 2029 Notes 2027 Notes (in thousands) (in thousands) Principal $ 575,000 $ 747,500 $ 550,000 $ 747,500 $ 550,000 Unamortized debt discount and issuance costs ( 10,435 ) ( 6,610 ) ( 2,985 ) ( 8,628 ) ( 4,827 ) Net carrying amount $ 564,565 $ 740,890 $ 547,015 $ 738,872 $ 545,173 186 Table of Contents BRIDGEBIO PHARMA, INC. Notes to Consolidated Financial Statements The following table sets forth the total interest expense recognized and effective interest rates related to the Notes for the periods presented: Year Ended December 31, 2025 2031 Notes 2029 Notes 2027 Notes Total (in thousands) Contractual interest expense $ 8,469 $ 16,819 $ 13,750 $ 39,038 Amortization of debt discount and issuance costs 1,599 2,018 1,842 5,459 Total interest and amortization expense $ 10,068 $ 18,837 $ 15,592 $ 44,497 Effective interest rate 2.1 % 2.6 % 2.8 % Year Ended December 31, 2024 2029 Notes 2027 Notes Total (in thousands) Contractual interest expense $ 16,819 $ 13,750 $ 30,569 Amortization of debt discount and issuance costs 1,967 1,794 3,761 Total interest and amortization expense $ 18,786 $ 15,544 $ 34,330 Effective interest rate 2.6 % 2.8 % Year Ended December 31, 2023 2029 Notes 2027 Notes Total (in thousands) Contractual interest expense $ 16,819 $ 13,750 $ 30,569 Amortization of debt discount and issuance costs 1,917 1,745 3,662 Total interest and amortization expense $ 18,736 $ 15,495 $ 34,231 Effective interest rate 2.6 % 2.8 % As of December 31, 2025, interest payable on the 2031 Notes, 2029 Notes, and 2027 Notes amounted to $ 3.4 million, $ 7.0 million and $ 4.0 million, respectively. As of December 31, 2024, interest payable on the 2029 Notes and 2027 Notes amounted to $ 7.0 million and $ 4.0 million, respectively. Such amounts are included in “Other current liabilities” on our consolidated balance sheets. Future minimum payments under the Notes as of December 31, 2025 are as follows: 2031 Notes 2029 Notes 2027 Notes Total (in thousands) Year ending December 31: 2026 $ 10,063 $ 16,819 $ 13,750 $ 40,632 2027 10,063 16,819 556,875 583,757 2028 10,063 16,819 — 26,882 2029 10,063 755,909 — 765,972 2030 10,063 — — 10,063 Thereafter 580,031 — — 580,031 Total future payments 630,346 806,366 570,625 2,007,337 Less amounts representing interest ( 55,346 ) ( 58,866 ) ( 20,625 ) ( 134,837 ) Total principal amount $ 575,000 $ 747,500 $ 550,000 $ 1,872,500 187 Table of Contents BRIDGEBIO PHARMA, INC. Notes to Consolidated Financial Statements Capped Call and Share Repurchase Transactions with Respect to the Notes On each of January 25, 2021 and March 4, 2020, concurrently with the pricing of the 2029 Notes and 2027 Notes, respectively, we entered into separate privately negotiated capped call transactions (the “2021 Capped Call Transactions” and the “2020 Capped Call Transactions”, respectively), or, together, the Capped Call Transactions, with certain financial institutions (the “Capped Call Counterparties”). We used approximately $ 61.3 million and $ 49.3 million of the net proceeds from the 2021 Note Offering and 2020 Note Offering, respectively, to pay for the cost of the respective Capped Call Transactions. The Capped Call Transactions are expected generally to reduce the potential dilution to BridgeBio’s common stock upon any conversion of Notes and/or offset any cash payments we are required to make in excess of the principal amount of converted Notes, as the case may be, with such reduction and/or offset subject to a cap initially equal to $ 131.58 for the 2021 Capped Call Transactions and $ 62.12 for the 2020 Capped Call Transactions (both of which represented a premium of 100 % over the last reported sale price of BridgeBio’s common stock on the date of the Capped Call Transactions) and are subject to certain adjustments under the terms of the Capped Call Transactions. The 2021 Capped Calls and 2020 Capped Calls cover 7,702,988 shares and 12,878,305 shares, respectively, of our common stock (subject to anti-dilution and certain other adjustments), which are the same number of shares of common stock that initially underlie the Notes. The 2021 Capped Calls have an initial strike price of approximately $ 97.04 per share, which corresponds to the initial conversion price of the 2029 Notes. The 2020 Capped Calls have an initial strike price of approximately $ 42.71 per share, which corresponds to the initial conversion price of the 2027 Notes. The Capped Call Transactions are separate transactions, entered into by us with the Capped Call Counterparties, and are not part of the terms of the Notes. These Capped Call instruments meet the conditions outlined in ASC 815-40 , to be classified in stockholders’ deficit and are not subsequently remeasured as long as the conditions for equity classification continue to be met. We recorded a total reduction to additional paid-in capital of approximately $ 110.6 million related to the premium payments for the Capped Call Transactions. Additionally, we used approximately $ 50.0 million and $ 75.0 million of the net proceeds from the 2021 Note Offering and 2020 Note Offering to repurchase 759,993 shares and 2,414,681 shares, respectively, of our common stock concurrently with the closing of the Note Offerings from certain of the Notes’ Initial Purchasers in privately negotiated transactions. The agreed purchase price per share of common stock in the repurchases were $ 65.79 and $ 31.06 , which were the last reported sale prices per share of our common stock on The Nasdaq Global Select Market, on January 25, 2021 and March 4, 2020, respectively. The shares repurchased were recorded as “Treasury stock” on our consolidated balance sheets and statements of redeemable convertible noncontrolling interests and stockholders’ deficit. In February 2025, we used approximately $ 48.3 million of the net proceeds from the 2025 Note Offering to repurchase 1,405,411 shares of our common stock concurrently with the closing of the 2025 Note Offering from certain of the 2031 Notes’ Initial Purchasers in privately negotiated transactions. The agreed purchase price per share of common stock in the repurchase was $ 34.35 , which was the last reported sale price per share of our common stock on the Nasdaq Global Select Market, on February 25, 2025. The shares repurchased were recorded as “Treasury stock” on our consolidated balance sheets and statements of redeemable convertible noncontrolling interests and stockholders’ deficit. 2033 Notes, net On January 21, 2026, we issued an aggregate of $ 632.5 million principal amount of our 0.75 % Convertible Senior Notes due 2033. Refer to Note 19 for further details. Term Loan, net Loan and Security Agreement In November 2021, we entered into a Loan and Security Agreement (the “Loan Agreement” and as amended by the First Amendment (as defined below) and the Second Amendment (as defined below), collectively the “Amended Loan Agreement”), by and among (i) U.S. Bank National Association, in its capacity as administrative agent and collateral agent, (ii) certain lenders, (iii) BridgeBio, as a borrower, and (iv) certain subsidiaries of BridgeBio, as guarantors. In May 2022, we entered into the First Amendment to the Loan Agreement (the “First Amendment”) and in November 2022, we entered into the Second Amendment to the Loan Agreement (the “Second Amendment”). 188 Table of Contents BRIDGEBIO PHARMA, INC. Notes to Consolidated Financial Statements Pursuant to the original terms and conditions of the Loan Agreement, the Lenders agreed to extend term loans to us in an aggregate principal amount of up to $ 750.0 million, consisted of (i) a tranche 1 advance of $ 450.0 million (the “Tranche 1 Advance”), and (ii) a tranche 2 advance of $ 300.0 million (the “Tranche 2 Advance”) (collectively, the “Term Loan Advances”). The Tranche 1 Advance under the Loan Agreement was funded on November 17, 2021. The Tranche 2 Advance remained available for funding until December 31, 2023, which was available at our election after the occurrence of certain milestone events relating to data from our clinical trials. The First Amendment’s term included the reduction of the aggregate amount of the Tranche 2 Advance from $ 300.0 million to $ 100.0 million. The Second Amendment eliminated the $ 100.0 million Tranche 2 Advance. As a result of the Second Amendment, the total aggregate principal amount of the loan was $ 450.0 million before any mandatory prepayment. We received net proceeds from the Tranche 1 Advance of $ 431.3 million, after deducting debt discount and issuance costs of $ 18.7 million, of which approximately $ 1.1 million related to debt issuance costs. Any outstanding principal on the Term Loan Advances accrued interest at a fixed rate equal to 9.0 % per annum. 3.0 % of which was eligible to be a payment-in-kind (“PIK”) until January 1, 2025. Pursuant to the terms of the Loan Agreement, we exercised our option to convert accrued interest into principal via PIK amounting to $ 10.2 million for the year ended December 31, 2023. On January 17, 2024, the Company fully repaid the Amended Loan Agreement for $ 475.8 million, which consisted of $ 455.4 million for the outstanding principal, $ 9.1 million for the prepayment fee, $ 8.6 million for the exit cost, $ 2.4 million in accrued interest and $ 0.3 million for transaction-related fees using the proceeds from the Financing Agreement (see below) and cash on hand, and recognized a loss on extinguishment of debt of $ 26.6 million. For the period from January 1, 2024 through January 17, 2024, we recognized interest expense related to the Amended Loan Agreement of $ 3.0 million, of which $ 0.4 million related to amortization of debt discount and issuance costs. For the year ended December 31, 2023, we recognized interest expense related to the Amended Loan Agreement of $ 46.3 million, of which $ 5.2 million related to amortization of debt discount and issuance costs. Financing Agreement On January 17, 2024, the Company and each of the guarantors entered into a Financing Agreement, which was amended on February 12, 2024 (the “Financing Agreement”), with the lenders party thereto (the “Lenders”) and Blue Owl Capital Corporation, as administrative agent for the Lenders (the “Administrative Agent”). On June 20, 2024, the Company and each of the guarantors entered into the Second Amendment to the Financing Agreement (the Financing Agreement, as amended by the Second Amendment, the “Amended Financing Agreement”). Pursuant to the terms and conditions of the Financing Agreement, the Lenders agreed to extend a senior secured credit facility to the Company in an aggregate principal amount of up to $ 750.0 million, composed of (i) an initial term loan in an aggregate principal amount of $ 450.0 million (the “Initial Term Loan”) and (ii) one or more incremental term loans in an aggregate amount not to exceed $ 300.0 million (collectively, the “Incremental Term Loan,” and together with the Initial Term Loan, collectively, the “Term Loans”), subject to the satisfaction of certain terms and conditions set forth in the Financing Agreement. In January 2024, we received net proceeds from the Initial Term Loan of $ 434.0 million, after deducting debt discount and issuance costs of $ 16.0 million. On February 28, 2025, the Company fully repaid the Amended Financing Agreement for $ 467.0 million, which consisted of $ 450.0 million for the outstanding principal of the Initial Term Loan, $ 9.0 million for the prepayment fee, and $ 8.0 million in accrued interest using the proceeds from the 2031 Notes and recognized a loss on extinguishment of debt of $ 21.2 million. The balances of our borrowing under the Amended Financing Agreement consisted of the following: December 31, 2024 (in thousands) Principal value of term loan under the Amended Financing Agreement $ 450,000 Debt discount and issuance costs ( 12,663 ) Term loan, net $ 437,337 189 Table of Contents BRIDGEBIO PHARMA, INC. Notes to Consolidated Financial Statements From January 1, 2025 to February 28, 2025, we recognized interest expense related to the Amended Financing Agreement of $ 8.5 million of which $ 0.5 million relates to amortization of debt discount and issuance costs. For the year ended December 31, 2024, we recognized interest expense related to the Amended Financing Agreement of $ 54.8 million, of which $ 3.3 million relates to amortization of debt discount and issuance costs. 10. Deferred Royalty Obligations, net Royalty Interest Purchase and Sale Agreement On June 27, 2025 (the “Closing Date”), the Company and its subsidiary, Eidos Therapeutics, Inc. (“Eidos”), entered into a Royalty Interest Purchase and Sale Agreement (the “Royalty Purchase Agreement”) with Acoramidis Royalty SPV, LP (“ARS”), an affiliate of HealthCare Royalty Management, LLC (“HCRx”), as a purchaser and the purchaser representative (in such capacity, the “Purchaser Representative”), and LSI Financing Fund, LP, an affiliate of Blue Owl Capital Corporation, as a purchaser (together with ARS as a purchaser and any future permitted assignees of a purchaser, the “Royalty Agreement Purchasers”). Subsequent to the Closing Date, on July 30, 2025, KKR & Co. Inc., a beneficial holder of the Company’s common equity and a related party, acqu ired a majority ownership interest in HCRx. Accordingly, HCRx became a related party of the Company following KKR & Co. Inc.’s acquisition of HCRx. Pursuant to the Royalty Purchase Agreement, Eidos sold to the Royalty Agreement Purchasers certain of Eidos’ right to receive certain royalty payments (“Purchased Royalty Payment”) on net sales of certain products containing acoramidis (the “Licensed Products”) made in the EU and all member and extension states of the European Patent Organization (the “Licensed Territory”) under (i) an exclusive license agreement, dated as of March 1, 2024, by and among Bayer (as described in Note 11), Eidos and the other subsidiaries of the Company party thereto, as amended from time to time (the “Bayer License Agreement”) and (ii) an amended and restated license agreement, effective as of June 30, 2023, by and between Eidos and one of the other Company’s subsidiaries, BridgeBio International GmbH. As consideration for the sale of the Purchased Royalty Payment, the Royalty Agreement Purchasers agreed to pay Eidos $ 300.0 million in cash (the “Purchase Price”), which was funded in full on the Closing Date. The Royalty Agreement Purchasers’ rights to the Purchased Royalty Payment are subject to (a) an annual cap equal to 60 % of all royalty payments paid by Bayer to Eidos and its affiliates under the Bayer License Agreement on the first $ 500.0 million of annual net sales of Licensed Products in the Licensed Territory under the Bayer License Agreement and (b) an initial hard cap equal to 145 % of the Purchase Price. In addition, the Company and Eidos granted the Purchaser Representative, for the benefit of the Royalty Agreement Purchasers, a security interest in specific assets related to the Purchased Royalty Payment. The Royalty Purchase Agreement also contains certain representations and warranties, indemnification obligations, events of default and other provisions that are customary for transactions of this nature. Upon the occurrence of a change of control of the Company, the successor entity has an option to either (a) assume the obligations of the Company and/or Eidos under the Royalty Purchase Agreement or (b) pay the Royalty Agreement Purchasers an amount equal to the then-applicable hard cap, less total payments already made to the Royalty Agreement Purchasers, plus any other amounts payable under the Royalty Purchase Agreement (the “Change of Control Payment”), upon payment of which no further payments will be due to the Royalty Agreement Purchasers or the Purchaser Representative under the Royalty Purchase Agreement. If an event of default occurs and is continuing, Eidos is required to immediately pay the Change of Control Payment to the Royalty Agreement Purchasers. We have evaluated the terms of the Royalty Purchase Agreement and concluded that the features are similar to those of a debt instrument. Accordingly, we have accounted for the transaction as long-term debt, with the short-term portion presented as part of “Other current liabilities” and the long-term portion presented as part of “Deferred royalty obligation, net” on our consolidated balance sheets. We recognized net cash proceeds of $ 297.0 million in June 2025, after deducting debt issuance costs of $ 3.0 million. Funding Agreement On January 17, 2024, the Company and its subsidiaries, Eidos, BridgeBio Europe B.V. and BridgeBio International GmbH (collectively, the “Seller Parties”), entered into a Funding Agreement (the “Funding Agreement”) with LSI Financing 1 Designated Activity Company and CPPIB Credit Europe S.à r.l. (together and with any future permitted assignees of a seller party, the “Funding Agreement Purchasers”), and Alter Domus (US) LLC, as the collateral agent. 190 Table of Contents BRIDGEBIO PHARMA, INC. Notes to Consolidated Financial Statements Pursuant to the Funding Agreement, the Funding Agreement Purchasers agreed to pay to the Company $ 500.0 million (net of certain transaction expenses) (the “Investment Amount”) upon the first FDA approval of acoramidis, subject to certain conditions relating to the FDA approval and other customary conditions (such date of payment, the “Funding Date”). In return, the Company granted the Funding Agreement Purchasers the right to receive payments (the “Royalty Interest Payments”) equal to 5 % of the global net sales of acoramidis (the “Net Sales”). Under certain conditions relating to the sales performance of acoramidis, the rate of the Royalty Interest Payments may adjust to a maximum rate of 10 % in 2027. Each Royalty Interest Payment will become payable to the Funding Agreement Purchasers on a quarterly basis after the Funding Date. In addition, the Seller Parties granted the collateral agent, for the benefit of the Funding Agreement Purchasers, a security interest in specific assets related to acoramidis. The Funding Agreement Purchasers’ rights to the Royalty Interest Payments and ownership interest in Net Sales will terminate upon the earlier of the Funding Agreement Purchasers’ receipt of (a) Royalty Interest Payments equal to $ 950.0 million (the “Cap Amount”) and (b) a buy-out payment (the “Buy-Out Payment”) in an amount determined in accordance with the Funding Agreement but that will not exceed the Cap Amount. In the event that a change of control (as customarily defined in the Funding Agreement) occurs on or after the effective date of the Funding Agreement, the Purchasers may elect to require the Seller Parties to make the Buy-Out Payment and the Funding Agreement will be terminated upon payment in-full of the Seller Parties’ obligations under the Funding Agreement (including the Buy-Out Payment and all reimbursable expenses). The Funding Agreement will also terminate upon customary events. Under the Funding Agreement, the Seller Parties are required to comply with various covenants, including using commercially reasonable efforts to obtain regulatory approval for and commercialize acoramidis, providing the Funding Agreement Purchasers with certain clinical, commercial, regulatory and intellectual property updates and certain financial statements, and providing notices upon the occurrence of certain events, each as agreed under the Funding Agreement. The Funding Agreement also contains certain representations and warranties, indemnification obligations, put-option events and other provisions that are customary for transactions of this nature. Following the FDA approval of Attruby on November 22, 2024, the Company received gross proceeds of $ 500.0 million under the Funding Agreement in December 2024. We have evaluated the terms of the Funding Agreement and concluded that the features are similar to those of a debt instrument. Accordingly, we have accounted for the transaction as long-term debt and presented it as part of “Deferred royalty obligations, net” on our consolidated balance sheets. The Company recognized net cash proceeds of $ 472.5 million in December 2024, after deducting debt discount and issuance costs paid in cash of $ 27.5 million. We have further evaluated the terms of the Funding Agreement and determined that the repayment of the Cap Amount of $ 950.0 million, less any payments made to date, upon a change of control is an embedded derivative that requires bifurcation from the debt instrument and fair value recognition. We determined the fair value of the derivative using an option pricing Monte Carlo simulation model taking into account the probability of change of control occurring and potential repayment amounts and timing of such payments would result under various scenarios as further described in Note 3. The aggregate fair value of the embedded derivative liability was $ 21.4 million and $ 41.1 million as of December 31, 2025 and 2024, respectively. We remeasure the embedded derivative to fair value each reporting period until the time the features lapse and/or termination of the deferred royalty obligation. In connection with the Royalty Purchase Agreement described above, the Funding Agreement was amended on June 27, 2025. All terms and conditions of the Funding Agreement remain substantially unchanged. 191 Table of Contents BRIDGEBIO PHARMA, INC. Notes to Consolidated Financial Statements Additional Information Related to the Deferred Royalty Obligations, net The carrying value balances of our deferred royalty obligations, net under the Funding Agreement and the Royalty Purchase Agreement consisted of the following: December 31, 2025 Funding Agreement Royalty Purchase Agreement (1) Total (in thousands) Carrying value of deferred royalty obligations, net $ 581,759 $ 309,629 $ 891,388 Fair value of embedded derivative liability 21,439 — 21,439 Unamortized debt discount and issuance costs ( 55,143 ) ( 2,654 ) ( 57,797 ) Deferred royalty obligations, net $ 548,055 $ 306,975 $ 855,030 (1) Including related party amounts of $ 206,419 for the carrying value of deferred royalty obligations, net and $( 1,769 ) for the unamortized debt discount and issuance costs as of December 31, 2025. December 31, 2024 Funding Agreement (in thousands) Carrying value of deferred royalty obligation, net $ 507,114 Fair value of embedded derivative liability 41,091 Unamortized debt discount and issuance costs ( 69,114 ) Deferred royalty obligation, net $ 479,091 The effective interest rate as of December 31, 2025 and 2024 was 22.2 % and 19.3 %, respectively, for the Funding Agreement. For the years ended December 31, 2025 and 2024, we recognized noncash interest expense related to the Funding Agreement of $ 108.7 million and $ 8.3 million, respectively, of which $ 14.0 million and $ 1.0 million, respectively, relates to amortization of debt discount and issuance costs. As of December 31, 2025 and 2024, the current portion of the deferred royalty obligation related to the Funding Agreement of $ 8.2 million and $ 0.1 million, respectively, is presented within “Other current liabilities” on our consolidated balance sheets. The effective interest rate as of December 31, 2025 was 10.4 % for Royalty Purchase Agreement. For the year ended December 31, 2025, we recognized noncash interest expense related to the Royalty Purchase Agreement of $ 16.4 million, of which $ 0.4 million relates to amortization of debt discount and issuance costs. As of December 31, 2025, the current portion of the deferred royalty obligation related to the Royalty Purchase Agreement of $ 3.0 million is presented within “Other current liabilities” on our consolidated balance sheets. 11. License and Collaboration Agreements Bayer Exclusive License On March 1, 2024, certain subsidiaries of the Company, including Eidos, BridgeBio International GmbH and BridgeBio Europe B.V. (collectively, the “Seller Parties”), entered into an exclusive license agreement (the “Bayer License Agreement”) with Bayer Consumer Care AG, a wholly-owned subsidiary of Bayer AG (“Bayer”), to develop and commercialize acoramidis as a treatment for transthyretin amyloidosis in the EU and all member and extension states of the European Patent Organization (the “Licensed Territory”). 192 Table of Contents BRIDGEBIO PHARMA, INC. Notes to Consolidated Financial Statements Under the terms of the Bayer License Agreement, the Seller Parties granted Bayer an exclusive license on March 26, 2024 to certain of the Seller Parties’ intellectual property rights to develop, manufacture and commercialize acoramidis (previously known as AG10) in the Licensed Territory. In consideration for the license grant, the Seller Parties are entitled to receive an upfront payment of $ 135.0 million, which was received in full in May 2024, and will be eligible to receive up to $ 150.0 million in regulatory and sales milestone payments through 2026 (of which a regulatory milestone of $ 75.0 million was achieved in February 2025 upon EC approval of acoramidis under the brand name Beyonttra and received in April 2025), and additional payments up to $ 450.0 million subject to the achievement of certain sales milestones. In addition, the Seller Parties are entitled to receive royalties according to a tiered structure starting in the low-thirties percent on net sales by Bayer of acoramidis in the Licensed Territory, subject to reduction under certain circumstances as provided in the Bayer License Agreement. Unless earlier terminated, the Bayer License Agreement will expire at the end of the royalty term for a licensed product, provided that the licenses granted to Bayer for such licensed product survive such expiration on a non-exclusive basis. Either party may terminate the Bayer License Agreement in the event of a material breach or insolvency of the other party or in the event merger control proceedings are started and clearances are not obtained. Additionally, Bayer may terminate the Bayer License Agreement for convenience upon at least 270 days prior written notice, and the Seller Parties may terminate the Bayer License Agreement in the event Bayer ceases exploitation of acoramidis under certain circumstances or challenges the validity or enforceability of the Seller Parties’ patent rights. We determined that the Bayer License Agreement falls within the scope of ASC 606 as Bayer is a customer in this arrangement, and we identified the following performance obligations in the agreement: • an exclusive license to develop and commercialize acoramidis in the Licensed Territory and the related know-how; and • research and development services to conduct ongoing clinical trials. We determined that the performance obligations outlined above are capable of being distinct and distinct with the context of the contract given such rights and activities are independent of each other. The license can be used by Bayer without the development services. Similarly, those services provide a distinct benefit to Bayer within the context of the contract, separate from the license, as the services could be provided by Bayer or another third-party without our assistance. We determined the initial transaction price at inception of the Bayer License Agreement to be $ 135.0 million, which is composed of the fixed and non-refundable upfront payment. The remaining future potential regulatory and sales milestone payments were not included in the initial transaction price as they were determined to be fully constrained under ASC 606. We include variable consideration in our transaction price to the extent that it is probable that it will not result in a significant revenue reversal when the uncertainty associated with the variable consideration is subsequently resolved. As part of management’s evaluation of the variable consideration, we considered numerous factors, including the fact that achievement of the milestones is outside of our control, contingent upon the success of our existing clinical trials, Bayer’s efforts, and receipt of regulatory approval that is subject to scientific risks of success. Royalty arrangements and commercial-based milestones will be recognized when the sales occur or the milestones are achieved pursuant to the sales-based royalty exception under ASC 606 because the license is the predominant item to which the royalties or commercial-based milestones relate. In February 2025, the EC granted marketing authorization in the EU for acoramidis, under the brand name Beyonttra. Since the uncertainty of the variable consideration related to the regulatory milestone was resolved, we updated the transaction price to include this consideration, and accordingly, we recognized $ 75.0 million as license and services revenue during the year ended December 31, 2025. We will continue to re-evaluate the transaction price at each reporting period and as uncertain events are resolved or other changes in circumstances occur. Upon receiving marketing authorization in the EU, Bayer began selling Beyonttra, of which we are entitled to royalties on net product revenue. We allocated the initial transaction price of $ 135.0 million based on the stand-alone selling prices (“SSP”) of each of the performance obligations as follows: • $ 130.5 million for the upfront transfer of the license; and • $ 4.5 million for the research and development services to conduct the ongoing clinical trials. The SSP for the license was determined using an approach that considered discounted, probability-weighted cash flows related to the license transferred. The SSP for the ongoing research and development services were based on estimates of the associated effort and cost of these services, adjusted for a reasonable gross profit margin that would be expected to be realized under similar contracts. 193 Table of Contents BRIDGEBIO PHARMA, INC. Notes to Consolidated Financial Statements We recognize revenue for each of the two performance obligations as follows: • We recognize revenue related to the license at a point in time upon transfer of the rights and control of the license to Bayer. The transfer of the rights and control of the license occurred in March 2024; thus, we recognized the full amount allocated to the license and related know-how in 2024. • We recognize revenue related to the research and development services for the ongoing clinical trials over time using an input method to measure progress by utilizing costs incurred to date relative to total expected costs. We expect the research and development services for ongoing clinical trials to extend through 2029. We recognized $ 0.6 million and $ 1.0 million, respectively, of license and services revenue relating to this performance obligation during the years ended December 31, 2025 and 2024. Under certain commercial and API supply agreements with an initial term ending in December 2026, we supplied $ 7.6 million of product to Bayer during the year ended December 31, 2025, which are recorded in “License and services revenue” on our consolidated statements of operations. We did no t supply any product under the Bayer Supply Agreements during the year ended December 31, 2024. As of December 31, 2025 and 2024, there were $ 5.0 million and nil , respectively, of outstanding receivables relating to the Bayer License Agreement on our consolidated balance sheets. During the years ended December 31, 2025 and 2024, we recognized license and services revenue and royalty revenue of $ 93.8 million and $ 131.5 million, respectively, under the Bayer License Agreement. Our consolidated balance sheet as of December 31, 2025 includes a deferred revenue balance of $ 2.9 million ($ 0.8 million presented as “Deferred revenue, current portion” and $ 2.1 million as “Deferred revenue, net of current portion”) related to our research and development services obligations. Our consolidated balance sheet as of December 31, 2024, includes a deferred revenue balance of $ 3.5 million ($ 1.3 million presented as “Deferred revenue, current portion” and $ 2.2 million as “Deferred revenue, net of current portion”) related to our research and development services obligations. Kyowa Kirin Exclusive License On February 7, 2024, the Company’s subsidiary, QED, and Kyowa Kirin Co., Ltd (“Kyowa Kirin” or “KKC”) entered into a license and collaboration agreement pursuant to which QED granted Kyowa Kirin an exclusive license to develop, manufacture, and commercialize infigratinib for achondroplasia, hypochondroplasia, and other skeletal dysplasias in Japan, in accordance with the terms therein (the “KKC License Agreement”). In consideration for the license grant, QED is entitled to receive an upfront payment of $ 100.0 million, which was received in full in June 2024, and will be eligible to receive development and sales milestone payments up to $ 81.4 million. In addition, QED is entitled to receive royalties up to the mid-twenties percent on net sales of infigratinib in Japan. Unless earlier terminated, the KKC License Agreement will expire at the end of the royalty term for a licensed product, provided that the licenses granted to Kyowa Kirin for such licensed product survive such expiration on a non-exclusive basis. Either party may terminate the KKC License Agreement in the event of a material breach or insolvency of the other party. Additionally, Kyowa Kirin may terminate the KKC License Agreement for convenience upon at least 180 days’ prior written notice, and QED may terminate the KKC License Agreement in the event Kyowa Kirin ceases exploitation of infigratinib under certain circumstances or challenges the validity or enforceability of Kyowa Kirin’s patent rights. We determined that the KKC License Agreement falls within the scope of ASC 606 as Kyowa Kirin is a customer in this arrangement, and we identified the following performance obligations in the agreement: • an exclusive license to develop and commercialize infigratinib for achondroplasia, hypochondroplasia and other skeletal dysplasias in Japan and the related know-how; and • research and development services to conduct ongoing clinical trials. We determined that the performance obligations outlined above are capable of being distinct and distinct with the context of the contract given such rights and activities are independent of each other. The license can be used by Kyowa Kirin without any development activities. Similarly, those services provide a distinct benefit to Kyowa Kirin within the context of the contract, separate from the license, as the services could be provided by Kyowa Kirin or another third-party without our assistance. 194 Table of Contents BRIDGEBIO PHARMA, INC. Notes to Consolidated Financial Statements We determined the initial transaction price at inception of the KKC License Agreement to be $ 100.0 million, which consisted of the fixed and non-refundable upfront payment. No additional development or sales milestone payments are included in the transaction price, as all such payments are variable consideration that are fully constrained as of December 31, 2025. We include variable consideration in our transaction price to the extent that it is probable that it will not result in a significant revenue reversal when the uncertainty associated with the variable consideration is subsequently resolved. As part of management’s evaluation of the variable consideration, we considered numerous factors, including the fact that achievement of the milestones is outside of our control, contingent upon the success of our existing and future clinical trials, Kyowa Kirin’s efforts, and receipt of regulatory approval that is subject to scientific risks of success. Royalty arrangements and commercial-based milestones will be recognized when the sales occur or the milestones are achieved pursuant to the sales-based royalty exception under ASC 606 because the license is the predominant item to which the royalties or commercial-based milestones relate. We will re-evaluate the transaction price at each reporting period and as uncertain events are resolved or other changes in circumstances occur. We allocated the transaction price of $ 100.0 million based on the SSP of each of the performance obligations as follows: • $ 69.1 million for the upfront transfer of the license; and • $ 30.9 million for research and development services to conduct the ongoing clinical trials. The SSP for the license was determined using an approach that considered discounted, probability-weighted cash flows related to the license transferred. The SSP for the ongoing research and development services were based on estimates of the associated effort and cost of these services, adjusted for a reasonable gross profit margin that would be expected to be realized under similar contracts. We recognize revenue for each of the two performance obligations as follows: • We recognize revenue related to the license at a point in time upon transfer of the rights and control of the license to KKC. The transfer of the rights and control of the license occurred in February 2024; thus, we recognized the full amount allocated to the license and related know-how in 2024. • We recognize revenue relating to the research and development services for the ongoing clinical trials over time using an input method to measure progress by utilizing costs incurred to date relative to total expected costs. We expect the development services to extend through 2030. We recognized $ 10.7 million and $ 5.7 million of license and services revenue relating to this performance obligation during the years ended December 31, 2025 and 2024, respectively. As of December 31, 2025 and 2024, there were immaterial amounts of outstanding receivables relating to the KKC License Agreement on our consolidated balance sheets. During the years ended December 31, 2025 and 2024, we recognized license and services revenue of $ 12.3 million and $ 76.2 million, respectively, under the KKC License Agreement. Our consolidated balance sheet as of December 31, 2025 includes a deferred revenue balance of $ 14.6 million ($ 5.4 million presented as “Deferred revenue, current portion” and $ 9.2 million as “Deferred revenue, net of current portion”) related to our research and development services obligation and clinical supply. Our consolidated balance sheet as of December 31, 2024 includes a deferred revenue balance of $ 25.2 million ($ 10.3 million presented as “Deferred revenue, current portion” and $ 14.9 million as “Deferred revenue, net of current portion”) related to our research and development services obligation. License, Development and Commercialization Agreement with BMS On May 12, 2022, BridgeBio and our subsidiary, Navire Pharma, Inc. (“Navire”), entered into an exclusive license, development and commercialization agreement with Bristol-Meyers Squibb Company (“BMS”) (the “Navire-BMS License Agreement”), pursuant to which Navire granted BMS exclusive rights to develop and commercialize Navire’s product candidate, BBP-398, in all indications worldwide, except for the People’s Republic of China, Macau, Hong Kong, Taiwan, Thailand, Singapore, and South Korea (collectively, the “Asia Region”). The Navire-BMS License Agreement expands an earlier agreement between Navire and BMS that was executed in July 2021 to study BBP-398 in a combination therapy trial to treat advanced solid tumors with KRAS mutations (the “2021 Navire-BMS Agreement”). The Navire-BMS License Agreement does not alter the terms of the 2021 Navire-BMS Agreement. 195 Table of Contents BRIDGEBIO PHARMA, INC. Notes to Consolidated Financial Statements In April 2024, Navire and BMS entered into a Clinical Collaboration Termination Agreement which terminated the 2021 Navire-BMS Agreement. Navire and BMS agreed to pursue reasonable efforts to wind down activities under both the Navire-BMS License Agreement and the 2021 Navire-BMS Agreement. In November 2025, the Navire-BMS License Agreement was formally terminated. For the years ended December 31, 2024 and 2023, we recognized $ 9.9 million and $ 7.4 million, respectively, in license and services revenue relating to the Navire-BMS License Agreement. As of December 31, 2024, there were no remaining balances in deferred revenue on our consolidated balance sheets. License Agreement with Alexion In September 2019, Eidos entered into an exclusive license agreement with Alexion Pharma International Operations Limited Company, a subsidiary of Alexion Pharmaceuticals, Inc. (together, “Alexion”) (the “Eidos-Alexion License Agreement”), to develop, manufacture, and commercialize in Japan the compound known as acoramidis (previously known as AG10) and any of its various chemical forms and any pharmaceutical products containing acoramidis. Under the Eidos-Alexion License Agreement, Eidos received an upfront nonrefundable payment of $ 25.0 million and became eligible to receive a regulatory milestone payment of $ 30.0 million. Following pricing approval from the National Health Insurance in Japan in May 2025, the regulatory milestone was fully achieved and recognized as license and services revenue, and in June 2025, Eidos received the $ 30.0 million regulatory milestone payment. Under the Eidos-Alexion License Agreement, Eidos is eligible to receive royalties in the low-teens based on net sales of acoramidis in Japan. The royalty rate is subject to reduction if Alexion is required to obtain intellectual property rights from third-parties to develop, manufacture or commercialize acoramidis in Japan, or upon the introduction of generic competition into the market. Eidos accounted for the Eidos-Alexion License Agreement under ASC 606 and identified the exclusive license as a distinct performance obligation since Alexion can benefit from the license on its own by developing and commercializing the underlying product using its own resources. In October 2024, Alexion initiated the ACT-EARLY clinical trial in Japan under the Eidos-Alexion License Agreement for an upfront payment of $ 3.0 million. This initial payment was deferred upon receipt, and revenue is recognized over time relating to the research and development services for the ongoing clinical trial. During the years ended December 31, 2025 and 2024, we recognized $ 0.2 million and nil , respectively, under the ACT-EARLY clinical trial in Japan. As of December 31, 2025 and 2024, the receivables relating to the Eidos-Alexion License Agreement on our consolidated balance sheets were $ 0.2 million and $ 0.6 million, respectively. During the years ended December 31, 2025 and 2024, we recognized license and services and royalty revenue of $ 33.3 million and $ 0.6 million, respectively, under the Eidos-Alexion License Agreement. Our consolidated balance sheet as of December 31, 2025 includes a deferred balance of $ 2.8 million ($ 1.0 million presented as “Deferred revenue, current portion” and $ 1.8 million presented as “Deferred revenue, net of current portion”) related to the ACT-EARLY clinical trial. Our consolidated balance sheet as of December 31, 2024 includes $ 3.0 million presented as “Deferred revenue, current portion” related to the ACT-EARLY clinical trial as it was determined at that time the expenses would be incurred within a year. 12. In-licensing and Other Research and Development Agreements Stanford License Agreement In April 2016, Eidos entered into a license agreement with the Board of Trustees of the Stanford University, relating to Eidos’ drug discovery and development initiatives. Under this agreement and its amendments, Eidos has been granted certain worldwide exclusive licenses to make, use, and sell products that are covered by licensed patent rights. Eidos may also be required to make future payments of up to approximately $ 1.0 million to Stanford University upon achievement of specific intellectual property, clinical and regulatory milestone events, and pay royalties of up to low single-digit percentages on future net sales, if any. In addition, Eidos is obligated to pay Stanford University a percentage of non-royalty revenue received by Eidos from its sublicensees, with the amount owed decreasing annually for three years based on when the applicable sublicense agreement is executed. 196 Table of Contents BRIDGEBIO PHARMA, INC. Notes to Consolidated Financial Statements Additionally, under the license agreement with Stanford University, we will pay Stanford University a portion of all nonroyalty sublicensing consideration attributable to the sublicense of the licensed compounds. For the year ended December 31, 2025, we incurred $ 6.9 million of license fees due to Stanford University, which were related to the regulatory milestone achieved in February 2025 under the Bayer License Agreement (refer to Note 11) as well as the regulatory milestone achieved in May 2025 under the Eidos-Alexion License Agreement (refer to Note 11). These license fees were capitalized as finite-lived intangible assets (refer to Note 7). In addition, during the year ended December 31, 2025, we incurred $ 6.8 million in royalties related to commercial sales of Attruby and Beyonttra. For the year ended December 31, 2024, we incurred $ 8.1 million of license fees due to Stanford University related to the Company entering into an exclusive license agreement with Bayer in March 2024 and an immaterial amount in royalties related to commercial sales of Attruby. For the year ended December 31, 2023, license fees incurred and due to Stanford University were immaterial . Resilience Development and Manufacturing Service Agreements In September 2023, BridgeBio Gene Therapy, LLC (“BBGT”), formerly Aspa Therapeutics, Inc., and Adrenas Therapeutics Inc. (“Adrenas”), each entered into a Development and Manufacturing Services Agreement (collectively the “Resilience DMSAs”) and a Project Agreement (collectively the “Resilience PAs”), (collectively the “Resilience Agreements”) with Resilience US, Inc. (“Resilience”), for Resilience to provide contract development, manufacturing, testing and related services with respect to therapeutic and pharmaceutical products for the clinical development applications of BBP-812 and BBP-631, respectively. BBP-812 is an intravenous Adeno-associated virus serotype 9 (“AAV9”) investigational drug product intended for the treatment of children with Canavan Disease, under the age of five years . BBP-631 is an intravenous adeno-associated virus 5 gene (“AAV5”) investigational drug product intended for the treatment of adults and children with congenital adrenal hyperplasia. The Resilience DMSAs have 10-year terms and may each be extended for additional two-year periods. Under the Resilience PAs, Resilience will provide BBGT with a cost-sharing credit of the lesser of a fixed percentage of certain agreed upon service costs or $ 15.5 million. Under the Resilience PAs, Resilience will provide Adrenas with a cost-sharing credit of the lesser of a fixed percentage of certain agreed upon service costs or $ 29.3 million. In addition to the payments for their share of services performed by Resilience, BBGT and Adrenas may each be required to make future payments of up to $ 10.0 million upon achievement of certain development and approval milestone events, and royalty payments (mid-single digits for BBP-812 and low-single digits for BBP-631) based on achievement of certain net sales metrics. In September 2024, we announced our decision to cease pursuing development of BBP-631, the Company’s investigational AAV5 gene therapy, for congenital adrenal hyperplasia (“CAH”), under our plans to reprioritize and advance our corporate strategy and development programs (Refer to Note 17 for additional details). In October 2024, Adrenas provided written notice to Resilience for the termination of the Development and Manufacturing Services Agreement and Project Agreement for the clinical application of BBP-631 effective October 2024, and all rights and obligations thereunder. In February 2025, BBGT provided written notice to Resilience for the termination of the Development and Manufacturing Services Agreement and Project Agreement for the clinical application of BBP-812 effective February 2025, and all rights and obligations thereunder. Other License and Collaboration Agreements In addition to the agreements described above, we have also entered into other license and collaboration agreements with various institutions and business entities on terms similar to those described above, none of which are material individually or in the aggregate. 13. Leases We have operating leases for our corporate headquarters, office spaces and laboratory facilities. One of our office space leases has a finance lease component representing lessor provided furniture and office equipment. Our finance lease, which is presented as part of “Property and equipment, net” on our consolidated balance sheets, is not material. Certain leases include renewal options at our election and we include the renewal options when we are reasonably certain that the renewal option will be exercised. The lease liabilities were measured using a weighted-average discount rate based on the most recent borrowing rate as of the calculation of the respective lease liability, adjusted for the remaining lease term and aggregate amount of the lease. 197 Table of Contents BRIDGEBIO PHARMA, INC. Notes to Consolidated Financial Statements The components of lease cost are as follows: Years Ended December 31, 2025 2024 2023 (in thousands) Straight-line operating lease costs $ 4,902 $ 4,110 $ 4,032 Finance lease costs 367 395 420 Variable lease costs 4,417 6,305 6,844 Total lease cost $ 9,686 $ 10,810 $ 11,296 Supplemental cash flow information related to leases are as follows: Years Ended December 31, 2025 2024 2023 (in thousands) Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows for operating leases $ 6,547 $ 5,092 $ 4,829 Operating cash flows for finance lease $ 460 $ 445 $ 397 Operating lease right-of-use assets obtained in exchange for operating lease obligations $ 6,567 $ 1,591 $ 1,179 Supplemental information related to the remaining lease term and discount rate are as follows: December 31, 2025 2024 2023 Weighted-average remaining lease term (in years) Operating leases 2.9 3.6 4.7 Finance lease 0.1 1.1 2.1 Weighted-average discount rate Operating leases 6.8 % 6.0 % 6.0 % Finance lease 6.6 % 6.6 % 6.6 % 198 Table of Contents BRIDGEBIO PHARMA, INC. Notes to Consolidated Financial Statements As of December 31, 2025, future minimum lease payments for our noncancelable operating leases are as follows. Future minimum lease payments under our finance lease are not material. Amount (in thousands) Year ending December 31: 2026 $ 6,642 2027 1,320 2028 976 2029 494 2030 494 Thereafter 947 Total future minimum lease payments 10,873 Imputed interest ( 870 ) Total $ 10,003 Reported as of December 31, 2025 Operating lease liabilities, current portion $ 6,192 Operating lease liabilities, net of current portion 3,811 Total operating lease liabilities $ 10,003 No impairment loss was recognized for the year ended December 31, 2025. The impairment loss recognized was immaterial for the years ended December 31, 2024 and 2023, respectively. 14. Public Offerings 2023 Follow-on Offering In March 2023, we entered into an Underwriting Agreement (the “2023 Follow-on Agreement”) with Goldman Sachs & Co. LLC, Evercore Group L.L.C., Morgan Stanley & Co. LLC and KKR Capital Markets LLC (“KCM”), as representatives of several underwriters (collectively, the “Underwriters”), relating to an underwritten public offering (the “2023 Follow-on offering”) of 8,823,530 shares of the Company’s common stock, $ 0.001 par value per share (the “Common Stock”), at a public offering price of $ 17.00 per share. The Company also granted the Underwriters a 30 -day option to purchase, at the public offering price less underwriting discounts and commissions, up to an additional 1,323,529 shares of Common Stock. The Company paid the Underwriters a commission of 4.3 % of the aggregate gross proceeds received from all sales of the common stock under the 2023 Follow-on Agreement. The Underwriters included KCM, which is an affiliate of KKR Genetic Disorder L.P., a related party being a stockholder who beneficially owns greater than 5 % of our outstanding securities. KCM received a commission of 0.315 % of the aggregate gross proceeds received from all sales of the common stock under the 2023 Follow-on Agreement. On March 10, 2023, 8,823,530 shares were issued under the 2023 Follow-on Agreement, for net proceeds of $ 143.0 million, after deducting underwriting fees and commissions of $ 6.5 million (of which $ 0.5 million related to commissions paid to KCM) and offering costs of $ 0.5 million. On April 3, 2023, the Underwriters partially exercised their 30 -day option to purchase additional shares, for which 63,470 shares were issued for net proceeds of $ 1.0 million, after deducting underwriting fees and commissions of less than $ 0.1 million. 199 Table of Contents BRIDGEBIO PHARMA, INC. Notes to Consolidated Financial Statements 2023 Shelf Registration Statement and ATM Agreement In May 2023, we filed a shelf registration statement on Form S-3 (the “2023 Shelf”) with the SEC in relation to the registration of common stock, preferred stock, debt securities, warrants and units or any combination thereof. We also concurrently entered into an Equity Distribution Agreement (the “ATM Agreement”) with Goldman Sachs & Co. LLC and SVB Securities LLC (collectively, the “ATM Sales Agents”), with respect to an “at-the-market” offering program under which we may issue and sell, from time to time at our sole discretion and pursuant to a prospectus supplement, shares of our common stock, par value $ 0.001 per share, having an aggregate offering price of up to $ 450.0 million through the ATM Sales Agents. We will pay the ATM Sales Agents a commission of up to 3.0 % of the aggregate gross proceeds received from all sales of the common stock under the ATM Agreement. In 2023, 2,171,217 shares were issued under the ATM Agreement, for net proceeds of $ 65.0 million, after deducting sales agent fees and commissions of $ 1.0 million. In 2024, 1,061,991 shares were issued under the ATM Agreement, for net proceeds of $ 38.1 million, after deducting sales agent fees and commissions of $ 0.6 million. As of December 31, 2025, we are still eligible to sell up to $ 345.3 million of our common stock pursuant to the ATM Agreement under the 2023 Shelf. Securities Purchase Agreement and Private Placement In September 2023, we and certain accredited investors (each an “Investor” and collectively, the “Investors”) entered into a securities purchase agreement pursuant to which we sold and issued to the Investors in a private placement (the “Private Placement”) an aggregate of 9,167,723 shares of our common stock, par value $ 0.001 per share, at a purchase price of $ 27.27 per share. We paid certain placement agents a commission based on the aggregate gross proceeds received from all sales of the common stock under the Private Placement. One of the placement agents in the Private Placement was KCM, which is an affiliate of KKR Genetic Disorder L.P., a related party being a stockholder who beneficially owns greater than 5 % of our outstanding securities. KCM received a commission of $ 1.8 million of the aggregate gross proceeds received from all sales of the common stock in the Private Placement. During the year ended December 31, 2024, we received net proceeds of $ 240.8 million under the Private Placement offering, after deducting placement agent commissions of $ 8.7 million and offering costs of $ 0.5 million. 2024 Follow-on Offering In March 2024, we entered into an Underwriting Agreement (the “2024 Follow-on Agreement”) with J.P. Morgan Securities LLC, Cantor Fitzgerald & Co. and Mizuho Securities USA LLC, as representatives of several underwriters (collectively, the “2024 Underwriters”), relating to an underwritten public offering (the “2024 Follow-on offering”) of 8,620,690 shares of the Company’s common stock, $ 0.001 par value per share, at a public offering price of $ 29.00 per share. The Company also granted the 2024 Underwriters a 30 -day option to purchase, at the public offering price less underwriting discounts and commissions, up to an additional 1,293,103 shares of Common Stock, which the 2024 Underwriters exercised in full on the closing of the 2024 Follow-on offering. The Company paid the Underwriters a commission of 3.6 % of the aggregate gross proceeds received from all sales of the common stock under the Follow-on Agreement. In March 2024, 9,913,793 shares (including the 1,293,103 shares issued upon exercise of the 2024 Underwriters’ option to purchase additional shares) were issued under the 2024 Follow-on Agreement, for net proceeds of $ 276.6 million, after deducting underwriting fees and commissions of $ 10.3 million and offering costs of $ 0.6 million. 15. Stock-Based Compensation Under each of the legal entity’s equity plans, we recorded stock-based compensation in the following expense categories on our consolidated statements of operations for employees and non-employees: Years Ended December 31, 2025 2024 2023 (in thousands) Cost of goods sold $ 1,265 $ — $ — Research and development 49,267 49,844 61,647 Selling, general and administrative 84,656 63,862 53,369 Restructuring, impairment, and related charges 1,694 160 — Total stock-based compensation $ 136,882 $ 113,866 $ 115,016 200 Table of Contents BRIDGEBIO PHARMA, INC. Notes to Consolidated Financial Statements We recorded $ 3.9 million, $ 18.1 million, and $ 6.3 million of stock-based compensation expense for the years ended December 31, 2025, 2024 and 2023, respectively, for performance-based milestone awards that were achieved during the periods and were settled in cash. During the years ended December 31, 2025 and 2024, $ 3.6 million, and an immaterial amount, respectively, of stock-based compensation expense were capitalized to inventories. Equity-Based Awards of BridgeBio In December 2023, the Amended and Restated 2019 Inducement Equity Plan (the “A&R 2019 Inducement Plan”) was amended and restated to increase the number of shares authorized for issuance from 2,000,000 shares to 3,750,000 shares. In June 2024, our stockholders approved an amendment and restatement of our 2021 Amended and Restated Stock Option and Incentive Plan (the “2021 A&R Plan”) to, among other things, increase the number of shares of common stock authorized for issuance by 6,500,000 shares. In June 2025, our stockholders further approved an amendment and restatement of the 2021 A&R Plan to, among other things, increase the number of shares of common stock authorized for issuance by 5,000,000 shares. As of December 31, 2025, 10,563,629 shares and 747,576 shares were reserved for future issuances under the 2021 A&R Plan and the A&R 2019 Inducement Plan, respectively. We also reserved 2,802,644 shares under the Eidos Award Exchange in 2021 (the “Eidos Award Exchange Plan”), all of which were issued upon execution of the Eidos Award Exchange as discussed below. The 2021 A&R Plan and the A&R 2019 Inducement Plan and the Eidos Award Exchange Plan are collectively referred herein as the “Plans.” 2020 Stock and Equity Award Exchange Program On April 22, 2020, we completed our Exchange Program for certain subsidiaries, which was an opportunity for eligible controlled entities’ employees and consultants to exchange their subsidiary equity (including common stock, vested and unvested stock options and RSAs) for BridgeBio equity (including common stock, vested and unvested stock options and RSAs) and/or performance-based milestone awards tied to the achievement of certain development and regulatory milestones. The Exchange Program aligns our incentive compensation structure for employees and consultants across the BridgeBio group of companies to be consistent with the achievement of our overall corporate goals. In connection with the Exchange Program, we issued awards of BridgeBio equity under the 2019 Amended and Restated Stock Option and Incentive Plan (the “2019 A&R Plan”), which was amended and restated in December 2021 into the 2021 A&R Plan and further amended and restated in June 2024 and in June 2025, respectively, as mentioned above, to 149 grantees covering 554,064 shares of common stock, 1,268,110 stock options to purchase common stock, 50,145 shares of RSAs and 22,611 shares of performance-based RSAs. The exchange also included performance-based milestone awards of up to $ 183.4 million to be settled in fully-vested RSAs in the future upon achievement of the milestones. In consideration for all the subsidiaries’ shares tendered, BridgeBio increased its ownership in controlled entities included in the Exchange Program and the corresponding noncontrolling interest decreased. On November 18, 2020, we completed a stock and equity award under our Exchange Program for a subsidiary. We issued awards of BridgeBio equity under the 2019 A&R Plan to 16 grantees covering 24,924 shares of common stock, 70,436 stock options to purchase common stock, and 10,772 shares of performance-based stock options to purchase common stock. The exchange also included performance-based milestone awards of up to $ 11.7 million to be settled in fully-vested RSAs in the future upon achievement of the milestones. We evaluated the exchange of the controlled entities’ outstanding common stock and equity awards for BridgeBio awards as a modification under ASC 718, Share Based Payments . Under ASC 718, a modification is a change in the terms or conditions of a stock-based compensation award. In assessing the accounting treatment, we consider the fair value, vesting conditions and classification as an equity or liability award of the controlled entity equity before the exchange, compared to the BridgeBio equity received as part of the exchange to determine whether modification accounting must be applied. When applying modification accounting, we considered the type of modification to determine the appropriate stock-based compensation cost to be recognized on April 22 and November 18, 2020, (each the “Modification Date”), and subsequent to the Modification Date. We considered the total shares of common stock and equity awards, whether vested or unvested, held by each participant in each controlled entity as the unit of account. The controlled entity’s common stock and equity awards in each unit of account was exchanged for a combination of BridgeBio’s common stock, time-based vesting equity awards and/or performance-based milestone awards. Other than the exchange of the controlled entity equity awards for performance-based milestone awards, all other exchanged BridgeBio equity awards retained the original vesting conditions. As a result, there was no incremental stock-based compensation expense resulting from the exchange of time-based equity awards. 201 Table of Contents BRIDGEBIO PHARMA, INC. Notes to Consolidated Financial Statements At the completion of the Exchange Program, we determined $ 17.4 million of the performance-based milestone awards were probable of achievement and represented the incremental stock-based compensation cost resulting from the modification of time-based equity awards to performance-based milestone awards. These performance-based milestone awards were to be recognized over a period ranging from 0.7 years to 1.7 years. There was no incremental stock-based compensation cost arising from the completion of the Exchange Program on November 18, 2020. Under ASC 718, we account for such performance-based milestone awards as a liability in “Accrued compensation and benefits” and in “Other long-term liabilities” on the consolidated balance sheets due to the fixed milestone amount that will be converted into a variable number of shares of BridgeBio common stock to be granted upon the achievement date. Stock Option Grants The following table summarizes BridgeBio’s stock option activity under the Plans for the year ended December 31, 2025: Options Outstanding Weighted-Average Exercise Price per Option Weighted-Average Remaining Contractual Life (years) Aggregate Intrinsic Value (in thousands) Outstanding as of December 31, 2024 12,499,883 Regular equity program 11,172,627 $ 25.76 6.2 $ 78,764 Eidos Awards Exchange 1,014,175 $ 14.18 4.3 $ 13,734 Exchange Program 313,081 $ 2.20 4.3 $ 7,995 Granted 180,733 Regular equity program 180,733 $ 38.59 Exercised ( 1,180,825 ) Regular equity program ( 835,876 ) $ 28.46 Eidos Awards Exchange ( 279,359 ) $ 13.96 Exchange Program ( 65,590 ) $ 0.68 Cancelled ( 7,583 ) Regular equity program ( 7,583 ) $ 35.35 Outstanding as of December 31, 2025 11,492,208 Regular equity program 10,509,901 $ 25.76 5.3 $ 533,163 Eidos Awards Exchange 734,816 $ 14.26 3.2 $ 45,726 Exchange Program 247,491 $ 2.61 3.5 $ 18,285 Exercisable as of December 31, 2025 10,527,845 Regular equity program 9,545,538 $ 26.17 5.1 $ 480,355 Eidos Awards Exchange 734,816 $ 14.26 3.2 $ 45,726 Exchange Program 247,491 $ 2.61 3.5 $ 18,285 The options granted to employees and non-employees are exercisable at the closing price as reported on the Nasdaq Global Select Market of BridgeBio’s common stock at the respective grant dates. The options granted have a service condition and generally vest over a period of three to four years . The weighted-average grant date fair value of options granted during the year ended December 31, 2025 was $ 30.15 . The aggregate intrinsic value of options outstanding and exercisable as of December 31, 2025 in the table above are calculated based on the difference between the exercise price and the current fair value of BridgeBio’s common stock. The total intrinsic value of options exercised for the years ended December 31, 2025, 2024 and 2023, was $ 32.2 million, $ 2.9 million and $ 5.3 million, respectively. As of December 31, 2025, there was $ 11.7 million of total unrecognized compensation cost related to stock options under the Plans that is expected to be recognized over a weighted-average period of 1.3 years. 202 Table of Contents BRIDGEBIO PHARMA, INC. Notes to Consolidated Financial Statements Restricted Stock Units (RSUs) and Restricted Stock Awards (RSAs) Time-Based RSUs The following table summarizes BridgeBio’s time-based RSU activity under the Plans for the year ended December 31, 2025: Unvested Shares of RSUs Outstanding Weighted- Average Grant Date Fair Value Balance as of December 31, 2024 10,272,798 $ 21.91 Granted 4,383,339 $ 35.20 Vested ( 4,758,614 ) $ 23.64 Cancelled ( 957,588 ) $ 23.77 Balance as of December 31, 2025 8,939,935 $ 27.31 The time-based RSUs have a service condition and generally vest over a period of two to four years . As of December 31, 2025, there was $ 229.0 million of total unrecognized compensation cost related to time-based RSUs under the Plans that is expected to be recognized over a weighted-average period of 2.2 years. Performance-Based Milestone Awards Apart from the milestone awards under the Exchange Program described above, we also have performance-based milestone compensation arrangements with certain employees and consultants whose vesting is contingent upon meeting various regulatory and development milestones, with fixed monetary amounts known at inception that can be settled in the form of cash or equity at our sole discretion, upon achievement of each contingent milestone. Upon achievement of a contingent milestone and if such performance-based milestone awards are settled in the form of equity, these are satisfied in the form of fully-vested RSAs. We recognize such contingent stock-based compensation expense when the milestone is probable of achievement. Refer to Note 8 for contingent compensation accrued associated with performance-based milestone awards that are determined to be probable as of December 31, 2025. Performance-Based RSUs The following table summarizes BridgeBio’s performance-based RSU activity under the Plans for the year ended December 31, 2025: Unvested Shares of RSUs Outstanding Weighted- Average Grant Date Fair Value Balance as of December 31, 2024 3,326 $ 18.71 Granted 194,650 $ 33.75 Vested ( 3,326 ) $ 18.71 Cancelled — $ — Balance as of December 31, 2025 194,650 $ 33.75 In March 2025, the Company approved and granted RSUs under the 2021 A&R Plan to certain officers and employees with vesting based on achievement of positive top-line readout targets, which are subject to the continued service of the officers and employees through the applicable vesting date and are subject to accelerated vesting upon a change in control event (“performance-based RSUs”). We recognize such contingent stock-based compensation expense when the top-line readout targets are probable of achievement. As of the date of this report, the top-line readout targets were all achieved. As of December 31, 2025, there was $ 6.5 million of total unrecognized compensation cost related to performance-based RSUs under the Plans that is expected to be recognized over a weighted-average period of 1.6 years. 203 Table of Contents BRIDGEBIO PHARMA, INC. Notes to Consolidated Financial Statements Market-Based RSUs In December 2023, the Company approved and granted performance restricted stock units under the 2021 A&R Plan to certain employees with vesting based on achievement of market capitalization targets (“market-based RSUs”), which are subject to the continued service of the employees through the vest date and are subject to accelerated vesting upon a change in control event. The achievement of the market capitalization targets will be measured based on BridgeBio market capitalization data (available on the Nasdaq.com website) meeting the targets for 20 -consecutive trading days during the performance period of up to six years from the date of grant. The respective grant-date fair value of the market-based RSUs, which aggregated to $ 10.8 million, was determined using the Monte Carlo valuation model and are recognized as compensation expense over the derived service period of the awards. The assumptions used in the Monte Carlo valuation included expected volatility ranging from 96.8 % - 113.7 %, risk-free rate ranging from 4.2 % - 4.4 %, no expected dividend yield, expected term of three to six years and possible future market capitalization over the derived service period based on historical stock prices and market capitalization. As of December 31, 2025, 232,142 market-based RSUs were outstanding with a weighted average grant date fair value of $ 28.97 . As of December 31, 2025, there was no unrecognized compensation cost related to market-based RSUs under the Plans. 2019 Employee Stock Purchase Plan (ESPP) On June 22, 2019, we adopted the 2019 Employee Stock Purchase Plan, which became effective on June 25, 2019 and was amended and restated effective as of December 12, 2019. The ESPP initially reserves and authorizes the issuance of up to a total of 2,000,000 shares of common stock to participating employees. The ESPP provides that the number of shares reserved and available for issuance will automatically increase each January 1, beginning on January 1, 2020, by the lower of: (i) 1 % of the outstanding number of shares of common stock on the immediately preceding December 31, (ii) 2,000,000 shares or (iii) such lesser number of shares as determined by the Compensation Committee. Under the ESPP, eligible employees may purchase shares of BridgeBio’s common stock through payroll deductions at a price equal to 85 % of the lower of the fair market values of the stock as of the beginning or the end of six-month offering periods. An employee’s payroll deductions under the ESPP are limited to 15 % of the employee’s compensation and employees may not purchase more than 3,500 shares of BridgeBio’s common stock during any offering period. For the year ended December 31, 2025, employees purchased 261,422 shares for $ 6.4 million under our ESPP. As of December 31, 2025, 3,100,352 shares were reserved for future issuance under the ESPP. Valuation Assumptions We used the Black-Scholes model to estimate the fair value of stock options and stock purchase rights under the ESPP. The following table presents the weighted-average assumptions used in the Black-Scholes calculations: Years Ended December 31, 2025 2024 2023 Stock Options ESPP Stock Options ESPP Stock Options ESPP Expected term (in years) 6.0 0.5 6.0 0.5 6.0 0.5 Expected volatility 94.0 % - 94.7 % 46.7 % - 60.9 % 92.0 % - 93.1 % 52.0 % - 122.1 % 66.2 % - 67.5 % 86.1 % - 122.1 % Risk-free interest rate 4.1 % 4.1 % - 5.0 % 3.8 % - 4.3 % 5.0 % - 5.5 % 3.9 % - 4.1 % 3.1 % - 5.5 % Dividend yield — — — — — — Weighted-average fair value of stock-based awards granted $ 30.15 $ 14.09 $ 21.28 $ 11.34 $ 8.48 $ 8.22 16. Restructuring, Impairment, and Related Charges From time to time management may decide to restructure our business to streamline costs and expenses. We also continue to explore business opportunities to partner, divest or delay certain research and development programs to drive operational changes in our business processes, efficiencies and cost savings to advance our corporate strategy and development programs. We expect that these initiatives, including restructuring, will reduce our operating expenses. 204 Table of Contents BRIDGEBIO PHARMA, INC. Notes to Consolidated Financial Statements We continuously evaluate our restructuring initiatives to streamline our operations and are committed to a restructuring program designed to drive operational changes, improve efficiencies and achieve cost savings to advance our corporate strategy and development programs. Our restructuring initiatives could include, among other components, consolidation and rationalization of our facilities, reprioritization of development programs and the reduction in our workforce. Our estimate of the costs is subject to certain assumptions and actual results may differ from those estimates or assumptions. We may also incur additional costs that are not currently foreseeable as we continue to evaluate our restructuring alternatives to drive operational changes in business processes, efficiencies and cost savings. “Restructuring, impairment, and related charges” included on our consolidated statements of operations for the years ended December 31, 2025, 2024 and 2023 consisted of the following: Years Ended December 31, 2025 2024 2023 (in thousands) Winding down, exit and other related costs $ 16,680 $ 10,255 $ 7,211 Severance and employee-related costs 4,667 5,079 715 Long-lived assets impairments and write-offs — 271 — Total $ 21,347 $ 15,605 $ 7,926 The following table summarizes the activity related to the restructuring liabilities associated with our restructuring plans for the years ended December 31, 2025, 2024 and 2023: Years Ended December 31, 2025 2024 2023 (in thousands) Beginning balance $ 1,848 $ 55 $ 6,826 Restructuring, impairment, and related charges 21,347 15,605 7,926 Cash payments ( 14,478 ) ( 13,374 ) ( 14,697 ) Noncash activities ( 1,728 ) ( 438 ) — Ending balance $ 6,989 $ 1,848 $ 55 Restructuring liabilities are presented on our consolidated balance sheets as follows: December 31, 2025 December 31, 2024 (in thousands) Accounts payable $ 1,270 $ 330 Accrued compensation and benefits 2,045 332 Accrued research and development liabilities 3,584 1,020 Other current liabilities 90 166 Total $ 6,989 $ 1,848 205 Table of Contents BRIDGEBIO PHARMA, INC. Notes to Consolidated Financial Statements 17. Income Taxes The following table presents the components of net loss before income taxes for the years ended December 31, 2025, 2024 and 2023: Years Ended December 31, 2025 2024 2023 (in thousands) Domestic $ 437,614 $ 207,795 $ 565,840 Foreign 294,889 334,399 87,411 Total loss before income taxes $ 732,503 $ 542,194 $ 653,251 The following table presents the provision of income taxes for the years ended December 31, 2025, 2024 and 2023: Years Ended December 31, 2025 2024 2023 (in thousands) Current: U.S. federal $ ( 78 ) $ 811 $ — State — — — Foreign 513 342 — Total current 435 1,153 — Deferred — — — Total provision for income taxes $ 435 $ 1,153 $ — 206 Table of Contents BRIDGEBIO PHARMA, INC. Notes to Consolidated Financial Statements The following table presents a reconciliation of the statutory federal rate and our effective tax rate (after the adoption of ASU 2023-09, on a retrospective basis) for the years ended December 31, 2025, 2024 and 2023: Years Ended December 31, 2025 2024 2023 Amount Percentage Amount Percentage Amount Percentage (in thousands, except percentage data) U.S. federal statutory tax rate $ ( 153,830 ) 21.0 % $ ( 113,860 ) 21.0 % $ ( 137,110 ) 21.0 % Foreign tax effects Switzerland Changes in valuation allowances 58,930 ( 8.1 ) % 39,800 ( 7.3 ) % 10,230 ( 1.6 ) % Foreign rate differential 3,890 ( 0.5 ) % 30,300 ( 5.6 ) % 7,970 ( 1.2 ) % Nontaxable or nondeductible items — — % ( 170 ) — % 200 — % Other foreign jurisdictions ( 380 ) — % 630 ( 0.1 ) % ( 40 ) — % Effect of cross-border tax laws Global intangible low-taxed income (GILTI) — — % 52,790 ( 9.7 ) % — — % Other — — % 1,700 ( 0.3 ) % — — % Tax credits Research and development tax credit ( 15,880 ) 2.2 % ( 14,780 ) 2.7 % ( 13,230 ) 2.0 % Orphan drug credit ( 5,030 ) 0.7 % ( 7,720 ) 1.4 % ( 7,290 ) 1.1 % Changes in valuation allowances 125,510 ( 17.1 ) % ( 170 ) — % 120,440 ( 18.4 ) % Nontaxable or nondeductible items Disallowed executive compensation 9,120 ( 1.3 ) % 6,320 ( 1.2 ) % 5,130 ( 0.8 ) % Excess tax benefit on stock awards ( 30,850 ) 4.2 % ( 7,350 ) 1.4 % ( 3,590 ) 0.5 % Other ( 555 ) 0.1 % 1,693 ( 0.3 ) % 790 ( 0.1 ) % Changes in unrecognized tax benefits 4,980 ( 0.7 ) % 4,020 ( 0.7 ) % 4,760 ( 0.7 ) % Other adjustments Deconsolidation of subsidiaries 3,770 ( 0.5 ) % 7,630 ( 1.4 ) % 9,120 ( 1.4 ) % Other 760 ( 0.1 ) % 320 ( 0.1 ) % 2,620 ( 0.4 ) % Effective tax rate $ 435 ( 0.1 ) % $ 1,153 ( 0.2 ) % $ — — % The following table presents the income taxes paid for the years ended December 31, 2025, 2024 and 2023: Years Ended December 31, 2025 2024 2023 (in thousands) Federal $ 1,000 $ — $ — State — — — Foreign: UK 198 — — Foreign subtotal 198 — — Total cash paid for income taxes (net of refunds) $ 1,198 $ — $ — 207 Table of Contents BRIDGEBIO PHARMA, INC. Notes to Consolidated Financial Statements Significant components of our deferred tax assets and liabilities are as follows: December 31, 2025 December 31, 2024 (in thousands) Deferred tax assets: Net operating loss carryforwards $ 490,732 $ 379,019 Amortization 9,948 10,188 Accruals and reserves 11,251 7,787 Deferred revenue 3,856 — Stock-based compensation 20,621 21,109 Equity method investments 16,110 2,998 Tax credits 139,489 117,020 Operating lease liabilities 1,944 2,200 Deferred income from asset sale 2,312 2,242 Capitalized research and experimental expenditures 157,931 150,520 Deferred interest expense 45,192 30,747 Property and equipment 712 918 Unrealized gains and losses 47 3,336 Deferred royalty obligations 69,427 — Other — 554 Gross deferred tax assets 969,572 728,638 Less valuation allowance ( 968,021 ) ( 727,326 ) Deferred tax assets, net of valuation allowance 1,551 1,312 Deferred tax liabilities: Operating lease right-of-use assets ( 1,465 ) ( 1,312 ) Other ( 86 ) — Deferred tax liabilities ( 1,551 ) ( 1,312 ) Net deferred tax assets (liabilities) $ — $ — As of December 31, 2025, we have net operating loss carryforwards available to reduce future taxable income, if any, for federal and state income tax purposes of approximately $ 1.7 billion and $ 462.2 million, respectively. The federal net operating losses generated prior to 2018 amounting to $ 10.8 million will begin to expire in 2036, losses generated after 2018 amounting to $ 1.6 billion will carry over indefinitely and will be subject to an 80% taxable income limitation in the year utilized. State net operating losses will generally begin to expire in 2036. We also have foreign net operating loss carryforwards of $ 543.0 million available to reduce future taxable income, if any, which will begin to expire in 2030. As of December 31, 2025, we have federal research and development and orphan drug credit carryforwards of approximately $ 141.3 million, which will expire beginning in 2038 if not utilized. As of December 31, 2025, we have California and other state research and development tax credit carryforwards of $ 37.4 million. The state research and development tax credits will expire at various dates while the California research and development tax credits will carry over indefinitely. 208 Table of Contents BRIDGEBIO PHARMA, INC. Notes to Consolidated Financial Statements Beginning in 2022, the 2017 Tax Cuts and Jobs Act amended Section 174 of the Internal Revenue Code of 1986, as amended, to eliminate current-year deductibility of research and experimentation (“R&E”) expenditures and software development costs (collectively, “R&E expenditures”) and instead require taxpayers to charge their R&E expenditures to a capital account amortized over five years (15 years for expenditures attributable to R&E activity performed outside the U.S.). The Company generated a deferred tax asset for capitalized R&E expenditures for the year ended December 31, 2024 which was fully offset by a valuation allowance. On July 4, 2025, the current administration signed the One Big Beautiful Bill Act (“OBBBA”), which includes comprehensive U.S. corporate tax legislation. The OBBBA permanently reinstates the immediate deduction of domestic specified research and experimental expenditures. The Company continues to generate a deferred tax asset for foreign capitalized R&E expenditures for the year ended December 31, 2025 which is fully offset by a valuation allowance. A valuation allowance is provided for deferred tax assets where the recoverability of the assets is uncertain. The determination to provide a valuation allowance is dependent upon the assessment of whether it is more likely than not that sufficient future taxable income will be generated to utilize the deferred tax assets. Based on the weight of the available evidence, which includes our historical operating losses and forecast of future losses, we provided a valuation allowance against the U.S. federal, state, and foreign deferred tax assets resulting from the tax losses and credits carried forward. The valuation allowance increased by $ 240.7 million, $ 55.2 million and $ 138.2 million for the years ended December 31, 2025, 2024 and 2023, respectively. Utilization of the net operating loss and credit carryforwards may be subject to a substantial annual limitation due to an ownership change limitation as provided by Section 382 of the Internal Revenue Code of 1986, as amended, and similar state provisions. The annual limitation may result in the expiration of net operating losses and credits before utilization. In the event that we have a change of ownership, utilization of the net operating loss and tax credit carryforwards may be restricted. As of December 31, 2025, we have an immaterial amount of undistributed earnings of our non-U.S. subsidiaries for which we have not provided for non-U.S. withholding taxes and state taxes because such earnings are intended to be reinvested indefinitely in international operations. The amount of applicable taxes due if such earnings were distributed would be immaterial. Accordingly, we have not provisioned U.S. state taxes and foreign withholding taxes on non-U.S. subsidiaries for which the earnings are permanently reinvested. A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows: Years Ended December 31, 2025 2024 (in thousands) Beginning balance $ 36,866 $ 30,856 Additions of prior year positions 318 99 Reductions of prior year positions — ( 520 ) Additions based on tax positions related to current year 6,795 6,431 Ending balance $ 43,979 $ 36,866 As of December 31, 2025 and 2024, we have not recorded interest and penalties associated with our unrecognized tax benefits. Our policy is to recognize interest and penalties related to income tax matters in “Provision for income taxes” on our consolidated statements of operations. Our unrecognized gross tax benefits would not reduce the annual effective tax rate if recognized because we have recorded a valuation allowance on our deferred tax assets. We file federal and various income tax returns. We currently have no federal or state tax examinations in progress. All years are open for examination by federal, state and foreign authorities. 209 Table of Contents BRIDGEBIO PHARMA, INC. Notes to Consolidated Financial Statements 18. Net Loss Per Share Basic net loss per share attributable to common stockholders of BridgeBio is computed by dividing net loss attributable to common stockholders of BridgeBio by the weighted-average number of shares of common stock outstanding. Diluted net loss per share attributable to common stockholders of BridgeBio is computed by dividing net loss by the weighted-average number of shares of common stock outstanding, plus all additional common shares that would have been outstanding, assuming dilutive potential common shares had been issued for other dilutive securities. For the years ended December 31, 2025, 2024 and 2023 diluted and basic net loss per share attributable to common stockholders of BridgeBio were identical since potential common shares were excluded from the calculation, as their effect was anti-dilutive. The following common stock equivalents were excluded from the computation of diluted net loss per share attributable to common stockholders of BridgeBio, because including them would have been antidilutive: As of December 31, 2025 2024 2023 Unvested RSAs — — 85,453 Unvested RSUs 8,939,935 10,272,798 8,942,813 Unvested performance-based RSUs 194,650 3,326 3,326 Unvested market-based RSUs 232,142 375,000 375,000 Common stock options issued and outstanding 11,492,208 12,499,883 12,332,442 Estimated shares issuable under performance-based milestone compensation arrangements 913,176 2,558,295 4,865,250 Estimated shares issuable under the ESPP 105,232 122,268 75,889 Assumed conversion of 2027 Notes 12,878,305 12,878,305 12,878,305 Assumed conversion of 2029 Notes 7,702,988 7,702,988 7,702,988 Assumed conversion of 2031 Notes 11,544,448 — — 54,003,084 46,412,863 47,261,466 Our 2031 Notes, 2029 Notes, and 2027 Notes are convertible, based on the applicable conversion rate, into cash, shares of our common stock or a combination thereof, at our election. As discussed in Notes 8 and 15, we have performance-based milestone compensation arrangements, whose vesting is contingent upon meeting various regulatory and development milestones, with fixed monetary amounts known at inception that can be settled in the form of cash or equity at our sole election, upon achievement of each contingent milestone. The common stock equivalents of such arrangements were estimated as if the contingent milestones were achieved as of the reporting date and the arrangements were all settled in equity. 19. Subsequent Event On January 21, 2026, we issued an aggregate of $ 632.5 million principal amount of our 0.75 % Convertible Senior Notes due 2033 (the “2033 Notes”), pursuant to an Indenture dated January 21, 2026 (the “2033 Notes Indenture”), between us and U.S. Bank Trust Company, National Association, as trustee (the “2033 Notes Trustee”), in a private offering to qualified institutional buyers (the “2026 Note Offering”) pursuant to Rule 144A under the Securities Act. The 2033 Notes issued in the 2026 Note Offering include $ 82.5 million aggregate principal amount of 2033 Notes sold to the initial purchasers of the 2033 Notes (the “2033 Notes Initial Purchasers”) pursuant to the exercise in full of the 2033 Notes Initial Purchasers’ option to purchase additional 2033 Notes. The 2033 Notes are senior, unsecured obligations of BridgeBio and will accrue interest payable semiannually in arrears on February 1 and August 1 of each year, beginning on August 1, 2026, at a rate of 0.75 % per year. The 2033 Notes will mature on February 1, 2033, unless earlier converted, redeemed or repurchased. The 2033 Notes are convertible into cash, shares of BridgeBio’s common stock or a combination of cash and shares of BridgeBio’s common stock, at our election. 210 Table of Contents BRIDGEBIO PHARMA, INC. Notes to Consolidated Financial Statements We received net proceeds from the 2033 Note Offering of approximately $ 619.3 million, after deducting the 2033 Notes Initial Purchasers’ discount and offering costs. We used approximately $ 82.5 million of the net proceeds from the 2026 Note Offering to pay for the repurchase of 1,081,825 shares of BridgeBio’s common stock from certain purchasers of the 2033 Notes in privately negotiated transactions. We intend to use the remainder of the net proceeds from the 2026 Note Offering to settle future conversion obligations in respect of or repay at maturity a portion of our 2027 Notes, on or before the maturity date of the 2027 Notes and for general corporate purposes, which may include working capital, capital expenditures and/or debt repayment. The 2033 Notes Indenture contains customary terms and covenants, including that upon certain events of default occurring and continuing, either the 2033 Notes Trustee or the holders of not less than 25 % in aggregate principal amount of the 2033 Notes then outstanding may declare the entire principal amount of all the 2033 Notes plus accrued special interest, if any, to be immediately due and payable. 211 Table of Contents ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE Not applicable. ITEM 9A. CONTROLS AND PROCEDURES Evaluation of Disclosure Controls and Procedures We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in our periodic and current reports that we file under the Securities Exchange Act of 1934, as amended, or the Exchange Act, with the U.S. Securities and Exchange Commission, or the SEC, is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management, including our chief executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required disclosure. Our management, with the participation of our Chief Executive Officer and our Chief Financial Officer (our principal executive officer and principal financial officer, respectively), evaluated the effectiveness of our disclosure controls and procedures as of December 31, 2025 and concluded that our disclosure controls and procedures were effective at the reasonable assurance level as of that date. The term “disclosure controls and procedures,” as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act, means controls and other procedures of a company that are designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is accumulated and communicated to the company’s management, including its principal executive and principal financial officers, as appropriate to allow timely decisions regarding required disclosure. Management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving their objectives and management necessarily applies its judgment in evaluating the cost-benefit relationship of possible controls and procedures. Changes in Internal Control over Financial Reporting There were no changes in our internal control over financial reporting, as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act, during our most recently completed quarter that have materially affected or are reasonably likely to materially affect our internal control over financial reporting. Management’s Annual Report on Internal Control over Financial Reporting Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as defined in Exchange Act Rules 13a-15(f). Our internal control over financial reporting is a process designed under the supervision of our Chief Executive Officer and Chief Financial Officer to provide reasonable assurance regarding the reliability of financial reporting and the preparation of our financial statements for external purposes in accordance with U.S. generally accepted accounting principles. As of December 31, 2025, we assessed the effectiveness of our internal control over financial reporting based on the criteria for effective internal control over financial reporting under the 2013 “Internal Control — Integrated Framework,” issued by the Committee of Sponsoring Organizations (“COSO”), of the Treadway Commission, under the supervision of, and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer. Based on that assessment, our management concluded that we maintained effective internal control over financial reporting as of December 31, 2025. Deloitte & Touche LLP, an independent registered public accounting firm, audited the effectiveness of our internal control over financial reporting as of December 31, 2025, as stated in their attestation report, which is included herein. 212 Table of Contents REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the stockholders and the Board of Directors of BridgeBio Pharma, Inc. Opinion on Internal Control over Financial Reporting We have audited the internal control over financial reporting of BridgeBio Pharma, Inc. and its subsidiaries and controlled entities (the “Company”) as of December 31, 2025, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control — Integrated Framework (2013) issued by COSO. We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements as of and for the year ended December 31, 2025, of the Company and our report dated February 24, 2026, expressed an unqualified opinion on those financial statements. Basis for Opinion The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Annual Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion. Definition and Limitations of Internal Control over Financial Reporting A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. /s/ Deloitte & Touche LLP San Francisco, California February 24, 2026 213 Table of Contents ITEM 9B. OTHER INFORMATION Rule 10b5-1 Trading Plans On November 14, 2025 , Dr. Hannah A. Valantine , a member of our Board of Directors , adopted a trading plan (the “Valantine Trading Plan”) intended to satisfy the affirmative defense conditions of Securities Exchange Act Rule 10b5-1(c). The Valantine Trading Plan provides for the potential sale of a maximum of (i) 36,963 shares of our common stock underlying the stock options held by Dr. Valantine and (ii) 100% of net vested shares of our common stock to be issued to Dr. Valantine upon vesting of her restricted stock units (“RSUs”) on June 20, 2026. On the date when the Valantine Trading Plan was adopted, Dr. Valantine held no such net vested shares. Dr. Valantine’s net vested share amount will change as additional RSUs vest on the applicable vesting date. The aggregate number of net vested shares of common stock that will be available for sale by Dr. Valantine is not yet determinable because the shares available will be net of shares to be withheld to satisfy tax obligations in connection with the vesting of her RSUs on the vesting date. Dr. Valantine is not permitted to transfer, sell or otherwise dispose of any shares under the Valantine Trading Plan until the Earliest Sell Date, which is the later of (i) the 91st day after the adoption date of the Valantine Trading Plan; or (ii) the earlier of: (a) the third business day following the disclosure of the Company’s financial results in a Form 10-Q or Form 10-K for the completed fiscal quarter in which the Valantine Trading Plan is adopted; or (b) the 121st day after the adoption date. The Valantine Trading Plan is expected to remain in effect until the earlier of (a) December 31, 2026 ; (b) the first date on which all trades have been executed or all trading orders relating to such trades set forth on Addendum A of the Valantine Trading Plan have expired; (c) as soon as practicable following the date on which Dr. Valantine gives written notice to Morgan Stanley Smith Barney LLC (“MSSB”) to terminate the Valantine Trading Plan; (d) as soon as practicable following the date on which MSSB receives written notice of a termination of an additional contract, instruction or plan that is being treated as a single “plan” with the Valantine Trading Plan (or MSSB receives written notice of a modification of such additional contract, instruction or plan and the requirements for a modification of the Valantine Trading Plan are not or cannot be satisfied); (e) as soon as practicable following the date on which MSSB receives written notice of a legal, regulatory or contractual restriction applicable to the Company or to Dr. Valantine that would result in a modification or change to the amount, price or timing of the sale of shares under the Valantine Trading Plan but the requirements for a modification of the Valantine Trading Plan are not or cannot be satisfied; and (f) as soon as practicable following the date on which MSSB receives notice of certain events, including the public announcement of a tender or exchange offer with respect to the Company’s common stock or that the Company is the target of a merger, acquisition, reorganization, recapitalization or comparable transaction as a result of which the Company’s common stock will be converted into shares of another company, or the commencement of bankruptcy or insolvency proceeding with respect to the Company. On December 3, 2025 , Ms. Andrea J. Ellis , a member of our Board of Directors , adopted a trading plan (the “Ellis Trading Plan”) intended to satisfy the affirmative defense conditions of Securities Exchange Act Rule 10b5-1(c). The Ellis Trading Plan provides for the potential sale of an aggregate of 82,088 shares of our common stock underlying the stock options held by Ms. Ellis. Ms. Ellis is not permitted to transfer, sell or otherwise dispose of any shares under the Ellis Trading Plan until the Earliest Sell Date, which is the later of (i) the 91st day after the adoption date of the Ellis Trading Plan; or (ii) the earlier of: (a) the third business day following the disclosure of the Company’s financial results in a Form 10-Q or Form 10-K for the completed fiscal quarter in which the Ellis Trading Plan is adopted; or (b) the 121st day after the adoption date. The Ellis Trading Plan is expected to remain in effect until the earlier of (a) November 30, 2026 ; (b) the first date on which all trades have been executed or all trading orders relating to such trades set forth on Addendum A of the Ellis Trading Plan have expired; (c) as soon as practicable following the date on which Ms. Ellis gives written notice to MSSB to terminate the Ellis Trading Plan; (d) as soon as practicable following the date on which MSSB receives written notice of a termination of an additional contract, instruction or plan that is being treated as a single “plan” with the Ellis Trading Plan (or MSSB receives written notice of a modification of such additional contract, instruction or plan and the requirements for a modification of the Ellis Trading Plan are not or cannot be satisfied); (e) as soon as practicable following the date on which MSSB receives written notice of a legal, regulatory or contractual restriction applicable to the Company or to Ms. Ellis that would result in a modification or change to the amount, price or timing of the sale of shares under the Ellis Trading Plan but the requirements for a modification of the Ellis Trading Plan are not or cannot be satisfied; and (f) as soon as practicable following the date on which MSSB receives notice of certain events, including the public announcement of a tender or exchange offer with respect to the Company’s common stock or that the Company is the target of a merger, acquisition, reorganization, recapitalization or comparable transaction as a result of which the Company’s common stock will be converted into shares of another company, or the commencement of bankruptcy or insolvency proceeding with respect to the Company. 214 Table of Contents On December 4, 2025 , Dr. Frank McCormick , a member of our Board of Directors , adopted a trading plan on behalf of the Francis P. McCormick Revocable Trust U/A DTD 1/27/2017, of which Dr. McCormick is a trustee, for the sale of a maximum of 200,000 shares of our common stock (the “McCormick Trading Plan”). The McCormick Trading Plan is intended to satisfy the affirmative defense conditions of the Securities and Exchange Act Rule 10b5-1(c) and is expected to take effect on March 6, 2026 and remain in effect until the earlier of (1) March 5, 2027 and (2) the date on which an aggregate of 200,000 shares of our common stock have been sold under such McCormick Trading Plan. ITEM 9C. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS None. 215 Table of Contents PART III ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE Except as set forth below, the information required by this Item is incorporated by reference from our definitive proxy statement for our 2026 Annual Meeting of Stockholders to be filed with the SEC within 120 days after the end of our fiscal year ended December 31, 2025. We have adopted a written code of business conduct and ethics that applies to our directors, officers and employees, including our principal executive officer, principal financial officer, principal accounting officer, controller or persons performing similar functions. A current copy of the code is posted on the Corporate Governance section of our website, located at https://investor.bridgebio.com/governance/governance-documents/default.aspx. If we make any substantive amendments to, or grant any waivers from, the code of business conduct and ethics for our principal executive officer, principal financial officer, principal accounting officer, controller or persons performing similar functions, or any officer or director, we will disclose the nature of such amendment or waiver on our website or in a current report on Form 8-K. ITEM 11. EXECUTIVE COMPENSATION The information required by this Item is incorporated by reference from our definitive proxy statement for our 2026 Annual Meeting of Stockholders to be filed with the SEC within 120 days after the end of our fiscal year ended December 31, 2025, except as to information disclosed therein pursuant to Item 402(v) of Regulation S-K relating to pay versus performance. ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS The information required by this Item is incorporated by reference from our definitive proxy statement for our 2026 Annual Meeting of Stockholders to be filed with the SEC within 120 days after the end of our fiscal year ended December 31, 2025. ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE The information required by this Item is incorporated by reference from our definitive proxy statement for our 2026 Annual Meeting of Stockholders to be filed with the SEC within 120 days after the end of our fiscal year ended December 31, 2025. ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES The information required by this Item is incorporated by reference from our definitive proxy statement for our 2026 Annual Meeting of Stockholders to be filed with the SEC within 120 days after the end of our fiscal year ended December 31, 2025. 216 Table of Contents PART IV ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES (a) The following documents are filed as part of this Annual Report on Form 10‑K: 1. Financial Statements: The following financial statements and schedules of the Registrant are contained in Part II, Item 8, “Financial Statements and Supplementary Data” of this Annual Report on Form 10‑K: Page Report of Independent Registered Public Accounting Firm 149 Consolidated Balance Sheets as of December 31, 202 5 and 20 24 151 Consolidated Statements of Operations for the years ended December 31, 20 25 , 20 24 and 20 23 152 Consolidated Statements of Comprehensive Loss for the years ended December 31, 20 25 , 20 24 and 20 23 153 Consolidated Statements of Redeemable Convertible Noncontrolling Interests and Stockholders’ Deficit for the years ended December 31, 20 25 , 20 24 and 20 23 154 Consolidated Statements of Cash Flows for the years ended December 31, 20 25 , 20 24 and 20 23 155 Notes to Consolidated Financial Statements 157 2. Financial Statement Schedules: All schedules have been omitted because of the absence of conditions under which they are required or because the required information, where material, is shown in the financial statements, financial notes or supplementary financial information. (b) Exhibits required by Item 601 of Regulation S‑K: The exhibits listed in the accompanying Exhibit Index are filed as part of, or incorporated by reference into, this Annual Report on Form 10-K. Exhibits Exhibit Number Exhibit Title Form File No. Exhibit Filing Date 2.1 Agreement and Plan of Merger, dated as of October 5, 2020, by and among BridgeBio Pharma, Inc., Eidos Therapeutic, Inc., Globe Merger Sub I, Inc. and Globe Merger Sub II, Inc. (incorporated by reference to Exhibit 2.1 to BridgeBio’s Current Report on Form 8-K filed with the SEC on October 6, 2020). 8-K 001-38959 2.1 January 26, 2021 3.1 Amended and Restated Certificate of Incorporation of the Registrant, as currently in effect . 8-K 001-38959 3.1 July 3, 2019 3.2 Certificate of Ame ndment to the Amended and Restated Certificate of Incorporation of the Registrant . 8-K 001-38959 3.1 June 23, 2025 3.3 Amended and Restated Bylaws of the Registrant, as currently in effect . S-4 333-249944 3.2 November 6, 2020 4.1 Specimen Common Stock Certificate. S-1 333-231759 4.1 June 24, 2019 4.2 Form of Registration Rights Agreement, dated June 26, 2019, among the Registrant and certain of its shareholders. S-1 333-231759 4.3 June 24, 2019 4.3 Description of Securities. 10-K 001-38959 4.3 February 25, 2022 217 Table of Contents 4.4 Indenture, dated as of March 9, 2020, by and between BridgeBio Pharma, Inc. and U.S. Bank National Association, as Trustee. 8-K 001-38959 4.1 March 10, 2020 4.5 Form of Global Note, representing BridgeBio Pharma, Inc.’s 2.50% Convertible Senior Notes due 2027 (included as Exhibit A to the Indenture filed as Exhibit 4.1) . 8-K 001-38959 4.1 March 10, 2020 4.6 Indenture, dated as of January 28, 2021, by and between BridgeBio Pharma, Inc. and U.S. Bank National Association, as Trustee. 8-K 001-38959 4.1 January 29, 2021 4.7 Form of Global Note, representing BridgeBio Pharma, Inc.’s 2.25% Convertible Senior Notes due 2029 (included as Exhibit A to the Indenture filed as Exhibit 4.1). 8-K 001-38959 4.1 January 29, 2021 4.8 Securities Purchase Agreement, dated September 25, 2023, by and among BridgeBio Pharma, Inc., and the purchasers party thereto. 8-K 001-38959 10.1 September 25, 2023 4.9† Registration Rights Agreement, dated September 25, 2023, by and among BridgeBio Pharma, Inc. and the purchasers party thereto. 8-K 001-38959 10.2 September 25, 2023 4.10 Indenture, dated as of February 28, 2025, by and between BridgeBio Pharma, Inc. and U.S. Bank Trust Company, National Association, as Trustee. 8-K 001-38959 4.1 February 28, 2025 4.11 Form of Global Note, representing BridgeBio Pharma, Inc.’s 1.75% Convertible Senior Notes due 2031 (included as Exhibit A to the Indenture filed as Exhibit 4.1). 8-K 001-38959 4.1 February 28, 2025 4.12 Indenture, dated as of January 21, 2026, by and between BridgeBio Pharma, Inc. and U.S. Bank Trust Company, National Association, as Trustee. 8-K 001-38959 4.1 January 21, 2026 4.13 Form of Global Note, representing BridgeBio Pharma, Inc.’s 0.75% Convertible Senior Notes due 2033 (included as Exhibit A to the Indenture filed as Exhibit 4.1). 8-K 001-38959 4.1 January 21, 2026 10.1# Amended and Restated 2021 Stock Option and Incentive Plan and forms of award agreements thereunder. 10-Q 001-38959 10.1 August 1, 2024 10.2# Amended and Restated 2019 Employee Stock Purchase Plan. 10-Q 001-38959 10.1 November 4, 2021 10.3# Senior Executive Cash Incentive Bonus Plan. S-1 333-231759 10.3 June 24, 2019 10.4# Form of Indemnification Agreement, between the Registrant and each of its directors. S-1 333-231759 10.4 June 24, 2019 10.5# Form of Indemnification Agreement, between the Registrant and each of its executive officers. S-1 333-231759 10.5 June 24, 2019 10.6† Exclusive (Equity) Agreement, by and between Eidos Therapeutics, Inc. and the Board of Trustees of the Leland Stanford Junior University, effective as of April 10, 2016, as amended by Amendment No. 1 effective September 25, 2017. S-1 333-231759 10.9 May 24, 2019 218 Table of Contents 10.7† License Agreement, between QED Therapeutics, Inc. and Novartis International Pharmaceutical Ltd., dated as of January 29, 2018. S-1 333-231759 10.10 May 24, 2019 10.8† Asset Purchase Agreement, among BridgeBio Pharma LLC, Origin Biosciences, Inc., and Alexion Pharma Holding Unlimited Company, dated as of June 7, 2018. S-1 333-231759 10.11 May 24, 2019 10.9† Cell Line License Agreement, by and between Life Technologies Corporation and BridgeBio Services, Inc., effective as of November 15, 2018. S-1 333-231759 10.17 May 24, 2019 10.10# Offer Letter, between BridgeBio Services, Inc. and Neil Kumar, dated December 14, 2017. S-1 333-231759 10.19 June 11, 2019 10.11# Offer Letter, between BridgeBio Services, Inc. and Brian Stephenson, dated October 28, 2018. S-1 333-231759 10.20 June 11, 2019 10.12# Offer Letter, between BridgeBio Services, Inc. and Charles Homcy, dated February 20, 2019. S-1 333-231759 10.22 June 11, 2019 10.13#† Consulting Agreement between Frank McCormick and the Registrant, effective as of January 1, 2021. 10-K 001-38959 10.16 February 23, 2023 10.14#† Amendment No. 1 to Consulting Agreement between Frank McCormick and the Registrant, effective as of March 3, 2022. 10-K 001-38959 10.17 February 23, 2023 10.15#† Amendment No. 2 to Consulting Agreement between Frank McCormick and the Registrant, effective as of March 3, 2023. 10-K 001-38959 10.18 February 23, 2023 10.16#† Amendment No. 3 to Consulting Agreement between Frank McCormick and the Registrant, effective as of March 4, 2024. — — — Filed herewith 10.17#† Amendment No. 4 to Consulting Agreement between Frank McCormick and the Registrant, effective as of March 4, 2025. — — — Filed herewith 10.18 Form of Tax Sharing Agreement, between the Registrant and each of its subsidiaries. S-1 333-231759 10.27 June 24, 2019 10.19 Indemnification Agreement, between BridgeBio Pharma LLC and KKR Genetic Disorder, L.P., dated March 26, 2016. S-1 333-231759 10.28 June 24, 2019 10.20† License Agreement, by and between Eidos Therapeutics, Inc. and Alexion Pharma International Operations Unlimited Company, dated September 9, 2019 . 10-Q 000-38959 10.1 November 8, 2019 10.21# BridgeBio Pharma, Inc. Amended and Restated 2019 Inducement Equity Plan. S-8 333-276393 99.1 January 5, 2024 10.22# Form of Restricted Stock Unit Award Agreement under BridgeBio Pharma, Inc. Amended and Restated 2019 Inducement Equity Plan (2023 Form). 10-Q 000-38959 10.3 August 3, 2023 10.23# Form of Restricted Stock Award Agreement under BridgeBio Pharma, Inc. Amended and Restated 2019 Inducement Equity Plan (2023 Form). 10-Q 000-38959 10.4 August 3, 2023 219 Table of Contents 10.24# Form of Non-Qualified Stock Option Agreement under BridgeBio Pharma, Inc. Amended and Restated 2019 Inducement Equity Plan (2023 Form). 10-Q 000-38959 10.5 August 3, 2023 10.25# Amended and Restated Director Compensation Policy. — — — Filed herewith 10.26† Letter Agreement, Amendment #1 thereto, and Amendments to License Agreement between QED Therapeutics, Inc. and Novartis International Pharmaceutical Ltd., dated May 4, 2018, 10-K 001-38959 10.31 February 22, 2024 10.27† License, Development and Commercialization Agreement, dated May 11, 2022, by and among the Registrant, Navire Pharma, Inc. and Bristol-Myers Squibb Company. 10-Q 001-38959 10.1 August 4, 2022 10.28 Equity Distribution Agreement dated May 4, 2023, by and among the Company and Goldman Sachs & Co. LLC and SVB Securities LLC. S-3ASR 333-271650 1.2 May 4, 2023 10.29† Second Amendment, effective as of August 15, 2023, to the Exclusive (Equity) Agreement, by and between Eidos Therapeutics, Inc. and the Board of Trustees of the Leland Stanford Junior University, effective as of April 10, 2016, as amended by Amendment No. 1, effective September 25, 2017. 10-Q 001-38959 10.1 November 2, 2023 10.30#† Amendment to Employment Agreement, between BridgeBio Services, Inc. and Brian Stephenson, dated February 21, 2024. 10-K 001-38959 10.39 February 22, 2024 10.31 Form of Confirmation for Capped Call Transactions . 8-K 001-38959 10.1 March 10, 2020 10.32 Form of Confirmation for Capped Call Transactions. 8-K 001-38959 10.1 January 29, 2021 10.33† First Amendment to Financing Agreement, dated as of February 12, 2024, by and among the Registrant, the Guarantors party thereto, the Lenders party thereto, and Blue Owl Capital Corporation as Administrative Agent. 10-Q 001-38959 10.3 May 2, 2024 10.34† Funding Agreement, dated January 17, 2024, by and among LSI Financing 1 Designated Activity Company and CPPIB Credit Europe S.À R.L. as Purchasers, the Registrant and certain subsidiaries of the Registrant as Seller Parties, and Alter Domus (US) LLC as Collateral Agent. 10-Q 001-38959 10.4 May 2, 202 10.35† Exclusive License Agreement, dated March 1, 2024, by and among Eidos Therapeutics, Inc., BridgeBio International GmbH, BridgeBio Europe B.V., and Bayer Consumer Care AG. 10-Q 001-38959 10.5 May 2, 2024 10.36† Amendment No. 3, effective as of March 1, 2024, to Exclusive (Equity) Agreement effective April 10, 2016, by and between Eidos Therapeutics, Inc. and the Board of Trustees of the Leland Stanford Junior University. 10-Q 001-38959 10.6 May 2, 2024 220 Table of Contents 10.37#† Amendment No. 3 to Consulting Agreement between Frank McCormick and the Registrant, effective as of March 4, 2024. 10-Q 001-38959 10.7 May 2, 2024 10.38† Second Amendment to Financing Agreement, dated as of June 20, 2024, by and among the Registrant, the Guarantors party thereto, the Lenders party thereto, and Blue Owl Capital Corporation as Administrative Agent. 10-Q 001-38959 10.1 August 1, 2024 10.39** Transaction Agreement, dated as of August 16, 2024, by and among BridgeBio Pharma, Inc., Viking Global Opportunities Illiquid Investments Sub-Master LP, Viking Global Opportunities Drawdown (Aggregator) LP, Patient Square Bravo Aggregator, LP, SC US/E GROWTH FUND X MANAGEMENT, L.P., SC US/E Venture Fund XVIII Management, L.P., Frazier Life Sciences XI, L.P., Frazier Life Sciences Public Fund, L.P., Frazier Life Sciences Public Overage Fund, L.P., Cormorant Private Healthcare Fund IV, LP, Cormorant Private Healthcare Fund V, LP, Cormorant Global Healthcare Master Fund, LP, Aisling V Bridge Splitter LP, Kumar Haldea Revocable Trust and GondolaBio, LLC. 8-K 001-38959 10.1 August 21, 2024 10.40** Amended and Restated Limited Liability Company Agreement of GondolaBio, LLC, dated as of August 16, 2024. 8-K 001-38959 10.2 August 21, 2024 10.41#† Employment Agreement between BridgeBio Services, Inc. and Thomas Trimarchi, dated October 10, 2024. 10-K 001-38959 10.41 February 20, 2025 10.42# Consulting Agreement, dated March 17, 2025, between BridgeBio Pharma, Inc. and Brian Stephenson. 10-Q 001-38959 10.1 April 29, 2025 10.43† Royalty Interest Purchase and Sale Agreement, dated June 27, 2025, by and among BridgeBio Pharma, Inc. Acoramidis Royalty SPV, LP and LSI Financing Fund, LP. 10-Q 001-38959 10.1 August 5, 2025 10.44† First Amendment to Funding Agreement, dated as of June 27, 2025, by and among LSI Financing 1 Designated Activity Company and CPPIB Credit Europe S.À R.L. as Purchasers, the BridgeBio Pharma, Inc. and certain subsidiaries of BridgeBio Pharma, Inc. as Seller Parties, and Alter Domus (US) LLC as Collateral Agent. 10-Q 001-38959 10.2 August 5, 2025 10.45# BridgeBio Pharma, Inc. Second Amended and Restated 2021 Stock Option and Incentive Plan and form award agreements thereunder. 8-K 001-38959 10.1 June 23, 2025 19 Amended and Restated Insider Trading Policy. 10-K 001-38959 19 February 22, 2024 21 List of Subsidiaries of the Registrant. — — — Filed herewith 23.1 Consent of Independent Registered Public Accounting. — — — Filed herewith 24 Power of Attorney (reference is made to signature page hereto). — — — Filed herewith 221 Table of Contents 31.1 Certification of Principal Executive Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. — — — Filed herewith 31.2 Certification of Principal Financial Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. — — — Filed herewith 31.3 Certification of Principal Accounting Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. — — — Filed herewith 32.1* Certification of Principal Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. — — — Filed herewith 32.2* Certification of Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. — — — Filed herewith 32.3* Certification of Principal Accounting Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. — — — Filed herewith 97 Compensation Clawback Policy. 10-K 001-38959 97 February 22, 2024 101.INS Inline XBRL Instance Document. — — — Filed herewith 101.SCH Inline XBRL Taxonomy Extension Schema Document. — — — Filed herewith 101.CAL Inline XBRL Taxonomy Extension Calculation Linkbase Document. — — — Filed herewith 101.DEF Inline XBRL Taxonomy Extension Definition Linkbase Document. — — — Filed herewith 101.LAB Inline XBRL Taxonomy Extension Label Linkbase Document. — — — Filed herewith 101.PRE Inline XBRL Taxonomy Extension Presentation Linkbase Document. — — — Filed herewith 104 Cover Page Interactive Data File (formatted as inline XBRL with applicable taxonomy extension information contained in Exhibits 101). — — — Filed herewith * This certification is deemed to accompany this Annual Report on Form 10-K and will not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section. Such certification will not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except to the extent specifically incorporated by reference into such filing. ** Certain of the exhibits and schedules to this Exhibit have been omitted in accordance with Regulation S-K Item 601(a)(5). # Indicates a management contract or any compensatory plan, contract or arrangement. 222 Table of Contents † Certain confidential portions (indicated by brackets and asterisks) have been omitted from this exhibit in accordance with the rules of the Securities and Exchange Commission because such information (i) is not material and (ii) is the type that the registrant treats as private or confidential. ITEM 16. FORM 10‑K SUMMARY None. 223 Table of Contents SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. BridgeBio Pharma, Inc. Date: February 24, 2026 By: /s/ Neil Kumar Neil Kumar, Ph.D. Chief Executive Officer, Director (Principal Executive Officer) POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Neil Kumar, Thomas Trimarchi, and Maricel M. Apuli, as their true and lawful attorney‑in‑fact and agent, with full power of substitution and resubstitution, for such person and in his or her name, place and stead, in any and all capacities, to sign any and all amendments to the Annual Report on Form 10‑K, and to file the same, with all exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorney‑in‑fact and agent full power and authority to do and perform each and every act and thing requisite and necessary to be done in and about the premises, as fully to all intents and purposes as he or she could do in person, hereby ratifying and confirming all that said attorney‑in‑fact and agent, or his substitutes, may lawfully do or cause to be done by virtue hereof. Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. Signature Title Date /s/ Neil Kumar Chief Executive Officer, Director (Principal Executive Officer) February 24, 2026 Neil Kumar, Ph.D. /s/ Thomas Trimarchi President, Chief Financial Officer (Principal Financial Officer) February 24, 2026 Thomas Trimarchi, Ph.D. /s/ Maricel M. Apuli Chief Accounting Officer (Principal Accounting Officer) February 24, 2026 Maricel M. Apuli /s/ Eric Aguiar Director February 24, 2026 Eric Aguiar, M.D. /s/ Jennifer E. Cook Director February 24, 2026 Jennifer E. Cook /s/ Douglas A. Dachille Director February 24, 2026 Douglas A. Dachille /s/ Ronald J. Daniels Director February 24, 2026 Ronald J. Daniels /s/ Andrea J. Ellis Director February 24, 2026 Andrea J. Ellis 224 Table of Contents /s/ Fred Hassan Director February 24, 2026 Fred Hassan /s/ Charles Homcy Director February 24, 2026 Charles Homcy, M.D. /s/ Andrew W. Lo Director February 24, 2026 Andrew W. Lo, Ph.D. /s/ Frank P. McCormick Director February 24, 2026 Frank P. McCormick, Ph.D. /s/ James C. Momtazee Director February 24, 2026 James C. Momtazee /s/ Ali J. Satvat Director February 24, 2026 Ali J. Satvat /s/ Randal W. Scott Director February 24, 2026 Randal W. Scott, Ph.D. /s/ Hannah A. Valantine Director February 24, 2026 Hannah A. Valantine, M.D. 225