0001437749-25-005908 | 10-K | XBRL Viewer

Inventory Disclosure [Text Block]

NOTE 4 – INVENTORY

The following table presents our inventory as of December 31, 2024 (in thousands):

	*December 31, 2024*		*December 31, 2023*
Raw Materials	$	28,151	$	6,582
Work in Process		68,369		31,242
Finished Goods		13,938		1,999
Total Inventory	$	110,458	$	39,823

Inventory is stated at the lower of cost or net realizable value and consists of raw materials, work-in-process and finished goods. Cost is determined using a standard cost method, which approximates actual cost, and assumes a FIFO flow of goods. Inventory that is used for clinical development purposes is expensed to research and development expense when consumed.

At December 31,2024, all our inventory was solely related to BRIUMVI, which was approved by the FDA on December 28, 2022, at which time we began to capitalize costs to manufacture BRIUMVI. Prior to FDA approval of BRIUMVI, all costs related to the manufacturing of BRIUMVI and related material were charged to research and development expense in the period incurred.

The work in process materials consist primarily of bulk drug substance, which has a multi-year shelf life. When the bulk drug substance is manufactured into BRIUMVI finished goods, those finished goods have a shelf life of three years from the date of manufacture. Our expectation is to sell finished goods at least twelve months prior to expiration. Due to our long manufacturing lead time, it was necessary to buildup inventory in support of BRIUMVI forecasted sales, to ensure appropriate safety stock levels, and meet our commitment to supply BRIUMVI to Neuraxpharm related to the Commercialization Agreement. As a result of BRIUMVI being in the early stages of commercial launch, we continue to evaluate the length of our normal operating cycle.

On a quarterly basis, the Company analyzes our inventory levels for excess quantities and obsolescence (expiration), taking into account factors such as historical and anticipated future sales compared to quantities on hand and the remaining shelf-life. At December 31, 2024, we determined that a reserve related to BRIUMVI inventory for excess quantities and obsolescence is not required. In addition, since FDA approval of BRIUMVI, the Company has not recorded any inventory write downs.

Consolidated Balance Sheets (Parentheticals) - $ / shares	Dec. 31, 2024	Dec. 31, 2023
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, authorized (in shares)	190,000,000	175,000,000
Common stock, issued (in shares)	156,204,159	151,465,598
Common stock, outstanding (in shares)	155,836,256	151,424,289
Treasury stock, shares (in shares)	367,903	41,309

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
CASH FLOWS FROM OPERATING ACTIVITIES
Net income (loss)	$ 23,383	$ 12,672	$ (223,812)
Adjustments to reconcile net income (loss) to net cash used in operating activities:
Loss on extinguishment of debt	4,607	0	0
Noncash stock compensation expense	42,541	37,933	44,662
Depreciation and amortization	68	211	303
Amortization of discount on investment securities	(6,984)	(2,236)	(331)
Amortization of debt issuance costs	1,995	2,378	1,844
Amortization of leasehold interest	212	212	212
Noncash change in lease liability and right of use asset	1,900	1,963	2,715
Change in fair value of equity investments	754	0	0
Change in fair value of notes payable	304	113	(116)
Changes in assets and liabilities:
Increase in inventory	(66,851)	(36,938)	0
(Increase) decrease in other current assets	(6,316)	(2,831)	8,181
(Increase) decrease in accounts receivable	(78,092)	(51,093)	1,389
Increase (decrease) in accounts payable and accrued expenses	22,838	192	(11,010)
Decrease in lease liabilities	(2,388)	(2,375)	(2,332)
Increase in other current liabilities	4,029	2,675	2,277
Increase (decrease) in deferred revenue	17,483	5,711	(152)
Net cash used in operating activities	(40,517)	(31,413)	(176,170)
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds from maturity of short-term securities	310,900	96,229	87,275
Investment in held-to-maturity securities	(310,516)	(146,880)	(107,274)
Investment in long-term securities	(1,375)	0	0
Purchases of PPE	(45)	0	(14)
Net cash used in investing activities	(1,036)	(50,651)	(20,013)
CASH FLOWS FROM FINANCING ACTIVITIES
Payment of loan payable	(107,553)	0	(975)
Proceeds from sale of common stock, net		46,296	0
Proceeds from exercise of options	914	1,534	584
Proceeds from debt financings	244,815	25,000	0
Financing costs paid	(889)	(125)	0
Purchase of treasury stock	(8,760)	0	0
Net cash provided by (used in) financing activities	128,527	72,705	(391)
NET INCREASE (DECREASE) IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH	86,974	(9,359)	(196,574)
CASH, CASH EQUIVALENTS AND RESTRICTED CASH AT BEGINNING OF PERIOD	94,218	103,577	300,151
CASH, CASH EQUIVALENTS AND RESTRICTED CASH AT END OF PERIOD	181,192	94,218	103,577
Reconciliation to amounts on consolidated balance sheets:
Cash and cash equivalents	179,894	92,933	102,304
Restricted cash	1,298	1,285	1,273
Total cash, cash equivalents and restricted cash	181,192	94,218	103,577
Cash paid for:
Interest	18,470	8,771	5,445
Income taxes	500	0	0
NONCASH TRANSACTIONS
Deferred Financing Costs	0	1,238	0
Warrants issued with debt financing	$ 0	$ 595	$ 0

Note 9 - Income Taxes (Tables)

12 Months Ended

Dec. 31, 2024

Schedule of Deferred Tax Assets and Liabilities [Table Text Block]

(in thousands)	*2024*			*2023*
Deferred tax assets:
Net operating loss carryforwards	$294,046			$316,962
Research and development credit	50,693			45,806
Noncash compensation	12,267			12,275
Disallowed interest	—			3,328
Capitalized R&D Expenses	49,681			36,613
Other	7,927			3,333
Deferred tax asset, excluding valuation allowance		414,614			418,317

Less valuation allowance	(414,614		)	(418,317		)
Net deferred tax assets	$	—		$	—

Schedule of Effective Income Tax Rate Reconciliation [Table Text Block]

	*For the year ended December 31,*
(in thousands)	*2024*			*2023*			*2022*

Income (loss) before income taxes, as reported in the consolidated statements of operations	$	25,594		$	13,062		$	(223,812	)

Computed “expected” tax benefit	$	5,375		$	2,743		$	(47,000	)

Increase (decrease) in income taxes resulting from:
State and local taxes		780			(700	)		(8,457	)
Research and development credits		(4,637	)		(3,402	)		(6,366	)
Officer Compensation Limitation		2,164			(740	)		20,580
Provision-to-return		11,733			(9,235	)		60
Prior period state tax benefit		(3,508	)		—			—
Other		646			245			358
Stock options		(1,602	)		(10,616	)		7,908
Change in state tax rates		(4,970	)		4,141			—
Change in the balance of the valuation allowance for deferred tax assets		(3,770	)		17,954			32,917
	$	2,211		$	390		$	—

Note 11 - Related Party Transactions

12 Months Ended

Dec. 31, 2024

NOTE 11 – RELATED PARTY TRANSACTIONS

In July 2015, we entered into a Shared Services Agreement (the Shared Services Agreement) with FBIO to share the cost of certain services such as facilities use, personnel costs and other overhead and administrative costs. This Shared Services Agreement requires us to pay our respective share of services utilized. In connection with the Shared Services Agreement, we incurred expenses of approximately $1.3 million, $0.9 million and $1.3 million for shared services for the years ended December 31, 2024, 2023 and 2022, respectively, primarily related to shared personnel. Mr. Weiss, our Chairman and Chief Executive Officer, also serves as a director and Executive Vice Chairman, Strategic Development of FBIO.

In March 2015, we entered into the Collaboration Agreement with Checkpoint, a subsidiary of FBIO, for the development and commercialization of anti-PD-L1 and anti-GITR antibody research programs in the field of hematological malignancies. In May 2016, as part of a broader agreement with Jubilant, we entered into a sublicense agreement (JBET Agreement) with Checkpoint for the development and commercialization of Jubilant’s novel BET inhibitor program in the field of hematological malignancies. Mr. Weiss also serves as Chairman of the Board of Directors of Checkpoint.

Please refer to Note 8 - Leases for details regarding the Office Agreement with FBIO, as well as Note 10 - License Agreements for details regarding the Collaboration Agreement with Checkpoint.

The entire disclosure for related party transactions. Examples of related party transactions include transactions between (a) a parent company and its subsidiary; (b) subsidiaries of a common parent; (c) and entity and its principal owners; and (d) affiliates.

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Note 9 - Income Taxes - Schedule of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2024	Dec. 31, 2023
Net operating loss carryforwards	$ 294,046	$ 316,962
Research and development credit	50,693	45,806
Noncash compensation	12,267	12,275
Disallowed interest	0	3,328
Capitalized R&D Expenses	49,681	36,613
Other	7,927	3,333
Deferred tax asset, excluding valuation allowance	414,614	418,317
Less valuation allowance	(414,614)	(418,317)
Net deferred tax assets	$ 0	$ 0

Note 8 - Leases (Tables)

12 Months Ended

Dec. 31, 2024

Schedule of Balance Sheet Classification of Operating Lease [Table Text Block]

	*December 31,*		*December 31,*
(in thousands)	*2024*		*2023*
Liabilities
Lease liability current portion	$	1,157	$	1,446
Lease liability non-current		8,133		9,231
Total lease liability	$	9,290	$	10,677

Lessee, Operating Lease, Liability, to be Paid, Maturity [Table Text Block]

	*Operating*
	*leases*
2025	$	2,100
2026		2,080
2027		1,913
2028		1,827
2029		1,827
After 2029		2,888
Total lease payments		12,635
Less: interest		(3,345	)
Present value of lease liabilities(*)	$	9,290

Note 6 - Stockholders' Equity - Summary of Stock Option Activity (Details) - USD ($)	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Options outstanding (in shares)	4,697,029	5,135,685	2,467,537
Options outstanding, weighted average exercise price (in dollars per share)	$ 6.98	$ 7.1	$ 7.06
Options outstanding, weighted average remaining contractual term (Year)	3 years 29 days	4 years 1 month 6 days	5 years 1 month 2 days	6 years 11 months 26 days
Options outstanding, aggregate intrinsic value	$ 103,691,060	$ 47,607,209	$ 25,064,799	$ 29,503,551
Options granted (in shares)	0	0	2,975,000
Options granted, weighted average exercise price (in dollars per share)	$ 0	$ 0	$ 7
Options exercised (in shares)	(151,813)	(246,156)	(142,409)
Options exercised, weighted average exercise price (in dollars per share)	$ 6.02	$ 6.08	$ 4.1
Options forfeited (in shares)	(75,000)	(192,500)	(164,443)
Options forfeited, weighted average exercise price (in dollars per share)	$ 13.25	$ 11.3	$ 7.84
Options expired (in shares)	0	0	0
Options expired, weighted average exercise price (in dollars per share)	$ 0	$ 0	$ 0
Options expired, weighted average exercise price (in dollars per share)	$ 0	$ 0	$ 0
Options outstanding (in shares)	4,470,216	4,697,029	5,135,685	2,467,537
Options outstanding, weighted average exercise price (in dollars per share)	$ 6.9	$ 6.98	$ 7.1	$ 7.06
Options exercisable (in shares)	3,147,293
Options exercisable, weighted average exercise price (in dollars per share)	$ 6.77
Options exercisable, weighted average remaining contractual term (Year)	3 years 3 months 14 days
Options exercisable, aggregate intrinsic value	$ 73,417,302

Note 8 - Leases - Schedule of Lease Liability Maturity (Details) - USD ($)
$ in Thousands

Dec. 31, 2024

Dec. 31, 2023

$ 2,100

2,080

1,913

1,827

1,827

2,888

12,635

(3,345)

Present value of lease liabilities(*)

$ 9,290

^[1]

$ 10,677

[1]

As our leases do not provide an implicit rate, we use our incremental borrowing rate based on the information available at commencement date and considering the term of the lease to determine the present value of lease payments. We used the incremental borrowing rate of 10.25% on February 28, 2019, for operating leases that commenced prior to that date through December 31, 2021. We used an incremental borrowing rate of 5.65% for the NC lease.

Note 11 - Related Party Transactions (Details Textual) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Costs and Expenses, Related Party	$ 1.3	$ 0.9	$ 1.3

Note 2 - Revenue

12 Months Ended

Dec. 31, 2024

Revenue from Contract with Customer [Text Block]

NOTE 2 - REVENUE

As discussed in Note 1, revenues are recognized under guidance within ASC 606. The following table presents our disaggregated revenue for the periods presented (in thousands):

(in thousands)	Year ended December 31,
	2024		2023		2022
Total product revenue, net	$	313,728		92,005		2,633
License Revenue		152		140,153		152
Milestone Revenue		12,500		-		-
Royalty Revenue		801		-		-
Other Revenue		1,823		1,504		-
Total Revenue	$	329,004	$	233,662	$	2,785

Product revenue, net

The following table presents our disaggregated revenue by product and geography for the periods presented:

(in thousands)		*Year ended December 31,*
		*2024*		*2023*		*2022*
BRIUMVI
	U.S.	$	310,023	$	88,786	$	-
	International		3,705		3,219		-
	Worldwide	$	313,728	$	92,005	$	-
UKONIQ
	U.S.	$	-	$	-	$	2,633
	International		-		-		-
	Worldwide	$	-	$	-	$	2,633
Total product revenue, net
	U.S.	$	310,023	$	88,786	$	2,633
	International		3,705		3,219		-
	Worldwide	$	313,728	$	92,005	$	2,633

We began shipping BRIUMVI to our U.S. customers in January 2023. We also began shipping BRIUMVI to our ex-U.S. licensing partner, Neuraxpharm, in November 2023. UKONIQ was voluntarily withdrawn from the U.S. market effective May 31, 2022.

As of December 31, 2024 and 2023, approximately $32.0 million and $9.2 million, respectively, of gross-to-net accruals entirely related to U.S. sales of BRIUMVI have been recorded as a reduction of accounts receivable, net and within accounts payable and accrued expenses on the consolidated balance sheets.

License Agreements

Neuraxpharm Commercialization Agreement

On July 28, 2023, the Company entered into the Commercialization Agreement with Neuraxpharm. The Company granted Neuraxpharm the exclusive right to commercialize BRIUMVI in certain territories outside the United States, Canada, and Mexico, the commercialization rights for which had been previously retained by the Company, and excluding certain Asian countries subject to previously existing partnerships (the Territory). In addition, the Company will perform certain development and regulatory activities for Neuraxpharm to support its obligations under the Commercialization Agreement to secure and maintain the regulatory approvals required to sell BRIUMVI in the Territory. As part of the overall arrangement, the Company has agreed to supply BRIUMVI to Neuraxpharm throughout the term of the Commercialization Agreement.

In consideration for entering the Commercialization Agreement, the Company received a non-refundable upfront payment of $140.0 million. The Company will also receive tiered double-digit royalties up to 30% on net product sales in the Territory and is eligible to receive sales-based or other milestone payments totaling up to $505.0 million.

The Company evaluated the Commercialization Agreement under ASC 606 and concluded that Neuraxpharm represents a customer in the transaction. In accordance with this guidance, the Company identified the following commitments under the arrangement: (i) grant the exclusive right to develop, sell, offer to sell and import BRIUMVI in the Territory (the “License”); and (ii) perform certain development and regulatory activities (“Development and Regulatory Activities”).

The License to the Company’s intellectual property represents a distinct performance obligation, therefore, the $140.0 million non-refundable upfront payment related to this performance obligation was recognized as License Revenue in 2023.

The Development and Regulatory Activities also represent a distinct performance obligation and are satisfied over time because Neuraxpharm simultaneously receives and consumes the benefits provided by the Company’s performance of the services. Therefore, revenue is recognized as the activities are completed by the Company. During 2024 the Company recognized Other Revenue of $1.8 million related to the Development and Regulatory Activities.

The arrangement also provides Neuraxpharm with the right to make optional purchases of BRIUMVI (the “Supply of Licensed Product”). These optional purchases are accounted for as a separate contract when the right to purchase BRIUMVI is exercised. The consideration for optional purchases of BRIUMVI by Neuraxpharm approximates the price that a customer in the Territory would be willing to pay for these goods.

The performance obligation related to the Supply of Licensed Product is satisfied when control of the product passes to Neuraxpharm. The consideration received from Neuraxpharm for the supply of BRIUMVI is recognized by the Company as a component of product revenue, net. As of December 31, 2024, the Company has an unconditional right to receive $1.5 million in consideration from Neuraxpharm related to the performance obligation to supply BRIUMVI, which is recorded as accounts receivable, net. A portion of the performance obligation to supply BRIUMVI has not yet been satisfied, therefore, as of December 31, 2024, $23.5 million has been recorded as deferred revenue. During 2024 the Company recognized $3.7 million in BRIUMVI product sales, net related to performance obligations that were satisfied during the year ended December 31, 2024. The Company will reevaluate the consideration received, and performance obligations satisfied at the end of each reporting period. Such reevaluations may result in a change to the amount of product revenue, net, recognized and deferred revenue.

The remaining forms of consideration are variable because they are dependent on the achievement of sales-based or other milestones. The Company evaluated the constraint on variable consideration and concluded that the milestone payments are highly dependent on factors outside of the Company’s control. Therefore, at contract inception, the milestones are not included in the transaction price as it is not probable that a significant reversal of revenue would not occur. Sales-based milestones will be recognized as revenue in the period when the related sales threshold is met. All other milestones will be recognized as revenue immediately in the period the achievement of the underlying milestone is probable. In 2024, the Company received a $12.5 million milestone payment for the first key market commercial launch of BRIUMVI in the EU. Any consideration related to sales-based royalties will be recognized when the related sales occur. For the period ended December 31, 2024, the Company recognized royalty revenue of $0.8 million.

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

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Note 12 - Commitments and Contingencies

12 Months Ended

Dec. 31, 2024

Commitments and Contingencies Disclosure [Text Block]

NOTE 12 – COMMITMENTS AND CONTINGENCIES

Purchase Commitments

We contract with various third parties to conduct certain activities including clinical operations and contract manufacturing, and for the clinical and commercial supply of BRIUMVI. Certain contracts contain non-cancellable features or require us to make binding forecasts for future purchases. As of December 31, 2024 the Company had aggregate non-cancelable purchase commitments of $214.7 million, of which $64.2 million, $74.4 million and $76.1 million are expected to be incurred in the years 2025, 2026 and 2027, respectively. These amounts do not represent the Company's entire anticipated purchases in the future as the amounts of such obligations are dependent on the timing of future orders, and the terms of the agreement, which we believe at this time cannot be reasonably estimated.

Loan Payable

See Note 7 – for a detail description of our loan agreement.

Leases

See Note 8 - for a detailed description of our lease arrangements in New York, New Jersey and North Carolina.

Consolidated Statements of Stockholders' Equity (Parentheticals) $ in Millions	12 Months Ended
	Dec. 31, 2023 USD ($)
At the Market Offerings [Member]
Offering costs	$ 0.8

Note 3 - Investment Securities (Tables)

12 Months Ended

Dec. 31, 2024

Debt Securities, Held-to-Maturity [Table Text Block]

	*December 31, 2024*
	*Amortized*		*Gross*		*Gross*
	*cost, as*		*unrealized*		*unrealized*		*Estimated*
(in thousands)	*adjusted*		*holding gains*		*holding losses*		*fair value*
Short-term investments:
Obligations of domestic governmental agencies (maturing between January 2025 and December 2025) (held-to-maturity)	$	131,106	$	64	$	—	$	131,170
Total short-term investment securities	$	131,106	$	64	$	—	$	131,170

	*December 31, 2023*
	*Amortized*		*Gross*		*Gross*
	*cost, as*		*unrealized*		*unrealized*		*Estimated*
	*adjusted*		*holding gains*		*holding losses*		*fair value*
Short-term investments:
Obligations of domestic governmental agencies (maturing between January 2023 and December 2023) (held-to-maturity)	$	124,575	$	30	$	53	$	124,552
Total short-term and long-term investment securities	$	124,575	$	30	$	53	$	124,552

Tabular disclosure of information about investment in debt security measured at amortized cost (held-to-maturity).

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Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands	At the Market Offerings [Member] Common Stock [Member]	At the Market Offerings [Member] Additional Paid-in Capital [Member]	At the Market Offerings [Member] Treasury Stock, Common [Member]	At the Market Offerings [Member] Retained Earnings [Member]	At the Market Offerings [Member]	Common Stock [Member]	Additional Paid-in Capital [Member]	Treasury Stock, Common [Member]	Retained Earnings [Member]	Total
Balance (in shares) at Dec. 31, 2021						143,292,043		41,309
Balance at Dec. 31, 2021						$ 143	$ 1,578,681	$ (234)	$ (1,341,437)	$ 237,153
Issuance of common stock in connection with exercise of options (in shares)						142,409		0		142,409
Issuance of common stock in connection with exercise of options							584	$ 0	0	$ 584
Issuance of restricted stock (in shares)						5,179,201		0
Issuance of restricted stock						$ 5	(5)	$ 0	0	0
Forfeiture of restricted stock (in shares)						(2,186,956)		0
Forfeiture of restricted stock						$ (2)
Forfeiture of restricted stock							2	$ 0	0	0
Compensation in respect of restricted stock granted to employees, directors and consultants						0	44,662	0	0	44,662
Net income (loss)						$ 0	0	$ 0	(223,812)	(223,812)
Forfeiture of restricted stock (in shares)						2,186,956		(0)
Balance (in shares) at Dec. 31, 2022						146,426,697		41,309
Balance at Dec. 31, 2022						$ 146	1,623,924	$ (234)	(1,565,249)	$ 58,587
Issuance of common stock in connection with exercise of options (in shares)						246,156		0		246,156
Issuance of common stock in connection with exercise of options							1,534	$ 0	0	$ 1,534
Issuance of restricted stock (in shares)						3,620,237		0
Issuance of restricted stock						$ 4	(4)	$ 0	0	0
Forfeiture of restricted stock (in shares)						(213,192)		0
Forfeiture of restricted stock										0
Compensation in respect of restricted stock granted to employees, directors and consultants						$ 0	40,818	$ 0	0	40,818
Net income (loss)						0	0	0	12,672	12,672
Warrants issued with debt financing							595			595
Forfeiture of restricted stock (in shares)						213,192		0
Issuance of common stock (in shares)	1,385,700		0
Issuance of common stock	$ 1	$ 46,295	$ 0	$ 0	$ 46,296
Balance (in shares) at Dec. 31, 2023						151,465,598		41,309
Balance at Dec. 31, 2023						$ 151	1,713,162	$ (234)	(1,552,577)	$ 160,502
Issuance of common stock in connection with exercise of options (in shares)						151,813		0		151,813
Issuance of common stock in connection with exercise of options							914	$ 0	0	$ 914
Issuance of restricted stock (in shares)						4,751,729		0
Issuance of restricted stock						$ 5	(5)	$ 0	0	0
Forfeiture of restricted stock (in shares)						(294,773)		0
Forfeiture of restricted stock										0
Compensation in respect of restricted stock granted to employees, directors and consultants						$ 0	46,325	$ 0	0	46,325
Net income (loss)						$ 0	0	$ 0	23,383	23,383
Forfeiture of restricted stock (in shares)						294,773		(0)
Issuance of common stock in connection with cashless exercise of warrants (in shares)						129,792		0
Issuance of common stock in connection with cashless exercise of warrants								$ 0	0	$ 0
Repurchase of common stock (in shares)						0		326,594		326,594
Repurchase of common stock						$ 0	0	$ (8,760)	0	$ (8,760)
Balance (in shares) at Dec. 31, 2024						156,204,159		367,903
Balance at Dec. 31, 2024						$ 156	$ 1,760,396	$ (8,994)	$ (1,529,194)	$ 222,364

Note 8 - Leases

12 Months Ended

Dec. 31, 2024

Lessee, Operating Leases [Text Block]

NOTE 8– LEASES

In October 2014, we entered into an agreement (the Office Agreement) with Fortress Biotech, Inc. (FBIO) to occupy approximately 45% of the 24,000 square feet of New York City office space leased by FBIO. The Office Agreement requires us to pay our respective share of the average annual rent and other costs of the 15-year lease. We approximate an average annual rental obligation of $1.8 million under the Office Agreement. We began to occupy this new space in April 2016, with rental payments beginning in the third quarter of 2016. At January 1, 2019, we recognized a lease liability and corresponding right-of-use (ROU) asset of $9.5 million and $8.1 million, respectively, based on the present value of the remaining lease payments for all of our leased office spaces, the majority of which is comprised of our New York City office space. The present values of our lease liability and corresponding ROU asset are $9.3 million and $7.2 million, respectively, as of December 31, 2024. Our leases have remaining lease terms of approximately one month to 7 years. One lease has a renewal option to extend the lease for an additional term of five years.

Also, in connection with this lease, in October 2014 we pledged $0.6 million to secure a line of credit as a security deposit for the Office Agreement, which has been recorded as restricted cash in the accompanying consolidated balance sheets. Additional collateral of $0.6 million was pledged in April 2018 to increase the letter of credit for the office space.

In October 2019, we finalized a five-year lease for office space in New Jersey (the NJ Lease). We averaged annual rental obligation of $0.3 million under the NJ Lease. The NJ Lease expires on January 30, 2025 and will not be renewed.

In October 2021, we finalized a five-year lease for office space in North Carolina (the NC Lease). We approximate an average annual rental obligation of $0.2 million under the NC Lease. We took possession of this space in February 2022, with rental payments beginning in April 2022.

Operating lease cost was $2.3 million, $2.2 million and $2.7 million for the years ended December 31, 2024, 2023 and 2022, respectively.

As of December 31, 2024, the weighted-average remaining operating lease term was 5.4 years and the weighted-average discount rate for operating leases was 10/04%. Cash paid for amounts included in the measurement of operating lease liabilities during the year ended December 31, 2024 was $2.4 million.

The balance sheet classification of lease liabilities was as follows:

	*December 31,*		*December 31,*
(in thousands)	*2024*		*2023*
Liabilities
Lease liability current portion	$	1,157	$	1,446
Lease liability non-current		8,133		9,231
Total lease liability	$	9,290	$	10,677

As of December 31, 2024, the maturities of lease liabilities were as follows:

	*Operating*
	*leases*
2025	$	2,100
2026		2,080
2027		1,913
2028		1,827
2029		1,827
After 2029		2,888
Total lease payments		12,635
Less: interest		(3,345	)
Present value of lease liabilities(*)	$	9,290

(*) As our leases do not provide an implicit rate, we use our incremental borrowing rate based on the information available at commencement date and considering the term of the lease to determine the present value of lease payments. We used the incremental borrowing rate of 10.25% on February 28, 2019, for leases that commenced prior to that date through December 31, 2021. We used an incremental borrowing rate of 5.65% for the NC lease.

Note 9 - Income Taxes - Schedule of Effective Income Tax Rate Reconciliation (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Income (loss) before income taxes, as reported in the consolidated statements of operations	$ 25,594	$ 13,062	$ (223,812)
Computed “expected” tax benefit	5,375	2,743	(47,000)
State and local taxes	780	(700)	(8,457)
Research and development credits	(4,637)	(3,402)	(6,366)
Officer Compensation Limitation	2,164	(740)	20,580
Provision-to-return	11,733	(9,235)	60
Prior period state tax benefit	(3,508)	0	0
Other	646	245	358
Stock options	(1,602)	(10,616)	7,908
Change in state tax rates	(4,970)	4,141	0
Change in the balance of the valuation allowance for deferred tax assets	(3,770)	17,954	32,917
Income Tax Expense (Benefit)	$ 2,211	$ 390	$ 0

Note 5 - Fair Value Measurements (Details Textual) $ / shares in Units, $ in Thousands		1 Months Ended
	Jan. 07, 2024 USD ($) $ / shares shares	Mar. 31, 2010 USD ($) $ / shares
Manhattan and Ariston Pharmaceuticals Merger [Member]
Notes Issued		$ 15,500
Debt Instrument, Term (Year)		5 years
Debt Instrument, Interest Rate, Stated Percentage		5.00%
Debt Instrument, Convertible, Conversion Price (in dollars per share) \| $ / shares		$ 1,125
Precision BioSciences, Inc. [Member] \| Reverse Stock Split [Member]
Stockholders' Equity Note, Stock Split, Conversion Ratio	30
Precision BioSciences, Inc. [Member]
Investment Purchased Balance Shares (in shares) \| shares	2,920,816
Investment Purchased Balance Price Per Share (in dollars per share) \| $ / shares	$ 0.77
Precision License Agreement [Member]
License Agreement, Amount Paid Upfront	$ 7,500
License Agreement, Amount Paid Upfront, Cash	5,250
License Agreement, Amount Paid Upfront, Equity Investment	2,250
License Agreement, Deferred Payment	$ 2,500
License Agreement, Payment, Percentage of Weighted Average Share Price	200.00%
License Agreement, Share Price, Trading Days (Day)	30 days
License Agreement, Milestone Stock Payment	$ 2,300

Note 5 - Fair Value Measurements - Schedule of Fair Value Measurements (Details) - USD ($) $ in Thousands	Dec. 31, 2024	Dec. 31, 2023
Equity Securities, FV-NI	$ 371
Total Assets	371
Forward Contract Liabilities	3,129
5% Notes	661	$ 357
Total	3,790	357
Fair Value, Inputs, Level 1 [Member]
Equity Securities, FV-NI	371
Total Assets	371
Forward Contract Liabilities	0
5% Notes	0	0
Total	0	0
Fair Value, Inputs, Level 2 [Member]
Equity Securities, FV-NI	0
Total Assets	0
Forward Contract Liabilities	3,129
5% Notes	0	0
Total	3,129	0
Fair Value, Inputs, Level 3 [Member]
Equity Securities, FV-NI	0
Total Assets	0
Forward Contract Liabilities	0
5% Notes	661	357
Total	$ 661	$ 357

Amount of investment in equity security measured at fair value with change in fair value recognized in net income (FV-NI).

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Document And Entity Information - USD ($)	12 Months Ended
Document And Entity Information - USD ($)	Dec. 31, 2024	Feb. 25, 2025	Jun. 30, 2024
Document Information [Line Items]
Entity Central Index Key	0001001316
Entity Registrant Name	TG THERAPEUTICS, INC.
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Document Fiscal Period Focus	FY
Document Fiscal Year Focus	2024
Document Type	10-K
Document Annual Report	true
Document Period End Date	Dec. 31, 2024
Document Transition Report	false
Entity File Number	1-32639
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	36-3898269
Entity Address, Address Line One	3020 Carrington Mill Blvd, Suite 475
Entity Address, City or Town	Morrisville
Entity Address, State or Province	NC
Entity Address, Postal Zip Code	27560
City Area Code	212
Local Phone Number	554-4484
Title of 12(b) Security	Common Stock, par value $0.001
Trading Symbol	TGTX
Security Exchange Name	NASDAQ
Entity Well-known Seasoned Issuer	Yes
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
ICFR Auditor Attestation Flag	true
Document Financial Statement Error Correction [Flag]	false
Entity Shell Company	false
Entity Public Float			$ 2,500,000,000
Entity Common Stock, Shares Outstanding		157,070,575
Auditor Name	KPMG LLP
Auditor Location	New York, NY
Auditor Firm ID	185

Note 2 - Revenue (Tables)

12 Months Ended

Dec. 31, 2024

Disaggregation of Revenue [Table Text Block]

(in thousands)	Year ended December 31,
	2024		2023		2022
Total product revenue, net	$	313,728		92,005		2,633
License Revenue		152		140,153		152
Milestone Revenue		12,500		-		-
Royalty Revenue		801		-		-
Other Revenue		1,823		1,504		-
Total Revenue	$	329,004	$	233,662	$	2,785

Disaggregation of Revenue by Product and Geography [Table Text Block]

(in thousands)		*Year ended December 31,*
		*2024*		*2023*		*2022*
BRIUMVI
	U.S.	$	310,023	$	88,786	$	-
	International		3,705		3,219		-
	Worldwide	$	313,728	$	92,005	$	-
UKONIQ
	U.S.	$	-	$	-	$	2,633
	International		-		-		-
	Worldwide	$	-	$	-	$	2,633
Total product revenue, net
	U.S.	$	310,023	$	88,786	$	2,633
	International		3,705		3,219		-
	Worldwide	$	313,728	$	92,005	$	2,633

Note 3 - Investment Securities - Schedule of Investment Securities (Details) - USD ($) $ in Thousands	Dec. 31, 2024	Dec. 31, 2023
Amortized cost, as adjusted	$ 131,106	$ 124,575
Gross unrealized holding gains	64	30
Gross unrealized holding losses	0	53
Estimated fair value	131,170	124,552
US Government Agencies Debt Securities [Member]
Amortized cost, as adjusted	131,106	124,575
Gross unrealized holding gains	64	30
Gross unrealized holding losses	0	53
Estimated fair value	$ 131,170	$ 124,552

Note 10 - License Agreements (Details Textual) - USD ($) $ in Thousands		1 Months Ended	12 Months Ended
	Jul. 28, 2023	Dec. 31, 2012	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022	Jan. 31, 2018	Jan. 31, 2012
Income Tax Expense (Benefit)			$ 2,211	$ 390	$ 0
L F B License Agreement [Member]
License And Collaboration Agreement, Expenses Incurred			31,000
Accounts Payable			0
L F B License Agreement [Member] \| License Agreement Terms [Member]
Finite-Lived Intangible Asset, Useful Life (Year)							15 years
Royalty Expense			30,700
Accrued Royalties			10,300
Sublicense Agreement With Ildong Pharmaceutical Co [Member]
Upfront Fee Received From Sub License		$ 2,000
Income Tax Expense (Benefit)		300
License Revenue			200	200	$ 200
Deferred Revenue			200	300
Additional Amount Receivable on Achievement of Pre-specified Milestones		$ 5,000
Sublicense Agreement With Ildong Pharmaceutical Co [Member] \| License Agreement Terms [Member]
Finite-Lived Intangible Asset, Useful Life (Year)		15 years
Commercialization Agreement With Neuraxpharm [Member]
Additional Amount Receivable on Achievement of Pre-specified Milestones	$ 480,000
License and Collaboration Agreements, One-time, Non-refundable Payment	140,000			$ 140,000
Additional Payments Upon Key Market Commercial Launch	$ 12,500
Royalty Percentage on Net Product Sales	30.00%
Agreement Buyback Period (Year)	2 years
Commercialization Agreement With Neuraxpharm [Member] \| Royalty [Member]
Revenues			$ 800
TG 1701 [Member]
Additional Amount Payable on Achievement of Pre-specified Milestones						$ 350,000

Note 6 - Stockholders' Equity - Schedule of Warrants (Details)	Dec. 31, 2024
Measurement Input, Exercise Price [Member] \| Amended Term Loan Warrants [Member]
Warrant, measurement input	14.7
Measurement Input, Exercise Price [Member] \| Warrants to Purchase Common Stock, Amended Loan Agreement [Member]
Warrant, measurement input	17.95
Measurement Input, Share Price [Member] \| Amended Term Loan Warrants [Member]
Warrant, measurement input	15.04
Measurement Input, Share Price [Member] \| Warrants to Purchase Common Stock, Amended Loan Agreement [Member]
Warrant, measurement input	19.35
Measurement Input, Price Volatility [Member] \| Amended Term Loan Warrants [Member]
Warrant, measurement input	0.0088
Measurement Input, Price Volatility [Member] \| Warrants to Purchase Common Stock, Amended Loan Agreement [Member]
Warrant, measurement input	1.844
Measurement Input, Risk Free Interest Rate [Member] \| Amended Term Loan Warrants [Member]
Warrant, measurement input	0.036
Measurement Input, Risk Free Interest Rate [Member] \| Warrants to Purchase Common Stock, Amended Loan Agreement [Member]
Warrant, measurement input	0.014
Measurement Input, Expected Dividend Rate [Member] \| Amended Term Loan Warrants [Member]
Warrant, measurement input	0
Measurement Input, Expected Dividend Rate [Member] \| Warrants to Purchase Common Stock, Amended Loan Agreement [Member]
Warrant, measurement input	0
Measurement Input, Expected Term [Member] \| Amended Term Loan Warrants [Member]
Warrant, measurement input	7
Measurement Input, Expected Term [Member] \| Warrants to Purchase Common Stock, Amended Loan Agreement [Member]
Warrant, measurement input	7

Note 7 - Loan Payable (Tables)

12 Months Ended

Dec. 31, 2024

Schedule of Debt [Table Text Block]

	*December 31,*		*December 31,*
(in thousands)	*2024*		*2023*
Loan payable	$	—	$	95,000
Add: Accreted Liability of final payment fee		—		10,230
		—		105,230
Less: unamortized debt issuance costs				(5,112	)
		—		100,118
Less: principal payments		—		—
Total loan payable		—		100,118
Less: current portion		—		—
Loan payable non-current	$	—	$	100,118

	The Initial Term Loan
	December 31,
(in thousands)	2024
Loan payable	$	250,000
Add: Accreted Liability of final payment fee		—
		250,000
Less: unamortized debt issuance costs		(5,571	)
		244,429
Less: principal payments		—
Total loan payable		244,429
Less: current portion		—
Loan payable non-current	$	244,429

Note 2 - Revenue (Details Textual) - USD ($) $ in Millions		12 Months Ended
Note 2 - Revenue (Details Textual) - USD ($) $ in Millions	Jul. 28, 2023	Dec. 31, 2024	Dec. 31, 2023
Briumvi Ublituximab [Member] \| Product [Member]
Gross Net Accruals		$ 32.0	$ 9.2
Product Sales, Net Related to Performance Obligations		3.7
Milestone Payments		12.5
Briumvi Ublituximab [Member] \| Royalty [Member]
Revenue from Contract with Customer, Including Assessed Tax		0.8
Commercialization Agreement With Neuraxpharm [Member]
License and Collaboration Agreements, One-time, Non-refundable Payment	$ 140.0		$ 140.0
Royalty Percentage on Net Product Sales	30.00%
Revenue from Contract with Customer, Including Assessed Tax		1.8
Consideration Receivable, Performance Obligation		1.5
Contract with Customer, Asset, after Allowance for Credit Loss		$ 23.5
Commercialization Agreement With Neuraxpharm [Member] \| Maximum [Member]
Qualified Sales-based Milestone Revenue	$ 505.0

Insider Trading Arrangements	12 Months Ended
Insider Trading Arrangements	Dec. 31, 2024
Insider Trading Arr Line Items
Rule 10b5-1 Arrangement Adopted [Flag]	false
Non-Rule 10b5-1 Arrangement Adopted [Flag]	false
Rule 10b5-1 Arrangement Terminated [Flag]	false
Non-Rule 10b5-1 Arrangement Terminated [Flag]	false

Note 1 - Organization and Summary of Significant Accounting Policies - Schedule of Potentially Dilutive Securities (Details) - shares	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Potentially dilutive securities excluded from calculation (in shares)	15,000,958	13,169,240	12,650,658
Unvested Restricted Stock [Member]
Potentially dilutive securities excluded from calculation (in shares)	10,343,555	8,139,037	7,232,254
Share-Based Payment Arrangement, Option [Member]
Potentially dilutive securities excluded from calculation (in shares)	4,470,216	4,697,029	5,135,685
Warrant [Member]
Potentially dilutive securities excluded from calculation (in shares)	165,214	312,272	262,100
Convertible Debt Securities [Member]
Potentially dilutive securities excluded from calculation (in shares)	21,973	20,902	20,619

Note 9 - Income Taxes

12 Months Ended

Dec. 31, 2024

Income Tax Disclosure [Text Block]

NOTE 9 – INCOME TAXES

We account for income taxes under the asset and liability method. Deferred tax assets and liabilities are determined based on differences between the financial reporting and tax basis of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. A valuation allowance is established when necessary to reduce deferred tax assets to the amount expected to be realized. In determining the need for a valuation allowance, management reviews both positive and negative evidence, including current and historical results of operations, future income projections and the overall prospects of our business. Based upon management's assessment of all available evidence, we believe that it is more-likely-than-not that the deferred tax assets will not be realizable, and therefore, a valuation allowance has been established. The valuation allowance for deferred tax assets was approximately $414.6 million and $418.3 million as of December 31, 2024 and 2023, respectively.

The Tax Cuts and Jobs Act of 2017 (“TCJA”) included changes to the treatment of research and development expenses under IRC Section 174. Formerly, a company could deduct research and development expenses under IRC Section 174 as incurred. Effective for tax years beginning after December 31, 2021, research and development expenses under IRC Section 174 are required to be capitalized, with an amortization period of 5 years for costs incurred in the US and 15 years for costs incurred in a non-US jurisdiction. The Company incurred approximately $78.9 million and $61.8 million of US research and development costs and approximately $6.2 million and $13.9 million of non-US research and development costs that were capitalized during the years ended December 31, 2024 and 2023, respectively.

The Inflation Reduction Act of 2022 (“IRA”) was enacted on August 16, 2022. The IRA provided for a Corporate Alternative Minimum Tax (“Corp AMT”), applicable to tax years beginning after December 31, 2022. The Corp AMT will impose a 15% tax on companies with adjusted financial statement income of over $1 billion for U.S. based organizations. At this time, it is not anticipated that the Corp AMT will be applicable for the Company.

As of December 31, 2024, we have U.S. net operating loss carryforwards of approximately $2.0 billion and research and development credit carryforwards (“R&D credits”) of approximately $50.7 million. For income tax purposes, these NOLs and R&D credits will expire in various amounts through 2045. NOLs generated after 2017 do not expire. The Tax Reform Act of 1986 contains provisions which limit the ability to utilize net operating loss carryforwards and R&D credit carryforwards in the case of certain events including significant changes in ownership interests. The exchange transaction with TG Bio may have resulted in a “change in ownership” as defined by IRC Section 382 of the Internal Revenue Code of 1986, as amended. Additionally, stock issuance activities may have resulted in a “change in ownership” as defined by IRC Section 382 of the Internal Revenue Code of 1986, as amended. Accordingly, a substantial portion of the Company’s NOLs above may be subject to annual limitations in reducing any future year’s taxable income, and a substantial portion of the R&D Credit carryforwards may be subject to annual limitations in reducing any future year’s tax.

The tax effects of temporary differences that give rise to significant portions of the deferred tax assets and deferred tax liabilities at December 31, 2024 and 2023 are presented below.

(in thousands)	*2024*			*2023*
Deferred tax assets:
Net operating loss carryforwards	$294,046			$316,962
Research and development credit	50,693			45,806
Noncash compensation	12,267			12,275
Disallowed interest	—			3,328
Capitalized R&D Expenses	49,681			36,613
Other	7,927			3,333
Deferred tax asset, excluding valuation allowance		414,614			418,317

Less valuation allowance	(414,614		)	(418,317		)
Net deferred tax assets	$	—		$	—

There was approximately $2.2 million of current income tax expense for the year ended December 31, 2024. Income tax expense differed from amounts computed by applying the US federal income tax rate of 21% for the years ending December 31, 2024, 2023 and 2022, to pretax income (loss) as follows:

	*For the year ended December 31,*
(in thousands)	*2024*			*2023*			*2022*

Income (loss) before income taxes, as reported in the consolidated statements of operations	$	25,594		$	13,062		$	(223,812	)

Computed “expected” tax benefit	$	5,375		$	2,743		$	(47,000	)

Increase (decrease) in income taxes resulting from:
State and local taxes		780			(700	)		(8,457	)
Research and development credits		(4,637	)		(3,402	)		(6,366	)
Officer Compensation Limitation		2,164			(740	)		20,580
Provision-to-return		11,733			(9,235	)		60
Prior period state tax benefit		(3,508	)		—			—
Other		646			245			358
Stock options		(1,602	)		(10,616	)		7,908
Change in state tax rates		(4,970	)		4,141			—
Change in the balance of the valuation allowance for deferred tax assets		(3,770	)		17,954			32,917
	$	2,211		$	390		$	—

We file income tax returns in the U.S Federal and various state and local jurisdictions. With certain exceptions, the Company is no longer subject to U.S. Federal and state income tax examinations by tax authorities for years prior to 2021. However, NOLs and tax credits generated from those prior years could still be adjusted upon audit.

The Company would recognize interest and penalties, if any, to uncertain tax position in income tax expense in the statement of operations. There was no accrual for interest and penalties related to uncertain tax positions for 2024. We do not believe that there will be a material change in our unrecognized tax positions over the next twelve months. All of the unrecognized tax benefits, if recognized, would be offset by the valuation allowance.

The entire disclosure for income tax.

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Note 10 - License Agreements

12 Months Ended

Dec. 31, 2024

License Agreement Disclosure [Text Block]

NOTE 10 – LICENSE AGREEMENTS

BRIUMVI (Ublituximab)

In January 2012, we entered into an exclusive license agreement with LFB Biotechnologies, GTC Biotherapeutics and LFB/GTC LLC, all wholly-owned subsidiaries of LFB Group, relating to the development of ublituximab (the LFB License Agreement). Under the terms of the LFB License Agreement, we have acquired the exclusive worldwide rights (exclusive of France/Belgium) for the development and commercialization of ublituximab. For the period ended December 31, 2024, we have incurred expenses of approximately $31.0 million related to the achievement of certain milestones of the LFB License Agreement. These expenses are included in other research and development expenses in the accompanying consolidated statements of operations. As of December 31, 2024, we had approximately zero recorded in accounts payable related to the LFB License Agreement.

The license will terminate on a country-by-country basis upon the expiration of the last licensed patent right or 15 years after the first commercial sale of a product in such country, unless the agreement is earlier terminated (i) by LFB if the Company challenges any of the licensed patent rights, (ii) by either party due to a breach of the agreement, or (iii) by either party in the event of the insolvency of the other party. During the year ended December 31, 2024, the Company recorded $30.7 million related to the worldwide royalty due under the LFB License Agreement in cost of revenue based on U.S. sales of BRIUMVI and as of December 31, 2024, approximately $10.3 million in royalties were payable under the LFB License Agreement.

In November 2012, we entered into an exclusive (within the territory) sublicense agreement with Ildong Pharmaceutical Co. Ltd. (Ildong) relating to the development and commercialization of ublituximab in South Korea and Southeast Asia. Under the terms of the sublicense agreement, Ildong has been granted a royalty bearing, exclusive right, including the right to grant sublicenses, to develop and commercialize ublituximab in South Korea, Taiwan, Singapore, Indonesia, Malaysia, Thailand, Philippines, Vietnam, and Myanmar.

An upfront payment of $2.0 million, which was received in December 2012, net of $0.3 million of income tax withholdings, is being recognized as license revenue on a straight-line basis over the life of the agreement, which is through the expiration of the last licensed patent right or 15 years after the first commercial sale of a product in such country, unless the agreement is earlier terminated, and represents the estimated period over which we will have certain ongoing responsibilities under the sublicense agreement. We recorded license revenue of approximately $0.2 million for each of the years ended December 31, 2024, 2023 and 2022, and at December 31, 2024 and 2023, have deferred revenue of approximately $0.2 million and $0.3 million, respectively, associated with this $2 million payment.

We may receive up to an additional $5.0 million in payments upon the achievement of pre-specified milestones. In addition, upon commercialization, Ildong will make royalty payments to us on net sales of ublituximab in the sublicense territory.

In July 2023, the Company entered into the Commercialization Agreement with Neuraxpharm. The Company granted Neuraxpharm the exclusive right to commercialize BRIUMVI in certain territories outside the United States, Canada, and Mexico, the commercialization rights for which had been previously retained by the Company, thus, and excluding certain Asian countries subject to previously existing partnerships. Under the terms of the Commercialization Agreement, the Company received a one-time, non-refundable payment of $140.0 million upon contract execution (please refer to Note 2 – Revenue). The Company received a $12.5 million milestone payment in 2024 upon the first key market commercial launch in the EU and is eligible to receive up to an additional $480.0 million in milestone-based payments on achievement of certain launch and commercial milestones. In addition, TG will receive tiered double-digit royalties on net product sales up to 30%. Royalty revenue of $0.8 million was recognized during the year ended December 31, 2024. In the event of a change of control of the Company (as defined in the Commercialization Agreement), the Company retains an option to buy back all rights under the Commercialization Agreement for a period of two years thereafter.

TG-1701: BTK

In January 2018, we entered into a global exclusive license agreement with Jiangsu Hengrui, to acquire worldwide intellectual property rights, excluding Asia but including Japan, and for the research, development, manufacturing, and commercialization of products containing or comprising of any of Hengrui’s Bruton’s Tyrosine Kinase inhibitors containing the compounds of either TG-1701 (SHR1459 or EBI1459) or TG1702 (SHR1266 or EBI1266). Hengrui is eligible to receive milestone payments totaling approximately $350 million upon and subject to the achievement of certain milestones. Various provisions allow for payments in conjunction with the agreement to be made in cash or our common stock, while others limit the form of payment. Royalty payments in the low double digits are due on net sales of licensed products and revenue from sublicenses.

Significant Accounting Policies (Policies)

12 Months Ended

Dec. 31, 2024

Accounting Policies [Abstract]

Liquidity and Capital Resources Policy [Policy Text Block]

LIQUIDITY AND CAPITAL RESOURCES

Historically, we have incurred operating losses since our inception; however, during the years ended December 31, 2024, and December 31, 2023 the Company generated net income. During the years ended December 31, 2023, the Company experienced a net profit due to a $140.0 million non-refundable upfront payment recognized as license revenue in the third quarter of 2023 as part of our Commercialization Agreement with Neuraxpharm (see Note 2 for more information). While we have recently generated net income, we have incurred significant operating losses since our inception, and we may incur losses in the future. As of December 31, 2024, we have an accumulated deficit of $1.5 billion.

Our major sources of cash have been proceeds from private placements and public offerings of equity securities, from our loan and security agreements, the upfront payment from the Commercialization Agreement (see Note 2 for more information), and from product revenue from drug sales of BRIUMVI. Substantially all our operating losses have resulted from costs incurred in connection with our research and development programs and from selling, general and administrative costs associated with our operations, including our commercialization activities. For the year ended December 31, 2024, we generated $313.7 million in product revenue from drug sales of BRIUMVI. BRIUMVI first became commercially available in the United States in January of 2023. We also began shipping BRIUMVI to our ex-U.S. licensing partner, Neuraxpharm, in November 2023. Even with the commercialization of BRIUMVI and the possible future commercialization of our other drug candidates, we may not realize continued profitability. Our ability to achieve continued profitability depends on our ability to generate revenue and many other factors, including our ability to successfully commercialize our drug candidates alone or in partnership; successfully complete any post-approval regulatory obligations; and our ability to maintain or obtain regulatory approval for our drug candidates. We may incur operating losses even now that we are generating revenues from BRIUMVI.

As of December 31, 2024, we had $311.0 million in cash and cash equivalents, and short-term investment securities. We anticipate that our cash, cash equivalents, and investment securities as of December 31, 2024, combined with projected revenues associated with the sale of BRIUMVI in the U.S. and ex-U.S., will provide sufficient liquidity for more than a twelve-month period from the date of filing this Annual Report on Form 10-K. The actual amount of cash that we will need to operate is subject to many factors, including, but not limited to, our commercialization efforts for BRIUMVI and the timing, design and conduct of clinical trials for our drug candidates as well as the costs associated with licensing or otherwise acquiring new product candidates. We may be dependent upon significant future financing to provide the cash necessary to execute our ongoing and future operations, including the commercialization of any of our drug candidates.

Our common stock is quoted on the Nasdaq Capital Market and trades under the symbol “TGTX.”

New Accounting Pronouncements, Policy [Policy Text Block]

RECENTLY ISSUED ACCOUNTING STANDARDS

Management does not believe that any recently issued, but not yet effective, accounting pronouncements, if currently adopted, would have a material effect on the Company’s financial statements.

Use of Estimates, Policy [Policy Text Block]

USE OF ESTIMATES

The preparation of financial statements in conformity with U.S. generally accepted accounting principles (GAAP) requires management to make estimates and judgments that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the applicable reporting period. On an ongoing basis, we evaluate our estimates and judgments, including those related to revenue, accrued clinical trial expenses and stock-based compensation. Actual results could differ from those estimates. Such differences could be material to the financial statements.

Cash and Cash Equivalents, Policy [Policy Text Block]

CASH AND CASH EQUIVALENTS

We treat liquid investments with original maturities of less than three months when purchased as cash and cash equivalents.

Cash and Cash Equivalents, Restricted Cash and Cash Equivalents, Policy [Policy Text Block]

RESTRICTED CASH

We record cash pledged or held in trust as restricted cash. As of December 31, 2024 and 2023, we have approximately $1.3 million of restricted cash pledged to secure a line of credit as a security deposit for an Office Agreement (see Note 7).

Investment, Policy [Policy Text Block]

INVESTMENT SECURITIES

Investment securities at December 31, 2024 and 2023 consist of short-term government securities. We classify these securities as held-to-maturity. Held-to-maturity securities are those securities in which we have the ability and intent to hold the security until maturity. Held-to-maturity securities are recorded at amortized cost, adjusted for the amortization or accretion of premiums or discounts. Premiums and discounts are amortized or accreted over the life of the related held-to-maturity security as an adjustment to yield using the effective interest method.

A decline in the market value of any investment security below cost that is deemed to be other than temporary, results in a reduction in the carrying amount to fair value. The impairment is charged to operations and a new cost basis for the security is established. Other-than-temporary impairment charges are included in interest and other income (expense), net. Dividend and interest income are recognized when earned.

Our equity securities consist of common stock of Precision BioSciences, Inc. (Precision). Equity securities are recognized at their fair value in accordance with ASC 321, Investments – Equity Securities. Forward contracts to purchase equity securities that do not qualify as derivatives under ASC 815 are accounted for in accordance with ASC 321. These forward contracts are recorded at fair value at the balance sheet date. See Note 5 for further details.

Concentration Risk, Credit Risk, Policy [Policy Text Block]

CREDIT RISK

Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash and cash equivalents and short-term investments. The Company maintains its cash and cash equivalents and short-term investments with high-credit quality financial institutions. At times, such amounts may exceed federally-insured limits.

Revenue [Policy Text Block]

REVENUE RECOGNITION

Pursuant to Topic 606, we recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which we expect to be entitled in exchange for those goods or services. To achieve this core principle, Topic 606 includes provisions within a five-step model that includes i) identifying the contract with a customer, ii) identifying the performance obligations in the contract, iii) determining the transaction price, iv) allocating the transaction price to the performance obligations, and v) recognizing revenue when, or as, an entity satisfies a performance obligation.

At contract inception, we assess the goods or services promised within each contract and assess whether each promised good or service is distinct and determine those that are performance obligations. We then recognize as revenue the amount of the transaction price that is allocated to the respective performance obligation when the performance obligation is satisfied.

Product Revenue, Net – The Company recognizes product revenues, net of variable consideration related to certain allowances and accruals, when the customer takes control of the product, which is typically upon delivery to the customer. Product revenue is recorded at the net sales price, or transaction price. The Company records product revenue reserves, which are classified as a reduction in product revenues, to account for the components of variable consideration. Variable consideration includes the following components, which are described below: chargebacks, government rebates, trade discounts and allowances, commercial payer rebates, product returns, and co-payment assistance.

These reserves are based on estimates of the amounts earned or to be claimed on the related sales and are classified as reductions of accounts receivable (if the amount is expected to be settled with a credit against the Company's customer account) or a liability (if the amount is expected to be settled with a cash payment). The Company's estimates of reserves established for variable consideration are calculated based upon a consistent application of the expected value method, which is the sum of probability-weighted amounts in a range of possible consideration amounts. These estimates reflect the Company's current contractual requirements, customer channel mix, changes to product price, government pricing calculations and industry data. The amount of variable consideration that is included in the transaction price may be subject to constraint and is included in net product revenues only to the extent that it is probable that a significant reversal in the amount of the cumulative revenue recognized will not occur in a future period. Actual amounts of consideration received may ultimately differ from the Company's estimates. If actual results vary, the Company adjusts these estimates, which could have an effect on earnings in the period of adjustment.

Chargebacks: Chargebacks for discounts represent the Company’s estimated obligations resulting from contractual commitments to sell product to qualified healthcare providers and government agencies at prices lower than the list prices charged to the customers who directly purchase the product from the Company. The customers charge the Company for the difference between what the customers pay the Company for the product and the customers’ ultimate contractually committed or government required lower selling price to the qualified healthcare providers.

Government Rebates: Government rebates consist of Medicare, Tricare, and Medicaid rebates. These reserves are recorded in the same period the related revenue is recognized. For Medicare, the Company also estimates the number of patients in the prescription drug coverage gap for whom it will owe a rebate under the Medicare Part D program.

Trade Discounts and Allowances: The Company provides its customers with discounts that are explicitly stated in the contracts and are recorded in the period the related product revenue is recognized. In addition, the Company also receives sales order management, inventory management, and data services from its customers in exchange for certain fees.

Commercial Payer Rebates: The Company contracts with various private payer organizations, primarily insurance companies and pharmacy benefit managers, for the payment of rebates with respect to utilization of our product and contracted formulary status. The Company estimates these rebates and records such estimates in the same period the related revenue is recognized, resulting in a reduction of product revenue and the establishment of a current liability.

Product Returns: Consistent with industry practice, the Company generally offers customers a limited right of return for product that has been purchased from the Company. The Company estimates the amount of its product sales that may be returned by its customers and records this estimate in the period the related product revenue is recognized. The Company currently estimates product return liabilities based on data from similar products and other qualitative considerations, such as visibility into the inventory remaining in the distribution channel.

Subject to certain limitations, the Company’s return policy allows for eligible returns of commercial products sold for credit under the following circumstances:

●	receipt of damaged product;

●	shipment errors that were a result of an error by the Company;

●	expired product that is returned during the period beginning three months prior to the product’s expiration and ending six months after the expiration date;

●	product subject to a recall; and

●	product that the Company, at its sole discretion, has specified can be returned for credit.

As of December 31, 2024, the Company has $0.1 million in returns related to sales of BRIUMVI.

Co-Payment Assistance Programs: Co-payment assistance is provided to qualified patients with commercial insurance, whereby the Company may provide financial assistance to patients with prescription drug co-payments required by the patient's insurance provider. Reserves for co-payment assistance are recorded in the same period the related revenue is recognized.

License Agreements –

The Company generates revenue from license or similar agreements with pharmaceutical companies for the development and commercialization of certain products. Such agreements may include the transfer of intellectual property rights in the form of licenses. Payments made by the customer may include non-refundable upfront fees, payments based upon the achievement of defined milestones, and royalties on sales of products.

Licenses of intellectual property: If a license to the Company’s intellectual property is determined to be distinct from the other performance obligations identified in the arrangement, the Company recognizes the transaction price allocated to the license as revenue upon transfer of control of the license. All other promised goods or services in the agreement are evaluated to determine if they are distinct. If they are not distinct, they are combined with other promised goods or services to create a bundle of promised goods or services that is distinct.

Milestone payments: Contingent milestones at contract inception are estimated at the amount which is not probable of a material reversal and included in the transaction price using the most likely amount method. Milestone payments that are not within the Company's control, such as regulatory approvals, are not considered probable of being achieved until those approvals are received and therefore the variable consideration is constrained. The transaction price is then allocated to each performance obligation on a relative stand-alone selling price basis, for which the Company recognizes revenue as or when the performance obligations under the contract are satisfied. At the end of each reporting period, the Company re-evaluates the probability of achieving development or sales-based milestone payments that may not be subject to a material reversal and, if necessary, adjust the estimate of the overall transaction price. Any such adjustments are recorded on a cumulative catch-up basis, which would affect license and other revenue, as well as earnings, in the period of adjustment.

Sales-based royalties: For arrangements that include sales-based royalties and a license of intellectual property that is deemed to be the predominant item to which the royalties relate, revenue is recognized at the later of when the related sales occur or when the performance obligation to which some or all of the royalties have been allocated has been satisfied (or partially satisfied).

Optional Purchases: The Company’s arrangements may provide the licensee the right to make optional purchases of the licensed product. These optional purchases are accounted for as separate contracts when the licensee determines that it will make such a purchase, unless the option conveys a material right.

Other Revenue

Revenue is also generated from service-based fees recognized for providing regulatory support and development services to customers. Service fee revenue is recognized overtime as the services are transferred to the customer.

DEFERRED PRODUCT REVENUE

When consideration is received, or such consideration is unconditionally due, from a customer prior to the Company completing its performance obligation to the customer under the terms of a contract, a contract liability is recorded as deferred revenue. Deferred revenues expected to be recognized as revenue within the 12 months following the balance sheet date are classified as current liabilities. Deferred revenues not expected to be recognized as revenue within the 12 months following the balance sheet date are classified as long-term liabilities.

Receivable [Policy Text Block]

ACCOUNTS RECEIVABLE

In general, accounts receivable consists of amounts due from customers, net of customer allowances for cash discounts, product returns and chargebacks. Our contracts with customers have standard payment terms. We analyze accounts that are past due for collectability, and regularly evaluate the creditworthiness of our customers so that we can properly assess and respond to changes in their credit profiles. As of December 31, 2024, we determined an allowance for expected credit losses related to outstanding accounts receivable was currently not required based upon our review of contractual payment terms and individual customer circumstances.

Cost of Goods and Service [Policy Text Block]

COST OF REVENUE

Cost of revenue consists primarily of third-party manufacturing costs, distribution, overhead and royalties owed to our licensing partner for BRIUMVI sales. Cost of revenue may also include costs related to excess or obsolete inventory adjustment charges, abnormal costs, unabsorbed manufacturing and overhead costs, and manufacturing variances. Based on our policy to expense costs associated with the manufacture of our products prior to regulatory approval, a portion of the costs of producing BRIUMVI sold to date was expensed as research and development prior to FDA approval of BRIUMVI and therefore it is not reflected in the cost of revenue. Our cost of revenue also relates to providing regulatory support & development services to customers.

Inventory, Policy [Policy Text Block]

INVENTORY

Inventories are stated at the lower of cost or estimated net realizable value with cost based on the first-in-first-out method (FIFO). We classify inventory costs as long-term, in other assets in our consolidated balance sheets, when we expect to utilize the inventory beyond our normal operating cycle. Prior to regulatory approval, we expense costs relating to the production of inventory as research and development expense in the period incurred. Following regulatory approval, costs to manufacture those approved products will be capitalized. Inventory that can be used in either the production of clinical or commercial products is expensed as research and development costs when identified for use in clinical trials.

Prior to the approval of BRIUMVI, all manufacturing and other potential costs related to the commercial launch of BRIUMVI were expensed to research and development expense in the period incurred.

Research and Development Expense, Policy [Policy Text Block]

RESEARCH AND DEVELOPMENT COSTS

Generally, research and development costs are expensed as incurred. Research and development expenses consist primarily of costs incurred to third-party service providers for the conduct of research, preclinical and clinical studies, contract manufacturing costs, license milestone fees, personnel costs for our research and development employees, consulting, and other related expenses. We recognize research, preclinical and clinical study expenses based on services performed, pursuant to contracts with third-party research and development organizations that conduct and manage research, preclinical and clinical activities on our behalf. We accrue these expenses based on the progress or stage of completion of services and the contracted fees to be paid for such services. If the actual timing of the performance of services or the level of effort varies from the original accrual, we will adjust the accrual accordingly. With respect to clinical trial costs, the financial terms of these agreements are subject to an initial negotiation and vary from contract to contract. Payments under these contracts may be uneven and depend on factors such as the achievement of certain events, the successful recruitment of patients, the completion of portions of the clinical trial or similar conditions. As such, certain expense accruals related to clinical site costs are recognized based on the degree of performance of the event or events specified in the specific clinical study or trial contract.

Income Tax, Policy [Policy Text Block]

INCOME TAXES

Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases, operating losses and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in operations in the period that includes the enactment date. If the likelihood of realizing the deferred tax assets or liability is less than “more likely than not,” a valuation allowance is then created.

We, and our subsidiaries, file income tax returns in the U.S. federal jurisdiction and in various states. We have tax net operating loss carryforwards that are subject to examination for a number of years beyond the year in which they were generated for tax purposes. Since a portion of these net operating loss carryforwards may be utilized in the future, many of these net operating loss carryforwards will remain subject to examination. We recognize interest and penalties related to uncertain income tax positions in income tax expense. Refer to Note 9 for further information.

Share-Based Payment Arrangement [Policy Text Block]

STOCK-BASED COMPENSATION

Stock-based compensation costs related to equity awards granted to employees and non-employees are measured at the date of grant based on the fair value of the award. We estimate the grant date fair value of options, and the resulting stock-based compensation expense, using the Black-Scholes option-pricing model. Equity awards with market conditions are valued using advanced option-pricing models, such as a Monte Carlo simulation. The effect of a market condition is reflected in the award’s fair value on the grant date. For time-based or performance-based restricted stock, the fair value is based on the market value of our common stock on the date of grant.

Stock-based compensation expense for time-based restricted stock and options is recognized on a straight-line basis over the requisite service period. Stock-based compensation expense for awards that vest upon the achievement of milestones is recognized over the requisite service period when the achievement of such milestones becomes probable. Stock-based compensation expense for an award that has a market condition is recognized over the requisite service period, which is derived from the valuation model, even if the market condition is never satisfied. We recognize all stock-based payments to employees and non-employee directors (as compensation for service) as noncash compensation expense in the consolidated financial statements. Forfeitures are recognized as they occur.

Stockholders' Equity, Policy [Policy Text Block]

SHARES REPURCHASE

The Company repurchases shares through open market purchases, privately-negotiated transactions, block purchases or otherwise in accordance with applicable federal securities laws, including Rule 10b-18 of the Securities Exchange Act of 1934, as amended (the Exchange Act). We account for shares repurchased under the treasury accounting method (ASC 505-30). We recognize the amount paid to repurchase the shares as a reduction of stockholders’ equity and include treasury stock on a separate line item in the equity section of our consolidated balance sheet. Treasury stock is excluded from shares outstanding.

Earnings Per Share, Policy [Policy Text Block]

NET INCOME (LOSS) PER COMMON SHARE

Basic net income (loss) per share of our common stock is calculated by dividing net income (loss) applicable to the common stock by the weighted-average number of our common stock outstanding for the period. Diluted net income (loss) per share of common stock includes the effect, if any, from the potential exercise or conversion of securities, such as warrants, stock options, and restricted stock, which would result in the issuance of incremental shares of common stock. The impact of these items is anti-dilutive during periods of net loss, therefore, basic and diluted net loss per share were the same for the year ended December 31, 2022 in the consolidated statement of operations as a result of the Company’s net loss during the year ended December 31, 2022. During the years ended December 31, 2024 and December 31, 2023, the Company had net income and as such presents the dilutive effect of potential common shares in the computation of basic and diluted earnings per share in the table below.

The following table summarizes our potentially dilutive securities at December 31, 2024, 2023 and 2022:

	*December 31,*
	*2024*		*2023*		*2022*
Unvested restricted stock		10,343,555		8,139,037		7,232,254
Options		4,470,216		4,697,029		5,135,685
Warrants		165,214		312,272		262,100
Shares issuable upon note conversion		21,973		20,902		20,619
Total		15,000,958		13,169,240		12,650,658

The computation of basic and diluted earnings per share (EPS) is as follows:

	*Year ended*
	*December 31,*
(in thousands, except share and per share data)	*2024*		*2023*		*2022*
Net income (loss)		23,383		12,672		(223,812	)
Weighted-average common shares outstanding		145,317,418		141,955,112		135,411,258
Dilutive effect of potential common shares		15,018,633		6,553,353		-
Weighted-average common shares outstanding assuming dilution		160,336,051		148,508,465		135,411,258

Net income (loss) per share - basic		0.16		0.09		(1.65	)
Net income (loss) per share - diluted		0.15		0.09		(1.65	)

Impairment or Disposal of Long-Lived Assets, Including Intangible Assets, Policy [Policy Text Block]

LONG-LIVED ASSETS AND GOODWILL

Long-lived assets are reviewed for potential impairment when circumstances indicate that the carrying value of long-lived tangible and intangible assets with finite lives may not be recoverable. Management’s policy in determining whether an impairment indicator exists, a triggering event, comprises measurable operating performance criteria as well as qualitative measures. If an analysis is necessitated by the occurrence of a triggering event, we make certain assumptions in determining the impairment amount. If the carrying amount of an asset exceeds its estimated future cash flows, an impairment charge is recognized.

Goodwill results from excess consideration in a business combination over the fair value of identifiable net assets acquired. Goodwill is not amortized but is reviewed for impairment at least annually, or more frequently if impairment indicators are present, by first assessing qualitative factors to determine whether it is more likely than not that the fair value is less than its carrying amount. If we conclude it is more likely than not that the fair value is less than the carrying amount, a quantitative test that compares the fair value to its carrying value is performed to determine the amount of any impairment.

Lessee, Leases [Policy Text Block]

LEASES

All leases with a lease term greater than 12 months, regardless of lease type classification, are recorded as an obligation on the balance sheet with a corresponding right-of-use asset. Operating leases are reflected as lease liabilities on the commencement date of the lease based on the present value of the lease payments to be made over the lease term. Current operating lease liabilities are reflected in lease liabilities – current portion and noncurrent operating lease liabilities are reflected in lease liabilities – non-current on the consolidated balance sheet. Right-of-use assets are valued at the initial measurement of the lease liability, plus any initial direct costs or rent prepayments, minus lease incentives and any deferred lease payments. Operating lease assets are recorded to right of use assets on the consolidated balance sheet and lease cost is recognized on a straight-line basis. Leases with an initial term of 12 months or less are not recorded on the balance sheet and we recognize lease expense for these leases on a straight-line basis over the term of the lease. In determining whether a contract contains a lease, asset and service agreements are assessed at onset and upon modification for criteria of specifically identified assets, control and economic benefit.

Segment Reporting, Policy [Policy Text Block]

SEGMENT REPORTING

Operating segments are defined as components of an enterprise that engage in business activities from which it may recognize revenues and incur expenses, and for which discrete financial information is available that is evaluated regularly by the chief operating decision maker (“CODM”) to allocate resources and assess performance.

The Company operates in one reportable segment, B-cell mediated disease therapy, which includes all activities related to the development and commercialization of novel treatments, including BRIUMVI, to address unmet medical needs and improve the lives of patients. The determination of a single reportable segment is consistent with the consolidated financial information regularly provided to the Company’s chief operating decision maker (CODM), which is its chief executive officer, who reviews and evaluates consolidated net income (loss) for purposes of assessing performance, making operating decisions, allocating resources and planning and forecasting for future periods. The measure of segment assets is reported on the balance sheet as total assets.

Error Corrections [Policy Text Block]

IMMATERIAL CORRECTIONS OF PRIOR PERIOD FINANCIAL STATEMENTS

Note 6 - Stockholders' Equity

12 Months Ended

Dec. 31, 2024

Shareholders' Equity and Share-Based Payments [Text Block]

NOTE 6 – STOCKHOLDERS’ EQUITY

Equity Incentive Plans

The TG Therapeutics, Inc. Amended and Restated 2012 Incentive Plan (the 2012 Incentive Plan) was approved by stockholders in June 2020. As of December 31, 2024, 3,803,752 shares of restricted stock and 2,202,716 options were outstanding, and no additional shares were available to be issued under the 2012 Incentive Plan.

The TG Therapeutics, Inc. 2022 Incentive Plan (the 2022 Incentive Plan) was approved by stockholders in June 2022 with 17,000,000 shares available to be issued. As of December 31, 2024, 8,039,834 shares of restricted stock and 2,267,500 options were outstanding, and up to an additional 4,238,185 shares were available to be issued under the 2022 Incentive Plan.

During July of 2024, the Company identified an error related to the expense recognition of a single restricted stock award granted in 2021. The impact of the error was an understatement of non-cash compensation expense (SG&A) in the years ended December 31, 2022, and 2021 and a corresponding understatement of additional paid in capital (APIC). The Company has concluded the error did not result in a material misstatement of the Company’s previously issued consolidated financial statements. The cumulative impact of the error has been corrected as an immaterial correction of the December 31, 2023 consolidated balance sheet by increasing accumulated deficit and APIC by approximately $38.2 million. In addition, the consolidated statement of operations for the year ended December 31, 2022 has been revised to reflect the immaterial correction by increasing noncash compensation (selling, general and administrative) by $25.5 million and basic and diluted net loss per common share increased from ($1.46) to ($1.65).

Total stock-based compensation expense included in the consolidated statements of operations was $42.5 million, $37.9 million and $44.6 million during the years ended December 31, 2024, 2023 and 2022, respectively. The $42.5 million and $37.9 million are net of $3.8 million and $2.9 million of stock-based compensation expense that was capitalized into inventory during the year ended December 31, 2024 and 2023, respectively.

Restricted Stock

Certain employees, directors and consultants have been awarded restricted stock. The vesting terms associated with restricted stock may include service, performance, or market conditions. The following table summarizes restricted share activity for the years ended December 31, 2024, 2023 and 2022:

				*Weighted-average*
				*grant date fair*
	*Number of shares*			*value*
Outstanding at January 1, 2022		12,032,040			18.67
Granted		5,179,201			12.75
Vested		(6,291,999	)		11.28
Forfeited		(2,186,956	)		22.44
Outstanding at December 31, 2022		8,732,286			16.12
Granted		3,620,237			13.77
Vested		(2,500,263	)		11.98
Forfeited		(213,192	)		12.14
Outstanding at December 31, 2023		9,639,068			17.05
Granted		4,751,729			18.27
Vested		(2,252,438	)		14.78
Forfeited		(294,773	)		13.49
Outstanding at December 31, 2024		11,843,586		$	18.22

Total compensation expense associated with restricted stock grants was $40.1 million, $34.1 million and $41.3 million during the years ended December 31, 2024, 2023 and 2022, respectively. As of December 31, 2024, there was approximately $36.0 million of total unrecognized compensation expense related to unvested time-based restricted stock, which is expected to be recognized over a weighted-average period of 2.8 years. This amount does not include, as of December 31, 2024, 1,160,000 shares of restricted stock outstanding which are milestone-based and vest upon certain corporate milestones, and 3,067,678 shares of restricted stock that vest based on market conditions. Milestone-based noncash compensation expense will be measured and recorded if and when a milestone becomes probable. Equity awards with market conditions are valued using advanced option-pricing models, such as a Monte Carlo simulation. The effect of a market condition is reflected in the award’s fair value on the grant date. Stock-based compensation expense for an award that has a market condition is recognized over the requisite service period derived from the award valuation on the grant date, even if the market condition is never satisfied. As of December 31, 2024, there was approximately $22.0 million of total unrecognized compensation expense related to unvested milestone-based restricted stock. As of December 31, 2024, there was approximately $29.1 million of total unrecognized compensation expense related to restricted stock with market conditions, which is expected to be recognized over a weighted-average period of 3.5 years.

Stock Options

The estimated fair value of the options granted in the years ended December 31, 2024, 2023 and 2022 was determined utilizing the Black-Scholes option-pricing model at the date of grant. The following table summarizes stock option activity for the years ended December 31, 2024, 2023 and 2022:

						*Weighted-*
						*average*
				*Weighted-*		*contractual*
	*Number of*			*average*		*term*		*Aggregate*
	*shares*			*exercise price*		*(in years)*		*intrinsic value*

Outstanding at January 1, 2022		2,467,537			7.06		6.99	$	29,503,551
Granted		2,975,000		$	7
Exercised		(142,409	)		4.10
Forfeited		(164,443	)		7.84
Expired		—			—
Outstanding at December 31, 2022		5,135,685		$	7.10		5.09	$	25,064,799
Granted		—			—
Exercised		(246,156	)		6.08
Forfeited		(192,500	)		11.30
Expired		—			—
Outstanding at December 31, 2023		4,697,029		$	6.98		4.10	$	47,607,209
Granted		—			—
Exercised		(151,813	)		6.02
Forfeited		(75,000	)		13.25
Expired		—			—
Outstanding at December 31, 2024		4,470,216			6.90		3.08	$	103,691,060

Exercisable at December 31, 2024		3,147,293			6.77		3.29	$	73,417,302

Total expense associated with stock options was approximately $2.5 million, $3.9 million and $3.3 million during the years ended December 31, 2024, 2023 and 2022, respectively. As of December 31, 2024, there was approximately $1.6 million of total unrecognized compensation cost related to unvested time-based stock options, which is expected to be recognized over a weighted-average period of 1.58 years. As of December 31, 2024, the stock options outstanding include options granted to both employees and non-employees which are both time-based and milestone-based. Stock-based compensation for milestone-based options will be recorded if and when a milestone becomes probable. We did not recognize stock-based compensation expense during the year ended December 31, 2024 for these stock options.

The fair value of the Company’s option awards granted in each of the following years were estimated using the assumptions below:

Year Ended

December 31, 2024

December 31, 2023

December 31, 2022

Volatility

N/A

88.37 - 89.67

Expected term (in years)

N/A

3.13 - 4.0

Risk-free rate

N/A

2.99 - 3.35

Expected dividend yield

N/A

—

Warrants

The Company’s only outstanding warrants are warrants issued to Hercules as part of the prior loan agreements to purchase 115,042 and 50,172 shares of our common stock with exercise prices of $17.95 and $14.70, respectively. During the year ended December 31, 2024, Hercules exercised a portion of their outstanding warrants from a prior loan agreement to purchase 147,058 shares via cashless exercise. The First Amendment (as defined below) also contains warrant coverage of 2.95% of each advance amount funded. A warrant was issued by the Company to Hercules to purchase 50,172 shares of common stock with an exercise price of $14.70 (the First Amendment Warrant). The First Amendment Warrant shall be exercisable for seven years from the date of issuance. Hercules may exercise the First Amendment Warrant either by (a) cash or check or (b) through a net issuance conversion. There will not be any ongoing stock compensation expense associated with these warrants.

The Company estimated the fair value of the Warrant using the Black-Scholes model based on the following key assumptions:

	Amended Term Loan			The Amended Loan Agreement
Exercise price	$	14.70		$	17.95
Common share price on date of issuance	$	15.04		$	19.35
Volatility		0.88	%		184.4	%
Risk-free interest rate		3.6	%		1.4	%
Expected dividend yield		—	%		—	%
Contractual term (in years)		7.00			7.00

Preferred Stock

Our amended and restated certificate of incorporation authorizes the issuance of up to 10,000,000 shares of preferred stock, $0.001 par value, with rights senior to those of our common stock, issuable in one or more series. Upon issuance, we can determine the rights, preferences, privileges and restrictions thereof. These rights, preferences and privileges could include dividend rights, conversion rights, voting rights, terms of redemption, liquidation preferences, sinking fund terms and the number of shares constituting any series or the designation of such series, any or all of which may be greater than the rights of common stock.

Stockholder Rights Plan

On July 18, 2014, we adopted a stockholder rights plan. The stockholder rights plan is embodied in the Stockholder Protection Rights Agreement dated as of July 18, 2014 (the Rights Agreement), between us and American Stock Transfer & Trust Company, LLC, as rights agent (the Rights Agent). The rights under the Rights Agreement expired at the close of business on July 18, 2024.

Common Stock

Our amended and restated certificate of incorporation authorizes the issuance of up to 190,000,000 shares of $0.001 par value common stock.

On September 2, 2022, we filed an automatic “shelf registration” statement on Form S-3 (the 2022 WKSI Shelf) as a “well-known seasoned issuer” as defined in Rule 405 under the Securities Act, which registered an unlimited and indeterminate amount of debt or equity securities for future issuance and sale. The 2022 WKSI Shelf was declared effective in September 2022. In connection with the 2022 WKSI Shelf, we entered into an At-the-Market Issuance Sales Agreement (the 2022 ATM) with Cantor Fitzgerald & Co. and B. Riley Securities, Inc. (each a 2022 Agent and collectively, the 2022 Agents), relating to the sale of shares of our common stock. Under the 2022 ATM, we will pay the 2022 Agents a commission rate of up to 3.0% of the gross proceeds from the sale of any shares of common stock.

During the year ended December 31, 2023, we sold a total of 1,385,700 shares of common stock under the 2022 ATM for aggregate total gross proceeds of approximately $47.1 million at an average selling price of $34.01 per share, resulting in net proceeds of approximately $46.3 million after deducting commissions and other transactions costs. We had no activity on the 2022 ATM during the year ended December 31, 2024. The 2022 WKSI Shelf is currently our only active shelf-registration statement. We may offer any combination of the securities registered under the 2022 WKSI Shelf from time to time in response to market conditions or other circumstances if we believe such a plan of financing is in the best interests of our stockholders. We may need to file additional shelf-registration statements in the future to provide us with the flexibility to raise additional capital to finance our operations as needed.

Share Repurchase Program and Treasury Stock

On August 2, 2024, the Company announced that its Board of Directors (the Board) had authorized and approved a share repurchase program for up to $100 million of the currently outstanding shares of the Company’s common stock. Under the share repurchase program, the Company intends to repurchase shares through open market purchases, privately-negotiated transactions, block purchases or other methods in accordance with applicable federal securities laws, including Rule 10b-18 of the Securities Exchange Act of 1934, as amended (the Exchange Act). For the year ended December 31, 2024, the Company repurchased 326,594 shares of common stock at a cost of $8.8 million. As of December 31, 2024, 367,903 shares of common stock are being held in Treasury, at a cost of approximately $9.0 million, representing the fair market value on the date the shares were surrendered to the Company, mainly as part of our share repurchase program.

Note 7 - Loan Payable (Details Textual) - USD ($) $ / shares in Units, $ in Thousands			3 Months Ended	9 Months Ended	12 Months Ended
	Aug. 02, 2024	Mar. 31, 2023	Sep. 30, 2024	Sep. 30, 2024	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022	Mar. 30, 2023
Gain (Loss) on Extinguishment of Debt					$ (4,607)	$ (0)	$ (0)
Amortization of Debt Issuance Costs					1,995	$ 2,378	1,844
The First Amendment Warrant [Member]
Warrant Coverage Percentage		2.95%
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares)		50,172
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share)		$ 14.7				$ 17.95
Class of Warrant or Right, Term (Year)		7 years				7 years
The First Amendment Term Loan [Member]
Debt Instrument, Tranche 3A		$ 25,000
Debt Instrument, Tranche 3, Remaining Balance		20,000
Debt Instrument, Tranche 3B		10,000
Debt Instrument, Tranche 4		60,000						$ 65,000
Debt Instrument, Tranche 5		$ 25,000
Debt Instrument, Interest Rate, Stated Percentage		8.95%
Paid-in-Kind Interest, Rate		2.25%
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares)						115,042
Debt Instrument, Face Amount					0	$ 95,000
Amortization of Debt Issuance Costs					5,600	$ 2,400	$ 1,800
Debt Instrument, Unamortized Discount (Premium) and Debt Issuance Costs, Net					5,600
The First Amendment Term Loan [Member] \| Prime Rate [Member]
Debt Instrument, Basis Spread on Variable Rate		1.20%
Initial Term Loan [Member]
Debt Instrument, Face Amount	$ 250,000				250,000
Debt Instrument, Uncommitted Additional Borrowing Facility, Principal	$ 100,000
Debt Instrument, Term SOFR, Minimum	1.00%
Debt Instrument, Pricing Grid, Step-down Upon Achievement of Specific Threshold, Percentage	0.25%
Debt Instrument, Periodic Payment	$ 12,500
Gain (Loss) on Extinguishment of Debt			$ (4,600)	$ (4,600)
Debt Issuance Costs, Gross					$ 6,000
Initial Term Loan [Member] \| Fed Funds Effective Rate Overnight Index Swap Rate [Member]
Debt Instrument, Basis Spread on Variable Rate	0.50%
Initial Term Loan [Member] \| Secured Overnight Financing Rate (SOFR) [Member]
Debt Instrument, Basis Spread on Variable Rate	1.00%
Debt Instrument, Pricing Grid, Percentage for Borrowing	5.50%
Initial Term Loan [Member] \| Base Rate [Member]
Debt Instrument, Pricing Grid, Percentage for Borrowing	4.50%

Note 8 - Leases - Schedule of Classification of Lease Liabilities (Details) - USD ($)
$ in Thousands

Dec. 31, 2024

Dec. 31, 2023

Lease liability current portion

$ 1,157

$ 1,446

Lease liability non-current

8,133

9,231

Total lease liability

$ 9,290

^[1]

$ 10,677

[1]

Note 5 - Fair Value Measurements

12 Months Ended

Dec. 31, 2024

Fair Value Disclosures [Text Block]

NOTE 5 – FAIR VALUE MEASUREMENTS

We measure certain financial assets and liabilities at fair value on a recurring basis in the financial statements. The fair value hierarchy ranks the quality and reliability of inputs, or assumptions, used in the determination of fair value and requires financial assets and liabilities carried at fair value to be classified and disclosed in one of the following three categories:

●

Level 1 – quoted prices in active markets for identical assets and liabilities;

●

Level 2 – inputs other than Level 1 quoted prices that are directly or indirectly observable; and

●

Level 3 – unobservable inputs that are not corroborated by market data.

Equity Investments and Forward Contract Liabilities

On January 7, 2024, (the Precision Effective Date) the Company and its wholly-owned subsidiary, TG Cell Therapy, Inc., (TG Cell) entered into a License Agreement (the Precision License Agreement) with Precision, pursuant to which Precision granted the Company certain exclusive and non-exclusive license rights to develop, manufacture, and commercialize Precision’s allogeneic CAR T therapy azercabtagene zapreleucel (azer-cel) for the treatment of autoimmune and other non-oncology diseases and conditions.

Pursuant to the Precision License Agreement, the Company made an upfront payment to Precision of $7.5 million, consisting of (i) $5.25 million in cash and (ii) $2.25 million (the Upfront Precision Stock Payment), as an equity investment, for the purchase of 2,920,816 shares of Precision’s common stock at a price of $0.77 per share. The Company paid a premium for the shares which was recorded in research and development expense as part of the cost of the Precision License Agreement. Precision subsequently had a 30-to-1 reverse stock split in February 2024. The shares purchased with the Upfront Precision Stock Payment are classified as an equity investment and are recognized at fair market value as of December 31, 2024.

Within 12 months following the Precision Effective Date, the Company will make a one-time payment to Precision equal to $2.5 million (the Deferred Precision Stock Payment). Upon receipt of such payment, Precision shall issue to the Company the number of shares of Precision common stock (the Precision Shares) (rounded down to the nearest whole share) obtained by dividing the Deferred Precision Stock Payment by 200% of the weighted average share price of the Precision common stock (the Precision Share Price) for the thirty (30) trading days preceding the date on which Precision receives the payment. The Deferred Precision Stock Payment was recorded to research and development License Fees as part of the cost of the Precision License Agreement, and is classified as a forward contract liability recognized at fair market value in Other Current Liabilities as of December 31, 2024, in accordance with ASC 321.

Upon the achievement of a clinical and regulatory milestone event (Milestone Event 1), the Company will make a one-time payment to Precision equal to $2.3 million (the Milestone 1 Precision Stock Payment). Upon receipt of such payment, Precision shall issue to the Company the Precision Shares (rounded down to the nearest whole share) obtained by dividing the Milestone 1 Precision Stock Payment by 200% of the weighted average share price of the Precision common stock (the Precision Share Price) for the thirty (30) trading days preceding the achievement of Milestone Event 1. The Milestone 1 Precision Stock Payment was recorded to research and development License Fees as part of the cost of the Precision License Agreement, and is classified as a forward contract liability recognized at fair market value in Other Current Liabilities as of December 31, 2024, in accordance with ASC 321.

5% Notes

At the time of our merger (we were then known as Manhattan Pharmaceuticals, Inc. (Manhattan)) with Ariston Pharmaceuticals, Inc. (Ariston) in March 2010, Ariston issued $15.5 million of five-year 5% notes payable (the 5% Notes) in satisfaction of several note payable issuances. The 5% Notes and accrued and unpaid interest thereon are convertible at the option of the holder into common stock at the conversion price of $1,125 per share. We have no obligations under the 5% Notes aside from the conversion feature.

The Company’s financial instruments include cash, cash equivalents consisting of money market funds, accounts receivable, accounts payable and loan payable. As of December 31, 2024 and December 31, 2023, the fair values of cash and cash equivalents, restricted cash, accounts receivable, and loan and interest payable approximate their carrying value. The carrying value of loan payable on the Company’s balance sheet is estimated to approximate its fair value as the interest rate approximates the market rate for loans with similar terms and risk characteristics.

The following tables provide the fair value measurements of applicable financial assets and liabilities as of December 31, 2024 and 2023:

	*Financial liabilities at fair value as of December 31, 2024*
(in thousands)	*Level 1*		*Level 2*		*Level 3*		*Total*

Equity Investments	$	371	$	—	$	—	$	371
Total Assets		371		—		—		371

Forward Contract Liabilities		—		3,129		—		3,129
5% Notes	$	—	$	—	$	661	$	661
Total	$	—	$	3,129	$	661	$	3,790

	*Financial liabilities at fair value as of December 31, 2023*
	*Level 1*		*Level 2*		*Level 3*		*Total*

5% Notes	$	—	$	—	$	357	$	357
Total	$	—	$	—	$	357	$	357

Our equity investments classified as Level 1 were valued using their respective closing stock price on the Nasdaq Stock Market. We did not experience any transfers of financial instruments between the fair value hierarchy levels during the year ended December 31, 2024. Our forward contract liabilities classified as Level 2 were valued using Precision's closing stock price on the Nasdaq Stock Market. Our Level 3 instrument amounts represent the fair value of the 5% Notes and related accrued interest.

The change in the fair value of the Level 1 assets and Level 2 and Level 3 liabilities is reported in other (income) expense in the accompanying consolidated statements of operations.

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

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Note 4 - Inventory (Tables)

12 Months Ended

Dec. 31, 2024

Schedule of Inventory, Current [Table Text Block]

	*December 31, 2024*		*December 31, 2023*
Raw Materials	$	28,151	$	6,582
Work in Process		68,369		31,242
Finished Goods		13,938		1,999
Total Inventory	$	110,458	$	39,823

Note 5 - Fair Value Measurements (Tables)

12 Months Ended

Dec. 31, 2024

Fair Value, Liabilities Measured on Recurring and Nonrecurring Basis [Table Text Block]

	*Financial liabilities at fair value as of December 31, 2024*
(in thousands)	*Level 1*		*Level 2*		*Level 3*		*Total*

Equity Investments	$	371	$	—	$	—	$	371
Total Assets		371		—		—		371

Forward Contract Liabilities		—		3,129		—		3,129
5% Notes	$	—	$	—	$	661	$	661
Total	$	—	$	3,129	$	661	$	3,790

	*Financial liabilities at fair value as of December 31, 2023*
	*Level 1*		*Level 2*		*Level 3*		*Total*

5% Notes	$	—	$	—	$	357	$	357
Total	$	—	$	—	$	357	$	357

Note 4 - Inventory - Schedule of Inventory (Details) - USD ($) $ in Thousands	Dec. 31, 2024	Dec. 31, 2023
Raw Materials	$ 28,151	$ 6,582
Work in Process	68,369	31,242
Finished Goods	13,938	1,999
Total Inventory	$ 110,458	$ 39,823

Note 4 - Inventory (Details Textual) - Briumvi Ublituximab [Member] $ in Thousands	12 Months Ended
	Dec. 31, 2024 USD ($)
Inventory Valuation Reserves	$ 0
Inventory Write-down	$ 0

Consolidated Balance Sheets - USD ($)
$ in Thousands

Dec. 31, 2024

Dec. 31, 2023

Current assets:

Cash and cash equivalents

$ 179,894

$ 92,933

Short-term investment securities

131,106

124,575

Accounts receivable, net

129,185

51,093

Inventories

110,458

39,823

Other current assets

15,716

9,519

Total current assets

566,359

317,943

Restricted cash

1,298

1,285

Long-term investment securities

808

Right of use assets

7,151

8,050

Other Noncurrent Assets(1)

^[1]

2,074

2,309

Total assets

577,690

329,587

Current liabilities:

Accounts payable and accrued expenses

58,296

38,471

Other current liabilities(1)

^[1]

4,627

1,479

Lease liability – current portion

1,157

1,446

Deferred revenue - current portion(1)

^[1]

11,414

152

Accrued compensation

15,185

12,172

Total current liabilities

90,679

53,720

Deferred revenue, non-current portion

12,085

6,016

Loan payable

244,429

100,118

Lease liability – non-current

8,133

9,231

Total liabilities

355,326

169,085

Commitments and contingencies

Stockholders’ equity:

Common stock, $0.001 par value per share (190,000,000 and 175,000,000 shares authorized, 156,204,159 and 151,465,598 shares issued, 155,836,256 and 151,424,289 shares outstanding at December 31, 2024 and December 31, 2023, respectively

156

151

Additional paid-in capital

1,760,396

1,713,162

Treasury stock, at cost, 367,903 and 41,309 shares at December 31, 2024 and December 31, 2023

(8,994)

(234)

Accumulated deficit

(1,529,194)

(1,552,577)

Total stockholders’ equity

222,364

160,502

Total liabilities and stockholders’ equity

$ 577,690

$ 329,587

[1]	Amounts as of December 31, 2023 have been reclassified to conform to current period presentation.

Note 9 - Income Taxes (Details Textual) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Deferred Tax Assets, Valuation Allowance	$ 414,614	$ 418,317
Income Tax Expense (Benefit)	$ 2,211	$ 390	$ 0
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent	21.00%	21.00%	21.00%
Open Tax Year	2021 2022 2023 2024
Unrecognized Tax Benefits, Income Tax Penalties and Interest Accrued		$ 0
Unrecognized Tax Benefits that Would Impact Effective Tax Rate	$ 0
Domestic Tax Jurisdiction [Member]
Deferred Tax Liabilities, Deferred Expense, Capitalized Research and Development Costs	78,900	61,800
Operating Loss Carryforwards	2,000
Domestic Tax Jurisdiction [Member] \| Research Tax Credit Carryforward [Member]
Tax Credit Carryforward, Amount	50,700
Foreign Tax Jurisdiction [Member]
Deferred Tax Liabilities, Deferred Expense, Capitalized Research and Development Costs	$ 6,200	$ 13,900

Note 6 - Stockholders' Equity (Tables)

12 Months Ended

Dec. 31, 2024

Schedule of Nonvested Restricted Stock Units Activity [Table Text Block]

				*Weighted-average*
				*grant date fair*
	*Number of shares*			*value*
Outstanding at January 1, 2022		12,032,040			18.67
Granted		5,179,201			12.75
Vested		(6,291,999	)		11.28
Forfeited		(2,186,956	)		22.44
Outstanding at December 31, 2022		8,732,286			16.12
Granted		3,620,237			13.77
Vested		(2,500,263	)		11.98
Forfeited		(213,192	)		12.14
Outstanding at December 31, 2023		9,639,068			17.05
Granted		4,751,729			18.27
Vested		(2,252,438	)		14.78
Forfeited		(294,773	)		13.49
Outstanding at December 31, 2024		11,843,586		$	18.22

Share-Based Payment Arrangement, Option, Activity [Table Text Block]

						*Weighted-*
						*average*
				*Weighted-*		*contractual*
	*Number of*			*average*		*term*		*Aggregate*
	*shares*			*exercise price*		*(in years)*		*intrinsic value*

Outstanding at January 1, 2022		2,467,537			7.06		6.99	$	29,503,551
Granted		2,975,000		$	7
Exercised		(142,409	)		4.10
Forfeited		(164,443	)		7.84
Expired		—			—
Outstanding at December 31, 2022		5,135,685		$	7.10		5.09	$	25,064,799
Granted		—			—
Exercised		(246,156	)		6.08
Forfeited		(192,500	)		11.30
Expired		—			—
Outstanding at December 31, 2023		4,697,029		$	6.98		4.10	$	47,607,209
Granted		—			—
Exercised		(151,813	)		6.02
Forfeited		(75,000	)		13.25
Expired		—			—
Outstanding at December 31, 2024		4,470,216			6.90		3.08	$	103,691,060

Exercisable at December 31, 2024		3,147,293			6.77		3.29	$	73,417,302

Schedule of Share-Based Payment Award, Stock Options, Valuation Assumptions [Table Text Block]

Year Ended

December 31, 2024

December 31, 2023

December 31, 2022

Volatility

N/A

88.37 - 89.67

Expected term (in years)

N/A

3.13 - 4.0

Risk-free rate

N/A

2.99 - 3.35

Expected dividend yield

N/A

—

Schedule of Stockholders' Equity Note, Warrants or Rights [Table Text Block]

	Amended Term Loan			The Amended Loan Agreement
Exercise price	$	14.70		$	17.95
Common share price on date of issuance	$	15.04		$	19.35
Volatility		0.88	%		184.4	%
Risk-free interest rate		3.6	%		1.4	%
Expected dividend yield		—	%		—	%
Contractual term (in years)		7.00			7.00

Note 7 - Loan Payable

12 Months Ended

Dec. 31, 2024

Long-Term Debt [Text Block]

NOTE 7– LOAN PAYABLE

On March 31, 2023 (the First Amendment Effective Date), the Company entered into a First Amendment to the Amended and Restated Loan and Security Agreement (the First Amendment) with Hercules Capital, Inc. (Hercules). The First Amendment amended the terms of the Amended and Restated Loan and Security Agreement (Amended Loan Agreement) with Hercules that closed on December 30, 2021. The First Amendment amended the terms of the Amended Loan Agreement to, among other things: (i) issue an advance of $25.0 million drawn at the First Amendment Effective Date (the Tranche 3A Advance), (ii) provide for the formal expiration of Tranche 2, (iii) change the draw amounts and dates available under subsequent tranches, including splitting the remaining balance of Tranche 3 into two additional advances in an aggregate principal amount of up to $20.0 million, in increments of $10.0 million (a Tranche 3B Advance and a Tranche 3C Advance), decreasing the amount available under Tranche 4 from $65.0 million to $60.0 million, and adding a Tranche 5 of $25.0 million, subject to the achievement of revenue related performance milestones, (iv) extend the interest only period from February 1, 2025 to August 1, 2025 and (v) modify the cash interest rate to be the greater of either (a) the “prime rate” as reported in The Wall Street Journal plus 1.20%, and (b) 8.95%. In addition to the cash interest rate, the principal balance will accrue paid-in-kind interest at a rate of 2.25%, which amount will be capitalized and added to the outstanding principal balance of the Amended Term Loan and payable at the maturity date of the Amended Loan Agreement, as amended. The Amended Loan agreement, as amended, contains financial covenants that require the Company to maintain certain levels of unrestricted cash and additional financial covenants related to market capitalization.

The First Amendment also contains warrant coverage of 2.95% of each advance amount funded. A warrant (the Warrant) was issued by the Company to Hercules to purchase 115,042 shares of common stock with an exercise price of $17.95 for the initial amount funded at the Closing Date. The Warrant shall be exercisable for seven years from the date of issuance. Hercules may exercise the Warrant either by (a) cash or check or (b) through a net issuance conversion. Additionally, a warrant was issued by the Company to Hercules to purchase 50,172 shares of common stock with an exercise price of $14.70 for the amount funded pertaining to the Tranche 3A Advance (the First Amendment Warrant). The First Amendment Warrant shall be exercisable for seven years from the date of issuance. Hercules may exercise the First Amendment Warrant either by (a) cash or check or (b) through a net issuance conversion.

On August 2, 2024 (the New Closing Date), the Company entered into a term loan facility of $250 million (the Initial Term Loan) with Blue Owl Capital Corporation, as administrative agent (the Administrative Agent), HealthCare Royalty and Blue Owl Capital under the Financing Agreement (as defined below). The Company repaid all outstanding principal and accrued interest and fees under the First Amendment with Hercules (such repayment, the Refinancing), which Refinancing was funded with the proceeds of the Initial Term Loan. The existing Amended Loan Agreement with Hercules was effectively terminated, and all guarantees and liens granted thereunder were released upon the consummation of the Refinancing.

The Initial Term Loan is governed by a financing agreement, dated as of the New Closing Date (the Financing Agreement), which provides for (i) a single draw of the Initial Term Loan on the New Closing Date and (ii) an uncommitted additional facility in an aggregate principal amount of up to $100 million. The Initial Term Loan will mature on August 2, 2029 (the Term Loan Maturity Date). The Initial Term Loan accrues interest at a per annum rate of interest equal to an applicable margin plus, at the Company’s option, either (a) at a base rate determined by reference to the highest of (1) the prime rate published by the Wall Street Journal, (2) the federal funds effective rate plus 0.50% and (3) Term SOFR, plus 1.00% or (b) Term SOFR, which, shall be no less than 1.00%. The applicable margin for borrowings of the Initial Term Loan is determined on a quarterly basis by reference to a pricing grid based on the achievement of US Net Sales (as defined in the Financing Agreement) for the most recently completed four consecutive fiscal quarters of the Company and its Subsidiaries (as defined in the Financing Agreement). The pricing grid commences at 5.50% for SOFR borrowings and 4.50% for base rate borrowings and is subject to a 25 basis point step-down upon achievement of a specified US Net Sales threshold. The Initial Term Loan requires scheduled quarterly amortization payments, commencing with the fiscal quarter ending June 30, 2028, in an amount equal to $12.5 million, with the balance due and payable on the Term Loan Maturity Date; provided that such amortization payments may be deferred to the Term Loan Maturity Date upon the achievement of a Total Net Leverage Ratio (as defined in the Financing Agreement) that is less than or equal to an agreed threshold.

The Initial Term Loan is secured by a lien on substantially all of the assets of the Company and certain subsidiaries of the Company as guarantors and contains customary covenants and representations. As of December 31, 2024, we were in compliance with all financial covenants.

The events of default under the Financing Agreement are customary for financings of this type. If an event of default occurs, the Administrative Agent is entitled to take enforcement action, including acceleration of amounts due under the Financing Agreement.

The Company evaluated whether the Initial Term Loan represented a debt modification or extinguishment of the First Amendment with Hercules with ASC 470-50, Debt – Modifications and Extinguishments. As a result of the Initial Term Loan and effective termination of the First Amendment with Hercules, this transaction was accounted for by the Company under the extinguishment accounting model. The Company recorded a loss on extinguishment of debt of approximately $4.6 million in the Company’s statement of operations for the three and nine months ended September 30, 2024, representing the write-off of unamortized debt issuance costs and a prepayment charge. The Company capitalized third party fees from the Initial Term Loan to debt issuance costs and capitalized the facility fee incurred with the Administrative Agent as part of the Initial Term Loan to debt discount.

The Company incurred total financing and upfront costs of $6.0 million related to the Initial Term Loan which are recorded as debt issuance costs and debt discount costs and as an offset to loan payable on the Company’s consolidated balance sheet. The debt issuance and debt discount costs are being amortized over the term of the debt using the straight-line method, which approximates the effective interest method, and will be included in interest expense in the Company’s consolidated statements of operations. Amortization of debt issuance and debt discount costs was $5.6 million (including write off of remaining debt issuance balance under the First Amendment with Hercules), $2.4 million and $1.8 million for the years ended December 31, 2024, 2023 and 2022, respectively. At December 31, 2024, the remaining unamortized balance of debt issuance and debt discount costs was $5.6 million.

The loan payable balance of the First Amendment as of December 31, 2024 and December 31, 2023, is as follows:

	*December 31,*		*December 31,*
(in thousands)	*2024*		*2023*
Loan payable	$	—	$	95,000
Add: Accreted Liability of final payment fee		—		10,230
		—		105,230
Less: unamortized debt issuance costs				(5,112	)
		—		100,118
Less: principal payments		—		—
Total loan payable		—		100,118
Less: current portion		—		—
Loan payable non-current	$	—	$	100,118

The loan payable balance of the Initial Term Loan as of December 31, 2024, is as follows:

	The Initial Term Loan
	December 31,
(in thousands)	2024
Loan payable	$	250,000
Add: Accreted Liability of final payment fee		—
		250,000
Less: unamortized debt issuance costs		(5,571	)
		244,429
Less: principal payments		—
Total loan payable		244,429
Less: current portion		—
Loan payable non-current	$	244,429

Note 3 - Investment Securities

12 Months Ended

Dec. 31, 2024

Investments in Debt and Marketable Equity Securities (and Certain Trading Assets) Disclosure [Text Block]

NOTE 3 – INVESTMENT SECURITIES

Our short-term investments as of December 31, 2024 and 2023 are classified as held-to-maturity. Held-to-maturity investments are recorded at amortized cost.

The following tables summarize our investment securities at December 31, 2024 and 2023:

	*December 31, 2024*
	*Amortized*		*Gross*		*Gross*
	*cost, as*		*unrealized*		*unrealized*		*Estimated*
(in thousands)	*adjusted*		*holding gains*		*holding losses*		*fair value*
Short-term investments:
Obligations of domestic governmental agencies (maturing between January 2025 and December 2025) (held-to-maturity)	$	131,106	$	64	$	—	$	131,170
Total short-term investment securities	$	131,106	$	64	$	—	$	131,170

	*December 31, 2023*
	*Amortized*		*Gross*		*Gross*
	*cost, as*		*unrealized*		*unrealized*		*Estimated*
	*adjusted*		*holding gains*		*holding losses*		*fair value*
Short-term investments:
Obligations of domestic governmental agencies (maturing between January 2023 and December 2023) (held-to-maturity)	$	124,575	$	30	$	53	$	124,552
Total short-term and long-term investment securities	$	124,575	$	30	$	53	$	124,552

Our long-term investments as of December 31, 2024 include shares of common stock of Precision. The fair market value of the equity securities as of December 31, 2024 was $0.4 million. For the year ended December 31, 2024, we recorded unrealized losses of $0.8 million based on the change in fair value of Precision’s common stock during the period. See Note 5 for further details.

Note 1 - Organization and Summary of Significant Accounting Policies (Tables)

12 Months Ended

Dec. 31, 2024

Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block]

	*December 31,*
	*2024*		*2023*		*2022*
Unvested restricted stock		10,343,555		8,139,037		7,232,254
Options		4,470,216		4,697,029		5,135,685
Warrants		165,214		312,272		262,100
Shares issuable upon note conversion		21,973		20,902		20,619
Total		15,000,958		13,169,240		12,650,658

Schedule of Earnings Per Share, Basic and Diluted [Table Text Block]

	*Year ended*
	*December 31,*
(in thousands, except share and per share data)	*2024*		*2023*		*2022*
Net income (loss)		23,383		12,672		(223,812	)
Weighted-average common shares outstanding		145,317,418		141,955,112		135,411,258
Dilutive effect of potential common shares		15,018,633		6,553,353		-
Weighted-average common shares outstanding assuming dilution		160,336,051		148,508,465		135,411,258

Net income (loss) per share - basic		0.16		0.09		(1.65	)
Net income (loss) per share - diluted		0.15		0.09		(1.65	)

Note 1 - Organization and Summary of Significant Accounting Policies - Schedule of Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Net income (loss)	$ 23,383	$ 12,672	$ (223,812)
Basic (in shares)	145,317,418	141,955,112	135,411,258
Dilutive effect of potential common shares (in shares)	15,018,633	6,553,353	0
Weighted-average common shares outstanding assuming dilution (in shares)	160,336,051	148,508,465	135,411,258
Basic (in dollars per share)	$ 0.16	$ 0.09	$ (1.65)
Diluted (in dollars per share)	$ 0.15	$ 0.09	$ (1.65)

The amount of net income (loss) for the period per each share of common stock or unit outstanding during the reporting period.

The amount of net income (loss) for the period available to each share of common stock or common unit outstanding during the reporting period and to each share or unit that would have been outstanding assuming the issuance of common shares or units for all dilutive potential common shares or units outstanding during the reporting period.

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

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Note 12 - Commitments and Contingencies (Details Textual) $ in Millions	Dec. 31, 2024 USD ($)
Purchase Obligation	$ 214.7
Purchase Obligation, to be Paid, Year One	64.2
Purchase Obligation, to be Paid, Year Two	74.4
Purchase Obligation, to be Paid, Year Three	$ 76.1

Note 7 - Loan Payable - Schedule of Loan Payable (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Aug. 02, 2024
Initial Term Loan [Member]
Debt Instrument, Face Amount	$ 250,000		$ 250,000
Add: Accreted Liability of final payment fee	0
Long-Term Debt, Gross	250,000
Less: unamortized debt issuance costs	(5,571)
Long-term Debt, Before Repayments	244,429
Less: principal payments	0
Total loan payable	244,429
Less: current portion	0
Loan payable non-current	244,429
Less: principal payments	0
The First Amendment Term Loan [Member]
Debt Instrument, Face Amount	0	$ 95,000
Add: Accreted Liability of final payment fee	0	10,230
Long-Term Debt, Gross	0	105,230
Less: unamortized debt issuance costs		(5,112)
Long-term Debt, Before Repayments	0	100,118
Less: principal payments	0	0
Total loan payable	0	100,118
Less: current portion	0	0
Loan payable non-current	0	100,118
Less: principal payments	$ (0)	$ (0)

Note 1 - Organization and Summary of Significant Accounting Policies (Details Textual) $ in Thousands		12 Months Ended
	Jul. 28, 2023 USD ($)	Dec. 31, 2024 USD ($)	Dec. 31, 2023 USD ($)	Dec. 31, 2022 USD ($)
Retained Earnings (Accumulated Deficit)		$ (1,529,194)	$ (1,552,577)
Revenue from Contract with Customer, Excluding Assessed Tax		329,004	233,662	$ 2,785
Cash, Cash Equivalents, and Short-Term Investments		311,000
Restricted Cash and Investments		$ 1,300	1,300
Number of Reportable Segments		1
Commercialization Agreement With Neuraxpharm [Member]
License and Collaboration Agreements, One-time, Non-refundable Payment	$ 140,000		$ 140,000
Briumvi Ublituximab [Member]
Revenue from Contract with Customer, Excluding Assessed Tax		$ 313,700
Proceeds From Sales Returns		$ 100

Amount of accumulated undistributed earnings (deficit).

+ References + Details

Amount, excluding tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value added and excise.

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Note 1 - Organization and Summary of Significant Accounting Policies

12 Months Ended

Dec. 31, 2024

Organization, Consolidation and Presentation of Financial Statements Disclosure and Significant Accounting Policies [Text Block]

NOTE 1 – ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

DESCRIPTION OF BUSINESS

TG Therapeutics is a fully-integrated, commercial stage, biopharmaceutical company focused on the acquisition, development and commercialization of novel treatments for B-cell mediated diseases. TG has received approval from the U.S. Food and Drug Administration (FDA) for BRIUMVI® (ublituximab-xiiy) for the treatment of adult patients with relapsing forms of multiple sclerosis (RMS), to include clinically isolated syndrome, relapsing-remitting disease and active secondary progressive disease, in adults, as well as approval by the European Commission (EC) and the Medicines and Healthcare products Regulatory Agency (MHRA) for BRIUMVI to treat adult patients with RMS who have active disease defined by clinical or imaging features in Europe and the United Kingdom (UK), respectively. We also actively evaluate complementary products, technologies and companies for in-licensing, partnership, acquisition and/or investment opportunities.

LIQUIDITY AND CAPITAL RESOURCES

Our common stock is quoted on the Nasdaq Capital Market and trades under the symbol “TGTX.”

RECENTLY ISSUED ACCOUNTING STANDARDS

Management does not believe that any recently issued, but not yet effective, accounting pronouncements, if currently adopted, would have a material effect on the Company’s financial statements.

USE OF ESTIMATES

CASH AND CASH EQUIVALENTS

We treat liquid investments with original maturities of less than three months when purchased as cash and cash equivalents.

RESTRICTED CASH

INVESTMENT SECURITIES

CREDIT RISK

REVENUE RECOGNITION

Subject to certain limitations, the Company’s return policy allows for eligible returns of commercial products sold for credit under the following circumstances:

●	receipt of damaged product;

●	shipment errors that were a result of an error by the Company;

●	expired product that is returned during the period beginning three months prior to the product’s expiration and ending six months after the expiration date;

●	product subject to a recall; and

●	product that the Company, at its sole discretion, has specified can be returned for credit.

As of December 31, 2024, the Company has $0.1 million in returns related to sales of BRIUMVI.

License Agreements –

Other Revenue

DEFERRED PRODUCT REVENUE

ACCOUNTS RECEIVABLE

COST OF REVENUE

INVENTORY

Prior to the approval of BRIUMVI, all manufacturing and other potential costs related to the commercial launch of BRIUMVI were expensed to research and development expense in the period incurred.

RESEARCH AND DEVELOPMENT COSTS

INCOME TAXES

STOCK-BASED COMPENSATION

SHARES REPURCHASE

NET INCOME (LOSS) PER COMMON SHARE

The following table summarizes our potentially dilutive securities at December 31, 2024, 2023 and 2022:

	*December 31,*
	*2024*		*2023*		*2022*
Unvested restricted stock		10,343,555		8,139,037		7,232,254
Options		4,470,216		4,697,029		5,135,685
Warrants		165,214		312,272		262,100
Shares issuable upon note conversion		21,973		20,902		20,619
Total		15,000,958		13,169,240		12,650,658

The computation of basic and diluted earnings per share (EPS) is as follows:

	*Year ended*
	*December 31,*
(in thousands, except share and per share data)	*2024*		*2023*		*2022*
Net income (loss)		23,383		12,672		(223,812	)
Weighted-average common shares outstanding		145,317,418		141,955,112		135,411,258
Dilutive effect of potential common shares		15,018,633		6,553,353		-
Weighted-average common shares outstanding assuming dilution		160,336,051		148,508,465		135,411,258

Net income (loss) per share - basic		0.16		0.09		(1.65	)
Net income (loss) per share - diluted		0.15		0.09		(1.65	)

LONG-LIVED ASSETS AND GOODWILL

LEASES

SEGMENT REPORTING

IMMATERIAL CORRECTIONS OF PRIOR PERIOD FINANCIAL STATEMENTS

Consolidated Statements of Operations - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Revenue:
Revenue	$ 329,004	$ 233,662	$ 2,785
Costs and expenses:
Cost of revenue	38,486	14,131	265
Research and development:
Noncash compensation	11,160	13,010	13,224
Other research and development	83,131	63,182	112,128
Total research and development	94,291	76,192	125,352
Selling, general and administrative:
Noncash compensation	31,381	24,923	31,438
Other selling, general and administrative	122,917	97,783	64,046
Total selling, general and administrative	154,298	122,706	95,484
Total costs and expenses	287,075	213,029	221,101
Operating income (loss)	41,929	20,633	(218,316)
Other expense (income):
Interest expense	24,028	12,615	10,191
Other income	(7,693)	(5,044)	(4,695)
Total other expense (income), net	16,335	7,571	5,496
Net income (loss) before taxes	25,594	13,062	(223,812)
Income taxes	2,211	390	0
Net income (loss)	$ 23,383	$ 12,672	$ (223,812)
Net income (loss) per common share:
Basic (in dollars per share)	$ 0.16	$ 0.09	$ (1.65)
Diluted (in dollars per share)	$ 0.15	$ 0.09	$ (1.65)
Weighted-average shares outstanding:
Basic (in shares)	145,317,418	141,955,112	135,411,258
Diluted (in shares)	160,336,051	148,508,465	135,411,258
Product [Member]
Revenue:
Revenue	$ 313,728	$ 92,005	$ 2,633
License [Member]
Revenue:
Revenue	$ 15,276	$ 141,657	$ 152

Note 3 - Investment Securities - Schedule of Investment Securities (Details) (Parentheticals) - US Government Agencies Debt Securities [Member]	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Minimum [Member]
Maturity date	Jan. 01, 2025	Jan. 01, 2023
Maximum [Member]
Maturity date	Dec. 31, 2025	Dec. 31, 2023

Note 3 - Investment Securities (Details Textual) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Equity Securities, FV-NI	$ 371
Equity Securities, FV-NI, Unrealized Gain (Loss)	$ (754)	$ (0)	$ (0)

Amount of investment in equity security measured at fair value with change in fair value recognized in net income (FV-NI).

Note 6 - Stockholders' Equity - Schedule of Fair Value Assumptions (Details)	Dec. 31, 2022
Volatility	88.37%
Volatility	89.67%
Risk-free rate	2.99%
Risk-free rate	3.35%
Expected dividend yield	0.00%
Minimum [Member]
Expected term (in years) (Year)	3 years 1 month 17 days
Maximum [Member]
Expected term (in years) (Year)	4 years

Note 2 - Revenue - Disaggregation of Revenue (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Revenue from Contract with Customer, Excluding Assessed Tax	$ 329,004	$ 233,662	$ 2,785
Product [Member]
Revenue from Contract with Customer, Excluding Assessed Tax	313,728	92,005	2,633
License Revenue [Member]
Revenue from Contract with Customer, Excluding Assessed Tax	152	140,153	152
Milestone [Member]
Revenue from Contract with Customer, Excluding Assessed Tax	12,500	0	0
Royalty [Member]
Revenue from Contract with Customer, Excluding Assessed Tax	801	0	0
Other Revenue [Member]
Revenue from Contract with Customer, Excluding Assessed Tax	$ 1,823	$ 1,504	$ 0