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Commitments and Contingencies | 3 Months Ended
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Mar. 31, 2026
Commitments and Contingencies Disclosure [Abstract] |
Commitments and Contingencies | 5. Commit ments and Contingencies Other Commitments The Company has entered into several license and patent agreements under which it pays annual license maintenance fees, non-refundable license issuance fees, and royalties as a percentage of net sales for the sale or sublicense of products using the licensed technology. Future payments related to these license agreements are indeterminable. The Company does not expect the license payments to be material in any particular year. Indemnification In the ordinary course of business, the Company has entered into agreements with certain business partners, customers, and suppliers that contain indemnification provisions. Pursuant to these agreements, the Company may indemnify, hold harmless, and reimburse the indemnified parties for losses suffered in connection with any patent or other intellectual property infringement claim by any third party with respect to the Company's products. The term of the indemnification provisions is generally perpetual, and the maximum potential amount of future payments is typically not limited to a specific amount. The Company has also entered into indemnification agreements with its officers, directors, and certain other employees, providing for indemnification for related expenses including attorneys' fees, judgments, fines, and settlement amounts incurred in any action or proceeding arising by reason of their status or service. Legal Proceedings Stockholder Litigation In December 2023, prior to the Company's merger with SomaLogic, a complaint was filed in the Delaware Court of Chancery against SomaLogic and certain of its officers and directors alleging breach of fiduciary duty in connection with the proposed merger. The Company assumed this litigation upon closing of the merger in January 2024 and retained it following the sale of the SomaScan Business to Illumina in January 2026. A three-day bench trial is scheduled to commence on March 8, 2027, and discovery is ongoing. The Company has not recorded any contingent liabilities related to this matter. The Company does not believe the ultimate resolution will have a material adverse effect on its financial condition, results of operations, or cash flows. Palamedrix Litigation On July 2, 2025, Shareholder Representative Services LLC ("SRS"), acting as the representative of the securityholders of Palamedrix, Inc. ("Palamedrix"), filed suit in the Delaware Court of Chancery against SomaLogic asserting that SomaLogic breached the Agreement and Plan of Merger, dated July 25, 2022, by failing to continue investing in the development of certain Palamedrix technology. SRS claims that SomaLogic would have been required to pay up to $17.5 million in sales-based milestone payments. SomaLogic's motion to compel arbitration was denied, and the matter is proceeding into discovery. The Company is obligated to indemnify Illumina for losses arising from this matter. As of March 31, 2026, the Company has accrued $3.3 million related to this indemnification obligation. General The Company is from time to time involved in legal proceedings in the normal course of business. Although the outcomes of litigation cannot be predicted with certainty, management currently believes that the final outcome of any currently pending matters would not have a material adverse effect on the Company's business, operating results, financial condition, or cash flows.

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