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Commitments and contingencies | 12 Months Ended
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Mar. 31, 2026
Commitments and Contingencies Disclosure [Abstract] |
Commitments and contingencies | Commitments and contingencies Leases The Company leases real estate assets and equipment, and the determination if an arrangement is a lease occurs at inception. For leases with terms greater than 12 months, the Company records a related right-of-use (“ROU”) asset and lease liability at the present value of lease payments over the term. Many leases include fixed rental escalation clauses, renewal options and/or termination options that are factored into the determination of lease payments when appropriate. The Company’s leases do not provide an implicit rate, and thus the Company estimated the incremental borrowing rate in calculating the present value of the lease payments. The Company has elected not to record a ROU asset and lease obligation for short-term leases (with terms less than 12 months) or separate non-lease components from associated lease components for its real estate lease assets. As a result, all contract consideration is allocated to the single lease component. The Company’s leases have remaining lease terms of five years to fifteen years. Some of the Company's leases include one or more options to renew with renewal terms that can extend the lease for additional years, or options to terminate the leases, both at the Company’s discretion. The Company’s lease terms include options to extend or terminate leases when the Company concludes it is reasonably certain that it would exercise those options. Lease expense for minimum lease payments is recognized on a straight-line basis based on the fixed components of a lease arrangement. The Company amortizes this expense over the term of the lease beginning with the date of initial possession, which is the date the Company can enter the leased space and begin to make improvements in preparation for its intended use. Variable lease components represent amounts that are not fixed in nature and are not tied to an index or rate, and are recognized as incurred. The table below presents the lease-related costs which are included in the consolidated statements of operations for the years ended as of March 31, 2026 and 2025:
| Year ended March 31,
| 2026 |  | 2025
Lease cost |  |  |
Finance lease costs: |  |  |
Amortization of right-of-use asset | $ | 2,428 |  |  | $ | 2,428 |
Interest on lease liabilities | 2,063 |  |  | 2,118 |
Operating lease costs | 1,156 |  |  | 1,129 |
Total lease cost | $ | 5,647 |  |  | $ | 5,675 |
The following table summarizes the classification of lease costs in the consolidated statement of operations for the years ended March 31, 2026 and 2025 as follows:
| Year ended March 31,
| 2026 |  | 2025
Finance Lease Costs |  |  |
Research and development | $ | 2,428 |  |  | $ | 2,428 |
Other expense | 2,063 |  |  | 2,118 |
Operating Lease Costs |  |  |
Research and development | 887 |  |  | 877 |
Selling, general and administrative | 269 |  |  | 252 |
Total lease cost | $ | 5,647 |  |  | $ | 5,675 |
The following table summarizes the maturity of the Company’s lease liabilities on an undiscounted cash flow basis and a reconciliation to the operating and finance lease liabilities recognized on our balance sheet as of March 31, 2026:
| March 31, 2026
| Operating leases |  | Finance lease |  | Total
2027 | $ | 1,160 |  |  | $ | 2,883 |  |  | $ | 4,043 |
2028 | 1,106 |  |  | 2,969 |  |  | 4,075 |
2029 | 1,021 |  |  | 3,058 |  |  | 4,079 |
2030 | 587 |  |  | 3,096 |  |  | 3,683 |
2031 | 369 |  |  | 3,096 |  |  | 3,465 |
Thereafter | — |  |  | 25,803 |  |  | 25,803 |
Total lease payments | 4,243 |  |  | 40,905 |  |  | 45,148 |
Less: interest | 757 |  |  | 16,113 |  |  | 16,870 |
Total lease liabilities | $ | 3,486 |  |  | $ | 24,792 |  |  | $ | 28,278 |
The following table provides lease disclosure as of and for the years ended March 31, 2026 and 2025:
| March 31, 2026 |  | March 31, 2025
Cash paid for amounts included in the measurement of lease liabilities: |  |  |
Operating cash flows from operating leases | $ | 1,203 |  |  | $ | 1,167 |
Operating cash flows from finance leases | $ | 2,063 |  |  | $ | 2,118 |
Financing cash flows from finance leases | $ | 736 |  |  | $ | 599 |
Weighted-average remaining lease term – operating leases | 3.8 years |  | 4.7 years
Weighted-average remaining lease term – finance leases | 13.3 years |  | 14.3 years
Weighted-average discount rate – operating leases | 10.4 | % |  | 10.4 | %
Weighted-average discount rate – finance leases | 8.3 | % |  | 8.3 | %
The va riable lease costs and short-term lease costs were insignificant for the years ended March 31, 2026 and 2025, respectively. Manufacturing commitments The Company has entered into an agreement with a contract manufacturing organization to provide clinical trial products. As of March 31, 2026 and 2025, the Company had committed to minimum payments under these arrangements totaling $0.8 million and $0.8 million. Indemnification agreements In the ordinary course of business, the Company may provide indemnification of varying scope and terms to vendors, lessors, business partners and other parties with respect to certain matters including, but not limited to, losses arising out of breach of such agreements or from intellectual property infringement claims made by third parties. In addition, the Company has entered into indemnification agreements with members of its executive management team and its board of directors that will require the Company, among other things, to indemnify them against certain liabilities that may arise by reason of their status or service as directors or officers. The maximum potential amount of future payments the Company could be required to make under these indemnification agreements is, in many cases, unlimited. To date, the Company has not incurred any material costs as a result of such indemnifications. The Company is not aware of any claims under indemnification arrangements, and therefore it has not accrued any liabilities related to such obligations in its consolidated financial statements as of March 31, 2026 or 2025. Legal proceedings From time to time, the Company may become involved in legal proceedings arising in the ordinary course of business. The Company records a liability for such matters when it is probable that future losses will be incurred and that such losses can be reasonably estimated. Significant judgment is required to determine both probability and the estimated amount. On July 24, 2025, a class action complaint alleging violations of the federal securities laws was filed against the Company and its directors and certain officers in the United States District Court for the District of Massachusetts, or the District of Massachusetts. The complaint, captioned Jboor v. Replimune Group, Inc. et al., Case No. 1:25-cv-12085-JEK, was filed shortly after the Company announced it received a complete response letter from the FDA for its RP1 BLA for the treatment of advanced melanoma on July 22, 2025 and the subsequent decline in the trading price of the Company's common stock. The Court has appointed a lead plaintiff, or the Lead Plaintiff. On January 13, 2026, Lead Plaintiff filed an amended complaint. The Company and the other defendants deny any wrongdoing and continue to vigorously defend this action. Following the class action complaint, three shareholders filed separate derivative actions on behalf of the Company in the District of Massachusetts captioned Chea v. Patel et al., Case No. 1:25-cv-12316-JEK, Wright v. Patel et al., Case No. 1:25-cv-12401-WGY, and Vochten v. Patel et al., Case No. 1:25-cv-12484-JEK. The plaintiffs allege substantially similar facts as the class action complaint and assert that the Company’s directors and officers breached their fiduciary duties. The parties have consolidated the derivative actions and agreed to a stay pending further developments in the class action. On September 10, 2025, the Company received a letter from a shareholder demanding that the Company's board of directors take action to address alleged wrongdoing by certain directors and officers. The demand letter alleged substantially similar facts as the class action and derivative action complaints. The board of directors determined to defer action on the demand pending further developments in the class action. On September 29, 2025, the SEC informed the Company that it was conducting an investigation and requested that the Company produce certain documents and communications connected with the RP1 BLA. The investigation is reviewing essentially the same subject matter raised in the litigation following the CRL. On June 24, 2026, the SEC informed the Company that it has concluded its investigation of the Company and that it is not recommending an enforcement action be taken against the Company. Following the second CRL issued by the FDA on April 10, 2026 for the Company's RP1 BLA for the treatment of advanced melanoma, the Lead Plaintiff filed a second amended complaint in the class action that addresses the second CRL. The Company’s and the other defendants’ response is due July 20, 2026. As the matters noted above are preliminary, the Company is unable to determine whether any loss will ultimately occur and cannot reasonably estimate the range of expected exposure. Therefore, the Company has not recorded any liability in the condensed consolidated financial statements as of and for the year ended March 31, 2026.

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