v3.25.4

Commitments and contingencies | 9 Months Ended
--- | ---
Dec. 31, 2025
Commitments and Contingencies Disclosure [Abstract] |
Commitments and contingencies | Commitments and contingencies Leases The table below presents the lease-related costs which are included in the consolidated statements of operations for the three and nine months ended December 31, 2025 and 2024:
| Three Months Ended December 31, |  | Nine Months Ended December 31,
| 2025 |  | 2024 |  | 2025 |  | 2024
Lease cost |  |  |  |  |  |  |
Finance lease costs: |  |  |  |  |  |  |
Amortization of right-of-use asset | $ | 607 |  |  | $ | 607 |  |  | $ | 1,821 |  |  | $ | 1,821 |
Interest on lease liabilities | 514 |  |  | 528 |  |  | 1,553 |  |  | 1,594 |
Operating lease costs | 290 |  |  | 283 |  |  | 866 |  |  | 849 |
Total lease cost | $ | 1,411 |  |  | $ | 1,418 |  |  | $ | 4,240 |  |  | $ | 4,264 |
The following table summarizes the classification of lease costs in the consolidated statement of operations for the three and nine months ended December 31, 2025 and 2024 as follows:
| Three Months Ended December 31, |  | Nine Months Ended December 31,
| 2025 |  | 2024 |  | 2025 |  | 2024
Finance Lease Costs |  |  |  |  |  |  |
Research and development | $ | 607 |  |  | $ | 607 |  |  | $ | 1,821 |  |  | $ | 1,821 |
Other expenses | 514 |  |  | 528 |  |  | 1,553 |  |  | 1,594 |
Operating Lease Costs |  |  |  |  |  |  |
Research and development | 219 |  |  | 197 |  |  | 667 |  |  | 656 |
Selling, general and administrative | 71 |  |  | 86 |  |  | 199 |  |  | 193 |
Total lease cost | $ | 1,411 |  |  | $ | 1,418 |  |  | $ | 4,240 |  |  | $ | 4,264 |
The following table summarizes the maturity of the Company's lease liabilities on an undiscounted cash flow basis by fiscal year and a reconciliation to the operating and financing lease liabilities recognized on its balance sheet as of December 31, 2025:
| December 31, 2025
| Operating leases |  | Financing lease |  | Total
2026 (remaining three months) | $ | 302 |  |  | $ | 708 |  |  | $ | 1,010 |
2027 | 1,170 |  |  | 2,883 |  |  | 4,053 |
2028 | 1,115 |  |  | 2,969 |  |  | 4,084 |
2029 | 1,027 |  |  | 3,058 |  |  | 4,085 |
2030 | 594 |  |  | 3,096 |  |  | 3,690 |
Thereafter | 375 |  |  | 28,899 |  |  | 29,274 |
Total lease payments | 4,583 |  |  | 41,613 |  |  | 46,196 |
Less: interest | 856 |  |  | 16,622 |  |  | 17,478 |
Total lease liabilities | $ | 3,727 |  |  | $ | 24,991 |  |  | $ | 28,718 |
The following table provides lease disclosure as of December 31, 2025 and March 31, 2025:
| December 31, 2025 |  | March 31, 2025
Leases |  |  |
Right-of-use operating lease asset | $ | 3,498 |  |  | $ | 3,998 |
Right-of-use finance lease asset | 32,987 |  |  | 34,808 |
Total lease assets | $ | 36,485 |  |  | $ | 38,806 |
Operating lease liabilities, current | $ | 1,213 |  |  | $ | 1,184 |
Finance lease liabilities, current | 2,862 |  |  | 2,799 |
Operating lease liabilities, non-current | 2,514 |  |  | 3,076 |
Finance lease liabilities, non-current | 22,129 |  |  | 22,729 |
Total lease liabilities | $ | 28,718 |  |  | $ | 29,788 |
The following table provides lease disclosure for the nine months ended December 31, 2025 and 2024:
| Nine Months Ended December 31,
| 2025 |  | 2024
Other information |  |  |  |  |  |  |
Cash paid for amounts included in the measurement of lease liabilities: |  |  |  |  |  |  |
Operating cash flows from operating leases | $ | 900 |  |  |  |  | $ | 876 |  |  |
Operating cash flows from finance leases | $ | 1,553 |  |  |  |  | $ | 1,594 |  |  |
Financing cash flows from finance leases | $ | 538 |  |  |  |  | $ | 436 |  |  |
Right-of-use asset obtained in exchange for new operating lease liabilities | $ | — |  |  |  |  | $ | — |  |  |
Weighted-average remaining lease term - operating leases | 4.0 |  | years |  | 4.9 |  | years
Weighted-average remaining lease term - financing leases | 13.6 |  | years |  | 14.6 |  | years
Weighted-average discount rate - operating leases | 10.4 | % |  |  |  | 10.3 | % |  |
Weighted-average discount rate - financing leases | 8.3 | % |  |  |  | 8.3 | % |  |
The variable lease costs and short-term lease costs were insignificant for the three and nine months ended December 31, 2025 and 2024. Manufacturing commitments The Company has entered into an agreement with a contract manufacturing organization to provide clinical trial products. As of December 31, 2025 and March 31, 2025, the Company had committed to minimum payments under these arrangements totaling $0.8 million and $0.8 million, respectively. 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 condensed consolidated financial statements as of December 31, 2025 or March 31, 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, or CRL, 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 will 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 is 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. The Company is cooperating with the SEC’s investigation and providing the requested materials. 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 three and nine months ended December 31, 2025.

X
- References No definition available. + Details
Name: | us-gaap_CommitmentsAndContingenciesDisclosureAbstract
Namespace Prefix: | us-gaap_
Data Type: | xbrli:stringItemType
Balance Type: | na
Period Type: | duration

X
- Definition The entire disclosure for commitments and contingencies. + References Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 405 -SubTopic 30 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org/405-30/tableOfContent Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 440 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 4 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org/1943274/2147482648/440-10-50-4 Reference 3: http://www.xbrl.org/2009/role/commonPracticeRef -Topic 450 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org/450/tableOfContent Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Topic 954 -SubTopic 440 -Name Accounting Standards Codification -Section 50 -Paragraph 1 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org/1943274/2147478522/954-440-50-1 Reference 5: http://www.xbrl.org/2003/role/disclosureRef -Topic 440 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 4 -Subparagraph (c) -Publisher FASB -URI https://asc.fasb.org/1943274/2147482648/440-10-50-4 Reference 6: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 440 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org/440/tableOfContent + Details
Name: | us-gaap_CommitmentsAndContingenciesDisclosureTextBlock
Namespace Prefix: | us-gaap_
Data Type: | dtr-types:textBlockItemType
Balance Type: | na
Period Type: | duration