Form 8-K

8-K — MAXCYTE, INC.

Accession: 0001104659-26-115745

Filed: 2026-10-14

Period: 2026-10-14

CIK: 0001287098

SIC: 8731 (SERVICES-COMMERCIAL PHYSICAL & BIOLOGICAL RESEARCH)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

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EX-99.1 — EXHIBIT 99.1 (tm2627568d1_ex99-1.htm)

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):

October 14, 2026

MaxCyte, Inc.

(Exact name of registrant as specified in its charter)

Delaware

001-40674

52-2210438

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

9713 Key West Avenue, Suite 400

Rockville,

Maryland 20850

(Address of principal executive

offices, including zip code)

(301) 944-1700

(Registrant’s telephone number, including

area code)

N/A

(Former name or former address, if changed since

last report)

Check the appropriate box below if the Form 8-K filing is intended

to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the

Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the

Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under

the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under

the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of

the Act:

Title of each class

Trading

Symbol(s)

Name of each exchange

on which registered

Common Stock, $0.01 par value

MXCT

The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant

is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of

the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging

growth company x

an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying

with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Item 2.02. Results of Operations and Financial

Condition.

On October 14, 2026, MaxCyte,

Inc. (the “Company”) issued a press release announcing certain preliminary, unaudited revenue results for the

three months ended September 30, 2026, and increasing its full-year 2026 revenue guidance. A copy of the press release is furnished as

Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

The preliminary revenue results

disclosed in Exhibit 99.1 are unaudited and based on management’s estimates and information available to the Company as of the date

of the press release. These results remain subject to completion of the Company’s quarter-end closing procedures and review of its

interim financial statements. The Company’s independent registered public accounting firm has not audited or reviewed, or performed

any procedures with respect to, the preliminary revenue results. Actual results may differ from these preliminary estimates.

The information in this Current

Report on Form 8-K, including Exhibit 99.1 hereto, is furnished and shall not be deemed “filed” for purposes of Section 18

of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities

of that section. The information contained herein and in the accompanying exhibit is not incorporated by reference in any filing of the

Company under the Securities Act of 1933, as amended (the “Securities Act”) or the Exchange Act, whether made before or after

the date hereof and irrespective of any general incorporation language in any filings, except as expressly set forth by specific reference

in such a filing.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit

Number

Exhibit Description

99.1

Press Release, dated October 14, 2026

104

Cover Page Interactive Data (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934,

as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

MaxCyte, Inc.

Dated: October 14, 2026

By:

/s/ Parmett Ahuja

Parmeet Ahuja

Chief Financial Officer

EX-99.1 — EXHIBIT 99.1

EX-99.1

Filename: tm2627568d1_ex99-1.htm · Sequence: 2

Exhibit 99.1

MaxCyte Reports Preliminary Third Quarter 2026

Revenue and Raises Full Year 2026 Revenue Guidance

MaxCyte will host its third quarter 2026 earnings

conference call on November 10, 2026

ROCKVILLE, MD, October 14, 2026 —

MaxCyte, Inc., (NASDAQ: MXCT), a leading cell-engineering company providing enabling platform technologies to advance the discovery, development

and commercialization of next-generation cell therapeutics, today announced preliminary revenue for the third quarter ended September

30, 2026 and raised its 2026 revenue guidance.

Preliminary Third Quarter Revenue

· Core business revenue of approximately $8.1 million

in the third quarter of 2026, an increase of 26% compared to the third quarter of 2025.

· Strategic Platform License (SPL)

Program-related revenue of more than $1.0 million, including milestone revenue of $1.0 million received in the third quarter of 2026.

MaxCyte will report royalty revenue with its full financial results on November 10, 2026.

MaxCyte’s third quarter results are preliminary,

unaudited and subject to change in connection with the completion of MaxCyte’s quarterly closing process and review procedures.

As a result, these preliminary results may differ from the actual results that will be reflected in MaxCyte’s consolidated

financial statements for the quarter ended September 30, 2026.

Full Year 2026 Guidance

MaxCyte raises 2026 revenue guidance for core

business revenue and SPL Program-related revenue:

· Full year revenue expected to be approximately

$34 million, compared to prior guidance of $30 million to $32 million, consisting of:

o Core business revenue of approximately $28 million, compared to prior guidance of $25 million to $27 million.

o SPL Program-related revenue of approximately $6 million for the year, compared to prior guidance of approximately

$5 million; SPL Program-related revenue guidance includes both revenue of approximately $4 million from milestone payments and approximately

$2 million from commercial royalties.

“Preliminary third quarter and total second

half revenue is ahead of our expectations, and we updated our core business revenue guidance to reflect approximately 15% year-over-year

growth in the second half of 2026,” said Maher Masoud, President and CEO of MaxCyte. We entered into 2026 with the goal of getting

back to growth in the second half and we are very encouraged by our return to double-digit growth, with meaningful outperformance in the

third quarter driven by accelerated instrument purchasing from a large customer, which we originally anticipated to occur in the fourth

quarter. In addition, we raised our SPL Program-related revenue guidance after recognizing a milestone from one of our SPL partners, our

second milestone achieved in 2026. We are now supporting more late-stage clinical programs under our SPL partnerships than ever before

with two pivotal trials that have potential for approval as early as next year. Overall, we remain focused on executing on our strategic

priorities, strengthening our position as a leading enabling technology partner in cell and gene therapy, and building a foundation for

sustainable long-term growth.”

Third Quarter Webcast

and Conference Call Details

MaxCyte will host its third quarter 2026 earnings

conference call on November 10, 2026, at 4:30 p.m. Eastern Time. Investors interested in listening to the conference call are required

to register online. A live and archived webcast of the event will be available on the “Events” section of the MaxCyte

website at https://investors.maxcyte.com/.

About MaxCyte

At MaxCyte®, we are committed to building

better cells together. As a leading cell-engineering company, we are driving the discovery, development and commercialization of next-generation

cell therapies. Our best-in-class Flow Electroporation® technology and SeQure™ gene editing risk assessment services enable

high-performance cell engineering and rigorous evaluation of editing outcomes, supporting confidence in therapeutic development. Supported

by expert scientific, technical and regulatory guidance, our platform empowers researchers to engineer diverse cell types and payloads,

accelerating the development of safe and effective treatments for human health. For more than 25 years, we've been advancing cell engineering,

shaping the future of medicine.

Learn more at maxcyte.com and

Forward-Looking Statements

This press release contains "forward-looking

statements" within the meaning of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995.

These statements about us and our industry involve substantial known and unknown risks, uncertainties, and assumptions, including those

described in Item 1A under the heading "Risk Factors" and elsewhere in our report on Form 10-K, that may cause our actual results,

performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the

forward-looking statements. All statements other than statements of historical facts contained in this press release, including statements

regarding our future results of operations or financial condition, business strategy and plans, customer expectations and objectives of

management for future operations, are forward-looking statements. Forward-looking statements include, but are not limited to, statements

about possible or future results of operations or financial position. In some cases, you can identify forward-looking statements because

they contain words such as "may," "might," "will," "could," "would," "should,"

"expect," "plan," "anticipate," "intend," "believe," "estimate," "seek,"

"predict," "future," "project," "potential," "continue," "contemplate," "target,"

the negative of these words and similar words or expressions. These statements are inherently uncertain, and investors are cautioned not

to unduly rely on these statements. The forward-looking statements contained in this press release, include, without limitation, our full

year 2026 revenue, our expectations regarding core business revenue growth in the second half of 2026, statements concerning the following:

our expected future growth and success of our business model; the size and growth potential of the markets for our products, and our ability

to serve those markets, increase our market share, and achieve and maintain industry leadership; our ability to expand our customer base

and enter into additional SPL partnerships; expectations regarding customer-level activities (including the expected advancement of our

SPL partners' clinical programs, including Phase 3 trial initiations); the timing and amount of any share repurchases under our share

repurchase program; our financial performance and capital requirements; the adequacy of our cash resources and availability of financing

on commercially reasonable terms; our expectations regarding general market and economic conditions that may impact investor confidence

in the biopharmaceutical industry and affect the amount of capital such investors provide to our current and potential partners; and our

use of available capital resources.

These and other risks and uncertainties are described

in greater detail in Item 1A , entitled "Risk Factors," in our Annual Report on Form 10-K for the year ended December 31, 2025,

filed with the Securities and Exchange Commission, as well as in discussions of potential risks, uncertainties, and other important factors

in the other filings that we make with the Securities and Exchange Commission from time to time. These documents are available through

the Investor Menu, Financials section, under "SEC Filings" on the Investors page of our website at http://investors.maxcyte.com.

Any forward-looking statements in this press release are based on our current beliefs and opinions on the relevant subject based on information

available to us as of the date of such press release, and you should not rely on forward-looking statements as predictions of future

events. We undertake no obligation to update any forward-looking statements made in this press release to reflect events or circumstances

after the date of this press release or to reflect new information or the occurrence of unanticipated events, except as required by law.

MaxCyte Contacts:

Investor Relations

Gilmartin Group

Erik Abdow

ir@maxcyte.com

Media Contact

Oak Street Communications

Kristen White

kristen@oakstreetcommunications.com

415.608.6060

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