Form 8-K

8-K — CHAMPIONS ONCOLOGY, INC.

Accession: 0001628280-26-061383

Filed: 2026-09-10

Period: 2026-09-10

CIK: 0000771856

SIC: 2836 (BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES))

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — csbr-20260910.htm (Primary)

EX-99.1 (csbr8-k7312026exhibit991xq1.htm)

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8-K

8-K (Primary)

Filename: csbr-20260910.htm · Sequence: 1

csbr-20260910

0000771856false00007718562026-09-102026-09-10

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 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): September 10, 2026

CHAMPIONS ONCOLOGY, INC.

(Exact name of registrant as specified in its charter)

Delaware 001-11504 52-1401755

(State or Other Jurisdiction (Commission File Number) (IRS Employer

of Incorporation) Identification No.)

1 University Plaza, Suite 307, Hackensack, New Jersey 07601

(Address of Principal Executive Offices)

Registrant’s telephone number, including area code: (201) 808-8400

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 Exchange Act

Title of Each Class Trading Symbol(s) Name of Each Exchange on Which Registered

Common Stock, par value $0.001 per share CSBR The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in 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 o

If 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. o

INFORMATION TO BE INCLUDED IN THE REPORT

Item 2.02. Results of Operations and Financial Condition.

On September 10, 2026, Champions Oncology, Inc. (the “Company”) issued a press release regarding the Company’s unaudited financial results for its first quarter ended July 31, 2026. A copy of the Company’s press release is attached hereto as Exhibit 99.1.

The information contained under Item 2.02 in this Current Report shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01. Financial Statements and Exhibits.

(d)Exhibits

The following exhibit is filed herewith:

Exhibit No.

99.1

Press Release dated September 10, 2026

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

CHAMPIONS ONCOLOGY, INC.

(Registrant)

Date: September 10, 2026

By: /s/ Robert Brainin

Robert Brainin

Chief Executive Officer

EX-99.1

Filename: csbr8-k7312026exhibit991xq1.htm · Sequence: 2

Document

Exhibit 99.1

NEWS

One University Plaza, Suite 307 Hackensack, NJ 07601 Tel: 551-206-8104

Champions Oncology Reports Revenue of $15.2 Million

Oncology services margin improves to 51%; Adjusted EBITDA increases to $671,000

Hackensack, NJ – September 10, 2026 – Champions Oncology, Inc. (Nasdaq: CSBR), a leading translational oncology research organization, today announced its financial results for its first quarter of fiscal 2027, ended July 31, 2026.

First Quarter and Recent Highlights:

•Revenue of $15.2 million, an increase of 8.8% year over year

•Oncology services margin of 51%, compared with 43% in the prior-year period

•Adjusted EBITDA of $671,000, compared with $59,000 in the prior-year period

•Continued investment in the Company’s commercial organization, data platform and strategic growth initiatives

Robert Brainin, CEO of Champions, commented, “We delivered strong performance in the first quarter of fiscal 2027, with improved study execution and conversion in our core research services business driving higher revenue and materially better margins. We are also seeing increased commercial activity around our data offerings as we work to broaden that business across a larger customer base.”

“At the same time, we continued to invest in our commercial organization, radiopharmaceutical capabilities, data platform and target discovery initiatives. Our focus remains on building sustainable growth across the business while continuing to improve profitability.”

David Miller, CFO of Champions, added, “Revenue increased 8.8% in the first quarter, while oncology services margin improved to 51% from 43% in the prior-year period. Adjusted EBITDA increased to

Exhibit 99.1

$671,000 from $59,000 in the prior-year quarter, demonstrating the operating leverage in the business as revenue grows.

“We are continuing to build on the foundation established last year, with a focus on driving revenue growth, maintaining expense discipline and converting that growth into improved profitability.”

First Fiscal Quarter Financial Results

Total oncology revenue increased 8.8% to $15.2 million from $14.0 million in the prior-year period. Growth was driven primarily by higher core research services revenue, reflecting improved conversion of contracted work into revenue, together with increased data license revenue.

Total costs and operating expenses for the first quarter of fiscal 2027 were $15.6 million compared to $14.5 million in the prior-year period, an increase of $1.1 million or 7.7%.

For the first quarter of fiscal 2027, Champions reported a net loss of $426,000, compared with a net loss of $466,000 in the prior-year period. Adjusted EBITDA, which is defined as net loss excluding stock-based compensation, depreciation and amortization expenses, other income or expense, taxes and a loss on the disposal of lab equipment, increased to $671,000 from $59,000, reflecting higher revenue and improved oncology services margin while the Company continued to invest in its expanded commercial organization and growth initiatives. The current-quarter net loss included $766,000 of stock-based compensation and $314,000 of depreciation and amortization expense.

Cost of oncology revenue was $7.5 million, for the three months ended July 31, 2026, a decrease of $461,000, or 5.8%, compared to $8.0 million in the prior-year period. Oncology services margin improved to 51% from 43% in the prior-year period, reflecting higher revenue and lower third-party radiolabeling costs. Oncology services margin and profit are defined below in our Non-GAAP financial information discussion.

Research and development expense for the three months ended July 31, 2026 was $2.3 million, an increase of $262,000 or 12.6%, compared to $2.1 million for the three months ended July 31, 2025. The increase was primarily attributable to higher share-based compensation expense related to Corellia, our wholly owned subsidiary focused on target discovery. Sales and marketing expense for the quarter was $3.1 million, an increase of $1.2 million, or 66.6%, compared to $1.9 million in the prior year period. The increase reflected the Company’s previously discussed investment in expanding its commercial organization to support growth in both research services and data licensing. General and administrative expense for the three months ended July 31, 2026 was $2.7 million, an increase of $103,000, or 4.0%, compared to $2.6 million for the three months ended July 31, 2025.

Net cash used in operating activities was approximately $492,000 for the quarter, driven primarily by normal working capital movements, including a decrease in accounts payable and an increase in accounts receivable. The Company ended the quarter with approximately $4.4 million of cash and no debt.

Conference Call Information:

The Company will host a conference call today at 4:30 p.m. EDT (1:30 p.m. PDT) to discuss its first quarter financial results. To participate in the call, please call 888-506-0062 (Domestic) or 973-528-0011 (International) and enter the access code 938837, or provide the verbal reference "Champions Oncology".

Exhibit 99.1

Full details of the Company’s financial results will be available on or before September 14, 2026 in the Company’s Form 10-Q at www.championsoncology.com.

* Non-GAAP Financial Information

This press release contains “Non-GAAP financial measures,” which are measures that either exclude or include amounts that are not excluded or included in the most directly comparable measures calculated and presented in accordance with U.S. generally accepted accounting principles (“GAAP”).

A further explanation and reconciliation and/or calculation of these Non-GAAP financial measures is included below and in the financial tables in this release.

The Company believes that the Non-GAAP financial measures presented facilitate an understanding of operating performance and provide a meaningful comparison of its results between periods. The Company’s management uses Non-GAAP financial measures to, among other things, evaluate its ongoing operations in relation to historical results and for internal planning and forecasting purposes. Adjusted EBITDA and Adjusted EPS represent measures that we believe are customarily used by investors and analysts to evaluate the financial performance of companies in addition to the GAAP measures that we present. Our management also believes that these measures are useful in evaluating our core operating results. However, Adjusted EBITDA and Adjusted EPS are not measures of financial performance under accounting principles generally accepted in the United States of America and should not be considered an alternative to net income, operating income, or EPS as indicators of our operating performance or to net cash provided by operating activities as a measure of our liquidity. We believe the Company’s Adjusted EBITDA and Adjusted EPS measures provide information that is directly comparable to that provided by other peer companies in our industry, but other companies may calculate Non-GAAP financial results differently, particularly related to nonrecurring, unusual items.

Adjusted EBITDA

Adjusted EBITDA represents net income (loss) excluding the effect of stock-based compensation and depreciation and amortization and may also exclude other items not indicative of our ongoing operating performance, when defined.

Adjusted Net Income (Loss) and Adjusted Earnings Per Share (EPS)

Adjusted net income (loss) (if denoted) and adjusted EPS exclude the effect of stock-based compensation and depreciation and amortization and may also exclude other items not indicative of our ongoing operating performance, when defined.

Oncology Services Profit and Oncology Services Margin

Oncology Services Profit is a Non-GAAP measure calculated as oncology revenue less cost of oncology revenue. Cost of oncology revenue is comprised primarily of expenses for mice, laboratory supplies, compensation, and outsourced lab services. Oncology Services margin is a Non-GAAP measure calculated as oncology services profit divided by oncology revenue.

Management believes that Oncology Services Profit and Oncology Services margin are metrics which provide a clear view of direct profitability before research and development, sales and marketing, and

Exhibit 99.1

administrative expenses are factored into our results. Management monitors these metrics closely as an indicator of pricing strategy effectiveness and resource utilization. These Non-GAAP measures should not be considered in isolation or as a substitute for GAAP measures such as operating income (loss) and net income (loss). A reconciliation to the most directly comparable GAAP measure is provided in the accompanying tables.

About Champions Oncology, Inc.

Champions Oncology is a global preclinical and clinical research services provider that offers end-to-end oncology R&D solutions and innovative data platforms to biopharma organizations. With the largest and most annotated bank of clinically relevant patient-derived xenograft (PDX) and primary hematological malignancy models, Champions delivers innovative highest-quality data through proprietary in vivo and ex vivo platforms. Through its large portfolio of cutting-edge bioanalytical platforms, groundbreaking data platform and analytics, and scientific excellence, Champions enables the advancement of preclinical and clinical oncology drug discovery and development programs worldwide. For more information, please visit www.ChampionsOncology.com.

Media Inquiries:

Gavin Cooper

Vice President, Global Marketing

gcooper@championsoncology.com

Website: https://www.championsoncology.com/

Facebook: https://www.facebook.com/championsoncology/

LinkedIn: https://www.linkedin.com/company/champions-oncology-inc-/

Twitter: @ChampionsOncol1

Instagram: https://www.instagram.com/championsoncology/

This press release may contain "forward-looking statements" (within the meaning of the Private Securities Litigation Act of 1995) that inherently involve risk and uncertainties. Champions Oncology generally uses words such as "believe," "may," "could," "will," "intend," "expect," "anticipate," "plan," and similar expressions to identify forward-looking statements. One should not place undue reliance on these forward-looking statements. The Company's actual results could differ materially from those anticipated in the forward-looking statements for many unforeseen factors. See Champions Oncology's Form 10-K for the fiscal year ended April 30, 2026 for a discussion of such risks, uncertainties and other factors. Although the Company believes the expectations reflected in the forward-looking statements are reasonable, they relate only to events as of the date on which the statements are made, and Champions Oncology's future results, levels of activity, performance or achievements may not meet these expectations. The Company does not intend to update any of the forward-looking statements after the date of this press release to conform these statements to actual results or to changes in Champions Oncology's expectations, except as required by law.

Champions Oncology, Inc.

(Dollars in thousands)

Reconciliation of GAAP Net Loss to Adjusted EBITDA - (Non-GAAP) (Unaudited)

Three Months Ended

July 31,

2026 2025

Net income (loss) - GAAP $ (426) $ (466)

Adjustments:

Stock-based compensation 766 208

Depreciation and amortization 314 358

Loss on equipment disposal — 20

Other expense (income), net 6 (75)

Provision for tax 11 14

Adjusted EBITDA - Non-GAAP $ 671 $ 59

Reconciliation of GAAP EPS to Non-GAAP EPS (Unaudited)

Three Months Ended

July 31,

2026 2025

EPS – basic, GAAP $ (0.03) $ (0.03)

Adjustments:

Effect of stock-based compensation on EPS 0.06 0.02

Effect of depreciation and amortization on EPS 0.02 0.03

Effect of loss on equipment disposal on EPS — 0.001

Effect of other expense (income), net on EPS — (0.01)

Effect of provision for tax on EPS — 0.001

Adjusted EPS - basic, Non-GAAP $ 0.05 $ 0.01

Reconciliation of GAAP Loss from Operations to Oncology Services Profit and Oncology Services Margin - (Non-GAAP) (Unaudited)

Three Months Ended

July 31,

2026 2025

Loss from operations - GAAP $ (409) $ (527)

Add:

Research and Development, Sales and Marketing, General and Administrative, and Loss on disposal of equipment 8,107 6,527

Oncology services profit - Non-GAAP 7,698 6,000

Add: Cost of oncology revenue 7,534 7,995

Oncology revenue - GAAP $ 15,232 $ 13,995

Oncology services margin - Non-GAAP 51 % 43 %

Unaudited Condensed Consolidated Statements of Operations (unaudited)

Three Months Ended

July 31,

2026 2025

Oncology revenue $ 15,232 $ 13,995

Cost of oncology revenue 7,534 7,995

Research and development 2,344 2,082

Sales and marketing 3,090 1,855

General and administrative 2,673 2,570

Loss on disposal of equipment — 20

Loss from operations (409) (527)

Other income (expense), net (6) 75

Loss before provision for income taxes (415) (452)

Provision for income taxes 11 14

Net loss $ (426) $ (466)

Net loss per common share outstanding

basic $ (0.03) $ (0.03)

Weighted average common shares outstanding

basic 13,897,535 13,788,414

Condensed Consolidated Balance Sheets

July 31, 2026 April 30, 2026

(unaudited)

Cash and cash equivalents $ 4,358 $ 4,872

Accounts receivable, net 13,602 13,178

Other current assets 1,332 1,169

Total current assets 19,292 19,219

Operating lease right-of-use assets, net 9,675 3,697

Property and equipment, net 3,787 3,526

Other long term assets 201 212

Goodwill 335 335

Total assets $ 33,290 $ 26,989

Accounts payable and accrued liabilities $ 8,308 $ 9,495

Current portion of operating lease liabilities 635 1,520

Other current liabilities 234 79

Deferred revenue 9,552 8,828

Total current liabilities 18,729 19,922

Non-current operating lease liabilities 9,886 2,992

Other Non-current Liability 215 7

Total liabilities 28,830 22,921

Total stockholders’ equity attributable to Champions Oncology, Inc. 3,893 3,939

Non-controlling interest 567 129

Total stockholders' equity 4,460 4,068

Total liabilities and stockholders’ equity $ 33,290 $ 26,989

Unaudited Condensed Consolidated Statements of Cash Flows (unaudited)

Three Months Ended

July 31,

2026 2025

Cash flows from operating activities:

Net loss $ (426) $ (466)

Adjustments to reconcile net loss to net cash (used in) provided by operations:

Stock-based compensation expense 766 208

Operating lease right-of use assets 268 310

Depreciation and amortization expense 314 358

Non-cash interest 17 —

Loss on disposal of equipment — 20

Allowance and estimated credit losses (10) (29)

Changes in operating assets and liabilities (1,421) 199

Net cash (used in) provided by operating activities (492) 600

Cash flows from investing activities:

Purchases of property and equipment (55) (46)

Net cash used in investing activities: (55) (46)

Cash flows from financing activities:

Proceeds from the exercise of stock options 52 24

Finance lease payments (19) (38)

Net cash provided by (used in) financing activities: 33 (14)

Net (decrease) increase in cash (514) 540

Cash at beginning of period 4,872 9,785

Cash at the end of period $ 4,358 $ 10,325

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