IBIO Q4 2026 Earnings Report

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Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended June 30, 2026 OR ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ___ to ___ Commission file number 001-35023 iBio, Inc. (Exact name of registrant as specified in its charter) Delaware 26-2797813(State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 11750 Sorrento Valley Road, Suite 200, San Diego, CA 92121(Address of principal executive offices) (Zip Code) Registrant’s telephone number, including area code: (979) 446-0027 Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registeredCommon Stock IBIO The Nasdaq Stock Market LLC Securities registered pursuant to Section 12(g) of the Act: None Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ◻ No ⌧ Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ◻ No ⌧ Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ⌧ No ◻ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ⌧ No ◻ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company.See the definitions of “large accelerated filer,” “accelerated filer”, “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act: Large accelerated filer ☐ Accelerated filer ☐Non-accelerated filer ☒ Smaller reporting company ☒Emerging growth company ☐ 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 financialaccounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reportingunder Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☐ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correctionof an error to previously issued financial statements. ☐ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of theregistrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒ The aggregate market value of the voting and non-voting common equity held by non-affiliates of the registrant was $57,512,678 as of December 31, 2025, based upon the closingsale price of $1.93 per share reported as of December 31, 2025. There were 64,307,256 shares of the registrant’s common stock issued and outstanding as of August 27, 2026. DOCUMENTS INCORPORATED BY REFERENCE: Certain portions of the Definitive Proxy Statement to be used in connection with the Registrant’s 2026 Annual Meeting of Stockholders are incorporated by reference into Part IIIof this Annual Report on Form 10-K

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Table of Contents IBIO, INC.ANNUAL REPORT ON FORM 10-K TABLE OF CONTENTS Page PART I Item 1. Business 1Item 1A. Risk Factors 32Item 1B. Unresolved Staff Comments 71Item 1C. Cybersecurity 71Item 2. Properties 72Item 3. Legal Proceedings 72Item 4. Mine Safety Disclosures 72 PART II Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases ofEquity Securities 73Item 6. [Reserved] 74Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations 74Item 7A. Quantitative and Qualitative Disclosures About Market Risk 83Item 8. Financial Statements and Supplementary Data 83Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 83Item 9A. Controls and Procedures 83Item 9B. Other Information 84Item 9C Disclosure Regarding Foreign Jurisdictions That Prevent Inspections 85 PART III Item 10. Directors, Executive Officers and Corporate Governance 86Item 11. Executive Compensation 86Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 86Item 13. Certain Relationships and Related Transactions, and Director Independence 87Item 14. Principal Accountant Fees and Services 87 PART IV Item 15. Exhibits and Financial Statement Schedules 88Item 16. Form 10-K Summary 88

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Table of Contents SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS Unless the context requires otherwise, references in this Annual Report for the fiscal year ended June 30, 2026 (this “AnnualReport”) to “iBio,” the “Company,” “we,” “us,” “our” and similar terms mean iBio, Inc. Certain statements in this Annual Report, including, without limitation, statements under the heading “Management’sDiscussion and Analysis of Financial Condition and Results of Operations,” include forward-looking statements as definedin Section 27A of the Securities Act of 1933 (the “Securities Act”), Section 21E of the Securities Exchange Act of 1934 (the“Exchange Act”), the Private Securities Litigation Reform Act of 1995 (the “PSLRA”) or in releases made by the Securitiesand Exchange Commission (the “SEC”), all as may be amended from time to time. These cautionary statements are beingmade pursuant to the Securities Act, the Exchange Act and the PSLRA with the intention of obtaining the benefits of the“safe harbor” provisions of such laws. All statements contained in this Annual Report, other than statements that are purelyhistorical, are forward-looking statements. Forward looking-statements can be identified by, among other things, the use offorward-looking language, such as the words “plans,” “intends,” “believes,” “expects,” “anticipates,” “estimates,” “projects,”“potential,” “may,” “will,” “would,” “could,” “should,” “seeks,” or “scheduled to,” or other similar words, the negative ofthese terms, other variations of these terms or comparable language, or by discussion of strategy or intentions. Forward-looking statements are based upon management’s present expectations, objectives, anticipations, plans, hopes, beliefs,intentions or strategies regarding the future and are subject to known and unknown risks and uncertainties that could causeactual results, events or developments to be materially different from those indicated in such forward-looking statements,including the risks and uncertainties set forth in Item 1A of this Annual Report and in other securities filings by theCompany. These risks and uncertainties should be considered carefully, and readers are cautioned not to place undue relianceon such forward-looking statements. As such, no assurance can be given that the future results covered by the forward-looking statements will be achieved. All information in this Annual Report is as of June 30, 2026, unless otherwise indicated.The Company does not intend to update this information to reflect events after the date of this Annual Report. Copies of this Annual Report, our Quarterly Reports on Form 10-Q, our Current Reports on Form 8-K and our other reportsfiled with the SEC can be obtained free of charge as soon as reasonably practicable after such material is electronically filedwith, or furnished to, the SEC on our website at http://www.ibioinc.com/ or directly from the SEC’s website athttp://www.sec.gov/. Our website and the information contained therein or connected thereto are not intended to beincorporated into this Annual Report.

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Table of Contents 1 PART I Item 1. Business. Overview iBio, Inc. (also referred to as “we”, “us”, “our”, “iBio”, or the “Company”) is a clinical-stage biotechnology companyleveraging the power of Artificial Intelligence (“AI”) for the development of hard-to-drug precision antibodies for obesity,cardiometabolic and cardiopulmonary diseases. Our core mission is to harness the potential of AI and machine learning(“ML”) to unveil novel biologics which other scientists have been unable to develop. Through our innovative AI DrugDiscovery Platform, we have been able to identify differentiated molecules aimed at addressing unmet needs by currentapproved therapies. We believe the future treatment for obesity lies not just in overall weight loss, but in the quality, durability, and tolerability ofweight loss. Current interventional therapies, such as glucagon-like peptide-1 (“GLP-1”) receptor agonists have ushered in abreakthrough era, yet challenges remain: muscle loss, fat regain after treatment cessation, and long-term tolerability. We aredeveloping next-generation therapies designed with the goal of meeting these unmet needs, by leveraging AI-guidedantibody design, advanced screening technologies and deep expertise in biologics development. Our strategy is built on multiple key principles. First, we aim to develop next-generation antibody therapeutics addressinglimitations of currently approved treatments, offering options with the potential to preserve muscle mass, target fatselectively, and provide durable weight loss with improved tolerability. Second, we are prioritizing targets with strong humangenetic and clinical validation, which we believe both reduces translational risk and increases the likelihood of clinicalsuccess. Third, we are evaluating opportunities in adjacent obesity-related indications, including cardiometabolic andcardiopulmonary conditions such as pulmonary hypertension due to heart failure with preserved ejection fraction (“PH-HFpEF”). Lastly, we are applying our integrated AI Drug Discovery Platform and deep scientific expertise to rapidlygenerate and advance development-ready biologics, enabling us to move with speed and precision in a competitive and fast-evolving field. Obesity is associated with a broad range of cardiometabolic and cardiopulmonary complications, therefore, we are alsoevaluating selected adjacent indications where our AI Drug Discovery Platform and target biology may offer differentiatedtherapeutic opportunities. IBIO-600 is currently in clinical development, while our other product candidates are in preclinicaldevelopment. We have not completed any clinical trials in humans for any therapeutic protein product candidate producedusing our technology, and there is a risk that we will be unsuccessful in developing or commercializing any productcandidates. Following Clinical Trial Notification (“CTN”) acknowledgement from Australia’s Therapeutic Goods Administration(“TGA”) and ethics approval from a Human Research Ethics Committee (“HREC”), we initiated a Phase 1 clinical trial ofIBIO-600 in Australia and dosed the first participant in June 2026, marking our transition to a clinical-stage company andrepresented the first molecule generated using our AI Drug Discovery Platform to advance into clinical development. Todate, we have enrolled 31 participants in the first four cohorts of the Phase 1 clinical trial of IBIO-600 in Australia. Inparallel, we have accelerated the development of IBIO-610, a potentially first-in-class, long-acting antibody designed toinhibit Activin E, and anticipate commencing first-in-human clinical trials in the first half of calendar year 2027. We are alsoadvancing additional preclinical programs, including IBIO-800, a myostatin × Activin A bispecific antibody being evaluatedfor potential use in PH-HFpEF. Our discovery and development work is conducted at our San Diego research and development (“R&D”) laboratory space,where our AI and ML scientists and biopharma researchers operate side by side. This close integration of disciplinesenables rapid iteration between AI-enabled design and translational validation, compressing the timeline from hypothesis toclinic. With our robust platform, focused clinical and preclinical pipeline, and growing scientific and leadership team, weare building a durable and differentiated position in obesity therapeutics—one designed to outlast the first wave and definewhat comes next.

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Table of Contents 2 Key Achievements in Fiscal Year 2026 and Q1 of Fiscal Year 2027 Progress on Obesity and Cardiometabolic Pipeline ● Advanced IBIO-610, a long-acting Activin E antibody, into IND-enabling studies: Initiated chemistry,manufacturing and controls (“CMC”) development and good laboratory practice (“GLP”) toxicology studies inrats and non-human primates. Our preclinical studies demonstrated a prolonged half-life and near-completesuppression of active Activin E through eight weeks in obese non-human primates, as well as fat-specificactivity and enhanced body-composition effects in combination with semaglutide in mouse and non-humanprimate models. ● Advanced IBIO-600, a long-acting myostatin antibody, through the single ascending dose portion of itsfirst-in-human Phase 1 clinical trial: Initiated a first-in-human trial and dosed the first participant in June2026, approximately two years after program initiation. To date, 31 participants have been dosed across all fourplanned single ascending dose (“SAD”) cohorts, with no safety findings identified that would preclude doseescalation. iBio is now preparing to advance IBIO-600 into the multiple ascending dose (“MAD”) portion ofthe study. ● Advanced IBIO-800, a myostatin × Activin A bispecific antibody, into IND-enabling development:Selected a development candidate and initiated IND-enabling activities, including CMC development andnonclinical toxicology studies, while presenting preclinical data supporting its potential to preserve muscle andaddress cardiopulmonary disease, particularly PH-HFpEF. ● Expanded the amylin receptor antibody program we are working with in collaboration with AstralBioby combining new GPCR antigen engineering and multidimensional antibody selection capabilities:Addressed the challenge of discovering antibodies with precise activity across closely related receptor variantsby combining engineered G protein-coupled receptor (“GPCR”) antigens that mimic multiple receptorconfigurations with mammalian display-based combinatorial selection for subtype specificity, cross-speciesbinding, functional activity and developability. We believe this approach can be used to generate next-generation agonist antibodies with distinct and differentiated amylin receptor pharmacology. Financial Stability ● Closed a public offering in August 2025 for a total gross proceeds of up to $100 million: The offering wasled by Balyasny Asset Management, and included participation from Cormorant Asset Management, AdageCapital Partners, Ally Bridge Group, Marshall Wave, Coastlands Capital, SilverArc Capital Management,Vestal Point Capital, and Ausangate Capital. The total gross proceeds of up to $100 million assumes theexercise of all of the warrants sold in the offering in full for cash. ● Closed a private investment in January 2026 for total gross proceeds of $26 million: Entered into asecurities purchase agreement with healthcare-focused, high-quality institutional investors led by Frazier LifeSciences and other existing investors. ● Entered into an Open Market Sale AgreementSM with Jefferies LLC providing for the sale, from time totime, by us of up to $100,000,000 of shares of Common Stock. Strengthened our Board of Directors and Senior Leadership Team ● Added a new Board member with strong financial and biotech expertise: Expanded the Board expertisewith the appointment of Dr. Elizabeth Stoner who brings deep biotechnology industry experience and provenleadership in both capital markets and clinical stage drug development.

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Table of Contents 3 ● Appointed Chief Medical Officer: In August 2026, we appointed Dr. Molly Carr as Chief Medical Officer,whose over 30 years of clinical, academic, and biopharmaceutical experience in endocrinology and metabolicdiseases is expected to lead the Company’s global clinical strategy, medical affairs, and regulatory initiatives. Recent Developments AstralBio Amylin License On August 27, 2026, we entered into an exclusive license agreement related to Amylin (the “Amylin License Agreement”)with AstralBio, Inc. (“AstralBio”), pursuant to which AstralBio has licensed to us, on a worldwide exclusive basis and withthe right to grant sublicenses, under the AstralBio Licensed Patents (as defined in the Amylin License Agreement) andAstralBio Licensed Know-How (as defined in the Amylin License Agreement) the right to Develop, Manufacture andCommercialize and otherwise exploit any product directed to Amylin that contains the licensed antibody targeting Amylin,for research, diagnosis, treatment, prevention, or management of any disease or medical condition worldwide (the “AmylinLicensed Product”). All capitalized terms herein have the definitions assigned to them in the Amylin License Agreementunless otherwise defined herein. We are solely responsible for all decisions related to the launch, sales and marketing and promotion of Amylin LicensedProduct in our discretion, subject to the terms of the Amylin License Agreement, and for all costs for all activities related to,the Development, Manufacture and Commercialization of the Amylin Licensed Product worldwide. In consideration for therights and licenses granted by AstralBio to us in the Amylin License Agreement, we agreed to pay AstralBio (i) an upfrontlicense fee in the amount of $750,000 within thirty days after the effective date of the Amylin License Agreement, and (ii)upon the occurrence of specified developmental and commercial milestones, including net sales, milestone payments of up toan aggregate of $28 million, which can be paid by cash or, provided we remain listed on the Nasdaq Capital Market(“Nasdaq”) or another national stock exchange at the time of the payment, by issuing shares of our Common Stock, subjectto approval of the issuance of any such shares by Nasdaq, and provided, however, in no event shall we issue to AstralBiopursuant to the Amylin License Agreement shares of our Common Stock resulting in AstralBio owning more than 19.9% ofthe total number of shares of our Common Stock outstanding as of the date of entering into the Amylin License Agreement.In the event we sublicense an Amylin Licensed Product or a product that includes an Amylin Licensed Product, we will payAstralBio a sublicense fee, which fee is a range of a low to mid-single-digit percentage based on the proceeds of thesublicense fees to a third party. The Amylin License Agreement will remain in effect at all times and thereafter, unless and until terminated earlier pursuantto the Amylin License Agreement. The Amylin License Agreement can be terminated (i) by the Company for any reason orno reason upon 45 days’ written notice to AstralBio; (ii) by either party upon written notice to the other party if the otherparty materially breaches the Amylin License Agreement and such breach is not cured to the reasonable satisfaction of thenon-breaching party within 90 days of receipt of such written notice, subject to certain exceptions; (iii) by either party uponcertain bankruptcy or insolvency events of the other party; and (iv) by either party if the other party or any sublicenseechallenges the patentability, enforceability or validity of any claim related to any Patent or the secret and substantial natureof any Know-How, such Patent and/or Know-How being licensed to the party making the challenge, subject to certainexceptions as set forth in the Amylin License Agreement.

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Table of Contents 4 Strategy We are developing next-generation antibody medicines for obesity and its cardiometabolic and cardiopulmonary complications. One of the most important advances in modern obesity treatment has been the emergence of GLP-1 receptor agonists and other incretin-based therapies. These drugs have transformed the field by enabling weight loss that, in somecases, rivals the effects of invasive bariatric surgery. But as physicians and patients gain real-world experience, it’s becoming increasingly clear first-generation therapies, while groundbreaking, leave important gaps. Our approach to the evolving needs in obesity treatment is facilitated by our fully integrated antibody discovery platform,designed from the ground up for precision, speed and developability. At the core of our AI Drug Discovery Platform is an AI-enabled epitope steering engine enabling us to precisely direct antibodies to functional hotspots on even the mostchallenging targets—often considered undruggable. When combined with our antibody optimization platform, which deeply integrates generative AI tools with mammalian display technology, we can progress from concept to development-ready antibody in as little as seven months. Our strategic approach to fulfilling our mission is outlined as follows: ● Our disease area strategy rests on three pillars: o Therapeutic Focus: Develop potential therapies for obesity, cardiometabolic and cardiopulmonarydiseases, including therapies that may complement or follow GLP-1 treatment, provide well-toleratedmonotherapy alternatives for patients unable or unwilling to remain on GLP-1s, or address additional areasof high unmet needs. o Target Selection: Prioritize targets with strong human validation – genetic or pharmacologic – to reducedevelopment risk and increase the likelihood of achieving first- or best-in-class outcomes. o Competitive Advantage: Leverage the integration of our AI-driven discovery platform, domain expertise,experienced personnel and advancing preclinical pipeline to accelerate differentiation and unlock targetsothers cannot. ● Capital efficient business approach: Our strategic business approach is structured around the following pillars ofvalue creation: o Developing and Advancing our Pipeline Cost Effectively: Drug discovery and clinical advancement ofour pipeline remain central to our success. As a clinical-stage company, we continue to advance clinicaland preclinical programs in obesity, cardiometabolic and cardiopulmonary diseases, while also evaluatingpotential partnerships around select assets to maximize their value and accelerate development timelines. o Strategic Collaborations: We continue to pursue selective strategic collaborations using our existingportfolio of obesity and immuno-oncology assets, in order to accelerate our preclinical programsefficiently. o Out-Licensing in Diverse Therapeutic Areas: We are evaluating opportunities for out-licensing our AIDrug Discovery Platform to broaden its use beyond our core focus areas of obesity, cardiometabolic, andcardiopulmonary diseases. These opportunities include potential partnerships in therapeutic areas such asimmunology, inflammation, pain, and vaccines. Through such arrangements, we aim to provide partnerswith access to our AI-based discovery and screening technologies in order to generate non-dilutive cashflow along with potential revenue streams while maintaining operational focus on our internal researchand development priorities.

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Table of Contents 5 In essence, we believe we are sculpting a future where cutting-edge AI-driven biotechnology propels the discovery ofintricate biologics, fostering partnerships, accelerating innovation, and propelling the advancement of science. The current product candidate pipeline is set forth below. IBIO-610 Activin E is part of the transforming growth factor-β (“TGF-β”) superfamily and has been implicated in the regulation ofenergy homeostasis and overall metabolic health. Human genetic studies provide compelling support for Activin E as atherapeutic target, as individuals carrying loss-of-function variants of the INHBE gene exhibit reduced visceral fat,improved lipid profiles, and lower risk of cardiometabolic diseases. By leveraging our AI Drug Discovery Platform, we believe we have successfully identified the first antibody inhibitingActivin E. Preclinical data from multiple in vitro cell-based assays, including one on a human adipocyte cell line,demonstrated robust blockade of Activin E-mediated signaling. The antibody has been evaluated in multiple pre-clinicalstudies in a model of diet-induced obesity (“DIO”) in mice, both alone with bi-weekly dosing and in combination withsemaglutide dosed daily. These results suggest IBIO-610 may induce fat-selective weight loss.

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Table of Contents 6 In vitro characterization of IBIO-610. Target protein binding measured via SPR. Reporter cell line assay used HEK293reporter cell line with ALK7 receptor stably integrated. 200pM Activin E used. Differentiated human adipocyte, treatedwith 100nM Activin E. In a DIO mouse model, IBIO-610 was administered biweekly at 10 mg/kg for four weeks to evaluate its effects as amonotherapy. Treated mice were observed to have an 8.9% reduction in body weight compared to baseline and placebo,with body composition analysis revealing a 26% reduction in fat mass and no measurable loss of lean mass. Outlier non-responder mice were excluded. To test potential combination therapy with incretin treatments, IBIO-610 was dosed biweekly alongside daily semaglutide.While semaglutide alone produced a 27.8% reduction in body weight (baseline and placebo adjusted), the combinationresulted in a more pronounced 35.3% weight loss, without any additive effect on food intake. The combination also led to agreater reduction in visceral fat compared to semaglutide alone, suggesting complementary mechanisms that enhancemetabolic benefit. IBIO-610 was also tested as a maintenance therapy following cessation of semaglutide treatment. In this model, DIO micewere first dosed with semaglutide for two weeks, leading to approximately 18% weight loss. Upon stopping semaglutide,control mice regained 71% of the lost weight within three weeks, with fat mass levels returning to those of untreatedanimals. In contrast, mice receiving IBIO-610 at the time of semaglutide discontinuation regained only 28% of the lostweight and retained significantly lower fat mass at study termination, highlighting the potential of IBIO-610 to preventrebound weight gain. Prevention of weight regain after cessation of GLP-1 treatment in mouse model of obesity by IBIO-600. n=10 pergroup, IBIO-610 dosed S.C. at 10 mg/kg twice per week. Semaglutide dosed at 10nmol/kg S.C. daily. Organ weightsdetermined via necropsy.

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Table of Contents 7 IBIO-610 was evaluated in a preclinical pharmacokinetic (“PK”) and a body composition study in obese, mature non-human primates (“NHPs”) designed to characterize systemic exposure and assess early signs of activity on fat and bodycomposition. In previously disclosed results from this study, IBIO-610 demonstrated a terminal half-life of approximately33.2 days in obese NHPs following administration, and based on allometric scaling approaches, we estimated a projectedhuman half-life of up to 100 days, which may support infrequent dosing. In addition, in a small study that was notstatistically powered, following two once-every-eight-week doses, treatment with IBIO-610 was associated with 6.7%lower visceral fat and 5.2% lower total fat mass compared with vehicle-treated obese NHPs, with a slight increase in leanmass. These findings are consistent with the fat-selective profile we observed in prior rodent studies. Additionally, obeseNHPs treated with a single IV dose of IBIO-610 showed up to a 98% reduction in serum levels of active Activin E. In July 2026, we announced new preclinical data from our obese NHP study evaluating IBIO-610. Following a single doseof IBIO-610, active Activin E levels in the blood were reduced in all treated NHPs and remained suppressed through eightweeks. At both weeks 4 and 8, active Activin E levels were reduced to levels below the limits of the assay. Overall, activeActivin E was reduced by 98% at week 4 and 97% at week 8 compared with baseline. We believe that these findingssupport IBIO-610's potential for best-in-class pathway inhibition and further support the potential for an infrequently dosed,long-acting antibody approach. The data also demonstrated IBIO-610's potential to promote fat-selective weight loss whilepreserving lean mass. In obese NHPs, when combined with semaglutide, IBIO-610 drove greater visceral and total fat losswhile reducing lean mass loss by 73% versus semaglutide alone, further supporting its potential as both a stand-alonetherapy and a complementary approach to GLP-1-based treatments. Following these studies, we initiated CMC and nonclinical toxicology activities to support the advancement of IBIO-610toward clinical development and we anticipate commencing first-in-human clinical trials in the first half of calendar year2027. IBIO-800: Myostatin x Activin A Bispecific Antibody We are developing a bispecific antibody program targeting myostatin, growth differentiation factor 11 (“GDF11”) andActivin A, that we now refer to as IBIO-800. We are evaluating IBIO-800 for potential use in obesity and cardiopulmonarydisease, including PH-HFpEF. Leveraging our innovative AI Drug Discovery Platform, IBIO-800 is in late discovery, wheremultiple parameters, including potency, selectivity, expression, stability and manufacturability, are being optimized. Wenominated a development candidate in June 2026 and initiated CMC and nonclinical testing to enable continued progressionof this program. IBIO-800 is designed to selectively neutralize what we believe are key pathological ligands across multiple aspects ofdisease biology. Based on our preclinical work, Activin A may contribute to cardiac fibrosis and vascular remodeling, whilemyostatin and GDF11 may contribute to skeletal muscle dysfunction and reduced functional capacity. In combination, IBIO-800 is designed to reduce cardiac fibrosis, reverse pulmonary vascular remodeling, and improve whole body functionalcapacity, while avoiding some of the safety considerations associated with broader TGF-β ligand blockade. In preclinical in vitro studies, early findings in human muscle progenitor or muscle stem cells suggest our bispecificcandidates induced greater differentiation and fusion into mature muscle cells than antibodies targeting myostatin or ActivinA alone. In addition, in human cardiac fibroblast studies, growth differentiation factor 8 (“GDF8”), GDF11 and Activin Apromoted fibrotic activation and pro-inflammatory or pro-fibrotic gene expression, supporting the biological rationale forcombined blockade in cardiopulmonary disease. We are also evaluating the program in vivo in a mouse model designed toassess stress-induced right ventricular remodeling in the setting of obesity and hemodynamic stress. In June 2026, wenominated a development candidate and are initiating CMC and nonclinical testing to enable continued progression of theprogram. IBIO-600 Myostatin, also known as GDF8, is a member of the TGF-β family that regulates and limits skeletal muscle growth. A lossof function in the myostatin gene eliminates this inhibitory effect, leading to increased muscle mass and strength. Thisgenetic alteration results in significant muscle hypertrophy (increased size) and hyperplasia (increased number of

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Table of Contents 8 muscle fibers). While these effects can enhance muscle development, they may also have implications for overallmetabolism and cardiovascular health. In April 2024, as result of the collaboration with AstralBio, Inc. (“AstralBio”) we initiated a program to discover anddevelop a long-acting anti-myostatin antibody. Using our StableHu platform coupled with mammalian display, weoptimized hit antibodies across multiple parameters, including affinity for myostatin, binding to the FcRn receptor,expression levels in mammalian cells, and resistance to poly-reactivity and aggregation. The final candidate, IBIO-600, wasalso observed to have a beneficial profile between thermostability and resistance to stress conditions during initial testing. In vitro, IBIO-600 was evaluated in human muscle progenitor cells, where it potently inhibited myostatin. This inhibitionfacilitated the differentiation of progenitor cells into mature human muscle cells. In interim data from a preclinical study inobese mice, we observed that IBIO-600 dose-dependently prevented lean mass loss when administered in combination witha GLP-1 receptor agonist. In November 2024, we initiated a study in obese and elderly NHPs for IBIO-600. The primary goal of the study was toassess the PK profile of IBIO-600. The study consisted of two dose levels, a low dose of 5 mg/kg and a high dose of 50mg/kg, with a single subcutaneous injection in each case. In addition to monitoring PK in serum, the study analyzed bodycomposition changes over time by employing DEXA scans, measuring lean and fat mass. Serum concentration of IBIO-600 in obese NHPs after a single 5 mg/kg I.V. dose. n=3 The study consisted of six NHPs, sorted randomly into the low and high dose groups. IBIO-600 promoted an increase inlean mass and a reduction in fat mass from baseline values. Standard PK calculations indicated the half-life of IBIO-600 inNHPs was approximately 52.4 days. By using multiple allometric scaling approaches, we estimated the half-life in humansof IBIO-600 as falling with a range of 57-147 days. IBIO-600 also demonstrated durable body composition effects,including lean mass gains of up to 5.1% with accompanying reductions in fat mass.

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Table of Contents 9 Change in Lean and Fat Mass in obese NHPs treated with a single 5 mg/kg I.V. dose of IBIO-600. N=3 per group. Region ofInterest DEXA scan on gluteal and thigh region. Following the NHP PK study, we initiated CMC manufacturing and nonclinical toxicology activities to supportadvancement of IBIO-600 toward clinical development. We have completed good manufacturing practices (“GMP”)manufacturing of an initial batch of drug product being used in our clinical study. Additionally, we have completed 1-monthGLP toxicology studies in both rats and NHPs. In June 2026, we announced the dosing of the first participant in a randomized, double-blind, placebo-controlled, first-in-human, phase 1 SAD clinical trial. This study is intended to test the safety, tolerability, pharmacokinetics, andpharmacodynamics of IBIO-600 in overweight or obese adults, as well as exploratory effects on body composition, withfour SAD cohorts currently planned. All four SAD cohorts have been enrolled in this study with 31 participants and eachwill be monitored for approximately nine months following administration, with study completion expected in second halfof 2027. Data from the study will help inform potential future development of IBIO-600. This trial is designed to establishthe initial human profile of IBIO-600 and begin generating evidence of its effects on body composition, helping to informpotential future studies in combination with GLP-1-based therapies. We are now preparing to advance IBIO-600 into theMAD portion of the study. Further, we intend to continue progressing the development of IBIO-600 in obesity, sarcopenia,and other muscle loss disorders. Amylin Receptor Agonist Engineered Antibody In collaboration with AstralBio, we initiated the development of an antibody agonists targeting the amylin receptor, apotentially highly promising mechanism in obesity treatment. Amylin receptors are closely related, multi-component GPCRcomplexes, making it challenging to discover antibodies with precisely controlled receptor subtype selectivity and functionalactivity. To address this challenge, we combined engineered GPCR antigens designed to mimic distinct amylin andcalcitonin receptor configurations with our mammalian display-based discovery platform. This approach enablesmultidimensional antibody selection across properties including receptor subtype specificity, cross-species binding,functional activity and developability. Using these capabilities, we have generated both dual amylin and calcitonin receptoragonist (“DACRA”) antibodies and selective amylin receptor agonist (“SARA”) antibodies designed to activate specificamylin receptor subtypes while avoiding activation of the calcitonin receptor.

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Table of Contents 10 Early preclinical results to date show the promise of the approach. In a proof-of-concept study in DIO mice, an early DACRA-like agonist antibody delivered approximately a ~60% reduction in acute food intake (p<0.05), compared with a 67% reduction observed with a benchmark DACRA peptide. Building on these results, we generated and characterizedAMY1-selective, AMY3-selective and dual AMY1/AMY3 agonist antibodies, referred to as SARA antibodies, with distinct in vitro potency and selectivity profiles. These data support the feasibility of using engineered antibodies to achieve differentiated amylin receptor pharmacology anddemonstrate the application of our integrated discovery platform to a complex GPCR target class. The program provides an additional demonstration of our ability to combine engineered antigens with multidimensional mammalian display-based selection to generate functionally differentiated antibody candidates against challenging membrane-protein targets. AI Discovery Tools The integration of AI into our drug discovery process accelerates antibody discovery, clone optimization, and technologyinnovation for preclinical development. By combining our proprietary technology stack with deep biological expertise, weaim to enhance pipeline productivity and increase the probability of success. Our proprietary technology stack includes (1) Epitope Steering, our patented AI engine directing antibody binding toprecisely defined regions of target proteins, increasing selectivity and therapeutic impact, and (2) StableHu, a generative AItool that rapidly optimizes antibodies for expression, stability, and manufacturability; and mammalian display-basedmultidimensional screening, enabling simultaneous optimization of affinity, specificity, and developability in a singleselection step. Together, these tools power a full stack platform enabling us to go from concept to hit generation withinweeks, accelerating the development of potential first-in-class and best-in-class biologics. The EngageTxTM technologyenables us to target bi-specific molecules. AI-Technology Platform Overview Our AI-powered antibody discovery and development platform integrates complementary technologies designed to improvethe discovery, optimization and engineering of antibodies against therapeutically relevant, including hard-to-drug, targets. Our AI Drug Discovery Platform can be viewed across three primary stages: Discovery. Our Epitope Steering technology uses AI-designed engineered epitopes to direct antibody discovery towardspecific regions and conformations of a target protein associated with a desired biological function. By designing theantigen used in antibody discovery, we can bias selection toward antibodies with specific functional properties, includingantibodies intended to achieve complex mechanisms of action such as receptor agonism or selective pathway modulation.These engineered epitopes can be used with our fully human antibody library, which is built on clinically validated humanframeworks and designed to provide a diverse starting pool for the identification of functional, developable antibodycandidates. Optimization. Antibodies identified through our discovery process can be optimized using our StableHu AI technologytogether with mammalian display. StableHu generates focused human antibody sequence diversity, while mammalian displayenables screening based on characteristics such as potency, selectivity, cross-species reactivity and developability. Together,these technologies are designed to improve antibody properties and reduce downstream development risk. Therapeutic Engineering. Optimized antibodies can then be incorporated into more advanced therapeutic formats. Forexample, our EngageTx technology provides a panel of optimized CD3 antibodies that can be paired with tumor-targetingantibodies to generate bispecific T-cell engagers with a range of potencies and other potentially differentiated characteristics.

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Table of Contents 11 These technologies are designed to operate as an integrated platform: Epitope Steering and our antibody library supportdiscovery; StableHu and mammalian display support optimization; and technologies such as EngageTx enable more complextherapeutic formats. iBio’s Technology Stack Addresses Several Current Challenges in Antibody Discovery

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Table of Contents 12 AI Epitope Steering Technology Epitopes—the small binding sites on large target proteins—are a critical factor in generating antibodies with the desiredbiological effects. Traditional antibody discovery methods often struggle with dominant epitopes that overwhelm screening,obscuring antibodies against more therapeutically valuable sites. These approaches also tend to yield few or no hits againstcomplex, hard-to-drug immunosubdominant epitopes that limits the potential efficacy of the discovered antibodies. Our Epitope Steering technology directly addresses these limitations by guiding antibody generation toward predefinedregions of a target protein. Using AI, we design engineered epitopes—precisely modeled and optimized fragments of thetarget—to improve structural fidelity, solubility, and stability. These engineered epitopes enable efficient antibody selectionfrom naïve or immunized libraries, significantly increasing discovery success, especially for agonistic or functionally activeantibodies. This approach is broadly applicable across complex protein classes and holds promise in unlocking new targets in in the fieldof immune-oncology (I/O), but it could also be transformative in various other disease areas such as cardiometabolic,immunology, and pain management. Moreover, it has potential applications in vaccine design, offering new opportunities fordisease prevention. iBio’s patented epitope steering technology Naïve Human Antibody Library The fully human antibody library is built upon clinically validated, entirely human antibody frameworks. By leveragingpublic databases, we have extracted a diverse array of Complementarity-Determining Region (CDR) sequences.Subsequently, we have meticulously eliminated a range of sequence liabilities. Such careful curation process couldpotentially significantly reduce the development risk for antibodies identified from our library. StableHu AI Antibody-Optimizing Technology Antibody optimization is a pivotal step in the development of therapeutic antibodies. It refines an antibody's properties toenhance its efficacy, safety, and manufacturability. This process includes humanization, which alters non-human antibodiesto mimic human antibodies, thereby reducing the risk of immune reactions when used in therapy.

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Table of Contents 13 Our proprietary StableHu technology is instrumental in this optimization process. StableHu is an AI-powered tool designedto predict a library of antibodies with human CDR variants based on an input antibody. This input can range from an early,unoptimized molecule to an approved drug. The model has been trained utilizing a set of over 1 billion human antibodies, bymasking known amino acids within CDRs to train the algorithm to predict the human sequences. While phage display libraries are often used in antibody optimization due to their vast diversity, they can increasedevelopability risks such as low expression, instability, or aggregation of antibodies. Mammalian display libraries, on theother hand, offer significantly improved developability but reduced diversity due to the smaller library size they can handle.StableHu overcomes this limitation by utilizing a machine learning algorithm generating focused library diversity within thecapacity of mammalian display. Mammalian display is a technology that presents antibodies on the surface of mammalian cells, allowing for the directscreening and selection of antibodies in a mammalian cell environment. This approach is advantageous as antibodies thatexpress well on the mammalian cells used in the display are more likely to express well in the production cell line.Moreover, single-cell sorting of antibody-displaying cells allows rapid selection of desired antibodies based on multipledimensions, such as potency, selectivity, and cross-species selectivity. When paired with mammalian display technology, StableHu enables antibody optimization with fewer iterative optimizationsteps, lower immunogenicity risk, and improved developability. StableHu Antibody Optimization Technology EngageTx CD3-Based T-Cell Engager Panel CD3-based T-cell engagers potentially offer significant clinical benefits in cancer treatment. They have the potential toeffectively target and eliminate a wide range of tumor types, including those resistant to other therapies. By recruiting andactivating the body's own T-cells to specifically target cancer cells, they can overcome some mechanisms of immuneevasion, potentially leading to improved patient outcomes. However, first-generation T-cell engaging bispecific antibodiesoften face challenges related to safety and efficacy. They can cause severe side effects, such as cytokine release syndromedue to overactivation of the immune system. Additionally, they may lack specificity, which can lead to off-target effects anddamage to healthy tissues. The lack of NHP cross-reactivity also prevents safety assessment in higher species. To address these limitations, we applied StableHu technology to antibodies derived from an epitope steering campaign and afirst-generation T-cell engager. This approach generated a diverse CD3 antibody panel with a wide potency range,

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Table of Contents 14 enabling flexible pairing with various tumor-targeting antibodies. The resulting molecules retained potent tumor-killingactivity while significantly reducing cytokine release, potentially lowering the risk of cytokine release syndrome. StableHu also increased antibody humanness, reducing immunogenicity risk, and introduced NHP cross-reactivity—allowing for robust preclinical safety assessments ahead of clinical trials. CD3-Based T-Cell Engager Panel EngageTx Programs Available for Partnering Outside the Cardiometabolic Area There have been notable advances in the field of oncology in recent years, and arguably none more important than the advent of immunotherapies. We have a pipeline of pre-clinical programs with differentiated profiles and potential impact. We are exploring the best path forward for these programs, with a focus on identifying partners who bring complementarycapabilities and a shared vision for patient impact. TROP-2 x CD3 Bispecific iBio’s lead TROP-2 x CD3 bispecific antibody, developed with our EngageTx platform, is designed to harness T cells to selectively kill TROP-2–expressing tumors while minimizing the cytokine release that often limits the tolerability of T-cell engagers. TROP-2 is highly expressed in a range of solid tumors, including breast, lung, colorectal, and pancreatic cancers. Unlike TROP-2 antibody-drug conjugates that risk damaging healthy cells, our bispecific approach aims to widen thetherapeutic window and deliver a durable anti-tumor response. In preclinical studies, our lead molecule demonstrated potent tumor cell killing with a reduced cytokine release profile compared to a first-generation T-cell engager and showed a 36% reduction in tumor size after a single dose in a humanized mouse model of squamous cell carcinoma. EGFRvIII Epidermal growth factor receptor variant III (“EGFRvIII”) is a tumor-specific variant of the EGFR that is absent from healthy tissues, making it an attractive target for cancer therapy. It is most commonly associated with glioblastoma and head and neck cancer, but can also occur in breast, lung, and ovarian cancers. Traditional EGFR-targeted approaches have beenlimited by off-target effects on healthy cells, whereas our patented AI-enabled epitope steering platform has generated antibodies that selectively recognize a unique epitope on EGFRvIII without binding wildtype EGFR. In preclinical studies, these molecules demonstrated strong binding to EGFRvIII, selective tumor cell killing in vitro while sparing healthy cells, and a 43% reduction in tumor growth in a mouse model of head and neck cancer, supporting their potential as safer, moreprecise anti-tumor therapies.

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Table of Contents 15 CCR8 G protein–coupled receptors (“GPCRs”) represent one of the most successful therapeutic target classes, but antibodydevelopment against them has historically been challenging due to their complex structure. Chemokine receptor 8 (“CCR8”), a GPCR selectively expressed on immunosuppressive Tregs, has emerged as a promising oncology target since depleting tumor-associated Tregs can enhance anti-tumor immunity. Unlike CCR4, which is broadly expressed on immune cells and presents safety risks if targeted, CCR8 provides a more tumor-focused approach. Using our AI-enabled discovery platform, we generated anti-CCR8 antibodies with high specificity, strong binding to CCR8-expressing cells, and potent depletion ofprimary human Tregs while sparing CCR4. In preclinical studies, our lead CCR8 antibody inhibited tumor growth and produced a 22% reduction in tumor size in a colon cancer mouse model, supporting its potential as a differentiated Treg- targeting immunotherapy. Modalities Epitope steering, a technology iBio is pioneering, has the potential to positively impact various areas of medicine. In thefield of immuno-oncology, it can be used to develop antibodies targeting specific cancer antigens, potentially enhancing theefficacy of treatments like checkpoint inhibitors and CAR-T therapies. The technology also holds promise in the realm of systemic secreted and cell-surface therapeutics. Here, epitope steering canbe applied to the development of antibodies, circulating immune modulation factors, secreted enzymes, and transmembraneproteins. This could be particularly beneficial in treating diseases such as heart failure, infectious diseases, and rare geneticconditions. In the context of localized regenerative therapeutics, epitope steering could potentially be used to developtreatments that target specific damaged or diseased tissues. This approach could be particularly beneficial in the treatment ofcardiovascular diseases. Intratumoral immuno-oncology is another area where epitope steering could make a significantimpact. It could potentially be used to develop treatments that alter the tumor microenvironment to favor an immuneresponse against tumors, potentially enhancing the efficacy of treatments that use immune-stimulatory proteins. Thepotential of epitope steering extends to cancer vaccine development as well. The ability to target specific epitopes could bebeneficial in the development of vaccines, particularly those that aim to increase the number and antitumor activity of apatient's T cells. Finally, epitope steering could be used to develop treatments for a wide range of diseases, including those inthe immune-oncology space, immunology, pain, and potentially in vaccine development. This is particularly relevant forcomplex and hard-to-drug protein structures. Digital Infrastructure iBio is a firm believer in the transformative power of digital technologies, including robotics, automation, AI, ML, and cloudcomputing. These technologies are integral to operationalizing our strategy, accelerating our learning curve, and executing atscale. As such, we have made substantial investments in these areas. Our aspiration is to digitize our operations to thegreatest extent possible, harnessing the potential of digital technology to maximize our impact on human health. As wecontinue to grow, we remain committed to further investing in our digital infrastructure to support our ambitious goals. Strategic Alliances, Collaborations, and Joint Ventures We have formed collaborations and strategic alliances to gain access to funding, capabilities, technical resources andintellectual property to further our development efforts, commercialize our technology and to generate revenues, includingthrough the use of our patented epitope-steering AI-engine and our EngageTx platform. Several agreements with AstralBio Discovery, Option and License Agreement: On March 27, 2024, we entered into a collaboration with AstralBio to discoverand develop novel antibodies for obesity and other cardiometabolic diseases. As part of the collaboration, we granted anexclusive license to our AI-powered technology to identify and engineer four (4) targets for the treatment of obesity andcardiometabolic diseases, of which AstralBio may continue the pre-clinical development and deploy its proven drugdevelopment expertise to advance candidates to an Investigational New Drug (“IND”) application. We have the exclusiveoption to license three (3) obesity and cardiometabolic targets from AstralBio and will receive the rights to develop,

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Table of Contents 16 manufacture and commercialize those targets upon exercise. In April 2025, we amended our collaboration with AstralBio toadd a fifth target for the treatment of cardiometabolic disease. We intend to identify and create an antibody against suchtarget, leveraging our proprietary AI Drug Discovery Platform. In exchange for adding an additional target to thecollaboration, AstralBio provided us with a $750,000 credit which we applied toward the option fee for the exclusive licenseof the novel antibody that inhibits the function of Activin E. Exclusive License Agreement (Myostatin Target): As a result of this collaboration with AstralBio, on December 31, 2024, weexercised our first option under the collaboration with AstralBio and entered into an exclusive agreement (the “MyostatinLicense Agreement”) with AstralBio, pursuant to which AstralBio licensed to us, on a worldwide exclusive basis and withthe right to grant sublicenses, under the AstralBio Licensed Patents (as defined in the Myostatin License Agreement) andAstralBio Licensed Know-How (as defined in the Myostatin License Agreement) the right to develop, manufacture andcommercialize and otherwise exploit any product directed to GDF8 (myostatin) that contains the licensed antibody targetingmyostatin, now named IBIO-600, for research, diagnosis, treatment, prevention, or management of any disease or medicalcondition. We are solely responsible for all decisions related to the launch, sales and marketing and promotion of IBIO-600in our discretion, subject to the terms of the Myostatin License Agreement, and for all costs for all activities related to thedevelopment, manufacture and commercialization of IBIO-600 worldwide. IBIO-600 was identified by AstralBio using ourproprietary technology stack and was designed for subcutaneous administration with the potential for an extended half-life. In parallel, we initiated a bispecific antibody program targeting myostatin/activin A to treat obesity and cardiometabolicdisorders, leveraging our proprietary technology stack as well as the technology of IBIO-600. In consideration for the rights and licenses granted by AstralBio to us pursuant to the Myostatin License Agreement, weagreed to pay AstralBio (i) an upfront license fee in the amount of $750,000 within thirty days after the effective date of theMyostatin License Agreement, which we paid by issuing AstralBio 246,087 shares of our Common Stock on January 28,2025 and (ii) upon the occurrence of specified developmental and commercial milestones, milestone payments of up to atotal of $28 million, which can be paid by cash or, provided we remain listed on a national stock exchange at the time of thepayment, by issuing shares of our Common Stock, subject to approval of the issuance of any such shares by NYSE Americanor another national stock exchange at the time of the payment, and provided, however, in no event shall we issue toAstralBio pursuant to the Myostatin License Agreement resulting in AstralBio owning more than 19.9% of the total numberof shares of our Common Stock as of the date of entering into the Myostatin License Agreement. In the event we sublicenseIBIO-600 or a product that includes IBIO-600, we are obligated to pay AstralBio a sublicense fee, which fee is a range of alow to mid-single-digit percentage based on the proceeds of the sublicense fees to a third party. Exclusive License Agreement (Activin E): On April 21, 2025, we entered into an exclusive agreement related to Activin E(the “Activin E License Agreement”) with AstralBio, pursuant to which AstralBio has licensed to us, on a worldwideexclusive basis and with the right to grant sublicenses, under the AstralBio Licensed Patents (as defined in the Activin ELicense Agreement) and AstralBio Licensed Know-How (as defined in the Activin E License Agreement) the right todevelop, manufacture and commercialize and otherwise exploit any product directed to Activin E that contains the licensedantibody targeting Activin E, now named IBIO-610, for research, diagnosis, treatment, prevention, or management of anydisease or medical condition. IBIO-610 was identified by AstralBio using our proprietary technology stack and was designedfor subcutaneous administration with the potential for an extended half-life. We are solely responsible for all decisions related to the launch, sales and marketing and promotion of IBIO-610 in itsdiscretion, subject to the terms of the Activin E License Agreement, and for all costs for all activities related to, thedevelopment, manufacture and commercialization of IBIO-610 worldwide. In consideration for the rights and licensesgranted by AstralBio to us in the Activin E License Agreement, we agreed to pay AstralBio (i) an upfront license fee in theamount of $750,000 within thirty days after the effective date of the Activin E License Agreement, which we paid by using aone-time credit equal to $750,000 (the “Credit”) provided by AstralBio pursuant to a collaboration us entered into withAstralBio in March 2024 in exchange for us identifying and creating an antibody against an undisclosed exclusive target forAstralBio, and (ii) upon the occurrence of specified developmental and commercial milestones, milestone payments of up toa total of $28 million, which can be paid by cash or, provided we remains listed on the Nasdaq Capital Market (“Nasdaq”) oranother national stock exchange at the time of the payment, by issuing shares of our Common Stock, subject to approval ofthe issuance of any such shares by Nasdaq, and provided, however, in no event shall we issue to AstralBio pursuant to theActivin E License Agreement resulting in AstralBio owning more than 19.9% of the total number

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Table of Contents 17 of shares of our Common Stock as of the date of entering into the Activin E License Agreement. In the event we sublicenseIBIO-610 or a product that includes IBIO-610, we will pay AstralBio a sublicense fee, which fee is a range of a low to mid-single-digit percentage based on the proceeds of the sublicense fees to a third party. Exclusive License Agreement (Amylin): On August 27, 2026, we entered into the Amylin License Agreement with AstralBio,pursuant to which AstralBio has licensed to us, on a worldwide exclusive basis and with the right to grant sublicenses, underthe AstralBio Licensed Patents (as defined in the Amylin License Agreement) and AstralBio Licensed Know-How (asdefined in the Amylin License Agreement) the right to Develop, Manufacture and Commercialize and otherwise exploit anAmylin Licensed Product. All capitalized terms herein have the definitions assigned to them in the Amylin LicenseAgreement unless otherwise defined herein. We are solely responsible for all decisions related to the launch, sales and marketing and promotion of Amylin LicensedProduct in our discretion, subject to the terms of the Amylin License Agreement, and for all costs for all activities related to,the Development, Manufacture and Commercialization of the Amylin Licensed Product worldwide. In consideration for therights and licenses granted by AstralBio to us in the Amylin License Agreement, we agreed to pay AstralBio (i) an upfrontlicense fee in the amount of $750,000 within thirty days after the effective date of the Amylin License Agreement, and (ii)upon the occurrence of specified developmental and commercial milestones, including net sales, milestone payments of up toan aggregate of $28 million, which can be paid by cash or, provided we remains listed on Nasdaq or another national stockexchange at the time of the payment, by issuing shares of our Common Stock, subject to approval of the issuance of any suchshares by Nasdaq, and provided, however, in no event shall we issue to AstralBio pursuant to the Amylin License Agreementshares of our Common Stock resulting in AstralBio owning more than 19.9% of the total number of shares of our CommonStock outstanding as of the date of entering into the Amylin License Agreement. In the event we sublicense an AmylinLicensed Product or a product that includes an Amylin Licensed Product, we will pay AstralBio a sublicense fee, which feeis a range of a low to mid-single-digit percentage based on the proceeds of the sublicense fees to a third party. Several agreements with RubrYc Therapeutics, Inc. (“RubrYc”) On August 23, 2021, we entered into a series of agreements with RubrYc described in more detail below: Collaboration and License Agreement: iBio entered into a collaboration and licensing agreement (the “RTX-003 LicenseAgreement”) with RubrYc to further develop RubrYc’s immune-oncology antibodies in its RTX-003 campaign. During theterm of the RTX-003 License Agreement, RubrYc granted us an exclusive worldwide sublicensable royalty-bearing licenseunder the patents controlled by RubrYc that cover the RTX-003 antibodies. The RTX-003 License Agreement wasterminated when we acquired substantially all of the assets of RubrYc in September 2022, including RubrYc’s immune-oncology antibodies in its RTX-003 campaign. Collaboration, Option and License Agreement: iBio entered into a collaboration agreement (the “Collaboration Agreement”)with RubrYc to collaborate for up to five years to discover and develop novel antibody therapeutics using RubrYc’s artificialintelligence discovery platform. In addition, RubrYc granted us an exclusive option to obtain a worldwide sublicensablecommercial license with respect to each of the lead product candidates resulting from such collaboration programs (the“Selected Compounds”). With the exception of any obligations that survive the termination, the Collaboration Agreementwas terminated when we acquired substantially all of the assets of RubrYc in September 2022.

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Table of Contents 18 Stock Purchase Agreement: In connection with the entry into the Collaboration Agreement and RTX-003 License Agreement, iBio also entered into a Stock Purchase Agreement (“Stock Purchase Agreement”) with RubrYc whereby we purchased 1,909,563 shares of RubrYc’s Series A-2 preferred stock (“Series A-2 Preferred”) for $5,000,000 and acquired anadditional 954,782 shares of RubrYc’s Series A-2 Preferred. In connection with the Stock Purchase Agreement, we entered into the RubrYc Therapeutics, Inc. Second Amended and Restated Investors’ Rights Agreement (the “Investors’ Rights Agreement”), RubrYc Therapeutics, Inc. Second Amended and Restated Voting Agreement (the “Voting Agreement”) andthe RubrYc Therapeutics, Inc. Second Amended and Restated Right of First Refusal and Co-Sale Agreement (the “Right of First Refusal and Co-Sale Agreement”). The rights, preferences of and privileges of the RubrYc Series A-2 Preferred Stock (“Series A-2 Preferred”) are set forth inthe Third Amended and Restated Certificate of Incorporation of RubrYc Therapeutics, Inc. (the “Amended RubrYc COI”),and include a preferential eight percent (8%) dividend, senior rights on liquidation, the right to elect a Series A-2 Preferreddirector for as long as we held at least 1,500,000 shares of RubrYc stock, the right to vote on an as-converted basis, certainanti-dilution and other protective provisions, the right to convert the Series A-2 Preferred into shares of RubrYc commonstock at our option, and mandatory conversion of the Series A-2 Preferred into shares of RubrYc common stock upon (a) theclosing of a firm-commitment underwritten public offering to the public pursuant to an effective registration statement underthe Securities Act, for shares of RubrYc common stock at a per share price of at least five (5) times the Series A-2 OriginalIssue Price (as defined in the Amended RubrYc COI) and resulting in at least $30,000,000 of gross proceeds to RubrYc or(b) such other date, time or event, specified by vote or written consent of the majority of the aggregate voting power, on anas-converted basis, of the RubrYc Series A preferred stock (“Series A Preferred” and together with the Series A-2 Preferred,the “Senior Preferred Stock”) and Series A-2 Preferred. The Right of First Refusal and Co-Sale Agreement gives RubrYc theright of first refusal on stock sales by key holders, generally defined as founders, and a second right of first refusal and a co-sale right to specified other investors, including certain holders of Senior Preferred Stock and iBio. The Investors’ Rights Agreement provides the holders of Senior Preferred Stock with, among things: (i) demand registrationrights, under specified circumstances; (ii) piggyback registration rights in the event of a company registered offering;(iii) lock-up and market-standoff obligations following a registered underwritten public offering; (iv) preemptive rights oncompany offered securities; and (v) additional protective covenants that require the approval at least two of the threedirectors elected by the holders of the Senior Preferred Stock. Pursuant to the Voting Agreement, certain RubrYc stockholders are contractually obligated to, among other things, vote forand maintain the authorized number of directors at five members, one of which we have the contractual right to elect subjectto the conditions set forth above. Asset Purchase Agreement: On September 19, 2022, we purchased substantially all of the assets of RubrYc, including the AIDrug Discovery Platform, RTX-003 (IBIO-101), all Selected Compounds, three additional immune-oncology candidates, aPD-1 agonist, in addition to laboratory and technology equipment pursuant to an asset purchase agreement, dated September16, 2022 (the “Asset Purchase Agreement”). On September 19, 2022, in connection with the closing of the acquisition, weentered into a termination agreement (the “Termination Agreement”) with RubrYc in order terminate the RTX-003 LicenseAgreement and the Collaboration Agreement, which terminated any and all future milestone payments or royalty obligationswe had under those agreements. Under the terms of the Asset Purchase Agreement, upon closing of the acquisition, we madean upfront payment of approximately $1,000,000 by issuing 5,117 shares of our Common Stock to RubrYc. RubrYc is alsoeligible to receive up to $5,000,000 in development milestones over the period of five years from the date of the AssetPurchase Agreement, which can be paid in shares of our Common Stock or cash, at our sole discretion. In addition, we hadadvanced RubrYc $484,000 to support their operation costs during the negotiation period and incurred transaction coststotaling $208,000, which were also capitalized as part of the assets acquired. The assets acquired include the patented AIDrug Discovery Platform, all rights with no future milestone payments or royalty obligations, to IBIO-101 (RTX-003), inaddition to five preclinical assets plus a PD-1 agonist. The Asset Purchase Agreement contained representations, warrantiesand covenants of RubrYc and us.

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Table of Contents 19 Intellectual Property We currently own 13 patents. Of the 13 patents, 7 are U.S. and 6 are international. Since July 1, 2023, we have primarilyfocused our intellectual property estate on our preclinical assets including provisional and regular patents in the U.S. andoverseas, including for CD25 antibodies, CCR8 antibodies, EGFRvIII antibodies, anti-MUC16 antibodies, TROP-2antibodies, CD3 antibodies, and for high-efficiency, conditionally-activated antibodies. We now have 16 U.S., 4 PatentCooperation Treaty, and 50 international applications pending. One Chinese, one Canadian, and a U.S. application have beenallowed but not yet issued. International patents and applications include numerous foreign countries including Australia,Canada, China, Hong Kong, India, Japan, Korea, and the European regional phase. All of our patents will expire between2027 and 2042. Included in the 88 patents and patent applications are U.S. and foreign patents and applications that we acquired fromRubrYc for novel antibodies, scaffold technology, and a machine learning apparatus for engineering meso-scale peptides. Our success will depend in part on our ability to obtain and maintain patent protection for our technologies and preclinicalassets. Our policy is to seek to protect our proprietary rights, by among other methods, filing patent applications in the U.S.and foreign jurisdictions to cover certain aspects of our technology. We continue to prepare patent applications relating to ourexpanding technology in the U.S. and abroad. The technology and products covered by our issued and pending patent applications are summarized below: Product Patent Applications, Technology, and Know-How (U.S. and International) ● Antibodies ● Antibodies against CCR8 ● Antibodies against EGFRvIII ● Antibodies against MUC16 ● Antibodies against TROP2 ● Antibodies against CD3 ● High-efficiency, conditionally-activated antibodies Pending Technology Patent Applications and Know-How (U.S. and International) ● Antigen scaffold technology ● Machine learning apparatus for engineering meso-scale peptides ● Methods of making conditionally-activated antibodies Competition The biotechnology and pharmaceutical industries are characterized by rapidly advancing technologies, intense competitionand a strong emphasis on proprietary products. We face competition from many different sources, including commercial pharmaceutical and biotechnology enterprises,academic institutions, government agencies, and private and public research institutions. Our commercial opportunities willbe reduced or eliminated if our competitors develop and commercialize products that are safer, more effective, have

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Table of Contents 20 fewer side effects or are less expensive than any products that we or our collaborators may develop based on the use of ourtechnologies. While we believe that the potential advantages of our new technologies will enable us to compete effectively against otherproviders of technology for biologic product development and drug discovery, many of our competitors have significantlygreater financial resources and expertise in research and development, manufacturing, preclinical testing, clinical trials,regulatory approvals and marketing approved products than we do. Smaller or early-stage companies may also prove to besignificant competitors, particularly through arrangements with large and established companies, and this may reduce thevalue of our technologies for the purposes of establishing license agreements. In addition, these third parties compete with usin recruiting and retaining qualified scientific and management personnel, establishing clinical trial sites and patientregistration for clinical trials, as well as in acquiring technologies and technology licenses complementary to our programs oradvantageous to our business. We expect to rely upon licensees, collaborators or customers for support in advancing certain of our drug candidates andintend to rely on additional work with our collaborators during our efforts to commercialize our product candidates. Ourlicensees, collaborators or customers may be conducting multiple product development efforts within the same disease areasthat are the subjects of their agreements with us. Agreements with collaborators may not preclude them from pursuingdevelopment efforts using a different approach from that which is the subject of our agreement with them. Any of our drugcandidates, therefore, may be subject to competition with a drug candidate under development by a customer. There are currently approved vaccines and therapies for many of the diseases and conditions addressed by the productcandidates our partners and collaborators may be developing or manufacturing or in our own pipeline. Technologicaldevelopments in our field of research and development occur at a rapid rate and we expect competition to intensify asadvances in this field are made. We will be required to continue to devote substantial resources and efforts to our researchand development activities. As a biopharmaceutical company developing next generation obesity therapeutics, we compete with a broad range ofcompanies. At the highest level, our therapeutics can be seen as both a complement and a potential competitor to any obesitytherapeutic, most incretin peptides, biologics, other peptide therapies, siRNAs, surgical interventions, and small molecules.Certain of our competitors have substantially greater capital resources, large customer bases, broader product lines, salesforces, greater marketing and management resources, larger research and development staffs with extensive facilities andequipment than we do and have more established reputations as well as global distribution channels. Our most significantcompetitors, among others, are fully integrated pharmaceutical companies such as Eli Lilly and Company, Novo NordiskA/S, Amgen Inc., Bristol-Myers Squibb Company, Merck & Co., Inc., Novartis AG, MedImmune, LLC (a wholly ownedsubsidiary of AstraZeneca PLC), Johnson & Johnson, Pfizer Inc., Merck KGaA and Sanofi SA, and more establishedbiotechnology companies such as Genentech, Inc. (a member of the Roche Group), and Regeneron Pharmaceuticals, Inc..We also compete with additional companies who are more advanced in the obesity and cardiometabolic space, such as KerosTherapeutics, Inc., Scholar Rock Holding Corporation, Biohaven, Ltd., Basecure Therapeutics Inc., StructureTherapeutics, Inc., Viking Therapeutics, Inc., Veru Inc., Zealand Pharma A/S, Terns Pharmaceuticals, Inc., SkyeBioscience, Inc., Laekna, Inc., Wave Life Sciences Ltd., Arrowhead Pharmaceuticals, Inc., Alnylam Pharmaceuticals, Inc.,and Helicore Biopharma Inc., as well as tech enabled drug discovery companies such as Recursion Pharmaceuticals, Inc.,AbCellera Biologics, Inc., Cellarity, Inc., BenevolentAI, Nabla Technologies, Inc., and others, some of which havesubstantially greater financial, technical, sales, marketing, and human resources than we do. Research and Development Our research and development functions are focused on the creation of new products and services, as well as enhancementsto our existing offerings, both of which are necessary to maintain our competitive position. Our research and developmentactivities take place primarily at our facilities in San Diego. iBio has leased lab and office space in San Diego for the purposeof conducting research. For the fiscal years 2026 and 2025, iBio spent $19.6 million and $8.3 million, respectively, in R&Drelated activities.

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Table of Contents 21 Suppliers We outsource certain functions and supplies to third parties. While we rely on our outsourcing partners to perform theircontracted functions, we are continuing to build internal capabilities. Our suppliers are generally available to meet ourdemands and supply requirements, but our items are long lead time items that have been exacerbated by the current macroenvironment due to increased demand. We continue to mitigate the risks through inventory management, relationshipmanagement and evaluation of alternative sources when possible. Refer to Item 1A, “Risk Factors,” for a description of risksassociated with our reliance on suppliers and outsourcing partners. Manufacturing We do not own or operate facilities for clinical drug manufacturing, storage, distribution or quality testing. Currently, all ofour clinical manufacturing is outsourced to third-party manufacturers. We have entered into agreements with five contractresearch organizations (“CROs”) for CMC development, non-clinical toxicology and related studies to advance IBIO-600and IBIO-610 towards clinical testing in addition to clinical studies for IBIO-600. However, we have not entered into anylong-term supply agreements or commercialization partnerships with these vendors. Certain material suppliers andmanufacturing sites for IBIO-600 and IBIO-610 are in locations outside of the U.S. Certain third-party manufacturers may require us to enter in manufacturing agreements with them that include substantialmilestone payments and royalties. As our development programs expand and we build new process efficiencies, we expect tocontinually evaluate our strategy of utilizing third party manufacturers with the objective of satisfying demand for ourregistration trials and, if approved, the manufacture, sale and distribution of commercial products. While the materials and substances used in our product candidates are manufactured by more than one supplier, the numberof suppliers is limited. In the event it is necessary or advisable to acquire drug materials, substances, and products fromalternative suppliers, we might not be able to obtain them on commercially reasonable terms, if at all. It could also requiresignificant time and expense to transfer or redesign our manufacturing processes to work with another company. If approvedby the FDA, we anticipate that we will be able to enter into agreements with third parties to manufacture and distribute ourproduct candidates on commercially reasonable terms. Antibody Discovery We have internal antibody display and discovery capabilities; however, at times we may continue to rely on third parties toconduct antibody discovery and optimization services for us based on criteria and specifications provided by us. Certainantibody discovery and optimization vendors require us to enter into a license with them for the right to use antibodiesdiscovered by them in human use or for commercial purposes. Such license could include substantial milestone paymentsand royalties to the extent we choose to use an antibody discovered by such vendor. We have exercised our option to receivesuch a license from AstralBio pursuant to the Myostatin License Agreement. Please see the description above in “StrategicAlliances, Collaborations, and Joint Ventures – Several agreements with AstralBio - Exclusive License Agreement(Myostatin Target)” for more details on the terms of this agreement. Government Regulation and Product Approval Government authorities in the United States at the federal, state and local level and in other countries extensively regulate,among other things, the research, development, testing, manufacture, quality control, approval, labeling, packaging, storage,record-keeping, promotion, advertising, distribution, post-approval monitoring and reporting, marketing and export andimport of drug products. Generally, before a new drug can be marketed, considerable data demonstrating its quality, safetyand efficacy must be obtained, organized into a format specific to each regulatory authority, submitted for review andapproved by the regulatory authority. U.S. Drug Approval Process All of the vaccine and therapeutic products developed from our technologies will require regulatory approval bygovernmental agencies prior to commercialization. In particular, pharmaceutical drugs and vaccines are subject to rigorous

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Table of Contents 22 preclinical testing and clinical trials and other pre-marketing approval requirements by the U.S. Food and DrugAdministration (the “FDA”) and regulatory authorities in other countries. In the U.S., various federal, and, in some cases,state statutes and regulations, also govern or impact the manufacturing, safety, labeling, storage, record-keeping andmarketing of vaccines and pharmaceutical products. The lengthy process of seeking required approvals and the continuingneed for compliance with applicable statutes and regulations requires the expenditure of substantial resources. Regulatoryapproval, if and when obtained for any of our product candidates, may be limited in scope, which may significantly limit theindicated uses for which our product candidates may be marketed. Further, FDA approved vaccines and drugs are subject toongoing oversight and discovery of previously unknown problems may result in restrictions on their manufacture, sale oruse, or in their withdrawal from the market. The process required by the FDA before a drug or biological product may be marketed in the United States generallyinvolves the following: ● completion of pre-clinical laboratory tests and animal studies according to good laboratory practices (“GLP”) and applicable requirements for the humane use of laboratory animals or other applicable regulations; ● submission to the FDA of an IND application which must become effective before human clinical trials may begin; ● performance of adequate and well-controlled human clinical trials according to the FDA’s regulations commonly referred to as good clinical practices (“GCPs”) and any additional requirements for the protection of human research subjects and their health information, to establish the safety and efficacy of the proposed biological product for its intended use; ● submission to the FDA of a New Drug Application (“NDA”) or Biologics License Application (“BLA”) for marketing approval that meets applicable requirements to ensure the continued safety, purity, and potency of the product that is the subject of the NDA or BLA based on results of pre-clinical testing and clinical trials; ● satisfactory completion of an FDA pre-approval inspection of the manufacturing facility or facilities where the product candidates are produced, to assess compliance with cGMP, to assure that the facilities, methods and controls are adequate to preserve the product’s identity, strength, quality and purity; ● potential FDA audit of the pre-clinical trial and clinical trial sites that generated the data in support of the NDA or BLA; and ● FDA review and approval of the NDA or licensure of the BLA. Preclinical Tests Before any product candidates with potential immunization or therapeutic value may be tested in human subjects, we mustsatisfy stringent government requirements for preclinical studies. Preclinical testing includes both in vitro and in vivolaboratory evaluation and characterization of the safety and efficacy of the product candidate. “In vitro” refers to testsconducted with cells in culture and “in vivo” refers to tests conducted in animals. The conduct of the preclinical tests mustcomply with federal regulations and requirements including GLP. Preclinical testing results obtained from studies in severalanimal species, as well as data from in vitro studies, are submitted to the FDA as part of an IND application and are reviewedby the FDA prior to the commencement of human clinical trials. These preclinical data must provide an adequate basis forevaluating both the safety and the scientific rationale for the initial clinical trials. In the case of vaccine candidates, animalimmunogenicity and immune protection tests must establish a sound scientific basis to believe that the product candidatemay be beneficial when administered to humans.

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Table of Contents 23 IND An IND becomes effective automatically 30 days after receipt by the FDA unless the FDA raises concern or questions aboutthe conduct of the clinical trials as outlined in the IND prior to that time. In such an event, the IND sponsor and the FDAmust resolve any outstanding concerns before clinical trials may proceed. For additional information on the most recent FDAregulations and guidance on vaccine and therapeutic product testing and approval, visit its website at http://www.fda.gov.The FDA may also impose clinical holds on a product candidate at any time before or during clinical trials due to potentialsafety concerns or non-compliance. If the FDA imposes a clinical hold, trials may not recommence without FDAauthorization and then only under terms authorized by the FDA. Accordingly, we cannot be sure that submission of an INDwill result in the FDA allowing clinical trials to begin, or that, once begun, issues will not arise that suspend or terminatesuch trials. Clinical Trials Clinical trials involve the administration of the product candidate to healthy volunteers or patients under the supervision ofqualified investigators, generally physicians not employed by or under the trial sponsor’s control. Clinical trials areconducted under protocols detailing, among other things, the objectives of the clinical trial, dosing procedures, subjectselection and exclusion criteria, and the parameters to be used to monitor subject safety, including stopping rules that assurea clinical trial will be stopped if certain adverse events should occur. Each protocol and any amendments to the protocolmust be submitted to the FDA as part of the IND. Clinical trials must be conducted and monitored in accordance with theFDA’s regulations composing the good clinical practice requirements, including the requirement that all research subjectsprovide informed consent. Further, each clinical trial must be reviewed and approved by an independent institutional reviewboard (the “IRB”) at or servicing each institution at which the clinical trial will be conducted. An IRB is charged withprotecting the welfare and rights of trial participants and considers such items as whether the risks to individualsparticipating in the clinical trials are minimized and are reasonable in relation to anticipated benefits. The IRB also approvesthe form and content of the informed consent that must be signed by each clinical trial subject or his or her legalrepresentative and must monitor the clinical trial until completed. A sponsor who wishes to conduct a clinical trial outside of the United States may, but need not, obtain FDA authorization toconduct the clinical trial under an IND. If a foreign clinical trial is not conducted under an IND, the FDA may neverthelessaccept the results of the study in support of an NDA if the study was conducted in accordance with GCP requirements, andthe FDA is able to validate the data through independent analysis and an onsite inspection if deemed necessary. Human clinical trials involving biological products are typically conducted in three sequential phases that may overlap or becombined: ● Phase 1. The biological product is initially introduced into a small number of closely monitored healthy human volunteers and tested for safety. In the case of some products for severe or life-threatening diseases, especially when the product may be too inherently toxic to ethically administer to healthy volunteers, the initial human testing is often conducted in patients with the targeted disease. ● Phase 2. The biological product is evaluated in a limited patient population to identify possible adverse effects and safety risks, to preliminarily evaluate the efficacy of the product for specific targeted diseases and to determine dosage tolerance, optimal dosage and dosing schedule. ● Phase 3. Clinical trials generally enroll a large number of volunteers and are undertaken to further evaluate dosage, clinical efficacy, potency, and safety in an expanded patient population at geographically dispersed clinical trial sites. These clinical trials are intended to establish the overall risk to benefit ratio of the product and provide an adequate basis for product labeling. During all phases of clinical development, regulatory agencies require extensive monitoring and auditing of all clinicalactivities, clinical data, and clinical trial investigators. Annual progress reports detailing the results of the clinical trials

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Table of Contents 24 must be submitted to the FDA. Written IND safety reports must be promptly submitted to the FDA and the investigators forserious and unexpected adverse events, any findings from other studies, tests in laboratory animals or in vitro testing thatsuggest a significant risk for human subjects, or any clinically important increase in the rate of a serious suspected adversereaction over that listed in the protocol or investigator brochure. The sponsor also must notify the FDA of any unexpectedfatal or life-threatening suspected adverse reaction within seven calendar days after the sponsor’s initial receipt of theinformation. Phase 1, Phase 2 and Phase 3 clinical trials may not be completed successfully within any specified period, if atall. The FDA or the sponsor or its data safety monitoring board may suspend or terminate a clinical trial at any time onvarious grounds, including a finding that the research subjects are being exposed to an unacceptable health risk. Similarly, anIRB can suspend or terminate approval of a clinical trial at its institution if the clinical trial is not being conducted inaccordance with the IRB’s requirements or if the biological product has been associated with unexpected serious harm tosubjects. Concurrently with clinical trials, companies usually complete additional studies and must also develop additionalinformation about the physical characteristics of the biological product as well as finalize a process for manufacturing theproduct in commercial quantities in accordance with cGMP requirements. The manufacturing process must be capable ofconsistently producing quality batches of the product candidate and, among other criteria, the sponsor must develop methodsfor testing the identity, strength, quality, potency and purity of the final biological product. Additionally, appropriatepackaging must be selected and tested, and stability studies must be conducted. Many other countries in which we might choose to develop drugs or run clinical trials have similar rules and regulation.Although many of the issues discussed above with respect to the United States apply similarly in the context of the EuropeanUnion or other foreign countries, the approval process varies between countries and jurisdictions and can involve additionalproduct testing and additional administrative review periods. The time required to obtain approval in other countries andjurisdictions might differ from and be longer than that required to obtain FDA approval. Regulatory approval in one countryor jurisdiction does not ensure regulatory approval in another, but a failure or delay in obtaining regulatory approval in onecountry or jurisdiction may negatively impact the regulatory process in others. NDA/BLA: Once clinical trials of a product candidate are completed, FDA approval of an NDA or BLA must be obtained before commercial marketing of the product. The NDA or BLA must include results of product development, laboratory and animal studies, human trials, information on the manufacture and composition of the product, proposed labeling and other relevant information. The FDA may grant deferrals for submission of data, or full or partial waivers. The testing and approval processes require substantial time and effort and there can be no assurance that the FDA will accept the NDA or BLA for filing and, even if filed, that any approval will be granted on a timely basis, if at all. Post-Approval Requirements Any products for which we receive FDA approvals will be subject to continuing regulation by the FDA, including, among other things, record-keeping requirements, reporting of adverse experiences with the product, providing the FDA with updated safety and efficacy information, product sampling and distribution requirements, and complying with FDA promotion and advertising requirements, which include, among others, standards for direct-to-consumer advertising, restrictions on promoting products for uses or in patient populations that are not described in the product’s approved uses,known as ‘off-label’ use, limitations on industry-sponsored scientific and educational activities, and requirements for promotional activities involving the internet. Other U.S. Healthcare Laws and Compliance Requirements: In the United States, our activities are potentially subject to regulation by various federal, state and local authorities inaddition to the FDA, including but not limited to, the Centers for Medicare & Medicaid Services, or CMS, other divisions of the U.S. Department of Health and Human Services, for instance the Office of Inspector General, the U.S. Department of Justice, or DOJ, and individual U.S. Attorney offices within the DOJ, and state and local governments. For example, research, sales, marketing and scientific/educational grant programs must comply with the anti-fraud and abuse provisions

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Table of Contents 25 of the Social Security Act, the false claims laws, the physician payment transparency laws, the privacy and security provisions of HIPAA, as amended by Health Information Technology for Economic and Clinical Health Act (“HITECH”), and similar state laws, each as amended. Once commercialized, we could be liable to ensure full compliance with the law. Coverage, Pricing and Reimbursement Significant uncertainty exists as to the coverage and reimbursement status of any product candidates for which we obtain regulatory approval. This is dictated by third-party payors’ coverage and establish adequate reimbursement levels for such products. The marketability of any product candidate for which we receive regulatory approval for commercial sale may suffer if the government and third-party payors fail to provide adequate coverage and reimbursement. Orphan Drug Act Under the Orphan Drug Act, the FDA may grant orphan designation to a drug or biologic intended to treat a rare disease orcondition, which is generally a disease or condition that affects fewer than 200,000 individuals in the United States, and forwhich there is no reasonable expectation that the cost of developing and making available in the United States a drug for thistype of disease or condition will be recovered from sales in the United States for that drug. Orphan drug designation must berequested before submitting an NDA or BLA. After the FDA grants orphan drug designation, the name of the sponsor,identity of the drug or biologic and its potential orphan use are disclosed publicly by the FDA. The orphan drug designationdoes not shorten the duration of the regulatory review or approval process, but does provide certain advantages, such as awaiver of Prescription Drug User Fee Act, or PDUFA, fees, enhanced access to FDA staff and potential waiver of pediatricresearch requirements. If a product that has orphan drug designation subsequently receives the first FDA approval for the disease for which it hassuch designation, the product is entitled to orphan product exclusivity, which means that the FDA may not approve any otherapplications, including a full NDA, to market the same drug or biologic for the same indication for seven years, except inlimited circumstances, such as a showing of clinical superiority to the product with orphan drug exclusivity. Orphan drugexclusivity does not prevent FDA from approving a different drug or biologic for the same disease or condition, or the samedrug or biologic for a different disease or condition. Among the other benefits of orphan drug designation are tax credits forcertain research and a waiver of the application user fee. A designated orphan drug may not receive orphan drug exclusivityif it is approved for a use that is broader than the indication for which it received orphan designation. In addition, exclusivemarketing rights in the United States may be lost if the FDA later determines that the request for designation was materiallydefective or if the manufacturer is unable to assure sufficient quantities of the product to meet the needs of patients with therare disease or condition. Accelerated Approval There are a variety of pathways under which applicants may seek expedited approval from FDA, including fast track,breakthrough therapy, priority review and accelerated approval. The FDA accelerated approval program provides for earlyapproval of drugs based on a drug on a clinical trial(s) showing that the drug meets a surrogate or an intermediate clinicalendpoint rather than a clinical benefit endpoint. Accelerated approval is possible for drugs for serious conditions that fill anunmet medical need. A surrogate endpoint used for accelerated approval is a marker, such as a laboratory measurement, that is thought to predictclinical benefit, but is not itself a measure of clinical benefit. Likewise, an intermediate clinical endpoint is a measure of atherapeutic effect that is considered reasonably likely to predict the clinical benefit of a drug, such as an effect on irreversiblemorbidity and mortality. Because it sometimes can take many years for a drug trial to show a clinical benefit, the use of asurrogate endpoint or an intermediate clinical endpoint can significantly shorten the time required to complete clinical trialsand obtain FDA approval. If a drug receives an accelerated approval, the company that sponsored the application must conduct a post-approval trial toconfirm the anticipated clinical benefit. These trials are known as Phase 4 or post-approval confirmatory trials. If theconfirmatory trial shows that the drug actually provides a clinical benefit, then the FDA grants traditional approval for the

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Table of Contents 26 drug. Failure to conduct required post-approval studies, or confirm a clinical benefit during post-marketing studies, willallow the FDA to withdraw the drug from the market on an expedited basis. All promotional materials for drug candidatesapproved under accelerated regulations are subject to prior review by the FDA. If the confirmatory trial does not show thatthe drug provides clinical benefit, FDA has regulatory procedures in place that could lead to removing the drug from themarket. Healthcare Regulations and Healthcare Reform Healthcare regulation and pricing (including drug pricing) is complex, extensive, and dynamic around the world. In theUnited States and some foreign jurisdictions, there have been, and likely will continue to be, a number of legislative andregulatory changes and proposed changes regarding the healthcare system directed at broadening the availability ofhealthcare, improving the quality of healthcare, and containing or lowering the cost of healthcare. We expect that there willcontinue to be a number of federal and state proposals to implement government pricing controls and limit the growth ofhealthcare costs. We cannot predict what healthcare reform initiatives may be adopted in the future. Further federal, state and foreignlegislative and regulatory developments are likely, and we expect ongoing initiatives to increase pressure on drug pricing.Such reforms could have an adverse effect on anticipated revenues from product candidates and may affect our overallfinancial condition and ability to develop product candidates. We anticipate that current and future U.S. legislative healthcare reforms may result in additional downward pressure on theprice that we receive for any approved product, if covered, and could seriously harm our business. Any reduction inreimbursement from Medicare and other government programs may result in a similar reduction in payments from privatepayors. Data Privacy In the ordinary course of business, we collect, receive, store, process, generate, use, transfer, disclose, make accessible,protect, secure, dispose of, transmit, and share (collectively, processing) personal data and other sensitive information,including proprietary and confidential business data, trade secrets, intellectual property, sensitive third-party data, and datawe collect about trial participants in connection with clinical trials, which may include protected health information, geneticand genomic data, medical histories, demographic information, and other sensitive health-related data. Given the nature ofour business as a biopharmaceutical company engaged in drug development, we process significant volumes of sensitivepersonal data across multiple jurisdictions where we conduct clinical trials and other operations. Our data processingactivities subject us to numerous data privacy and security obligations, such as various laws, regulations, guidance, industrystandards, external and internal privacy and security policies, contractual requirements, and other obligations relating to dataprivacy and security. In the United States, federal, state, and local governments have enacted numerous data privacy and security laws, includingdata breach notification laws, personal data privacy laws, consumer protection laws (e.g., Section 5 of the Federal TradeCommission Act), and other similar laws (e.g., wiretapping laws). For example, as further discussed above, HIPAA, asamended by HITECH, imposes specific requirements relating to the privacy, security, and transmission of individuallyidentifiable protected health information. Additionally, FDA regulations, including 21 CFR Part 11, impose requirementsregarding electronic records and electronic signatures that affect how we collect, maintain, and transmit clinical trial data,and noncompliance could affect our ability to rely on such data in regulatory submissions. In the past few years, California,Virginia, Colorado, Connecticut, Utah and other states have enacted comprehensive privacy laws that impose certainobligations on covered businesses, including providing specific disclosures in privacy notices and affording residents withcertain rights concerning their personal data. As applicable, such rights may include the right to access, correct, or deletecertain personal data, and to opt-out of certain data processing activities, such as targeted advertising, profiling, andautomated decision-making. The exercise of these rights may impact our business and ability to provide our products andservices. Certain states also impose stricter requirements for processing certain personal data, including sensitiveinformation, such as conducting data privacy impact assessments. These state laws allow for statutory fines fornoncompliance. For example, the California Consumer Privacy Act of 2018, as amended by the California Privacy RightsAct of 2020 (“CPRA”), (collectively, “CCPA”) applies to personal information of consumers, business representatives, andemployees who are California residents, and requires businesses to provide specific disclosures in privacy notices and

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Table of Contents 27 honor requests of such individuals to exercise certain privacy rights. The CCPA provides for fines of up to $7,500 perintentional violation and allows private litigants affected by certain data breaches to recover significant statutory damages.Although the CCPA and similar state laws exempt certain data processed in the context of clinical trials, such exemptions arelimited in scope and do not extend to all personal data we process in connection with our clinical trial activities, includingdata relating to our employees, contractors, clinical trial site personnel, investigators, and business contacts. Similar laws arebeing considered in several other states, as well as at the federal and local levels, and we anticipate that more states will passsimilar laws in the future. These developments further complicate compliance efforts and increase legal risk and compliancecosts for us and the third parties upon whom we rely. We may also be subject to new laws governing the privacy of consumer health data. For example, Washington’s My HealthMy Data Act (“MHMD Act”) broadly defines consumer health data, places restrictions on processing consumer health data(including imposing stringent requirements for consents), provides consumers certain rights with respect to their health data,and creates a private right of action to allow individuals to sue for violations of the law. Other states, including Nevada andConnecticut, have adopted or are considering similar consumer health data laws. We may use AI) and ML technologies in various aspects of our operations, including drug discovery, clinical trial design, anddata analysis. The use of AI and ML in our business may implicate data privacy and security obligations and emerging AI-specific regulations. For example, the European Union’s Artificial Intelligence Act (the “EU AI Act”) establishes a risk-basedregulatory framework for AI systems, including requirements for high-risk AI applications. Additionally, various U.S. statesand federal agencies are considering or have adopted laws and guidance regarding the use of AI. Compliance with existingand emerging AI regulations may require us to modify our use of AI and ML technologies, implement additional governanceand oversight measures, or limit our ability to use such technologies. Outside the United States, an increasing number of laws, regulations, and industry standards govern data privacy andsecurity. For example, the European Union’s General Data Protection Regulation (“EU GDPR”) and the United Kingdom’sGDPR (“UK GDPR”) impose strict requirements for processing personal data. For example, under the GDPR, companiesmay face temporary or definitive bans on data processing and other corrective actions; fines of up to 20 million Euros underthe EU GDPR, 17.5 million pounds sterling under the UK GDPR or, in each case, 4% of annual global revenue, whichever isgreater; or private litigation related to processing of personal data brought by classes of data subjects or consumer protectionorganizations authorized at law to represent their interests. Additionally, under various privacy laws and other obligations, we may be required to obtain certain consents to processpersonal data. Our inability or failure to do so could result in adverse consequences, including class action litigation andmass arbitration demands. In the ordinary course of business, we may transfer personal data from Europe and other jurisdictions to the United States orother countries. Europe and other jurisdictions have enacted laws requiring data to be localized or limiting the transfer ofpersonal data to other countries. In particular, the European Economic Area (EEA) and the United Kingdom (UK) havesignificantly restricted the transfer of personal data to the United States and other countries whose privacy laws it generallybelieves are inadequate. Other jurisdictions may adopt similarly stringent interpretations of their data localization and cross-border data transfer laws. Although there are currently various mechanisms that may be used to transfer personal data fromthe EEA and UK to the United States in compliance with law, such as the EEA’s standard contractual clauses, the UK’sInternational Data Transfer Agreement / Addendum, and the EU-U.S. Data Privacy Framework and the UK extension thereto(which allow for transfers to relevant U.S.-based organizations who self-certify compliance and participate in theFramework), these mechanisms are subject to legal challenges, and there is no assurance that we can satisfy or rely on thesemeasures to lawfully transfer personal data to the United States. If there is no lawful manner for us to transfer personal datafrom the EEA, the UK or other jurisdictions to the United States, or if the requirements for a legally-compliant transfer aretoo onerous, we could face significant adverse consequences, including the interruption or degradation of our operations, theneed to relocate part of or all of our business or data processing activities to other jurisdictions (such as Europe) atsignificant expense, increased exposure to regulatory actions, substantial fines and penalties, the inability to transfer data andwork with partners, vendors and other third parties, and injunctions against our processing or transferring of personal datanecessary to operate our business. Additionally, companies that transfer personal data out of the EEA and UK to otherjurisdictions, particularly to the United States, are subject to increased scrutiny from regulators, individual litigants, andactivist groups. Some European regulators have ordered certain

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Table of Contents 28 companies to suspend or permanently cease certain transfers out of Europe for allegedly violating the GDPR’s cross-borderdata transfer limitations. For example, in May 2023, the Irish Data Protection Commission determined that a major socialmedia company’s use of the standard contractual clauses to transfer personal data from Europe to the United States wasinsufficient and levied a 1.2 billion Euro fine against the company and prohibited the company from transferring personaldata to the United States. In addition, we are bound by contractual obligations related to data privacy and security, and our efforts to comply with suchobligations may not be successful. For example, certain privacy laws, such as the GDPR and the CCPA, require ourcustomers to impose specific contractual restrictions on their service providers. We publish privacy policies, marketingmaterials and other statement regarding data privacy and security. If these policies, materials or statements are found to bedeficient, lacking in transparency, deceptive, unfair, or misrepresentative of our practices, we may be subject to investigation,enforcement actions by regulators or other adverse consequences. Obligations related to data privacy and security are quickly changing, becoming increasingly stringent, and creatingregulatory uncertainty. Additionally, these obligations may be subject to differing applications and interpretations, whichmay be inconsistent or conflict among jurisdictions. Preparing for and complying with these obligations requires us to devotesignificant resources, which may necessitate changes to our services, information technologies, systems, and practices and tothose of any third parties that process personal data on our behalf. In addition, these obligations may require us to change ourbusiness model. We may at times fail (or be perceived to have failed) in our efforts to comply with our data privacy and security obligations.Moreover, despite our efforts, our personnel or third parties on whom we rely may fail to comply with such obligations,which could negatively impact our business operations. If we or the third parties on which we rely fail, or are perceived tohave failed, to address or comply with applicable data privacy and security obligations, we could face significantconsequences, including but not limited to: government enforcement actions (e.g., investigations, fines, penalties, audits,inspections, and similar); litigation (including class-action claims) and mass arbitration demands; additional reportingrequirements and/or oversight; bans on processing personal data; orders to destroy or not use personal data; andimprisonment of company officials. In particular, plaintiffs have become increasingly more active in bringing privacy-related claims against companies,including class claims and mass arbitration demands. Some of these claims allow for the recovery of statutory damages on aper-violation basis, and, if viable, carry the potential for significant statutory damages, depending on the volume of data andthe number of violations. Any of these events could have a material adverse effect on our reputation, business, or financialcondition, including but not limited to: loss of customers; interruptions or stoppages in our business operations (includingclinical trials); inability to process personal data or to operate in certain jurisdictions; limited ability to develop orcommercialize our products; expenditure of time and resources to defend any claim or inquiry; adverse publicity; orsubstantial changes to our business model or operations. We cannot provide assurance that we will not experience incidentsor claims that could have a material adverse effect on our business, and the costs of responding to and defending against dataprivacy and security claims or enforcement actions could be significant regardless of the outcome.

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Table of Contents 29 U.S. Patent-Term Extension Depending upon the timing, duration and specifics of FDA approval of our current product candidates or any future productcandidate, some of our U.S. patents may be eligible for limited patent term extension under the Drug Price Competition andPatent Term Restoration Act of 1984, commonly referred to as the Hatch Waxman Act. The Hatch Waxman Act permitsextension of the patent term of up to five years as compensation for patent term lost during FDA regulatory review process.Patent term extension, however, cannot extend the remaining term of a patent beyond a total of 14 years from the product’sapproval date. The patent term extension period is generally one half the time between the effective date of an IND and thesubmission date of an NDA plus the time between the submission date of an NDA and the approval of that application,except that the review period is reduced by any time during which the applicant failed to exercise due diligence. Only onepatent applicable to an approved drug is eligible for the extension (and only those patent claims covering the approved drug,a method for using it or a method for manufacturing it may be extended), and the application for the extension must besubmitted prior to the expiration of the patent. A patent that covers multiple products for which approval is sought can onlybe extended in connection with one of the approvals. The USPTO, in consultation with the FDA, reviews and approves theapplication for any patent term extension. In the future, we may apply for extension of a patent term for our currently ownedpatents to add patent life beyond its current expiration date, depending on the expected length of the clinical trials and otherfactors involved in the filing of the relevant NDA. However, there can be no assurance that the USPTO will grant us anyrequested patent term extension, either for the length we request or at all. Rest of World Government Regulation In addition to regulations in the United States, we will be subject to a variety of regulations in other jurisdictions governing,among other things, clinical trials and any commercial sales and distribution of our products. The cost of establishing aregulatory compliance system for numerous varying jurisdictions can be very significant. Although many of the issuesdiscussed above with respect to the United States apply similarly in the context of the European Union and in otherjurisdictions, the approval process varies between countries and jurisdictions and can involve additional product testing andadditional administrative review periods. The time required to obtain approval in other countries and jurisdictions mightdiffer from and be longer than that required to obtain FDA approval. Regulatory approval in one country or jurisdiction doesnot ensure regulatory approval in another, but a failure or delay in obtaining regulatory approval in one country orjurisdiction may negatively impact the regulatory process in others. Whether or not we obtain FDA approval for a product, we must obtain the requisite approvals from comparable regulatoryauthorities in foreign countries prior to the commencement of clinical trials or marketing of the product in those countries.Certain countries outside of the United States have a similar process that requires the submission of a clinical trialapplication much like the IND prior to the commencement of human clinical trials. In the EU, for example, a clinical trialauthorization application (“CTA”) must be submitted for each clinical protocol to each country’s national health authorityand an independent ethics committee, much like the FDA and IRB, respectively. Once the CTA is accepted in accordancewith a country’s requirements, the clinical trial may proceed. The approval process varies from country to country and the time may be longer or shorter than that required for FDAapproval. In addition, the requirements governing the conduct of clinical trials vary greatly from country to country. In allcases, the clinical trials are conducted in accordance with GCP the applicable regulatory requirements, and the ethicalprinciples that have their origin in the Declaration of Helsinki. Australia The pharmaceutical industry is one of the most highly regulated industries in Australia. The Australian government is heavilyinvolved in the operation of the industry, through the registration of medicines and licensing of manufacturing facilities. InAustralia, the relevant regulatory body responsible for the pharmaceutical industry is the Australian TGA. There isharmonization and collaboration between the TGA and the FDA. The TGA requires notification of all clinical trials via anelectronic submission of a Clinical Trial Notification prior to commencing the clinical trial. The TGA operates according tothe Commonwealth of Australia’s Therapeutic Goods Act 1989 (Cth) (the “Australia TG Act”). Specifically, the AustraliaTG Act regulates the registration, listing, quality, safety, efficacy, promotion and sale of therapeutic goods, includingpharmaceuticals, supplied in Australia.

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Table of Contents 30 Environmental, Health, and Safety Regulation We are subject to numerous federal, state and local environmental, health and safety (“EHS”), laws and regulations relatingto, among other matters, safe working conditions, product stewardship, environmental protection, and handling ordisposition of products, including those governing the generation, storage, handling, use, transportation, release, and disposalof hazardous or potentially hazardous materials, medical waste, and infectious materials that may be handled by our researchlaboratories. Some of these laws and regulations also require us to obtain licenses or permits to conduct our operations. If wefail to comply with such laws or obtain and comply with the applicable permits, we could face substantial fines or possiblerevocation of our permits or limitations on our ability to conduct our operations. Certain of our development activitiesinvolve use of hazardous materials, and we believe we are in compliance with the applicable environmental laws,regulations, permits, and licenses. However, we cannot ensure EHS liabilities will not develop in the future. EHS laws andregulations are complex, change frequently and have tended to become more stringent over time. Although the costs tocomply with applicable laws and regulations, have not been material, we cannot predict the impact on our business of new oramended laws or regulations or any changes in the way existing and future laws and regulations are interpreted or enforced,nor can we ensure we will be able to obtain or maintain any required licenses or permits. Human Capital/Employees As of August 27, 2026, we had 23 employees, all of which are full-time employees, in addition to two strategic consultants.Our employees are not represented by any union and are not the subject of a collective bargaining agreement. We considerour relations with our employees to be good. We believe that our success depends upon our ability to attract, develop, retain and motivate key personnel. Our managementand scientific teams possess considerable experience in drug discovery, research and development, manufacturing, clinicaland regulatory affairs, and iBio directly benefits from this experience and industry knowledge. We anticipate that we will need to identify, attract, train and retain other highly skilled personnel to pursue our developmentprogram. Hiring for such personnel is competitive, and there can be no assurance that we will be able to retain our keyemployees or attract, assimilate or retain the qualified personnel necessary for the development of our business. We have no collective bargaining agreements with our employees and have not experienced any work stoppages. Weconsider our relations with our employees to be good. Management believes that it has sufficient human capital to operate itsbusiness successfully currently and will need to attract new talent to the organization in order to achieve its plans for growth. Competitive Pay and Benefits. Our compensation programs are designed to align the compensation of our employees withour performance and to provide the proper incentives to attract, retain and motivate employees to achieve superior results.The structure of our compensation programs balances incentive earnings for both short-term and long-term performance.Specifically: ● we provide employee wages that are competitive and consistent with employee positions, skill levels, experience,knowledge and geographic location; ● we engage nationally recognized outside compensation and benefits consulting firms to independently evaluate theeffectiveness of our executive compensation and benefit programs and to provide benchmarking against our peerswithin the industry; ● we align our executives’ long-term equity compensation with our shareholders’ interests by linking realizable paywith stock performance; ● annual increases and incentive compensation are based on merit, which is communicated to employees at the timeof hiring and documented through our talent management process as part of our annual review procedures and uponinternal transfer and/or promotion; and

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Table of Contents 31 ● commencing January 1, 2018, we established the iBio, Inc. 401(k) Plan. Eligible employees may participate in the401(k) Plan, whereby they may elect to make elective deferral contributions pursuant to a salary deductionagreement and receive matching contributions upon meeting age and length-of-service requirements. We will makea 100% matching contribution that is not in excess of 5% of an eligible employee’s compensation. In addition, wemay make qualified non-elective contributions at our discretion. Corporate Information We were incorporated under the laws of the State of Delaware on April 17, 2008, under the name iBioPharma, Inc. Weengaged in a merger with InB:Biotechnologies, Inc., a New Jersey corporation on July 25, 2008, and changed our name toiBio, Inc. on August 10, 2009. Our principal executive offices are located at 11750 Sorrento Valley Road, Suite 200, San Diego, California 92121 and ourtelephone number is (979) 446-0027. Our website address is www.ibioinc.com. The information contained on, or accessiblethrough, our website does not constitute part of this Annual Report. We have included our website address in this AnnualReport solely as an inactive textual reference. Available Information Our website address is www.ibioinc.com. We file Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, CurrentReports on Form 8-K, proxy statements and other materials with the SEC. We are subject to the informational requirementsof the Exchange Act and file or furnish reports, proxy statements and other information with the SEC. Such reports and otherinformation filed by us with the SEC are available free of charge on our website at www.ibioinc.com. Information containedon, or that can be accessed through, our website is not incorporated by reference into this Annual Report, and you should notconsider information on our website to be part of this Annual Report. The SEC also maintains a website that contains reports, proxy and information statements and other information regardingissuers that file electronically with the SEC at www.sec.gov.

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Table of Contents 32 Item 1A. Risk Factors Summary Risk Factors Our business faces significant risks and uncertainties of which investors should be aware before making a decision to investin our Common Stock. If any of the following risks are realized, our business, financial condition and results of operationscould be materially and adversely affected. The following is a summary of the more significant risks relating to theCompany. A more detailed description of our risk factors is set forth below under the caption “Detailed Risk Factors.” Risks Related to Our Business, Financial Position and Capital Requirements o We have a limited operating history developing precision antibody and therapeutics.o We have a history of significant losses; may never achieve profitability.o We anticipate that our expenses will increase in the future.o We will need additional funding, and the actual amount required is subject to many risks.o Actual funding needs are subject to many risk factors beyond our control. Risks Related to the Development and Commercialization of Our Technologies and Product Candidates o We have a limited operating history; no approved products or significant revenue.o We rely on a limited number of product candidates that require significant clinical testing.o We may fail to capitalize on particular technology or product candidates that we expend our limited resources on.o There is no guarantee that we will be able to successfully develop and commercialize product candidates.o We may not be successful in our efforts to use iBio technologies to build a pipeline of product candidates.o Clinical trials are very expensive, time-consuming, and difficult to design and implement.o We, our clients, collaborators, and potential licensees are dependent upon successful preclinical studies anddemonstration of safety and efficacy in clinical trials to commercialize product candidates.o If we or our collaborators are not able to obtain required regulatory approvals, we will not be able to commercializeproduct candidates.o Alternative technologies may supersede our technologies or make them noncompetitive.o The results of preclinical studies and early-stage clinical trials may not be predictive of future results.o Final data for our clinical trials may materially differ from preliminary results that we announce or publish.o Delays or difficulty in the enrollment of patients in any or all of our clinical trials could increase our developmentcosts and delay completion of our clinical trials and associated regulatory submissions.o IBIO-600 is subject to significant risks that could delay or prevent further development of this product candidate.o We are conducting clinical studies outside the United States, and the FDA or other regulators may not accept datafrom such studies.o Conducting clinical trials in Australia exposes us to additional risks.o Product candidates may exhibit undesirable side effects.o Product liability lawsuits could cause substantial liabilities. Risks Related to Dependence on Third Parties o We depend on licensed intellectual property the termination of which could result in the loss of significant rights,which could adversely affect our business, results of operations and financial condition.o Defects in, or loss of access to, our databases or those of third parties we rely upon may impair our ability todiscover additional targets and develop our product candidates.o Manufacturing problems experienced by third parties we rely upon could result in delays or disrupt supply.o If we are unable to maintain collaborations, or if they are unsuccessful our business could be adversely affected.o Third-party CROs may fail to perform, delaying regulatory approval.o Our inability to obtain raw materials or supplies may adversely impact our business and results of operations.o Use of hazardous materials could result in liability.o Any claims beyond our insurance coverage limits may result in substantial costs.

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Table of Contents 33 o We may be subject to various litigation claims and legal proceedings. Risks Related to Intellectual Property o If we are unable to obtain and maintain sufficient patent protection, our ability to commercialize our technologyand products may be impaired.o If we are unable to protect the confidentiality of our partners’ or collaborators’ proprietary information, we may besubject to claims.o We may become involved in lawsuits related to our patents or other intellectual property, which could be costly.o Patent terms may be inadequate to protect our competitive position for an adequate amount of time.o If we are unable to protect our trade secrets, our business and competitive position would be harmed.o We may be subject to claims challenging the inventorship of our patent filings and other intellectual property.o Intellectual property rights do not necessarily address all potential threats to our competitive advantage.o We may not be able to protect our intellectual property rights throughout the world.o If we should fail to comply with various patent laws our patent protection could be reduced or eliminated.o Changes in patent law could increase the uncertainties and costs surrounding the prosecution and enforcement ofour patents. Risks Related to iBio’s Operations o The loss of one or more of our executive officers or key employees could adversely affect our business.o A failure to have an appropriately skilled and adequate workforce could adversely impact the ability of our R&Dfacility to operate efficiently.o A natural disaster or other disruptions at our laboratory would adversely affect our business and results ofoperations.o We may be unable to manage our future growth effectively, which could make it difficult to succeed.o We may face integration risks and additional costs if we acquire companies, products, or technologies.o Our business and operations would suffer in the event of computer system failureso Our information technology systems are vulnerable to damage and interruption, including cybersecurity risks.o Any failure to maintain data security could result in litigation and enforcement actions.o Failure to comply with health care privacy and data protection laws and regulations could lead to governmentenforcement actions, litigation, and/or adverse publicity and could negatively affect our business.o The use of AI and ML technologies may expose us to risks and have a material adverse effect on our business.o Changes in general economic, geopolitical, and other factors beyond our control may adversely impact our businessand operating results.o Global climate change and related regulations could negatively affect our business. Risks Related to Our Common Stock o Our stockholders will experience dilution from the issuance of shares of common stock upon the exercise ofwarrants, future offerings and development milestone payments if paid in equity.o Our failure to continue to comply with the continued listing standards of Nasdaq could result in delisting.o Provisions in our charter documents and Delaware law could discourage a takeover.o Exclusive forum provisions in our bylaws may limit stockholder remedies.o The issuance of preferred stock could adversely affect common stockholders.o We do not anticipate paying cash dividends for the foreseeable future.o Warrant holders have no stockholder rights until exercise.o The market price of our common stock has been and may continue to be volatile.o Negative analyst reports could adversely affect stock price and trading volume.o As a smaller reporting company, we are subject to reduced disclosure requirements, which may make our commonstock less attractive to investors.

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Table of Contents 34 Detailed Risk Factors Our business faces many risks. Past experience may not be indicative of future performance, and as noted elsewhere in thisAnnual Report, we have included forward-looking statements about our business, plans and prospects that are subject tochange. Forward-looking statements are particularly located in, but not limited to, the sections “Business” and“Management’s Discussion and Analysis of Financial Condition and Results of Operations.” In addition to the other risks oruncertainties contained in this Annual Report, the risks described below may affect our operating results, financial conditionand cash flows. If any of these risks occur, either alone or in combination with other factors, our business, financial conditionor operating results could be adversely affected, and the trading price of our common stock may decline. Moreover, readersshould note this is not an exhaustive list of the risks we face; some risks are unknown or not quantifiable, and other risks thatwe currently perceive as immaterial may ultimately prove more significant than expected. Statements about plans,predictions or expectations should not be construed to be assurances of performance or promises to take a given course ofaction. Risks Related to Our Business, Financial Position and Capital Requirements We have a limited operating history developing precision antibody therapeutics, which may limit the ability of investors to make an informed investment decision. We commenced independent operations in 2008, and our operations to date have included organizing and staffing ourcompany, business planning, raising capital, acquiring and developing our proprietary technologies, running a contractdevelopment and manufacturing organization (“CDMO”), identifying potential product candidates and undertaking, in houseand through third parties, preclinical trials and clinical trials of product candidates derived from our technologies. Prior to theend of calendar year 2022, we shifted our focus away from generating revenue as a CDMO service provider to thedevelopment of vaccines and therapeutics for commercialization and thereafter to immune-oncology therapeutics. Ourcurrent focus is on precision antibodies for obesity, cardiometabolic and cardiopulmonary diseases. In June 2026, we dosedthe first participant in a Phase 1 clinical trial of IBIO-600, our long-acting anti-myostatin antibody, in Australia. With theexception of IBIO-600, all of our other product candidates are still in preclinical development and there is a risk that we willbe unsuccessful in developing or commercializing any product candidates. We have not yet demonstrated our ability tosuccessfully complete any clinical trials, obtain regulatory approvals, manufacture a commercial scale product, or arrange fora third party to do so on our behalf, or conduct sales and marketing activities necessary for successful productcommercialization. Consequently, any conclusion you reach about our future success or viability may not be as predictive asit might be if we had a longer operating history. Even if we receive regulatory approval for the sale of any of our product candidates, we do not know when we will begin togenerate significant revenue from such product candidates, if at all. Our ability to generate revenue depends on a number offactors, including our ability to: ● set an acceptable price for our products and obtain coverage and adequate reimbursement from third-party payors; ● establish sales, marketing, manufacturing and distribution systems; add operational, financial and management information systems and personnel, including personnel to support our clinical, manufacturing and planned future clinical development and commercialization efforts and operations as a public company; ● manufacture commercial quantities of product candidates at acceptable cost levels; ● achieve broad market acceptance of our product candidates in the medical community and with third-party payors and consumers; ● attract and retain an experienced management and advisory team; ● launch commercial sales of our products, whether alone or in collaboration with others; and

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Table of Contents 35 ● maintain, expand and protect our intellectual property portfolio. Because of the numerous risks and uncertainties associated with development and manufacturing product candidates, we areunable to predict if we will generate significant revenue. If we cannot successfully execute on any of the factors listed above,our business may not succeed, and we may never generate significant revenue. We have incurred significant losses since our inception. We expect to incur losses during our next fiscal year, we do not anticipate generating significant revenue for several years and may never achieve or maintain profitability. Since our 2008 spinoff from Integrated BioPharma, we have incurred operating losses and negative cash flows fromoperations, and we expect to continue to generate operating losses for the foreseeable future. Our net loss was approximately$33.0 million and $18.4 million for the fiscal years ended June 30, 2026 and 2025, respectively. As of June 30, 2026, we hadan accumulated deficit of approximately $365.3 million. To date, we have financed our operations primarily through the sale of Common Stock, the Woodforest Credit Agreement,preferred stock and warrants. We devote substantially all of our efforts to research and development, including thedevelopment and validation of our technologies, and the development of hard-to-drug precision antibodies for obesity,cardiometabolic and cardiopulmonary diseases. We have not completed development of or commercialized any vaccine ortherapeutic product candidates. We expect to continue to incur significant expenses and may incur operating losses for atleast the next year. We anticipate that our expenses and losses will increase substantially due to the commencement of ourclinical trial if we: ● initiate additional clinical trials of our product candidates; ● continue the research and development of our product candidates; ● seek to discover or license in additional product candidates; and ● add operational, and administrative information systems and personnel, including personnel to support our product development and manufacturing efforts. Our future profitability and cash flow in large part depends on the advancement of our research and development programs,including our AI Drug Discovery Platform, and our ability to successfully develop, partner or commercialize our productcandidates, which is not anticipated for several years. Our cash position is expected to limit the number of productcandidates that we seek to develop. This will require us, alone or with our licensees and collaborators, to be successful in arange of challenging activities, including completing preclinical testing and clinical trials of our product candidates,obtaining regulatory approval for these product candidates and manufacturing, marketing and selling those products forwhich regulatory approval is obtained or establishing collaborations with parties willing and able to provide necessarycapital or other value. We may never succeed in these activities. We may never generate revenues that are significant or largeenough to achieve profitability. There can be no assurance that our collaboration with AstralBio will be successful or that we will enter into agreements forthe sale or out-licensing of any of our product candidates on favorable terms or that the exploration of potential options willresult in any agreements or transactions, or that, if completed, any agreements or transactions will be successful or onattractive terms. If we determine to change our business strategy, our future business, prospects, financial position andoperating results could be significantly different than those in historical periods or projected by our management. Because ofthe significant uncertainty regarding our future plans, we are not able to accurately predict the impact of a potential changein our business strategy and future funding requirements. All of our existing product candidates are in various early stages of development and will require extensive additionalclinical evaluation, regulatory review and approval, significant marketing efforts and substantial investment before theycould provide us with any revenue. Only one product candidate is currently in human clinical trials. As a result, even if wesuccessfully develop, achieve regulatory approval and commercialize our products, we may be unable to generate

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Table of Contents 36 revenue for many years, if at all. We do not anticipate that we will generate revenue from product sales for at leastseveral years, if at all. If we are unable to generate revenue from product sales, we will not become profitable, and we maybe unable to continue our operations. We may not be able to generate revenue or achieve profitability in the future. Our failure to achieve or maintain profitabilitywould likely negatively impact the value of our securities and could prevent us from continuing as a going concern. Even ifwe do achieve profitability, we may not be able to sustain or increase profitability on a quarterly or annual basis. Our failureto become and remain profitable would diminish the value of our company and could impair our ability to raise capital,expand our business, diversify our product offerings or continue our operations. A decline in the value of our company couldalso cause you to lose all or part of your investment. We anticipate that our expenses will increase in the future. We expect our research and development expenses to increase significantly as our product candidates advance in clinicaldevelopment, and as we add more employees. As part of the regulatory process, we must conduct clinical trials for eachproduct candidate to demonstrate safety and efficacy to the satisfaction of the FDA and other regulatory authorities. Thenumber and design of the clinical trials that will be required varies depending upon product candidate, the condition beingevaluated, and the trial results themselves. Therefore, it is difficult to accurately estimate the cost of the clinical trials.Clinical trials are very expensive and difficult to design and implement, in part because they are subject to rigorousregulatory requirements. The clinical trial process is also time consuming. We estimate that clinical trials of our productcandidates will take at least several years to complete. Because of numerous risks and uncertainties involved in our business,the timing or amount of increased development expenses cannot be accurately predicted, and our expenses could increasebeyond expectations if we are required by the FDA, or comparable non-U.S. regulatory authorities, to perform studies orclinical trials in addition to those we currently anticipate. We anticipate that further product development is also expected toincrease expenses, including but not limited to the ongoing Phase 1 clinical trial of IBIO-600, continued IND-enablingstudies for IBIO-610, and the additional studies that will be required to support development of our other preclinicalcardiometabolic and cardiopulmonary programs. Furthermore, failure can occur at any stage of the trials, and we couldencounter problems that cause us to abandon or repeat clinical trials In addition, as we expand our business, we will need to retain additional employees with the necessary skills includingemployees for our continued expansion of drug discovery capabilities in San Diego, California. Even if any of our product candidates are approved for commercial sale, we anticipate incurring significant costs associatedwith the commercial launch of and the related commercial-scale manufacturing requirements for our product candidates. Asa result, we expect to continue to incur significant and increasing operating losses and negative cash flows for theforeseeable future. Because of the numerous risks and uncertainties associated with biopharmaceutical product developmentand commercialization, we are unable to accurately predict the timing or amount of future expenses or when, or if, we willbe able to achieve or maintain profitability. These losses have had and will continue to have an adverse effect on ourfinancial position and working capital. We will need additional funding to fully execute our business plan, which funding may not be available on commercially acceptable terms or at all. If we are unable to raise capital when needed, we may be forced to delay, reduce or eliminate the commercialization of our development and manufacturing services and efforts for our product development programs. Despite our receipt of approximately $46.5 million in net proceeds in connection with the closing of our underwrittenoffering in August 2025 (the “2025 Offering”), we will need additional capital to fully implement our long-term business,operating and development plans as we do not anticipate that any of our product candidates will generate revenue in the nextfew years, if at all. To the extent that we initiate or continue clinical development without securing collaborator or licenseefunding, our research and development expenses could increase substantially. When we elect to raise additional funds or additional funds are required, we may raise such funds from time to time throughpublic or private equity offerings, debt financings, corporate collaboration and licensing arrangements or other financingalternatives. Additional equity or debt financing or corporate collaboration and licensing arrangements may not be

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Table of Contents 37 available on acceptable terms, if at all. We currently have no committed sources of funding. The At Market Issuance SalesAgreement (the “ATM Agreement”) that we entered into on February 27, 2026, with Jefferies LLC (“Jefferies”), providingfor the sale of up to $100,000,000 of shares of Common Stock (the “2026 ATM Agreement”) has certain requirements thatwe must meet in order to sell securities pursuant to the 2026 ATM Agreement. There can be no assurance that we will meetthe requirements to be able to sell securities pursuant to the 2026 ATM Agreement, of if we meet the requirements that wewill be able to raise sufficient funds on favorable terms. There can be no assurances that we will be able to raise the fundsneeded If we are unable to raise capital in sufficient amounts when needed or on attractive terms, we would be forced todelay, reduce or eliminate our research and development programs or commercialization efforts and our ability to generaterevenues and achieve or sustain profitability will be substantially harmed. If we are unable to raise funds when required or on favorable terms, this assumption may no longer be operative, and wemay have to: a) significantly delay, scale back, or discontinue the product application and/or commercialization of ourproprietary technologies; b) seek collaborators for our technology and product candidates on terms that are less favorablethan might otherwise be available; c) relinquish or otherwise dispose of rights to technologies, product candidates, orproducts that we would otherwise seek to develop or commercialize; or d) possibly liquidate assets or cease operations. The actual amount of funds we will need to operate is subject to many risk factors, some of which are beyond our control. The actual amount of funds we will need to operate our business is subject to many factors, some of which are beyond ourcontrol therefore we are unable to determine this amount with certainty. These factors include the following: ● the progress of our research activities; ● the number and scope of our research programs; ● the progress of our preclinical and clinical development activities; ● the progress of the development efforts of parties with whom we have entered into research and developmentagreements and amount of funding received from partners and collaborators; ● our ability to maintain current research and development licensing arrangements and to establish new research anddevelopment and licensing arrangements; ● our ability to achieve our milestones under licensing arrangements; ● the costs associated with manufacturing related services to produce materials for use in our clinical trials; ● the costs involved in prosecuting and enforcing patent claims and other intellectual property rights; ● the costs incurred to screen and enroll patients; and ● the costs and timing of regulatory approvals. We have based our estimate on assumptions that may prove to be wrong. We may need to obtain additional funds sooner orin greater amounts than we currently anticipate. Potential sources of financing include strategic relationships, public orprivate sales of our shares or debt and other sources. Additionally, we may seek to access the public or private equity marketswhen conditions are favorable due to our long-term capital requirements. We do not have any committed sources offinancing at this time, and it is uncertain whether additional funding will be available when we need it on terms that will beacceptable to us, or at all.

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Table of Contents 38 Risks Related to the Development and Commercialization of Our Technologies and Product Candidates We currently have a limited operating history developing precision antibodies, no products approved for commercial sale,have no significant source of revenue and may never generate significant revenue. We recently became a clinical stage biopharmaceutical company leveraging the power of Artificial Intelligence (AI) for the development of precision antibodies for obesity, cardiometabolic and cardiopulmonary diseases. Prior to August 23, 2021, when we entered into a series of agreements with RubrYc, we were focused on our CDMO business. We have never generated any product revenue from the development of precision antibodies, do not expect to generate revenue in the near future and do not have any products approved for sale. Our operations to date have been primarily focused on developing our product candidates. In June 2026, we dosed the first participant in a Phase 1 clinical trial of IBIO-600 in Australia; however, we have not yet completed any clinical trials. Consequently, predictions about our future success or viability may not be as accurate as they could be if we had a longer operating history or a history of successfully developing and commercializing product candidates. All of our existing product candidates are in early stages of development and will require extensive additional clinical evaluation, regulatory review and approval, significant marketing efforts and substantial investment before they could provide us with any revenue. We currently have a limited number of product candidates in early stages of pre-clinical development and are dependent on the success of these product candidates, which requires significant clinical testing before seeking regulatory approval. If our product candidates do not receive regulatory approval or are not successfully commercialized, our business may be harmed. We have a limited number of product candidates, with IBIO-600 in a Phase 1 clinical trial and our other candidates inpreclinical development, focused primarily on obesity, cardiometabolic and cardiopulmonary diseases. During fiscal year2026, we completed a strategic pivot away from immune-oncology, fully impairing our IBIO-101 asset and ceasing activemarketing of our oncology programs. As a result, our pipeline is now concentrated in a single therapeutic area, whichincreases our exposure to setbacks in that area. It is possible that we may never be able to develop a marketable productcandidate. We expect that a substantial portion of our efforts and expenditures over the next few years will be devoted to our productcandidates in the cardiometabolic and obesity fields. Accordingly, our business currently depends heavily on the successfuldevelopment, regulatory approval and commercialization of these product candidates, which may not receive regulatoryapproval or be successfully commercialized even if regulatory approval is received. The research, testing, manufacturing,labeling, approval, sale, marketing and distribution of product candidates are and will remain subject to extensive regulationby the FDA and other regulatory authorities in the United States and other countries that each have differing regulations. Weare not permitted to market any product in the United States unless and until we receive approval from the FDA, or in anyforeign countries unless and until we receive the requisite approval from regulatory authorities in such countries. We havenever submitted an NDA or BLA to the FDA or comparable applications to other regulatory authorities and do not expect tobe in a position to do so for the foreseeable future. Obtaining approval of an NDA or BLA is an extensive, lengthy,expensive, and inherently uncertain process, and the FDA may delay, limit or deny approval of its product for many reasons. Because we have limited financial and managerial resources, our focus is limited to the development of multiple productcandidates. As a result, we may forego or delay pursuit of opportunities with other technologies or product candidates thatlater prove to have greater commercial potential. Our resource allocation decisions may cause us to fail to capitalize onviable commercial products or profitable market opportunities. Our spending and the spending of our clients andcollaborators may not yield any commercially viable products. We have based our research and development efforts largely on our technologies and product candidates derived from suchtechnologies. Notwithstanding our large investment to date and anticipated future expenditures in these technologies, wehave not yet developed, and may never successfully develop, any marketed products using these technologies. As a

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Table of Contents 39 result, we may fail to address or develop product candidates based on other scientific approaches that may offer greatercommercial potential or for which there is a greater likelihood of success. We also may not be successful in our efforts to identify or discover additional product candidates using our technologies.Research programs to identify new product candidates require substantial technical, financial, and human resources. Theseresearch programs may initially show promise in identifying potential product candidates yet fail to yield product candidatesfor clinical development. We may expend our limited resources to pursue a particular technology or product candidate and fail to capitalize on technologies or product candidates that may be more profitable or for which there is a greater likelihood of success. Because we have limited financial and managerial resources, we focus on specific product candidates derived from orenhanced by our technologies or that have been identified and partially developed by our clients or collaborators. As a result,we may forego or delay pursuit of opportunities with other technologies or product candidates that later prove to have greatercommercial potential. Our resource allocation decisions may cause us to fail to capitalize on viable commercial products orprofitable market opportunities. Our spending and the spending of our clients and collaborators may not yield anycommercially viable products. We have based our research and development efforts largely on our technologies and product candidates derived from suchtechnologies. Notwithstanding our large investment to date and anticipated future expenditures in these technologies, wehave not yet developed, and may never successfully develop, any marketed products using these technologies. As a result,we may fail to address or develop product candidates based on other scientific approaches that may offer greater commercialpotential or for which there is a greater likelihood of success. We also may not be successful in our efforts to identify or discover additional product candidates using our technologies.Research programs to identify new product candidates require substantial technical, financial, and human resources. Theseresearch programs may initially show promise in identifying potential product candidates yet fail to yield product candidatesfor clinical development. If we do not accurately evaluate the commercial potential or target market for a particular product candidate, we mayrelinquish valuable rights to that product candidate through collaboration, licensing or other royalty arrangements on termsless favorable to us than possible. Preclinical and clinical development involves a lengthy and expensive process, with an uncertain outcome. We or our collaborators may incur additional costs or experience delays in completing, or ultimately be unable to complete, the development and commercialization of our current product candidates or any future product candidates, which could materially harm our business. All but one of our product candidates are still in preclinical development. Our ability to generate product sales revenues forour own products, which we do not expect will occur for many years, will depend heavily on the successful development andeventual commercialization of our product candidates. The success of our product candidates will depend on several factors,including the following: ● completion of preclinical studies and clinical trials with positive results; ● receipt of marketing approvals from applicable regulatory authorities; ● obtaining and maintaining patent and trade secret protection and regulatory exclusivity, which may exceed patentexclusivity, for our product candidates; ● making arrangements with third-party manufacturers for commercial manufacturing capabilities; ● launching commercial sales of our products, if and when approved, whether alone or in collaboration with others;

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Table of Contents 40 ● successfully maintaining existing collaborations and entering into new ones throughout the development process asappropriate, from preclinical studies through to commercialization; ● acceptance of the products, if and when approved, by patients, the medical community and third-party payors; ● effectively competing with other products; ● obtaining and maintaining coverage and adequate reimbursement by third-party payors, including governmentpayors, for any products we successfully develop; ● protecting our rights in our intellectual property portfolio; and ● maintaining a continued acceptable safety profile of the products following approval. If we or our collaborators do not achieve one or more of these factors in a timely manner or at all, we could experiencesignificant delays or an inability to successfully develop and commercialize our product candidates, which would materiallyharm our business. The risks associated with our product candidates not proceeding through clinical development is high. We expect it will bemany years before we commercialize any product candidate, if ever. The product candidates we are developing areunproven, which makes it difficult to accurately predict the challenges we may face with respect to our product candidates asthey proceed through development. It is also impossible to predict whether our clinical trials will proceed throughregistrational trials and when or if any of our product candidates will receive regulatory approval. To obtain the requisiteregulatory approvals to commercialize any product candidates, we must demonstrate through extensive preclinical studiesand lengthy, complex and expensive clinical trials that our product candidates are safe and effective in humans. Wecommenced our first human clinical trial in June 2026. Clinical testing can take many years to complete, and its outcome isinherently uncertain. Commencing any future clinical trials is subject to finalizing the trial design and submitting anapplication to the FDA or a comparable foreign regulatory authority. Even after we make our submission, the FDA orcomparable foreign regulatory authority could disagree that we have satisfied their requirements to commence our clinicaltrials or disagree with our trial design, which may require us to complete additional studies or trials, amend our protocols orimpose stricter conditions on the commencement of clinical trials. While we believe that data we and our collaborators have obtained from preclinical studies of iBio technology-derived andiBio technology-enhanced product candidates has validated these technologies, our technologies have not yet, and may neverlead to, approvable or marketable products. Even if we are successful in further validating our technologies and continuing tobuild our pipeline, the potential product candidates that we identify may not be suitable for clinical development for manypossible reasons, including harmful side effects, limited efficacy or other characteristics that indicate that such productcandidates are unlikely to be products that will receive marketing approval and achieve market acceptance. If we and ourcollaborators do not successfully develop and commercialize product candidates based upon our technologies, we will notobtain product or collaboration revenues in future periods, which likely would result in significant harm to our financialposition and adversely affect our stock price. Clinical trials are very expensive, time-consuming, and difficult to design and implement. Human clinical trials are very expensive and difficult to design and implement, in part because they are subject to rigorousregulatory requirements. The clinical trial process is also time-consuming. We estimate that clinical trials for our productcandidates would take at least several years to complete. Furthermore, failure can occur at any stage of the trials, and wecould encounter problems that cause us to abandon or repeat clinical trials. Commencement and completion of clinical trialsmay be delayed by several factors, including: ● obtaining an IND application with the FDA or foreign equivalent to commence clinical trials; ● identification of, and acceptable arrangements with, one or more clinical sites;

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Table of Contents 41 ● obtaining IRB or Ethics Committee (“EC”) approval to commence clinical trials; ● unforeseen safety issues; ● determination of dosing; ● lack of effectiveness during clinical trials; ● slower than expected rates of patient recruitment; ● inability to monitor patients adequately during or after treatment; ● lower than expected rates of patient completion of clinical trials; ● inability to obtain supply of our drug candidate in a timely manner; ● inability or unwillingness of medical investigators to follow our clinical protocols; and ● unwillingness of the FDA or foreign equivalent, or IRBs/ECs to permit the clinical trials to be initiated. In addition, we, IRBs/ECs, the FDA, the Australian TGA or other regulatory authorities may suspend our clinical trials atany time if it appears that we are exposing participants to unacceptable health risks or if IRBs/ECs, the FDA, the AustralianTGA or other regulatory agencies find deficiencies in our submissions or conduct of our trials. Neither we nor our clients, collaborators or potential licensees will be able to commercialize product candidates based on our technologies and services if preclinical studies do not produce successful results or clinical trials do not demonstrate safety and efficacy in humans. Preclinical and clinical testing is expensive, difficult to design and implement, can take many years to complete and has anuncertain outcome. Success in preclinical testing and early clinical trials does not ensure that later clinical trials will besuccessful, and interim results of a clinical trial do not necessarily predict final results. We and our licensees may experiencenumerous unforeseen events during, or as a result of, preclinical testing and the clinical trial process that could delay orprevent the commercialization of product candidates based on our iBio technologies, including the following: ● Preclinical or clinical trials may produce negative or inconclusive results, which may require additional preclinical testing, additional clinical trials or the abandonment of projects that we expect to be promising. For example, promising animal data may be obtained about the anticipated efficacy of a therapeutic protein product candidate and then human tests may not result in such an effect. In addition, unexpected safety concerns may be encountered that would require further testing even if the therapeutic protein product candidate produced an otherwise favorableresponse in human subjects. ● Initial clinical results may not be supported by further or more extensive clinical trials. For example, a licensee may obtain data that suggest a desirable immune response from a product candidate in a small human study, but when tests are conducted on larger numbers of people, the same extent of immune response may not occur. If the immune response generated by a product candidate is too low or occurs in too few treated individuals, then the productcandidate will have no commercial value. ● Enrollment in any clinical trials that we or our licensee’s conduct may be slower than projected, resulting in significant delays. The cost of conducting a clinical trial increases as the time required to enroll adequate numbers of human subjects to obtain meaningful results increases. Enrollment in a clinical trial can be a slower-than-anticipated process because of competition from other clinical trials, because the study is not of interest to

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Table of Contents 42 qualified subjects, or because the stringency of requirements for enrollment limits the number of people who are eligible to participate in the clinical trial. ● We or our potential licensees might have to suspend or terminate clinical trials if the participating subjects are being exposed to unacceptable health risks. Animal tests do not always adequately predict potential safety risks to humansubjects. The risk of any candidate product is unknown until it is tested in human subjects, and if subjects experience adverse events during the clinical trial, the trial may have to be suspended and modified or terminated entirely. ● Regulators or institutional review boards may suspend or terminate clinical research for various reasons, includingsafety concerns or noncompliance with regulatory requirements. ● Any regulatory approval ultimately obtained may be limited or subject to restrictions or post-approval commitments that render the product not commercially viable. ● The effects of iBio technology-derived or iBio technology-enhanced product candidates may not be the desired effects or may include undesirable side effects. Significant clinical trial delays could allow our competitors to bring products to market before we or our licensees do andimpair our ability to commercialize our technologies and product candidates based on our technologies. Poor clinical trialresults or delays may make it impossible to license a product candidate, or reduce its attractiveness to prospective licensees,so that we will be unable to successfully develop and commercialize such a product candidate. Clinical trials are risky, lengthy, and expensive. We will incur substantial expense for, and devote significant time andresources to, preclinical testing and clinical trials, yet we cannot be certain that these tests and trials will demonstrate that aproduct candidate is effective and well-tolerated or will ever support its approval and commercial sale. For example, clinicaltrials require adequate supplies of clinical trial material and sufficient patient enrollment to power the trial. Delays in patientenrollment can result in increased costs and longer development times. Even if we, or a licensee or collaborator, ifapplicable, successfully complete clinical trials for our clinical product candidate, we or they might not file the requiredregulatory submissions in a timely manner and may not receive marketing approval for the clinical product candidate. Wecannot assure you that our clinical product candidate will successfully progress further through the drug developmentprocess or will ultimately result in an approved and commercially viable product. If we, or our clients and collaborators, are not able to obtain, or if there are delays in obtaining, required regulatory approvals, we, or our clients and collaborators, will not be able to develop or commercialize our, or third-party, product candidates or will not be able to do so as soon as anticipated, and our ability to generate revenue will be materially impaired. Our product candidates and the activities associated with their development and commercialization, including their design,testing, manufacture, safety, efficacy, recordkeeping, labeling, storage, approval, advertising, promotion, sale anddistribution, are subject to comprehensive regulation by the FDA and by similar regulatory authorities outside the UnitedStates. Failure to obtain marketing approval for a product candidate will prevent us from commercializing the productcandidate. In April 2026, we received Clinical Trial Notification acknowledgement from Australia’s TGA and ethicsapproval from a HREC, enabling initiation of the IBIO-600 Phase 1 trial; however, there is no assurance that we will conductsuccessful clinical trials or obtain approval to market any of our product candidates from regulatory authorities in anyjurisdiction. We have only limited experience in filing and supporting the applications necessary to gain marketing approvalsand expect to rely on third parties to assist us in this process. Securing marketing approval requires the submission ofextensive preclinical and clinical data and supporting information to regulatory authorities for each therapeutic indication toestablish the product candidate’s safety and efficacy. Securing marketing approval also requires the submission ofinformation about the product manufacturing process to, and inspection of manufacturing facilities by, the regulatoryauthorities. Our product candidates may not be effective, may be only moderately effective or may prove to have undesirableor unintended side effects, toxicities or other characteristics that may preclude our obtaining marketing approval or preventor limit commercial use. If any of our product candidates receives marketing approval, the

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Table of Contents 43 accompanying label may limit the approved use in such a restrictive manner that it is not possible to obtain commercialviability for such product. The process of obtaining marketing approvals, both in the United States and abroad, is expensive and may take many years.If additional clinical trials are required for certain jurisdictions, these trials can vary substantially based upon a variety offactors, including the type, complexity and novelty of the product candidates involved, and may ultimately be unsuccessful.Changes in marketing approval policies during the development period, changes in or the enactment of additional statutes orregulations, or changes in regulatory review process for each submitted product application, may cause delays in the reviewand approval of an application. Regulatory authorities have substantial discretion in the approval process and may refuse toaccept a marketing application as deficient or may decide that our data is insufficient for approval and require additionalpreclinical, clinical or other studies. In addition, varying interpretations of the data obtained from preclinical and clinicaltesting could delay, limit or prevent marketing approval of a product candidate. Any marketing approval we ultimately obtainmay be limited or subject to restrictions or post-approval commitments that render the approved product not commerciallyviable. If we experience delays in obtaining approval or if we fail to obtain approval of our product candidates, the commercialprospects for our product candidates may be harmed and our ability to generate revenues will be materially impaired. Any product candidate for which we obtain marketing approval, along with the manufacturing processes, post-approvalclinical data, labeling, packaging, distribution, adverse event reporting, storage, recordkeeping, export, import, advertisingand promotional activities for such product candidate, among other things, will be subject to extensive and ongoingrequirements of and review by the FDA and other regulatory authorities. These requirements include submissions of safety,efficacy and other post-marketing information and reports, establishment registration and drug listing requirements,continued compliance with cGMP, requirements relating to manufacturing, quality control, quality assurance andcorresponding maintenance of records and documents, requirements regarding the distribution of samples to physicians andrecordkeeping and current GCP requirements for any clinical trials that we conduct post-approval. Even if marketingapproval of a product candidate is granted, the approval may be subject to limitations on the indicated uses for which theproduct candidate may be marketed or to the conditions of approval. If our clinical product candidate receives marketingapproval, the accompanying label may limit the approved use of our product, which could limit sales. Alternative technologies may supersede our technologies or make them noncompetitive, which would harm our ability togenerate future revenue. The manufacture of precision antibodies and use of artificial intelligence to do so is intensely competitive. There arecurrently extensive research efforts in this field, which result in rapid technological progress that can render existingtechnologies obsolete or economically noncompetitive. If our competitors succeed in developing more effective technologiesor render our technologies obsolete or noncompetitive, our business will suffer. Many universities, public agencies andestablished pharmaceutical, biotechnology, and other life sciences companies with substantially greater resources than wehave are developing and using technologies and are actively engaging in the development of products similar to orcompetitive with our technologies and products. To remain competitive, we must continue to invest in new technologies andimprove existing technologies. To make such renewing investment we will need to obtain additional financing and/orcollaborations. If we are unable to secure such financing, we will not have sufficient resources to continue such investment.In addition, they also have significantly greater experience in the discovery and development of products, as well as inobtaining regulatory approvals of those products in the United States and in foreign countries. Our current and potentialfuture competitors also have significantly more experience commercializing drugs that have been approved for marketing.Mergers and acquisitions in the pharmaceutical and biotechnology industries could result in even more resources beingconcentrated among a small number of our competitors. Our competitors may develop technologies and products or devise methods and processes for protein expression that arefaster, safer, more efficient or less costly than that which can be achieved using our technologies which may render ourtechnologies obsolete. Our competitors might succeed in obtaining regulatory approval for competitive products morerapidly than we can for our product candidates. In addition, the pharmaceutical and biotechnology industry is characterizedby rapid technological change. Because our research approach integrates many technologies, it may be difficult for us toremain current with the rapid changes in each technology. If we fail to stay at the forefront of technological change, we

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Table of Contents 44 may be unable to compete effectively. Our competitors may render our technologies obsolete by advancing their existingtechnological approaches or developing new or different approaches. There has been and continues to be substantialacademic and commercial research effort devoted to the development of such methods and processes. If successfulcompetitive methods are developed, it may undermine the commercial basis for our products and our technologies andrelated services. For our obesity and cardiometabolic disease, not only will we compete with fully integrated pharmaceutical companies, butwe will also compete with various companies that have developed or are trying to develop weight-loss treatments orcardiovascular therapies. Certain of our competitors have substantially greater capital resources, large customer bases,broader product lines, sales forces, greater marketing and management resources, larger research and development staffswith extensive facilities and equipment than we do and have more established reputations as well as global distributionchannels. Our most significant competitors, among others, are fully integrated pharmaceutical companies such as Eli Lillyand Company, Novo Nordisk A/S, Amgen Inc., Bristol-Myers Squibb Company, Merck & Co., Inc., Novartis AG,MedImmune, LLC (a wholly owned subsidiary of AstraZeneca AstraZeneca PLC), Johnson & Johnson, Pfizer Inc., MerckKGaA and Sanofi SA, and more established biotechnology companies such as Genentech, Inc. (a member of the RocheGroup), and Regeneron Pharmaceuticals, Inc.. We also compete with additional companies who are more advanced in theobesity and cardiometabolic space, such as Keros Therapeutics, Inc., Scholar Rock Holding Corporation, Biohaven, Ltd.,Basecure Therapeutics Inc., Structure Therapeutics, Inc., Viking Therapeutics, Inc., Veru Inc., Zealand Pharma A/S, TernsPharmaceuticals, Inc., Skye Bioscience, Inc., Laekna, Inc., Wave Life Sciences Ltd., Arrowhead Pharmaceuticals, Inc.,Alnylam Pharmaceuticals, Inc., and Helicore Biopharma Inc., as well as tech enabled drug discovery companies such asRecursion Pharmaceuticals, Inc., AbCellera Biologics, Inc., Cellarity, Inc., BenevolentAI, Nabla Technologies, Inc., andothers, some of which have substantially greater financial, technical, sales, marketing, and human resources than we do. The results or success of preclinical studies and early-stage clinical trials of our product candidates may not be predictiveof future results or replicated in later preclinical studies or clinical trials of our product candidates in the sameindications or other indications. The results or success of preclinical studies and early-stage clinical trials of our product candidates may not be predictive offuture results or replicated in later preclinical studies or later-stage clinical trials. Preclinical studies and early-stage clinicaltrials are primarily designed to study PK and PD, understand the side effects of product candidates, and evaluate variousdoses and dosing schedules. Our current or future product candidates may demonstrate different chemical, biological andpharmacological properties in patients than they do in laboratory studies or may interact with human biological systems inunforeseen or harmful ways. Product candidates in later-stages of clinical trials may fail to show desired pharmacologicalproperties or produce positive safety and efficacy results despite having progressed through preclinical studies and early-stage clinical trials. Additionally, product candidates evaluated in one disease indication may interact in unforeseen orharmful ways in a patient population with a different disease indication than was previously studied. We cannot assure youthat the current Phase 1 clinical trial of IBIO-600 or any future clinical trials of our product candidates will show positiveresults or demonstrate the same or similar results of our preclinical trials. There can be no assurance that any of our currentor planned clinical trials will ultimately be successful or support further clinical development or registration of any of ourproduct candidates. Interim, initial, or preliminary results from our clinical trials that we announce or publish from time to time may change(e.g., from positive safety or efficacy results to poor or negative safety or efficacy results) as more patient data becomeavailable and are subject to additional audit, validation and verification procedures that could result in material changesin the final data. Any interim, initial or preliminary data or results from clinical trials, including interim top-line results and other resultspublished from our clinical trials may materially change as more patient data become available. Preliminary, initial, interimor top-line results also remain subject to audit, validation and verification procedures that may result in the final data beingmaterially different from the data we previously published. As a result, interim, initial or preliminary data may not bepredictive of final results and should be viewed with caution until the final data are available. We may also arrive at differentconclusions, or considerations may qualify such results, once we have received and fully evaluated additional data.Differences between preliminary, initial or interim data and final data could adversely affect our business.

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Table of Contents 45 There is a high failure rate for drugs and biologics proceeding through clinical trials. A number of companies in thepharmaceutical and biotechnology industries have suffered significant setbacks in late-stage clinical development even afterachieving promising results in earlier studies, and we cannot be certain that we will not face similar setbacks. Many drugshave failed to replicate efficacy and safety results in larger or more complex later stage trials. Moreover, preclinical andclinical data are often susceptible to varying interpretations and analyses, and many companies that believed their productcandidates performed satisfactorily in preclinical studies and clinical trials nonetheless failed to obtain regulatory approval.If we fail to produce positive results in our ongoing and planned preclinical studies and clinical trials with IBIO-600, IBIO-610 or any of our other product candidates, or if a regulatory authority interprets and analyzes the results as not positive, thedevelopment timeline and regulatory approval and commercialization prospects for our product candidates, and,correspondingly, our business and financial prospects, may be materially adversely affected. Delays or difficulty in the enrollment of patients in any or all of our clinical trials could increase our development costsand delay completion of our clinical trials and associated regulatory submissions. We may experience difficulties in patient enrollment in our clinical trials for a variety of reasons. The timely completion ofclinical trials in accordance with their protocols depends, among other things, on our ability to enroll a sufficient number ofpatients who remain in the trial until its conclusion. The enrollment of patients depends on many factors, including: ● the patient eligibility and exclusion criteria defined in the protocol; ● the size of the patient population required for analysis of the trial’s primary endpoints; ● the willingness or availability of patients to participate in our trials; ● the number and location of participating trial sites; ● the proximity of patients to trial sites and any limitations on travel or access to trial sites; ● the design of the trial; ● our ability to recruit clinical trial investigators with the appropriate competencies and experience; ● clinicians’ and patients’ perceptions as to the potential advantages and risks of the product candidate being studiedin relation to other therapies; ● our ability to obtain and maintain patient consents; and ● the risk that patients enrolled in clinical trials will drop-out of the trials before completion of their involvement inthe study. For example, we may not be able to continue our Phase 1 clinical trial of IBIO-600 if we are unable to locate and enroll asufficient number of eligible overweight or obese adults in Australia to participate in the trial as required by the AustralianTGA. As of the date of the filing of this Annual Report, 31 of the 32 planned participants have been enrolled in the SADportion of the Phase 1 clinical trial of IBIO-600. Our clinical trials will compete with other clinical trials for productcandidates that are in the same therapeutic areas as our product candidates, and this competition will reduce the number andtypes of patients available to us, because some patients who might have opted to enroll in our trials may instead opt to enrollin a trial being conducted by one of our competitors. Since the number of qualified clinical investigators is limited, weexpect to conduct some of our clinical trials at the same clinical trial sites that some of our competitors use, which willreduce the number of patients who are available for our clinical trials in such clinical trial site. Delays in patient enrollment may result in increased costs or may affect the timing or outcome of our current Phase 1 clinicaltrial of IBIO-600 or future clinical trials, which could prevent completion of these trials and adversely affect our ability toadvance the development of our product candidates. Even if we are able to enroll a sufficient number of patients

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Table of Contents 46 in our clinical trials, if the pace of enrollment is slower than we expect, the development costs for our product candidatesmay increase, and the completion of our trials may be delayed or our trials could become too expensive to complete. Our Phase 1 clinical trial of IBIO-600 is subject to significant risks that could delay or prevent further development ofthis product candidate. Our Phase 1 clinical trial of IBIO-600 is subject to significant risks and uncertainties, including the risk that the trial may bedelayed, suspended, or terminated due to adverse events, regulatory actions, or other unforeseen circumstances. Clinicaltrials are inherently risky, and the results of early-stage trials may not be predictive of results in later-stage trials. Even if ourPhase 1 trial generates positive safety and pharmacokinetic data, there can be no assurance that IBIO-600 will demonstratesufficient efficacy in subsequent trials to support regulatory approval. Additionally, the Phase 1 trial is being conducted inAustralia under a Clinical Trial Notification scheme rather than an FDA-approved IND, and there can be no assurance thatthe FDA will accept data from this study to support a future U.S. IND application or marketing approval. We have engaged aCRO to manage the trial, and we are dependent on their performance to recruit participants, conduct the study in compliancewith applicable regulations, and deliver reliable data. Any failure or delay by our CRO could materially impact our clinicaldevelopment timeline and increase our costs. Furthermore, as a company that has only recently transitioned to clinical stage,we have limited experience managing clinical trials and may encounter unexpected challenges in trial execution, datamanagement, regulatory interactions, or manufacturing clinical supply. We are conducting clinical studies for IBIO-600 outside of the United States, and may conduct our clinical studies forIBIO-610 and our other product candidates outside of the United States. The FDA and other foreign equivalents may notaccept data from such studies, in which case our development plans will be delayed, which could materially harm ourbusiness. We are conducting our Phase 1 clinical studies for IBIO-600 in Australia, and may conduct other clinical trials in Australia,Canada or other foreign countries. The acceptance of study data from clinical studies conducted outside the United States oranother jurisdiction by the FDA or applicable foreign authority may be subject to certain conditions or may not be acceptedat all. In cases where data from foreign clinical studies are intended to serve as the sole basis for marketing approval in theUnited States, the FDA will generally not approve the application on the basis of foreign data alone unless (i) the data areapplicable to the U.S. population and U.S. medical practice; (ii) the studies were performed by clinical investigators ofrecognized competence and pursuant to GCP regulations; and (iii) the data may be considered valid without the need for anon-site inspection by the FDA, or if the FDA considers such inspection to be necessary, the FDA is able to validate the datathrough an on-site inspection or other appropriate means. In addition, even where the foreign study data are not intended toserve as the sole basis for approval, the FDA will not accept the data as support for an application for marketing approvalunless the study is well-designed and well-conducted in accordance with GCP requirements and the FDA is able to validatethe data from the study through an onsite inspection if deemed necessary. Many foreign regulatory authorities have similarapproval requirements. In addition, such foreign studies would be subject to the applicable local laws of the foreignjurisdictions where the studies are conducted. There can be no assurance that the FDA or any applicable foreign authoritywill accept data from studies conducted outside of the United States or the applicable jurisdiction. If the FDA or anyapplicable foreign authority does not accept such data, it would result in the need for additional studies, which could becostly and time-consuming, and which may result in current or future product candidates that we may develop not receivingapproval for commercialization in the applicable jurisdiction. We believe that clinical data generated in Australia and Canada or other foreign countries will be accepted by the FDA andits foreign equivalents outside of the United States; however, there can be no assurance the FDA or applicable foreignauthorities will accept data from any other clinical studies that we may conduct in Australia, Canada or other foreigncountries. If the FDA or applicable foreign authorities do not accept any such data, we would likely be required to conductadditional Phase 1 clinical studies, which would be costly and time-consuming, and delay aspects of our development plan,which could harm our business. Conducting clinical studies outside the United States exposes us to additional risks, including risks associated with: ● additional foreign regulatory requirements;

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Table of Contents 47 ● foreign exchange fluctuations; ● compliance with foreign manufacturing, customs, shipment and storage requirements; ● cultural differences in medical practice and clinical research; and ● diminished protection of intellectual property in some countries. Conducting clinical trials in Australia exposes us to additional regulatory, operational and legal risks that could delay development of our product candidates and increase our costs. We conduct, and may continue to conduct, certain clinical trials and clinical development activities in Australia. As a result, we are subject to Australian laws, regulations and regulatory authorities, including the Australian TGA, HREC and other governmental and institutional bodies that oversee clinical research. Compliance with these requirements may be complex, time-consuming and costly and may differ significantly from the regulatory requirements applicable in the United States andother jurisdictions in which we may seek marketing approval. Clinical trials conducted in Australia are subject to risks that may be outside of our control, including delays in obtainingregulatory and ethics committee approvals, changes in applicable laws, regulations or regulatory interpretations, difficulties in patient enrollment and retention, shortages of qualified investigators or clinical trial sites, and challenges associated with managing trial activities across multiple jurisdictions. In addition, Australian regulatory authorities may suspend, terminate, delay or require modifications to a clinical trial if safety concerns arise or if regulatory requirements are not satisfied. Anysuch actions could delay the development of our product candidates, increase our development costs and adversely affect our ability to obtain regulatory approval on a timely basis or at all. Furthermore, data generated from clinical trials conducted in Australia may be subject to additional review by the FDA and other foreign regulatory authorities. There can be no assurance that data obtained from Australian clinical trials will be accepted by the FDA or other regulators without additional studies or analyses. If regulatory authorities determine that additional clinical trials are required, or if they question the adequacy, integrity or applicability of data generated in Australia, our development timelines could be significantly extended, our costs could increase substantially, andcommercialization of our product candidates could be delayed or prevented. In addition, conducting operations internationally exposes us to risks relating to currency fluctuations, cross-border data privacy requirements, supply chain disruptions, geopolitical events, changes in tax laws, employment matters and other legal and operational uncertainties. The occurrence of any of these events could adversely affect our clinical development programs, financial condition, results of operations and prospects. Our product candidates may exhibit undesirable side effects when used alone or in combination with other approved pharmaceutical products, which may delay or preclude its development or regulatory approval or limit its use if ever approved. Throughout the drug development process, we must continually demonstrate the activity, safety, and tolerability of ourproduct candidates in order to obtain regulatory approval to further advance our clinical development, or to eventuallymarket it. Even if any of our product candidates demonstrate adequate biologic activity and clear clinical benefit, anyunacceptable side effects or adverse events, when administered alone or in the presence of other pharmaceutical products,may outweigh these potential benefits. We may observe adverse or serious adverse events or drug-drug interactions inpreclinical studies or clinical trials of our clinical product candidate, which could result in the delay or termination of itsdevelopment, prevent regulatory approval, or limit its market acceptance if it is ultimately approved. Adverse events caused by any of our product candidates could cause reviewing entities, clinical trial sites or regulatoryauthorities to interrupt, delay or halt clinical trials and could result in the denial of regulatory approval. If an unacceptablefrequency or severity of adverse events are reported in any clinical trials we may conduct for our product candidates, ourability to obtain regulatory approval for such clinical product candidate may be negatively impacted. In addition, adverse

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Table of Contents 48 events caused by any product candidate administered in combination with our product candidates could cause similarinterruptions and delays, even though not caused by our product candidates. Furthermore, if any of our products are approved and then cause serious or unexpected side effects, a number of potentiallysignificant negative consequences could result, including: ● regulatory authorities may withdraw their approval of the clinical product candidate or impose restrictions on itsdistribution or other risk management measures; ● regulatory authorities may require the addition of labeling statements, such as warnings or contraindications; ● we may be required to conduct additional clinical trials; ● we could be sued and held liable for injuries sustained by patients; ● we could elect to discontinue the sale of the clinical product candidate; and ● our reputation may suffer. Any of these events could prevent us from achieving or maintaining market acceptance of the affected clinical productcandidate and could substantially increase the costs of commercialization. Product liability lawsuits against us could cause us to incur substantial liabilities and to limit commercialization of any products that we may develop. We face the risk of product liability exposure in connection with the testing of our product candidates in human clinical trialsand will face an even greater risk if we commercially sell any products that we may develop. If we cannot successfullydefend ourselves against claims that our product candidates or products caused injuries, we will incur substantial liabilities.Regardless of merit or eventual outcome, liability claims may result in: ● decreased demand for any product candidates or products that we may develop; ● injury to our reputation and significant negative media attention; ● withdrawal of clinical trial participants; ● significant costs to defend the related litigation; ● substantial monetary awards to trial participants or patients; ● loss of revenue; ● reduced resources of our management to pursue our business strategy; and ● the inability to commercialize any products that we may develop. We have obtained product liability insurance coverage in connection with our Phase 1 clinical trial of IBIO-600. Suchinsurance coverage is expensive and may not be available in coverage amounts we seek or at all. We may in the future beunable to maintain such coverage at a reasonable cost or in an amount adequate to satisfy any liability that may arise.

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Table of Contents 49 Risks Related to Dependence on Third Parties Our most advanced product candidates depend on intellectual property licensed from third parties and termination of anyof these or future licenses could result in the loss of significant rights, which could adversely affect our business, resultsof operations and financial condition. We are dependent on patents, know-how and proprietary technology, some of which is owned and some of which is licensedfrom third parties. With respect to our obesity and cardiometabolic program, we have a license to four provisionalapplications for a future U.S. patent application that relate to our leading anti-myostatin antibody product candidate, IBIO-600, alone and when used in combination with Activin A. In addition, we have a license to three provisional applications fora future U.S. patent application that relate to our Activin E engineered antibody candidate, IBIO-610. These licenses existunder two exclusive license agreements (the “AstralBio Licenses”) with AstralBio granting us exclusive, worldwide licensesto develop, manufacture, commercialize and otherwise exploit, IBIO-600 and IBIO-610, which are our most advancedpreclinical product candidates. Any termination of these licenses could result in the loss of significant rights and could harmour ability to commercialize our product candidates. The AstralBio Licenses impose, and we expect that future license andacquisition agreements will impose, various diligence, milestone payments and other obligations on us. If we fail to complywith our obligations under current or future intellectual property license agreements, we may be required to pay damages andthe licensor may have the right to terminate the license. Any termination of these licenses could result in the loss ofsignificant rights and could harm our ability to develop, manufacture and/or commercialize our product candidates orprevent us from doing the foregoing. Moreover, if disputes over intellectual property that we have licensed prevent or impair our ability to maintain our currentlicensing arrangements on commercially acceptable terms, we may be unable to successfully develop and commercialize theaffected product candidates. Our business also would suffer if any current or future licensors fail to abide by the terms of thelicense, if the licensors fail to enforce licensed patents against infringing third parties, if the licensed patents or other rightsare found to be invalid or unenforceable, or if we are unable to enter into necessary licenses on acceptable terms. Moreover,our licensors may own or control intellectual property that has not been licensed to us and, as a result, we may be subject toclaims, regardless of their merit, that we are infringing or otherwise violating the licensor’s rights. Our AI/ML platform leverages internal data as well as data from third parties. Defects in, or loss of access to, ourdatabases or those of third parties may impair our ability to discover additional targets and develop our productcandidates. We use our AI/ML platform to improve our target discovery programs by improving the hit finding and lead optimizationprocess and by helping us identify desired epitope targets on target proteins. Our AI/ML platform accesses and has beentrained using third-party databases. If access to this data is lost or limited, or if this data becomes outdated, it may delay orotherwise adversely affect our ability to develop our product candidates. Our AI/ML platform is the subject of several patentfilings in the U.S. including one issued patent and one pending patent application directed to our epitope-steering AI engine;two provisional applications for a future patent application directed to our optimized next-generation CD3 T-cell engagerantibody EngageTx platform. Certain aspects of our AI/ML program are also protected by trade secrets. However, ourcompetitors may render our approaches obsolete, by advances in existing technological approaches or the development ofnew or different approaches, potentially eliminating the advantages in our drug discovery process that we believe we derivefrom our research approach and proprietary technologies. Our proprietary software tools are inherently complex and may contain defects or errors. Errors may result from the interfaceof our hardware or proprietary software tools with our data or third-party systems and data. The risk of errors is particularlysignificant when new software or hardware is first introduced or when new versions or enhancements of existing software orhardware are implemented. Any errors, defects, disruptions or other performance problems with our software, hardware ordata sets could hurt our ability to gather valuable insights that we intend to use to assist in developing our current and futureproduct candidates and drive our drug discoveries. We outsource the majority of the core network infrastructure relating toour AI/ML platform to third-party hosting services. We have limited control, if any, over any of these third parties, and wecannot guarantee that such third-party providers will not experience system interruptions, outages or delays or deteriorationin their performance. We have experienced, and expect that in the future we may again

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Table of Contents 50 experience, interruptions, delays and outages in service and availability from time to time due to a variety of factors,including infrastructure changes, human or software errors, website hosting disruptions and capacity constraints. Inappropriate or controversial data practices by data scientists, engineers and end-users of our or our competitors’ productscould also impair the acceptance of AI products. Though our business practices are designed to mitigate many of these risks,if we enable or offer AI products that are controversial because of their purported or real impact on human rights, privacy,employment, or other social issues, we may experience brand or reputational harm. Our investments in deploying AI technologies may be substantial and may be more expensive than anticipated. If our AI Drug Discovery Platform does not function reliably, fails to meet expectations in terms of performance, or cannot be fully utilized due to increasing regulation or reputational concerns, we may be unable to provide such services we’ve contracted for with third parties, our customers may stop using our products, or our competitors may incorporate AI technology into their products or services more successfully than we do, all of which may impair our ability to effectively compete in themarket. For any clinical product candidates we may develop we will rely on third-party contract manufacturers. Any manufacturing problems experienced by us could result in a delay or interruption in the supply of our clinical product candidate until the problem is cured or until we locate and qualify an alternative source of manufacturing and supply. We currently do not intend to manufacture any clinical product candidates we may develop and currently intend to rely upona third-party manufacturer to manufacture such product candidates. If we were to experience any prolonged disruption forour manufacturing, we could be forced to seek additional third-party manufacturing contracts, thereby increasing ourdevelopment costs and negatively impacting our timelines and any commercialization costs. Although we believe there areother manufacturers that could manufacture any of our product candidates we develop, they may not do so on favorableterm. In addition, if we change manufacturers at any point once we commence clinical trials or after approval of a productcandidate, we will be required to demonstrate comparability between the product manufactured by the old manufacturer andthe product manufactured by the new manufacturer. If we are unable to do so we may need to conduct additional clinicaltrials with product manufactured by the new manufacturer. If we or any outsourced manufacturer of our products are not able to manufacture sufficient quantities of our clinical productcandidate, our development activities would be impaired. In addition, any manufacturing facility where any of our clinicalproduct candidates are manufactured will be subject to ongoing, periodic inspection by the FDA or other comparableregulatory agencies to ensure compliance with cGMP. Any failure to follow and document the manufacturer’s adherence tosuch cGMP regulations or other regulatory requirements may lead to significant delays in the availability of clinical bulkdrug substance and finished product for clinical trials, which may result in the termination of or a hold on a clinical trial, ormay delay or prevent filing or approval of marketing applications for our clinical product candidate. We also may encounterproblems with the following: ● achieving adequate or clinical-grade materials that meet FDA or other comparable regulatory agency standards orspecifications with consistent and acceptable production yield and costs; ● failing to develop an acceptable formulation to support late-stage clinical trials for, or the commercialization of, ourclinical product candidate; ● being unable to increase the scale of or the capacity for, or reformulate the form of our clinical product candidate,which may cause us to experience a shortage in supply or cause the cost to manufacture our clinical productcandidate to increase; ● we cannot assure you that we will be able to manufacture our clinical product candidate at a suitable commercialscale, or that we will be able to find alternative manufacturers acceptable to us that can do so; ● our facility closing as a result of regulatory sanctions, pandemic or a natural disaster;

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Table of Contents 51 ● shortages of qualified personnel, raw materials or key contractors; ● failing to obtain FDA approval for commercial scale manufacturing; and ● ongoing compliance with cGMP regulations and other requirements of the FDA or other comparable regulatoryagencies. If we encounter any of these problems or are otherwise delayed, or if the cost of manufacturing is not economically feasibleor we cannot find another third-party manufacturer, we may not be able to produce our clinical product candidate in asufficient quantity to meet future demand. These risks are likely to be exacerbated by our limited experience with our current products and manufacturing processes. Ifdemand for our products materializes, we may have to invest additional resources to purchase materials, hire and trainemployees, and enhance our manufacturing processes or those of third-party manufacturers. It may not be possible for us tomanufacture our clinical product candidate at a cost or in quantities sufficient to make its clinical product candidatecommercially viable. Any of these factors may affect our ability to manufacture our products and could reduce gross marginsand profitability. We rely, and intend to rely in the future, on third-party CDMOs to produce our product candidates for our clinical studieswho are expected to purchase materials from third-party vendors and transport the materials necessary to produce them, suchas the required reagents and containers. This reliance on CDMOs and third-party vendors that we do not own or operateexposes us to various risks, including: ● Supply Disruptions: Our CDMOs may experience difficulties in manufacturing, including shortages of rawmaterials, equipment failures, capacity constraints, or regulatory enforcement actions, any of which could result indelays or interruptions in supply. ● Regulatory Compliance Risks: Our CDMOs must comply with cGMP and other regulatory requirements enforcedby the FDA and other regulatory authorities. Any failure to meet these standards could result in delays, batchfailures, regulatory sanctions, or product recalls. ● Loss of Key Manufacturing Partners: If a CDMO terminates its relationship with us, fails to meet our supply needs,or becomes unable to fulfill its obligations due to financial difficulties, insolvency, or acquisition by a third party,we may not be able to obtain alternative manufacturing sources in a timely or cost-effective manner. ● Limited Control Over Operations: Because we do not own or operate these third-party facilities, we have limitedcontrol over their manufacturing processes, quality systems, and compliance efforts, which increases our exposureto risks outside of our direct control. ● Capacity and Scalability Risks: If our CDMO partners are unable to scale production to meet future clinical orcommercial demands, we may experience supply shortages that could delay our development timelines orcommercial launch. If we rely on a third-party contract manufacturer or its suppliers fail to deliver the required commercial quantities of ourclinical product candidate required for our clinical trials and, if approved, for commercial sale, on a timely basis and atcommercially reasonable prices, and we are unable to find one or more replacement manufacturers or suppliers capable ofproduction at a substantially equivalent cost, in substantially equivalent volumes and quality, and on a timely basis, wewould likely be unable to meet demand for our products and would have to delay or terminate our pre-clinical or clinicaltrials, and we would lose potential revenue. It may also take significant time to establish an alternative source of supply forour clinical product candidate and to have such new source approved by the FDA or any applicable foreign regulatoryauthorities. If we change manufacturers at any point during the development process or after approval of a product candidate,we will be required to demonstrate comparability between the product manufactured by the old manufacturer and the productmanufactured by the new manufacturer. If we are unable to do so, we may need to conduct additional studies or clinical trialswith product manufactured by the new manufacturer. Furthermore, any of the above factors could

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Table of Contents 52 cause the delay or suspension of initiation or completion of clinical trials, regulatory submissions or required approvals ofour clinical product candidate, cause it to incur higher costs and could prevent us from commercializing our clinical productcandidate successfully. If we are unable to establish new collaborations and maintain both new and existing collaborations, or if these collaborations are not successful, our business could be adversely affected. Our current business plan contemplates that we will in the future derive revenues or payments from collaborators andlicensees that successfully utilize iBio technologies in connection with the production, development and commercializationof vaccines and therapeutic protein product candidates. Our realization of these revenues and payments includingdependence on existing collaborations, and any future collaborations we enter into, is subject to a number of risks, includingthe following: ● collaborators may have significant discretion in determining the efforts and resources that they will apply to thesecollaborations; ● collaborators may not perform their obligations as expected; ● collaborators may not pursue development and, if successful, commercialization of product candidates or may electnot to continue or renew development or commercialization programs based on clinical trial results, changes in thecollaborators’ strategic focus or available funding, or external factors, such as an acquisition, which divertresources or create competing priorities; ● collaborators may delay clinical trials, provide insufficient funding for a clinical trial program, stop a clinical trialor abandon a product candidate, repeat or conduct new clinical trials or require a new formulation of a productcandidate for clinical testing; ● collaborators could independently develop, or develop with third parties, products that compete directly orindirectly with our products or product candidates if the collaborators believe that competitive products are morelikely to be successfully developed or can be commercialized under terms that are more economically attractivethan ours, which may cause collaborators to cease to devote resources to the commercialization of our productcandidates; ● collaborators with marketing and distribution rights to one or more of our product candidates that achieveregulatory approval may not commit sufficient resources to the marketing and distribution of such product orproducts; or commercialization of product candidates, might lead to additional responsibilities for us with respect toproduct candidates, or might result in litigation or arbitration, any of which would be time-consuming andexpensive; ● collaborators may not properly maintain or defend our intellectual property rights or may use our proprietaryinformation in such a way as to invite litigation that could jeopardize or invalidate our intellectual property orproprietary information or expose us to potential litigation; ● collaborators may infringe the intellectual property rights of third parties, which may expose us to litigation andpotential liability; ● collaborations may be terminated for the convenience of the collaborator and, if terminated, we would potentiallylose the right to pursue further development or commercialization of the applicable product candidates; ● collaborators may learn about our technology and use this knowledge to compete with us in the future; ● results of collaborators’ preclinical or clinical studies could produce results that harm or impair other productsusing our technology;

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Table of Contents 53 ● there may be conflicts between different collaborators that could negatively affect those collaborations and others;and ● the number and type of our collaborations could adversely affect our attractiveness to future collaborators oracquirers. If our collaborations do not result in the successful development and commercialization of products or if one or more of ourcollaborators terminates its agreement with us, we may not receive any future research and development funding ormilestone or royalty payments under the collaboration. If we do not receive the funding we expect under these agreements,our continued development of our product candidates could be delayed, and we may need additional resources to developadditional product candidates. There can be no assurance that our collaborations will produce positive results or successfulproducts on a timely basis or at all. We seek to establish and collaborate with additional pharmaceutical and biotechnology companies for development andpotential commercialization of iBio technology-produced and iBio technology-enhanced product candidates. We facesignificant competition in seeking appropriate collaborators. Our ability to reach a definitive agreement for a collaborationdepends, among other things, upon our assessment of the collaborator’s resources and expertise, the terms and conditions ofthe proposed collaboration and the proposed collaborator’s evaluation of several factors. If we fail to reach agreements withsuitable collaborators on a timely basis, on acceptable terms, or at all, we may have to curtail the development of a productcandidate, reduce or delay its development or the development of one or more of our other product candidates, or increaseour expenditures and undertake additional development or commercialization activities at our own expense. If we elect tofund and undertake development or commercialization activities on our own, we may need to obtain additional expertise andadditional capital, which may not be available to us on acceptable terms or at all. If we fail to enter into collaborations and do not have sufficient funds or expertise to undertake the necessary developmentand commercialization activities, we may not be able to further develop our product candidates or bring them to market orcontinue to develop our product portfolio and our business may be materially and adversely affected. If third parties on whom we or our licensees will rely for the conduct of preclinical studies and clinical trials do not perform as contractually required or as we expect, we may not be able to obtain regulatory approval for or commercialize our product candidates and our business may suffer. We have limited resources dedicated to designing, conducting, and managing our preclinical studies and clinical trials. We donot have the ability to independently conduct the preclinical studies and clinical trials required to obtain regulatory approvalfor our product candidates. We have engaged a CRO to conduct the Phase 1 clinical trial of IBIO-600 in Australia and expectto depend on independent clinical investigators, CROs, and other third-party service providers to conduct the future clinicaltrials of our product candidates. We rely on these vendors and individuals to perform many facets of the clinical developmentprocess on our behalf, including conducting preclinical studies and we rely on them for the recruitment of sites and subjectsfor participation in our clinical trials, maintenance of good relations with the clinical sites, and ensuring that these sites areconducting our trials in compliance with the trial protocol and applicable regulations. We will rely heavily on these parties for successful execution of our clinical trials but will not control many aspects of theiractivities. For example, the investigators participating in our clinical trials will not be our employees. However, we will beresponsible for ensuring that each of our clinical trials is conducted in accordance with the general investigational plan andprotocols for the trial. Third parties may not complete activities on schedule or may not conduct our clinical trials inaccordance with regulatory requirements or our stated protocols. The failure of these third parties to carry out theirobligations could delay or prevent the development, approval and commercialization of our product candidates. If these thirdparties fail to perform satisfactorily, or do not adequately fulfill their obligations under the terms of our agreements withthem, we may not be able to enter into alternative arrangements without undue delay or additional expenditures, andtherefore the preclinical studies and clinical trials of our clinical product candidate may be delayed or prove unsuccessful.

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Table of Contents 54 Further, the FDA, the Australian TGA, the EMA, or similar regulatory authorities in other countries, may inspect some of the clinical sites participating in our clinical trials or our third-party vendors’ sites to determine if our clinical trials are being conducted according to good clinical practices, or GCPs, or similar regulations. If we or a regulatory authority determine that our third-party vendors are not in compliance with or have not conducted our clinical trials according to applicable regulations, we may be forced to exclude certain data from the results of the trial, or delay, repeat or terminate such clinicaltrials. We cannot be certain that, upon inspection, such regulatory authorities will determine that any of our clinical trials comply with the GCP requirements. We also are required to register certain ongoing clinical trials and post the results of completed clinical trials on a government-sponsored database, ClinicalTrials.gov, within specified timeframes. Failure to do so can result in civil monetary penalties, adverse publicity and civil and criminal sanctions. The FDA and National Institutesof Health have signaled the government’s willingness to begin enforcing these registration and reporting requirements against non-compliant clinical trial sponsors. As a result, our financial results and the commercial prospects for our product candidates would be harmed, our costs could increase and our ability to generate revenue could be delayed. Our failure or any failure by these third parties to comply with these regulations would delay the regulatory approval process. Moreover, our business may be implicated if any of these third parties violate federal or state fraud and abuse orfalse claims laws and regulations or healthcare privacy and security laws. Any third parties conducting aspects of our preclinical studies or clinical trials will not be our employees and, except for remedies that may be available to us under our agreements with such third parties, we cannot control whether they devote sufficient time and resources to our preclinical studies and clinical trials. The third party CROs and clinical trial sites that conduct our clinical trials may experience staffing shortages and the inability of a CRO or clinical trial site to maintainappropriate levels of competent staffing to support the demands of our clinical trials could negatively impact the execution of our clinical trials. These third parties may also have relationships with other commercial entities, including our competitors, for whom they may also be conducting clinical trials or other product development activities, which could affect their performance on our behalf. If these third parties do not successfully carry out their contractual duties or obligations or meetexpected deadlines if they need to be replaced or if the quality or accuracy of the preclinical or clinical data they obtain is compromised due to the failure to adhere to our protocols or regulatory requirements or for other reasons, our development timelines, including clinical development timelines, may be extended, delayed or terminated and we may not be able to complete development of, receive regulatory approval of or successfully commercialize our product candidates. If any of our relationships with these third party CROs or others terminate, we may not be able to enter into arrangementswith alternative CROs or other third parties or to do so on commercially reasonable terms. Switching or adding additional CROs involves additional cost and requires management time and focus. In addition, there is a natural transition period when a new CRO begins work. As a result, delays may occur, which can materially impact our ability to meet our desired development timelines. Though we carefully manage our relationships with our CROs, there can be no assurance that wewill not encounter similar challenges or delays in the future or that these delays or challenges will not have a material adverse impact on our business, financial condition and prospects. We rely on third parties to supply the raw materials needed to operate our research and development activities and do nothave any long-term commitments from such suppliers. We currently rely on third parties for the raw materials needed to operate our research and development activities. We do nothave any long-term commitments from any raw material suppliers and therefore cannot guarantee that there will be adequatesupply of our raw materials. Natural disasters or other disruptions at any of our suppliers’ facilities may impair or delay thedelivery of our products. Influenza or other pandemics, such as the coronavirus, could disrupt production of our products,reduce demand for certain of our products, or disrupt the marketplace in the food service or retail environment withconsequent material adverse effects on our results of operations. To the extent we are unable to, or cannot, financiallymitigate the likelihood or potential impact of such events, or effectively manage such events if they occur, particularly whena product is sourced from a single location, there could be a material adverse effect on our business and results of operations,and additional resources could be required to restore our supply chain. Although we believe we have sufficient

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Table of Contents 55 supply of our other raw materials at this time, due to supply chain shortages, we may not be able to obtain such materials inthe future if our current suppliers should be unable to satisfy our needs. Such suppliers may not be able to provide us withraw materials in a timely manner due to supply chain shortages and even if other suppliers are able to fulfill our needs theymay not be able to do so at the same price as we currently pay for such materials, which could result in higher expense andlower profit margins or us increasing the price of our services in order to maintain profit margins which could adverselyimpact demand for our services. Our use of hazardous and biological materials could result in us being liable for damages. Our research and development activities involve the controlled use of hazardous materials and chemicals. We are subject tofederal, state and local laws and regulations in the United States governing the use, manufacture, storage, handling anddisposal of hazardous materials and chemicals. Although we believe that our procedures for using, handling, storing anddisposing of these materials comply with legally prescribed standards, we may incur significant additional costs to complywith applicable laws in the future. Also, even if we are in compliance with applicable laws, we cannot completely eliminatethe risk of contamination or injury resulting from hazardous materials or chemicals. As a result of any such contamination orinjury, we may incur liability or local, city, state or federal authorities may curtail the use of these materials and interrupt ourbusiness operations. In the event of an accident, we could be held liable for damages or penalized with fines, and the liabilitycould exceed our resources. Compliance with applicable environmental laws and regulations is expensive, and current orfuture environmental regulations may impair our contract manufacturing operations, which could materially harm ourbusiness, financial condition and results of operations. Any claims beyond our insurance coverage limits, or that are otherwise not covered by our insurance, may result in substantial costs and a reduction in our available capital resources. We maintain property insurance, employer’s liability insurance, product liability insurance, general liability insurance,business interruption insurance, and directors’ and officers’ liability insurance, among others. Although we maintain what webelieve to be adequate insurance coverage, potential claims may exceed the amount of insurance coverage or may beexcluded under the terms of the policy, which could cause an adverse effect on our business, financial condition and resultsfrom operations. Generally, we would be at risk for the loss of inventory that is not within customer specifications. Theseamounts could be significant. In addition, in the future we may not be able to obtain adequate insurance coverage, or we maybe required to pay higher premiums and accept higher deductibles in order to secure adequate insurance coverage. We may be subject to various litigation claims and legal proceedings. We, as well as certain of our directors and officers, may be subject to claims or lawsuits during the ordinary course ofbusiness. Regardless of the outcome, these lawsuits may result in significant legal fees and expenses and could divertmanagement’s time and other resources. If the claims contained in these lawsuits are successfully asserted against us, wecould be liable for damages and be required to alter or cease certain of our business practices. Any of these outcomes couldcause our business, financial performance and cash position to be negatively impacted. Risks Related to Intellectual Property If we or our licensors are unable to obtain and maintain patent protection for our technology and products, or if the scope of the patent protection obtained is not sufficiently broad, competitors could develop and commercialize technology and products similar or identical to ours, and our ability to successfully commercialize our technology and products may be impaired. Our success depends in part on our ability to obtain and maintain patent and other intellectual property protection in theUnited States and other countries with respect to our proprietary technology and products. We seek to protect our proprietaryposition by filing patent applications in the United States and abroad related to our novel technologies and productcandidates, and by maintenance of our trade secrets through proper procedures.

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Table of Contents 56 The patent prosecution process is expensive and time-consuming, and we may not be able to file and prosecute all necessaryor desirable patent applications at a reasonable cost, in a timely manner, or in all jurisdictions. It is also possible that we willfail to identify patentable aspects of our research and development output before it is too late to obtain patent protection. The patent position of biotechnology and pharmaceutical companies generally is highly uncertain, involves complex legaland factual questions and has in recent years been the subject of much litigation. In addition, the laws of foreign countriesmay not protect our rights to the same extent as the laws of the United States and we may fail to seek or obtain patentprotection in all major markets. For example, European patent law restricts the patentability of methods of treatment of thehuman body more than United States law does. Publications of discoveries in the scientific literature often lag behind theactual discoveries, and patent applications in the United States and other jurisdictions are typically not published until18 months after filing, or in some cases not at all. Therefore, we cannot know with certainty whether we were the first tomake the inventions claimed in our owned patents or pending patent applications, or that we were the first to file for patentprotection of such inventions, nor can we know whether those from whom we license patents were the first to make theinventions claimed or were the first to file. As a result, the issuance, scope, validity, enforceability and commercial value ofour patent rights are highly uncertain. Our pending and future patent applications may not result in patents being issuedwhich protect our technology or products, in whole or in part, or which effectively prevent others from commercializingcompetitive technologies and products. Changes in either the patent laws or interpretation of the patent laws in the UnitedStates and other countries may diminish the value of our patents or narrow the scope of our patent protection. Moreover, we may be subject to a third-party pre-issuance submission of prior art to the U.S. PTO, or become involved inopposition, derivation, reexamination, inter partes review, post-grant review or interference proceedings challenging ourpatent rights or the patent rights of others. An adverse determination in any such submission, proceeding or litigation couldreduce the scope of, or invalidate, our patent rights, allow third parties to commercialize our technology or products andcompete directly with us, without payment to us, or result in our inability to manufacture or commercialize products withoutinfringing third-party patent rights. In addition, if the breadth or strength of protection provided by our patents and patentapplications is threatened, it could dissuade companies from collaborating with us to license, develop or commercializecurrent or future product candidates. Even if our pending or future patent applications issue as patents, they may not issue in a form that will provide us with anymeaningful protection, prevent competitors from competing with us or otherwise provide us with any competitive advantage.Our competitors may be able to circumvent our patents by developing similar or alternative technologies or products in anon-infringing manner. The issuance of a patent is not conclusive as to its inventorship, scope, validity or enforceability, and our patents may bechallenged in the courts or patent offices in the United States and abroad. Such challenges may result in loss of exclusivity orfreedom to operate or in patent claims being narrowed, invalidated or held unenforceable, in whole or in part, which couldlimit our ability to stop others from using or commercializing similar or identical technology and products, or limit theduration of the patent protection of our technology and products. Given the amount of time required for the development,testing and regulatory review of new product candidates, patents protecting such candidates might expire before or shortlyafter such candidates are commercialized. As a result, our patent portfolio may not provide us with sufficient rights toexclude others from commercializing products similar or identical to ours. If we are unable to protect the confidentiality of our partners’ or collaborators’ proprietary information, we may be subject to claims. The research and development processes developed by us or our partners’ or collaborators’ products are subject to tradesecret protection, patents or other intellectual property protections owned or licensed by such partners. While we makesignificant efforts to protect our partners’ proprietary and confidential information, including requiring our employees toenter into agreements protecting such information, if any of our employees breaches the non-disclosure provisions in suchagreements, or if our partners make claims that their proprietary information has been disclosed, our reputation may sufferdamage and we may become subject to legal proceedings that could require us to incur significant expenses and divert ourmanagement’s time, attention and resources.

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Table of Contents 57 We may become involved in lawsuits to protect or enforce our patents or other intellectual property, which could be expensive, time-consuming and ultimately unsuccessful. Our commercial success depends upon our ability, and the ability of our collaborators, to develop, manufacture, market andsell our product candidates and use our proprietary technologies without infringing the proprietary rights of third parties.There is considerable intellectual property litigation in the biotechnology and pharmaceutical industries. Competitors mayinfringe our issued patents or other intellectual property. To counter infringement or unauthorized use, we may be required tofile infringement claims, which can be expensive and time-consuming. Any claims we assert against perceived infringerscould provoke these parties to assert counterclaims against us alleging that we infringe their intellectual property. In addition,in a patent infringement proceeding, a court may decide that a patent of ours is invalid or unenforceable, in whole or in part,construe the patent’s claims narrowly or refuse to stop the other party from using the technology at issue on the grounds thatour patents do not cover the technology in question. An adverse result in any litigation proceeding could put one or more ofour patents at risk of being invalidated or interpreted narrowly, which could adversely affect us and our collaborators. While no such litigation has been brought against us and we have not been held by any court to have infringed a thirdparty’s intellectual property rights, we cannot guarantee that our technology, products or use of our products do not infringethird-party patents. It is also possible that we have failed to identify relevant third-party patents or applications. Forexample, applications filed before November 29, 2000, and certain applications filed after that date that will not be filedoutside the United States remain confidential until patents issue. Patent applications in the United States and elsewhere arepublished approximately 18 months after the earliest filing date, which is referred to as the priority date. Therefore, patentapplications covering our products or technology could have been filed by others without our knowledge. Additionally,pending patent applications which have been published can, subject to certain limitations, be later amended in a manner thatcould cover our technologies, our products or the use of our products. We may become party to, or threatened with, future adversarial proceedings or litigation regarding intellectual propertyrights with respect to our products and technology, including interference or derivation proceedings before the U.S. PTO andsimilar bodies in other countries. Third parties may assert infringement claims against us based on existing intellectualproperty rights and intellectual property rights that may be granted in the future. If we are found to infringe a third party’s intellectual property rights, we could be required to obtain a license from such thirdparty to continue developing and marketing our products and technology. However, we may not be able to obtain anyrequired license on commercially reasonable terms or at all. Even if we were able to obtain a license, it could be non-exclusive, thereby giving our competitors access to the same technologies licensed to us. We could be forced, including bycourt order, to cease commercializing the infringing technology or product. In addition, we could be found liable formonetary damages, including treble damages and attorneys’ fees if we are found to have willfully infringed a patent. Afinding of infringement could prevent us from commercializing our product candidates or force us to cease some of ourbusiness operations, which could materially harm our business. Claims that we have misappropriated the confidentialinformation or trade secrets of third parties could have a similar negative impact on our business. In addition, the uncertainties associated with litigation could have a material adverse effect on our ability to raise the fundsnecessary to continue our clinical trials, continue our research programs, license necessary technology from third parties, orenter into development partnerships that would help us bring our product candidates to market. Furthermore, because of thesubstantial amount of discovery required in connection with intellectual property litigation, there is a risk that some of ourconfidential information could be compromised by disclosure during this type of litigation. In spite of our efforts, our licensors might allege that we have materially breached our obligations under such licenseagreements and might therefore attempt to terminate the license agreements, thereby removing, limiting or terminating ourability to develop and commercialize products and technology covered by these license agreements. If these in-licenses areterminated, or if the underlying patents fail to provide the intended exclusivity, competitors or other third parties might havethe freedom to seek regulatory approval of, and to market, products identical to ours and we may be required to cease ourdevelopment and commercialization of our lead products or other product candidates that we may identify. Any of theforegoing could have a material adverse effect on our competitive position, business, financial conditions, results ofoperations, and prospects.

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Table of Contents 58 Moreover, disputes may arise regarding intellectual property subject to a licensing agreement, including: ● the scope of rights granted under the license agreement and other interpretation-related issues; ● the extent to which our product candidates, technology and processes infringe on intellectual property of thelicensor that is not subject to the licensing agreement; ● the sublicensing of patent and other rights under our collaborative development relationships; ● our diligence obligations under the license agreement and what activities satisfy those diligence obligations; ● the inventorship and ownership of inventions and know-how resulting from the joint creation or use of intellectualproperty by our licensors and us and our partners; and ● the priority of invention of patented technology. In addition, the agreements under which we currently license intellectual property or technology from third parties are complex, and certain provisions in such agreements may be susceptible to multiple interpretations. The resolution of any contract interpretation disagreement that may arise could narrow what we believe to be the scope of our rights to the relevant intellectual property or technology or increase what we believe to be our financial or other obligations under the relevant agreement, either of which could have a material adverse effect on our business, financial condition, results of operations, and prospects. Moreover, if disputes over intellectual property that we have licensed prevent or impair our ability to maintain our current licensing arrangements on commercially acceptable terms, we may be unable to successfully develop and commercialize the affected product candidates, which would have a material adverse effect on our business, financial conditions, results of operations, and prospects. Patent terms may be inadequate to protect our competitive position on our product candidates for an adequate amount of time. Patents have a limited lifespan. In the United States, if all maintenance fees are timely paid, the natural expiration of a patentis generally 20 years from its earliest U.S. non-provisional filing date. Various extensions may be available, but the life of apatent, and the protection it affords, is limited. Even if patents covering our product candidates are obtained, once the patentlife has expired, we may be open to competition from competitive products, including generics or biosimilars. Given theamount of time required for the development, testing and regulatory review of new product candidates, patents protectingsuch candidates might expire before or shortly after such candidates are commercialized. As a result, our owned and licensedpatent portfolio may not provide us with sufficient rights to exclude others from commercializing products similar oridentical to ours. If we are unable to protect our trade secrets, our business and competitive position would be harmed. In addition to seeking patents for some of our technology and product candidates, we also rely on trade secrets, includingunpatented know-how, technology and other proprietary information, to maintain our competitive position. We seek toprotect these trade secrets, in part, by entering into non-disclosure and confidentiality agreements with parties who haveaccess to them, such as our employees, corporate collaborators, outside scientific collaborators, contract manufacturers,consultants, advisors and other third parties. We also seek to enter into confidentiality and invention or patent assignmentagreements with our employees and consultants. Despite these efforts, any of these parties may breach the agreements anddisclose our proprietary information, including our trade secrets, and we may not be able to obtain adequate remedies forsuch breaches. Our trade secrets may also be obtained by third parties by other means, such as breaches of our physical orcomputer security systems. Enforcing a claim that a party illegally disclosed or misappropriated a trade secret is difficult,expensive and time-consuming, and the outcome is unpredictable. In addition, some courts inside and outside the UnitedStates are less willing or unwilling to protect trade secrets. If any of our trade secrets were to be lawfully obtained orindependently developed by a competitor, we would have no right to prevent them, or those to whom they communicate

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Table of Contents 59 it, from using that technology or information to compete with us. If any of our trade secrets were to be disclosed to orindependently developed by a competitor, our competitive position would be harmed. We may be subject to claims challenging the inventorship of our patent filings and other intellectual property. Many of our employees, including our senior management, were previously employed at other biotechnology orpharmaceutical companies. These employees typically executed proprietary rights, non-disclosure and non-competitionagreements in connection with their previous employers. Although we try to ensure that our employees do not use theproprietary information or know-how of others in their work for us, we may be subject to claims that we or these employeeshave used or disclosed intellectual property, including trade secrets or other proprietary information, of any such employee’sformer employer. We or our licensors may be subject to claims that former employees, collaborators or other third partieshave an interest in our owned or in-licensed patents, trade secrets, or other intellectual property as an inventor or co-inventor.For example, we or our licensors may have inventorship disputes arise from conflicting obligations of employees,consultants or others who are involved in developing our product candidates. Litigation may be necessary to defend againstthese and other claims challenging inventorship or our or our licensors’ ownership of our owned or in-licensed patents, tradesecrets or other intellectual property. If we or our licensors fail in defending any such claims, in addition to paying monetarydamages, we may lose valuable intellectual property rights, such as exclusive ownership of, or right to use, intellectualproperty that is important to our product candidates. Even if we are successful in defending against such claims, litigationcould result in substantial costs and be a distraction to management and other employees. Any of the foregoing could have amaterial adverse effect on our business, financial condition, results of operations and prospects. In addition, while we requireour employees and contractors who may be involved in the conception or development of intellectual property to executeagreements assigning such intellectual property to us, we may be unsuccessful in executing such an agreement with eachparty who, in fact, conceives or develops intellectual property that we regard as our own. The assignment of intellectualproperty rights may not be self-executing, or the assignment agreements may be breached, and we may be forced to bringclaims against third parties, or defend claims that they may bring against us, to determine the ownership of what we regardas our intellectual property. Intellectual property rights do not necessarily address all potential threats to our competitive advantage. The degree of future protection afforded by our intellectual property rights is uncertain because intellectual property rightshave limitations and may not adequately protect our business or permit us to maintain our competitive advantage. Thefollowing examples are illustrative: ● others may be able to make products that are similar to our product candidates but that are not covered by theclaims of the patents that we license; ● our licensors or collaborators might not have been the first to make the inventions covered by an issued patent orpending patent application; ● our licensors or collaborators might not have been the first to file patent applications covering an invention; ● others may independently develop similar or alternative technologies or duplicate any of our or our licensors’technologies without infringing our intellectual property rights; ● pending patent applications may not lead to issued patents; ● issued patents may not provide us with any competitive advantages, or may be held invalid or unenforceable, as aresult of legal challenges by our competitors; ● our competitors might conduct research and development activities in countries where we do not have patent rightsand then use the information learned from such activities to develop competitive products for sale in our majorcommercial markets;

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Table of Contents 60 ● we may not develop or in-license additional proprietary technologies that are patentable; ● the patents of others may have an adverse effect on our business; and ● we may choose not to file a patent application for certain trade secrets or know-how, and a third party maysubsequently obtain a patent covering such intellectual property. Should any of these events occur, they could significantly harm our business, results of operations and prospects. We may not be able to protect our intellectual property rights throughout the world. Filing, prosecuting and defending patents on our product candidates in all countries throughout the world would beprohibitively expensive, and our intellectual property rights in some countries outside the United States can be less extensivethan those in the United States. In addition, the laws of some foreign countries do not protect intellectual property rights tothe same extent as federal and state laws in the United States. Consequently, we may not be able to prevent third parties frompracticing our inventions in all countries outside the United States, or from selling or importing products made using ourinventions in and into the United States or other jurisdictions. Competitors may use our technologies in jurisdictions wherewe have not obtained patent protection to develop their own products and may also export infringing products to territorieswhere we have patent protection, but enforcement is not as strong as that in the United States. These products may competewith our products and our patents or other intellectual property rights may not be effective or sufficient to prevent them fromcompeting. Many companies have encountered significant problems in protecting and defending intellectual property rightsin foreign jurisdictions. The legal systems of certain countries, particularly certain developing countries, do not favor theenforcement of patents, trade secrets, and other intellectual property protection, particularly those relating to biotechnologyproducts, which could make it difficult for us to stop the infringement of our patents or marketing of competing products inviolation of our proprietary rights generally. Proceedings to enforce our patent rights in foreign jurisdictions, whether or notsuccessful, could result in substantial costs and divert our efforts and attention from other aspects of our business, could putour patents at risk of being invalidated or interpreted narrowly and our patent applications at risk of not issuing and couldprovoke third parties to assert claims against us. We may not prevail in any lawsuits that we initiate, and the damages orother remedies awarded, if any, may not be commercially meaningful. Accordingly, our efforts to enforce our intellectualproperty rights around the world may be inadequate to obtain a significant commercial advantage from the intellectualproperty that we develop or license. If we should fail to comply with various patent laws our patent protection could be reduced or eliminated. Periodic maintenance fees, renewal fees, annuity fees and various other governmental fees on patents and/or applicationswill be due to be paid to the USPTO and various governmental patent agencies outside of the United States in several stagesover the lifetime of the patents and/or applications. We have systems in place to remind us to pay these fees, and we employan outside firm and rely on our outside counsel to pay these fees due to non-U.S. patent agencies. The USPTO and variousnon-U.S. governmental patent agencies require compliance with a number of procedural, documentary, fee payment andother similar provisions during the patent application process. We employ reputable law firms and other professionals to helpus comply, and in many cases, an inadvertent lapse can be cured by payment of a late fee or by other means in accordancewith the applicable rules. However, there are situations in which non-compliance can result in abandonment or lapse of thepatent or patent application, resulting in partial or complete loss of patent rights in the relevant jurisdiction. In such an event,our competitors might be able to enter the market and this circumstance would have a material adverse effect on ourbusiness. Changes in patent law, including recent patent reform legislation, could increase the uncertainties and costs surrounding the prosecution of our patent applications and the enforcement or defense of our issued patents. Changes in either the patent laws or interpretation of the patent laws in the United States could increase the uncertainties andcosts surrounding the prosecution of patent applications and the enforcement or defense of issued patents. Assuming thatother requirements for patentability are met, prior to March 2013, in the United States, the first to invent the claimedinvention was entitled to the patent, while outside the United States, the first to file a patent application was entitled to thepatent. After March 2013, under the Leahy-Smith America Invents Act, or the America Invents Act, enacted in

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Table of Contents 61 September 2011, the United States transitioned to a first inventor to file system in which, assuming that other requirementsfor patentability are met, the first inventor to file a patent application will be entitled to the patent on an invention regardlessof whether a third party was the first to invent the claimed invention. A third party that files a patent application in theUSPTO after March 2013, but before us could therefore be awarded a patent covering an invention of ours even if we hadmade the invention before it was made by such third party. This will require us to be cognizant of the time from invention tofiling of a patent application. Since patent applications in the United States and most other countries are confidential for aperiod of time after filing or until issuance, we cannot be certain that we or our licensors were the first to either (i) file anypatent application related to our product candidates or (ii) invent any of the inventions claimed in our or our licensor’spatents or patent applications. In addition, the patent positions of companies in the development and commercialization ofpharmaceuticals are particularly uncertain. Recent U.S. Supreme Court rulings have narrowed the scope of patent protectionavailable in certain circumstances and weakened the rights of patent owners in certain situations. This combination of eventshas created uncertainty with respect to the validity and enforceability of patents, once obtained. Depending on future actionsby the U.S. Congress, the federal courts, and the USPTO, the laws and regulations governing patents could change inunpredictable ways that could have a material adverse effect on our existing patent portfolio and our ability to protect andenforce our intellectual property in the future. Risks Related to iBio’s Operations The loss of one or more of our executive officers or key employees or an inability to attract and retain highly skilledemployees could adversely affect our business. Our success depends largely upon the continued services of our key executive officers. To continue to develop our pipelineand execute our strategy, we also must attract and retain highly skilled personnel in our industry. A failure by us to hire and retain an appropriately skilled and adequate workforce could adversely impact the ability to operate our R&D facility efficiently. Our operations depend, in part, on our ability to attract and retain an appropriately skilled and sufficient workforce to operateour R&D facility. These employees may voluntarily terminate their employment with us at any time. The R&D facility islocated in San Diego, California, a growing biotechnology hub and competition for skilled workers will continue to increaseas the industry undergoes further growth in the area. There can be no assurance that we will be able to retain key personnel,or to attract and retain additional qualified employees especially in light of our cash position. Our inability to attract andretain key personnel as we grow in two locations may have a material adverse effect on our business. Use of our laboratory space in San Diego is critical to our success. A natural disaster or other disruptions at ourlaboratory would adversely affect our business, financial condition, and results of operations. We currently conduct all of our pre-clinical research at our laboratory in San Diego using specialized equipment that we havepurchased. Any natural disaster or other serious disruption to our facility due to fire, flood, earthquake, or any otherunforeseen circumstance would adversely affect our business, financial condition, and results of operations. Although we dobelieve that we could find alternative space in the case of a natural disaster, there can be no assurance that we will findsuitable space near the location of our employees or that our equipment will survive a natural disaster. The occurrence of anydisruption at our laboratory, even for a short period of time, may have an adverse effect on our research and developmentoperations, during and after the period of the disruption. Although we maintain property, casualty, and business interruptioninsurance of the types and in the amounts that we believe are customary for the industry, we are not fully insured against allpotential natural disasters or other disruptions to our laboratory. We may be unable to manage our future growth effectively, which could make it difficult to execute our business strategy. We intend to grow our business operations as demand increases and increase the number of our employees to accommodatesuch potential growth, which may cause us to experience periods of rapid growth and expansion. This potential futuregrowth could create a strain on our organizational, administrative and operational infrastructure, including manufacturing

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Table of Contents 62 operations, quality control, technical support and other administrative functions. Our ability to manage our growth properlywill require us to continue to improve our operational, financial and management controls. As our commercial operations and sales volume grow, we will need to continue to increase our capacity for manufacturing,customer service, billing and general process improvements and expand our internal quality assurance program, among otherthings. We may also need to purchase additional equipment, some of which can take several months or more to procure, setup and validate, and increase our manufacturing, maintenance, software and computing capacity to meet increased demand.These increases in scale, expansion of personnel, purchase of equipment or process enhancements may not be successfullyimplemented. If we acquire companies, products or technologies, we may face integration risks and costs associated with those acquisitions that could negatively impact our business, results from operations and financial condition. If we are presented with appropriate opportunities, we may acquire or make investments in complementary companies,products or technologies. We may not realize the anticipated benefit of any acquisition or investment. If we acquirecompanies or technologies, we will face risks, uncertainties and disruptions associated with the integration process, includingdifficulties in the integration of the operations of an acquired company, integration of acquired technology with our products,diversion of our management’s attention from other business concerns, the potential loss of key employees or customers ofthe acquired business, and impairment charges if future acquisitions are not as successful as we originally anticipate. Inaddition, our operating results may suffer because of acquisition-related costs or amortization expenses or charges relating toacquired intangible assets. Any failure to successfully integrate other companies, products, or technologies that we mayacquire may have a material adverse effect on our business and results of operations. Furthermore, we may have to incurdebt or issue equity securities to pay for any additional future acquisitions or investments, the issuance of which could bedilutive to our existing stockholders. Our business and operations would suffer in the event of computer system failures. Despite the implementation of security measures, our internal computer systems, and those of third parties on which we rely, are vulnerable to damage from computer viruses, malware, natural disasters, terrorism, war, telecommunication and electrical failures, cyber-attacks or cyber-intrusions over the internet, attachments to emails, persons inside our organization,or persons with access to systems inside our organization. The risk of a security breach or disruption, particularly through cyber-attacks or cyber-intrusions, including by computer hackers, foreign governments, and cyber-terrorists, has generally increased as the number, intensity and sophistication of attempted attacks and intrusions from around the world have increased. If such an event were to occur and cause interruptions in our operations, it could result in a material disruption of our current or future product development programs. For example, the loss of clinical trial data from completed or any futureongoing or planned clinical trials could result in delays in our regulatory approval efforts and significantly increase our costs to recover or reproduce the data. To the extent that any disruption or security breach was to result in a loss of or damage to our data or applications, or inappropriate disclosure of confidential or proprietary information, we could incur material legal claims and liability, damage to our reputation, and the further development of our product candidates could be delayed. We rely extensively on our information technology systems and are vulnerable to damage and interruption, including cybersecurity and data leakage risks. We rely on our information technology systems and infrastructure to process transactions, summarize results and manage ourbusiness, including maintaining client and supplier information. Additionally, we utilize third parties, including cloudproviders, to store, transfer and process data. Our information technology systems, as well as the systems of our suppliersand other partners, whose systems we do not control, are vulnerable to outages and an increasing risk of continually evolvingdeliberate intrusions to gain access to company sensitive information. Likewise, data security incidents and breaches byemployees and others with or without permitted access to our systems pose a risk that sensitive data may be exposed tounauthorized persons or to the public. A cyber-attack or other significant disruption involving our information technologysystems, or those of our vendors, suppliers and other partners, could also result in disruptions in critical systems, corruptionor loss of data and theft of data, funds or intellectual property. A security breach of any kind, including

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Table of Contents 63 physical or electronic break-ins, computer viruses and attacks by hackers, employees or others, could expose us to risks ofdata loss, litigation, government enforcement actions, regulatory penalties and costly response measures, and could seriouslydisrupt our operations. We may be unable to prevent outages or security breaches in our systems. We remain potentiallyvulnerable to additional known or yet unknown threats as, in some instances, we, our suppliers and our other partners may beunaware of an incident or its magnitude and effects. We also face the risk that we expose our vendors or partners tocybersecurity attacks. Any or all of the foregoing could harm our reputation and adversely affect our results of operationsand our business reputation. Any failure to maintain the security of information relating to our patients, customers, employees and suppliers, whetheras a result of cybersecurity attacks or otherwise, could expose us to litigation, government enforcement actions and costlyresponse measures, and could disrupt our operations and harm our reputation. In connection with the pre-clinical and clinical development, sales and marketing of our products and services, we may fromtime to time transmit confidential information. We also have access to, collect or maintain private or confidential informationregarding our clinical trials and the patients enrolled therein, employees, and suppliers, as well as our business. Cyberattacksare rapidly evolving and becoming increasingly sophisticated. It is possible that computer hackers and others mightcompromise our security measures, or security measures of those parties that we do business with now or in the future, andobtain the personal information of patients in our clinical trials, vendors, employees and suppliers or our businessinformation. A security breach of any kind, including physical or electronic break-ins, computer viruses and attacks byhackers, employees or others, could expose us to risks of data loss, litigation, government enforcement actions, regulatorypenalties and costly response measures, and could seriously disrupt our operations. Any resulting negative publicity couldsignificantly harm our reputation, which could cause us to lose market share and have an adverse effect on our results ofoperations. Failure to comply with health care privacy and data protection laws and regulations could lead to governmentenforcement actions (which could include civil or criminal penalties), private litigation, and/or adverse publicity andcould negatively affect our operating results and business. We, our CROs, and any potential collaborators may be subject to strict and changing federal, state, and foreign dataprotection laws and regulations (i.e., laws and regulations that address privacy and data security) and policies and contractualobligations related to data privacy and security. In the U.S., numerous federal and state laws and regulations, includingfederal health information privacy laws, state data breach notification laws, state health information privacy laws, andfederal and state consumer protection laws (e.g., Section 5 of the Federal Trade Commission Act), that govern the collection,use, disclosure and protection of health-related and other personal information could apply to our operations or theoperations of our CROs and collaborators. In addition, we may obtain health information from third parties (includingresearch institutions from which we obtain clinical trial data) that are subject to privacy and security requirements underHIPAA, as amended by the Health Information Technology for Economic and Clinical Health Act of 2009. Depending on thefacts and circumstances, we could be subject to civil, criminal, and administrative penalties if we knowingly obtain, use, ordisclose individually identifiable health information maintained by a HIPAA-covered entity in a manner that is notauthorized or permitted by HIPAA. Compliance with U.S. and international data protection laws and regulations could require us to take on more onerousobligations in our contracts, restrict our ability to collect, use and disclose data, or in some cases, impact our ability tooperate in certain jurisdictions. Failure to comply with these laws and regulations could result in government enforcementactions (which could include civil, criminal and administrative penalties), private litigation, and/or adverse publicity andcould negatively affect our operating results and business. Moreover, clinical trial subjects, employees and other individualsabout whom we or our potential collaborators obtain personal information, as well as the providers who share thisinformation with us, may limit our ability to collect, use and disclose the information. Claims that we have violatedindividuals’ privacy rights, failed to comply with data protection laws, or breached our contractual obligations, even if weare not found liable, could be expensive and time-consuming to defend and could result in adverse publicity that could harmour business. Outside the United States, an increasing number of laws, regulations, and industry standards govern data privacy andsecurity. For example, the EU GDPR and the UK GDPR impose strict requirements for processing personal data. For

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Table of Contents 64 example, under the GDPR, companies may face temporary or definitive bans on data processing and other corrective actions;fines of up to 20 million Euros under the EU GDPR, 17.5 million pounds sterling under the UK GDPR or, in each case, 4%of annual global revenue, whichever is greater; or private litigation related to processing of personal data brought by classesof data subjects or consumer protection organizations authorized at law to represent their interests. In addition, in the past few years, California, Virginia, Colorado, Connecticut, Utah, and other states have enactedcomprehensive privacy laws that impose certain obligations on covered businesses, including providing specific disclosuresin privacy notices and affording residents with certain rights concerning their personal data. As applicable, such rights mayinclude the right to access, correct, or delete certain personal data, and to opt-out of certain data processing activities, such astargeted advertising, profiling, and automated decision-making. The exercise of these rights may impact our business andability to provide our products and services. Certain states also impose stricter requirements for processing certain personaldata, including sensitive information, such as conducting data privacy impact assessments. These state laws allow forstatutory fines for noncompliance. For example, the CCPA applies to personal information of consumers, businessrepresentatives, and employees who are California residents, and requires businesses to provide specific disclosures inprivacy notices and honor requests of such individuals to exercise certain privacy rights. The CCPA provides for fines of upto $7,500 per intentional violation and allows private litigants affected by certain data breaches to recover significantstatutory damages. Although the CCPA and similar state laws exempt certain data processed in the context of clinical trials,such exemptions are limited in scope and do not extend to all personal data we process in connection with our clinical trialactivities, including data relating to our employees, contractors, clinical trial site personnel, investigators, and businesscontacts. We may also be subject to new laws governing the privacy of consumer health data. For example, Washington’s MHMD Actbroadly defines consumer health data, places restrictions on processing consumer health data (including imposing stringentrequirements for consents), provides consumers certain rights with respect to their health data, and creates a private right ofaction to allow individuals to sue for violations of the law. Other states, including Nevada and Connecticut, have adopted orare considering similar consumer health data laws. We anticipate that more states will pass similar laws in the future. Thesedevelopments further complicate compliance efforts, and increase legal risk and compliance costs for us and the third partiesupon whom we rely. The effects of state and federal privacy laws are potentially significant and may require us to modifyour data processing practices and policies and to incur substantial costs and potential liability in an effort to comply withsuch legislation. We continue to monitor the impact that the state consumer privacy and protection laws, like the CCPA andthe MHMD Act, may have on our business activities. See the section in this Annual Report entitled “Business – GovernmentRegulation and Product Approval – Other U.S. Healthcare Laws and Compliance Requirements” and “Business –Government Regulation and Product Approval –Data Privacy.” The use of AI and ML technologies in our business operations and product offerings may expose us to risks that couldharm our competitive position and have a material adverse effect on our business and results of operations. The development and use of AI present risks and challenges that could adversely affect our business. We may use AI and MLtechnologies in various aspects of our operations, including drug discovery, clinical trial design, and data analysis. The use ofAI and ML in our business may implicate AI-specific data privacy and security obligations and regulations and increasedscrutiny. For example, the EU AI Act establishes a risk-based regulatory framework for AI systems, including requirementsfor high-risk AI applications. Additionally, various U.S. states and federal agencies are considering or have adopted laws andguidance regarding the use of AI. We expect other jurisdictions will adopt similar laws. Additionally, certain privacy lawsextend rights to consumers (such as the right to delete certain personal data) and regulate automated decision making, whichmay be incompatible with our use of AI/ML. These obligations may make it harder for us to conduct our business usingAI/ML, lead to regulatory fines or penalties, require us to change our business practices or retrain our AI/ML or prevent orlimit our use of AI/ML. For example, the Federal Trade Commission has required other companies to turn over (or disgorge)valuable insights or trainings generated through the use of AI/ML where they allege the company has violated privacy andconsumer protection laws. Compliance with existing and emerging AI regulations may require us to modify our use of AIand ML technologies, implement additional governance and oversight measures, or limit our ability to use such technologies.If we cannot use AI/ML or our use is restricted, our preclinical research and development programs may be less efficient, orwe may be at a competitive disadvantage. The occurrence of any of the foregoing events could prevent us from leveragingour AI/ML capability and software to help us develop our product

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Table of Contents 65 candidates more efficiently than existing industry tools and have a material adverse effect on our business, financialcondition, results of operations or prospects. The procurement of third-party AI tools and the development of AI/ML platform have required, and are expected to continuerequiring, significant investment, and if, for the reasons described below and other reasons, we are unable to realize thebenefits of this investment, our business, financial condition, and results of operations could be adversely affected. Ourcompetitors or other third parties may incorporate AI into their products more quickly or more successfully than us, orotherwise leverage AI in a manner that adversely impacts our business, which could impair our ability to compete effectivelyand adversely affect our results of operations. Additionally, if the content, analyses, or recommendations that AI applicationsassist in producing are or are alleged to be deficient, inaccurate, inappropriate, or biased, or if the use of AI results in, or isalleged to have resulted in, the infringement of the intellectual property of third parties or violations of other rights of thirdparties, we may be subject to legal claims or liability and our business, financial condition, and results of operations may beadversely affected. The use of AI applications may result in data leakage or unauthorized exposure of data, includingconfidential business information, the personal data of end users, or other sensitive information. Such leakage orunauthorized exposure of data related to the use of AI applications could result in legal claims or liability or otherwiseadversely affect our reputation and results of operations. AI also presents emerging ethical and regulatory issues and if ouruse of AI becomes controversial, we may experience brand or reputational harm, competitive harm, or legal liability. Therapid evolution of AI, including the development of government regulation of AI and automated decision-making technologymore generally, may require significant resources to continually develop, test, and maintain our platform so that we canimplement AI and automated decision-making technology in a manner that complies with applicable laws and regulations.Increased regulation could also limit or impair our ability to develop and deploy AI technology within our platform. If wefail to effectively implement, manage, or adapt to AI technologies, or if we are unable to address the risks associated withtheir use, we may be exposed to reputational harm, liability, loss of proprietary information, or competitive disadvantage,any of which could have a material adverse effect on our business, financial condition, and results of operations. Changes in general economic conditions, geopolitical conditions, domestic and foreign trade policies, monetary policiesand other factors beyond our control may adversely impact our business and operating results. Continuing concerns over U.S. health care reform legislation and energy costs, geopolitical issues, the availability and costof credit and government stimulus programs in the United States and other countries have contributed to increased volatilityand diminished expectations for the global economy. These factors, combined with low business and consumer confidence,could precipitate an economic slowdown and recession. Additionally, political changes in the U.S. and elsewhere in theworld have created a level of uncertainty in the markets. If the economic climate does not improve or deteriorate, ourbusiness, as well as the financial condition of our suppliers and our third-party payors, could be adversely affected, resultingin a negative impact on our business, financial condition and results of operations. Inflation rates, particularly in the United States, have increased recently to levels not seen in years, and increased inflationmay result in increases in our operating costs (including our labor costs), reduced liquidity and limits on our ability to accesscredit or otherwise raise capital. In an inflationary environment, such cost increases may outpace our expectations, causingus to use cash faster than forecasted. In addition, the Federal Reserve has raised, and may again raise, interest rates inresponse to concerns about inflation, which coupled with reduced government spending and volatility in financial marketsmay have the effect of further increasing economic uncertainty and heightening these risks. Changes in U.S. or international social, political, regulatory and economic conditions or in laws and policies governing trade,manufacturing, development and investment in the countries where we currently conduct our business could adversely affectour business, reputation, financial condition and results of operations. Changes or proposed changes in U.S. or othercountries’ trade policies may result in restrictions and economic disincentives on international trade. The U.S. governmenthas recently imposed, or is currently considering imposing, tariffs on certain trade partners. Tariffs, economic sanctions andother changes in U.S. trade policy have in the past and could in the future trigger retaliatory actions by affected countries,and certain foreign governments have instituted or are considering imposing retaliatory measures on certain U.S. goods.Further, any emerging protectionist or nationalist trends (whether regulatory- or consumer-driven) either in the United Statesor in other countries could affect the trade environment. Our business, like many other corporations, would be impacted bychanges to the trade policies of the United States and foreign countries (including

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Table of Contents 66 governmental action related to tariffs, international trade agreements, or economic sanctions). Such changes have thepotential to adversely impact the U.S. economy or certain sectors thereof, the global economy, and our industry, and as aresult, could have a material adverse effect on our business, financial condition and results of operations. Actual events involving reduced or limited liquidity, defaults, non-performance or other adverse developments that affectfinancial institutions or other companies in the financial services industry or the financial services industry generally, orconcerns or rumors about any events of these kinds, have in the past and may in the future lead to market-wide liquidityproblems. In addition, the global macroeconomic environment could be negatively affected by, among other things, pandemics orepidemics, instability in global economic markets, increased U.S. trade tariffs and trade disputes with other countries,instability in the global credit markets, supply chain weaknesses, instability in the geopolitical environment as a result of theRussian invasion of Ukraine, the war in the Middle East and other political tensions, and foreign governmental debtconcerns. Such challenges have caused, and may continue to cause, uncertainty and instability in local economies and inglobal financial markets. We are actively monitoring the effects these disruptions and increasing inflation could have on our operations. Theseconditions make it extremely difficult for us to accurately forecast and plan future business activities. Global climate change and related regulations could negatively affect our business. There are concerns that increased levels of greenhouse gases in the atmosphere have caused, and may continue to cause,increases in global temperatures, changes in weather patterns and an increase in the frequency and severity of naturaldisasters and extreme weather events. Climate change has the potential to impact our business in numerous ways. Thephysical impacts of climate change, such as an increase in the frequency and severity of storms and flooding, may increasevolatility in the supply chain, which could affect the availability, quality and cost of raw materials, and disruption to ourclinical trials. We could also face indirect financial risks passed through the supply chain and disruptions that could result inincreased operating expenses. In addition, governmental authorities in various countries have enacted or proposed, and arelikely to continue to propose, legislation and regulation regarding public reporting, business practices and marketing ofgoods related to sustainability and social matters, including reducing or mitigating the impacts of climate change. Variouscountries and regions are following different approaches to the regulation of these matters, which could increase thecomplexity of, and potential cost related to complying with, such regulations and lead to risks associated with non-compliance. Any of the foregoing may require us to make additional investments. Failure to monitor, adapt, build resilienceand develop solutions against the physical and transitional impacts from climate change may negatively impact our results ofoperations. Risks Related to Our Common Stock Our stockholders will experience substantial dilution from the issuance of shares of common stock upon the exercise of the warrants issued in our August 2025 underwritten public offering. Raising additional capital may also cause dilution to our existing stockholders, restrict our operations or require us to relinquish rights to our technologies or productcandidates. Further, our stockholders will experience substantial dilution from the issuance of certain development milestone payments if paid in equity. As of the date of this Annual Report, up to 109,090,911 shares of common stock are issuable upon the exercise of thewarrants issued or issuable in connection with the 2025 Offering, the issuance of which will result in substantial dilution tothe existing holders of our common stock and will increase the number of shares eligible for resale in the public market. Weare also seeking the approval of our stockholders to increase the number of authorized shares of common stock. If suchproposal is approved and additional shares of common stock are ultimately issued, that would also result in substantialdilution to our existing common stockholders. Until such time as we can generate substantial development, manufacturing, license or product revenues, we expect tofinance our cash needs through a combination of equity offerings, collaborations, strategic alliances, service contracts,

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Table of Contents 67 manufacturing contracts, facility build-out and technology transfer contracts, licensing and other arrangements. Sources offunds may not be available or, if available, may not be available on terms satisfactory to us. If we raise additional funds by issuing equity securities, our stockholders will experience dilution. Debt financing, ifavailable, would result in increased fixed payment obligations and may involve agreements that include covenants limitingor restricting our ability to take specific actions, such as incurring additional debt, making capital expenditures or declaringdividends. Any debt financing or additional equity that we raise may contain terms, such as liquidation and otherpreferences, which are not favorable to us or our stockholders. If we raise additional funds through collaboration andlicensing arrangements with third parties, it may be necessary to relinquish valuable rights to our technologies, futurerevenue streams, research programs or product candidates or to grant licenses on terms that may not be favorable to us.Should the financing we require to sustain our working capital needs be unavailable or prohibitively expensive when werequire it, our business, operating results, financial condition and prospects could be materially and adversely affected, andwe may be unable to continue our operations. To the extent that we raise additional capital through a public or private offering and sale of equity securities, your ownershipinterest will be diluted, and the terms of these securities may include liquidation or other preferences that adversely affectyour rights as a stockholder. Sales of our common stock offered through current or future equity offerings may result insubstantial dilution to our stockholders. The sale of a substantial number of shares of our common stock to investors, oranticipation of such sales, could make it more difficult for us to sell equity or equity-related securities in the future at a timeand at a price that we might otherwise wish to effect sales. We have the option to pay the contingent development milestone consideration owed to the RubrYc shareholders in shares of our common stock. Our stockholders will experience substantial dilution from the issuance of shares of common stock to pay the contingent development milestone consideration, should we elect to pay such development milestones in shares of common stock in lieu of cash and may not realize a benefit from the acquisition of substantially all of the assets RubrYc commensurate with the ownership dilution they will experience in connection therewith. Our failure to meet the listing requirements of Nasdaq could result in a delisting of our common stock. Our ability topublicly or privately sell equity securities and the liquidity of our common stock could be adversely affected if ourcommon stock is delisted. Our common stock is currently listed for trading on The Nasdaq Capital Market, and the continued listing of our commonstock on The Nasdaq Capital Market is subject to our compliance with a number of listing standards. On July 29, 2025, wereceived a notice from Nasdaq that because the closing bid price for our common stock had fallen below $1.00 per share for30 consecutive business days, we no longer complied with the Minimum Bid Price Requirement for continued listing on TheNasdaq Capital Market. We had a compliance period of 180 calendar days, or until January 26, 2026, to regain compliancewith Nasdaq Listing Rule 5550(a)(2), and on November 4, 2025, Nasdaq notified us that we had regained compliance withthe in compliance Minimum Bid Price Requirement. If we fail to continue to meet all applicable continued listing requirements for Nasdaq in the future, Nasdaq could delist oursecurities. There can be no assurance that we would be eligible for additional time to regain compliance, if applicable, thatwe will regain such compliance, or that we will maintain compliance with all applicable continued listing requirement forNasdaq in the future, and Nasdaq could make a determination to delist our common stock. Any delisting determination by Nasdaq could seriously decrease or eliminate the value of an investment in our commonstock and other securities linked to our common stock. Delisting from Nasdaq would significantly affect the ability ofinvestors to trade our securities and would negatively affect the value and liquidity of our common stock, and couldadversely affect our ability to raise additional financing through the public or private sale of equity securities or result inpotential breaches under or terminations of our agreements with third parties. Delisting could also have other negativeresults, including the potential loss of confidence by employees, the loss of institutional investor interest and fewer businessdevelopment opportunities.

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Table of Contents 68 Provisions in our certificate of incorporation, bylaws and under Delaware law could discourage a takeover that stockholders may consider favorable. Provisions of our certificate of incorporation, bylaws and provisions of applicable Delaware law may discourage, delay orprevent a merger or other change in control that a stockholder may consider favorable. Pursuant to our certificate ofincorporation, our Board of Directors may issue additional shares of common stock or preferred stock. Any additionalissuance of common stock could have the effect of impeding or discouraging the acquisition of control of us by means of amerger, tender offer, proxy contest or otherwise, including a transaction in which our stockholders would receive a premiumover the market price for their shares, and thereby protect the continuity of our management. Specifically, if in the dueexercise of its fiduciary obligations, the Board of Directors were to determine that a takeover proposal was not in our bestinterest, shares could be issued by our Board of Directors without stockholder approval in one or more transactions thatmight prevent or render more difficult or costly the completion of the takeover by: ● diluting the voting or other rights of the proposed acquirer or insurgent stockholder group, ● putting a substantial voting bloc in institutional or other hands that might undertake to support the incumbent Board of Directors, or ● effecting an acquisition that might complicate or preclude the takeover. Our certificate of incorporation also allows our Board of Directors to fix the number of directors in the by-laws. Ourcertificate of incorporation does not contemplate cumulative voting in the election of directors and thus, under Delaware law,cumulative voting in the election of directors is not permitted. Our Board of Directors is divided into three classes, each ofwhich serves for a staggered term of three years. This division of our Board of Directors could have the effect of impedingan attempt to take over our company or change or remove management, since only one class will be elected annually. Thus,only approximately one-third of the existing Board of Directors could be replaced at any election of directors. The effect of these provisions may be to delay or prevent a tender offer or takeover attempt that a stockholder may determineto be in his, her or its best interest, including attempts that might result in a premium over the market price for the sharesheld by the stockholders. Our Second Amended and Restated Bylaws provides that the Court of Chancery of the State of Delaware is the exclusiveforum for certain disputes between us and our stockholders, which could limit our stockholders’ ability to obtain afavorable judicial forum for disputes with us or our directors, officers or employees. Our Second Amended and Restated Bylaws provides that the Court of Chancery of the State of Delaware shall be the soleand exclusive forum for any derivative action or proceeding brought on behalf of the Company, any action asserting a claimof breach of a fiduciary duty owed by any director, officer or other employee of the Company to the Company or theCompany’s stockholders, any action asserting a claim arising pursuant to any provision of the Delaware General CorporationLaw or any action asserting a claim governed by the internal affairs doctrine. The federal district courts of the United Statesof America shall, to the fullest extent permitted by law, be the sole and exclusive forum for the resolution of any complaintasserting a cause of action arising under the Securities Act of 1933, as amended and the forum selection provision does notapply to claims arising exclusively under the Exchange Act or the Investment Company Act, or any other claim for which thefederal courts have exclusive jurisdiction. This forum selection provision may limit a stockholder’s ability to bring certain claims in a judicial forum that it findsfavorable for disputes with us or any of our directors, officers, other employees or stockholders, which may discouragelawsuits with respect to such claims, although our stockholders will not be deemed to have waived our compliance withfederal securities laws and the rules and regulations thereunder. If a court were to find this forum selection provision to beinapplicable or unenforceable in an action, we may incur additional costs associated with resolving such action in otherjurisdictions, which could adversely affect our business and financial condition.

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Table of Contents 69 The issuance of preferred stock could adversely affect the rights of the holders of shares of our common stock. Our Board of Directors is authorized to issue up to 1,000,000 shares of preferred stock without any further action on the partof our stockholders. Our Board of Directors has the authority to fix and determine the voting rights, rights of redemption andother rights and preferences of preferred stock. Our Board of Directors may, at any time, designate a new series of preferredstock that would grant to holders the preferred right to our assets upon liquidation, the right to receive dividend paymentsbefore dividends are distributed to the holders of common stock, and the right to the redemption of the shares, together witha premium, before the redemption of our common stock and authorize the issuance of such series of preferred stock, whichmay have a material adverse effect on the rights of the holders of our common stock. In addition, our Board of Directors,without further stockholder approval, may, at any time, issue large blocks of preferred stock. In addition, the ability of ourBoard of Directors to designate and issue shares of preferred stock without any further action on the part of our stockholdersmay impede a takeover of our company and may prevent a transaction that is favorable to our stockholders. We do not intend to pay dividends in the foreseeable future. We have never paid cash dividends on our common stock. We currently intend to retain our future earnings, if any, to financethe operation and growth of our business and currently do not plan to pay any cash dividends in the foreseeable future. As aresult, only appreciation of the price of our common stock will provide a return to stockholders for the foreseeable future. Holders of our warrants issued in our offerings have no rights as common stockholders until they exercise their warrantsand acquire our common stock. Until the holders of the warrants we issued in our offerings acquire shares of our common stock by exercising their warrants,the holders of the warrants have no rights as a stockholder with respect to the shares of common stock underlying theirsecurities. Upon exercise of the warrants they will be entitled to the rights of a common stockholder only as to matters forwhich the record date occurs after the exercise date. Whether the outstanding warrants will have any value will depend on the market conditions for, and the price of, ourcommon stock, which conditions will depend on factors related and unrelated to the success of our clinical developmentprogram, and cannot be predicted at this time. If our common stock price does not increase to an amount sufficiently abovethe exercise price of the warrants during the periods the warrants are exercisable, holders of warrants will be unable torecover any of their investment in the warrants. Because there is no established public trading market for any of our warrants we issued, the liquidity of each such security islimited. We do not expect a market to develop, nor do we intend to apply to list the warrants on any securities exchange.Upon exercise of the warrants, our stockholders will experience dilution. The market price of our common stock has been and may continue to be volatile and adversely affected by variousfactors. Our stock price has fluctuated in the past, has recently been volatile and may be volatile in the future. By way of example, on February 26, 2026, the price of our common stock closed at $3.07 per share while on July 22, 2026, our stock price closed at $1.39 per share. We may incur rapid and substantial decreases in our stock price in the foreseeable future that are unrelated to our operating performance or prospects. The stock market in general and the market for biotechnology and pharmaceutical companies in particular have experienced extreme volatility that has often been unrelated to the operating performance of particular companies. As a result of this volatility, investors may experience losses on their investment in our common stock. The market price of our common stock could fluctuate significantly in response to various factors and events, including: ● investor reaction to our business strategy;

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Table of Contents 70 ● the success of competitive products or technologies; ● our continued compliance with the listing standards of the Nasdaq; ● results of our preclinical and clinical trials; ● actions taken by regulatory agencies with respect to our products, clinical studies, manufacturing process or salesand marketing terms; ● variations in our financial results or those of companies that are perceived to be similar to us; ● developments or disputes concerning patents or other proprietary rights, including patents, litigation matters andour ability to obtain patent protection for our products; ● our ability or inability to raise additional capital and the terms on which we raise it; ● declines in the market prices of stocks generally; ● trading volume of our common stock; ● sales of our common stock by us or our stockholders; ● announcements of licensing or other business development initiatives; ● general economic, industry and market conditions; and ● other events or factors, including those resulting from such events, or the prospect of such events, including war,terrorism and other international conflicts, public health issues including health epidemics or pandemics, andnatural disasters such as fire, hurricanes, earthquakes, tornados or other adverse weather and climate conditions,whether occurring in the United States or elsewhere, could disrupt our operations, disrupt the operations of oursuppliers or result in political or economic instability. These broad market and industry factors may seriously harm the market price of our common stock, regardless of ouroperating performance. Since the stock price of our common stock has fluctuated in the past, has been recently volatile andmay be volatile in the future, investors in our common stock could incur substantial losses. In the past, following periods ofvolatility in the market, securities class-action litigation has often been instituted against companies. Such litigation, ifinstituted against us, could result in substantial costs and diversion of management’s attention and resources, which couldmaterially and adversely affect our business, financial condition, results of operations and growth prospects. There can be noguarantee that our stock price will remain at current prices or that future sales of our common stock will not be at priceslower than those sold to investors. Reports published by securities or industry analysts, including projections in those reports that exceed our actual results,could adversely affect our common stock price and trading volume. Securities research analysts, including those affiliated with our underwriters from prior offerings, establish and publish theirown periodic reports about and projections for our business. These projections may vary widely from one another and maynot accurately predict the results we actually achieve. Our stock price may decline if our actual results do not matchsecurities research analysts’ projections. Similarly, if one or more of the analysts who writes reports on us downgrades ourstock or publishes inaccurate or unfavorable research about our business or if one or more of these analysts ceases coverageof our company or fails to publish reports on us regularly, our stock price or trading volume could decline. While we expectsecurities research analyst coverage to continue going forward, if no securities or industry analysts begin to cover us, thetrading price for our stock and the trading volume could be adversely affected.

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Table of Contents 71 We are a “smaller reporting company”, and the reduced disclosure requirements applicable to smaller reportingcompanies may make our common stock less attractive to investors. We are a “smaller reporting company” as defined in Rule 12b-2 promulgated under the Exchange Act. We may remain asmaller reporting company until we have a non-affiliate public float in excess of $250 million or annual revenues in excessof $100 million and a non-affiliate public float in excess of $700 million, each as determined on an annual basis. For so longas we remain smaller reporting company, we are permitted and may take advantage of specified reduced reporting and otherburdens that are otherwise applicable generally to public companies. These provisions include: ● an exemption from compliance with the auditor attestation requirement of Section 404 of the Sarbanes-Oxley Actof 2002, or the Sarbanes-Oxley Act, on the design and effectiveness of our internal controls over financialreporting; and ● scaled reporting and disclosure requirements including about our executive compensation arrangements. We cannot predict whether investors will find our common stock less attractive if we rely on such exemptions. If someinvestors find our common stock less attractive as a result, there may be a less active trading market for our common stockand the market price of our common stock may be more volatile. Item 1B. Unresolved Staff Comments. None. Item 1C. Cybersecurity. We maintain a cyber risk management protocol designed to identify, assess, manage, mitigate, and respond to cybersecuritythreats. The underlying processes and controls of our cyber risk management protocol incorporate recognized best practices andstandards for cybersecurity and information technology, including the National Institute of Standards and Technology(“NIST”) Cybersecurity Framework (“CSF”). In addition, we maintain policies over areas such as information security, access on/offboarding, and access and accountmanagement, to help govern the processes put in place by management designed to protect our IT assets, data, and servicesfrom threats and vulnerabilities. We consult with a third-party specialist with regard to our cyber risk management processesand controls. Our management team is responsible for oversight and administration of our cyber risk management protocol, and forinforming senior management and other relevant stakeholders regarding the prevention, detection, mitigation, andremediation of cybersecurity incidents. iBio’s management team has prior experience selecting, deploying, and overseeingcybersecurity technologies, initiatives, and processes and relies on threat intelligence as well as other information obtainedfrom governmental, public, or private sources. Our Audit Committee also provides oversight of risks from cybersecuritythreats. As part of its review of the adequacy of our system of internal controls over financial reporting and disclosure controls andprocedures, the Audit Committee is specifically responsible for reviewing the adequacy of our computerized informationsystem controls and security related thereof. The cybersecurity stakeholders, including member(s) of management assignedwith cybersecurity oversight responsibility and/or third-party consultants providing cyber risk services, brief the AuditCommittee on cyber vulnerabilities identified through the risk management process, the effectiveness of our cyber riskmanagement program, and the emerging threat landscape and new cyber risks on at least an annual basis. This includesupdates on iBio’s processes to prevent, detect, and mitigate cybersecurity incidents. In addition, cybersecurity risks arereviewed by our Board of Directors at least annually, as part of the Company’s corporate risk oversight processes.

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Table of Contents 72 We face risks from cybersecurity threats that could have a material adverse effect on our business, financial condition, resultsof operations, cash flows or reputation. iBio acknowledges that the risk of cyber incidents is prevalent in the current threatlandscape and that a future cyber incident may occur in the normal course of its business. To date, we have not had acybersecurity incident. We proactively seek to detect and investigate unauthorized attempts and attacks against our IT assets,data, and services, and to prevent their occurrence and recurrence where practicable through changes or updates to internalprocesses and tools and changes or updates to service delivery; however, potential vulnerabilities to known or unknownthreats will remain. Further, there is increasing regulation regarding responses to cybersecurity incidents, including reportingto regulators, investors, and additional stakeholders, which could subject us to additional liability and reputational harm. SeeItem 1A. “Risk Factors” for more information on cybersecurity risks. Item 2. Properties. Biopharmaceutical R&D Facility On September 11, 2021, iBio entered into a lease with SAN DIEGO INSPIRE 4, LLC for approximately 11,383 square feetof laboratory and office space at 11750 Sorrento Valley Road in San Diego, CA. The lease commenced in September 2022.The lease is for seven years and four months. The lease is triple net with base rent starting at $4.50 per month per square footescalating approximately 3.0% per year during the lease term. We use the facility primarily for R&D associated with our AIDrug Discovery Platform and our biologic product portfolio. We believe that the facility is adequate for our currentoperations and needs. Item 3. Legal Proceedings. Lawsuits We are not currently subject to any material legal proceedings. From time to time, we may be subject to various legalproceedings and claims that arise in the ordinary course of its business activities. Litigation, regardless of the outcome, couldhave an adverse impact on us because of defense and settlement costs, diversion of management resources and other factors. Item 4. Mine Safety Disclosures. Not applicable.

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Table of Contents 73 PART II Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities. Market Information Our common stock is traded on the Nasdaq Stock Market LLC under the trading symbol “IBIO.” Holders On August 27, 2026, there were 22 stockholders of record of our common stock, one of which was Cede & Co., a nomineefor Depository Trust Company, or DTC. All of the shares of our common stock held by brokerage firms, banks and otherfinancial institutions as nominees for beneficial owners are deposited into participant accounts at DTC and are thereforeconsidered to be held of record by Cede & Co. as one stock. Dividends We have never declared or paid any cash dividends on our common stock. Dividends on our common stock cannot bedeclared or paid or set aside for payment or other distribution unless all accrued dividends on all outstanding shares ofPreferred Tracking Stock are paid in full. Recent Sales of Unregistered Securities There were no sales of unregistered securities during the quarter ended June 30, 2026 other than as set forth in documentspreviously filed by the Company with the SEC. Issuer Purchases of Equity Securities We did not purchase any of our equity securities during the fiscal year ended June 30, 2026. For information regarding our equity compensation plans, see PART III ITEM 12, “Security Ownership of Certain BeneficialOwners and Management and Related Stockholder Matters.”

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Table of Contents 74 Item 6. [Reserved] Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations. The following discussion of our financial condition and results of operations should be read together with our financial statements and the notes thereto and other information included elsewhere in this Annual Report. Unless the context requires otherwise, references in this Report to “iBio,” the “Company,” “we,” “us,” or “our” and similar terms mean iBio, Inc. Overview We are developing next-generation antibody medicines for obesity and its cardiometabolic and cardiopulmonary complications. One of the most important advances in modern obesity treatment has been the emergence of GLP-1 receptoragonists and other incretin-based therapies. These drugs have transformed the field by enabling weight loss that, in some cases, rivals the effects of invasive bariatric surgery. But as physicians and patients gain real-world experience, it’s becoming increasingly clear first-generation therapies, while groundbreaking, leave important gaps. Our approach to the evolving needs in obesity treatment is facilitated by our fully integrated antibody discovery platform, designed from the ground up for precision, speed and developability. At the core of our AI Drug Discovery Platform is an AI-enabled epitope steering engine enabling us to precisely direct antibodies to functional hotspots on even the mostchallenging targets—often considered undruggable. When combined with our antibody optimization platform, which deeply integrates generative AI tools with mammalian display technology, we can progress from concept to development-ready antibody in as little as seven months. In essence, we believe we are sculpting a future where cutting-edge AI-driven biotechnology propels the discovery ofintricate biologics, fostering partnerships, accelerating innovation, and propelling the advancement of science. The current product candidate pipeline is set forth below. IBIO-610 By leveraging our AI Drug Discovery Platform, we believe we have successfully identified the first antibody inhibitingActivin E. Preclinical data from multiple in vitro cell-based assays, including one on a human adipocyte cell line,demonstrated robust blockade of Activin E-mediated signaling. The antibody has been evaluated in multiple pre-clinical

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Table of Contents 75 studies in a model of DIO in mice, both alone with bi-weekly dosing and in combination with semaglutide dosed daily.These results suggest IBIO-610 may induce fat-selective weight loss. In a DIO mouse model, IBIO-610 was administered biweekly at 10 mg/kg for four weeks to evaluate its effects as amonotherapy. Treated mice were observed to have a 8.9% reduction in body weight compared to baseline and placebo, withbody composition analysis revealing a 26% reduction in fat mass and no measurable loss of lean mass. Outlier non-responder mice were excluded. To test potential combination therapy with incretin treatments, IBIO-610 was dosed biweekly alongside daily semaglutide.While semaglutide alone produced a 27.8% reduction in body weight (baseline and placebo adjusted), the combinationresulted in a more pronounced 35.3% weight loss, without any additive effect on food intake. The combination also led to agreater reduction in visceral fat compared to semaglutide alone, suggesting complementary mechanisms that enhancemetabolic benefit. IBIO-610 was also tested as a maintenance therapy following cessation of semaglutide treatment. In this model, DIO micewere first dosed with semaglutide for two weeks, leading to approximately 18% weight loss. Upon stopping semaglutide,control mice regained 71% of the lost weight within three weeks, with fat mass levels returning to those of untreatedanimals. In contrast, mice receiving IBIO-610 at the time of semaglutide discontinuation regained only 28% of the lostweight and retained significantly lower fat mass at study termination, highlighting the potential of IBIO-610 to preventrebound weight gain. IBIO-610 was evaluated in a preclinical PK and a body composition study in obese, mature NHPs designed to characterizesystemic exposure and assess early signs of activity on fat and body composition. In previously disclosed results from thisstudy, IBIO-610 demonstrated a terminal half-life of approximately 33.2 days in obese NHPs following administration, andbased on allometric scaling approaches, we estimated a projected human half-life of up to 100 days, which may supportinfrequent dosing. In addition, in a small study that was not statistically powered, following two once-every-eight-weekdoses, treatment with IBIO-610 was associated with 6.7% lower visceral fat and 5.2% lower total fat mass compared withvehicle-treated obese NHPs, with a slight increase in lean mass. These findings are consistent with the fat-selective profilewe observed in prior rodent studies. Additionally, obese NHPs treated with a single IV dose of IBIO-610 showed up to a98% reduction in serum levels of active Activin E. In July 2026, we announced new preclinical data from our obese NHP study evaluating IBIO-610. Following a single doseof IBIO-610, active Activin E levels in the blood were reduced in all treated NHPs and remained suppressed through eightweeks. At both weeks 4 and 8, active Activin E levels were reduced to levels below the limits of the assay. Overall, activeActivin E was reduced by 98% at week 4 and 97% at week 8 compared with baseline. We believe that these findingssupport IBIO-610's potential for best-in-class pathway inhibition and further support the potential for an infrequently dosed,long-acting antibody approach. The data also demonstrated IBIO-610's potential to promote fat-selective weight loss whilepreserving lean mass. In obese NHPs, when combined with semaglutide, IBIO-610 drove greater visceral and total fat losswhile reducing lean mass loss by 73% versus semaglutide alone, further supporting its potential as both a stand-alonetherapy and a complementary approach to GLP-1-based treatments. Following these studies, we initiated CMC and nonclinical toxicology activities to support the advancement of IBIO-610toward clinical development and we anticipate commencing first-in-human clinical trials in the first half of calendar year2027. IBIO-800: Myostatin x Activin A Bispecific Antibody We are developing a bispecific antibody program targeting myostatin, growth differentiation factor 11 (“GDF11”) andActivin A, that we now refer to as IBIO-800. We are evaluating IBIO-800 for potential use in obesity and cardiopulmonarydisease, including PH-HFpEF. Leveraging our innovative AI Drug Discovery Platform, IBIO-800 is in late discovery, wheremultiple parameters, including potency, selectivity, expression, stability and manufacturability, are being optimized. Wenominated a development candidate in June 2026 and initiated CMC and nonclinical testing to enable continued progressionof this program.

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Table of Contents 76 IBIO-800 is designed to selectively neutralize what we believe are key pathological ligands across multiple aspects ofdisease biology. Based on our preclinical work, Activin A may contribute to cardiac fibrosis and vascular remodeling, whilemyostatin and GDF11 may contribute to skeletal muscle dysfunction and reduced functional capacity. In combination, IBIO-800 is designed to reduce cardiac fibrosis, reverse pulmonary vascular remodeling, and improve whole body functionalcapacity, while avoiding some of the safety considerations associated with broader TGF-β ligand blockade. In preclinical in vitro studies, early findings in human muscle progenitor or muscle stem cells suggest our bispecificcandidates induced greater differentiation and fusion into mature muscle cells than antibodies targeting myostatin or ActivinA alone. In addition, in human cardiac fibroblast studies, growth differentiation factor 8 (“GDF8”), GDF11 and Activin Apromoted fibrotic activation and pro-inflammatory or pro-fibrotic gene expression, supporting the biological rationale forcombined blockade in cardiopulmonary disease. We are also evaluating the program in vivo in a mouse model designed toassess stress-induced right ventricular remodeling in the setting of obesity and hemodynamic stress. In June 2026, wenominated a development candidate and are initiating CMC and nonclinical testing to enable continued progression of theprogram. IBIO-600 In April 2024, as result of the collaboration with AstralBio, we initiated a program to discover and develop a long-actinganti-myostatin antibody. Using our StableHu platform coupled with mammalian display, we optimized hit antibodies acrossmultiple parameters, including affinity for myostatin, binding to the FcRn receptor, expression levels in mammalian cells,and resistance to poly-reactivity and aggregation. The final candidate, IBIO-600, was also observed to have a beneficialprofile between thermostability and resistance to stress conditions during initial testing. In vitro, IBIO-600 was evaluated in human muscle progenitor cells, where it potently inhibited myostatin. This inhibitionfacilitated the differentiation of progenitor cells into mature human muscle cells. In interim data from a preclinical study inobese mice, we observed that IBIO-600 dose-dependently prevented lean mass loss when administered in combination witha GLP-1 receptor agonist. In November 2024, we initiated a study in obese and elderly NHPs for IBIO-600. The primary goal of the study was toassess the PK profile of IBIO-600. The study consisted of two dose levels, a low dose of 5 mg/kg and a high dose of 50mg/kg, with a single subcutaneous injection in each case. In addition to monitoring PK in serum, the study analyzed bodycomposition changes over time by employing DEXA scans, measuring lean and fat mass. The study consisted of six NHPs, sorted randomly into the low and high dose groups. IBIO-600 promoted an increase inlean mass and a reduction in fat mass from baseline values. Standard PK calculations indicated the half-life of IBIO-600 inNHPs was approximately 52.4 days. By using multiple allometric scaling approaches, we estimated the half-life in humansof IBIO-600 as falling with a range of 74-147 days. IBIO-600 also demonstrated durable body composition effects,including lean mass gains of up to 5.1% with accompanying reductions in fat mass. Following the NHP PK study, we initiated CMC manufacturing and nonclinical toxicology activities to supportadvancement of IBIO-600 toward clinical development. We have completed GMP manufacturing of an initial batch of drugproduct being used in our clinical study. Additionally, we have completed 1-month GLP toxicology studies in both rats andNHPs. In June 2026, we announced the dosing of the first participant in a randomized, double-blind, placebo-controlled, first-in-human, phase 1 SAD clinical trial. This study is intended to test the safety, tolerability, pharmacokinetics, andpharmacodynamics of IBIO-600 in overweight or obese adults, as well as exploratory effects on body composition, withfour SAD cohorts currently planned. To date, we have enrolled 31 participants in the first four cohorts of the Phase 1clinical trial of IBIO-600 in Australia and each will be monitored for approximately nine months following administration,with study completion expected in second half of 2027. Data from the study will help inform potential future developmentof IBIO-600. This trial is designed to establish the initial human profile of IBIO-600 and begin generating evidence of itseffects on body composition, helping to inform potential future studies in combination with

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Table of Contents 77 GLP-1-based therapies. We are now preparing to advance IBIO-600 into the MAD portion of the study. Further, we intendto continue progressing the development of IBIO-600 in obesity, sarcopenia, and other muscle loss disorders. Amylin Receptor Agonist Engineered Antibody In collaboration with AstralBio, we initiated the development of an antibody agonists targeting the amylin receptor, apotentially highly promising mechanism in obesity treatment. Amylin receptors are closely related, multi-component GPCRcomplexes, making it challenging to discover antibodies with precisely controlled receptor subtype selectivity and functionalactivity. To address this challenge, we combined engineered GPCR antigens designed to mimic distinct amylin andcalcitonin receptor configurations with our mammalian display-based discovery platform. This approach enablesmultidimensional antibody selection across properties including receptor subtype specificity, cross-species binding,functional activity and developability. Using these capabilities, we have generated both DACRA antibodies and selectiveamylin receptor agonist SARA antibodies designed to activate specific amylin receptor subtypes while avoiding activation ofthe calcitonin receptor. Early preclinical results to date show the promise of the approach. In a proof-of-concept study in DIO mice, an early DACRA-like agonist antibody delivered approximately a ~60% reduction in acute food intake (p<0.05), compared with a 67% reduction observed with a benchmark DACRA peptide. Building on these results, we generated and characterizedAMY1-selective, AMY3-selective and dual AMY1/AMY3 agonist antibodies, referred to as SARA antibodies, with distinct in vitro potency and selectivity profiles. These data support the feasibility of using engineered antibodies to achieve differentiated amylin receptor pharmacology anddemonstrate the application of our integrated discovery platform to a complex GPCR target class. The program provides an additional demonstration of our ability to combine engineered antigens with multidimensional mammalian display-based selection to generate functionally differentiated antibody candidates against challenging membrane-protein targets. Recent Financial Developments 2026 ATM Agreement On February 27, 2026, we entered into the 2026 ATM Agreement with Jefferies providing for the sale by us of our shares ofour Common Stock, from time to time, through or to Jefferies in an at-the-market offering program as set forth in the 2026ATM Agreement. Offers and sales of shares of Common Stock by us, if any, under the 2026 ATM Agreement, will be madepursuant to our shelf registration statement on Form S-3 (File No. 333-293864), filed with the SEC on February 27, 2026under the Securities Act, which was declared effective on March 6, 2026, and the prospectus included therein related to theoffer and sale of up to $100,000,000 of shares of Common Stock. We have agreed to pay Jefferies a commission for itsservices in acting as agent of up to 3.0% of the gross proceeds from the sale of shares of Common Stock pursuant to the2026 ATM Agreement. The offering of shares of Common Stock pursuant to the 2026 ATM Agreement will terminate uponthe earlier of (i) the sale of all shares of Common Stock subject to the 2026 ATM Agreement, or (ii) termination of the 2026ATM Agreement as permitted therein by us or Jefferies. No shares have been sold under the 2026 ATM Agreement as of June30, 2026. 2026 Private Placement On January 13, 2026, pursuant to the terms of the securities purchase agreement that we entered into on January 8, 2026 withthe 2026 Investors, we issued and sold to the 2026 Investors in the 2026 Private Placement an aggregate of 1,408,481 sharesof Common Stock and, in lieu of shares, 2026 Pre-Funded Warrants to purchase up to an aggregate of 9,653,257 shares ofCommon Stock. The purchase price per share was $2.35. The purchase price per pre-funded warrant was $2.349, which isequal to the purchase price per share, minus the exercise price of $0.001 for each pre-funded warrant. We received aggregategross proceeds from the 2026 Private Placement of approximately $26 million, before deducting the placement agentcommissions and offering expenses payable by us which totaled approximately $1.7 million.

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Table of Contents 78 Underwritten Public Offering On August 19, 2025, we entered into an Underwriting Agreement with Leerink, as representative of the underwriters namedin Schedule A thereto, relating to the offering, issuance and sale of 2025 Pre-Funded Warrants to purchase an aggregate of71,540,000 shares of Common Stock and accompanying Series G Warrants to purchase (i) an aggregate of up to 35,770,000shares of Common Stock (or, for those investors who so choose, pre-funded warrants to purchase up to 35,770,000 shares ofCommon Stock in lieu thereof) and (ii) Series H Warrants to purchase an aggregate of up to 35,770,000 shares of CommonStock (or, for those investors who so choose, pre-funded warrants to purchase up to 35,770,000 shares of Common Stock inlieu thereof) (the 2025 Offering). The combined public offering price per 2025 Pre-Funded Warrant and accompanyingSeries G Warrant was $0.699. The closing of the 2025 Offering took place on August 22, 2025. We received net proceedsfrom the 2025 Offering of approximately $46.5 million after deducting underwriting discounts and commissions and offeringexpenses payable by us in connection with the 2025 Offering. We may also receive up to an aggregate of $50 million ofadditional gross proceeds if the Series G Warrants and Series H Warrants are exercised in full for cash. Each 2025 Pre-Funded Warrant and the pre-funded warrants issuable upon exercise of the Series G Warrants or Series HWarrants have an exercise price per share of Common Stock equal to $0.001 and were immediately exercisable from theirdate of issuance for one share of Common Stock, subject to certain beneficial ownership and other limitations. The Series GWarrants and Series H Warrants were each exercisable from their date of issuance and have an exercise price equal to $0.70per whole share of Common Stock (or $0.699 per pre-funded warrant) and in the case of the Series G Warrants, theaccompanying Series H Warrant. The Series G Warrants expired 30 trading days following our public announcement of aTrial Initiation Milestone. In addition, to the extent the proportion of the unexercised portion of the Series G Warrant relativeto the originally issued Series G Warrant is greater than the proportion of the unexercised portion of the originally issued2025 Pre-Funded Warrant relative to the originally issued 2025 Pre-Funded Warrant, each Series G Warrant immediatelyexpired in proportion to the extent that the corresponding 2025 Pre-Funded Warrant held by a holder is exercised prior to theoccurrence of the Trial Initiation Milestone. When issued upon exercise of the Series G Warrants, the Series H Warrants willexpire on the four-year anniversary of the closing date of the 2025 Offering. On April 8, 2026, we issued a Public Announcement that we received CTN acknowledgement from Australia’s TherapeuticGoods Administration and ethics approval from a Human Research Ethics Committee, enabling the initiation of a first-in-human clinical trial of IBIO-600 in Australia. All Series G Warrants were exercised prior to their expiration at 5:00 p.m.(New York City time) on May 20, 2026. During fiscal year 2026, 2025 Pre-Funded Warrants to purchase an aggregate of 9,250,394 shares of Common Stock wereexercised for proceeds of approximately $9,250. During fiscal year 2026, Series G Warrants to purchase 35,770,000 shares of Common Stock were exercised whereby theholders elected to receive pre-funded warrants to purchase up to 21,610,000 shares of Common Stock in lieu of shares ofCommon Stock and 14,160,000 shares of Common Stock, together with Series H Warrants to purchase up to 35,770,000shares of Common Stock, for gross proceeds of approximately $25 million. The pre-funded warrants issued upon thiselection have an exercise price of $0.001 and are immediately exercisable. During fiscal year 2026, Series H Warrants to purchase 4,250,000 shares of Common Stock were exercised whereby theholders elected to receive pre-funded warrants to purchase up to 4,250,000 shares of Common Stock in lieu of shares ofCommon Stock for gross proceeds of approximately $3 million. The pre-funded warrants issued upon this election have anexercise price of $0.001 and are immediately exercisable. During fiscal year 2026, pre-funded warrants issued upon the exercise of Series G Warrants to purchase an aggregate of1,970,000 shares of Common Stock, were exercised for proceeds of approximately $1,970. In conjunction with 2025 Underwriting Agreement, we agreed to pay the underwriter a fee equal to six percent (6%) of thecash exercise fee received by us for all cash exercises of warrants for a period of thirty (30) months following the close ofthe transaction. The fee is due no later than five (5) business days following each calendar quarter. We incurred fees on

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Table of Contents 79 these proceeds totaling approximately $1,680,000 during fiscal year 2026, of which approximately $1,173,000 is included inaccrued expenses on the consolidated balance sheets at June 30, 2026. Results of Operations Revenue Our ongoing business is primarily focused on i) development of our pipeline for which we do not expect revenue for manyyears, if at all, and ii) on advancing our AI-driven discovery platform to develop molecules against hard to drug targets. Todate this platform has not generated any material revenue, though we may realize revenue from it in the future. Revenue inthe amount of $0.1 million was recognized for services provided to a collaborative partner during the year ended June 30,2026. Revenue in the amount of $0.4 million was recognized for services provided to a collaborative partner during the yearended June 30, 2025. Research and Development Expenses (“R&D”) R&D expenses for the fiscal years ended June 30, 2026 and 2025 were approximately $19.6 million and $8.3 million,respectively, an increase of approximately $11.3 million or approximately 136%. The increase in R&D expenses is primarilydue to increased spending of approximately $8.4 million for consultants and outside services supporting our R&D efforts,including NHP studies and CMC activities, for our IBIO-610 and IBIO-600 programs and other preclinical pipeline assets,and a $2.5 million development milestone. On a program-by-program basis, consultants and outside services reported in R&D expenses for the fiscal year ended June30, 2026, included $6.0 million for IBIO-610, $4.3 million for IBIO-600, and $0.6 million for all other pipeline programs.On a program-by-program basis, consultants and outside services reported in R&D expenses for the fiscal year ended June30, 2025, included $2.5 million for IBIO-600, $0.5 million for IBIO-610, and $0.2 million for all other pipeline programs. Consultant and outside services accounted for approximately 55% and 38% of total R&D expenses for the fiscal years endedJune 30, 2026 and 2025, respectively. General and Administrative Expenses (“G&A”) G&A expenses for the fiscal years ended June 30, 2026 and 2025 were approximately $10.6 million and $10.7 million,respectively, a decrease of approximately $0.1 million or 1.0%. The slight decrease was primarily driven by IT costreductions. Impairment of Indefinite-Lived Intangible Asset In the fiscal year ended June 30, 2026, an impairment charge of $5.0 million was recorded for our IBIO-101 indefinite-livedintangible asset. No impairments of indefinite-lived intangible assets were recorded in the fiscal year ended June 30, 2025. Total Operating Expenses Total operating expenses, consisting primarily of R&D and G&A expenses, for fiscal year ended June 30, 2026 wereapproximately $35.2 million, compared to approximately $19 million for fiscal year ended June 30, 2025. Other Income Other income for the fiscal years ended June 30, 2026 and 2025 were $2.1 million and $0.2 million, respectively, an increaseof approximately $1.9 million. The increase is mainly attributable to interest earned on the proceeds from our capital raisesand warrant exercises.

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Table of Contents 80 Income Tax Expense There was no provision for current federal or state taxes for the fiscal years ended June 30, 2026 and June 30, 2025 as aresult of taxable losses incurred. Net Loss Our net loss for the fiscal year ended June 30, 2026 was approximately $33.0 million, or $0.32 per share of Common Stock, compared to our net loss of approximately $18.4 million, or $1.75 per share of Common Stock, in the fiscal year ended June 30, 2025. Liquidity and Capital Resources We have incurred net losses and generated negative cash flows from operations for many years. For the year ended June 30,2026, we incurred a net loss of approximately $33.0 million and had negative cash flows from operations of approximately$23.2 million. Historically, our liquidity needs have been met by the sale and issuances of common shares including theissuances of common shares through the exercise of warrants. As of June 30, 2026, we had total current assets ofapproximately $92.2 million, of which approximately $56.4 million was cash and cash equivalents and approximately $31.6million was investments in debt securities. As of June 30, 2026, we had an operating capital deficit of $23.2 million whichcompares to the $15.3 million operating capital deficit we maintained as of June 30, 2025. The history of significant losses, the negative cash flow from operations, and the dependence by us on our ability to obtainadditional financing to fund our operations in the past raised substantial doubt about our ability to continue as a goingconcern. In August 2025, we closed on an underwritten public offering raising gross proceeds of approximately $50 millionand in January 2026, we raised gross proceeds of approximately $26 million in a private placement. Additionally, wereceived gross proceeds of approximately $33.4 million from the exercise of warrants during the year ended June 30, 2026.Based on the total cash and cash equivalents, and investments in debt securities of approximately $88 million at June 30,2026, we believe that our current cash position is sufficient to fund its operations for at least 12 months from the date offiling this Annual Report on Form 10-K for the year ended June 30, 2026 (the “Annual Report”). Net Cash Used in Operating Activities In fiscal year 2026, net cash used in operating activities was approximately $23.2 million, compared to net cash used inoperating activities of approximately $15.3 million in fiscal year 2025, an increase of approximately $7.9 million orapproximately 52%. The use of cash was primarily attributable to funding our net loss for the period. Net Cash Used in Investing Activities In fiscal year 2026, net cash used in investing activities was approximately $32.0 million, which consisted primarily of thepurchase of approximately $42.3 million, partially offset by the redemption of debt securities of approximately $10.8million, and an interest payment received on the promissory note receivable and the purchase of fixed assets. In fiscal year2025, net cash provided by investing activities was approximately $0.7 million, which consisted of payments received forprincipal and interest on the promissory note receivable offset by the purchase of fixed assets. Net Cash Provided by Financing Activities Net cash provided by financing activities in fiscal year 2026, was approximately $103.0 million and was primarilyattributable to the net proceeds from the sale of securities primarily from the underwritten public offering that weconsummated in August 2025, pursuant to which we received net proceeds of approximately $46.4 million, the 2026 PrivatePlacement, pursuant to which we received net proceeds of approximately $24.3 million, net warrant exercise proceeds ofapproximately $32.8, and approximately $0.3 million for sales of Common Stock sold under an at-the-market agreement,partially offset by approximately $0.8 million of payments towards debt, including the term promissory note, equipmentfinancing loan, and finance lease obligations. Net cash provided by financing activities in fiscal year 2025 was

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Table of Contents 81 approximately $8.9 million and was attributable to the proceeds from the inducement of Existing Warrants and the sale ofsecurities partially offset by payments towards debt, including the finance lease obligations, term promissory note andequipment financing loan. Funding Requirements We have incurred significant losses and negative cash flows from operations since our spin-off from Integrated BioPharma inAugust 2008. As of June 30, 2026, our accumulated deficit was approximately $365.3 million, and we used approximately$23.2 million for operating activities during the year ended June 30, 2026. As of June 30, 2025, our accumulated deficit wasapproximately $332.2 million, and we used approximately $15.3 million for operating activities during the year ended June30, 2025. Our current cash, cash equivalents and investments in debt securities of approximately $88 million as of June 30,2026 is anticipated to be sufficient to support operations into the fourth quarter of fiscal year 2028. We plan to fund our future business operations using cash on hand, through proceeds realized in connection with thecommercialization of our technologies, through potential proceeds from the sale or out-licensing of assets, collaborations,and through proceeds from the sale of additional equity or other securities and exercise of outstanding warrants. However,there can be no assurance that we will be successful in implementing these plans, many of which will take several yearsbefore we realize proceeds. We cannot be certain that such funding will be available on favorable terms or available at all. Ifwe are unable to raise funds when required or on favorable terms, this assumption may no longer be operative, and we mayhave to: a) significantly delay, scale back, or discontinue the product application and/or commercialization of our proprietarytechnologies; b) seek collaborators for our technology and product candidates on terms that are less favorable than mightotherwise be available; c) relinquish or otherwise dispose of rights to technologies, product candidates, or products that wewould otherwise seek to develop or commercialize; or d) possibly cease operations. Off-Balance Sheet Arrangements As part of our ongoing business, we do not participate in transactions that generate relationships with unconsolidated entitiesor financial partnerships, such as entities often referred to as structured finance or special purpose entities (“SPE”s), whichwould have been established for the purpose of facilitating off-balance sheet arrangements or other contractually limitedpurposes. As of June 30, 2026, we were not involved in any SPE transactions. Critical Accounting Estimates A critical accounting policy is one that is both important to the portrayal of a company’s financial condition and results ofoperations and requires management’s most difficult, subjective or complex judgments, often as a result of the need to makeestimates about the effect of matters that are inherently uncertain. Our consolidated financial statements are presented in accordance with accounting principles generally accepted in theUnited States of America (“U.S. GAAP”). All applicable U.S. GAAP accounting standards effective as of June 30, 2026,have been taken into consideration in preparing the consolidated financial statements. The preparation of consolidatedfinancial statements requires estimates and assumptions that affect the reported amounts of assets, liabilities, revenues,expenses and related disclosures. Some of those estimates are subjective and complex, and, consequently, actual resultscould differ from those estimates. We base our estimates, to the extent possible, on historical experience. Historicalinformation is modified as appropriate based on current business factors and various assumptions that we believe arenecessary to form a basis for making judgments about the carrying value of assets and liabilities. We evaluate our estimateson an ongoing basis and make changes when necessary. Actual results could differ from our estimates. Critical accounting estimates are those estimates made in accordance with U.S. GAAP that involve a significant level ofestimation uncertainty and have had or are reasonably likely to have a material impact on the financial condition or results ofoperations of the Company. The following accounting estimate had a material impact on the results of operations of theCompany for the year ended June 30, 2026.

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Table of Contents 82 Impairment of Indefinite-Lived Intangible Assets For indefinite-lived intangible assets, we perform an impairment test annually and whenever events or changes incircumstances indicate the carrying value of an asset may not be recoverable. Evaluating impairment requires judgment, including the estimation of future cash flows, future growth rates and profitabilityand the expected life over which cash flows will occur. Changes in our business strategy or adverse changes in marketconditions could impact impairment analyses and require the recognition of an impairment charge. Although we base ourestimates on historical experience and various other assumptions that are believed to be reasonable under the circumstances,actual results could differ from these estimates. During the fourth quarter of the fiscal year ended June 30, 2025, we performed our annual impairment testing of the IBIO-101 therapeutic technology (or “IP”), classified as an indefinite-lived intangible asset, which had a carrying amount of $5.0million on June 30, 2025. We engaged a third party to perform valuation assistance with estimating the fair value of IBIO-101 and preparing a market capitalization reconciliation. The Multi-Period Excess Earnings Method (“MPEEM”) under theincome approach was utilized to value the indefinite-lived asset. The MPEEM determines the value of a specified asset bycalculating the present value of future earnings attributed to the asset. Since IBIO-101 is currently in its pre-clinicaldevelopment phase, a probability of success was applied to the cash flows to account for the probability of reaching eachstep of development. The MPEEM requires that charges for the use of other contributory assets be subtracted under thetheory that the owner of the subject asset does not own the other contributory assets and would have to rent/lease them inorder to earn the cash flows related to the subject asset. The resulting probability of success adjusted “excess earnings” were discounted to the present value using a 15% discountrate, which was based on iBio’s weighted average cost of capital. The sum of the discounted excess earnings and the presentvalue of the tax benefit related to amortization of the IBIO-101 indefinite-lived intangible indicated that the fair value was$5.9 million as of the June 30, 2025 valuation date. Given that the carrying amount of the asset was $5 million on June 30,2025, it was concluded that no impairment existed. During the second quarter of fiscal year 2026, we retained a global advisory firm to market and actively identify partners forIBIO-101 and the other oncology programs we acquired from RubrYc due to our therapeutic focus shift to precisionantibodies in the cardiometabolic and obesity space. The market data collected indicated the full carrying value of IBIO-101may not be recoverable. We engaged a third party to perform a valuation of IBIO-101, utilizing the MPEEM under theincome approach to value the indefinite-lived asset. The resulting probability of success adjusted “excess earnings” werediscounted to the present value using a 16% discount rate, which was based on iBio’s weighted average cost of capitalestimated for the fiscal year. The sum of the discounted excess earnings and the present value of the tax benefit related toamortization of the IBIO-101 indefinite-lived intangible indicated that the fair value was approximately $2.5 million as ofthe December 31, 2025 valuation date. The carrying amount of the asset was $5.0 million at the time of the valuation, it wasconcluded that a $2.5 million impairment existed. We recorded an impairment of indefinite-lived intangible asset expense ofapproximately $2.5 million for the three and six months ended December 31, 2025. During the third quarter of fiscal year 2026, we ceased our marketing efforts of the IBIO-101 asset and with our focus on thedevelopment of hard-to-drug precision antibodies for obesity, cardiometabolic, and cardiopulmonary diseases, we fullyimpaired the remaining $2.5 million value of the IBIO-101 asset. Also, during the third quarter of fiscal year 2026, we performed our annual impairment testing of the remaining indefinite-lived intangible assets, with the assistance of a third party, which had a carrying amount of $1.5 million on March 31, 2026and concluded that they were not impaired. No triggering events were identified in the fourth quarter of fiscal year 2026. We will continue to monitor the value of our IP as part of our annual accounting policy for impairment of long-lived assets.The primary impairment indicators that may arise in the near future are (1) any sustained decline in our Common Stockmarket price and (2) FDA decisions on similar competing technologies that are applying for Phase 1 approval. We continue to operate in a highly competitive environment, rising cost of capital and experience liquidity challenges.Accordingly, we may have to adjust our cash flow projections and valuation assumptions in the near future to account for

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Table of Contents 83 market trends and any changes to our research and development plans. Any such future adjustments may lead to materialfuture impairments in the IP and other related assets. Our remaining critical accounting estimates remain consistent with the information disclosed in the same section in our lastannual report on Form 10-K for the year ended June 30, 2025. In addition to the aforementioned critical accounting estimates, the following accounting policies and estimates have beenhighlighted as significant because changes to certain judgments and assumptions inherent in these policies could affect ourconsolidated financial statements: • revenue recognition;• legal and contractual contingencies;• research and development expenses; and• share-based compensation expenses. We base our estimates, to the extent possible, on historical experience. Historical information is modified as appropriatebased on current business factors and various assumptions that we believe are necessary to form a basis for makingjudgments about the carrying value of assets and liabilities. We evaluate our estimates on an ongoing basis and makechanges when necessary. Actual results could differ from our estimates. See Note 3 – Summary of Significant AccountingPolicies - for a complete discussion of our significant accounting policies and estimates Item 7A. Quantitative and Qualitative Disclosures About Market Risk. The information under this Item is not required to be provided by smaller reporting companies. Item 8. Financial Statements and Supplementary Data. Financial statements and notes thereto appear on pages F-1 to F-48 of this Annual Report. Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure. None. Item 9A. Controls and Procedures. Evaluation of Disclosure Controls and Procedures Our management, under the direction of our Chief Executive Officer (our Principal Executive Officer) and Chief FinancialOfficer (our Principal Financial Officer) have evaluated the effectiveness of our disclosure controls and procedures (asdefined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act, as amended), as of June 30, 2026. The term “disclosurecontrols and procedures,” as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act, means controls and otherprocedures of a company that are designed to ensure that information required to be disclosed by a company in the reportsthat it files or submits under the Exchange Act is recorded, processed, summarized and reported, within the time periodsspecified in the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls andprocedures designed to ensure that information required to be disclosed by a company in the reports that it files or submitsunder the Exchange Act is accumulated and communicated to the Company’s management, including its principal executiveand principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regardingrequired disclosure. The Company’s disclosure controls and procedures are also designed to ensure that such information isaccumulated and communicated to management to allow timely decisions regarding required disclosure. Managementrecognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonableassurance of achieving their objectives and management necessarily applies its judgment in evaluating the cost-benefitrelationship of possible controls and procedures. Based on our evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that our disclosurecontrols and procedures were effective as of June 30, 2026.

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Table of Contents 84 Management’s Report on Internal Control over Financial Reporting It is the responsibility of the management of iBio to establish and maintain effective internal control over financial reporting(as defined in Rule 13a-15(f) under the Exchange Act). Internal control over financial reporting is designed to providereasonable assurance to iBio’s management and board of directors regarding the preparation of reliable financial statementsfor external purposes in accordance with generally accepted accounting principles. iBio’s internal control over financial reporting includes those policies and procedures that: (i) pertain to the maintenance ofrecords that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of iBio;(ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements inaccordance with generally accepted accounting principles, and that receipts and expenditures of iBio are being made only inaccordance with authorizations of management and directors of iBio; and (iii) provide reasonable assurance regarding theprevention or timely detection of unauthorized acquisition, use or disposition of iBio’s assets that could have a materialeffect on the financial statements of iBio. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements.Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to financialstatement preparation and presentation. Management has performed an assessment of the effectiveness of iBio’s internalcontrol over financial reporting as of June 30, 2026, based upon criteria set forth in Internal Control - Integrated Frameworkissued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 COSO Framework). Based on this assessment, management has concluded that our internal control over financial reporting was effective as ofJune 30, 2026. Changes in Internal Control Over Financial Reporting Except as otherwise described herein, there were no changes in our internal control over financial reporting, as such term isdefined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act, during the quarter ended June 30, 2026, that havematerially affected, or are reasonably likely to materially affect, our internal control over financial reporting. Item 9B. Other Information. Insider Trading Arrangements During the three months ended June 30, 2026, no director or officer of the Company adopted or terminated a “Rule 10b5-1trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K. AstralBio Amylin License On August 27, 2026, we entered into the Amylin License Agreement with AstralBio, pursuant to which AstralBio haslicensed to us, on a worldwide exclusive basis and with the right to grant sublicenses, under the AstralBio Licensed Patents(as defined in the Amylin License Agreement) and AstralBio Licensed Know-How (as defined in the Amylin LicenseAgreement) the right to Develop, Manufacture and Commercialize and otherwise exploit an Amylin Licensed Product. Allcapitalized terms herein have the definitions assigned to them in the Amylin License Agreement unless otherwise definedherein. We are solely responsible for all decisions related to the launch, sales and marketing and promotion of Amylin LicensedProduct in our discretion, subject to the terms of the Amylin License Agreement, and for all costs for all activities related to,the Development, Manufacture and Commercialization of the Amylin Licensed Product worldwide. In consideration for therights and licenses granted by AstralBio to us in the Amylin License Agreement, we agreed to pay AstralBio (i) an upfrontlicense fee in the amount of $750,000 within thirty days after the effective date of the Amylin License Agreement, and (ii)upon the occurrence of specified developmental and commercial milestones, including net sales, milestone

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Table of Contents 85 payments of up to an aggregate of $28 million, which can be paid by cash or, provided we remains listed on Nasdaq oranother national stock exchange at the time of the payment, by issuing shares of our Common Stock, subject to approval ofthe issuance of any such shares by Nasdaq, and provided, however, in no event shall we issue to AstralBio pursuant to theAmylin License Agreement shares of our Common Stock resulting in AstralBio owning more than 19.9% of the total numberof shares of our Common Stock outstanding as of the date of entering into the Amylin License Agreement. In the event wesublicense an Amylin Licensed Product or a product that includes an Amylin Licensed Product, we will pay AstralBio asublicense fee, which fee is a range of a low to mid-single-digit percentage based on the proceeds of the sublicense fees to athird party. The Amylin License Agreement will remain in effect at all times and thereafter, unless and until terminated earlier pursuantto the Amylin License Agreement. The Amylin License Agreement can be terminated (i) by the Company for any reason orno reason upon 45 days’ written notice to AstralBio; (ii) by either party upon written notice to the other party if the otherparty materially breaches the Amylin License Agreement and such breach is not cured to the reasonable satisfaction of thenon-breaching party within 90 days of receipt of such written notice, subject to certain exceptions; (iii) by either party uponcertain bankruptcy or insolvency events of the other party; and (iv) by either party if the other party or any sublicenseechallenges the patentability, enforceability or validity of any claim related to any Patent or the secret and substantial natureof any Know-How, such Patent and/or Know-How being licensed to the party making the challenge, subject to certainexceptions as set forth in the Amylin License Agreement. Item 9C. Disclosure Regarding Foreign Jurisdictions That Prevent Inspections. Not applicable

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Table of Contents 86 PART III Certain information required by Part III is omitted from this Annual Report because we intend to file our definitiveproxy statement for our 2026 Annual Meeting of Stockholders (the “2026 Annual Meeting”), pursuant to regulation14A of the Exchange Act, not later than 120 days after the end of the fiscal year covered by this Annual Report andcertain information to be included in the definitive proxy statement is incorporated herein by reference. Item 10. Directors, Executive Officers and Corporate Governance Except for the information set forth below, the required information is incorporated by reference from our definitive proxystatement for our 2026 Annual Meeting, including, but not necessarily limited to, the sections entitled “InformationRegarding the Board of Directors and Corporate Governance,” and “Executive Officers Who Are Not Directors,” in thedefinitive proxy statement to be filed with the SEC relating to our 2026 Annual Meeting is incorporated herein by reference. Code of Ethics We have adopted a written code of business conduct and ethics, as amended and restated in July 2024, within the meaning ofItem 406 of SEC Regulation S-K, which applies to all of our employees, including our principal executive officer and ourchief financial officer, a copy of which is filed as an exhibit hereto and can be found on our website at www.ibioinc.com. Ifwe make any waivers or substantive amendments to the code of ethics that are applicable to our principal executive officer orour chief financial officer, we will disclose the nature of such waiver or amendment on our internet website atwww.ibioinc.com in a timely manner. Item 11. Executive Compensation The required information is incorporated by reference from our definitive proxy statement to be filed with the SEC relatingto our 2026 Annual Meeting, including, but not necessarily limited to, the sections entitled “Executive Compensation” and“Director Compensation for 2026 Fiscal Year.” Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters Except for the information set forth below, the required information is incorporated by reference from our definitive proxystatement to be filed with the SEC relating to our 2026 Annual Meeting, including, but not necessarily limited to, the sectionentitled “Security Ownership of Certain Beneficial Owners and Management.” Equity Compensation Plan Information The following table provides information regarding the status of stock compensation plans at June 30, 2026: Number of Shares of Common Stock to be Issued Upon Exercise of Outstanding Options Weighted-Average Exercise Price of Outstanding Options Number of Options Available for Future Issuance Under Equity Compensation Plans (excluding securities reflected in the previous columns) Equity compensation plan approved by stockholders 2,799,813$ 3.45 249,461 Equity compensation plans not approved by stockholders 20,000 $ 1.83 — Total 2,819,813$ 3.44 249,461

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Table of Contents 87 Item 13. Certain Relationships and Related Transactions, and Director Independence The required information is incorporated by reference from our definitive proxy statement to be filed with the SEC relatingto our 2026 Annual Meeting, including, but not necessarily limited to, the sections entitled “Transactions With RelatedPersons, Promoters and Certain Control Persons” and “Information Regarding the Board of Directors and CorporateGovernance - Independence of the Board of Directors.” Item 14. Principal Accountant Fees and Services The required information is incorporated by reference from our definitive proxy statement to be filed with the SEC relatingto our 2026 Annual Meeting, including, but not necessarily limited to, the section entitled, “Fees Paid to the IndependentRegistered Public Accounting Firm.”

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Table of Contents 88 PART IV Item 15. Exhibits and Financial Statement Schedules. (a) Exhibits and Index (1) A list of the financial statements filed as part of this Annual Report is set forth in the index to financial statements at page F-1 and is incorporated herein by reference. (2) An exhibit index immediately preceding the signature page hereto is incorporated by reference or filed with this Annual Report is provided below: Item 16. Form 10-K Summary Not Applicable Exhibit No. Description 1.1 Underwriting Agreement, dated as of August 19, 2025, by and between iBio, Inc. and Leerink Partners LLC,as Representative of the several Underwriters (incorporated herein by reference to Exhibit 1.1 to theCompany’s Current Report on Form 8-K filed with the Securities and Exchange Commission onAugust 21, 2025- File No. 001-35023) 1.2 Open Market Issuance Sale Agreement, dated February 27, 2026, by and between iBio, Inc. and JefferiesLLC (Incorporated herein by reference to Exhibit 1.1 to the Company’s registration statement on Form S-3(File No. 333-293864), as filed with the Securities and Exchange Commission on February 27, 2026) 3.1 Certificate of Incorporation of iBioPharma, Inc., Certificate of Merger between INB Biotechnologies, Inc. and iBioPharme, Inc., Certificate of Ownership and Merger of iBio Pharma Name Change Sub, Inc. withiBioPharma, Inc., dated August 10, 2009, Certificate of Amendment of the Certificate of Incorporation of iBio, Inc., dated December 10, 2010, Certificate of Amendment of the Certificate of Incorporation of iBio, Inc., dated December 18, 2013, Certificate of Designation, Preferences and Rights of the iBio CMOPreferred Tracking Stock, dated February 23, 2017, and the Certificate of Amendment of the Certificate of Incorporation, dated December 20, 2017, (incorporated herein by reference to Exhibit 3.1 to the QuarterlyReport on Form 10-Q filed by the Company with the Securities and Exchange Commission on May 11, 2018 – Commission File No. 001-35023) 3.2 Certificate of Amendment of the Certificate of Incorporation of iBio, Inc., dated June 8, 2018 (incorporatedherein by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed by the Company withthe Securities and Exchange Commission on June 8, 2018 – Commission File No. 001-35023) 3.3 Certificate of Designation, Preferences, Rights and Limitations of the Series A Convertible Preferred Stockof iBio, Inc., dated June 22, 2018 (incorporated herein by reference to Exhibit 3.1 to the Company’s CurrentReport on Form 8-K filed with the Securities and Exchange Commission on June 27, 2018 – CommissionFile No. 001-35023) 3.4 Certificate of Designation, Preferences Rights and Limitations of the Series B Convertible Preferred Stockof iBio, Inc., dated June 22, 2018 (incorporated herein by reference to Exhibit 3.2 to the Company’s CurrentReport on Form 8-K filed with the Securities and Exchange Commission on June 27, 2018 – CommissionFile No. 001-35023)

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Table of Contents 89 3.5 Certificate of Designation, Preferences, Rights and Limitations of the Series C Convertible Preferred Stockof iBio, Inc., dated October 28, 2019 (incorporated herein by reference to Exhibit 3.1 to the Company’sCurrent Report on Form 8-K filed with the Securities and Exchange Commission on October 29, 2019 –Commission File No. 001-35023) 3.6 Second Amended and Restated Bylaws of iBio, Inc. (incorporated herein by reference to Exhibit 3.1 to theCompany’s Current Report on Form 8-K filed by the Company with the Securities and ExchangeCommission on February 1, 2022 – Commission File No. 000-53125) 3.7 Certificate of Designation of Preferences, Rights and Limitations of Series 2022 Convertible PreferredStock, dated May 9, 2022, (incorporated herein by reference to Exhibit 3.1 to the Company’s Current Reporton Form 8-K filed with the Securities and Exchange Commission on May 12, 2022 – Commission File No.001-35023) 3.8 Certificate of Amendment of the Certificate of Incorporation of iBio, Inc., dated October 5, 2022(incorporated herein by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed by theCompany with the Securities and Exchange Commission on October 7, 2022 – Commission File No. 001-35023) 3.9 Certificate of Amendment of the Certificate of Incorporation of iBio, Inc., dated November 28, 2023(incorporated herein by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed withthe Securities and Exchange Commission on November 28, 2023 – Commission File No. 001-35023) 4.1 Form of Common Stock Certificate of iBioPharma, Inc. (incorporated herein by reference to Exhibit 4.1 tothe Company’s Form 10-12G filed with the Securities and Exchange Commission on July 11, 2008–Commission File No. 000-53125) 4.2* Description of Securities of iBio, Inc. 4.3 iBio, Inc. Warrant to Purchase Stock (incorporated herein by reference to Exhibit 4.2 to the Company’sCurrent Report on Form 8-K filed with the Securities and Exchange Commission on November 4, 2021 –Commission File No. 001-35023) 4.4 Form of Series A Common Stock Purchase Warrant iBio, Inc. (incorporated herein by reference to Exhibit4.2 to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission onDecember 8, 2022 – Commission File No. 001-35023) 4.5 Form of Series B Common Stock Purchase Warrant iBio, Inc. (incorporated herein by reference to Exhibit4.3 to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission onDecember 8, 2022 – Commission File No. 001-35023) 4.6 Form of Underwriter Common Stock Purchase Warrant iBio, Inc. (incorporated herein by reference toExhibit 4.4 to the Company’s Current Report on Form 8-K filed with the Securities and ExchangeCommission on December 8, 2022 – Commission File No. 001-35023) 4.7 Form of Pre-Funded Warrant to Purchase Shares of Common Stock iBio, Inc. (incorporated herein byreference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed with the Securities andExchange Commission on December 6, 2023- File No. 001-35023) 4.8 Form of Series C Common Warrant to Purchase Shares of Common Stock iBio, Inc. (incorporated herein byreference to Exhibit 4.2 to the Company’s Current Report on Form 8-K filed with the Securities andExchange Commission on December 6, 2023- File No. 001-35023)

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Table of Contents 90 4.9 Form of Series D Common Warrant to Purchase Shares of Common Stock iBio, Inc. (incorporated herein byreference to Exhibit 4.3 to the Company’s Current Report on Form 8-K filed with the Securities andExchange Commission on December 6, 2023- File No. 001-35023) 4.10 Form of Warrant to Purchase Shares of Common Stock iBio, Inc. (incorporated herein by reference toExhibit 4.4 to the Company’s Current Report on Form 8-K filed with the Securities and ExchangeCommission on December 8, 2023- File No. 001-35023) 4.11 Form of Pre-Funded Warrants to Purchase Shares of Common Stock iBio, Inc. (incorporated herein byreference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed with the Securities andExchange Commission on April 1, 2024- File No. 001-35023) 4.12 Form of Series E Warrants to Purchase Shares of Common Stock iBio, Inc. (incorporated herein by referenceto Exhibit 4.2 to the Company’s Current Report on Form 8-K filed with the Securities and ExchangeCommission on April 1, 2024- File No. 001-35023) 4.13 Form of Series F Warrants to Purchase Shares of Common Stock (incorporated herein by reference toExhibit 4.15 to the Company’s Annual Report on Form 10-K filed with the Securities and ExchangeCommission on September 5, 2025 - File No. 001-35023) 4.14 Form of Pre-Funded Warrant to Purchase Shares of Common Stock iBio, Inc. (incorporated herein byreference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed with the Securities andExchange Commission on August 21, 2025- File No. 001-35023) 4.15 Form of Series G Warrant to Purchase Shares of Common Stock iBio, Inc. (incorporated herein by referenceto Exhibit 4.2 to the Company’s Current Report on Form 8-K filed with the Securities and ExchangeCommission on August 21, 2025- File No. 001-35023) 4.16 Form of Series H Warrant to Purchase Shares of Common Stock (or Pre-Funded Warrants) iBio, Inc.(incorporated herein by reference to Exhibit 4.3 to the Company’s Current Report on Form 8-K filed withthe Securities and Exchange Commission on August 21, 2025- File No. 001-35023) 4.17 Form of Pre-Funded Warrant (incorporated herein by reference to Exhibit 4.1 to the Company’s CurrentReport on Form 8-K filed with the Securities and Exchange Commission on January 12, 2026 – File No.001-35023) 10.1 Amendment No. 1 to the Amended and Restated Limited Liability Company Agreement of iBio CMO LLC,dated February 23, 2017 (incorporated herein by reference to Exhibit 10.2 of the Company’s Current Reporton Form 8-K filed with the Securities and Exchange Commission on February 24, 2017 – Commission FileNo. 001-35023) 10.2† Form of Indemnification Agreement (incorporated herein by reference to Exhibit 10.1 to the Company’sCurrent Report on Form 8-K filed with the Securities and Exchange Commission on April 1, 2019 –Commission File No. 001-35023) 10.3† 2018 Omnibus Equity Incentive Plan, effective December 18, 2018 (incorporated herein by reference toExhibit 10.13 to the Company’s Annual Report on Form 10-K filed with the Securities and ExchangeCommission on August 26, 2019 – Commission File No. 001-35023) 10.4† 2018 Omnibus Equity Incentive Plan, as amended and restated, effective January 22, 2020 (incorporatedherein by reference to Appendix B to the Company’s Definitive Proxy Statement filed with the Securitiesand Exchange Commission on January 23, 2020 – Commission File No. 001-35023)

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Table of Contents 91 10.5† iBio, Inc. 2020 Omnibus Equity Incentive Plan (incorporated by reference to Appendix B to the DefinitiveProxy Statement on Schedule 14A filed with the Securities and Exchange Commission on November 3,2020 – Commission File No. 001-35023) 10.6++** Collaboration, Option and License Agreement, dated August 23, 2021, by and between iBio, Inc. andRubrYc Therapeutics, Inc. (incorporated herein by reference to Exhibit 10.1 to the Company’s CurrentReport on Form 8-K filed with the Securities and Exchange Commission on August 27, 2021– CommissionFile No. 001-35023). 10.7++** Collaboration and License Agreement, dated August 23, 2021, by and between iBio, Inc. and RubrYcTherapeutics, Inc. (incorporated herein by reference to Exhibit 10.2 to the Company’s Current Report onForm 8-K filed with the Securities and Exchange Commission on August 27, 2021– Commission File No.001-35023). 10.8++** Series A-2 Preferred Stock Purchase Agreement, dated August 23, 2021, by and between iBio, Inc. andRubrYc Therapeutics, Inc. (incorporated herein by reference to Exhibit 10.3 to the Company’s CurrentReport on Form 8-K filed with the Securities and Exchange Commission on August 27, 2021– CommissionFile No. 001-35023). 10.9++** Second Amended and Restated Investor Rights Agreement, dated August 23, 2021, by and among RubrYcTherapeutics, Inc. and certain investors (incorporated herein by reference to Exhibit 10.4 to the Company’sCurrent Report on Form 8-K filed with the Securities and Exchange Commission on August 27, 2021–Commission File No. 001-35023). 10.10++** Second Amended and Restated Voting Agreement, dated August 23, 2021, by and among RubrYc Therapeutics, Inc. and certain investors (incorporated herein by reference to Exhibit 10.5 to the Company’sCurrent Report on Form 8-K filed with the Securities and Exchange Commission on August 27, 2021– Commission File No. 001-35023). 10.11++** Second Amended and Restated Right of First Refusal and Co-Sale Agreement, dated August 23, 2021, byand among RubrYc Therapeutics, Inc. and certain investors (incorporated herein by reference to Exhibit 10.6 to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on August 27, 2021– Commission File No. 001-35023). 10.12 Asset Purchase Agreement dated September 16, 2022, by and between iBio, Inc. and RubrYc Therapeutics,Inc. (incorporated herein by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filedwith the Securities and Exchange Commission on September 21, 2022 – File No. 001-35023) 10.13 Termination Agreement and Release dated September 19, 2022, by and between iBio, Inc. and RubrYcTherapeutics, Inc. (incorporated herein by reference to Exhibit 10.2 to the Company’s Quarterly Report onForm 10-Q filed with the Securities and Exchange Commission on November 14, 2022 – File No. 001-35023) 10.14† iBio Inc. 2023 Omnibus Incentive Plan (incorporated herein by reference to Exhibit 10.1 to the Company’sCurrent Report on Form 8-K filed with the Securities and Exchange Commission on November 28, 2023 –File No. 001-35023) 10.15 Credit and Security Agreement, dated January 16, 2024, by and between iBio, Inc. and Loeb Term SolutionsLLC (incorporated herein by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filedwith the Securities and Exchange Commission on January 19, 2024 – File No. 001-35023)

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Table of Contents 92 10.16 Schedule to Credit and Security Agreement, dated January 16, 2024, by and between iBio, Inc. and LoebTerm Solutions LLC (incorporated herein by reference to Exhibit 10.2 to the Company’s Current Report onForm 8-K filed with the Securities and Exchange Commission on January 19, 2024 – File No. 001-35023) 10.17 Term Promissory Note, dated January 16, 2024, in the principal amount of $1,071,572 (incorporated hereinby reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K filed with the Securities andExchange Commission on January 19, 2024 – File No. 001-35023) 10.18 Indemnification Agreement, dated January 16, 2024 (incorporated herein by reference to Exhibit 10.4 to theCompany’s Current Report on Form 8-K filed with the Securities and Exchange Commission on January 19,2024 - File No. 001-35023) 10.19 Asset Purchase Agreement, dated February 25, 2024, by and between iBio, Inc. and Otsuka PharmaceuticalCo., Ltd. (incorporated herein by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-Kfiled with the Securities and Exchange Commission on February 26, 2024 – File No. 001-35023) 10.20 Form of Securities Purchase Agreement, dated March 26, 2024, by and between iBio, Inc. and the Purchasersignatory thereto (incorporated herein by reference to Exhibit 10.1 to the Company’s Current Report onForm 8-K filed with the Securities and Exchange Commission on April 1, 2024 – File No. 001-35023) 10.21 Director Agreement, dated April 1, 2024, by and between iBio, Inc. and Lynx1 Capital Management LP(incorporated herein by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed withthe Securities and Exchange Commission on April 1, 2024 – File No. 001-35023) 10.22† iBio, Inc. Officer Severance Benefit Plan, effective May 9, 2024 (incorporated herein by reference to Exhibit10.9 to the Company’s Current Report on Form 10-K filed with the Securities and Exchange Commission onMay 13, 2024 – File No. 001-35023) 10.23† Form of Non-Qualified Stock Option Agreement for initial grants for non-employee directors under the iBio2023 Omnibus Incentive Plan (incorporated herein by reference to Exhibit 10.1 to the Company’s CurrentReport on Form 8-K filed with the Securities and Exchange Commission on July 9, 2024 – File No. 001-35023) 10.24† Form of Non- Qualified Stock Option Agreement for non-employee consultants under the iBio 2023Omnibus Incentive Plan (incorporated herein by reference to Exhibit 10.2 to the Company’s Current Reporton Form 8-K filed with the Securities and Exchange Commission on July 9, 2024 – File No. 001-35023) 10.25† Form of Non-Qualified Stock Option Agreement for annual grants for non-employee directors under theiBio 2023 Omnibus Incentive Plan (incorporated herein by reference to Exhibit 10.3 to the Company’sCurrent Report on Form 8-K filed with the Securities and Exchange Commission on July 9, 2024 – File No.001-35023) 10.26† Form of Non-Qualified Stock Option Agreement for employees under the iBio 2023 Omnibus Incentive Plan(incorporated herein by reference to Exhibit 10.4 to the Company’s Current Report on Form 8-K filed withthe Securities and Exchange Commission on July 9, 2024 – File No. 001-35023) 10.27† Form of Restricted Stock Unit Award Agreement for employees under the iBio 2023 Omnibus Incentive Plan(incorporated herein by reference to Exhibit 10.5 to the Company’s Current Report on Form 8-K filed withthe Securities and Exchange Commission on July 9, 2024 – File No. 001-35023)

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Table of Contents 93 10.28† Form of Incentive Stock Option Agreement for employees under the iBio 2023 Omnibus Incentive Plan(incorporated herein by reference to Exhibit 10.6 to the Company’s Current Report on Form 8-K filed withthe Securities and Exchange Commission on July 9, 2024 – File No. 001-35023) 10.29† Form of Incentive Stock Option Agreement for officers under the iBio 2023 Omnibus Incentive Plan(incorporated herein by reference to Exhibit 10.7 to the Company’s Current Report on Form 8-K filed withthe Securities and Exchange Commission on July 9, 2024 – File No. 001-35023) 10.30† Amended and Restated Employment Agreement, dated as of July 23, 2024, effective as of July 1, 2024, byand between the Company and Martin Brenner (incorporated herein by reference to Exhibit 10.1 to theCompany’s Current Report on Form 8-K filed with the Securities and Exchange Commission onJuly 26, 2024 – File No.001-35023) 10.31 Exclusive License Agreement, dated December 31, 2024, by and between iBio, Inc. and AstralBio, Inc.(incorporated herein by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed withthe Securities and Exchange Commission on January 2, 2025 – File No.001-35023) 10.32 Form of Securities Purchase Agreement, dated January 10, 2025, by and between the Company and thepurchasers listed on the signature page thereto (incorporated herein by reference to Exhibit 10.1 to theCompany’s Current Report on Form 8-K filed with the Securities and Exchange Commission on January 13,2025 – File No.001-35023) 10.33++ Exclusive License Agreement, dated April 21, 2025, by and between iBio, Inc. and AstralBio, Inc.(incorporated herein by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed withthe Securities and Exchange Commission on April 22, 2025 – File No.001-35023) 10.34†++ Amended and Restated Employment Agreement, dated September 3, 2024, effective as of July 1, 2025, byand between the Company and Felipe Duran (incorporated herein by reference to Exhibit 10.81 to theCompany’s Annual Report on Form 10-K filed with the Securities and Exchange Commission on September5, 2025 - File No. 001-35023) 10.35†++ Amended and Restated Employment Agreement, dated September 3, 2024, effective as of July 1, 2025, byand between the Company and Marc Banjak (incorporated herein by reference to Exhibit 10.82 to theCompany’s Annual Report on Form 10-K filed with the Securities and Exchange Commission on September5, 2025 - File No. 001-35023) 10.36 Form of Securities Purchase Agreement (incorporated herein by reference to Exhibit 10.1 to the Company’sCurrent Report on Form 8-K filed with the Securities and Exchange Commission on January 12, 2026 – FileNo. 001-35023) 10.37 Form of Registration Rights Agreement (incorporated herein by reference to Exhibit 10.2 to the Company’sCurrent Report on Form 8-K filed with the Securities and Exchange Commission on January 12, 2026 – FileNo. 001-35023) 10.38†++ Employment Agreement, dated July 31, 2026, by and between iBio, Inc. and Molly Carr, MD (incorporatedherein by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the Securitiesand Exchange Commission on August 4, 2026 – File No. 001-35023) 10.39*++ Assignment and Exclusive License Agreement, dated August 27, 2026, by and between iBio, Inc. andAstralBio, Inc. 14.1 Code of Business Conduct and Ethics (incorporated herein by reference to Exhibit 14.1 to the Company’sCurrent Report on Form 8-K filed with the Securities and Exchange Commission on July 9, 2024 – File No.001-35023)

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Table of Contents 94 19.1 Insider Trading Policy (incorporated herein by reference to Exhibit 19.1 to the Company’s Annual Report onForm 10-K filed with the Securities and Exchange Commission on September 20, 2024 – File No. 001-35023) 21.1 Subsidiaries of Registrant (incorporated herein by reference to Exhibit 21.1 to the Company’s Annual Reporton Form 10-K filed with the Securities and Exchange Commission on September 20, 2024 – File No. 001-35023) 23.1* Consent of the Independent Registered Public Accounting Firm 31.1* Certification of Periodic Report by Principal Executive Officer Pursuant to Rule 13a-14 and 15d-14 of theSecurities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 31.2* Certification of Periodic Report by Principal Financial Officer and Principal Accounting Officer Pursuant toRule 13a-14 and 15d-14 of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of theSarbanes-Oxley Act of 2002 32.1* Certification of Periodic Report by Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as adoptedpursuant to Section 906 of the Sarbanes-Oxley Act of 2002 32.2* Certification of Periodic Report by Principal Financial Officer and Principal Accounting Officer Pursuant to18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 97.1 Clawback Policy, dated November 20, 2023 (incorporated herein by reference to Exhibit 97.1 to theCompany’s Annual Report on Form 10-K filed with the Securities and Exchange Commission on September20, 2024 – File No. 001-35023) 101.INS Inline XBRL Instance Document* 101.SCH Inline XBRL Taxonomy Extension Schema Document * 101.CAL Inline XBRL Taxonomy Extension Calculation Linkbase Document * 101.DEF Inline XBRL Taxonomy Extension Definition Linkbase Document *101.LAB Inline XBRL Taxonomy Extension Label Linkbase Document * 101.PRE Inline XBRL Taxonomy Extension Presentation Linkbase Document * * Filed herewith. † Management contract or compensatory plan or arrangement required to be identified pursuant to Item 15(a)(3) of thisAnnual Report. + Certain portions of this exhibit have been omitted subject to a confidential treatment request. ++ Certain portions of this exhibit indicated therein by [**] have been omitted in accordance with Item 601(b)(10) of Regulation S-K. The Company agrees to furnish unredacted copies of these Exhibits to the SEC upon request. * *Schedules have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The Company agrees to furnishsupplementally to the SEC a copy of any omitted schedule upon request.

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Table of Contents 95 SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly causedthis report to be signed on its behalf by the undersigned, thereunto duly authorized. iBio, Inc. (Registrant) Dated: August 28, 2026 /s/ Martin Brenner Martin Brenner Chief Executive Officer /s/ Felipe Duran Felipe DuranChief Financial Officer (Principal Financial Officer and Principal Accounting Officer) Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the followingpersons on behalf of the registrant and in the capacities and on the dates indicated: Name Title Date /s/ Martin Brenner Chief Executive Officer and August 28, 2026Martin Brenner Chief Scientific Officer (PrincipalExecutive Officer) /s/ Felipe Duran Chief Financial Officer August 28, 2026Felipe Duran Officer (Principal Financial Officer andPrincipal Accounting Officer) /s/ David Arkowitz Director August 28, 2026David Arkowitz /s/William Clark Chairman of the Board August 28, 2026William Clark /s/Alexandra Kropotova Director August 28, 2026Alexandra Kropotova /s/ António Parada Director August 28, 2026António Parada /s/Gary Sender Director August 28, 2026Gary Sender /s/Elizabeth Stoner Director August 28, 2026Elizabeth Stoner

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Table of Contents F-1 Annual Financial Statements iBio, Inc. Financial Statement Index Page Report of Independent Registered Public Accounting Firm - (Grassi & Co., CPAs, P.C., Jericho, NY PCAOBfirm ID 606) F-2Financial Statements:Consolidated Balance Sheets – June 30, 2026 and 2025 F-4Consolidated Statements of Operations and Comprehensive Loss – Fiscal years ended June 30, 2026 and2025 F-5Consolidated Statements of Stockholders’ Equity – Fiscal years ended June 30, 2026 and 2025 F-6Consolidated Statements of Cash Flows – Fiscal years ended June 30, 2026 and 2025 F-7Notes to Consolidated Financial Statements F-9

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Table of Contents F-2 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Board of Directors andStockholders of iBio, Inc. and Subsidiaries Opinion on the Financial Statements We have audited the accompanying consolidated balance sheets of iBio, Inc. and Subsidiaries (the “Company”) as of June30, 2026 and 2025, and the related statements of operations and comprehensive loss, stockholders’ equity, and cash flows foreach of the years in the two year period ended June 30, 2026, and the related notes (collectively referred to as the“consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all materialrespects, the financial position of the Company as of June 30, 2026 and 2025, and the results of its operations and its cashflows for each of the years in the two year period ended June 30, 2026, in conformity with accounting principles generallyaccepted in the United States of America. Basis for Opinion These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is toexpress an opinion on the Company’s consolidated financial statements based on our audits. We are a public accounting firmregistered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to beindependent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules andregulations of the Securities and Exchange Commission and the PCAOB. We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and performthe audit to obtain reasonable assurance about whether the consolidated financial statements are free of materialmisstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an auditof its internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internalcontrol over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Company’sinternal control over financial reporting. Accordingly, we express no such opinion. Our audits included performing procedures to assess the risks of material misstatement of the consolidated financialstatements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures includedexamining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Ouraudits also included evaluating the accounting principles used and significant estimates made by management, as well asevaluating the overall presentation of the consolidated financial statements. We believe that our audits provide a reasonablebasis for our opinion. Critical Audit Matters The critical audit matters communicated below are matters arising from the current period audit of the consolidated financialstatements that were communicated or required to be communicated to the audit committee and that: (1) relate to accounts ordisclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective,or complex judgments. The communication of critical audit matters does not alter in any way our opinion on theconsolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matters below,providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate. Impairment of Indefinite-Lived Asset IBIO-101 As disclosed in Notes 5 and 11 to the consolidated financial statements, the Company acquired the IBIO-101 indefinite-livedintangible asset in connection with the RubrYc stock purchase and asset acquisition. During the year ended June 30, 2026,the Company recorded impairment charges totaling $5.0 million, consisting of approximately $2.5 million during the three-month period ended December 31, 2025 and the remaining $2.5 million during the three-month period ended March 31,2026, reducing the carrying value of the asset to $0 as of June 30, 2026 (June 30, 2025: $5.0 million).

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Table of Contents F-3 The Company estimated the fair value of the asset using an income approach (Multi-Period Excess Earnings Method). Thatestimate depended on significant management assumptions, including projected future revenue, future development costs,the probability of technical and regulatory success across development phases, projected post-launch cash flows, and thediscount rate. Changes in these assumptions could have a significant effect on the estimated fair value and the amount of theimpairment charge. We identified the impairment of IBIO-101 as a critical audit matter because auditing management's fair value estimateinvolved especially challenging, subjective, and complex auditor judgment, including the involvement of professionals withspecialized valuation skill, given the sensitivity of the estimate to the underlying assumptions. How the Critical Audit Matter was addressed in the Audit Our audit procedures related to the impairment of IBIO-101 included, among others: ● We evaluated management's process for developing the fair value estimate, including the appropriateness of the valuation method and the reasonableness of the significant assumptions used in the prospective financial information (future revenue, future development costs, probability of success across development phases, and post- launch cash flows), by comparing those assumptions to external market data and comparable industry and guideline public company data. ● We involved our valuation specialists to assist in evaluating the Company's valuation methodology and significant assumptions, including the Multi-Period Excess Earnings Method, market capitalization, and the discount rate or weighted average cost of capital, and to perform sensitivity analyses over the significant assumptions, including the timing of the projected upfront payment. ● We evaluated the competency, capabilities, and objectivity of the third-party valuation specialist engaged by management. /s/ GRASSI & Co., CPAs, P.C. We have served as the Company’s auditor since 2024. Jericho, New York August 27, 2026

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Table of Contents F-4 iBio, Inc. and SubsidiariesConsolidated Balance Sheets(In Thousands, except share and per share amounts) June 30, June 30, 2026 2025 AssetsCurrent assets:Cash and cash equivalents $ 56,395 $ 8,582Accounts receivable - trade, net of allowance for credit losses of $65 and $0 as of June 30, 2026 and June30, 2025, respectively — —Investments in debt securities (adjusted cost $31,689 and $0 as of June 30, 2026 and June 30, 2025,respectively - see Note 6) 31,644 —Subscription receivable — 105Promissory note receivable and accrued interest 1,104 —Prepaid expenses and other current assets 3,078 1,034Total Current Assets 92,221 9,721 Restricted cash 228 210Promissory note receivable and accrued interest — 1,098Finance lease right-of-use assets, net of accumulated amortization — 68Operating lease right-of-use asset, net of accumulated amortization 1,667 2,051Fixed assets, net of accumulated depreciation 3,086 3,163Intangible assets, net of accumulated amortization 1,825 6,848Prepaid expenses - noncurrent 73 —Security deposits 10 26 Total Assets $ 99,110 $ 23,185 Liabilities and Stockholders' Equity Current liabilities: Accounts payable $ 4,423 $ 2,188Accrued expenses 5,626 1,345Finance lease obligations — 53Operating lease obligation - current portion 546 490Equipment financing payable - current portion — 64Term promissory note — 766Contract liabilities 1,150 1,200Total Current Liabilities 11,745 6,106 Operating lease obligation - net of current portion 1,652 2,199Total Liabilities 13,397 8,305 Stockholders' Equity Preferred Stock - $0.001 par value; 1,000,000 shares authorized; 0 shares issued and outstanding (see Note16) — —Common Stock - $0.001 par value; 275,000,000 shares authorized; 55,698,561 and 19,349,201 sharesissued and outstanding as of June 30, 2026 and June 30, 2025, respectively 56 19Additional paid-in capital 450,970 347,085Accumulated other comprehensive loss (45) —Accumulated deficit (365,268) (332,224) Total Stockholders’ Equity 85,713 14,880 Total Liabilities and Stockholders' Equity $ 99,110 $ 23,185 The accompanying notes are an integral part of these consolidated financial statements.

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Table of Contents F-5 iBio, Inc. and SubsidiariesConsolidated Statements of Operations and Comprehensive Loss(In Thousands, except per share amounts) Year Ended June 30, 2026 2025 Revenue $ 100 $ 400 Operating expenses: Research and development 19,643 8,312 General and administrative 10,595 10,690 Impairment of indefinite-lived intangible asset 5,003 — Total operating expenses 35,241 19,002 Operating loss (35,141) (18,602) Other income (expense): Interest income 2,150 437 Interest expense (53) (212) Total other income 2,097 225 Net loss before income taxes (33,044) (18,377) Income tax expense — — Net loss $ (33,044) $ (18,377) Comprehensive loss: Net loss $ (33,044) $ (18,377) Other comprehensive loss - unrealized loss on debt securities (45) — Comprehensive loss $ (33,089) $ (18,377) Loss per common share - basic and diluted $ (0.32) $ (1.75) Weighted-average common shares outstanding - basic and diluted - see Note 17 104,060 10,499 The accompanying notes are an integral part of these consolidated financial statements.

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Table of Contents F-6 iBio, Inc. and SubsidiariesConsolidated Statements of Stockholders’ EquityYears Ended June 30, 2026 and 2025(In Thousands) Accumulated Additional Other Preferred Stock Common StockPaid-InComprehensiveAccumulated Shares Amount Shares Amount Capital Loss Deficit Total Balance as of July 1, 2024 — $ — 8,624 $ 9 $ 335,162 $ — $ (313,847) $ 21,324 Common stock issued — — 4,744 4 3,642 — — 3,646 Exercise of stock options — — 73 * 130 — — 130 Vesting of RSUs — — 35 * — — — — Share-based compensation — — — — 1,530 — — 1,530 AstralBio Exclusive License Agreement shares issued — — 246 * 750 — — 750 Warrant Inducement Transaction — — 5,627 6 5,871 — 5,877 Net loss — — — — — — (18,377) (18,377) Balance as of June 30, 2025 — — 19,349 19 347,085 — (332,224) 14,880 Common stock issued — — 36,349 37 17,972 — — 18,009 Vesting of RSUs — — * * * — — * Share-based compensation — — — — 1,373 — — 1,373 Issuance of pre-funded warrants — — — — 84,540 — — 84,540 Unrealized loss on available-for-sale debt securities — — — — — (45) — (45) Net loss — — — — — — (33,044) (33,044) Balance as of June 30, 2026 — $ — 55,698$ 56 $ 450,970$ (45) $ (365,268) $ 85,713 * Represents amount less than 0.5 thousand. The accompanying notes are an integral part of these consolidated financial statements.

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Table of Contents F-7 iBio, Inc. and SubsidiariesConsolidated Statements of Cash Flows(In Thousands) Year Ended June 30, 2026 2025 Cash flows from operating activities:Net loss $ (33,044) $ (18,377)Adjustments to reconcile consolidated net loss to net cash used in operating activities: Share-based compensation 1,373 1,530Amortization of intangible assets 20 20Amortization of finance lease right-of-use assets 68 271Amortization of operating lease right-of-use assets 384 351Depreciation of fixed assets 558 484Accrued interest receivable on promissory note receivable (80) (62)Amortization of premiums/(accretion of discounts) on debt securities, net (194) —Provision for credit losses 65 —Impairment of fixed assets 107 —Impairment of intangible assets 5,003 —Changes in operating assets and liabilities: Accounts receivable - trade (65) —Prepaid expenses and other current assets (2,153) (408)Prepaid expenses - noncurrent (73) —Security deposit 16 —Accounts payable 2,223 1,831Accrued expenses 3,114 (758)Operating lease obligations (490) (436)Contract liabilities (50) 250 Net cash used in operating activities (23,218) (15,304) Cash flows from investing activities: Purchases of debt securities (42,296) —Redemption of debt securities 10,800 —Payment received for interest and principal on promissory note receivable 75 758Purchases of fixed assets (578) (16) Net cash (used in) provided by investing activities (31,999) 742 Cash flows from financing activities: Proceeds from sales of common stock 3,529 3,541Proceeds from sales of pre-funded warrants 72,682 —Proceeds from the exercise of warrants for pre-funded warrants 18,076 —Proceeds from the exercise of warrants for common stock 15,290 —Payments made for costs to acquire capital (5,860) (294)Proceeds from Warrant Inducement Transaction — 6,246Proceeds from the exercise of stock options — 131Subscription receivable 105 —Payment of equipment financing loan (64) (178)Payment of term promissory note (657) (218)Payment of finance lease obligation (53) (299) Net cash provided by financing activities 103,048 8,929 Net increase (decrease) in cash, cash equivalents and restricted cash 47,831 (5,633)Cash, cash equivalents and restricted cash - beginning 8,792 14,425 Cash, cash equivalents and restricted cash - end $ 56,623 $ 8,792 The accompanying notes are an integral part of these consolidated financial statements.

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Table of Contents F-8 iBio, Inc. and SubsidiariesConsolidated Statements of Cash Flows(In Thousands) Year Ended June 30, 2026 2025 Schedule of non-cash activities: Costs to raise capital included in accrued expenses $ 1,173 $ 50 Reserves related to term promissory note included in prepaid expenses$ (109) $ — Unrealized loss on available-for-sale debt securities $ 45 $ — Unpaid fixed assets included in accounts payable $ 11 $ — Indefinite-lived intangible asset addition $ — $ 1,500 Shares issued to AstralBio for license fee $ — $ (750) Credit provided by AstralBio $ — $ (750) Subscription receivable $ — $ 105 Costs to raise capital paid directly from gross proceeds $ — $ 81 Supplemental cash flow information: Cash paid during the year for interest $ 72 $ 212 The accompanying notes are an integral part of these consolidated financial statements.

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Table of Contents F-9 1. Nature of Business iBio, Inc. (the “Company” or “iBio”) is a clinical-staged biotechnology company leveraging the power of ArtificialIntelligence (“AI”) for the development of hard-to-drug precision antibodies for obesity, cardiometabolic andcardiopulmonary diseases. The core mission is to harness the potential of AI and machine learning (“ML”) to unveil novelbiologics which other scientists have been unable to develop. Through the Company’s innovative AI Drug DiscoveryPlatform, it have been able to identify differentiated molecules aimed at addressing unmet needs by current approvedtherapies. The Company believes the future treatment for obesity lies not just in overall weight loss, but in the quality, durability, andtolerability of weight loss. Current interventional therapies, such as glucagon-like peptide-1 (“GLP-1”) receptor agonistshave ushered in a breakthrough era, yet challenges remain: muscle loss, fat regain after treatment cessation, and long-termtolerability. The Company is developing next-generation therapies being designed with the goal of meeting these unmetneeds, by leveraging AI-guided antibody design, advanced screening technologies and deep expertise in biologicsdevelopment. The Company’s strategy is built on multiple key principles. First, the Company aims to develop next-generation antibody therapeutics addressing limitations of currently approved treatments, offering options with the potentialto preserve muscle mass, target fat selectively, and provide durable weight loss with improved tolerability. Second, theCompany is prioritizing targets with strong human genetic and clinical validation, which it believes both reducestranslational risk and increases the likelihood of clinical success. Third, the Company is evaluating opportunities in adjacentobesity-related indications, including cardiometabolic and cardiopulmonary conditions such as pulmonary hypertension dueto heart failure with preserved ejection fraction (“PH-HFpEF”). Lastly, the Company is applying its integrated AI DrugDiscovery Platform and deep scientific expertise to rapidly generate and advance development-ready biologics, enabling usto move with speed and precision in a competitive and fast-evolving field. Obesity is associated with a broad range ofcardiometabolic and cardiopulmonary complications, therefore, the Company is also evaluating selected adjacent indicationswhere its AI Drug Discovery Platform and target biology may offer differentiated therapeutic opportunities. IBIO-600 iscurrently in clinical development, while the Company’s other product candidates are in preclinical development. TheCompany has not completed any clinical trials in humans for any therapeutic protein product candidate produced using ourtechnology, and there is a risk that the Company will be unsuccessful in developing or commercializing any productcandidates. Following Clinical Trial Notification (“CTN”) acknowledgement from Australia’s Therapeutic GoodsAdministration (“TGA”) and ethics approval from a Human Research Ethics Committee (“HREC”), the Company initiated aPhase 1 clinical trial of IBIO-600 in Australia and dosed the first participant in June 2026, marking the Company’s transitionto a clinical-stage company and represented the first molecule generated using the Company’s AI Drug Discovery Platformto advance into clinical development. To date, the Phase 1 clinical trial of IBIO-600 in Australia has enrolled 31 participantsin the first four cohorts. In parallel, the Company has accelerated the development of IBIO-610, a potentially first-in-class,long-acting antibody designed to inhibit Activin E, and the Company anticipates commencing first-in-human clinical trials inthe first half of calendar year 2027. The Company is also advancing additional preclinical programs, including IBIO-800, amyostatin × Activin A bispecific antibody being evaluated for potential use in PH-HFpEF. The Company’s current product candidate pipeline is set forth below.

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Table of Contents F-10 Through the Company’s innovative AI Drug Discovery Platform, it champions a culture of innovation by identifying noveltargets, forging strategic collaborations to enhance efficiency, diversify pipelines, with the goal of accelerating preclinicalprocesses. The Company’s proprietary technology stack is designed to minimize downstream development risks byemploying AI-guided epitope-steering and monoclonal antibody (“mAb”) optimization. The Company’s proprietary technology stack combines Epitope Steering, its patented AI engine that directs antibody bindingto precisely defined regions of target proteins, increasing selectivity and therapeutic impact; StableHu, a generative AI toolthat rapidly optimizes antibodies for expression, stability, and manufacturability; and mammalian display-basedmultidimensional screening, enabling simultaneous optimization of affinity, specificity, and half-life in a single selectionstep. Together, these tools power a fully integrated platform that allows the Company to go from concept to in vivo proof-of-concept within weeks, accelerating the development of first-in-class and best-in-class biologics. The Company’s EngageTxtechnology enables it to target bi-specific molecules. iBio’s discovery and development work is conducted at the Company’s San Diego research and development laboratoryspace, where its AI and machine learning (ML) scientists and biopharma researchers operate side by side. This closeintegration of disciplines enables rapid iteration between in silico design and wet-lab validation, compressing the timelinefrom hypothesis to lead selection. With the Company’s robust platform, focused pre-clinical pipeline, and growing scientificand leadership team, it is building a durable and differentiated position in obesity therapeutics—one designed to outlast thefirst wave and define what comes next. Digital Infrastructure iBio is a firm believer in the transformative power of digital technologies, including robotics, automation, AI, ML, and cloudcomputing. These technologies are integral to operationalizing the Company’s strategy, accelerating its learning curve, andexecuting at scale. As such, the Company has made substantial investments in these areas. iBio’s aspiration is to digitize itsoperations to the greatest extent possible, harnessing the potential of digital technology to maximize its impact on humanhealth. As the Company continues to grow, it remains committed to further investing in its digital infrastructure to support itsambitious goals. Strategic Alliances, Collaborations, and Joint Ventures The Company has formed collaborations and strategic alliances to gain access to funding, capabilities, technical resourcesand intellectual property to further its development efforts, commercialize its technology and to generate revenues, includingthrough the use of its patented epitope-steering AI-engine and our EngageTx platform.

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Table of Contents F-11 2. Basis of Presentation The consolidated financial statements have been prepared in accordance with accounting principles generally accepted in theUnited States of America (“U.S. GAAP”) and include the accounts of iBio Inc. and its subsidiaries. All significantintercompany transactions and accounts have been eliminated in consolidation. Liquidity In accordance with ASU No. 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern(Subtopic 205-40), the Company has evaluated whether there are conditions and events, considered in the aggregate, thatraise substantial doubt about its ability to continue as a going concern within one year after the date that the consolidatedfinancial statements are issued. The Company has incurred net losses and generated negative cash flows from operations for many years. For the year endedJune 30, 2026, the Company incurred a net loss of approximately $33.0 million and had negative cash flows from operationsof approximately $23.2 million. Historically, the Company’s liquidity needs have been met by the sale and issuances ofcommon shares including the issuances of common shares through the exercise of warrants. As of June 30, 2026, iBio hadtotal current assets of approximately $92.2 million, of which approximately $56.4 million was cash and cash equivalents andapproximately $31.6 million was investments in debt securities. As of June 30, 2026, the Company has an operating capitaldeficit of $23.2 million which compares to the $15.3 million operating capital deficit it maintained as of June 30, 2025. The history of significant losses, the negative cash flow from operations, and the dependence by the Company on its abilityto obtain additional financing to fund its operations in the past raised substantial doubt about the Company's ability tocontinue as a going concern. In August 2025, the Company closed an underwritten public offering raising gross proceeds ofapproximately $50 million and in January 2026, the Company raised gross proceeds of approximately $26 million in aprivate placement. Additionally, the Company received gross proceeds of approximately $33.4 million from the exercise ofwarrants during the year ended June 30, 2026. Based on the total cash and cash equivalents, and investments in debtsecurities of approximately $88 million at June 30, 2026, the Company believes that its current cash position is sufficient tofund its operations for at least 12 months from the date of filing this Annual Report on Form 10-K for the year ended June30, 2026 (the “Annual Report”). 3. Summary of Significant Accounting Policies Use of Estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimatesand assumptions that affect reported amounts of assets and liabilities, disclosures of contingent assets and liabilities at thedate of the consolidated financial statements, and the reported amounts of revenues and expenses during the reporting period.These estimates include liquidity assertions, the valuation of intellectual property, the incremental borrowing rate utilized inthe finance and operating lease calculations, legal and contractual contingencies, the valuation of the pre-funded warrantsissued to related to the extinguishment of a secured term loan, the valuation of the warrant issued as partial considerationrelated to a purchase and sales agreement, and share-based compensation. Although management bases its estimates onhistorical experience and various other assumptions that are believed to be reasonable under the circumstances, actual resultscould differ from these estimates. Accounts Receivable Accounts receivable are reported at their outstanding unpaid principal balances net of allowances for credit losses. TheCompany provides for allowances for credit losses based on its estimate of uncollectible amounts considering age, collectionhistory, and any other factors considered appropriate. Management’s policy is to write off accounts receivable against theallowance for credit losses when a balance is determined to be uncollectible. The Company held an allowance

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Table of Contents F-12 for credit losses of approximately $65,000 and $0 at June 30, 2026 and 2025, respectively. The Company had accountsreceivable of $0 at June 30, 2024. Subscription Receivable The Company accounts for any subscription receivable as a current asset. Subscription receivables represent funds related tothe sale of Common Stock in which the funds have not yet been delivered to the Company. The funds are generally held inescrow on behalf of the Company and are delivered within a few days. Revenue Recognition The Company accounts for its revenue recognition under Accounting Standards Codification (“ASC”) 606, “Revenue fromContracts with Customers” (“ASC 606). A contract with a customer exists only when: (i) the parties to the contract haveapproved it and are committed to perform their respective obligations, (ii) the Company can identify each party’s rightsregarding the distinct goods or services to be transferred (“performance obligations”), (iii) the Company can determine thetransaction price for the goods or services to be transferred, (iv) the contract has commercial substance and (v) it is probablethat the Company will collect the consideration to which it will be entitled in exchange for the goods or services that will betransferred to the customer. The Company recognizes revenue when it satisfies its performance obligations by transferringcontrol of a promised good or service to the customer. In addition, the standard requires disclosure of the nature, amount,timing, and uncertainty of revenue and cash flows arising from customer contracts. The Company analyzes its contracts to determine whether the elements can be separately identifiable and accounted forindividually or as a bundle of goods or services. Allocation of revenue to individual elements that qualify for performanceobligations is based on the separate selling prices determined for each component, and total contract consideration is thenallocated pro rata across the components of the arrangement. If separate selling prices are not available, the Company willuse its best estimate of such selling prices, consistent with the overall pricing strategy and after consideration of relevantmarket factors. If a loss on a contract is anticipated, such loss is recognized in its entirety when the loss becomes evident. When the currentestimates of the amount of consideration that is expected to be received in exchange for transferring promised goods orservices to the customer indicates a loss will be incurred, a provision for the entire loss on the contract is made. At June 30,2026 and 2025, the Company had no credit loss provisions. The Company generates contract revenue under the following types of contracts: Fixed-Fee Under a fixed-fee contract, the Company charges a fixed agreed upon amount for a deliverable. Fixed-fee contracts havefixed deliverables upon completion of the project. Typically, the Company recognizes revenue for fixed-fee contracts afterprojects are completed, delivery is made and title transfers to the customer, and collection is reasonably assured. Revenue can be recognized either 1) over time or 2) at a point in time. Collaborations/Partnerships The Company may enter into research and discovery collaborations with third parties that involve a joint operating activity,typically a research and/or development effort, where both parties are active participants in the activity and are exposed tothe significant risks and rewards of the activity. The Company’s rights and obligations under its collaboration agreementsvary and typically include milestone payments, contingent upon the occurrence of certain future events linked to the successof the asset in development, as well as expense reimbursements from or payments to the collaboration partner. The Company considers the nature and contractual terms of agreements and assesses whether an agreement involves a jointoperating activity pursuant to which the Company is an active participant and is exposed to significant risks and rewardsdependent on the commercial success of the activity as described under ASC 808, Collaborative Arrangements

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Table of Contents F-13 (“ASC 808”). For arrangements determined to be within the scope of ASC 808 where a collaborative partner is not acustomer for certain research and development activities, the Company accounts for payments received for thereimbursement of research and development costs as a contra-expense in the period such expenses are incurred. If paymentsfrom the collaborative partner to the Company represent consideration from a customer in exchange for distinct goods andservices provided, then the Company accounts for those payments within the scope of ASC 606. Collaborative revenues generated typically include payment to the Company related to one or more of the following: non-refundable upfront license fees, development and commercial milestones, and partial or complete reimbursement of researchand development costs. For the year ended June 30, 2026, revenue in the amount of $100,000 was recognized for services provided to a collaborativepartner. For the year ended June 30, 2025, revenue in the amount of $400,000 was recognized for services provided to acollaborative partner. Contract Assets A contract asset is an entity's right to payment for goods and services already transferred to a customer if that right topayment is conditional on something other than the passage of time. Generally, an entity will recognize a contract asset whenit has fulfilled a contract obligation but must perform other obligations before being entitled to payment. Contract assets consist primarily of the cost of project contract work performed by third parties whereby the Companyexpects to recognize any related revenue at a later date, upon satisfaction of the contract obligations. At both June 30, 2026and 2025, contract assets were $0. Contract Liabilities A contract liability is an entity’s obligation to transfer goods or services to a customer at the earlier of (1) when the customerprepays consideration or (2) the time that the customer’s consideration is due for goods and services the entity will yetprovide. Generally, an entity will recognize a contract liability when it receives a prepayment. Contract liabilities consist primarily of consideration received, usually in the form of payment, on project work to beperformed whereby the Company expects to recognize any related revenue at a later date, upon satisfaction of the contractobligations. At June 30, 2026 and 2025 and 2024, contract liabilities were $1,150,000, $1,200,000 and $200,000,respectively. The Company recognized revenue of $50,000 in the year ended June 30, 2026 that was included in the contractliabilities balance as of June 30, 2025. The Company recognized revenue of $200,000 in 2025 that was included in thecontract liabilities balance as of June 30, 2024. Leases The Company accounts for leases under the guidance of ASC 842, Leases. The standard established a right-of-use (“ROU”)model requiring a lessee to record a ROU asset and a lease liability on the balance sheet for all leases with terms longer than12 months and classified as either an operating or finance lease. The adoption of ASC 842 had a significant effect on theCompany’s balance sheet, resulting in an increase in noncurrent assets and both current and noncurrent liabilities. In accordance with ASC 842, at the inception of an arrangement, the Company determines whether the arrangement is orcontains a lease based on the unique facts and circumstances present and the classification of the lease including whether thecontract involves the use of a distinct identified asset, whether the Company obtains the right to substantially all theeconomic benefit from the use of the asset, and whether the Company has the right to direct the use of the asset. Leases witha term greater than one year are recognized on the balance sheet as ROU assets, lease liabilities and, if applicable, long-termlease liabilities. The Company has elected not to recognize on the balance sheet leases with terms of one year or less underpractical expedient in paragraph ASC 842-20-25-2. For contracts with lease and non-lease components, the Company haselected not to allocate the contract consideration and to account for the lease and non-lease components as a single leasecomponent.

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Table of Contents F-14 The lease liability and the corresponding ROU assets are recorded based on the present value of lease payments over theexpected remaining lease term. The implicit rate within the Company’s existing finance (capital) lease was determinable and,therefore, used at the adoption date of ASC 842 to determine the present value of lease payments under the finance lease.The implicit rate within the Company’s operating lease was not determinable and, therefore, the Company used theincremental borrowing rate at the lease commencement date to determine the present value of lease payments. Thedetermination of the Company’s incremental borrowing rate requires judgement. The Company will determine theincremental borrowing rate for each new lease using its estimated borrowing rate. An option to extend the lease is considered in connection with determining the ROU asset and lease liability when it isreasonably certain the Company will exercise that option. An option to terminate is considered unless it is reasonably certainthe Company will not exercise the option. Cash, Cash Equivalents and Restricted Cash The Company considers money market funds and other highly liquid instruments purchased with an original maturity ofthree months or less to be cash equivalents. Restricted cash consists of a letter of credit obtained related to the San Diegooperating lease (see Note 15 – Operating Lease Obligations) and a Company purchasing card. The Company’s bank requiresan additional 5% collateral held above the actual letters of credit issued for the San Diego lease and Company purchasingcard. The following table summarizes the components of total cash, cash equivalents and restricted cash in the consolidatedstatements of cash flows (in thousands): June 30, June 30,2026 2025 Cash and cash equivalents $ 56,395 $ 8,582Collateral held for letter of credit - San Diego lease 203 203Collateral held for Company purchasing card 25 7 Total cash, cash equivalents and restricted cash $ 56,623 $ 8,792 Investments in Debt Securities Investments in debt securities, which consist of government issued treasury bills, treasury notes, government sponsoreddiscount notes, corporate bonds, and certificates of deposits are classified as available-for-sale. These debt securities areclassified as available-for-sale securities at the time of purchase as they represent funds readily available for currentoperations, and the Company has the ability to liquidate them at any time to meet operating cash needs, if necessary.Discounts and premiums paid when the debt securities are acquired are accreted/amortized to interest income over the termsof the debt securities. Available-for-sale debt securities are recorded at fair value based on publicly available market information, with changes infair value recognized as unrealized gains or losses in accumulated other comprehensive income. For available-for-sale debtsecurities in an unrealized loss position, the Company evaluates whether a current expected credit loss exists based onpublicly available market information. Expected credit losses are recorded in other income (expense) on the consolidatedstatements of operations and comprehensive loss. There were no credit losses on available-for-sale debt securities recognizedfor the fiscal years ended June 30, 2026 and June 30, 2025. Research and Development Internal research and development costs are expensed as incurred. Third-party research and development costs are expensedwhen the contracted work has been performed or as milestone results have been achieved.

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Table of Contents F-15 Finance Lease Right-of-Use (“ROU”) Assets Assets held under the terms of finance (capital) leases are amortized on a straight-line basis over the terms of the leases orthe economic lives of the assets. Obligations for future lease payments under finance (capital) leases are shown withinliabilities and are analyzed between amounts falling due within and after one year. See Note 8 - Finance Lease ROU Assetsand Note 14 - Finance Lease Obligations for additional information. Fixed Assets Fixed assets are stated at cost net of accumulated depreciation. Depreciation is calculated using the straight-line method overthe estimated useful lives of the assets ranging from 3 to 10 years. The Company monitors fixed assets for impairment indicators throughout the year. When necessary, charges for impairmentsof long-lived assets are recorded for the amount by which the fair value is less than the carrying value of these assets.Changes in the Company’s business strategy or adverse changes in market conditions could impact impairment analyses andrequire the recognition of an impairment charge. Although management bases its estimates on historical experience andvarious other assumptions that are believed to be reasonable under the circumstances, actual results could differ from theseestimates. During the year ended June 30, 2026, the Company identified certain laboratory equipment that would no longer be utilized.The Company estimated the fair value of the laboratory equipment based on quotes from prospective buyers and comparableassets available in the marketplace. The estimated fair value of the laboratory equipment was lower than the carrying valueof the laboratory equipment indicating an impairment. Depreciation ceased on the laboratory equipment identified and animpairment charge of approximately $107,000 was recorded in research and development expenses for the year ended June30, 2026. No impairments of fixed assets were identified in the year ended June 30, 2025. See Note 10 – Fixed Assets for additional information. Intangible Assets Identifiable intangible assets are comprised of definite life intangible assets and indefinite life intangible assets. The Company accounts for definite life intangible assets at either their historical cost or allocated purchase price at assetacquisition and records amortization utilizing the straight-line method based upon their estimated useful lives. Intellectualproperty is amortized over 20 years. The Company reviews the carrying value of its definite life intangible assets forimpairment whenever events or changes in business circumstances indicate the carrying amount of such assets may not befully recoverable. The carrying value is not recoverable if it exceeds the sum of the undiscounted cash flows expected toresult from the use and eventual disposition of the asset. An impairment loss is measured as the amount by which thecarrying amount exceeds it fair value. For indefinite life intangible assets, the Company performs an impairment test annually and whenever events or changes incircumstances indicate the carrying value of an asset may not be recoverable. The Company determines the fair value of theasset annually or when triggering events are present, based on discounted cash flows and records an impairment loss if bookvalue exceeds fair value. Evaluating for impairment requires judgment, including the estimation of future cash flows, future growth rates andprofitability and the expected life over which cash flows will occur. Changes in the Company’s business strategy or adversechanges in market conditions could impact impairment analyses and require the recognition of an impairment charge.Although management bases its estimates on historical experience and various other assumptions that are believed to bereasonable under the circumstances, actual results could differ from these estimates.

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Table of Contents F-16 See Note 11 – Intangible Assets for additional information. Share-based Compensation The Company recognizes the cost of all share-based payment transactions at fair value. Compensation cost, measured by thefair value of the equity instruments issued, adjusted for estimated forfeitures, is recognized in the financial statements as therespective awards are earned over the performance period. The Company uses historical data to estimate forfeiture rates. The impact that share-based payment awards will have on the Company’s results of operations is a function of the number ofshares awarded, the trading price of the Company’s stock at the date of grant or modification, the vesting schedule andforfeitures. Furthermore, the application of the Black-Scholes option pricing model employs weighted-average assumptionsfor expected volatility of the Company’s stock, expected term until exercise of the options, the risk-free interest rate, anddividends, if any, to determine fair value. Expected volatility is based on historical volatility of the Common Stock; the expected term until exercise represents theweighted-average period of time that options granted are expected to be outstanding giving consideration to vestingschedules and the Company’s historical exercise patterns; and the risk-free interest rate is based on the U.S. Treasury yieldcurve in effect at the time of grant for periods corresponding with the expected life of the option. The Company has not paidany dividends since its inception and does not anticipate paying any dividends for the foreseeable future, so the dividendyield is assumed to be zero. In addition, the Company estimates forfeitures at each reporting period rather than electing torecord the impact of such forfeitures as they occur. See Note 18 – Share-Based Compensation for additional information. Income Taxes Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for theestimated future tax consequences attributable to differences between the financial statement carrying amounts of existingassets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets andliabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporarydifferences are expected to be realized. The effect of a change in tax rates or laws on deferred tax assets and liabilities isrecognized in operations in the period that includes the enactment date of the rate change. A valuation allowance isestablished to reduce the deferred tax assets to the amounts that are more likely than not to be realized from operations. Tax benefits of uncertain tax positions are recognized only if it is more likely than not that the Company will be able tosustain a position taken on an income tax return. The Company has no liability for uncertain tax positions as of June 30,2026 and 2025. Interest and penalties, if any, related to unrecognized tax benefits would be recognized as income taxexpense. The Company does not have any accrued interest or penalties associated with unrecognized tax benefits, nor wasany significant interest expense recognized during the fiscal years ended June 30, 2026 and 2025. Concentrations of Credit Risk Cash The Company maintains principally all cash balances in four financial institutions which, at times, may exceed the amountinsured by the Federal Deposit Insurance Corporation. The exposure to the Company is solely dependent upon daily bankbalances and the strength of the financial institution. The Company has not incurred any losses on these accounts. AtJune 30, 2026, amounts in excess of insured limits were approximately $8,737,000, of which approximately $8,101,000related to certificates of deposits reported as investments in debt securities on the consolidated balance sheet. At June 30,2025, amounts in excess of insured limits were approximately $2,177,000.

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Table of Contents F-17 Revenue During the fiscal year ended June 30, 2026, the Company reported revenue for services provided to one researchcollaborator. During the fiscal year ended June 30, 2025, the Company reported revenue from one research collaborator. Segment Reporting The Company accounts for segments under ASU 2023-07, “Segment Reporting (Topic 280): Improvements to ReportableSegment Disclosures” (“ASU 2023-07”). The Company operates as one reportable segment, which is that of a biotechnology company leveraging AI and ML for thedevelopment of hard-to-drug precision antibodies. The Company’s chief operating decision maker (the “CODM”) has beenidentified as the Chief Executive Officer (“CEO”), who reviews operating results to make decisions about allocatingresources and assessing performance for the entire Company. The CODM uses expected research and development studycosts; cash, cash equivalents and investments in debt securities balances; operating losses; and budget projections to assessfinancial performance and allocate resources. Since the Company operates in one segment, all financial information requiredby Segment Reporting can be found in the accompanying consolidated financial statements. Recently Adopted Accounting Pronouncements In December 2023, the FASB issued ASU 2023-09, “Improvements to Income Tax Disclosures” (“ASU 2023-09”) toenhance the transparency and decision-usefulness of income tax disclosures, particularly in the rate reconciliation table anddisclosures about income taxes paid. This ASU applies to all entities subject to income taxes. This ASU is effectivebeginning with the Company’s 2026 fiscal year annual reporting period. The adoption of ASU 2023-09 did not have asignificant impact on the Company’s consolidated financial statements but expanded the disclosures required. See Note 19 –Income Taxes for newly required expanded disclosures. Recently Issued Accounting Pronouncements In October 2023, the FASB issued ASU 2023-06, “Disclosure Improvements: Codification Amendments in Response to theSEC’s Disclosure Update and Simplification Initiative” (“ASU 2023-06”). This ASU incorporates certain SEC disclosurerequirements into the FASB ASC. The amendments in the ASU are expected to clarify or improve disclosure andpresentation requirements of a variety of ASC Topics, allow users to more easily compare entities subject to the SEC’sexisting disclosures with those entities that were not previously subject to the requirements, and align the requirements in theASC with the SEC’s regulations. The ASU has an unusual effective date and transition requirements since it is contingent onfuture SEC rule setting. If the SEC fails to enact required changes by June 30, 2027, this ASU is not effective for anyentities. Early adoption is not permitted. The Company is currently evaluating the impact that the adoption of this standardwill have on its consolidated financial statements. In November 2024, the FASB issued ASU 2024-03, “Income Statement: Reporting Comprehensive Income— ExpenseDisaggregation Disclosures,” which requires more detailed information about specified categories of expenses (purchases ofinventory, employee compensation, depreciation, amortization, and depletion) included in certain expense captions presentedon the face of the income statement, as well as disclosures about selling expenses. This ASU is effective for fiscal yearsbeginning after December 15, 2026 (fiscal year beginning July 1, 2027 for the Company) and for interim periods withinfiscal years beginning after December 15, 2027 (quarter ended September 30, 2028 for the Company). Early adoption ispermitted. The amendments may be applied either (1) prospectively to financial statements issued for reporting periods afterthe effective date of this ASU or (2) retrospectively to all prior periods presented in the financial statements. The Company iscurrently evaluating this guidance to determine the impact it may have on its consolidated financial statements disclosures. In July 2025, the FASB issued ASU 2025-05, “Financial Instruments—Credit Losses (Topic 326): Measurement of CreditLosses for Accounts Receivable and Contract Assets”, which introduces a practical expedient that allows entities to assumethat current conditions at the balance sheet date remain unchanged for the remaining life of the asset when developingreasonable and supportable forecasts. This eliminates the need to incorporate macroeconomic forecasts for short-term

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Table of Contents F-18 receivables. The ASU is effective for fiscal years beginning after December 15, 2025 (Fiscal 2027 for the Company), butearly adoption is permitted. The Company does not expect the adoption of ASU 2025-05 to have a significant impact on itsconsolidated financial statements for the annual period ending June 30, 2027. Management does not believe that any other recently issued, but not yet effective, accounting standard if currently adoptedwould have a material effect on the accompanying consolidated financial statements. 4. Financial Instruments and Fair Value Measurement The carrying values of cash and cash equivalents, restricted cash, subscription receivable, accounts receivable, and accountspayable in the Company’s consolidated balance sheets approximated their fair values as of June 30, 2026 and 2025 due totheir short-term nature. The carrying value of the promissory note receivable, term promissory note, equipment financingpayable and finance lease obligations approximated fair value as of June 30, 2026 and 2025 as the interest rates related to thefinancial instruments approximated market. The Company accounts for its investments in debt securities at fair value using Level 1 and Level 2 inputs (see Note 6 –Investments in Debt Securities for additional information). The following provides a description of the three levels of inputsthat may be used to measure fair value under the standard, the types of plan investments that fall under each category, andthe valuation methodologies used to measure these investments at fair value: ● Level 1 – Quoted prices in active markets for identical assets or liabilities.● Level 2 – Quoted prices for similar assets and liabilities in active markets or inputs that are observable.● Level 3 – Inputs that are unobservable (for example, cash flow modeling inputs based on assumptions). The Company's Level 2 investments, which consist of certificates of deposit, corporate debt securities, and moneymarket/cash-equivalent instruments, are valued using a market approach based on observable inputs obtained from a third-party pricing service. These inputs include quoted prices for similar instruments in active markets, quoted prices for identicalor similar instruments in markets that are not active, benchmark yields, reported trades, and other observable market-corroborated data. The Company did not adjust the prices obtained from the pricing service. There were no transfers betweenlevels of the fair value hierarchy during the periods presented. Assets measured at fair value on a recurring basis are as follows (in thousands): June 30, 2026Fair Value Hierarchy Quoted Prices in ActiveMarkets for IdenticalAssets (Level 1) Significant OtherObservable Inputs(Level 2) SignificantUnobservable Inputs(Level 3) Total Fair Value Assets:Cash equivalents (1) $ 6,306 $ 1,000 $ — $ 7,306U.S. Government agency securities 20,371 20,371 Certificates of deposits 8,986 8,986Corporate debt securities 2,287 2,287 Total financial assets $ 26,677 $ 12,273 $ — $ 38,950 (1) Cash equivalents include short-term investments in U.S. Government agency issued securities (Level 1) and certificates of deposits (Level 2 The Company did not hold investments in debt securities at June 30, 2025.

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Table of Contents F-19 5. Significant Transactions AstralBio License Agreements Exclusive License Agreement (Myostatin Target): As a result of a collaboration between the Company and AstralBio, Inc.(“AstralBio”), on December 31, 2024, the Company exercised its first option and entered into an exclusive agreement relatedto myostatin (the “Myostatin License Agreement”) with AstralBio, pursuant to which AstralBio licensed to the Company, ona worldwide exclusive basis and with the right to grant sublicenses, the AstralBio Licensed Patents (as defined in theMyostatin License Agreement) and AstralBio Licensed Know-How (as defined in the Myostatin License Agreement) todevelop, manufacture and commercialize and otherwise exploit any product directed to growth differentiation factor 8(“GDF8”) (myostatin) that contains the licensed antibody targeting myostatin, now named IBIO-600, for research, diagnosis,treatment, prevention, or management of any disease or medical condition. (See Note 11 – Intangible Assets for additionalinformation.) The Company is solely responsible for all decisions related to the launch, sales and marketing and promotionof IBIO-600 in its discretion, subject to the terms of the License Agreement, and for all costs for all activities related to thedevelopment, manufacture and commercialization of IBIO-600 worldwide. IBIO-600 was identified by AstralBio usingiBio’s proprietary technology stack and was designed for subcutaneous administration with the potential for an extendedhalf-life. In consideration for the rights and licenses granted by AstralBio to the Company in the Myostatin License Agreement, theCompany paid AstralBio (i) an upfront license fee in the amount of $750,000 within thirty days of the effective date of theMyostatin License Agreement, which was paid by issuing AstralBio 246,087 shares of the Company’s Common Stock onJanuary 28, 2025 and (ii) upon the occurrence of specified developmental and commercial milestones, milestone paymentsof up to a total of $28 million, which can be paid by cash or, provided the Company remains listed on a national stockexchange at the time of the payment, by issuing shares of the Company’s Common Stock, subject to approval of the issuanceof any such shares by a national stock exchange at the time of the payment, and provided, however, in no event shallAstralBio be issued, pursuant to the Myostatin License Agreement, more than 19.9% of the total number of shares of theCompany’s Common Stock as of the date of entering into the Myostatin License Agreement. In the event the Companysublicenses IBIO-600 or a product that includes IBIO-600, the Company will pay AstralBio a sublicense fee, which fee is arange of a low to mid-single-digit percentage based on the proceeds of the sublicense fees to a third party. Exclusive License Agreement (Activin E): On April 21, 2025, the Company entered into an exclusive agreement related toActivin E (the “Activin E License Agreement”) with AstralBio, pursuant to which AstralBio licensed to the Company, on anworldwide exclusive basis and with the right to grant sublicenses, under the AstralBio Licensed Patents (as defined in theActivin E License Agreement) and AstralBio Licensed Know-How (as defined in the Activin E License Agreement) todevelop, manufacture and commercialize and otherwise exploit any product directed to Activin E that contains the licensedantibody targeting Activin E, now named IBIO-610, for research, diagnosis, treatment, prevention, or management of anydisease or medical condition. (See Note 11 – Intangible Assets for additional information.) IBIO-610 was identified byAstralBio using the Company’s proprietary technology stack and was designed for subcutaneous administration with thepotential for an extended half-life. The Company is solely responsible for all decisions related to the launch, sales and marketing and promotion of IBIO-610 inits discretion, subject to the terms of the Activin E License Agreement, and for all costs for all activities related to, thedevelopment, manufacture and commercialization of IBIO-610 worldwide. In consideration for the rights and licensesgranted by AstralBio to the Company in the Activin E License Agreement, the Company paid AstralBio (i) an upfront licensefee in the amount of $750,000 within thirty days of the effective date of the Activin E License Agreement, which was paid byusing a one-time credit equal to $750,000 (the “Credit”) provided by AstralBio pursuant to a collaboration the Companyentered into with AstralBio in March 2024 in exchange for the Company identifying and creating an antibody against anundisclosed exclusive target for AstralBio, and (ii) upon the occurrence of specified developmental and commercialmilestones, milestone payments of up to a total of $28 million, which can be paid by cash or, provided the Company remainslisted on the Nasdaq Capital Market (“Nasdaq”) or another national stock exchange at the time of the payment, by issuingshares of the Company’s Common Stock, subject to approval of the issuance of any such shares by Nasdaq, and provided,however, in no event shall AstralBio be issued, pursuant to the Activin E License Agreement, more than 19.9% of the totalnumber of shares of the Company’s Common Stock as of the date of entering into the Activin E

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Table of Contents F-20 License Agreement. In the event the Company sublicenses IBIO-610 or a product that includes IBIO-610, the Company willpay AstralBio a sublicense fee, which fee is a range of a low to mid-single-digit percentage based on the proceeds of thesublicense fees to a third party. Otsuka On February 25, 2024, the Company entered into an asset purchase agreement (the “PD-1 Purchase Agreement”) withOtsuka Pharmaceutical Co., Ltd. (“Otsuka”) pursuant to which the Company sold and assigned to Otsuka, and Otsukapurchased and assumed, all intellectual property rights directly related to the Company’s PD-1 Assets (as defined in the PD-1Purchase Agreement) developed or held for development. The Company received an upfront payment of $1.0 million in cashat closing which is reported as a gain in the fiscal year ended June 30, 2024. The Company will also be eligible to receiveadditional contingent cash payments totaling up to $52.5 million upon the achievement of certain pre-specified clinicaldevelopment and commercial milestones. The Company will recognize the potential milestone payments at the earlier ofwhen the contingent consideration is realized or is realizable. Affiliates of Eastern Capital Limited On November 1, 2021, the Company and its subsidiary, iBio CDMO LLC (“iBio CDMO”, and collectively with theCompany, the “Purchaser”) entered into a series of agreements (the “Transaction”) with College Station Investors LLC(“College Station”), and Bryan Capital Investors LLC (“Bryan Capital” and, collectively with College Station, “Seller”),each affiliates of Eastern Capital Limited (“Eastern,” a former significant stockholder of the Company) whereby in exchangefor a certain cash payment and a warrant the Company: (i) acquired both the manufacturing facility (the “Facility”) where iBio CDMO at that time conducted business andalso the rights as the tenant in the Facility’s ground lease; (ii) acquired all of the equity owned by one of the affiliates of Eastern in the Company and iBio CDMO; and (iii)otherwise terminated all agreements between the Company and the affiliates of Eastern. The Facility was a life sciences building located on land owned by the Board of Regents of the Texas A&M UniversitySystem (“Texas A&M”) and was designed and equipped for the manufacture of plant-made biopharmaceuticals. iBio CDMOhad held a sublease for the Facility through 2050, subject to extension until 2060 (the “Sublease”) until the consummation ofthe sale of the Facility. The Purchase and Sale Agreement On November 1, 2021, the Purchaser entered into a purchase and sale agreement (the “PSA”) with the Seller pursuant towhich: (i) the Seller sold to Purchaser all of its rights, title and interest as the tenant in the ground lease that it entered intowith Texas A&M (the “Ground Lease”) related to the land at which the Facility is located together with all improvementspertaining thereto (the “Ground Lease Property”). The total purchase price for the Ground Lease Property, the termination ofthe Sublease and other agreements among the parties, and the equity described below was $28,750,000, which was paid$28,000,000 in cash and by the issuance to Seller of warrants (the “Warrant”) described below. In the fiscal year ended June 30, 2024, the assets acquired were sold and the Ground Lease was terminated. The Credit Agreement In connection with the PSA, iBio CDMO entered into a Credit Agreement, dated November 1, 2021, with WoodforestNational Bank (“Woodforest”) (the “Credit Agreement”) pursuant to which Woodforest provided iBio CDMO a $22,375,000secured term loan to purchase the Facility (the “Term Loan”), which Term Loan was evidenced by a term note (the “TermNote”). The Term Loan was advanced in full on the closing date. See Note 16 – Stockholders’ Equity for additionalinformation.

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Table of Contents F-21 The Warrant As part of the consideration for the purchase and sale of the rights set forth above, the Company issued Bryan Capital aWarrant to purchase 2,579 shares of Common Stock at an exercise price of $665 per share. The Warrant expires on October10, 2026, is exercisable immediately, provides for a cashless exercise at any time and automatic cashless exercise on theexpiration date if on such date the exercise price of the Warrant exceeds its fair market value as determined in accordancewith the terms of the Warrant and adjustments in the case of stock dividends and stock splits. Of the total shares that can beexercised under the Warrant, 579 of such shares were valued at $217,255 to reflect the final payment of rent due under theSublease. The Warrant, as shown on the consolidated statements of equity, was recorded in additional paid-in capital with thecorresponding activity included in the basis of the purchase price allocation of the Ground Lease Property acquired. SeeNote 16 – Stockholders’ Equity for additional information. RubrYc On August 23, 2021, the Company entered into a series of agreements with RubrYc Therapeutics, Inc. (“RubrYc”) describedin more detail below: Collaboration and License Agreement The Company entered into a collaboration and licensing agreement (the “RTX-003 License Agreement”) with RubrYc tofurther develop RubrYc’s immune-oncology antibodies in its RTX-003 campaign. The RTX-003 License Agreement wasterminated when the Company acquired substantially all of the assets of RubrYc in September 2022. Collaboration, Option and License Agreement The Company entered into an agreement with RubrYc (the “Collaboration, Option and License Agreement”) to collaboratefor up to five years to discover and develop novel antibody therapeutics using RubrYc’s artificial intelligence discoveryplatform. With the exception of any obligations that survive the termination, the Collaboration, Option and LicenseAgreement was terminated when the Company acquired substantially all of the assets of RubrYc in September 2022. Stock Purchase Agreement In connection with the entry into the Collaboration, Option and License Agreement and RTX-003 License Agreement, the Company also entered into a Stock Purchase Agreement (“Stock Purchase Agreement”) with RubrYc whereby the Companypurchased a total of 2,864,345 shares of RubrYc’s Series A-2 preferred stock (“Series A-2 Preferred”) for $7,500,000. The Company accounted for the agreements as an asset purchase and allocated the purchase price of $7,500,000 as follows: Preferred stock $ 1,760,000Intangible assets 4,300,000Prepaid expenses 1,440,000 $ 7,500,000 On September 16, 2022, the Company entered an asset purchase agreement with RubrYc (the “Asset Purchase Agreement”)pursuant to which it acquired substantially all of the assets of RubrYc. The Company issued 5,117 shares of Common Stockto RubrYc with an approximate market value of $1,000,000 (the “Closing Shares”). Pursuant to the Asset PurchaseAgreement, the shares were subject to an initial lockup period and the estimated fair value was calculated as $650,000. TheCompany also agreed to make potential additional payments of up to $5,000,000 upon the achievement of specifieddevelopmental milestones on or before the fifth anniversary of the closing date, payable in cash or shares of Common Stock,at the Company’s option. In addition, the Company had advanced RubrYc $484,000 to support their operation costs duringthe negotiation period and incurred transaction costs totaling $208,000, which were also capitalized as part of the assetsacquired. The assets acquired include the patented AI drug discovery platform, all rights with no future milestone paymentsor royalty obligations, to IBIO-101, in addition to five preclinical assets plus a PD-1 agonist. The

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Table of Contents F-22 Asset Purchase Agreement contained representations, warranties and covenants of RubrYc and the Company. Theacquisition closed on September 19, 2022 after receipt of approval of the NYSE American. Subsequently after the Company acquired substantially all of the assets of RubrYc in September 2022, RubrYc ceased itsoperations in June 2023. The Company recorded an impairment of the investment in the amount of $1,760,000 during theyear ended June 30, 2022 which was recorded in the consolidated statement of operations and comprehensive loss undergeneral and administrative expense. The Company also recorded an impairment of current and non-current prepaid expenseof $288,000 and $864,000, respectively, during the year ended June 30, 2022. The amount was recorded in the consolidatedstatement of operations and comprehensive loss under research and development expense. The Company accounted for the agreements as an asset purchase and allocated the purchase price of approximately$1,342,000 as follows: Intangible assets $ 1,228,000Fixed assets 114,000 $ 1,342,000 In addition, the Company assumed three equipment leases that were accounted for as finance leases totaling approximately$814,000. See Note 8 – Finance Lease ROU Assets and Note 14 – Finance Lease Obligations. RubrYc Developmental Milestone Under the Asset Purchase Agreement, the Company agreed to make potential additional payments of up to $5,000,000 uponthe achievement of specified developmental milestones on or before the fifth anniversary of the closing date, payable in cashor shares of Common Stock, at the Company’s option. At each reporting date, the Company re-evaluates the probability ofachievement of each potential development milestone. Upon probable achievement of each potential milestone, theCompany records a liability. During the fourth quarter of fiscal year 2026, the Company achieved one of the specified developmental milestones andrecorded a $2.5 million charge in research and development expenses and a corresponding accrued liability (see Note 12 –Accrued Expenses). The Company has the option to pay the potential additional development milestone payment in cash orin shares of the Company’s Common Stock. See Note 22 – Subsequent Events for additional information. 6. Investments in Debt Securities Investments in debt securities consist of AA and A rated government issued treasury bills, treasury notes, governmentsponsored discount notes, corporate bonds, and certificates of deposits bearing interest at rates from 3.55% to 4.34% withmaturities from September 2026 to May 2029. The components of investments in debt securities are as follows (inthousands): June 30, June 30, 2026 2025 Adjusted cost $ 31,689 $ — Net unrealized losses (45) — Fair value $ 31,644 $ —

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Table of Contents F-23 The fair value of available-for-sale debt securities, by contractual maturity, as of June 30, 2026, was as follows (inthousands): Fiscal year ending on June 30: Fair Value 2027 $ 26,982 2028 3,739 2029 923 $ 31,644 Net accretion of discounts on the debt securities purchased amounted to approximately $194,000 for the year ended June 30,2026. There was no amortization of premiums or accretion of discounts on debt securities for year ended June 30, 2025.There were no credit losses or impairment on available-for-sale debt securities recognized for the year ended June 30, 2026or the year ended June 30, 2025. See Note 3 - Summary of Significant Accounting Policies for additional information. 7. Promissory Note Receivable On June 19, 2023, the Company was issued a promissory note (the “Note”) by Safi Biotherapeutics, Inc. (“Safi”) in theprincipal amount of $1,500,000, which was issued in exchange for the convertible promissory note (the “Convertible Note”)issued by the Company to Safi on October 1, 2020. The Note originally had a maturity date of two (2) years from the date ofissuance and can be extended by the mutual consent of the Company and Safi for two (2) additional one (1) year terms uponthe payment of all accrued interest accrued through the date of such extension. In addition, the outstanding balance under theNote, or portions thereof, is due within a specified number of days after the receipt by Safi in a closing of specified financingmilestones as more detailed in the Note. The Note bears interest at the rate of 5% per annum and will increase to 7% for thefirst one (1) year extension and 9% for the second one (1) year extension. Upon the issuance of the Note, the ConvertibleNote, which bore interest at the rate of 5% per annum and had a maturity date of October 1, 2023, was voided. On August 29, 2024, the Company received a payment from Safi of approximately $713,000 for all interest owed andapproximately $419,000 for a partial payment on the outstanding principal on the Note. On June 17, 2025, the Company and Safi agreed to extend the maturity date of the Note to June 19, 2026. Safi paid theCompany approximately $45,000 for all accrued interest through the date of the extension in accordance with the terms ofthe Note. On May 7, 2026, the Company entered into a letter agreement with Safi, pursuant to which the Company and Safi agreed toa second extension of the maturity date of the Note to June 19, 2027. Safi paid the Company approximately $75,000 for allaccrued interest through the date of the second extension in accordance with the terms of the Note. Under the terms of theNote, the maturity date may not be extended further. Accordingly, the Note is classified as a current asset at June 30, 2026. For the fiscal years ended June 30, 2026 and 2025, interest income amounted to approximately $80,000 and $62,000,respectively. At June 30, 2026, the Note balance and accrued interest of approximately $1,104,000 is reported as a currentasset. At June 30, 2025, the Note balance and accrued interest of approximately $1,098,000 was reported in noncurrentassets. 8. Finance Lease ROU Assets The Company assumed three equipment leases as part of the RubrYc asset acquisition (see Note 5 – SignificantTransactions). During the first quarter of fiscal year 2026, the Company returned one leased asset and purchased one of theleased assets. The Company purchased the remaining leased asset during the second quarter of fiscal year 2026.

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Table of Contents F-24 The following table summarizes by category the gross carrying value and accumulated amortization of finance lease ROU(in thousands): June 30, June 30, 2026 2025 ROU - Equipment $ — $ 814Accumulated amortization — (746) Net finance lease ROU assets $ — $ 68 Amortization expense of finance lease ROU assets was approximately $68,000 and $271,000 for the fiscal years ended June30, 2026 and 2025, respectively. 9. Operating Lease ROU Assets San Diego, California On September 10, 2021, the Company entered into a lease for approximately 11,383 square feet of space in San Diego,California (the “San Diego Lease”). Based on the terms of the lease payments, the Company recorded an operating leaseROU asset of $3,603,000. The net carrying amount of this ROU operating lease asset was approximately $1,667,000 and$2,051,000 at June 30, 2026 and 2025, respectively. See Note 15 - Operating Lease Obligations for additional information. 10. Fixed Assets The following table summarizes by category the gross carrying value and accumulated depreciation of fixed assets (inthousands): June 30, June 30, 2026 2025 Building and improvements $ 695 $ 695Machinery and equipment 3,851 3,545Office equipment and software 569 418 Construction in progress 24 — 5,139 4,658 Accumulated depreciation (2,053) (1,495) Net fixed assets $ 3,086 $ 3,163 Depreciation expense was approximately $558,000 and $484,000 for the fiscal years ended June 30, 2026 and 2025,respectively. In the fiscal year ended June 30, 2026, an impairment charge of approximately $107,000 was recorded in research anddevelopment expenses. (See Note 3 – Summary of Significant Accounting Policies for additional information.) Noimpairments of fixed assets were identified in the year ended June 30, 2025. 11. Intangible Assets On August 23, 2021, the Company entered into a series of agreements with RubrYc (see Note 5 – Significant Transactionsfor additional information) whereby the Company, in exchange for a $7.5 million investment in RubrYc, acquired aworldwide exclusive license to certain antibodies that RubrYc developed under what it called its RTX-003 campaign, whichare immuno-oncology antibodies that bind to the CD25 protein without interfering with the IL-2 signaling pathway therebypotentially depleting T regulatory (Treg) cells while enhancing T effector (Teff) cells and encouraging the immune system toattack cancer cells. The Company accounted for this license as an indefinite-lived intangible asset until the

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Table of Contents F-25 completion or abandonment of the associated research and development efforts. In addition, the Company also receivedpreferred shares and an option for future collaboration licenses. On September 16, 2022, the Company entered into an Asset Purchase Agreement with RubrYc pursuant to which it acquiredsubstantially all of the assets of RubrYc. The assets acquired included the patented AI drug discovery platform, all rightswith no future milestone payments or royalty obligations, to IBIO-101, in addition to five preclinical assets plus a PD-1agonist. On December 31, 2024, the Company entered into the Myostatin License Agreement with AstralBio (see Note 5 –Significant Transactions for additional information) pursuant to which AstralBio licensed to the Company, on an worldwideexclusive basis and with the right to grant sublicenses, under the AstralBio Licensed Patents and AstralBio Licensed Know-How to Develop, Manufacture and Commercialize and otherwise exploit IBIO-600 for research, diagnosis, treatment,prevention, or management of any disease or medical condition. The Myostatin License Agreement will remain in effect atall times and thereafter, unless and until terminated earlier pursuant to the Myostatin License Agreement. The Companyaccounted for this license as an indefinite-lived intangible asset. On April 21, 2025, the Company entered into the Activin E License Agreement with AstralBio (see Note 5 – SignificantTransactions for additional information) pursuant to which AstralBio licensed to the Company, on an worldwide exclusivebasis and with the right to grant sublicenses, under the AstralBio Licensed Patents and AstralBio Licensed Know-How toDevelop, Manufacture and Commercialize and otherwise exploit IBIO-610 for research, diagnosis, treatment, prevention, ormanagement of any disease or medical condition. The Activin E License Agreement will remain in effect at all times andthereafter, unless and until terminated earlier pursuant to the Activin E License Agreement. The Company accounted for thislicense as an indefinite-lived intangible asset. Initiated during second quarter of fiscal year 2026, the Company actively marketed and identified potential partners forIBIO-101 and the other oncology programs acquired from RubrYc due to the Company’s therapeutic focus shift to precisionantibodies in the cardiometabolic and obesity space. The market data collected indicated the full carrying value of IBIO-101may not be recoverable. Accordingly, the Company engaged a third party to perform a valuation and concluded the fair valueto be approximately $2.5 million and recorded an impairment of indefinite-lived intangible asset expense of approximately$2.5 million in the second quarter of fiscal year 2026. During the third quarter of fiscal year 2026, the Company ceased its marketing efforts due to lack of strategic interest, andwith the Company’s focus on the development of hard-to-drug precision antibodies for obesity, cardiometabolic, andcardiopulmonary diseases, the Company fully impaired the remaining $2.5 million value of the IBIO-101 asset. TheCompany recorded an impairment of indefinite-lived intangible asset expense of approximately $2.5 million. Total impairment of indefinite-lived intangible asset charges for fiscal year 2026 were $5.0 million. No impairments ofindefinite-lived intangible assets were recorded in fiscal year 2025. The following table summarizes by category the gross carrying value and accumulated amortization of intangible assets (inthousands): June 30, June 30, 2025 AmortizationAdditionsImpairments 2026 Intellectual property – gross carrying value$ 400 $ — $ — $ — $ 400 Intellectual property – accumulated amortization (55) (20) — — (75) Total definite lived intangible assets 345 (20) — — 325 Intellectual property – indefinite lived 5,003 — — (5,003) — Licenses – indefinite lived 1,500 — — — 1,500 Total net intangibles $ 6,848 $ (20) $ — $ (5,003) $ 1,825

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Table of Contents F-26 Amortization expense was approximately $20,000 for both of the fiscal years ended June 30, 2026 and 2025. The weighted-average remaining life for intellectual property on June 30, 2026 was approximately 16.3 years. The estimated annualamortization expense for the next five years and thereafter is as follows (in thousands): For the Year Ended June 30, 2027 $ 202028 202029 202030 202031 20 Thereafter 225 Total $ 325 12. Accrued Expenses Accrued expenses consist of the following (in thousands): June 30, June 30, 2026 2025 R&D milestone (see Note 5 - Significant Transactions) $ 2,500 $ —Personnel related costs 1,349 876Costs to raise capital (see Note 16 - Stockholders’ Equity) 1,173 50Professional fees 399 308 Other accrued expenses 205 111 Total accrued expenses $ 5,626 $ 1,345 13. Debt Equipment Financing On October 12, 2022, the Company entered into an equipment financing master lease agreement and a lease supplementwhereby $500,000 was borrowed over 36 months at an imputed interest rate of 10.62% and securitized by certain assetspurchased for the San Diego research and development laboratory space. The financing was payable in monthly installmentsof $16,230 through October 2025. Interest incurred under the financing for the fiscal years ended June 30, 2026 and June 30,2025 totaled approximately $1,000 and $17,000, respectively. At June 30, 2026, the balance owed under the financing was$0 and the Company has no further obligation outstanding under the lease agreement. At June 30, 2025, the balance owedunder the financing was approximately $64,000. Credit and Security Agreement On January 16, 2024, the Company entered into a credit and security agreement (the “Credit and Security Agreement”) withLoeb Term Solutions LLC (“Lender”), for a term loan or equipment line of credit loan (the “Loan”) pursuant to which theCompany issued to Lender a term promissory note in the principal amount of $1,071,572 (the “2024 Term Note”) bearinginterest at the Prime Rate, as quoted in the Wall Street Journal plus 8.5% (the “Effective Rate”), for proceeds of $1,027,455after payment of $42,863 to Lender as an origination fee, $1,173 for appraisal costs, and $75 for bank wire fees. The 2024 Term Note provided for monthly payments of principal and interest based on a four-year amortization period, witha balloon payment of all principal, accrued interest and any other amounts due on the two-year anniversary of the 2024 TermNote. The Credit and Security Agreement granted to Lender a security interest in substantially all of the Company’s assetsother than any intellectual property related to any of the Company’s filed patents (the “Loeb Collateral”) to secure theCompany’s obligations under the 2024 Term Note. The 2024 Term Note was subject to a prepayment fee of: 4% of theprincipal amount being prepaid if the 2024 Term Note was prepaid during the first 12 months from its issuance,

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Table of Contents F-27 and 3% of the principal amount being prepaid if the 2024 Term Note was prepaid during the second 12 months from itsissuance date. The Company’s obligations to Lender under the 2024 Term Note and Credit Security Agreement were further secured by avalidity guarantee, dated January 16, 2024 (the “Validity Guarantee”), executed by Dr. Martin Brenner and Felipe Duran intheir individual capacity (the “Indemnitors”) for the benefit of Lender. The Validity Guarantee provides that the Indemnitorswill indemnify the Lender from any loss or damage, including any actual, consequential or incidental loss or damage,suffered by Lender as a result of, or arising out of, among other things, any willful or intentional misrepresentation or grossnegligence by the Company in connection with the Loan and any acts of fraud, conversion, misappropriation ormisapplication of funds or proceeds of any Loeb Collateral by the Company or the Indemnitors. The Credit and Security Agreement contained customary events of default. If an event of default occurred, the 2024 TermNote provided that regardless of whether the Lender elects to accelerate the maturity of the 2024 Term Note, the entireprincipal remaining unpaid hereunder shall thereafter bear interest at the rate equal to the Effective Rate plus 6% per annum. The financing was payable in monthly installments of $30,710 through December 2025 and a balloon payment ofapproximately $652,000 in January 2026, which included approximately $9,000 of interest. The Company paid theremaining balance owed under the 2024 Term Note in full in December 2025, prior to the end of the financing term withoutincurring a pre-payment penalty. Accordingly, the balance owed under the 2024 Term Note was $0 at June 30, 2026. Thebalance owed under the 2024 Term Note at June 30, 2025 was approximately $766,000. Interest incurred for the fiscal yearsended June 30, 2026 and June 30, 2025 totaled approximately $70,000 and $151,000, respectively. 14. Finance Lease Obligations Equipment The Company assumed three equipment leases that were accounted for as finance leases totaling approximately $814,000 aspart of the RubrYc Asset Purchase Agreement (see Note 5 – Significant Transactions and Note 8 – Finance Lease ROUAssets for additional information). The monthly rental for the three leases was approximately $27,000 per month. The following tables present the components of lease expense and supplemental balance sheet information related to thefinance lease obligation (in thousands). Year Ended Year EndedJune 30, 2026 June 30, 2025 Finance lease cost: Amortization of ROU assets $ 68 $ 271 Interest on lease liabilities 1 21 Total lease cost $ 69 $ 292 Other information: Cash paid for amounts included in the measurement lease liabilities: Financing cash flows from finance lease obligations $ 53 $ 299 June 30, June 30,2026 2025 Finance lease ROU assets $ — $ 68Finance lease obligation - current portion $ — $ 53Finance lease obligation - noncurrent portion $ — $ —Weighted-average remaining lease term - finance lease —years 0.17yearsWeighted-average discount rate - finance lease obligation —% 9.50%

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Table of Contents F-28 15. Operating Lease Obligations San Diego On September 10, 2021, the Company entered into the San Diego Lease. Terms of the lease include the following: ● The length of term of the lease is 88 months from the lease commencement date (as defined).● The lease commencement date is September 16, 2022.● The monthly rent for the first year of the lease is $51,223 and increases approximately 3% per year.● The lease provides for a base rent abatement for months two through five in the first year of the lease.● The landlord is providing a tenant improvement allowance of $81,860 to be used for improvements as specified inthe lease.● The Company is responsible for other expenses such as electric, janitorial, etc.● The Company opened an irrevocable letter of credit in the amount of $188,844 in favor of the landlord. The letterof credit expires on October 8, 2026 and renews annually as required. As discussed above, the lease provides for scheduled increases in base rent and scheduled rent abatements. Rent expense ischarged to operations using the straight-line method over the term of the lease which results in rent expense being charged tooperations at inception of the lease in excess of required lease payments. This excess (formerly classified as deferred rent) isshown as a reduction of the operating lease right-of-use asset in the accompanying balance sheet. Rent expense for the SanDiego facility commenced in fiscal year 2022, when the Company began making improvements to the facility. The following tables present the components of lease expense and supplemental balance sheet information related to theoperating lease obligation (in thousands): Years Ended June 30, 2026 2025 Operating lease cost: $ 563 $ 563 Total lease cost $ 563 $ 563 Other information: Cash paid for amounts included in the measurement lease liability: Operating cash flows from operating lease $ 563 $ 563 Operating cash flows from operating lease obligation $ 669 $ 631 June 30, June 30,2026 2025 Operating lease ROU assets $ 1,667 $ 2,051Operating lease obligations - current portion $ 546 $ 490Operating lease obligations - noncurrent portion $ 1,652 $ 2,199Weighted average remaining lease term - operating leases 3.50years 4.50Weighted average discount rate - operating lease obligations 7.25% 7.25

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Table of Contents F-29 Future minimum payments under the operating lease obligation are due as follows (in thousands): Fiscal period ending on June 30: Principal Imputed Interest Total 2027 $ 546 $ 142 $ 6882028 609 100 7092029 677 54 731 2030 366 8 374 Total minimum lease payments 2,198 $ 304 $ 2,502 Less: current portion (546) Long-term portion of minimum lease obligation $ 1,652 16. Stockholders’ Equity Preferred Stock The Company’s Board is authorized to issue, at any time, without further stockholder approval, up to one million shares ofpreferred stock. The Board of Directors has the authority to fix and determine the voting rights, rights of redemption andother rights and preferences of preferred stock. Series 2022 Convertible Preferred Stock (“Series 2022 Preferred”) On May 9, 2022, the Company’s Board created the Series 2022 Preferred, par value $0.001 per share, out of the Company’sone million authorized shares of preferred stock. Each share of Series 2022 Preferred was convertible at a ratio of one-for-one (1:1) into shares of Common Stock on a pre-split basis. 1,000 shares were issued in fiscal year 2022 and such shareswere converted into common stock on July 19, 2022 (fiscal year 2023). No shares of Series 2022 Preferred were issued andoutstanding as of June 30, 2026 and June 30, 2025. Common Stock The number of authorized shares of the Company’s Common Stock is 275 million. Recent issuances of Common Stock include the following: Wainwright Underwriting On December 6, 2022, the Company entered into an underwriting agreement (the “Underwriting Agreement”) with H.C.Wainwright & Co., LLC (“Wainwright”). Pursuant to the Underwriting Agreement, the Company agreed to sell toWainwright, in a firm commitment underwritten offering (the “2022 Offering”) (i) 76,538 shares of Common Stock, (ii) pre-funded warrants (the “2022 Pre-Funded Warrants”) to purchase up to 91,730 shares of Common Stock, (iii) Series ACommon Stock purchase warrants (the “Series A Warrants”) to purchase up to 168,269 shares of Common Stock and (iv)Series B Common Stock purchase warrants (the “Series B Warrants” and together with the Series A Warrants, the “2022Warrants”) to purchase up to 168,269 shares of Common Stock. The 2022 Offering closed on December 9, 2022. Wainwright acted as the sole book-running manager for the 2022 Offering. The Company paid Wainwright an underwritingdiscount equal to 7.0% of the gross proceeds of the offering, and reimbursed Wainwright for the legal fees and certainexpenses. Pursuant to the Underwriting Agreement, the Company granted Wainwright a 30-day option to purchase up to anadditional 25,240 shares of Common Stock and/or 2022 Warrants to purchase up to an additional 50,480 shares of CommonStock at the public offering price, less the underwriting discounts and commissions, solely to cover over-allotments.Wainwright elected to purchase 25,240 Series A Warrants and 25,240 Series B Warrants. A holder of the 2022 Pre-Funded Warrants and the 2022 Warrants may not exercise any portion of such holder’s 2022 Pre-Funded Warrants or the 2022 Warrants to the extent that the holder, together with its affiliates, would beneficially own morethan 4.99% (or, at the election of the holder, 9.99%) of the Company’s outstanding shares of Common Stock

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Table of Contents F-30 immediately after exercise, except that upon at least 61 days’ prior notice from the holder to the Company, the holder mayincrease the beneficial ownership limitation to up to 9.99% of the number of shares of Common Stock outstandingimmediately after giving effect to the exercise. On December 6, 2024, all Series B Warrants that were not exercised prior to such date expired. The Company also agreed to issue to Wainwright, as the representative of the underwriters, warrants (the “Representative’sWarrants”) to purchase a number of shares of Common Stock equal to 6.0% of the aggregate number of shares of CommonStock and 2022 Pre-Funded Warrants being offered in the 2022 Offering. Wainwright received warrants to purchase up to10,094 shares of Common Stock. The Company received net proceeds of approximately $2,864,000 after deducting underwriting discounts, commissions andother issuance costs. 2023 Securities Purchase Agreement On December 7, 2023, the Company closed a public offering (the “2023 Offering”) after it entered into a securities purchaseagreement, dated December 5, 2023 (the “2023 Securities Purchase Agreement”) with certain purchasers identified on thesignature pages of the 2023 Securities Purchase Agreement, pursuant to which the Company sold, in the 2023 Offering, (i)600,000 shares of Common Stock, (ii) 1,650,000 pre-funded warrants (the “2023 Pre-Funded Warrants”) exercisable for anaggregate of up to 1,650,000 shares of Common Stock, (iii) 2,250,000 Series C common warrants (the “Series C CommonWarrants”) exercisable for an aggregate of up to 2,250,000 shares of Common Stock, and (iv) 2,250,000 Series D commonwarrants (the “Series D Common Warrants,” and together with the Series C Common Warrants, the “Common Warrants”)exercisable for an aggregate of up to 2,250,000 shares of Common Stock. The combined purchase price of each share ofCommon Stock and the accompanying Common Warrants was $2.00 and the combined purchase price of each 2023 Pre-Funded Warrant and the accompanying Common Warrants was $1.9999, which is equal to the combined purchase price pershare of Common Stock and accompanying Common Warrants, minus the exercise price of each 2023 Pre-Funded Warrantof $0.0001. A.G.P./Alliance Global Partners (“A.G.P.”) acted as lead placement agent, and Brookline Capital Markets, adivision of Arcadia Securities, LLC (“Brookline”), acted as co-placement agent (A.G.P. and Brookline are referred to herein,collectively, as the “Placement Agents”) for the 2023 Offering. A holder of the 2023 Pre-Funded Warrants and the Common Warrants may not exercise any portion of such holder’s 2023Pre-Funded Warrants or the Common Warrants to the extent that the holder, together with its affiliates, would beneficiallyown more than 4.99% (or, at the election of the holder, 9.99%) of the Company’s outstanding shares of Common Stockimmediately after exercise, except that upon at least 61 days’ prior notice from the holder to the Company, the holder mayincrease the beneficial ownership limitation to up to 9.99% of the number of shares of Common Stock outstandingimmediately after giving effect to the exercise. The Company paid the Placement Agents an aggregate cash fee equal to 5.5% of the gross proceeds received by theCompany from the sale of the securities in the 2023 Offering. Pursuant to the placement agency agreement, dated December5, 2023, entered into by and between the Company and the Placement Agents (the “Placement Agency Agreement”), theCompany also reimbursed the Placement Agents for their accountable offering-related legal expenses in an amount up to$75,000 and a non-accountable expense allowance of up to $15,000. The Company received net proceeds of approximately $4 million in the 2023 Offering after deducting commissions andother issuance costs. Approximately $308,000 of issuance costs are reported in accrued expenses in the consolidated balancesheet at June 30, 2026 and June 30, 2025. On December 7, 2025, all Series C Common Warrants that were not exercised prior to such date expired.

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Table of Contents F-31 2024 Securities Purchase Agreement On March 26, 2024, the Company entered into a securities purchase agreement (the “2024 Securities Purchase Agreement”)with several institutional investors and an accredited investor (the “Securities Purchasers”) for the issuance and sale in aprivate placement (the “Private Placement”) of the following securities for gross proceeds of approximately $15.1 million:(i) 2,701,315 shares of Common Stock, (ii) pre-funded warrants (the “2024 Pre-Funded Warrants”) to purchase up to2,585,963 shares of Common Stock at an exercise price of $0.0001 per share, and (iii) Series E Common Stock purchasewarrants (the “Series E Warrants”) to purchase up to 5,287,278 shares of the Company’s Common Stock at an exercise priceof $2.64 per share. The Series E Warrants are exercisable at any time after the six-month anniversary of their issuance (the“Initial Exercise Date”) at an exercise price of $2.64 per share and have a term of exercise equal to five years from the dateof issuance. The combined purchase price for one share of Common Stock and the accompanying Series E Warrant was$2.85 and the purchase price for one pre-funded warrant and the accompanying Series E Warrant was $2.849. A holder of the 2024 Pre-Funded Warrants and the Series E Warrants may not exercise any portion of such holder’s 2024Pre-Funded Warrants or the Series E Warrants to the extent that the holder, together with its affiliates, would beneficiallyown more than 4.99% (or, at the election of the holder, 9.99%) of the Company’s outstanding shares of Common Stockimmediately after exercise, except that upon at least 61 days’ prior notice from the holder to the Company, the holder mayincrease the beneficial ownership limitation to up to 9.99% of the number of shares of Common Stock outstandingimmediately after giving effect to the exercise. The 2024 Pre-Funded Warrants are exercisable at any time after their original issuance, subject to the beneficial ownershiplimitation (as described above) and will not expire until exercised in full. The exercise price and number of shares ofCommon Stock issuable upon exercise of the 2024 Pre-Funded Warrants and Series E Warrants are subject to appropriateadjustment in the event of stock dividends, stock splits, reorganizations or similar events affecting the Company’s CommonStock and the exercise price. If at the time of exercise on a date that is after the Initial Exercise Date, there is no effective registration statement or theprospectus contained therein is not available for the issuance of shares of Common Stock to the holders of the Series EWarrants, the Series E Warrants may be exercised, in whole or in part, at such time by means of a “cashless exercise.” If atthe time of exercise on a date that is after the 60th day anniversary of the Initial Exercise Date, there is no effectiveregistration statement or the prospectus contained therein is not available for the issuance of shares of Common Stock to theholders of 2024 Pre-Funded Warrants, the 2024 Pre-Funded Warrants may also be exercised, in whole or in part, at such timeby means of a “cashless exercise.” Pursuant to the 2024 Securities Purchase Agreement, the Company agreed to prepare and file a registration statement withthe SEC registering the resale of the shares of Common Stock issued to the Securities Purchasers in the Private Placementand the shares underlying the 2024 Pre-Funded Warrants and the Series E Warrants no later than 60 days after the date of the2024 Securities Purchase Agreement (the “Filing Date”), to use its commercially reasonable efforts to have the registrationstatement declared effective as promptly as practical thereafter, and in any event not more than 75 days following the date ofthe 2024 Securities Purchase Agreement (or 90 days following the date of the 2024 Securities Purchase Agreement in theevent of a “full review” by the SEC) (the “Effectiveness Date”), and to keep such registration statement effective at all timesfor a one year period after the closing date provided that the Company will have the right to suspend the registrationstatement for a period of fifteen (15) days during such one year period without being in breach. The registration statementwas filed with the SEC on April 16, 2024 and declared effective by the SEC on April 24, 2024. The Private Placement closed on April 1, 2024 at which time the Company received net proceeds of approximately $14.1million, which was reported as a subscription receivable on the March 31, 2024 condensed consolidated balance sheet, fromthe Private Placement, after deducting estimated offering expenses payable by the Company, including placement agent feesand expenses. Chardan Capital Markets, LLC served as the exclusive placement agent in connection with the Private Placement and waspaid (i) a cash fee equal to 6.0% of the aggregate gross proceeds of the Private Placement (reduced to 4.0% with respect tocertain investors), and (ii) up to $50,000 for legal fees and other out-of-pocket expenses.

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Table of Contents F-32 ATM Agreement On July 3, 2024, the Company entered into an At Market Issuance Sales Agreement (the “ATM Agreement”) with ChardanCapital Markets, LLC (“Chardan”) and Craig-Hallum Capital Group LLC (“Craig-Hallum,” together with Chardan, the“Sales Agents”) providing for the issuance and sale by the Company of its Common Stock, from time to time, through theSales Agents, with certain limitations on the amount of Common Stock that may be offered and sold by the Company as setforth in the ATM Agreement. Offers and sales of shares of Common Stock by the Company, if any, under the ATMAgreement, are subject to the Company’s shelf registration statement on Form S-3, filed with the SEC on July 3, 2024 whichbecame effective on August 6, 2024. On February 23, 2026, the Company provided notice terminating the ATM Agreement. Under the terminated ATMAgreement, 3,184,899 shares of Common Stock were sold during the fiscal year ended June 30, 2025 and receivedapproximately $2,617,000 in net proceeds. During the quarterly period ended September 30, 2025, 305,424 shares ofCommon Stock were sold under the ATM Agreement and the Company received net proceeds of approximately $219,000.No additional shares of Common Stock were sold under the ATM agreement during the third quarter of fiscal year 2026through the termination date. 2025 Securities Purchase Agreement On January 10, 2025, the Company entered into a securities purchase agreement (the “2025 Purchase Agreement”) withcertain of the Company’s officers and directors (the “Investors”), pursuant to which the Company issued and sold to theInvestors an aggregate of 240,807 shares of Common Stock in a private placement offering (the “2025 Private Placement”)at a purchase price of $2.72 per share, the consolidated closing bid price of the Common Stock on the date of execution ofthe 2025 Purchase Agreement. The closing price was greater than the book value of the Common Stock on the date of theexecution of the 2025 Purchase Agreement. The 2025 Private Placement closed on January 10, 2025. The Company received aggregate gross proceeds of approximately$655,000, before deducting offering expenses payable by the Company which totaled approximately $17,000. AstralBio Myostatin License Agreement Pursuant to the License Agreement with AstralBio, 246,087 shares of the Company’s Common Stock were issued on January29, 2025 to settle the fixed upfront fee of $750,000 due to AstralBio. See Note 5 – Significant Transactions for additionalinformation. Inducement of Existing Warrants On April 29, 2025, the Company entered into an inducement agreement (the “Inducement Agreement”) with holders (the“Holders”) of certain existing warrants (the “Existing Warrants), wherein the Holders agreed to exercise certain ExistingWarrants to purchase up to 5,626,685 shares of Common Stock at a reduced exercise price of $0.86 per share. Inconsideration of the Holders’ exercising the Existing Warrants for cash, the Company issued warrants (the “InducementWarrants”) to purchase up to 11,253,370 of Common Stock (the “Inducement Warrant Shares”), which was equal to 200% ofthe number of shares of Common Stock issued upon exercise of the Existing Warrants, for consideration of $0.125 perInducement Warrant. The Company received aggregate gross proceeds of approximately $6.2 million from the exercise ofthe Existing Warrants and the sale of the Inducement Warrants, before deducting offering fees and other expenses payable bythe Company which totaled approximately $363,000. The Company agreed in the Inducement Agreement to file a resaleregistration statement within 45 days of the date of the Inducement Agreement providing for the resale of the InducementWarrant Shares by the Holders of the Inducement Warrant Shares. The registration statement was filed with the SEC on June13, 2025 and declared effective by the SEC on June 23, 2025. The Inducement Warrants have an exercise price of $0.86 per share, are exercisable upon issuance and will expire on thefive-year anniversary of the date of issuance. The exercise price and the number of shares of Common Stock issuable upon

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Table of Contents F-33 exercise of each Inducement Warrant are subject to appropriate adjustments in the event of certain stock dividends anddistributions, stock splits, stock combinations, reclassifications or similar events affecting the Common Stock. In addition, incertain circumstances, upon a Fundamental Transaction (as defined in the Inducement Warrants), a holder of InducementWarrants will have the right to require the Company or a successor to purchase the Inducement Warrants for cash in theamount of the Black Scholes Value (as defined in the Inducement Warrants) of the unexercised portion of the InducementWarrants. However, if the Fundamental Transaction is not in the Company’s control the holder of the Inducement Warrantswill only be entitled to receive, upon consummation of the Fundamental Transaction, the same type or form of considerationvalued at the Black Scholes value of the unexercised portion of the Inducement Warrants that is being offered and paid to theholders of Common Stock in connection with the Fundamental Transaction. The Company may not effect the exercise of certain Inducement Warrants, and the applicable holder will not be entitled toexercise any portion of any such Inducement Warrant, which, upon giving effect to such exercise, would cause the aggregatenumber of shares of Common Stock beneficially owned by the holder of such Inducement Warrant (together with itsaffiliates) to exceed 4.99% (or, at the election of the holder, 9.99%) of the number of shares of Common Stock outstandingimmediately after giving effect to the exercise, as such percentage ownership is determined in accordance with the terms ofsuch Inducement Warrants. Leerink Underwritten Offering On August 19, 2025, the Company entered into an underwriting agreement (the “2025 Underwriting Agreement”) withLeerink Partners LLC (“Leerink”), as representative of the underwriters, relating to the offering, issuance and sale of pre-funded warrants (the “2025 Pre-Funded Warrants”) to purchase an aggregate of up to 71,540,000 shares of Common Stockof the Company and accompanying Series G warrants (the “Series G Warrants”) to purchase (i) an aggregate of up to35,770,000 shares of Common Stock (or, for those investors who so choose, pre-funded warrants to purchase up to35,770,000 shares of Common Stock in lieu thereof) and (ii) Series H warrants (the “Series H Warrants”) to purchase anaggregate of up to 35,770,000 shares of Common Stock (or, for those investors who so choose, pre-funded warrants topurchase up to 35,770,000 shares of Common Stock in lieu thereof) (the “2025 Offering”). The combined public offeringprice per 2025 Pre-Funded Warrant and accompanying Series G Warrant was $0.699. A holder of the 2025 Pre-Funded Warrants, the Series G Warrants and the Series H Warrants may not exercise any portion ofsuch holder’s 2025 Pre-Funded Warrants, Series G Warrants or Series H Warrants to the extent that the holder, together withits affiliates, would beneficially own more than 4.99% (or, at the election of the holder, 9.99%) of the Company’soutstanding shares of Common Stock immediately after exercise, except that upon at least 61 days’ prior notice from theholder to the Company, the holder may increase the beneficial ownership limitation to up to 9.99% of the number of sharesof Common Stock outstanding immediately after giving effect to the exercise. Each 2025 Pre-Funded Warrant and the pre-funded warrants issuable upon exercise of the Series G Warrants or Series HWarrants have an exercise price per share of Common Stock equal to $0.001 and are immediately exercisable from their dateof issuance for one share of Common Stock, subject to certain beneficial ownership and other limitations. The Series GWarrants and Series H Warrants are exercisable from their date of issuance and have an exercise price equal to $0.70 pershare of Common Stock (or $0.699 per pre-funded warrant) and in the case of the Series G Warrants, the accompanyingSeries H Warrant. The Series G Warrants expired on the date that was the earlier of (i) 30 trading days following theCompany’s public announcement, via a press release on a nationally recognized news wire or the filing of a Current Reporton Form 8-K with the SEC, that an Investigational New Drug (an “IND”) application filed with the FDA, a CTN filed withthe applicable foreign governmental body in Australia, a CTA filed with the European Medicines Agency (the “EMA”), or anequivalent submission filed with a foreign governmental body to initiate a clinical trial in any other foreign jurisdiction, hasbeen accepted or has otherwise gone into effect, as applicable (such public filing or announcement, the “Trial InitiationMilestone”) and (ii) five years from the date of issuance. In addition, to the extent the proportion of the unexercised portionof the Series G Warrant relative to the originally issued Series G Warrant was greater than the proportion of the unexercisedportion of the originally issued 2025 Pre-Funded Warrant relative to the originally issued 2025 Pre-Funded Warrant, eachSeries G Warrant immediately expired in proportion to the extent that the corresponding 2025 Pre-Funded Warrant held by aholder was exercised prior to the occurrence of the Trial Initiation Milestone. When issued upon exercise of the Series GWarrants, the Series H Warrants will expire on the four-year anniversary of the closing date of the 2025 Offering. Thebeneficial ownership limitation for the 2025 Offering cannot exceed 19.99% of the number

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Table of Contents F-34 of shares of Common Stock outstanding immediately after giving effect to the issuance of warrant shares and becomeunexercisable above the limitation with no alternate cash settlement. The Company evaluated the 2025 Offering under both ASC 480 and ASC 815-40 to determine if the warrants issued met allof the conditions for equity classification. The Company determined that the 2025 Offering met all of the conditions as thewarrants issued were indexed to the Company’s own stock and met the fixed-for-fixed criteria. As such, the 2025 Offeringwas classified in additional paid-in capital and is not subject to re-measurement. The aggregate proceeds from the 2025 Offering were approximately $50 million before deducting underwriting discountsand commissions and offering expenses of approximately $3.6 million, payable by the Company in connection with the 2025Offering. The net proceeds from the 2025 Offering of approximately $46.4 million are reported in additional paid-in capital.In addition, the Company received net proceeds of $26.3 million during fiscal year 2026 from the exercise of Series G andSeries H Warrants. The Company may receive up to an aggregate of $22.1 million of additional gross proceeds if theremaining Series G Warrants and Series H Warrants are exercised in full for cash. (See Note 22 – Subsequent Events foradditional information.) On April 8, 2026, the Company issued a press release announcing (the “Public Announcement”) that it received CTNacknowledgement from Australia’s Therapeutic Goods Administration and ethics approval from a Human Research EthicsCommittee, enabling the initiation of a first-in-human clinical trial of IBIO-600 in Australia. As a result of the PublicAnnouncement, all outstanding Series G Warrants expired at 5:00 p.m. (New York City time) on May 20, 2026. 2026 Securities Purchase Agreement On January 8, 2026, the Company entered into a securities purchase agreement (the “2026 Purchase Agreement”) withcertain institutional investors (the “2026 Investors”), pursuant to which the Company agreed to issue and sell to the 2026Investors, in a private placement priced at-the-market consistent with the rules of Nasdaq (the “2026 Private Placement”) anaggregate of 1,408,481 shares of Common Stock and, in lieu of shares, pre-funded warrants (the “2026 Pre-FundedWarrants”) to purchase up to an aggregate of 9,653,257 shares of Common Stock (the “2026 Pre-Funded Warrant Shares”).The purchase price per share of Common Stock was $2.35. The purchase price per 2026 Pre-Funded Warrant was $2.349,which is equal to the purchase price per share of Common Stock, minus the exercise price of $0.001 for each pre-fundedwarrant. The 2026 Private Placement closed on January 13, 2026. The Company received aggregate gross proceeds from the 2026Private Placement of approximately $26 million, before deducting the placement agent commissions and offering expensespayable by the Company which totaled approximately $1.7 million. The 2026 Pre-Funded Warrants are exercisable at any time after their date of issuance and will not expire until exercised infull. The 2026 Pre-Funded Warrants provide that a holder of 2026 Pre-Funded Warrants will not have the right to exerciseany portion of its 2026 Pre-Funded Warrants if such holder, together with its affiliates, and any other party whose holdingswould be aggregated with those of the holder for purposes of Section 13(d) of the Exchange Act, would beneficially own inexcess of 4.99%, or, at the option of each 2026 Investor, 9.99%, of the number of shares of Common Stock outstandingimmediately after giving effect to such exercise (the “Beneficial Ownership Limitation”); provided, however, that the holdermay increase or decrease the Beneficial Ownership Limitation by giving notice to the Company, with any such increase nottaking effect until the sixty-first day after such notice is delivered to the Company but not to any percentage in excess of9.99%. The 2026 Pre-Funded Warrants may be exercised on a cashless basis if, at the time of exercise, there is no effectiveregistration statement or the prospectus contained therein is not available for the issuance of the 2026 Pre-Funded WarrantShares. The exercise price and number of 2026 Pre-Funded Warrant Shares are subject to appropriate adjustment in the eventof stock dividends, stock splits, reorganizations or similar events. The Company evaluated the 2026 Purchase Agreement under both ASC 480 and ASC 815-40 to determine if the warrantsissued met all of the conditions for equity classification. The Company determined that the 2026 Purchase Agreement met allof the conditions as the warrants issued were indexed to the Company’s own stock and met the fixed-for-fixed criteria. Assuch, the 2026 Purchase Agreement was classified in additional paid-in capital and is not subject to re-measurement.

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Table of Contents F-35 2026 ATM Agreement On February 27, 2026, the Company entered into an Open Market Sale AgreementSM (the “2026 ATM Agreement”) withJefferies LLC (“Jefferies”) providing for the sale by the Company of its shares of Common Stock, from time to time, throughor to Jefferies in an at-the-market offering program as set forth in the 2026 ATM Agreement. Offers and sales of shares of Common Stock by the Company, if any, under the 2026 ATM Agreement, will be madepursuant to Company’s shelf registration statement on Form S-3 (File No. 333-293864), filed with the SEC on February 27,2026 (the “Registration Statement”) under the Securities Act of 1933, as amended (the “Securities Act”), which was declaredeffective on March 6, 2026, and the ATM prospectus included therein related to the offer and sale of up to $100,000,000 ofshares of Common Stock. The Company makes no assurances as to the continued effectiveness of the RegistrationStatement. Pursuant to the 2026 ATM Agreement, the Company will set the parameters for the sale of shares of Common Stock,including the number of shares of Common Stock to be issued, the time period during which sales are requested to be made,limitation on the number of shares that may be sold in any one trading day and any minimum price below which sales maynot be made. Subject to the terms and conditions of the 2026 ATM Agreement, Jefferies may sell the shares by any methoddeemed to be an “at the market offering” as defined in Rule 415(a)(4) promulgated under the Securities Act, including salesmade directly on the Nasdaq Capital Market or on any other existing trading market for the Common Stock, or in a blocktransaction. In addition, with the Company’s prior approval, Jefferies may also sell shares in privately negotiated transactionsin compliance with any applicable rules of the Nasdaq Stock Market. The 2026 ATM Agreement provides that the Company will pay Jefferies a commission for its services in acting as agent ofup to 3.0% of the gross proceeds from the sale of shares of Common Stock pursuant to the 2026 ATM Agreement. TheCompany has agreed to provide Jefferies and certain of its affiliates with customary indemnification and contribution rights,including for liabilities under the Securities Act. The Company also agreed to reimburse Jefferies for certain specifiedexpenses in connection with entering into the 2026 ATM Agreement, including the reasonable fees and disbursements ofJefferies’ counsel up to $100,000 plus, during the term of the 2026 ATM Agreement, excluding any period during which asuspension is in effect, (i) an additional $25,000 in connection with the Company’s filing with the SEC of an Annual Reporton Form 10-K, and (ii) $15,000 in connection with the filing with the SEC of: (a) an additional prospectus supplement oramendment or supplement to the Registration Statement; (b) a Quarterly Report on Form 10-Q; and (c) a Current Report onForm 8-K that contains certain financial information. The 2026 ATM Agreement contains customary representations andwarranties and conditions to the placements of shares of Common Stock pursuant thereto. The obligation of Jefferies to sellshares under the 2026 ATM Agreement is subject to satisfaction of certain conditions, including the effectiveness of theRegistration Statement and other customary closing conditions. The offering of shares of Common Stock pursuant to the 2026 ATM Agreement will terminate upon the earlier of (i) the saleof all shares of Common Stock subject to the 2026 ATM Agreement, or (ii) termination of the 2026 ATM Agreement aspermitted therein by the Company or Jefferies. No shares were sold under the 2026 ATM Agreement as of June 30, 2026. Exercise of Stock Options No stock options were exercised in the year ended June 30, 2026. During the year ended June 30, 2025, options to purchase73,100 shares of Common Stock with exercise prices between $1.72 and $2.45 were exercised for which the Companyreceived proceeds of $130,550. Vesting of Restricted Stock Units “RSUs” RSUs for 11 shares of Common Stock vested during the year ended June 30, 2026. No unvested RSUs remain at June 30,2026. RSUs for 35,369 shares of Common Stock vested during the year ended June 30, 2025.

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Table of Contents F-36 Warrants Bryan Capital On November 1, 2021, the Company issued Bryan Capital a Warrant to purchase up to 2,579 shares of Common Stock at anexercise price of $665 per share. The Warrant was immediately exercisable, expires October 10, 2026, provides for acashless exercise at any time and automatic cashless exercise on the expiration date if on such date the exercise price of theWarrant exceeds its fair market value as determined in accordance with the terms of the Warrant and adjustments in the caseof stock dividends and stock splits. Wainwright As discussed above, the Company issued various warrants with the following terms: ● 2022 Pre-Funded Warrants – Immediately exercisable at an exercise price of $0.001 per share. All of the 2022 Pre-Funded Warrants were exercised in December 2022.● Series A Warrants – Immediately exercisable at an exercise price of $20.80 per share for a term of five years.● Series B Warrants – Immediately exercisable at an exercise price of $20.80 per share for a term of two years. TheSeries B Warrants expired on December 6, 2024.● Representative’s Warrants – Immediately exercisable at an exercise price of $26.00 per share for a term of fiveyears. During fiscal year 2023, 17,064 Series A Warrants and 89,059 Series B Warrants were exercised. The total proceeds from Series A Warrants and Series B Warrants exercised during the fiscal year ended June 30, 2023 was $2,207,000. On August 4, 2023, the Company agreed to amend the exercise price with certain holders of the Series A Warrants and SeriesB Warrants that were acquired from the Company in the underwritten public offering that was completed in December 2022.Under the amended warrants, the Company agreed to amend existing Series A Warrants to purchase up to 173,795 shares ofCommon Stock and existing Series B Warrants to purchase up to 102,900 shares of Common Stock that were previouslyissued in December 2022 to certain investors in the public offering, with an original exercise price of $20.80 per share, to areduced exercise price of $10.00 per share. On December 6, 2024, all Series B Warrants that were not exercised prior to such date expired. On April 29, 2025, the Company entered into an Inducement Agreement with Holders of certain Existing Warrants, whichincluded Series A Warrants to purchase up to 144,230 shares of Common Stock, with an exercise price of $10.00 per share.Pursuant to the Inducement Agreement, the Holders of the Series A Warrants to purchase up to 144,230 shares of CommonStock agreed to exercise such warrants for cash, at a reduced exercise price of $0.86 per share, which was the MinimumPrice, as defined in the rules of Nasdaq, as of the close of trading on April 28, 2025. No Series A Warrants were exercised during the fiscal year ended June 30, 2026. A.G.P./Alliance Global Partners On December 7, 2023, the Company completed the 2023 Offering. Each share of Common Stock and 2023 Pre-FundedWarrants, as applicable, was sold together with one Series C Common Warrant to purchase one share of Common Stock andone Series D Common Warrant to purchase one share of Common Stock. A total of Series C Common Warrants to purchaseup to 2,250,000 shares of Common Stock and Series D Common Warrants to purchase up to 2,250,000 shares of CommonStock were issued. The combined purchase price of each share of Common Stock and the accompanying Common Warrants was $2.00 and thecombined purchase price of each 2023 Pre-Funded Warrant and the accompanying Common Warrants was $1.9999, which isequal to the combined purchase price per share of Common Stock and accompanying Common Warrants, minus the exerciseprice of each 2023 Pre-Funded Warrant of $0.0001. The Series C Common Warrants and the Series D

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Table of Contents F-37 Common Warrants have an exercise price of $2.00 per share and were immediately exercisable. The Series C CommonWarrants expired two (2) years from the date of issuance and the Series D Common Warrants expire five (5) years from thedate of issuance. During the fiscal year ended June 30, 2024, 2023 Pre-Funded Warrants to purchase 1,650,000 shares of Common Stock,Series C Common Warrants to purchase 1,178,500 shares of Common Stock and Series D Common Warrants to purchase1,053,500 shares of Common Stock were exercised for proceeds of $4,464,000. During fiscal year ended June 30, 2025, Series C Common Warrants to purchase 31,000 shares of Common Stock and SeriesD Common Warrants to purchase 156,000 shares of Common Stock were exercised for proceeds of $374,000. On April 29, 2025, the Company entered into an Inducement Agreement with Holders of certain Existing Warrants, whichincluded Series C Common Warrants to purchase 1,000,000 shares of Common Stock with an exercise price of $2.00 pershare and Series D Common Warrants to purchase 1,000,000 shares of Common Stock with an exercise price of $2.00 pershare. Pursuant to the Inducement Agreement, the Holders of the Series C Common Warrants to purchase 1,000,000 sharesof Common Stock and Series D Common Warrants to purchase 1,000,000 shares of Common Stock agreed to exercise suchwarrants for cash to purchase an aggregate of 2,000,000 shares of Common Stock, at a reduced exercise price of $0.86 pershare, which was the Minimum Price, as defined in the rules of Nasdaq, as of the close of trading on April 28, 2025. On December 7, 2025, all Series C Common Warrants that were not exercised prior to such date expired. Chardan Capital Markets On April 29, 2025, the Company entered into an Inducement Agreement with Holders of certain Existing Warrants, whichincluded Series E Warrants to purchase 3,482,455 shares of Common Stock with an exercise price of $2.64 per share.Pursuant to the Inducement Agreement, the Holders of the Series E Warrants to purchase 3,482,455 shares of Common Stockagreed to exercise such warrants for cash to purchase an aggregate of 3,482,455 shares of Common Stock at a reducedexercise price of $0.86 per share, which was the Minimum Price, as defined in the rules of Nasdaq, as of the close of tradingon April 28, 2025. During the fiscal year ended June 30, 2025, 2024 Pre-Funded Warrants to purchase 1,131,578 shares of Common Stock wereexercised for proceeds of approximately $113. During the fiscal year ended June 30, 2026, the remaining 2024 Pre-Funded Warrants to purchase 1,454,385 shares ofCommon Stock were exercised for proceeds of approximately $145. No Series E Warrants were exercised in fiscal year 2026. Settlement Agreement In connection with the PSA, iBio CDMO entered into a Credit Agreement, dated November 1, 2021, with Woodforestpursuant to which Woodforest provided iBio CDMO a $22,375,000 Term Loan to purchase the Facility, which Term Loanwas evidenced by the Term Note (for a complete description of the Transaction please see Note 5 – Significant Transactionsfor additional information). Throughout the term of the Term Loan, the Company and Woodforest entered into amendmentswhich, among other things, amended the maturity date, interest rate and liquidity covenant. (Refer to the Company’s AnnualReport for more information.) On May 17, 2024, iBio CDMO, the Company and Woodforest entered into the Settlement Agreement which provided thatiBio CDMO pay to Woodforest the proceeds of the sale of the Property under the purchase and sale agreement that iBioCDMO entered into with Texas A&M, pursuant to which iBio CDMO agreed to terminate the Ground Lease Agreement (the“2024 Purchase and Sale Agreement”) when received and determined in consultation with Woodforest the remaining balancedue under the Credit Agreement (the “Indebtedness Deficiency Amount”). Thereafter, the Company issued to Woodforestupon receipt of NYSE American LLC approval a Pre-Funded Warrant to purchase up to 1,560,570 shares of

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Table of Contents F-38 Common Stock that expired upon full exercise thereof and was exercisable at a nominal exercise price equal to $0.0001 pershare, which equaled the Indebtedness Deficiency Amount divided by $2.883 (the greater of the book value or the marketvalue of Common Stock at the time the Settlement Agreement was executed). Pursuant to the Settlement Agreement, uponthe closing of the sale of the Property under the 2024 Purchase and Sale Agreement, Woodforest purchased the Pre-FundedWarrant in satisfaction of the Indebtedness Deficiency Amount, and released the Company and iBio CDMO from any and allclaims, debts, liabilities or causes of action it may have against them prior to such date, and the Company and iBio CDMOreleased Woodforest and its related parties from any and all claims, debts, liabilities or causes of action it may have againstthem prior to such date. On May 31, 2024, in accordance with the terms of the Settlement Agreement entered into on May 17, 2024 with Woodforestin consideration of the payment in full of all Obligations (as such term is defined under the Credit Agreement) (a) iBioCDMO paid to Woodforest (i) $8,500,000, which it received from the sale of the Property under the 2024 Purchase and SaleAgreement, and (ii) approximately $915,000 from restricted cash which had previously been held by Woodforest, and (b) theCompany issued a Pre-Funded Warrant to purchase up to 1,560,570 shares of Common Stock (the “Pre-Funded WarrantShares”) to Woodforest exercisable at a nominal exercise price equal to $0.0001 per share. The Pre-Funded Warrant issued toWoodforest under the Settlement Agreement was subsequently assigned by Woodforest to Lynx1 Master Fund LP (“Lynx1”)on January 13, 2025. During fiscal year 2026, Lynx1 elected a cashless exercise of the Pre-Funded Warrant to purchase 1,560,570 shares ofCommon Stock. Pursuant to the terms of the Pre-Funded Warrant, upon such cashless exercise, 1,560,451 shares of CommonStock were issued to Lynx1 and 119 shares of Common Stock were returned to the Company as shares available to be issued.Upon delivery of the shares of Common Stock to Lynx1, no further Pre-Funded Warrant Shares remain issuable under thePre-Funded Warrant. Inducement Agreement On April 29, 2025, the Company entered into the Inducement Agreement with Holders of Existing Warrants wherein theHolders agreed to exercise certain Existing Warrants to purchase up to an aggregate 5,626,685 shares of Common Stock at areduced exercise price of $0.86 per share. In consideration of the Holders’ exercising the Existing Warrants for cash inaccordance with the Inducement Agreement, the Company issued Inducement Warrants to purchase up to 11,253,370 sharesof Common Stock, which was equal to 200% of the number of shares of Common Stock issued upon exercise of the ExistingWarrants, for consideration of $0.125 per Inducement Warrant. The Inducement Warrants have an exercise price of $0.86 pershare, were exercisable upon issuance, and will expire on the five-year anniversary of the date of issuance. During fiscal year 2026, Inducement Warrants to purchase 6,240,214 shares of Common Stock were exercised for proceedsof approximately $5.4 million. No Inducement Warrants were exercised during the year ended June 30, 2025. Leerink Partners On August 19, 2025, the Company entered into the 2025 Underwriting Agreement with Leerink, as representative of theunderwriters, relating to the offering, issuance and sale of the 2025 Pre-Funded Warrants to purchase an aggregate of up to71,540,000 shares of Common Stock of the Company and accompanying Series G Warrants to purchase (i) an aggregate ofup to 35,770,000 shares of Common Stock (or, for those investors who so choose, pre-funded warrants to purchase up to35,770,000 shares of Common Stock in lieu thereof) and (ii) Series H Warrants to purchase an aggregate of up to 35,770,000shares of Common Stock (or, for those investors who so choose, pre-funded warrants to purchase up to 35,770,000 shares ofCommon Stock in lieu thereof). The combined public offering price per 2025 Pre-Funded Warrant and accompanying SeriesG Warrant was $0.699. Each 2025 Pre-Funded Warrant and the pre-funded warrants issuable upon exercise of the Series G Warrants or Series HWarrants have an exercise price per share of Common Stock equal to $0.001 and are immediately exercisable from their dateof issuance for one share of Common Stock, subject to certain beneficial ownership and other limitations. The Series GWarrants and Series H Warrants are exercisable from their date of issuance and have an exercise price equal to $0.70 perwhole share of Common Stock (or $0.699 per pre-funded warrant) and in the case of the Series G Warrants, the

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Table of Contents F-39 accompanying Series H Warrant. The Series G Warrants will expire on the date that is the earlier of (i) 30 trading daysfollowing the Company’s public announcement, via a press release on a nationally recognized news wire or the filing of aCurrent Report on Form 8-K with the SEC, of a Trial Initiation Milestone and (ii) five years from the date of issuance. Inaddition, to the extent the proportion of the unexercised portion of the Series G Warrant relative to the originally issuedSeries G Warrant is greater than the proportion of the unexercised portion of the originally issued 2025 Pre-Funded Warrantrelative to the originally issued 2025 Pre-Funded Warrant, each Series G Warrant will immediately expire in proportion tothe extent that the corresponding 2025 Pre-Funded Warrant held by a holder is exercised prior to the occurrence of the TrialInitiation Milestone. When issued upon exercise of the Series G Warrants, the Series H Warrants will expire on the four-yearanniversary of the closing date of the 2025 Offering. On April 8, 2026, the Company issued a Public Announcement that it received CTN acknowledgement from Australia’sTherapeutic Goods Administration and ethics approval from a Human Research Ethics Committee, enabling the initiation ofa first-in-human clinical trial of IBIO-600 in Australia. As a result of the Public Announcement, all outstanding Series GWarrants expired at 5:00 p.m. (New York City time) on May 20, 2026. During fiscal year 2026, 2025 Pre-Funded Warrants to purchase an aggregate of 9,250,394 shares of Common Stock wereexercised for proceeds of approximately $9,250. During fiscal year 2026, Series G Warrants to purchase 35,770,000 shares of Common Stock were exercised whereby theholders elected to receive pre-funded warrants to purchase up to 21,610,000 shares of Common Stock in lieu of shares ofCommon Stock and 14,160,000 shares of Common Stock, together with Series H Warrants to purchase up to 35,770,000shares of Common Stock, for gross proceeds of approximately $25 million. The pre-funded warrants issued upon thiselection have an exercise price of $0.001 and are immediately exercisable. During fiscal year 2026, Series H Warrants to purchase 4,250,000 shares of Common Stock were exercised whereby theholders elected to receive pre-funded warrants to purchase up to 4,250,000 shares of Common Stock in lieu of shares ofCommon Stock for gross proceeds of approximately $3 million. The pre-funded warrants issued upon this election have anexercise price of $0.001 and are immediately exercisable. During fiscal year 2026, pre-funded warrants issued upon the exercise of Series G Warrants to purchase an aggregate of1,970,000 shares of Common Stock, were exercised for proceeds of approximately $1,970. Pursuant to the terms of the 2025 Underwriting Agreement, the Company agreed to pay the underwriter a fee equal to sixpercent (6%) of the cash exercise fee received by the Company for all cash exercises of warrants issued in connection withthe 2025 Offering for a period of thirty (30) months following the closing of the transaction. The fee is due no later than five(5) business days following each calendar quarter. The Company incurred fees on these proceeds totaling approximately$1,680,000 during fiscal year 2026, of which approximately $1,173,000 is included in accrued expenses on the consolidatedbalance sheets at June 30, 2026. The approximate $1,173,000 underwriter fee was paid in July 2026. Outstanding Pre-Funded Warrants At June 30, 2026, a total of pre-funded warrants to purchase up to 95,832,863 shares of Common Stock with an exerciseprice of $0.001, were outstanding. See Note 22 – Subsequent Events for additional information.

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Table of Contents F-40 17. Earnings (Loss) Per Common Share Basic earnings (loss) per common share is computed by dividing the net income (loss) allocated to common stockholders bythe weighted-average number of shares of Common Stock outstanding during the period. For the purposes of calculatingbasic earnings per share, the weighted-average number of outstanding shares of Common Stock included pre-fundedwarrants as if they had been exercised as such pre-funded warrants are exercisable for little to no consideration (see Note 16– Stockholders’ Equity for additional information). For purposes of calculating diluted earnings (loss) per common share, the denominator includes both the weighted-averagenumber of shares of Common Stock outstanding during the period and the number of common stock equivalents if theinclusion of such common stock equivalents is dilutive. Dilutive common stock equivalents potentially include stock optionsand warrants using the treasury stock method. The following table summarizes the components of the earnings (loss) percommon share calculation (in thousands, except per share amounts): Year EndedJune 30, 2026 2025 Basic and diluted numerator:Net loss - total $ (33,044) $ (18,377) Basic and diluted denominator:Weighted-average common shares outstanding 25,907 10,499Weighted average pre-funded warrants assumed exercised 78,153 — Total weighted-average common shares outstanding 104,060 10,499 Per share amount - total $ (0.32) $ (1.75) In Fiscal 2026 and Fiscal 2025, the Company incurred net losses which cannot be diluted; therefore, basic and diluted lossper common share is the same. As of June 30, 2026 and 2025, shares issuable which could potentially dilute future earningswere as follows: June 30, 2026 2025 (in thousands) Stock options 2,820 1,186Warrants 38,555 16,331 Shares excluded from the calculation of diluted loss per share 41,375 17,517 See Note 22 – Subsequent Events for additional information 18. Share-Based Compensation The following table summarizes the components of share-based compensation expense in the Consolidated Statements ofOperations and Comprehensive Loss (in thousands): Year EndedJune 30, 2026 2025 Research and development $ 119 $ 57General and administrative 1,254 1,473 Total $ 1,373 $ 1,530

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Table of Contents F-41 Stock Options iBio, Inc. 2023 Omnibus Equity Incentive Plan (the “2023 Plan”) On November 27, 2023, the Company’s stockholders approved the adoption of the 2023 Plan for employees, officers,directors and external service providers which is the successor to the 2020 Omnibus Equity Incentive Plan (the “2020 Plan”)and once approved became effective on January 1, 2024. The maximum number of shares of Common Stock reserved andavailable for issuance under the 2023 Plan was initially 1,200,000 shares (the “Limit”). In addition, such Limit automaticallyincreases on January 1 of each calendar year commencing on January 1, 2025 and ending on (and including) January 1,2033, by a number of shares of Common Stock equal to five percent (5%) of the total number of shares of Common Stockoutstanding on December 31 of the preceding calendar year; provided, however, that the Board may act prior to January 1 ofa given calendar year to provide that the increase for such year will be a lesser number of shares of Common Stock, providedfurther that the Limit, as in effect at any time, shall be adjusted as a result of any reorganization, recapitalization,reclassification, stock dividend, extraordinary cash dividend, stock split, reverse stock split or other similar change in theCompany’s capital stock. The 2023 Plan allows for the award of stock options, stock appreciation rights, restricted stock,restricted stock units, unrestricted stock, cash-based awards, and dividend equivalent rights. The value of all awards awardedunder the 2023 Plan and all other cash compensation paid by the Company to any non-employee director in any calendaryear may not exceed $500,000; provided, however, that such amount shall be $750,000 for the calendar year in which theapplicable non-employee director is initially elected or appointed to the Board and $1,500,000 for any non-executive chair ofthe Company’s Board should one be appointed. Notwithstanding the foregoing, the independent members of the Board maymake exceptions to such limits in extraordinary circumstances. The term of the 2023 Plan will expire on the tenthanniversary of the effective date of the 2023 Plan (December 31, 2033). Vesting of service awards are determined by the Board and stated in the award agreements. In general, vesting occurs ratablyon the anniversary of the grant date over the service period, generally three or five years, as determined at the time of grant.Vesting of performance awards occurs when the performance criteria is satisfied. The Company uses historical data toestimate forfeiture rates. In accordance with the provisions of the 2023 Plan, the Limit increased on January 1, 2026 and January 1, 2025 by1,502,653 and 458,383 shares of Common Stock, respectively, for a total number of awards that can be made under the 2023Plan of 3,161,036 shares. Under the 2023 Plan, 138,150 shares of Common Stock have been issued pursuant to past grants, 2,773,425 shares ofCommon Stock are reserved for past grants, and the remaining 249,461 shares of Common Stock are available for futuregrants as of June 30, 2026. iBio, Inc. 2020 Omnibus Equity Incentive Plan (the “2020 Plan”) On December 9, 2020, the Company’s stockholders approved the 2020 Plan for employees, officers, directors and externalservice providers. The total number of shares of Common Stock reserved under the 2020 Plan was 64,000 shares ofCommon Stock for issuance pursuant to the grant of new awards under the 2020 Plan. The 2020 Plan allowed for the awardof stock options, stock appreciation rights, restricted stock, restricted stock units, unrestricted stock, cash-based awards, anddividend equivalent rights. The value of all awards awarded under the 2020 Plan and all other cash compensation paid by theCompany to any non-employee director in any calendar year could not exceed $500,000; provided, however, that suchamount shall be $750,000 for the calendar year in which the applicable non-employee director was initially elected orappointed to the Board of Directors and $1,500,000 for any non-executive chair of the Company’s Board of Directors shouldone be appointed. Notwithstanding the foregoing, the independent members of the Board could make exceptions to suchlimits in extraordinary circumstances. The term of the 2020 Plan will expire on the tenth anniversary of the date the 2020Plan was approved by the stockholders (December 9, 2030). No further awards have been issued under the 2020 Plan uponapproval of the 2023 Plan. Vesting of service awards are determined by the Board of Directors and stated in the award agreements. In general, vestingoccurs ratably on the anniversary of the grant date over the service period, generally three or five years, as determined at

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Table of Contents F-42 the time of grant. Vesting of performance awards occurs when the performance criteria is satisfied. The Company useshistorical data to estimate forfeiture rates. Under the 2020 Plan, 23,240 shares of Common Stock have been issued pursuant to past exercises, 25,988 shares ofCommon Stock are reserved for past grants, and the remaining 14,772 shares of Common Stock are no longer available forfuture grants as of June 30, 2026. Issuances of stock options during the year ended June 30, 2026 were as follows: Grantee Plan # of Options Exercise Price Vesting TermEmployee 2023 Plan 452,025 $1.82 - $2.15 25% 1st year and quarterly thereafter 10 yearsDirectors 2023 Plan 81,000 $1.00 Monthly over one year 10 yearsDirector 2023 Plan 60,000 $1.42 Monthly over three years 10 yearsExecutive Officers 2023 Plan 310,000 $0.893 25% 1st year and quarterly thereafter 10 yearsExecutive Officers 2023 Plan 804,000 $2.23 25% 1st year and quarterly thereafter 10 yearsTotal 1,707,025 Issuances of stock options during the fiscal year ended June 30, 2025 were as follows: Grantee Plan # of Options Exercise Price Vesting TermEmployees 2023 Plan 145,000 $1.92 - $3.91 25% 1st year and quarterly thereafter 10 yearsConsultant 2023 Plan 12,600 $2.45 Fully vested upon grant 10 yearsDirectors 2023 Plan 100,800 $2.45 Monthly over periods ranging from 12-36 months 10 yearsExecutive Officers 2023 Plan 386,400 $3.48 25% 1st year and quarterly thereafter 10 yearsInducement Grant - Employee Other 15,000 $1.81 25% 1st year and quarterly thereafter 10 yearsProfessional Service Fee Grant Other 20,000 $1.83 Quarterly over the first year 5 yearsTotal 679,800 The following table summarizes all stock option activity during the years ended June 30, 2026 and 2025: Weighted- Weighted- averageaverage Remaining AggregateStock Exercise Contractual Intrinsic Value Options Price Term (in years) (in thousands) Outstanding as of July 1, 2024 912,126 $ 6.14 7.6 $ 280Granted 679,800 3.20 — —Exercised (73,100) 1.79 — —Forfeited/expired (332,902) 1.87 — — Outstanding as of June 30, 2025 1,185,924 $ 5.92 9.2 $ — As of June 30, 2025, vested and expected to vest 1,185,924 $ 5.92 9.2 $ — Exercisable as of June 30, 2025 228,502 $ 17.74 8.6 $ — Outstanding as of July 1, 2025 1,185,924 $ 5.92 9.2 $ —Granted 1,707,025 1.87 — —Exercised — — — — Forfeited/expired (73,136) 6.99 — — Outstanding as of June 30, 2026 2,819,813 $ 3.44 9.0 $ 339 As of June 30, 2026, vested and expected to vest 2,785,150 $ 3.46 9.0 $ 334 Exercisable as of June 30, 2026 602,601 $ 8.12 8.0 $ 31

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Table of Contents F-43 The following table summarizes information about options outstanding and exercisable at June 30, 2026: Options Outstanding and ExercisableWeighted- Weighted-Average AverageNumber Remaining Life Exercise NumberOutstanding In Years Price Exercisable Exercise prices: $0.893 - $1.42 437,500 9.4 $ 1.02 41,042$1.72 - $2.58 1,857,025 9.0 $ 1.98 384,583$2.80 - $4.20 498,900 8.7 $ 3.47 156,288$7.00 - $10.50 17,450 7.2 $ 7.00 11,990$140.00 - $210.00 4,589 6.1 $ 147.23 4,349$347.00 - $520.50 654 5.5 $ 347.00 654 $530.00 - $795.00 3,295 5.0 $ 664.10 3,295$1,025.00 - $1,537.50 400 4.3 $ 1,025.00 400 2,819,813 9.0 $ 8.12 602,601 The total fair value of stock options that vested during fiscal 2026 and fiscal 2025 was approximately $1,203,000 and$1,507,000, respectively. No stock options were exercised during fiscal year 2026. The total cash received for stock optionsthat were exercised during fiscal year 2025 was approximately $130,000. The total intrinsic value of the stock options thatwere exercised during 2025 was approximately $71,000. As of June 30, 2026, there was approximately $4,287,000 of totalunrecognized compensation cost related to non-vested stock options that the Company expects to recognize over a weighted-average period of 3 years. The weighted-average grant date fair value of stock options granted during fiscal 2026 and fiscal 2025 was $1.87 and $3.20per share, respectively. The Company estimated the fair value of options granted using the Black-Scholes option pricingmodel with the following assumptions: Weighted-average risk-free interest rate 3.64% - 3.94% Dividend yield 0% Volatility 229.25% - 233.93% Expected term (in years) 5.7 - 6.3 The aggregate intrinsic value in the table above represents the total intrinsic value, based on the Company’s closing stockprice of $1.75 as of June 30, 2026 and $0.76 as of June 30, 2025, which would have been received by the option holders hadall option holders exercised their options as of that date. Restricted Stock Units (“RSUs”): No RSUs were issued during the fiscal years ended June 30, 2026 and June 30, 2025. No unvested RSUs remain at June 30,2026.

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Table of Contents F-44 19. Income Taxes For financial reporting purposes, the net pre-tax book loss was incurred entirely in the United States. There was no provision for current federal or state taxes for either of the fiscal years ended June 30, 2026 and June 30, 2025as a result of taxable losses incurred in these jurisdictions. The components of the provision (benefit) for income taxesconsist of the following (in thousands): For the Years EndedJune 30, 2026 2025 Current – Federal and state $ — $ —Deferred – Federal (5,986) (7,946) Deferred – State (384) (596) Total (6,370) (8,542) Change in valuation allowance 6,370 8,542 Income tax expense $ — $ — There were no payments made in relation to income taxes for the fiscal years ended June 30, 2026 and June 30, 2025. The Company has deferred income taxes due to income tax credits, net operating loss (“NOL”) carryforwards, and the effectof temporary differences between the carrying values of certain assets and liabilities for financial reporting and income taxpurposes. The components of the Company’s deferred tax assets and liabilities are as follows (in thousands): As of June 30, 2026 2025 Deferred tax assets (liabilities):Net operating loss $ 63,827 $ 56,052Share-based compensation 582 903Capitalized research and development costs 2,148 5,144Research and development tax credits 1,764 1,764Investment in equity security 476 492Property, plant and equipment (815) (866)Intangible assets 937 (290)Operating and finance lease liabilities 594 767Operating and finance lease ROU assets (450) (593)Accounts receivable 18 —Accrued expenses 676 14Contribution carryforward 5 5Valuation allowance (69,762) (63,392) Total $ — $ — The Company has a valuation allowance against the full amount of its net deferred tax assets due to the uncertainty ofrealization of the deferred tax assets due to the operating loss history of the Company. The Company currently provides avaluation allowance against deferred taxes when it is more likely than not that some portion, or all of its deferred tax assetswill not be realized. The valuation allowance could be reduced or eliminated based on future earnings and future estimates oftaxable income. With a full valuation allowance, any change in the deferred tax asset or liability is fully offset by acorresponding change in the valuation allowance. At June 30, 2026 and 2025, the Company provided a valuation allowanceon its net deferred tax assets of $69,762,000 and $63,392,000, respectively. Federal NOLs of approximately $5.5 million were used by the Company’s former parent company, Integrated BioPharma,Inc., (“Former Parent”) prior to June 30, 2008 and are not available to the Company. The Former Parent allocated the use

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Table of Contents F-45 of the Federal NOLs available for use on its consolidated Federal tax return on a pro rata basis based on all of the availablenet operating losses from all the entities included in its control group. U.S. federal NOLs of approximately $278.5 million are available to the Company as of June 30, 2026, of which $64 millionwill expire at various dates through 2039 and $214.5 million with no expiration date. The Company has a research anddevelopment credit carryforward of approximately $1.76 million at June 30, 2026. In addition, the Company has NOL carryforwards from various states of approximately $88.6 million which expire from 2029 through 2045. The Company’s NOL carryforwards could be limited following a change in ownership (as defined by Section 382 of theInternal Revenue Code of 1986, as amended (“Section 382”)) of greater than 50% within a rolling three-year period. If it isdetermined that prior equity transactions limit the Company's NOL carryforwards, the annual limitation will be determinedby multiplying the market value of the Company on the date of the ownership change by the federal long-term tax-exemptrate. Any amount exceeding the annual limitation may be carried forward to future years for the balance of the NOLcarryforward period. The Company has not, as of yet, conducted a study to determine if any such changes have occurred thatcould limit its ability to utilize the NOL carryforward. Given the full valuation allowance, any ownership change andpotential Section 382 limitation would not have a material impact on the financial statements. A reconciliation of the effective tax rate on loss from operations and the US federal statutory rate is presented below for thefiscal year ended June 30, 2026 (in thousands): Year EndedJune 30, 2026 Statutory federal income tax rate $ (6,939) 21.0%State taxes, net of federal benefit (1,043) 3.2%Permanent differences:Incentive stock option 95 (0.3)%Entertainment 1 —%Expiration and forfeiture of stock options and restricted stock units 522 (1.6)%Change in effective rate of state taxes 977 (3.0)%True ups and other 17 —% Change in valuation allowance 6,370 (19.3)% Effective income tax rate $ — —% The rate reconciliation above has been adjusted to be presented in compliance with the guidance under ASU 2023-09. TheCompany has adopted this guidance on a prospective basis. As previously disclosed for the year ended June 30, 2025, prior to the adoption of ASU 2023-09, the following is areconciliation of the Company’s income tax rate computed using the federal statutory rate to its actual income tax rate. Year ended June 30, 2025 Statutory federal income tax rate 21% State taxes, net of federal benefit 3% Expiration and forfeiture of stock options (3)% Change in effective rate of state taxes 25% Change in valuation allowance (46)% Effective income tax rate —% The Company has not been audited in connection with income taxes. iBio files federal and state income tax returns subject tovarying statutes of limitations. The 2022 through 2025 tax returns generally remain open to examination by federalauthorities and by state tax authorities. The Company believes it is not subject to any tax audit risk beyond those periods. The Company’s policy is to recognizeinterest and penalties accrued on any unrecognized tax benefits as a component of income tax expense. The Company does

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Table of Contents F-46 not have any accrued interest or penalties associated with any unrecognized tax benefits, nor was any interest expenseincurred during the fiscal years ended June 30, 2026 and 2025. The Inflation Reduction Act of 2022 includes a stock buyback excise tax of 1% on share repurchases, which applies to netstock buybacks after December 31, 2022. The Company does not expect this to have a material impact if and when sharerepurchases occur. 20. Commitments and Contingencies CRO Agreements In fiscal years 2025 and 2026, the Company entered into agreements with five contract research organizations (“CROs”) forchemistry, manufacturing, and controls (CMC) development, non-clinical toxicology and related studies to advance IBIO-600 and IBIO-610 towards clinical testing in addition to clinical studies for IBIO-600. The Company incurred costs ofapproximately $9.7 million and $2.2 million for the fiscal years ended June 30, 2026 and June 30, 2025, respectively, andhas incurred total costs of approximately $11.9 million since the projects’ inception. The Company is committed toadditional costs totaling approximately $5.8 million as of June 30, 2026. 21. Employee 401(K) Plan Commencing January 1, 2018, the Company established the iBio, Inc. 401(K) Plan (the “Plan”). Eligible employees of theCompany may participate in the Plan, whereby they may elect to make elective deferral contributions pursuant to a salarydeduction agreement and receive matching contributions upon meeting age and length-of-service requirements. TheCompany will make a 100% matching contribution that is not in excess of 5% of an eligible employee’s compensation. Inaddition, the Company may make qualified non-elective contributions at its discretion. Employer contributions made to thePlan totaled approximately $194,000 and $139,000 for the fiscal years ended June 30, 2026 and 2025, respectively. 22. Subsequent Events The Company has evaluated all events subsequent to the balance sheet date through the date of filing this Annual Report.During this period, there were no material subsequent events requiring disclosure except as discussed below. 2025 Pre-Funded Warrants During the first quarter of fiscal year 2027, 2025 Pre-Funded Warrants to purchase an aggregate of 8,543,695 shares ofCommon Stock were exercised for proceeds of approximately $8,544. Series H Warrants During the first quarter of fiscal year 2027, Series H Warrants to purchase 65,000 shares of Common Stock were exercisedwhereby the holder elected to receive 65,000 shares of Common Stock for gross proceeds of approximately $46,000. Stock Option Issuance – 2023 Plan During the first quarter of fiscal year 2027, the Company granted stock options under the 2023 Plan to an employee topurchase up to 7,200 shares of Common Stock at an exercise price of $1.75 per share. The options vest 25% on the one- yearanniversary of the grant date and then in equal quarterly installments over a 36-month period and expire on the tenthanniversary of the grant date. Stock Option Issuance – Employment Inducement Grant On July 31, 2026, the Company granted an employment inducement option award to an officer, outside of the 2023 Plan as amaterial inducement to such officer’s employment with the Company, to purchase up to 430,000 shares of Common Stock atan exercise price of $1.40 per share. The options vest 25% on the one-year anniversary of the grant date and then

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Table of Contents F-47 in equal quarterly installments over a 36-month period and expire on the tenth anniversary of the grant date. AstralBio Amylin License On August 27, 2026, the Company entered into an exclusive license agreement related to Amylin (the “Amylin LicenseAgreement”) with AstralBio, pursuant to which AstralBio has licensed to the Company, on a worldwide exclusive basis andwith the right to grant sublicenses, under the AstralBio Licensed Patents (as defined in the Amylin License Agreement) andAstralBio Licensed Know-How (as defined in the Amylin License Agreement) the right to Develop, Manufacture andCommercialize and otherwise exploit any product directed to Amylin that contains the licensed antibody targeting Amylin,for research, diagnosis, treatment, prevention, or management of any disease or medical condition worldwide (the “AmylinLicensed Product”). All capitalized terms herein have the definitions assigned to them in the Amylin License Agreementunless otherwise defined herein. The Company is solely responsible for all decisions related to the launch, sales and marketing and promotion of AmylinLicensed Product in its discretion, subject to the terms of the Amylin License Agreement, and for all costs for all activitiesrelated to, the Development, Manufacture and Commercialization of the Amylin Licensed Product worldwide. Inconsideration for the rights and licenses granted by AstralBio to the Company in the Amylin License Agreement, theCompany agreed to pay AstralBio (i) an upfront license fee in the amount of $750,000 within thirty days after the effectivedate of the Amylin License Agreement, and (ii) upon the occurrence of specified developmental and commercial milestones,including net sales, milestone payments of up to an aggregate of $28 million, which can be paid by cash or, provided theCompany remains listed on the Nasdaq or another national stock exchange at the time of the payment, by issuing shares ofits Common Stock, subject to approval of the issuance of any such shares by Nasdaq, and provided, however, in no eventshall the Company issue to AstralBio pursuant to the Amylin License Agreement shares of its Common Stock resulting inAstralBio owning more than 19.9% of the total number of shares of our Common Stock outstanding as of the date ofentering into the Amylin License Agreement. In the event the Company sublicenses an Amylin Licensed Product or aproduct that includes an Amylin Licensed Product, the Company will pay AstralBio a sublicense fee, which fee is a range ofa low to mid-single-digit percentage based on the proceeds of the sublicense fees to a third party. The Amylin License Agreement will remain in effect at all times and thereafter, unless and until terminated earlier pursuantto the Amylin License Agreement. The Amylin License Agreement can be terminated (i) by the Company for any reason orno reason upon 45 days’ written notice to AstralBio; (ii) by either party upon written notice to the other party if the otherparty materially breaches the Amylin License Agreement and such breach is not cured to the reasonable satisfaction of thenon-breaching party within 90 days of receipt of such written notice, subject to certain exceptions; (iii) by either party uponcertain bankruptcy or insolvency events of the other party; and (iv) by either party if the other party or any sublicenseechallenges the patentability, enforceability or validity of any claim related to any Patent or the secret and substantial natureof any Know-How, such Patent and/or Know-How being licensed to the party making the challenge, subject to certainexceptions as set forth in the Amylin License Agreement.

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Exhibit 4.2 DESCRIPTION OF SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED iBio, Inc. (the “Company,” “we,” “us,” and “our”) has one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), which is our common stock, par value $0.001 per share (the “common stock”). General The following is a description of the material terms of our common stock. This is a summary only and does not purport to be complete. It is subject to and qualified in its entirety by reference to our Certificate of Incorporation, as amended (the “Certificate of Incorporation”), and our Second Amended and Restated Bylaws, as may be further amended and restated (the “Bylaws”), each of which are incorporated by reference as an exhibit to our Annual Report on Form 10-K. We encourage you to read our Certificate of Incorporation, our Bylaws and the applicable provisions of the Delaware General Corporation Law, for additional information. Description of Common Stock Authorized Shares of Common Stock. We currently have authorized 275,000,000 shares of common stock. Voting. The holders of our common stock are entitled to one vote per share on all matters to be voted upon by the stockholders and are not entitled to cumulative voting for the election of directors. Dividends. Subject to preferences that may be applicable to any then outstanding preferred stock, the holders of common stock are entitled to receive dividends, if any, as may be declared from time to time by our Board of Directors out of legally available funds. Liquidation. In the event of liquidation, dissolution or winding up of our company, the holders of common stock are entitled to share ratably in all assets remaining after payment of liabilities and the preferences of preferred stockholders. Rights and Preferences. The holders of our common stock have no preemptive, conversion or other subscription rights, and there are no redemption or sinking fund provisions applicable to our common stock. The rights, preferences and privileges of the holders of our common stock are subject to, and may be adversely affected by, the rights of the holders of shares of any series of our preferred stock that is currently outstanding or that we may designate and issue in the future. Fully Paid and Nonassessable. All of our issued and outstanding shares of common stock are fully paid and nonassessable. Potential Anti-Takeover Effects Certain provisions set forth in our Certificate of Incorporation and Bylaws and in Delaware law, which are summarized below, may be deemed to have an anti-takeover effect and may delay, deter or prevent a tender offer or takeover attempt that a stockholder might consider to be in its best interests, including attempts that might result in a premium being paid over the market price for the shares held by stockholders. Pursuant to our Certificate of Incorporation, our Board of Directors may issue additional shares of common or preferred stock. Any additional issuance of common stock could have the effect of impeding or discouraging the acquisition of control of us by means of a merger, tender offer, proxy contest or otherwise, including a transaction in which our stockholders would receive a premium over the market price for their shares, and thereby protect the continuity of our management. Specifically, if in the due exercise of its fiduciary obligations, the Board of Directors were to determine that a takeover proposal was not in our best interest, shares could be issued by our Board of Directors

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without stockholder approval in one or more transactions that might prevent or render more difficult or costly the completion of the takeover by: ● Diluting the voting or other rights of the proposed acquirer or insurgent stockholder group; ● Putting a substantial voting bloc in institutional or other hands that might undertake to support the incumbent Board of Directors; or ● Effecting an acquisition that might complicate or preclude the takeover. Our Certificate of Incorporation also allows our Board of Directors to fix the number of directors in our Bylaws. Cumulative voting in the election of directors is specifically denied in our Certificate of Incorporation. The effect of these provisions may be to delay or prevent a tender offer or takeover attempt that a stockholder may determine to be in his, her or its best interest, including attempts that might result in a premium over the market price for the shares held by the stockholders. In addition to the foregoing, our Certificate of Incorporation and Bylaws contain the following provisions: Staggered Board. Our Board of Directors is divided into three classes of directors, Class I, II and III, with each class serving staggered 3-year terms. Nominations of Directors and Proposals of Business. Our Bylaws generally regulate nominations for election of directors by stockholders and proposals of business at annual meetings. In general, Sections 1.10 and 1.11 of our Bylaws require stockholders intending to submit nominations or proposals at an annual meeting of stockholders to provide the Company with advance notice thereof, including information regarding the nomination or the stockholder proposing the business as well as information regarding the nominee or the proposed business. Sections 1.10 and 1.11 of our Bylaws provide a time period during which nominations or business must be provided to the Company that will create a predictable window for the submission of such notices, eliminating the risk that the Company finds a meeting will be contested after printing its proxy materials for an uncontested election and providing the Company with a reasonable opportunity to respond to nominations and proposals by stockholders. Board Vacancies. Our Bylaws generally provide that only the Board of Directors (and not the stockholders) may fill vacancies and newly created directorships. Special Meeting of Stockholders. Our Bylaws generally provide that special meetings of stockholders for any purpose or purposes for which meetings may be lawfully called, may be called at any time by our Board of Directors, the Chairman of the Board, the Chief Executive Officer or by one or more stockholders holding shares in the aggregate entitled to cast not less than fifty percent (50%) of the votes at that meeting. Business transacted at any special meeting of stockholders shall be limited to matters relating to the purpose or purposes stated in the notice of meeting. While the foregoing provisions of our Certificate of Incorporation, Bylaws and Delaware law may have an anti-takeover effect, these provisions are intended to enhance the likelihood of continuity and stability in the composition of the Board of Directors and in the policies formulated by the Board of Directors and to discourage certain types of transactions that may involve an actual or threatened change of control. In that regard, these provisions are designed to reduce our vulnerability to an unsolicited acquisition proposal. The provisions also are intended to discourage certain tactics that may be used in proxy fights. However, such provisions could have the effect of discouraging others from making tender offers for our shares and, as a consequence, they also may inhibit fluctuations in the market price of our common stock that could result from actual or rumored takeover attempts. Such provisions also may have the effect of preventing changes in our management. Delaware Takeover Statute In general, Section 203 of the Delaware General Corporation Law prohibits a Delaware corporation that is a public company from engaging in any “business combination” (as defined below) with any “interested stockholder” (defined generally as an entity or person beneficially owning 15% or more of the outstanding voting stock of the corporation and any entity or person affiliated with such entity or person) for a period of three years following the date that such

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stockholder became an interested stockholder, unless: (1) prior to such date, the board of directors of the corporation approved either the business combination or the transaction that resulted in the stockholder becoming an interested stockholder; (2) on consummation of the transaction that resulted in the stockholder becoming an interested stockholder, the interested stockholder owned at least 85% of the voting stock of the corporation outstanding at the time the transaction commenced, excluding for purposes of determining the number of shares outstanding those shares owned (x) by persons who are directors and also officers and (y) by employee stock plans in which employee participants do not have the right to determine confidentially whether shares held subject to the plan will be tendered in a tender or exchange offer; or (3) on or subsequent to such date, the business combination is approved by the board of directors and authorized at an annual or special meeting of stockholders, and not by written consent, by the affirmative vote of at least two-thirds of the outstanding voting stock that is not owned by the interested stockholder. Section 203 of the Delaware General Corporation Law defines “business combination” to include: (1) any merger or consolidation involving the corporation and the interested stockholder; (2) any sale, transfer, pledge or other disposition of ten percent or more of the assets of the corporation involving the interested stockholder; (3) subject to certain exceptions, any transaction that results in the issuance or transfer by the corporation of any stock of the corporation to the interested stockholder; (4) any transaction involving the corporation that has the effect of increasing the proportionate share of the stock of any class or series of the corporation beneficially owned by the interested stockholder; or (5) the receipt by the interested stockholder of the benefit of any loans, advances, guarantees, pledges or other financial benefits provided by or through the corporation. Listing of Common Stock on the Nasdaq Stock Market Our common stock is currently listed on the Nasdaq Stock Market under the trading symbol “IBIO.” Transfer Agent The transfer agent and registrar for our common stock is Continental Stock Transfer & Trust Company. They are located at 1 State Street, 30th floor, New York, New York 10004. Their telephone number is (212) 509-4000.

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Exhibit 10.39 CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS EXHIBIT MARKED BY [***] HAS BEEN OMITTED BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE OF INFORMATION THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL ASSIGNMENT AND EXCLUSIVE LICENSE AGREEMENT (Amylin Target) This Assignment and Exclusive License Agreement (Amylin Target) (together with all Exhibits attached hereto, this “Agreement”) is made effective as of August 27, 2026 (the “Effective Date”), by and between iBio, Inc., a corporation organized under the laws of the State of Delaware, located at 11750 Sorrento Valley Road, Suite 200, San Diego, California 92121 (“iBio”), and AstralBio, Inc., a corporation organized under the laws of Delaware, located at 867 Boylston Street, 5th Floor #1833, Boston, Massachusetts 02116 (“AstralBio”). iBio and AstralBio are referred to in this Agreement individually as a “Party” and collectively as the “Parties.” Capitalized terms used in this Agreement have the meanings assigned to them in Article 1 below or where otherwise defined in this Agreement. RECITALS WHEREAS, the Parties entered into that certain Discovery, Option and License Agreement dated March 27, 2024, as amended pursuant to that certain Amendment to the Discovery, Option and License Agreement dated October 31, 2024 (the “First Amendment”) and Second Amendment to the Discovery, Option and License Agreement dated April 9, 2025 (collectively, the “Option Agreement”), pursuant to which, among other things, AstralBio and iBio have collaborated to research and evaluate novel antibody therapeutics with agreed upon epitopes of interest on such targets; WHEREAS, pursuant to the First Amendment, iBio and AstralBio added the Amylin Target as a Program Target under the Option Agreement; and WHEREAS, iBio and AstralBio now wish to remove the Amylin Target as a Program Target under the Option Agreement and, subject to the terms and conditions of this Agreement, AstralBio wishes to (a) assign to iBio, and iBio wishes to accept from AstralBio, all right, title and interest in and to the AstralBio Assigned IP, and (b) grant iBio, and iBio wishes to accept from AstralBio, an exclusive license under the AstralBio Licensed Patents and AstralBio Licensed Know-How to Develop, Manufacture, Commercialize, and otherwise exploit Program Products directed to the Amylin Target, in the Field, in the Territory. AGREEMENT NOW, THEREFORE, in consideration of the foregoing premises and the mutual covenants contained herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties hereby agree as follows: ARTICLE 1 DEFINITIONS Unless specifically set forth to the contrary herein, the following terms, whether used in the singular or plural, shall have the respective meanings set forth below: 1.1. “AstralBio” shall have the meaning set forth in the preamble of this Agreement. 1.2. “AstralBio Assigned IP” means all rights, title and interest in and to: (a) the Amylin Target, the Program and all Know-How related to any of the foregoing; and (b) all Intellectual Property Derived by or on behalf of either Party and/or its Affiliates, vendors or suppliers during or otherwise in connection with the performance of activities pursuant to the Option Agreement related to any Program Products or to the Amylin Target, including all antibodies; and all Intellectual Property Rights with respect

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-2- to any of the foregoing that are owned by AstralBio and/or its Affiliates as of the Effective Date, including the patents and patent applications listed on Exhibit A under the heading “AstralBio Assigned Patents.” 1.3. “AstralBio Grant-Back Products” means any product in the Field that (a) is directed only to any one or more Targets other than the Amylin Target and (b) is not an Excluded Product. 1.4. “AstralBio Indemnitee(s)” shall have the meaning set forth in Section 8.2 (By iBio). 1.5. “AstralBio Licensed Know-How” means any and all Know-How that is not in the public domain and whether or not patentable, Controlled by AstralBio and/or its Affiliates as of the Effective Date or during the Term, that is necessary or reasonably useful for Development, Manufacturing, Commercialization or other exploitation of Program Products for the Amylin Target; provided, however, that AstralBio Licensed Know-How excludes all AstralBio Assigned IP that is assigned to iBio pursuant to this Agreement. For clarity, the AstralBio Licensed Know-How includes AstralBio’s interest in any Know-How in AstralBio’s and/or its Affiliates’ Background IP that is necessary or reasonably useful for Development, Manufacturing, Commercialization or other exploitation of Program Products for the Amylin Target. 1.6. “AstralBio Licensed Patents” means all patents and patent applications owned or Controlled by AstralBio and/or its Affiliates as of the Effective Date or during the Term that would otherwise be infringed (for patent applications, as if the claims thereof were issued) by Development, Commercialization and other exploitation of any Program Product for the Amylin Target, including any continuation and divisional thereof, any patents issuing thereon or extensions of the patents (including supplementary protection certificates) and any foreign counterparts of the patent applications, patents and patent extensions; provided, however, that AstralBio Licensed Patents exclude all AstralBio Assigned IP that is assigned to iBio pursuant to this Agreement. For clarity, the AstralBio Licensed Patents include AstralBio’s interest in any patents and patent applications that are included in AstralBio’s and/or its Affiliates’ Background IP and would otherwise be infringed (for patent applications, as if the claims thereof were issued) by Development, Commercialization and other exploitation of any Program Product for the Amylin Target. As of the Effective Date, the AstralBio Licensed Patents include the patents and patent applications listed on Exhibit A under the heading “AstralBio Licensed Patents.” 1.7. “Additional Developments” shall have the meaning set forth in Section 5.1(c) (Additional Developments). 1.8. “Affiliate” means, with respect to a specified Person, any entity that directly or indirectly controls, is controlled by or is under common control with such Person. As used in this Section 1.8 (Affiliate), “control” (and, with correlative meanings, the terms “controlled by” and “under common control with”) means, in the case of a corporation, the ownership of fifty percent (50%) or more of the outstanding voting securities thereof or, in the case of any other type of entity, an interest that results in the ability to direct or cause the direction of the management and policies of such party or the power to appoint fifty percent (50%) or more of the members of the governing body of the party or, where ownership of fifty percent (50%) or more of such securities or interest is prohibited by law, ownership of the maximum amount legally permitted. Notwithstanding the foregoing, Affiliates of a Party shall exclude Persons who are financial investors in such Person or under common control of such investors other than such Person and its parent and subsidiary entities. 1.9. “Agreement” shall have the meaning set forth in the introduction to this agreement.

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-3- 1.10. “Amylin Target” means amylin (also known as islet amyloid polypeptide (IAPP) and including the human protein designated by UniProt accession number P10997). The Amylin Target is referred to as “Amylin” under the Option Agreement. 1.11. “Anti-Corruption Laws” shall have the meaning set forth in Section 7.1(e). 1.12. “Applicable Laws” means all statutes, ordinances, regulations, rules or orders of any kind whatsoever of any Governmental Authority that may be in effect from time to time and applicable to the relevant activities contemplated by this Agreement. 1.13. “Background IP” shall have the meaning set forth in Section 5.1(a) (Background IP). 1.14. “Change of Control” means, with respect to a Party (a) the acquisition (in a transaction or series of related transactions) by any Third Party or group of Third Parties acting in concert, together with its Affiliates, of ownership, directly or indirectly, of fifty percent (50%) or more of the then outstanding voting equity securities of such Party (or of any of such Party’s controlling Affiliates), or of the power, directly or indirectly, to direct or cause the direction of the general management and policies of such Party or any of its controlling Affiliates; (b) the consummation of a business combination (including a merger, reorganization, or consolidation) involving such Party with a Third Party, unless, following such business combination, the stockholders of such Party (or of any of such Party’s controlling Affiliates) immediately prior to such business combination own directly or indirectly more than fifty percent (50%) of the then-outstanding voting power of the surviving entity immediately after such business combination; or (c) the sale, exchange, lease, contribution, disposition, or other transfer to a Third Party or group of Third Parties acting in concert of all or substantially all of such Party’s assets or business taken as a whole or relating to the subject matter of this Agreement, in one transaction or a series of related transactions. The acquiring or combining Third Party in any of (a), (b), or (c), and any of such Third Party’s Affiliates (other than the acquired Party and its Affiliates in existence prior to the applicable transaction), is referred to herein as the “Acquirer”. Notwithstanding the foregoing, with respect to each Party, the term “Change of Control” shall not include any sale of shares of capital stock of such Party, in a single transaction or series of related transactions in which (i) such Party issues new securities to institutional or strategic investors for cash or the cancellation or conversion of indebtedness or a combination thereof where such transaction(s) are conducted primarily for bona fide equity financing purposes, or (ii) such Party issues new securities in connection with an initial public offering or follow-on public offering. 1.15. “Claim” shall have the meaning set forth in Section 8.1 (By AstralBio). 1.16. “Clinical and Regulatory Activities” means any clinical drug or biological development activities occurring after the activities set forth in clause (a) of the definition of Development set forth below, including test method development and stability testing, toxicology, formulation, quality assurance/quality control development, statistical analysis, as needed for Clinical Studies and to obtain Regulatory Approvals. 1.17. “Clinical Study” means any clinical testing (regardless of who sponsors or initiates the clinical testing) of a product in human subjects, including Phase 2 Clinical Study and Phase 3 Clinical Study. 1.18. “Commercialize” or “Commercializing” means those activities directed to market, promote, distribute, offer for sale, sell, have sold, import, have imported, export, have exported, or

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-4- otherwise commercialize a Program Product or other pharmaceutical product. When used as a noun, “Commercialization” means all activities involved in Commercializing. 1.19. “Commercially Reasonable Efforts” means efforts at least consistent with the efforts used in the biotechnology or pharmaceutical industry by companies of comparable size with comparable resources to iBio in connection with the Development, Manufacturing or Commercialization of a product of similar market potential, profit potential (without taking into account payments under this Agreement) or strategic value resulting from its own research efforts, and at a similar stage in its product life, taking into account, as applicable, stage of development, mechanism of action, efficacy and safety relative to competitive products in development or in the marketplace, actual or anticipated regulatory authority approved labeling, expected and actual competitiveness of alternative products (including generic products) in development or in the marketplace, the nature and extent of market exclusivity (including patent coverage and regulatory exclusivity), cost and likelihood of obtaining a regulatory approval, availability of manufacture and supply for commercial sale, intellectual property protection and duration, resource allocation, pricing, re-importation concerns, payments under this Agreement, and other relevant scientific, technical, legal, operational, commercial and regulatory considerations. Where applicable, Commercially Reasonable Efforts will be determined on a country-by-country and Indication-by-Indication basis for each Program Product, and are anticipated to change over time, reflecting changes in the status of the applicable market or country involved. 1.20. “Common Stock” means common stock of iBio, par value $0.001 per share. 1.21. “Confidential Disclosure Agreement” means that certain Confidential Disclosure Agreement between AstralBio and iBio, effective February 24, 2024. 1.22. “Confidential Information” means all technical, business or other confidential information of the Disclosing Party, regardless of its form or medium, as provided to the Receiving Party in connection with this Agreement prior to or after the Effective Date, whether or not so marked. Notwithstanding the foregoing, the AstralBio Assigned IP and the Assigned Patent Information (as defined below) shall constitute Confidential Information of iBio and not AstralBio and shall not be subject to the exceptions in Section 6.2(b) or (d) (Exceptions). In addition, the terms of this Agreement that are not publicly disclosed through a press release or by filings to financial regulatory authorities, as permitted herein, shall be the Confidential Information of both Parties. 1.23. “Control” or “Controlled” means, with respect to any Intellectual Property or Intellectual Property Rights and subject to Section 11.4, that a Party has the legal authority or right (whether by ownership, license or otherwise, other than by way of this Agreement) to grant a license, sublicense, access or right to use (as applicable) under such Intellectual Property or Intellectual Property Rights, on the terms and conditions set forth herein, in each case without breaching the terms of any agreement with a Third Party. 1.24. “Derive” or “Derived” and cognates thereof means to develop, invent, identify, discover, create, synthesize, conceive, reduce to practice, design or otherwise generate (whether directly or indirectly, or in whole or in part). 1.25. “Develop” or “Development” or “Developing” means (a) research, discovery, and preclinical drug or biological development activities, including test method development and stability testing, toxicology, formulation, quality assurance/quality control development, statistical analysis, and preclinical studies and (b) Clinical and Regulatory Activities.

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-5- 1.26. “Disclosing Party” shall have the meaning set forth in Section 6.1 (Non-Disclosure Obligation). 1.27. “Dispute” shall have the meaning set forth in Section 10.1 (General). 1.28. “Effective Date” shall have the meaning set forth in the preamble in this Agreement. 1.29. “Equity Issuance” shall have the meaning set forth in Section 4.1 (License Fees). 1.30. “Exchange” shall have the meaning set forth in Section 4.1 (License Fees). 1.31. “Excluded Products” means any antibody, product or therapy comprising: (a) any Program Antibody or any other antibody Derived by or on behalf of either Party and/or its Affiliates, vendors or suppliers during or otherwise in connection with the performance of activities pursuant to the Option Agreement related to the Amylin Target; (b) any antibody Derived by or on behalf of iBio, any of its Affiliates, any iBio Sublicensee, any future owner of the AstralBio Assigned IP or any Program Product Licensee or any of their respective contractors or personnel; (c) any antibodies with a complementarity-determining (CDR) sequence identity of eighty percent (80%) or higher with respect to any antibody in ((a)-(b)); or (d) any antibody, product or therapy that binds to or otherwise interacts with (i) the Amylin Target, (ii) any receptor, receptor complex, isoform, or splice variant through which the Amylin Target exerts a biological effect, or (iii) to the extent the Amylin Target includes or constitutes a signaling pathway, any downstream signaling component, co- receptor, or accessory protein within such pathway, in each case ((i)-(iii)), and activates, agonizes, inhibits, increases the activity of, causes the degradation of, or otherwise modulates the Amylin Target, receptor, or pathway component, as applicable. 1.32. “Executive Officers” shall have the meaning set forth in Section 10.2 (Escalation). 1.33. “FDA” means the U.S. Food and Drug Administration or any successor entity. 1.34. “Field” means the research, diagnosis, treatment, prevention, or management of any disease or medical condition. 1.35. “First Commercial Sale” means, with respect to a Program Product, and with respect to a country or regulatory jurisdiction, the first arm’s length commercial sale for monetary value of such Program Product to a Third Party by iBio or its Affiliates or Program Product Licensees in a country or regulatory jurisdiction following applicable Regulatory Approval. Sales or transfers of a Program Product (a) to an Affiliate or Program Product Licensee (unless the Affiliate or Program Product Licensee is the intended last entity in the distribution chain of the Program Product), or (b) for Clinical Study purposes, for charitable purpose, or for compassionate or similar use, shall not be considered a First Commercial Sale. 1.36. “Governmental Authority” means any court, commission, authority, department, ministry, official or other instrumentality of, or being vested with public authority under any law of, any country, region, state or local authority or any political subdivision thereof, or any association of countries. 1.37. “Grant-Back License” shall have the meaning set forth in Section 2.3 (License Grant to AstralBio). 1.38. “iBio” shall have the meaning set forth in the preamble of this Agreement. 1.39. “iBio Indemnitee(s)” shall have the meaning set forth in Section 8.1 (By AstralBio).

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-6- 1.40. “iBio Parties” shall have the meaning set forth in Section 5.1(b) (Program IP). 1.41. “iBio Platform Technology/Technologies” means iBio’s antibody discovery platform that includes iBio’s proprietary scFv/scFv-Fc/Fab/antibody libraries, immunization strategies, engineered epitopes, and methods for engineering epitopes, and antibody optimization, but does not include conditional activation of antibodies or T-cell engager CD-3 panels. For clarity, and notwithstanding anything to the contrary herein, sequences delivered to AstralBio pursuant to the Option Agreement, and any modifications, improvements or enhancements thereto, shall not be deemed to be “iBio Platform Technology/Technologies.” 1.42. “iBio Sublicense” means a Sublicense granted under the License. 1.43. “iBio Sublicensee” means any Third Party that is granted a Sublicense under the License, whether such Sublicense is granted by iBio or by any sublicensee of any of the rights granted under the License, through multiple tiers, excluding any Subcontractor. 1.44. “Indemnifying Party” shall have the meaning set forth in Section 8.3 (Defined Indemnification Terms). 1.45. “Indemnitee” shall have the meaning set forth in Section 8.3 (Defined Indemnification Terms). 1.46. “Indication” means a separate and distinct disease or condition, sign or symptom of a disease or medical condition, or with respect to a cancer indication, a different tissue origin. For clarity, (a) different lines of treatment, (b) the treatment of separate stages or forms of the same disease or medical condition, (c) the treatment of the same disease or medical condition in different patient populations, in all cases (a) through (c), shall not constitute separate Indications. 1.47. “Intellectual Property” means any and all apparatus, biological materials, compounds, compositions, conceptions, data, databases, designs, discoveries, documentation, equipment, formulae, formulations, ideas, information, innovations, inventions, knowledge, Know-How, machines, methods, molecules, peptides, plans, practices, processes, procedures, production systems, products, programs, results, show-how, software, specifications, studies, systems, techniques, works of authorship, and other intellectual property or technologies, whether or not patentable, copyrightable or susceptible to any other form of legal protection. 1.48. “Intellectual Property Rights” or “IPR” (whether capitalized or not) means any and all intellectual property rights and industrial design rights, whether protected, created or arising under the laws of the United States or any foreign jurisdiction, including the following: (a) Patents; (b) copyrights, mask work rights, database rights and design rights, whether or not registered, published or unpublished, and registrations and applications for registration thereof, and all rights therein whether provided by international treaties or conventions or otherwise; (c) trade secret rights; (d) moral rights; (e) trademarks, service marks, trade names, service names, corporate names, trade dress, logos, and other identifiers of source, including all goodwill associated therewith and all common law rights, registrations and applications for registration thereof, and all rights therein provided by international treaties or conventions, and all reissues, extensions and renewals of any of the foregoing, and all intellectual property rights arising from or in respect of domain names, domain name registrations and reservations; and (f) other applications and registrations related to any of the rights set forth in the foregoing clauses (a) – (e) above which subsist now or will subsist in the future together with all rights of action, powers and benefits arising from ownership of any such rights.

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-7- 1.49. “Know-How” means any know-how and information, including physical, chemical, biological, toxicological, pharmacological, safety data, dosage regimens, control assays, and product specifications. 1.50. “Knowledge” means, with respect to a Party, the actual knowledge of any of the senior management team members of such Party. 1.51. “License” shall have the meaning set forth in Section 2.2 (License Grant to iBio). 1.52. “Liens” means any lien, pledge, hypothecation, charge, mortgage, security interest, encumbrance, equity, trust, equitable interest, claim, preference, right of possession, lease, license, covenant, infringement, interference, order, proxy, option, right of first refusal, preemptive right, defect, exception, reservation, limitation, impairment, imperfection of title, condition or restriction of any nature (including any restriction on transfer of any rights, any restriction on the receipt of any income derived from any rights, any restriction on the exercise of any rights and any other restriction on any other attribute of ownership of any rights). 1.53. “Losses” shall have the meaning set forth in Section 8.1 (By AstralBio). 1.54. “Manufacture” or “Manufacturing” means all operations directed to make, produce, manufacture, process, fill, finish, package, label, perform quality assurance testing, release, ship, or store an antibody or product or any component thereof. When used as a noun, “Manufacture” or “Manufacturing” means all activities involved in Manufacturing an antibody, product, or any component thereof. 1.55. “Market Value” means volume weighted average price of iBio’s Common Stock as reported by Bloomberg, LP over the five (5) day period ending at 4:00 PM on the day prior to the date of determination. 1.56. “Milestone(s)” shall have the meaning set forth in Section 4.1(b) (Milestone Payments). 1.57. “Milestone Payment” shall have the meaning set forth in Section 4.1(b) (Milestone Payments). 1.58. “Multispecific Program Product” means a Program Product that is developed by or on behalf of iBio or any of its Affiliates or any Program Product Licensee and targets (a) the Amylin Target and (b) one (1) or more other Targets. 1.59. “Net Sales” means the gross amount invoiced by iBio, its Affiliates or Program Product Licensees, for any sales of Program Products to Third Party customers, less (without duplication) reasonable and customary deductions for any: [***]. If a sale, transfer or other disposition with respect to a Program Product involves consideration other than cash or is not at arm’s length, then the Net Sales from such sale, transfer or other disposition shall be the fair market value, which shall mean the selling party’s average sales price for the calendar quarter in the country where such sale, transfer or other disposition took place (the “Average Sales Price”); provided, that if there were only de minimus cash sales in such country, at the fair market value as determined in good faith based on the Average Sales Price in comparable markets. In the event a Program Product is sold in any country in the form of a combination product, gross sales of the Program Product shall be determined by multiplying the actual gross sales of such combination product

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-8- by the fraction A/(A + B), where A is the invoice price of the Program Product, if sold separately, and B is the invoice price of any other active component or components in the combination product, if sold separately, in each case in the same country and in the same dosage or unit as the combination product. If, on a country-by-country basis, the other active component or components in the combination product are not sold separately in such country, gross sales of the Program Product shall be calculated by multiplying the actual gross sales of such combination product by the fraction A/C where A is the invoice price of the Program Product if sold separately, and C is the invoice price of the combination product, in each case in the same country and in the same dosage or unit as in the combination product. If, on a country- by-country basis, the Program Product component of the combination product is not sold separately in such country, but the other active component or components are sold separately, gross sales of the Program Product shall be calculated by multiplying actual gross sales of such combination product by the fraction (C-B)/C where B is the invoice price of the other active component or components, if sold separately, and C is the invoice price of the combination product, in each case in the same country and in the same dosage or unit as the combination product. If, on a country-by-country basis, neither the Program Product nor the other active components of the combination product are sold separately in such country, gross sales for such combination product shall be determined by the Parties in good faith. [***]. 1.60. “Option Agreement” shall have the meaning set forth in the recitals to this Agreement. 1.61. “Party” or “Parties” shall have the meaning set forth in the preamble to this Agreement. 1.62. “Party License” means (a) with respect to iBio, the License, and (b) with respect to AstralBio, the Grant-Back License. 1.63. “Patent(s)” means (a) all national, regional and international patents and patent applications, including any provisional patent application, (b) any patent application claiming priority from such patent application or provisional patent applications, including divisions, continuations, continuations-in-part, (c) any patent that has issued or in the future issues from any of the foregoing patent applications, including any utility or design patent or certificate of invention, and (d) re-issues, renewals, extensions, substitutions, re-examinations or restorations, registrations and revalidations, and supplementary protection certificates and equivalents to any of the foregoing. 1.64. “Person” means any individual, sole proprietorship, corporation, joint venture, limited liability company, partnership, limited partnership, limited liability partnership, trust or any other private, public or governmental entity. 1.65. “Phase 2 Clinical Study” means a clinical study of an investigational Program Product in human patients anywhere in the Territory conducted to evaluate the effectiveness of the Program Product for a particular indication or indications in patients with the disease or condition under study and to generate more detailed safety, tolerability, and pharmacokinetics information associated with the Program Product, as described in 21 C.F.R. § 312.21(b) (as amended or any replacement thereof), or a comparable clinical study required by the relevant Regulatory Authority in a country other than the United States. 1.66. “Phase 3 Clinical Study” means a clinical study of an investigational Program Product in human patients anywhere in the Territory that incorporates accepted endpoints for confirmation of statistical significance of efficacy and safety with the aim to obtain Regulatory Approval, as described in 21 C.F.R. § 312.21(c) (as amended or any replacement thereof), or a comparable clinical study required by the relevant Regulatory Authority in a country other than the United States.

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-9- 1.67. “Pricing and Reimbursement Approval” means such governmental approval, agreement, determination or decision establishing prices for a Program Product or any other pharmaceutical product that can be charged or reimbursed in regulatory jurisdictions where the applicable Governmental Authorities approve or determine the price of or reimbursement for pharmaceutical products. 1.68. “Product Infringement” shall have the meaning set forth in Section 5.3(a) (Notice) 1.69. “Program” means all Program Products and related Know-How. The Program may consist of multiple Program Products, each targeting the Amylin Target. 1.70. “Program Antibody” means an antibody identified pursuant to the Option Agreement that (a) is described on Exhibit B or (b) would infringe (absent ownership thereof or a license thereto) any Assigned Patent, any patent issuing from any Assigned Patent or any patent issuing from any patent application filed by iBio or any of its Affiliates that discloses and claims any invention within the AstralBio Assigned IP. 1.71. “Program Product” means any product in the Field that is directed to the Amylin Target and contains (alone or with other active ingredients) a Program Antibody. For clarity, a Program Product may also be directed to one or more other Targets (in addition to being directed to the Amylin Target). 1.72. “Program Product License” means a license (or iBio Sublicense, as applicable) granted by iBio, any of its Affiliates, any iBio Sublicensee or any future owner of the AstralBio Assigned IP to a Third Party, under AstralBio Assigned IP, AstralBio Licensed Patents and/or AstralBio Licensed Know-How, to Develop, Manufacture, make, have made, use, keep, import, export, offer for sale, sell, Commercialize or otherwise exploit one or more Program Products, in the Field, in the Territory, excluding engagement of a Subcontractor. 1.73. “Program Product License Fees” shall have the meaning set forth in Section 4.2 (Program Product License Fees). 1.74. “Program Product Licensee” means a Third Party that is granted a Program Product License. 1.75. “Program Product Licensing Proceeds” means any [***]. 1.76. “Prosecution and Maintenance” means the responsibility and authority for (a) preparing, filing and prosecuting applications (of all types) for any Patent, (b) managing any interference, opposition, re-issue, reexamination, invalidation proceedings, revocation, nullification, or cancellation proceeding relating to the foregoing, (c) deciding to abandon Patent(s), (d) listing in regulatory publications (as applicable), (e) patent term extension, and (f) settling any interference, opposition, revocation, nullification or cancellation proceeding. 1.77. “Receiving Party” shall have the meaning set forth in Section 6.1 (Non-Disclosure Obligation). 1.78. “Regulatory Approval(s)” means all approvals necessary for the Manufacture and Commercialization of a Program Product or any other pharmaceutical product for one or more Indications in a country or regulatory jurisdiction, which may include satisfaction of all applicable regulatory and notification requirements. Regulatory Approvals include approvals by Regulatory Authorities of investigational new drug applications (as more fully described in 21 C.F.R. § 312 or its successor

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-10- regulation) and biologics license applications (as more fully described in 21 C.F.R. Part 601.20 or its successor regulation), but excludes Pricing and Reimbursement Approvals. 1.79. “Regulatory Authority” means any applicable Governmental Authority responsible for granting Regulatory Approvals for products, including the FDA, the National Medical Products Administration of the People’s Republic of China, the European Medicines Agency, and any corresponding national or regional regulatory authorities. 1.80. “SEC” shall the U.S. Securities and Exchange Commission. 1.81. “Subcontractor” means a Third Party contractor engaged by a Person to perform certain obligations of such Person, or exercise certain rights of such Person in connection therewith, in relation to the subject matter of this Agreement (including Third Party distributors, contract research organizations, and contract manufacturing organizations). 1.82. “Sublicense” shall have the meaning set forth in Section 2.4 (Sublicenses). 1.83. “Target” means a clinically relevant biological target. 1.84. “Term” shall have the meaning set forth in Section 9.1 (Term). 1.85. “Territory” means worldwide. 1.86. “Third Party” means an entity other than (a) AstralBio and its Affiliates or (b) iBio and its Affiliates. 1.87. “Upfront Fee” shall have the meaning set forth in Section 4.1(a) (Upfront Fee). 1.88. “U.S. Dollars”, “Dollars” or “$” means United States dollars, the lawful currency of the United States. ARTICLE 2 ASSIGNMENT AND EXCLUSIVE LICENSE 2.1. Assignment. AstralBio hereby unconditionally and irrevocably transfers, grants, sells, conveys and assigns to iBio, free and clear of all Liens and encumbrances of any kind, the entire right, title and interest in and to the AstralBio Assigned IP, including (a) the right to file applications for Patents throughout the world claiming priority from patents and patent applications in the AstralBio Assigned IP (the “Assigned Patents”), (b) the right to sue, counterclaim and recover damages for past, present and future infringement or misappropriation of the Patents in clause (a) throughout the world, and (c) all rights throughout the world in the inventions disclosed or claimed in the Assigned Patents. AstralBio shall perform all acts, and execute all documents, which are reasonably requested by iBio to confirm AstralBio’s conveyance of the entire right, title and interest in and to the AstralBio Assigned IP to iBio, including execution of the patent assignment set forth in Exhibit C. iBio may use, disclose and otherwise exploit the AstralBio Assigned IP in any manner that iBio sees fit without further obligation to compensate AstralBio other than as expressly set forth in this Agreement. Within ten (10) days after the Effective Date, AstralBio shall transfer to iBio, at no cost to iBio, (x) a list setting forth, for each Assigned Patent in the Territory, the name, address, e-mail address, telephone number and other contact information of the prosecution counsel who evaluated, prepared, or prosecuted the Assigned Patent, and/or who is currently involved in evaluation, preparation, prosecution and maintaining registrations of the Assigned Patent, (y) complete copies of all files, documents and tangible materials constituting, comprising or relating to the investigation, evaluation,

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-11- preparation, prosecution, maintenance, defense, filing, issuance, registration, assertion or enforcement of the Assigned Patents, including, without limitation, e-mail messages and other electronic and computer stored or generated data (including those in counsel’s possession), and (z) a list of any payments, office actions or other actions to be taken to maintain the Assigned Patents that fall within sixty (60) days of the Effective Date (the “Assigned Patent Information”). The Parties agree that: (i) this Agreement provides the Parties with a common interest in potential enforcement of the Assigned Patents through litigation, (ii) AstralBio’s transfer of documents regarding the prosecution of the Assigned Patents to iBio furthers that common interest, and (iii) the Parties do not intend such transfer to waive any privilege that applies to such documents. Notwithstanding anything to the contrary in this Agreement, iBio shall not assign, transfer or convey any of the AstralBio Assigned IP to any Third Party unless such Third Party agrees in writing to be bound by iBio’s obligations to AstralBio under this Agreement with respect to the AstralBio Assigned IP so assigned, transferred or conveyed, with all references to iBio in this Agreement deemed to include such Third Party for all purposes (including for purposes of the definitions of Net Sales and Program Product Licensing Proceeds, iBio’s obligations under Article 4 (Consideration), and iBio’s obligations set forth in this sentence), and iBio shall provide AstralBio with a copy of such written agreement promptly following execution thereof. For clarity, a Program Product License shall not constitute an assignment, transfer or conveyance of the AstralBio Assigned IP for purposes of the immediately preceding sentence. 2.2. License Grant to iBio. Subject to the terms and conditions of this Agreement, AstralBio grants to iBio an exclusive, non-transferable (except as permitted under Section 11.2) license, with the right to grant sublicenses in accordance with Section 2.4, under the AstralBio Licensed Patents and AstralBio Licensed Know-How, to Develop, Manufacture, make, have made, use, keep, import, export, offer for sale, sell, Commercialize and otherwise exploit Program Products, in the Field, in the Territory (collectively, the “License”). 2.3. License Grant to AstralBio. Subject to the terms and conditions of this Agreement, iBio grants to AstralBio a royalty-free, non-exclusive, non-transferable (except as permitted under Section 11.2) license, with the right to grant sublicenses in accordance with Section 2.4, under the AstralBio Assigned IP to the extent directed to subject matter other than the Amylin Target and any Excluded Products, to Develop, Manufacture, make, have made, use, keep, import, export, offer for sale, sell, Commercialize and otherwise exploit AstralBio Grant-Back Products, in the Field, in the Territory (collectively, the “Grant-Back License”). For clarity, the Grant-Back License does not authorize any activities related to the Amylin Target or any Excluded Products. 2.4. Sublicenses. Each Party may grant sublicenses under its Party License to its Affiliates and Third Parties (including service providers), through multiple tiers, solely in accordance with the provisions of this Section 2.4. Each sublicense under a Party License, including to an Affiliate (and regardless of tier) (each, a “Sublicense”) must be in writing, and consistent with the terms and conditions of this Agreement. Each Party will provide the other Party with a copy of each Sublicense within fifteen (15) days after execution by such Party, or will direct the other Party to a form of the Sublicense that has been filed with any Governmental Authority promptly following filing thereof. A Party’s receipt of any Sublicense shall not constitute a waiver of any of the other Party’s obligations hereunder, or such Party’s rights. Notwithstanding any Sublicense, a Party shall remain primarily liable to the other Party for all of its obligations contained in this Agreement, and for all acts and omissions of its sublicensee with respect to such obligations. 2.5. Reserved Rights. AstralBio hereby expressly reserves: (a) the right under the AstralBio Licensed Patents and AstralBio Licensed Know-How to perform its obligations under this Agreement and the Option Agreement and (b) subject to the terms of the Option Agreement, the right to practice, and to grant licenses under, the AstralBio Licensed Patents and AstralBio Licensed Know-How outside of the scope of the rights granted under the License. iBio hereby expressly reserves all rights under the AstralBio

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-12- Assigned IP and iBio’s Background IP not otherwise granted to AstralBio. Except as expressly set forth in this Agreement, no license or other right is or will be created or granted by either Party under this Agreement by implication, estoppel or otherwise. 2.6. Amylin Target. The Parties hereby agree that, effective as of the Effective Date, the Amylin Target is no longer a Program Target under the Option Agreement, and all rights, title, interest and licenses granted by iBio, and restrictions, limitations and obligations (including payment obligations) of iBio, related to the Amylin Target and related antibodies and products, Intellectual Property and Intellectual Property Rights under the Option Agreement, including the Program, are hereby terminated. For clarity, the Amylin Target and related antibodies and products are no longer subject to any term or condition of the Option Agreement and, as between the Parties, shall be governed solely by the terms of this Agreement. ARTICLE 3 DEVELOPMENT, MANUFACTURE AND COMMERCIALIZATION OF PROGRAM PRODUCTS 3.1. Responsibility of iBio. iBio shall be solely responsible, at its cost, for all activities related to the Development, Manufacture and Commercialization of Program Products in the Field in the Territory. All decisions related to the Development, Manufacture and Commercialization of Program Products in the Field in the Territory (including pricing, methods of distribution, contracting and any other decisions related to launch, sales and marketing, and promotion of such Program Products) will be at iBio’s sole discretion, subject to Section 3.2 and the other terms of this Agreement. For clarity, iBio shall be solely responsible for all aspects of the Commercialization of Program Products in the Field in the Territory, at its sole expense, including: (a) developing and executing a commercial launch and pre-launch plan; (b) negotiating with applicable Governmental Authorities regarding the Pricing and Reimbursement Approval for Program Products; (c) marketing and promotion; (d) booking sales and distribution and performance of related services; (e) handling all aspects of order processing, invoicing and collection, inventory and receivables; (f) providing customer support, including handling medical queries, and performing other related functions; and (g) conforming its practices and procedures to Applicable Laws relating to the marketing, detailing and promotion of Program Products in the Field in the Territory. 3.2. Diligence. iBio, directly or through one or more of its Affiliates or Program Product Licensees, shall use Commercially Reasonable Efforts to Develop and, once the necessary Regulatory Approvals are obtained, Commercialize at least one Program Product in the Field in at least one country in the Territory. 3.3. Regulatory Responsibilities. iBio shall be solely responsible for all regulatory activities necessary to obtain and maintain Regulatory Approval and Pricing and Reimbursement Approval, of the Program Products in the Field in the Territory, including: (a) the preparation, filing and maintenance of relevant filings for Regulatory Approvals with the Regulatory Authorities; (b) pharmacovigilance requirements for any Program Product; and (c) Remedial Actions of any Program Products (a “Remedial Action” is any recall, corrective action or other regulatory action taken by virtue of Applicable Law). 3.4. Reporting. Within in sixty (60) days after the end of each calendar year, iBio shall provide AstralBio on an annual basis with a written report describing in reasonable detail the then-current status of the Development and Commercialization of the Program Products, and material activities taken over the prior year, and planned to be taken over the upcoming year (including, any Milestone that is anticipated to be achieved in the upcoming year), with respect to the Development and Commercialization of the Program Products. In addition, commencing with the first calendar year during which the First Commercial Sale occurs and continuing until the date on which all Milestones have been achieved, iBio will provide

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-13- AstralBio with a written, annual report of Net Sales for each calendar year, within sixty (60) days after the end of such calendar year. ARTICLE 4 CONSIDERATION 4.1. License Fees. iBio shall pay AstralBio the Upfront Fee and the Milestone Payments (collectively, the “License Fees”) in accordance with Section 4.1(a) and Section 4.1(b) below. If, as of the date on which a License Fee is payable to AstralBio, the Common Stock remains listed with the NYSE – American Stock Exchange (or such other exchange which constitutes iBio’s primary stock exchange in the United States at such time) (referred to herein as an “Exchange”), and subject to the Exchange rules, iBio shall pay such License Fee to AstralBio by issuing Common Stock to AstralBio based on the Market Value of the Common Stock on the date of the payment of such License Fee (an “Equity Issuance”). If, as of the date on which a License Fee is payable to AstralBio, the Common Stock is not listed on an Exchange, or cannot be issued to AstralBio in accordance with Exchange rules or Section 4.4, then iBio shall pay such License Fee in the form of a cash payment in U.S. Dollars to AstralBio. (a) Upfront Fee. Within thirty (30) days after the Effective Date, iBio shall pay to AstralBio an irrevocable, non-refundable, non-creditable amount of seven hundred fifty thousand U.S. Dollars (US$750,000) (the “Upfront Fee”). (b) Milestone Payments. Within twenty (20) days following the occurrence of each milestone set forth in the below table (each, a “Milestone”), iBio shall provide written notice to AstralBio of the occurrence of such event and, within sixty (60) days (or ninety (90) days for a Milestone achieved by a Program Product Licensee) of the occurrence of each Milestone, shall pay to AstralBio the corresponding one-time, non-refundable, non-creditable milestone payment set forth in the table below (each, a “Milestone Payment”); in each case, whether such Milestone is achieved by or on behalf of iBio, its Affiliates, any Program Product Licensee or any future owner of the AstralBio Assigned IP; [***]. In the event the First Commercial Sale Milestone is achieved before any of the prior Milestones in the table below, all other such prior Milestones will be deemed to have been achieved as well. For clarity, each Milestone Payment shall be payable only once on the first Program Product to achieve the relevant Milestone (including any Accelerated Milestone) (i.e., if a second, or subsequent, Program Product achieves the same Milestone, no Milestone Payment shall be paid in respect of such second, or subsequent, Program Product). Milestones Milestone Payment (USD) [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***]

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-14- 4.2. Program Product License Fees. In the event iBio or any of its Affiliates enters into a Program Product License with a Third Party, iBio shall pay AstralBio [***] Program Product Licensing Proceeds received by iBio and its Affiliates (the “Program Product License Fees”), within sixty (60) days following receipt of such Program Product Licensing Proceeds. 4.3. Mode of Payment. Unless otherwise specified herein, all payments to be made under this Agreement shall be made in U.S. Dollars and shall be paid by electronic transfer in immediately available funds to such bank account in the United States as is designated in writing by each Party. All payments shall be free and clear of any transfer fees or charges. 4.4. Issuing Equity. In the event of an Equity Issuance, in each case, iBio shall (i) list with an Exchange and (ii) register with the SEC, any and all shares of Common Stock issued as consideration for a Milestone Payment, as applicable. Notwithstanding anything herein to the contrary, in accordance with the rules of the Nasdaq Stock Market LLC, in no event shall iBio issue to AstralBio pursuant to this Agreement result in AstralBio owning more than 19.9% of the total number of shares of Common Stock of iBio outstanding as of the date of entering into this Agreement. 4.5. Interest. If any payment due under this Agreement is not paid by the due date, the respective Party may charge interest on any outstanding amount of such payment, accruing as of the original due date, at an annual rate equal to the rate of prime (as reported in The Wall Street Journal, Western U.S. Edition) plus 1.5% per annum or the maximum rate allowable by Applicable Law, whichever is less. The payment of such interest shall not foreclose a Party from exercising any other rights it may have because any payment is overdue. 4.6. Taxes. Each Party will be responsible for all taxes, fees, duties, levies or similar amounts imposed on its own income, assets, capital, employment, personnel, and right or license to do business. The amounts payable by iBio to AstralBio pursuant to this Agreement will not be reduced on account of any taxes unless required by Applicable Laws. Any taxes, duties, or other levies which iBio is required by Applicable Laws to withhold on remittance of any payment(s) due under this Agreement will be deducted from such payment(s) to AstralBio and timely paid to the appropriate taxing authority. iBio will secure and send to AstralBio proof of any such taxes, duties or other levies withheld and paid by iBio for the benefit of AstralBio, and cooperate, at AstralBio’ expense, with any reasonable request to help ensure that amounts withheld or paid are reduced or recovered to the extent permitted by the relevant jurisdiction. 4.7. Records and Audits. iBio and its Affiliates will maintain (and will cause each iBio Sublicensee to maintain) complete and accurate books and records, in accordance with generally accepted accounting principles consistently applied, that enable the Milestone Payments and Program Product License Fees and other amounts payable to AstralBio under this Agreement to be verified. Such books and records for a given calendar year shall be maintained for three (3) years after the end of such calendar year. Upon reasonable prior written notice to iBio, iBio shall permit an independent certified public accounting firm of nationally recognized standing selected by AstralBio and reasonably acceptable to iBio, at AstralBio’s expense, to have reasonable access to all necessary books and records relevant to the determination of the payments due under this Agreement, sufficient to conduct a review and audit thereof. Such access shall be available not more than once each calendar year, during normal business hours, during the Term and for each of the three (3) years after the Term. AstralBio shall provide iBio with a copy of the accounting firm’s written report within thirty (30) days of completion of such report. If such accounting firm correctly concludes that an overpayment was made, then such overpayment shall be credited against any future payment due to AstralBio hereunder (if there is no future payment due, then AstralBio shall promptly refund such overpayment to iBio). If such accounting firm determines that iBio has underpaid an amount due under this Agreement by five percent (5%) or more, iBio will pay the costs and expenses charged by such accounting firm in connection with their review and/or audit. iBio will pay any overdue

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-15- amounts as well as late interest charges within fourteen (14) days of notification to it of underpayment with supporting documentation. AstralBio shall treat all financial information, subject to review under this Section 4.7 (Records and Audits) as iBio’s Confidential Information in accordance with the confidentiality provisions of ARTICLE 6 (Confidentiality; Publication), and, prior to commencing such audit, shall cause its accounting firm to enter into a confidentiality agreement with iBio obligating it to treat all such financial information in confidence pursuant to such confidentiality provisions. Such accounting firm shall not disclose iBio’s Confidential Information to AstralBio, except to the extent such disclosure is necessary to verify the accuracy of the financial reports furnished by iBio or the amount of payments from or by iBio under this Agreement. ARTICLE 5 INTELLECTUAL PROPERTY 5.1. Inventions; Ownership. (a) Background IP. As between the Parties, and subject to the rights, licenses and assignments expressly set forth under this Agreement and the Option Agreement, as applicable, each Party shall own or continue to own all rights, title and interests in and to any and all Intellectual Property and Intellectual Property Rights that were Controlled by such Party prior to the Effective Date, or that are generated by or for (by a Third Party) such Party, or to which such Party obtains rights, outside performance of this Agreement and without use of the other Party’s Controlled Intellectual Property or Intellectual Property Rights (each Party’s “Background IP”). Without limiting the foregoing, the iBio Platform Technology is iBio’s Background IP. (b) Program IP. As between the Parties, excluding AstralBio’s Background IP, iBio shall own all rights, title and interest in and to any Intellectual Property Derived by or on behalf of iBio, any of its Affiliates, any iBio Sublicensee, any future owner of the AstralBio Assigned IP or any Program Product Licensees or any of their respective contractors or personnel (collectively, “iBio Parties”) at any time during the Term related to any Program Products, the Amylin Target and/or the Program, and all Intellectual Property Rights with respect to any such Intellectual Property (collectively, “Program IP”). (c) Additional Developments. Subject to Section 5.1(a) and Section 5.1(b), as applicable, the ownership of any other Intellectual Property Derived by or on behalf of a Party in connection with this Agreement (each Party’s “Additional Developments”), shall follow inventorship or authorship determined in accordance with U.S. patent law. (d) Limits. Neither Party shall, without the express prior written consent of the other Party, use or disclose the other Party’s Intellectual Property, Intellectual Property Rights or other Confidential Information in any patent applications, amendments, office actions and responses thereto, issued patents, related correspondence, and other related documents with respect thereto. 5.2. Prosecution and Maintenance. Unless otherwise agreed to by the Parties, during the Term iBio shall have the sole right of Prosecution and Maintenance with respect to any of the AstralBio Licensed Patents, through counsel of its choosing and at its expense. iBio shall consult with AstralBio and keep AstralBio reasonably informed of such Prosecution and Maintenance and shall provide AstralBio with all material correspondence received from any patent authority in connection therewith. In addition, iBio shall provide AstralBio with drafts of all proposed material filings and correspondence to any patent authority in the Territory in connection with such Prosecution and Maintenance for AstralBio’s review and comment prior to the submission of such proposed filings and correspondence; provided, AstralBio provides iBio comments within twenty (20) days after receiving the draft filings. iBio shall consider in good faith AstralBio’s comments and iBio shall have final decision-making authority over the Prosecution

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-16- and Maintenance of the AstralBio Licensed Patents. The Parties will cooperate with each other in good faith to facilitate the Prosecution and Maintenance of the AstralBio Licensed Patents, including executing any relevant instruments and making its employees, agents and consultants reasonably available to the other Party (or to the other Party’s authorized attorneys, agents or representatives), to the extent reasonably necessary to enable iBio to undertake its Prosecution or Maintenance responsibilities. Any costs and expenses associated with AstralBio performing the Prosecution and Maintenance of the AstralBio Licensed Patents, to the extent incurred in accordance with iBio’s direction, shall be reimbursed by iBio to AstralBio within a reasonable time after AstralBio presents any invoices from counsel assisting with such Prosecution and Maintenance. For the avoidance of doubt, iBio shall have the sole right of Prosecution and Maintenance of the Patents within the AstralBio Assigned IP, with AstralBio cooperating with iBio in good faith to facilitate such Prosecution and Maintenance, including executing any relevant instruments and making its employees, agents and consultants reasonably available to iBio (or iBio’s authorized attorneys, agents, or representatives), to the extent reasonably necessary to enable iBio to undertake such Prosecution and Maintenance responsibilities. 5.3. Patent Enforcement. (a) Notice. Each Party shall notify the other within ten (10) days of becoming aware of any alleged or threatened infringement during the Term of any AstralBio Licensed Patent in the Territory by a Third Party product that is or would be a competitor to a Program Product (collectively, “Product Infringement”). Following such notification, the Parties will confer. In the event a Third Party asserts the Program Products infringe such Third Party’s rights, the Parties shall work together in good faith to develop an approach to address the Third Party’s assertion subject to subsection (b) below. (b) Enforcement Right. iBio or its Program Product Licensee shall have the first right (but not the obligation) to bring and control any legal action against any Third Party engaged in any Product Infringement at its own expense as it determines appropriate. During any such claim, suit, or proceeding, iBio shall (A) keep AstralBio reasonably informed of all material developments in connection with such claim, suit or proceeding; (B) reasonably consider AstralBio’s comments; and (C) not settle any such claim, suit or proceeding except in a manner that is consistent with this Agreement and does not result in an admission of liability on the part of AstralBio or any of its Affiliates. If iBio and its Program Product Licensee: (i) elects to not bring such legal action with respect to such Product Infringement (the decision of which iBio shall inform AstralBio promptly) or (ii) otherwise fails to bring such legal action within ninety (90) days after first becoming aware of such Product Infringement, then AstralBio shall have the right (but not the obligation) to bring and control any legal action in connection with such Product Infringement at its own expense as it reasonably determines appropriate. Subject to the foregoing, each Party shall have the first right to bring and control any legal action to enforce the Patents it Controls at its own expense and by counsel of its own choice as it reasonably determines appropriate, and such Party shall consider in good faith the interests of the other Party in such enforcement. The Party bringing legal action shall not enter into any settlement admitting the invalidity of, or otherwise impairing, any AstralBio Licensed Patents impacting Program Products without the prior written consent of the other Party. (c) Collaboration. Each Party shall provide to the enforcing Party with respect to a Product Infringement reasonable assistance in such enforcement, at such enforcing Party’s request and expense, including to be named in such action if required by Applicable Laws to pursue such action. The enforcing Party shall keep the other Party regularly informed of the status and progress of such enforcement efforts and shall reasonably consider the other Party’s comments on any such efforts, including determination of litigation strategy and filing of material papers to the competent court. The non-enforcing Party shall be entitled to separate representation in such matter by counsel of its own choice and at its own expense, but such Party shall at all times cooperate fully with the enforcing Party.

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-17- (d) Expense and Recovery. The enforcing Party with respect to a Product Infringement shall be solely responsible for any expenses incurred by such Party as a result of such enforcement action. If such Party recovers monetary damages in an enforcement action pursuant to Section 5.3(b), such recovery shall be allocated first to the reimbursement of any documented out-of-pocket legal expenses incurred by the enforcing Party in such enforcement action, second to the reimbursement of any documented out-of-pocket legal expenses incurred by the other Party in such enforcement action, and any remaining amounts shall be retained as follows: (a) if iBio is the enforcing Party, then iBio shall retain such amounts, provided that such amount shall be deemed to be “Net Sales” and “Program Product Licensing Proceeds” in the calendar year in which the money is actually received by iBio and iBio shall pay the corresponding Program Product License Fees to AstralBio in accordance with Section 4.2 (and, if applicable, any Milestone Payment) and (b) if AstralBio is the enforcing Party, then AstralBio shall retain thirty percent (30%) of such remaining amount and shall pay seventy percent (70%) to iBio. For clarity, AstralBio shall receive one hundred percent (100%) of any portion of any such recovery that does not constitute damages for a Product Infringement. (e) AstralBio Assigned IP. For the avoidance of doubt, iBio shall have the sole right to enforce all Intellectual Property Rights within or relating to the AstralBio Assigned IP and to retain all recoveries therefrom. AstralBio shall, at iBio’s reasonable request and expense, cooperate with and assist iBio in connection with any enforcement of the AstralBio Assigned IP, including by (joining as a party to any such action if reasonably required by iBio or necessary to establish standing, (ii) making available relevant documents, records, and information in AstralBio’s possession or control, (iii) making AstralBio’s personnel reasonably available for interviews, depositions, and testimony, and (iv) executing any documents or instruments reasonably necessary to effectuate or support such enforcement. 5.4 Trademarks. iBio shall own and be responsible for all trademarks, trade names, branding or logos related to Program Products in the Field in the Territory. iBio shall be responsible for selecting, registering, prosecuting, defending, and maintaining all such marks at iBio’s sole cost and expense. ARTICLE 6 CONFIDENTIALITY; PUBLICATION 6.1. Nondisclosure Obligation. For the Term of this Agreement and five (5) years thereafter, the Party receiving the Confidential Information of the other Party (such receiving Party or a Party’s Affiliate, the “Receiving Party”) shall keep confidential and not publish, make available or otherwise disclose any Confidential Information to any Affiliate or Third Party, without the express prior written consent of the Party that disclosed such Confidential Information (such disclosing Party or a Party’s Affiliate, the “Disclosing Party”); provided however, the Receiving Party may disclose the Confidential Information to those of its Affiliates, actual and potential Program Product Licensees, officers, directors, employees, agents, consultants or independent contractors who need to know the Confidential Information in connection with this Agreement and are bound by confidentiality obligations with respect to such Confidential Information no less onerous than the terms herein. The Receiving Party shall exercise at a minimum the same degree of care it would exercise to protect its own Confidential Information (and in no event less than a reasonable standard of care) to keep confidential the Disclosing Party’s Confidential Information. The Receiving Party shall use the Confidential Information solely in connection with the purposes of this Agreement and shall not use the Disclosing Party’s Confidential Information for any other purpose. This Article 6 (Confidentiality; Publication) does not limit or expand the scope of any licenses granted in this Agreement. To the extent there is any conflict between this Article 6 (Confidentiality; Publication) and any other agreement related to Confidential Information entered into between the Parties, the terms of this Article 6 (Confidentiality; Publication) shall control with respect to disclosures made under or in connection with this Agreement. For the avoidance of doubt, nothing in the Option Agreement or the

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-18- Confidential Disclosure Agreement shall be construed to restrict or limit any permitted use or disclosure of Confidential Information made by a Receiving Party in accordance with this Agreement. 6.2. Exceptions. The Receiving Party’s obligations under Section 6.1 (Non-Disclosure Obligation) shall not apply to any information that: (a) is now, or hereafter becomes, through no act or failure to act on the part of the Receiving Party in breach of this Agreement, generally known or available; (b) is rightfully known by the Receiving Party, free of any obligation of confidence, at the time of receiving such information from the Disclosing Party, as evidenced by its pre- existing written records; (c) is hereafter furnished to the Receiving Party by a Third Party, as a matter of right and without restriction on disclosure; or (d) is independently discovered or developed by or for the Receiving Party, without the aid, use or application of any Confidential Information of the Disclosing Party, as evidenced by the Receiving Party’s contemporaneously-maintained written records. Confidential Information disclosed to the Receiving Party shall not be deemed to fall within the foregoing exceptions ((a) – (d)) merely because it is embraced by more general information that falls within such exceptions. 6.3. Authorized Disclosure. Notwithstanding Section 6.1 (Non-Disclosure Obligation), it shall not be considered a breach of this Agreement if the Receiving Party discloses Confidential Information of the Disclosing Party in order to comply with a lawfully issued court or governmental order or with a requirement of Applicable Laws or the rules of any Exchange; provided that: (a) the Receiving Party gives prompt written notice of such disclosure requirement to the Disclosing Party (unless legally prohibited to do so) and cooperates with the Disclosing Party’s efforts to oppose such disclosure or obtain a protective order for such Confidential Information; and (b) if such disclosure requirement is not quashed or a protective order is not obtained, the Receiving Party shall only disclose those portions of the Confidential Information that it is legally required to disclose and shall make a reasonable effort to obtain confidential treatment for the disclosed Confidential Information. Notwithstanding the foregoing, any disclosures pursuant to the above shall continue to be subject to the confidentiality and non-use obligations of this Agreement. In addition, the Receiving Party may disclose Confidential Information, without violating its obligations under this Agreement, to the extent the disclosure is reasonably necessary to exercise or enforce the Receiving Party’s rights under this Agreement. 6.4. Competitive Products. The Parties agree that each Party may develop information internally or receive information from Affiliates or Third Parties that may be similar to the other Party’s Confidential Information. 6.5. Publicity; Use of Names. Neither Party shall use the other Party’s name or trademarks in any advertising, sales, or promotional material or in any publication without the prior written consent of the other Party. Notwithstanding the preceding sentence or any other provision of this Article 6 (Confidentiality; Publication), the Parties agree that: (a) Each of the Parties agrees not to disclose to any Third Party or Affiliates the terms and conditions of this Agreement without the prior approval of the other Party, except to (i) advisors (including consultants, financial advisors, attorneys and accountants), (ii) actual or bona fide potential and existing investors, Program Product Licensees and acquirers on a need to know basis, in each case under circumstances that reasonably protect the confidentiality thereof, (iii) to the extent necessary to comply with the terms of agreements with Third Parties or Affiliates, or (iv) to the extent required by Applicable Laws, including securities laws and regulations; provided that any disclosures pursuant to (i)–(iii) shall be pursuant to terms of a written non-disclosure/non-use agreement with terms and conditions at least as protective of the Confidential Information as those set forth in this Article 6 (Confidentiality; Publication) (or, in the case of attorneys, to a duty and obligation of nondisclosure or nonuse pursuant to applicable rules of the profession).

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-19- (b) The Parties acknowledge the need to keep investors and others informed regarding such Party’s business under this Agreement, including as required by the rules of a recognized stock exchange. To the extent a Party is publicly listed or becomes publicly listed, and subject to the rest of this Section 6.5 (Publicity; Use of Names), such Party may make disclosures to the SEC or other applicable agency as it determines, based on advice of counsel, as reasonably necessary to comply with Applicable Laws or for appropriate market disclosure; provided that each Party shall provide the other Party with advance notice of disclosures to the extent practicable. The Parties shall consult with each other on the provisions of this Agreement to be redacted in any filings made by a Party with the SEC or as otherwise required by Applicable Laws; provided that each Party shall have the right to make any such filing as it reasonably determines necessary under Applicable Laws. 6.6. Public Announcements. The Parties agree that either Party or both Parties may issue a press release to announce the execution of this Agreement, provided that the Parties will collaborate to provide a reasonable opportunity for mutual input on press release content and/or the potential for a joint press release; thereafter, AstralBio and iBio may each disclose to Third Parties and their Affiliates the information contained in such initial press release without the need for further approval by the other. It is further understood that either Party may be required to issue press releases or make disclosures required by Applicable Law relating to this Agreement. The Parties agree to consult with each other reasonably and in good faith with respect to the text and timing of all such press releases or other disclosures required by Applicable Law, and to the extent possible, prior to the issuance thereof, and in each case the non-disclosing Party shall have the right to review and provide comments on any such disclosure with sufficient time prior to its disclosure, and the disclosing Party shall amend such disclosure to reflect the non-disclosing Party’s reasonable comments, including the removal of the non-disclosing Party’s Confidential Information or seeking confidential treatment or protective order for any such Confidential Information if such removal is not feasible in order for the disclosing Party to comply with Applicable Law. 6.7 Scientific Publication. iBio may publish, unilaterally or jointly with AstralBio, with respect to the data, results and information generated from the Development of a Program Product subject to this Section. In the event iBio proposes to make a unilateral publication with respect to the data, results and information generated from the Development of a Program Product under Development solely by iBio (i.e., without involvement of a Program Product Licensee), iBio shall provide AstralBio with the opportunity to review and comment on any such proposed publication, at least forty-five (45) days prior to its intended submission for publication. AstralBio shall provide iBio with its comments, if any, within thirty (30) days after the receipt of such proposed publication. iBio shall consider in good faith the comments provided by AstralBio in good faith and shall comply with AstralBio’s reasonable request to: (a) remove any and all Confidential Information of AstralBio from such proposed publication; and (b) delay the publication for a period up to thirty (30) days as may be reasonably necessary for iBio to seek patent protection for the information disclosed in the proposed publication. ARTICLE 7 REPRESENTATIONS, WARRANTIES, AND COVENANTS 7.1. Representations and Warranties of Each Party. Each Party represents and warrants to the other Party as of the Effective Date that: (a) it is a company or corporation duly organized, validly existing, and in good standing under the laws of the jurisdiction in which it is incorporated, and has full corporate power and authority and the legal right to own and operate its property and assets and to carry on its business as it is now being conducted and as contemplated in this Agreement, including the right to grant the licenses granted by it hereunder;

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-20- (b) (i) it has the corporate power and authority and the legal right to enter into this Agreement and perform its obligations hereunder; (ii) it has taken all necessary corporate action on its part required to authorize the execution and delivery of this Agreement and the performance of its obligations hereunder; and (iii) this Agreement has been duly executed and delivered on behalf of such Party, and constitutes a legal, valid, and binding obligation of such Party that is enforceable against it in accordance with its terms; (c) it is not a party to any agreement that would prevent it from granting the rights granted to the other Party under this Agreement, conflict with the rights granted, or prevent it from performing its obligations under this Agreement; and (d) neither it, nor any of its Affiliates, nor any of their respective officers, employees, agents, consultants or any other person used by it in the performance of the Agreement has been or is (i) debarred, convicted, or is subject to a pending debarment or conviction, pursuant to section 306 of the United States Food, Drug, and Cosmetic Act, 21 U.S.C. § 335a, (ii) listed by any government or regulatory agencies as ineligible to participate in any government healthcare programs or government procurement or non-procurement programs (as that term is defined in 42 U.S.C. § 1320a-7b(f)), or excluded, debarred, suspended or otherwise made ineligible to participate in any such program, or (iii) convicted of a criminal offense related to the provision of healthcare items or services, or is subject to any such pending action. Each Party agrees to inform the other Party in writing promptly if such Party or any person who is performing activities under the Agreement is subject to the foregoing, or if any action, suit, claim, investigation, or proceeding relating to the foregoing is pending, or to the best of such Party’s Knowledge, is threatened; (e) neither it, nor any of its Affiliates, nor any of their respective directors, officers, employees, or agents has taken any action, directly or indirectly, that would result in a violation by such persons of the Foreign Corrupt Practices Act of 1977, as amended (such act, including the rules and regulations thereunder), the Convention on Combating Bribery of Foreign Public Officials in International Business Transactions adopted by the Negotiating Conference of the Organisation for Economic Co-operation and Development on 21 November 1997 (such convention, including the rules and regulations thereunder), or any other applicable anti-corruption laws, rules, or regulations (collectively, “Anti-Corruption Laws”). The Parties and, to the Knowledge of each Party, including its Affiliates have conducted their businesses in compliance with Anti-Corruption Laws and have instituted and will maintain policies and procedures designed to ensure, and which are reasonably expected to continue to ensure, continued compliance therewith; and (f) all consents, approvals and authorization from all Governmental Authorities or other Third Parties required to be obtained by such Party in connection with this Agreement have been obtained. 7.2. Representations of AstralBio. AstralBio represents and warrants to iBio, as of the Effective Date, that Exhibit A contains a true, correct, and complete listing of all AstralBio Assigned Patents and AstralBio Licensed Patents, that AstralBio is the sole and exclusive owner of the entire right, title and interest in and to each AstralBio Assigned Patent, free and clear of all liens and encumbrances, and that all Prosecution and Maintenance fees and annuities due with respect thereto have been timely paid through the Effective Date. 7.3. Covenant Not to Compete. AstralBio covenants to iBio it shall not, and shall cause its controlled Affiliates and its and their respective directors, managers, general partners, officers and employees not to, directly or indirectly, alone or with any other Person, conduct, participate in (including as an equityholder, joint venture partner or consultant), grant (by license or otherwise) any Intellectual Property Rights for the purpose of, or fund any Development, Manufacturing or Commercialization activities directed to or utilizing any Amylin Target, or facilitate any of the foregoing; provided that the

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-21- foregoing shall not prohibit (a) any such activities to the extent conducted under this Agreement on behalf of or for the benefit of iBio or any of its Affiliates, (b) any Person from owning, directly or indirectly, as a passive investment, less than three percent (3%) of the outstanding equity interests of a publicly traded corporation, or (c) any Person (other than any Person who, together with its Affiliates, owns, directly or indirectly, greater than three percent (3%) of the outstanding equity interests in AstralBio or any of its Affiliates) that is appointed as an independent board member of a Third Party who owns or may own an equity interest of a corporation with an Amylin Target asset. 7.4. Covenants of Each Party. Each Party covenants to the other Party that in the course of performing its obligations or exercising its rights under this Agreement, it shall, and shall cause its Affiliates, and contractors to, comply with this Agreement, all Applicable Laws, and shall not employ or engage any party who has been debarred by any Regulatory Authority, or, to such Party’s Knowledge, is the subject of debarment proceedings by a Regulatory Authority. 7.5. NO OTHER REPRESENTATIONS OR WARRANTIES. EXCEPT AS EXPRESSLY STATED IN THIS ARTICLE 7 (REPRESENTATIONS, WARRANTIES, AND COVENANTS), NO REPRESENTATIONS OR WARRANTIES WHATSOEVER, WHETHER EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR NON- MISAPPROPRIATION OF THIRD-PARTY INTELLECTUAL PROPERTY RIGHTS, ARE MADE OR GIVEN BY OR ON BEHALF OF A PARTY. ALL SUCH REPRESENTATIONS AND WARRANTIES, WHETHER ARISING BY OPERATION OF LAW OR OTHERWISE, ARE HEREBY EXPRESSLY EXCLUDED AND DISCLAIMED. ARTICLE 8 INDEMNIFICATION 8.1. By AstralBio. AstralBio shall indemnify and hold harmless iBio, its Affiliates, and their directors, officers, employees and agents (individually and collectively, the “iBio Indemnitee(s)”) from and against all losses, liabilities, damages and expenses (including reasonable attorneys’ fees and costs) (individually and collectively, “Losses”) awarded to Third Parties, or agreed to in settlement by AstralBio, arising after the Effective Date to the extent arising out of Third Party claims or suits (each, a “Claim”) against any iBio Indemnitee related to: (a) the breach of any covenant, warranty or representation made by AstralBio under this Agreement; (b) the gross negligence or willful misconduct of AstralBio or any of its Affiliates; (c) violation of Applicable Laws by any AstralBio Indemnitees, AstralBio’s subcontractors or (d) the Development, Manufacture, Commercialization or other exploitation of, or use of, or exposure to, any AstralBio Grant-Back Product, in any form, including, but not limited to, any and all product liability or other claims related to the use of any AstralBio Grant-Back Product; in each case of clauses (a) through (d) above, except to the extent such Losses arise from, are based on, or result from any activity or occurrence for which iBio is obligated to indemnify the AstralBio Indemnitees under Section 8.2 (By iBio) or pursuant to the Option Agreement. 8.2. By iBio. iBio shall indemnify and hold harmless AstralBio, its Affiliates, and their directors, officers, employees and agents (individually and collectively, the “AstralBio Indemnitee(s)”) from and against all Losses awarded to Third Parties, or agreed to in settlement by iBio, arising after the Effective Date to the extent arising out of Claims against any AstralBio Indemnitee related to: (a) the breach of any covenant, warranty or representation made by iBio under this Agreement; (b) the gross negligence or willful misconduct of iBio or any of its Affiliates; (c) violation of Applicable Laws by any iBio Indemnitees or iBio’s subcontractors or (d) the Development, Manufacture, Commercialization or other exploitation of, or use of, or exposure to, any Program Antibody or Program Product, in any form, including, but not limited to, any and all product liability or other claims related to the use of any Program Product; in each case of clauses (a) through (d) above, except to the extent Losses arise from, are based on,

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-22- or result from any activity or occurrence for which AstralBio is obligated to indemnify the iBio Indemnitees under Section 8.1 (By AstralBio) or pursuant to the Option Agreement. 8.3. Defined Indemnification Terms. Either of the AstralBio Indemnitee or the iBio Indemnitee shall be an “Indemnitee” for the purpose of this Article 8 (Indemnification), and the Party that is obligated to indemnify the Indemnitee under Section 8.1 (By AstralBio) or Section 8.2 (By iBio) shall be the “Indemnifying Party.” 8.4. Notice; Defense. If any Claim is made against an Indemnitee under Section 8.1 (By AstralBio) or Section 8.2 (By iBio), the Indemnitee shall notify the Indemnifying Party promptly of such Claim and shall reasonably cooperate with all reasonable requests of the Indemnifying Party with respect thereto at the Indemnifying Party’s expense. The Indemnitee shall be defended at the Indemnifying Party’s sole expense by counsel selected by the Indemnifying Party, provided that the Indemnitee may, at its own expense, also be represented by counsel of its own choosing. The Indemnifying Party shall have the sole right to control the defense of any such claim or action, subject to the terms of this Article 8 (Indemnification). 8.5. Settlement. The Indemnifying Party may settle any such claim, demand, action or other proceeding or otherwise consent to an adverse judgment (a) with prior written notice to the Indemnitee but without the consent of the Indemnitee where the only liability to the Indemnitee is the payment of money and the Indemnifying Party makes such payment, or (b) in all other cases, only with the prior written consent of the Indemnitee, such consent not to be unreasonably withheld or delayed; provided that the Indemnifying Party shall not enter into any settlement admitting the invalidity of, or otherwise impairing, any Licensed Patents without the prior written consent of the other Party. 8.6. Permission by Indemnifying Party. The Indemnitee may not settle any such Claim or otherwise consent to an adverse judgment in any such Claim or make any admission as to liability or fault without the express written permission of the Indemnifying Party. 8.7. LIMITATION OF LIABILITY. SUBJECT TO AND WITHOUT LIMITING (A) THE INDEMNIFICATION OBLIGATIONS OF EACH PARTY WITH RESPECT TO THIRD PARTY CLAIMS UNDER SECTIONS 8.1 (BY ASTRALBIO) OR 8.2 (BY IBIO), (B) LIABILITY AS A RESULT OF A BREACH OF ARTICLE 6 (CONFIDENTIALITY; PUBLICATION), OR (D) LIABILITY FOR MISAPPROPRIATION OR INFRINGEMENT OF INTELLECTUAL PROPERTY OWNED OR CONTROLLED BY A PARTY INCLUDING BREACH OF LICENSE RIGHTS OR RESTRICTIONS, NEITHER PARTY OR ANY OF ITS AFFILIATES SHALL BE LIABLE TO THE OTHER PARTY UNDER ANY CONTRACT, WARRANTY, NEGLIGENCE, TORT, STRICT LIABILITY OR OTHER LEGAL OR EQUITABLE THEORY FOR ANY SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, MULTIPLIED OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT. 8.8. Insurance. In the event that any Program Product will be used in a Clinical Study or will be Commercialized, and for a period of at least (3) years after the expiration or early termination of this Agreement, iBio shall, at its own cost and expense, procure and maintain (and shall cause each Program Product Licensee to procure and maintain) a products liability insurance policy with coverage of at least five million dollars ($5,000,000) per occurrence and in the aggregate, or equivalent self-insurance. AstralBio and its Affiliates shall be named as additional insureds within iBio’s and any Program Product Licensee’s products liability insurance policies. It is understood that such insurance shall not be construed to create a limit of iBio’s liability with respect to its indemnification obligations under this Article 8 (Indemnification). iBio shall provide AstralBio with written evidence of such insurance upon request. iBio

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-23- shall provide AstralBio with written notice at least thirty (30) days prior to the cancellation, non-renewal or material change in such insurance. ARTICLE 9 TERM AND TERMINATION 9.1. Term. The term of this Agreement will commence on the Effective Date and will remain in effect at all times thereafter, unless and until terminated earlier pursuant to Section 9.2 (the “Term”). 9.2. Termination. (a) Termination for Convenience. iBio shall have the right to terminate this Agreement for any reason or no reason upon forty-five (45) days’ written notice to AstralBio. (b) Termination for Material Breach. Each Party shall have the right to terminate this Agreement in its entirety immediately upon written notice to the other Party if such other Party materially breaches this Agreement and has not cured such breach to the reasonable satisfaction of the non-breaching Party within ninety (90) days after receipt from the non-breaching Party of written notice specifying the breach and requesting its cure (the “Breach Notice”); provided, that if any breach (other than a payment-related breach) is curable, but not reasonably curable within ninety (90) days and if the breaching Party is making a bona fide effort to cure such breach, the non-breaching Party’s right to terminate this Agreement on account of such breach will be suspended until the earlier of (a) one hundred eighty (180) days from the breaching Party’s receipt of the Breach Notice and (b) such time as when the breaching Party is no longer continuing to make such bona fide effort to cure such breach; and if such breach is successfully cured, the non-breaching Party will no longer have the right to terminate this Agreement on account of such breach. (c) Termination for Insolvency. Each Party shall have the right to terminate this Agreement upon delivery of written notice to the other Party in the event that (i) such other Party files in any court or agency pursuant to any statute or regulation of any jurisdiction a petition in bankruptcy or insolvency or for reorganization under the Chapter 7 of the United States of Bankruptcy Code or other similar Applicable Laws or similar arrangement for the benefit of creditors or for the appointment of a receiver or trustee of such other Party or its assets, (ii) such other Party is served with an involuntary petition against it in any insolvency proceeding and such involuntary petition has not been stayed or dismissed within ninety (90) days of its filing, or (iii) such other Party makes an assignment of substantially all of its assets for the benefit of its creditors. All rights and licenses granted under or pursuant to this Agreement are and shall otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code or any analogous provisions in any other country or jurisdiction, licenses of right to “intellectual property” as defined under Section 101 of the U.S. Bankruptcy Code. The Parties agree that the Parties, as licensees of such rights under this Agreement, shall retain and may fully exercise all of their rights and elections under the U.S. Bankruptcy Code or any analogous provisions in any other country or jurisdiction. (d) Termination for Patent Challenge. To the extent the following clause is permitted by Applicable Law, each Party may, but shall not be required to, terminate this Agreement or the Party License granted by such Party to the other Party with immediate effect upon written notice to the other Party if the other Party or any Program Product Licensee (in the case of iBio) or sublicensee (in the case of AstralBio), directly or indirectly, challenges in a legal or administrative proceeding the patentability, enforceability or validity of any claim related to any Patent licensed to such Party under this Agreement or the secret and substantial nature of any Know-How licensed to such Party under this Agreement; provided, however, that a Party shall not have the right to terminate this Agreement under this Section 9.2(d) (Termination for Patent Challenge), if such challenge was brought by a Third Party Program Product Licensee (in the case of iBio) or sublicensee (in the case of AstralBio) and such Party has terminated such Program Product Licensee’s

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-24- (in the case of iBio) or sublicensee’s (in the case of AstralBio) sublicense with respect to the applicable Patent or Know- How within sixty (60) days of a Party’s applicable notice to the other Party under this Section 9.2(d) (Termination for Patent Challenge). 9.3. Effect of Termination. (a) Assignment. Termination of this Agreement shall not impact the assignment of the AstralBio Assigned IP to iBio pursuant to Section 2.1. (b) Payments. Termination of this Agreement shall not impact the amounts due under Article 4 (Consideration). (c) License Grant; Effect on iBio Sublicenses. Upon the termination of this Agreement for any reason, the License shall immediately terminate; provided, however, that any iBio Sublicense will, at the iBio Sublicensee’s written election delivered to AstralBio within ten (10) days of the iBio Sublicensee being provided with written notice or having knowledge of such termination, survive such termination on the condition that the relevant iBio Sublicensee is not, at the time of such termination, in material breach of any of its obligations under such iBio Sublicense. In order to effect this provision, at the request of the iBio Sublicensee, AstralBio shall enter into a direct license with the iBio Sublicensee on substantially the same terms as the iBio Sublicense to the extent such terms relate to the AstralBio Licensed Patents and AstralBio Licensed Know-How, provided that (i) the financial and other terms of such direct license will be no less favorable to AstralBio than the terms as set forth in this Agreement and (ii) AstralBio will not be required to undertake obligations in addition to those required by this Agreement. (d) Other Obligations. Termination of this Agreement for any reason shall not release either Party of any obligation or liability which, at the time of such termination, has already accrued to the other Party or which is attributable to a period prior to such termination. Notwithstanding anything herein to the contrary, termination of this Agreement by a Party shall be without prejudice to other remedies such Party may have at law or equity. (e) Return of Confidential Information. At the Disclosing Party’s election and request, the Receiving Party shall return (at Disclosing Party’s expense) or destroy all tangible materials comprising, bearing, or containing any Confidential Information of the Disclosing Party that are in the Receiving Party’s or its Affiliates’ possession or control and provide written certification of such destruction (except to the extent any information is the Confidential Information of both Parties or to the extent that the Receiving Party has the continuing right to use the Confidential Information under this Agreement); provided that the Receiving Party may retain one (1) copy of such Confidential Information for its legal archives, the access to which shall be limited to such Party’s legal, compliance or auditing teams. Notwithstanding anything to the contrary set forth in this Agreement, the Receiving Party shall not be required to destroy electronic files containing such Confidential Information that are made in the ordinary course of its business information back-up procedures. Any such retained Confidential Information shall be retained subject to confidentiality. (f) Other Remedies. Termination or expiration of this Agreement for any reason shall not constitute a waiver or release of, or otherwise be deemed to prejudice or adversely affect, any rights, remedies or claims, whether for damages or otherwise, that a Party may have hereunder or that may arise out of or in connection with such termination or expiration. 9.4. Survival. The following provisions shall survive the termination or expiration of this Agreement for any reason: Article 1 (Definitions), Section 2.1 (Assignment), Section 2.5 (Reserved Rights), Section 2.6 (Amylin Target), Article 4 (Consideration), Article 5 (Intellectual Property), Article 6 (Confidentiality; Publication), Section 7.4 (No Other Representations or Warranties), Article 8

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-25- (Indemnification), Section 9.3 (Effect of Termination) (to the extent applicable), Section 9.4 (Survival), Article 10 (Dispute Resolution), and Article 11 (Miscellaneous). ARTICLE 10 DISPUTE RESOLUTION 10.1. General. The Parties recognize that a dispute may arise relating to this Agreement (a “Dispute”). Any Dispute, including Disputes that may involve the Affiliates of any Party, shall be resolved in accordance with this Article 10 (Dispute Resolution). Disputes shall not modify either Party’s right to terminate hereunder. 10.2. Escalation. Any claim, Dispute, or controversy as to the breach, enforcement, interpretation or validity of this Agreement shall be referred to the Chief Executive Officer of iBio (or a senior officer designated by the Chief Executive Officer of iBio) and the Chief Executive Officer of AstralBio (or a senior officer designated by the Chief Executive Officer of AstralBio) (the “Executive Officers”) for attempted resolution. In the event the Executive Officers are unable to resolve such Dispute within thirty (30) days of such Dispute being referred to them, then either Party may institute a suit, action or proceeding in the courts located in New York County, New York. Each of the Parties hereby irrevocably and unconditionally consents to submit to the exclusive jurisdiction of the courts of New York County, New York for such suit, action or proceeding and each of the Parties hereby irrevocably and unconditionally waives any objection to the laying of venue of such suit, action or proceeding in the courts located in New York County, New York and hereby further irrevocably and unconditionally waives and agrees not to plead or claim in any such court that any such suit, action or proceeding sought in any such court has been brought in an inconvenient forum. 10.3. Equitable Relief. Each Party recognizes that the licenses and restrictions on use herein, and the terms of Article 6 (Confidentiality; Publication) and their continued performance as set forth in this Agreement are necessary and critical to protect the legitimate interests of the other Party, that each other Party would not have entered into this Agreement in the absence of such licenses, covenants and agreements and the assurance of continued performance thereof as set forth in this Agreement, and that a Party’s breach or threatened breach of such licenses, covenants or agreements may cause the other Party irreparable harm and significant injury, the amount of which will be extremely difficult to estimate and ascertain, thus potentially making any remedy at law or in damages inadequate. Therefore, each Party confirms and agrees that, notwithstanding Section 10.2 (Escalation), the other Party shall be entitled to seek on an interim or permanent basis an order for specific performance, an order restraining any breach or threatened breach of such licenses, covenants or agreements, and any other equitable relief (including but not limited to temporary, preliminary and/or permanent injunctive relief), all without need to post any bond or other security, and in addition to and not exclusive of any other remedy available to such other Party at law or in equity, from any court located in New York County, New York. ARTICLE 11 MISCELLANEOUS 11.1. Force Majeure. Neither Party shall be held liable to the other Party nor be deemed to have defaulted under or breached this Agreement for failure or delay in performing any obligation under this Agreement to the extent such failure or delay is caused by or results from causes beyond the reasonable control of the affected Party including embargoes, war, acts of war (whether war be declared or not), insurrections, riots, civil commotions, strikes, lockouts or other labor disturbances, fire, floods, epidemic, pandemic or other acts of God or any other deity, or acts, omissions or delays in acting by any Governmental Authority. The affected Party shall notify the other Party of such force majeure circumstances as soon as reasonably practical and shall promptly undertake all reasonable efforts necessary to cure such force

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-26- majeure circumstances. Such excuse from performance under this Agreement shall be continued so long as the condition constituting force majeure continues and the nonperforming Party uses reasonable efforts to remove the condition. 11.2. Assignment. Neither Party may assign this Agreement to a Third Party or its Affiliate(s) without the other Party’s prior written consent (such consent not to be unreasonably withheld); except that either Party may make such an assignment without the other Party’s prior written consent to a successor to substantially all of the business of such Party to which this Agreement relates (whether by merger, sale of stock, sale of assets, exclusive license or other transaction). This Agreement shall inure to the benefit of and be binding on the Parties’ successors and permitted assignees. Any assignment or transfer in violation of this Section 11.2 (Assignment) shall be null and void and wholly invalid, the assignee or transferee in any such assignment or transfer shall acquire no rights whatsoever, and the non- assigning non-transferring Party shall not recognize, nor shall it be required to recognize, such assignment or transfer. 11.3. Performance by Affiliates. Each Party may discharge any obligations and exercise any right hereunder through any of its Affiliates and each Party hereby guarantees the performance by its Affiliates of such Party’s obligations and exercise of such Party’s rights under this Agreement and shall cause its Affiliates to comply with the provisions of this Agreement in connection with such performance and the exercise of any rights hereunder. 11.4. Rights After Change of Control. In the event of a Change of Control of a Party, whether by merger, sale of stock, sale of assets, or other transaction, then, any patents, Know-How, or other intellectual property, materials, or assets of the Acquirer of such Party in such Change of Control, or any Affiliates of such Acquirer (other than such Party), existing as of the date of such Change of Control’s consummation, shall not be deemed “Controlled” by the acquired Party or included in the licenses granted by such Party to the other Party hereunder or otherwise be subject to this Agreement, unless such patents, Know-How, or other intellectual property, materials, or assets of the Acquirer, (a) had already been licensed by such Party to the other Party and were subject to the licenses granted to the other Party hereunder prior to the consummation of the Change of Control, or (b) is used by such Change of Control Party in connection with the activities under this Agreement after the consummation of the Change of Control. 11.5. Severability. If any one or more of the provisions contained in this Agreement is held invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions contained herein shall not in any way be affected or impaired thereby, unless the absence of the invalidated provision(s) adversely affects the substantive rights of the Parties. The Parties shall in such an instance use their best efforts to replace the invalid, illegal or unenforceable provision(s) with valid, legal and enforceable provision(s) which, insofar as practical, implement the purposes of this Agreement. 11.6. Notices. Any notice, request, demand, waiver, consent, approval or other communication permitted or required under this Agreement shall be in writing, shall refer specifically to this Agreement and shall be deemed given only if delivered by hand or (if applicable) sent by facsimile transmission (with transmission confirmed) or by overnight delivery service that maintains records of delivery, addressed to the Parties at their respective addresses specified in this Section 11.6 (Notices) or to such other address as the Party to whom notice is to be given may have provided to the other Party in accordance with this Section 11.6 (Notices), with a courtesy copy sent by email, which will not constitute notice. Such notice shall be deemed to have been given as of the date delivered by hand or (if applicable) transmitted by facsimile (with transmission confirmed) or on the second (2nd) calendar day (at the place of delivery) after deposit with an overnight delivery service. Any notice delivered by facsimile (if applicable) shall be confirmed by a hard copy delivered as soon as practicable thereafter. This Section 11.6 (Notices) is not intended to govern the day-to-day business communications necessary between the Parties in performing their obligations under the terms of this Agreement.

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-27- If to iBio: iBio, Inc. 11750 Sorrento Valley Road Suite 200 San Diego, California 92121 Attn: CEO Email: legal@ibioinc.com If to AstralBio: 867 Boylston Street 5th Floor #1833 Boston, Massachusetts 02116 Attn: CEO 11.7. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of New York without reference to any rules of conflict of laws. 11.8. Entire Agreement; Amendments. This Agreement contains the entire understanding of the Parties with respect to the subject matter hereof. All express or implied agreements and understandings, either oral or written, with regard to the subject matter hereof (including the licenses granted hereunder) are superseded by the terms of this Agreement. For clarity, the Option Agreement shall continue in full force and effect in accordance with its terms with regard to its subject matter, but to the extent of any conflict between the terms and conditions of this Agreement and the terms and conditions of the Option Agreement with regard to the subject matter hereof, the terms and conditions of this Agreement shall control. Neither Party is relying on any representation, promise, nor warranty not expressly set forth in this Agreement. This Agreement may be amended, or any term hereof modified, only by a written instrument duly executed by authorized representatives of both Parties hereto. 11.9. Headings. The captions to the several Sections hereof are not a part of this Agreement, but are merely for convenience to assist in locating and reading the Sections of this Agreement. 11.10. Independent Contractors. It is expressly agreed that iBio and AstralBio shall be independent contractors and that the relationship between the two Parties shall not constitute a partnership, joint venture or agency. iBio will report any payments received under this Agreement as payments from AstralBio. Neither iBio nor AstralBio shall have the authority to make any statements, representations or commitments of any kind, or to take any action, which shall be binding on the other Party, without the prior written consent of the other Party. 11.11. Further Actions. Each Party agrees to execute, acknowledge, and deliver such further instruments, and to do all such other acts, as necessary or appropriate in order to carry out the purposes and intent of this Agreement. 11.12. Waiver. The waiver by either Party of any right hereunder, or the failure of the other Party to perform, or a breach by the other Party, shall not be deemed a waiver of any other right hereunder or of any other breach or failure by such other Party whether of a similar nature or otherwise. 11.13. Waiver of Rule of Construction. Each Party has had the opportunity to consult with counsel in connection with the review, drafting and negotiation of this Agreement. Accordingly, the rule of construction that any ambiguity in this Agreement shall be construed against the drafting Party shall not apply.

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-28- 11.14. Construction. Except where the context expressly requires otherwise, (a) the use of any gender herein shall be deemed to encompass references to either or both genders, and the use of the singular shall be deemed to include the plural (and vice versa); (b) the words “include”, “includes” and “including” shall be deemed to be followed by the phrase “without limitation”; (c) the word “will” shall be construed to have the same meaning and effect as the word “shall”; (d) any definition of or reference to any agreement, instrument or other document herein shall be construed as referring to such agreement, instrument or other document as from time to time amended, supplemented or otherwise modified (subject to any restrictions on such amendments, supplements or modifications set forth herein); (e) any reference herein to any Person shall be construed to include the Person’s successors and assigns; (f) the words “herein”, “hereof” and “hereunder”, and words of similar import, shall be construed to refer to this Agreement in its entirety and not to any particular provision hereof; (g) all references herein to Sections, Schedules, or Exhibits shall be construed to refer to Sections, Schedules or Exhibits of this Agreement, and references to this Agreement include all Schedules and Exhibits hereto; (h) the word “notice” means notice in writing (whether or not specifically stated) and shall include notices, consents, approvals and other written communications contemplated under this Agreement; (i) provisions that require that a Party, the Parties or any committee hereunder “agree”, “consent” or “approve” or the like shall require that such agreement, consent or approval be specific and in writing, whether by written agreement, letter, approved minutes or otherwise (but excluding e-mail and instant messaging); (j) references to any specific law, rule or regulation, or Section, section or other division thereof, shall be deemed to include the then-current amendments thereto or any replacement or successor law, rule or regulation thereof; (k) the term “or” shall be interpreted in the inclusive sense commonly associated with the term “and/or” where applicable; and (l) the word “day” or “year” means a calendar day or year unless otherwise specified. 11.15. Counterparts. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. Facsimile and e-mailed copies of signatures shall be deemed to be originals for purposes of the effectiveness of this Agreement. Electronic, facsimile or PDF image signatures shall be treated as original signatures, with the understanding that each Party expressly agrees that such Party shall be bound by its own electronically transmitted signature and shall accept the electronically transmitted signature of the other Party (including through the use of eSignature platforms such as DocuSign®). [Signature Page Follows]

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IN WITNESS WHEREOF, the Parties intending to be bound have caused this Exclusive License Agreement (Amylin Target) to be executed by their duly authorized representatives as of the Effective Date. iBio, Inc. AstralBio, Inc. By: /s/ Martin Brenner By: /s/ Patrick Crutcher Name:Martin Brenner Name:Patrick Crutcher Title: CEO and CSO Title: CEO [Signature Page to Assignment and Exclusive License Agreement (Amylin Target)]

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Exhibit A AstralBio Assigned Patents and AstralBio Licensed Patents AstralBio Assigned Patents Title Jurisdiction Serial No. Filing Date [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] AstralBio Licensed Patents Title Jurisdiction Serial No. Filing Date [***] [***] [***] [***]

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Exhibit B Program Antibodies [***]

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Exhibit C Form of Patent Assignment ASSIGNMENT OF PATENTS THIS ASSIGNMENT OF PATENTS (“Assignment”) is made pursuant to a license agreement executed on August 27, 2026 by AstralBio, Inc. 867 Boylston Street, 5th Floor #1833, Boston, Massachusetts 02116, a Delaware corporation (“Assignor”), to iBio, Inc. 11750 Sorrento Valley Road, Suite 200, San Diego, California 92121, a Delaware corporation (“Assignee”). WHEREAS, Assignor is the owner of certain patents and/or patent applications listed on Schedule A attached hereto (the “Patents”); and WHEREAS, Assignor wishes to assign to Assignee the right, title and interest in and to such Patents. NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereto agree as follows: 1. Assignment. Assignor does hereby assign and transfer to Assignee all of Assignor’s rights, title and interest in and to the Patents in Schedule A, free and clear of all liens, claims and encumbrances, and any continuations, continuations-in-part, divisions, provisionals and any other applications that claim priority from the Patents, and any grant, validation, renewal, extension, substitute, reexamination or reissue of the Patents. This Assignment shall also include all income, royalties, damages and payments now or hereafter due or payable to Assignor with respect to the Patents, rights in and to all causes of action (at law or in equity) and the right to sue, counterclaim and recover for past, present and future infringement of the rights assigned under this Assignment. 2. Authorization. The parties hereby authorize and request the Commissioner for Patents and Trademarks of the United States, and corresponding authorities in any jurisdictions worldwide, to record Assignee as owner of all right, title and interest in and to the Patents. 3. Cooperation. Upon Assignee’s request, Assignor shall communicate to Assignee any facts and information relating to the Patents and the history thereof known to Assignor (in each case to the extent such facts and information are readily available to Assignor without incurring material expense and including, without limitation, any such facts or information useful or necessary for Assignee to maintain or prosecute any registration or application for registration for any of the Patents or to pursue or defend any legal proceeding involving any of the Patents) and shall assist Assignee and execute any further documents, filings or notices to vest full title and interest in and to the Patents and other corresponding rights in Assignee. 4. General Provisions. This Assignment may not be supplemented, altered, or modified in any manner except by a writing signed by all parties hereto. This Assignment shall bind and inure to the benefit of the respective parties and their assigns, transferees and successors. This Assignment is being delivered in connection with an Asset Purchase

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-33- Agreement. 5. Governing Law. This Assignment shall be governed by the laws of the State of New York (regardless of the laws that might be applicable under principles of conflicts of law) as to all matters including, but not limited to, matters of validity, construction, effect and performance. IN TESTIMONY WHEREOF, the Assignor has hereunto set his hands on the date indicated below. ASSIGNOR: AstralBio, Inc. 867 Boylston Street, 5th Floor #1833 Boston, Massachusetts 02116 Patrick Crutcher Date Chief Executive Officer ACCEPTED AND AGREED TO: ASSIGNEE: iBio, Inc. 11750 Sorrento Valley Road, Suite 200 San Diego, California 92121 U.S.A. Martin Brenner Date CEO & Chief Scientific Officer

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-34- SCHEDULE A All of Assignor’s patents and/or patent applications, including without limitation, the following patent and/or patent application: Country TITLE: Application No. Filing Date: [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***] [***]

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Exhibit 23.1 CONSENT OF THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in the following Registration Statements of iBio, Inc. and Subsidiaries on: ● Form S-1 (File No. 333-273749 and File No. 333-275204), ● Form S-3 (File No. 333-293864, File No. 333-293085, File No. 333-250973, File No. 333-278729, File No. 333- 280680, File No. 333-284647 and File No. 333-288000) and on ● Form S-8 (File No. 333-229261, File No. 333-252027, File No. 333-252028, File No. 333-276452 and File No. 333-284649) of our report dated August 27, 2026, relating to the consolidated financial statements of iBio, Inc. and Subsidiaries as of and for the years ended June 30, 2026 and 2025, which appears in this Annual Report on Form 10-K for the year ended June 30, 2026. /s/ Grassi & Co. CPAs, P.C. Jericho, New York August 27, 2026

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Exhibit 31.1 CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Martin Brenner, certify that: 1. I have reviewed this Annual Report on Form 10-K of iBio, Inc. for the fiscal year ended June 30, 2026; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; 4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have: a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and 5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions): a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting. Date: August 28, 2026 By: /s/ Martin Brenner Martin Brenner Chief Executive Officer and Chief Scientific Officer (Principal Executive Officer)

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Exhibit 31.2 CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Felipe Duran, certify that: 1. I have reviewed this Annual Report on Form 10-K of iBio, Inc. for the fiscal year ended June 30, 2026; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; 4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have: a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and 5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions): a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting. Date: August 28, 2026 By: /s/ Felipe Duran Felipe Duran Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)

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Exhibit 32.1 CERTIFICATION PURSUANT TO 18 U.S.C. §1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of iBio, Inc. (the Company) on Form 10-K for the fiscal year ended June 30, 2026 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Martin Brenner, Chief Executive Officer and Chief Scientific Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to my knowledge: 1. The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and 2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. August 28, 2026 /s/ Martin Brenner Martin Brenner Chief Executive Officer and Chief Scientific Officer (Principal Executive Officer) A signed original of this written statement required by Section 906 of the Sarbanes-Oxley Act of 2002 has been provided to iBio, Inc. and will be furnished to the Securities and Exchange Commission or its staff upon request.

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Exhibit 32.2 CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the Annual Report of iBio, Inc. (the Company) on Form 10-K for the fiscal year ended June 30, 2026 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Felipe Duran, Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to my knowledge: 1. The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and 2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. August 28, 2026 /s/ Felipe Duran Felipe Duran Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer) A signed original of this written statement required by Section 906 of the Sarbanes-Oxley Act of 2002 has been provided to iBio, Inc. and will be furnished to the Securities and Exchange Commission or its staff upon request.

Annual report