Document And Entity Information
Document And Entity Information - USD ($) $ in Billions | 12 Months Ended | ||
Dec. 31, 2022 | Feb. 23, 2023 | Jun. 30, 2022 | |
Document And Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Annual Report | true | ||
Document Fiscal Period Focus | FY | ||
Current Fiscal Year End Date | --12-31 | ||
Document Fiscal Year Focus | 2022 | ||
Document Period End Date | Dec. 31, 2022 | ||
Document Transition Report | false | ||
Entity File Number | 000-29959 | ||
Entity Registrant Name | Cassava Sciences, Inc. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 91-1911336 | ||
Entity Address, Address Line One | 6801 N. Capital of Texas Highway | ||
Entity Address, Address Line Two | Building 1; Suite 300 | ||
Entity Address, City or Town | Austin | ||
Entity Address, State or Province | TX | ||
Entity Address, Postal Zip Code | 78731 | ||
City Area Code | 512 | ||
Local Phone Number | 501-2444 | ||
Title of 12(b) Security | Common Stock, $0.001 par value | ||
Trading Symbol | SAVA | ||
Security Exchange Name | NASDAQ | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | true | ||
Entity Shell Company | false | ||
Entity Public Float | $ 1.1 | ||
Entity Common Stock, Shares Outstanding | 41,735,557 | ||
Documents Incorporated by Reference | Portions of the Registrant's proxy statement for its 2023 Annual Meeting of Stockholders (the “Proxy Statement”), to be filed with the U.S. Securities and Exchange Commission, no later than 120 days after the Registrant ’ s fiscal year ended December 31, 2022, are incorporated by reference to Part III of this Annual Report on Form 10-K. | ||
Entity Central Index Key | 0001069530 | ||
Auditor Name | Ernst & Young LLP | ||
Auditor Location | Austin, Texas | ||
Auditor Firm ID | 42 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 201,015 | $ 233,437 |
Prepaid expenses and other current assets | 10,211 | 11,045 |
Total current assets | 211,226 | 244,482 |
Operating lease right-of-use assets | 122 | 210 |
Property and equipment, net | 22,864 | 20,616 |
Intangible assets, net | 622 | 1,075 |
Other assets | 399 | |
Total assets | 234,834 | 266,782 |
Current liabilities: | ||
Accounts payable | 4,017 | 7,126 |
Accrued development expense | 2,280 | 2,803 |
Accrued compensation and benefits | 170 | 1,877 |
Operating lease liabilities, current | 104 | 97 |
Other current liabilities | 492 | 631 |
Total current liabilities | 7,063 | 12,534 |
Operating lease liabilities, non-current | 35 | 139 |
Other non-current liabilities | 197 | 194 |
Total liabilities | 7,295 | 12,867 |
Commitments and contingencies (Notes 9, 10 and 11) | ||
Stockholders' equity: | ||
Preferred stock, $0.001 par value; 10,000,000 shares authorized, none issued and outstanding | ||
Common stock, $0.001 par value; 120,000,000 shares authorized; 41,735,557 and 40,016,792 shares issued and outstanding at December 31, 2022 and 2021, respectively | 42 | 40 |
Additional paid-in capital | 511,049 | 461,181 |
Accumulated deficit | (283,552) | (207,306) |
Total stockholders' equity | 227,539 | 253,915 |
Total liabilities and stockholders' equity | $ 234,834 | $ 266,782 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2022 | Dec. 31, 2021 |
Consolidated Balance Sheets [Abstract] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 120,000,000 | 120,000,000 |
Common stock, shares issued | 41,735,557 | 40,016,792 |
Common stock, shares outstanding | 41,735,557 | 40,016,792 |
Consolidated Statements Of Oper
Consolidated Statements Of Operations - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Operating expenses: | |||
Research and development, net of grant reimbursement | $ 68,032 | $ 24,813 | $ 3,053 |
General and administrative | 11,988 | 8,055 | 3,739 |
Gain on sale of property and equipment | (346) | ||
Total operating expenses | 80,020 | 32,868 | 6,446 |
Operating loss | (80,020) | (32,868) | (6,446) |
Interest income | 2,777 | 49 | 112 |
Other income, net | 997 | 434 | |
Net loss | $ (76,246) | $ (32,385) | $ (6,334) |
Net loss per share, basic and diluted | $ (1.90) | $ (0.82) | $ (0.24) |
Shares used in computing net loss per share, basic and diluted | 40,202 | 39,405 | 26,105 |
Consolidated Statements Of Stoc
Consolidated Statements Of Stockholders' Equity - USD ($) $ in Thousands | Common Stock [Member] | Additional Paid-In Capital [Member] | Accumulated Other Comprehensive Income [Member] | Accumulated Deficit [Member] | Total |
Balance at Dec. 31, 2019 | $ 22 | $ 190,664 | $ (168,587) | $ 22,099 | |
Balance, Shares at Dec. 31, 2019 | 21,841,810 | ||||
Stock options for employees | 961 | 961 | |||
Stock options for employees, shares | |||||
Stock options for non-employees | 27 | 27 | |||
Issuance of common stock pursuant to exercise of stock options | 256 | 256 | |||
Issuance of common stock pursuant to exercise of stock options, shares | 71,105 | ||||
Issuance of common stock pursuant to exercise of warrants | $ 4 | 4,936 | 4,940 | ||
Issuance of common stock pursuant to exercise of warrants, shares | 3,950,072 | ||||
Common stock issued in conjunction with follow-on public offering, net of issuance costs | $ 9 | 70,242 | 70,251 | ||
Common stock issued in conjunction with follow-on public offering, net of issuance costs, shares | 9,375,000 | ||||
Net loss | (6,334) | (6,334) | |||
Balance at Dec. 31, 2020 | $ 35 | 267,086 | (174,921) | 92,200 | |
Balance, Shares at Dec. 31, 2020 | 35,237,987 | ||||
Stock options for employees | 1,706 | 1,706 | |||
Stock options for employees, shares | |||||
Stock options for non-employees | 53 | 53 | |||
Issuance of common stock pursuant to exercise of stock options | 1,824 | 1,824 | |||
Issuance of common stock pursuant to exercise of stock options, shares | 143,153 | ||||
Issuance of common stock pursuant to exercise of warrants | $ 1 | 691 | 692 | ||
Issuance of common stock pursuant to exercise of warrants, shares | 554,019 | ||||
Common stock issued in conjunction with follow-on public offering, net of issuance costs | $ 4 | 189,821 | 189,825 | ||
Common stock issued in conjunction with follow-on public offering, net of issuance costs, shares | 4,081,633 | ||||
Net loss | (32,385) | (32,385) | |||
Balance at Dec. 31, 2021 | $ 40 | 461,181 | (207,306) | 253,915 | |
Balance, Shares at Dec. 31, 2021 | 40,016,792 | ||||
Stock options for employees | 1,972 | 1,972 | |||
Stock options for non-employees | (94) | (94) | |||
Expiration of restricted stock Performance Awards | |||||
Expiration of restricted stock Performance Awards,shares | (57,143) | ||||
Issuance of common stock pursuant to exercise of stock options | 475 | $ 475 | |||
Issuance of common stock pursuant to exercise of stock options, shares | 109,241 | 203,640 | |||
Common stock issued in conjunction with follow-on public offering, net of issuance costs | $ 2 | 47,327 | $ 47,329 | ||
Common stock issued in conjunction with follow-on public offering, net of issuance costs, shares | 1,666,667 | ||||
Net loss | (76,246) | (76,246) | |||
Balance at Dec. 31, 2022 | $ 42 | $ 511,049 | $ (283,552) | $ 227,539 | |
Balance, Shares at Dec. 31, 2022 | 41,735,557 |
Consolidated Statements Of Cash
Consolidated Statements Of Cash Flows - USD ($) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Cash flows from operating activities: | |||
Net loss | $ (76,246,000) | $ (32,385,000) | $ (6,334,000) |
Adjustments to reconcile net loss to net cash used in operating activities: | |||
Stock-based compensation | 2,066,000 | 1,759,000 | 988,000 |
Depreciation | 804,000 | 310,000 | 22,000 |
Amortization of intangible assets | 497,000 | 224,000 | 0 |
Gain on sale of property and equipment | (346,000) | ||
Changes in operating assets and liabilities: | |||
Prepaid and other assets | 1,189,000 | (10,956,000) | (220,000) |
Operating lease right-of-use assets and liabilities | (9,000) | 28,000 | (2,000) |
Accounts payable | (3,449,000) | 6,215,000 | 458,000 |
Accrued development expense | (523,000) | 2,084,000 | (58,000) |
Accrued compensation and benefits | (1,707,000) | 1,794,000 | 25,000 |
Other liabilities | (136,000) | 731,000 | 85,000 |
Net cash used in operating activities | (77,514,000) | (30,196,000) | (5,382,000) |
Cash flows from investing activities: | |||
Purchases of property and equipment | (2,712,000) | (22,214,000) | |
Proceeds from sale of property and equipment | 360,000 | ||
Net cash (used in) provided by investing activities | (2,712,000) | (22,214,000) | 360,000 |
Cash flows from financing activities: | |||
Proceeds from issuance of common stock upon exercise of stock options | 475,000 | 1,824,000 | 256,000 |
Proceeds from issuance of common stock upon exercise of common stock warrants | 692,000 | 4,940,000 | |
Proceeds from common stock offering, net of issuance costs | 47,329,000 | 189,825,000 | 70,251,000 |
Net cash provided by financing activities | 47,804,000 | 192,341,000 | 75,447,000 |
Net (decrease) increase in cash and cash equivalents | (32,422,000) | 139,931,000 | 70,425,000 |
Cash and cash equivalents at beginning of period | 233,437,000 | 93,506,000 | 23,081,000 |
Cash and cash equivalents at end of period | 201,015,000 | $ 233,437,000 | $ 93,506,000 |
Supplemental cash flow information: | |||
Purchases of property and equipment included in accounts payable | $ 340,000 |
General, Liquidity And Basis of
General, Liquidity And Basis of Presentation | 12 Months Ended |
Dec. 31, 2022 | |
General, Liquidity And Basis Of Presentation [Abstract] | |
General, Liquidity and Basis of Presentation | 1. General, Liquidity and Basis of Presentation Cassava Sciences, Inc. and its wholly-owned subsidiary (collectively referred to as the “Company”) discovers and develops proprietary pharmaceutical product candidates that may offer significant improvements to patients and healthcare professionals. The Company generally focuses its product discovery and development efforts on disorders of the nervous system. Coronavirus Disease 2019 (COVID-19) The widespread outbreak of COVID-19 has not significantly impacted the Company’s operations or financial condition as of February 28, 2023. However, this pandemic has created a dynamic and uncertain situation in the national economy. The Company continues to closely monitor the latest information to make timely, informed business decisions and public disclosures regarding the potential impact of pandemic on its operations and financial condition. The scope of pandemic is unprecedented and its long-term impact on the Company’s operations and financial condition cannot be reasonably estimated at this time. Basis of Consolidation The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary. All intercompany transactions have been eliminated in consolidation. Liquidity The Company has incurred significant net losses and negative cash flows since inception, and as a result has an accumulated deficit of $ 283.6 million at December 31, 2022. The Company expects its cash requirements to be significant in the future. The amount and timing of the Company’s future cash requirements will depend on regulatory and market acceptance of its product candidates and the resources it devotes to researching and developing, formulating, manufacturing, commercializing and supporting its products. The Company may seek additional funding through public or private financing in the future, if such funding is available and on terms acceptable to the Company. There are no assurances that additional financing will be available on favorable terms, or at all. However, management believes that the current working capital position will be sufficient to meet the Company’s working capital needs for at least the next 12 months. |
Summary Of Significant Accounti
Summary Of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2022 | |
Summary Of Significant Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Use of Estimates The Company makes estimates and assumptions in preparing its consolidated financial statements in conformity with accounting principles generally accepted in the United States. These estimates and assumptions affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amount of revenue earned and expenses incurred during the reporting period. The Company evaluates its estimates on an ongoing basis, including those estimates related to manufacturing agreements and research collaborations. Actual results could differ from these estimates and assumptions . Proceeds from Grants In 2022, 2021, and 2020, the Company received $ 0.9 million, $ 3.9 million and $ 4.2 million of reimbursement from the National Institutes of Health and National Institute on Drug Abuse, respectively. The Company records the proceeds from these grants as reductions to its research and development expenses. Cash and Cash Equivalents and Concentration of Credit Risk The Company invests in cash and cash equivalents. The Company considers highly-liquid financial instruments with original maturities of three months or less to be cash equivalents. Highly liquid investments that are considered cash equivalents include money market accounts and funds, certificates of deposit and U.S. Treasury securities. The Company maintains its cash and cash equivalents at one financial institution. Fair Value Measurements The Company recognizes financial instruments in accordance with the authoritative guidance on fair value measurements and disclosures for financial assets and liabilities. This guidance defines fair value, establishes a framework for measuring fair value in accordance with GAAP, and expands disclosures about fair value measurements. The guidance also establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. These tiers include: Level 1 includes quoted prices in active markets. Level 2 includes significant observable inputs, such as quoted prices for identical or similar securities, or other inputs that are observable and can be corroborated by observable market data for similar securities. The Company uses market pricing and other observable market inputs obtained from third-party providers. It uses the bid price to establish fair value where a bid price is available. The Company does not have any financial instruments where the fair value is based on Level 2 inputs. Level 3 includes unobservable inputs that are supported by little or no market activity. The Company does not have any financial instruments where the fair value is based on Level 3 inputs. If a financial instrument uses inputs that fall in different levels of the hierarchy, the instrument will be categorized based upon the lowest level of input that is significant to the fair value calculation. The fair value of cash and cash equivalents was based on Level 1 inputs at December 31, 2022 and 2021. Business Segments The Company reports segment information based on how it internally evaluates the operating performance of its business units, or segments. The Company’s operations are confined to one business segment: the development of novel drugs and diagnostics. Stock-based Compensation The Company recognizes non-cash expense for the fair value of all stock options and other share-based awards. The Company uses the Black-Scholes option valuation model (“Black-Scholes”) to calculate the fair value of stock options, using the single-option award approach and straight-line attribution method. This model requires the input of subjective assumptions including expected stock price volatility, expected life and estimated forfeitures of each award. These assumptions consist of estimates of future market conditions, which are inherently uncertain, and therefore, are subject to management’s judgment. For all options granted, it recognizes the resulting fair value as expense on a straight-line basis over the vesting period of each respective stock option, generally four years . The Company has granted share-based awards that vest upon achievement of certain performance criteria (“Performance Awards”) . The Company multiplies the number of Performance Awards by the fair value of its common stock on the date of grant to calculate the fair value of each award. It estimates an implicit service period for achieving performance criteria for each award. The Company recognizes the resulting fair value as expense over the implicit service period when it concludes that achieving the performance criteria is probable. It periodically reviews and updates as appropriate its estimates of implicit service periods and conclusions on achieving the performance criteria. Performance Awards vest and common stock is issued upon achievement of the performance criteria. Net Loss per Share The Company computes basic net loss per share on the basis of the weighted-average number of common shares outstanding for the reporting period. Diluted net loss per share is computed on the basis of the weighted-average number of common shares outstanding plus potential dilutive common shares outstanding using the treasury-stock method. Potential dilutive common shares consist of outstanding common stock options and warrants. There is no difference between the Company’s net loss and comprehensive loss. The numerators and denominators in the calculation of basic and diluted net loss per share were as follows (in thousands, except net loss per share data): Years ended December 31, 2022 2021 2020 Numerator: Net loss $ ( 76,246 ) $ ( 32,385 ) $ ( 6,334 ) Denominator: Shares used in computing net loss per share, basic and diluted 40,202 39,405 26,105 Net loss per share, basic and diluted $ ( 1.90 ) $ ( 0.82 ) $ ( 0.24 ) Dilutive common stock options excluded from net loss per share, diluted 2,055 2,211 2,145 Common stock warrants excluded from net loss per share, diluted - - 554 The Company excluded common stock options and warrants outstanding , along with 57,143 restricted stock awards, from the calculation of net loss per share, diluted, because the effect of including outstanding options and warrants would have been anti-dilutive. The 57,143 restricted stock awards expired during the year ended December 31, 2022. Fair Value of Financial Instruments Financial instruments include accounts payable and accrued liabilities. The estimated fair value of certain financial instruments may be determined using available market information or other appropriate valuation methodologies. However, considerable judgment is required in interpreting market data to develop estimates of fair value; therefore, the estimates are not necessarily indicative of the amounts that could be realized or would be paid in a current market exchange. The effect of using different market assumptions and/or estimation methodologies may be material to the estimated fair value amounts. The carrying amounts of accounts payable and accrued liabilities are at cost, which approximates fair value due to the short maturity of those instruments. Research Contracts, Prepaids and Accruals The Company has entered into various research and development contracts with research institutions and other third-party vendors. These agreements are generally cancelable. Related payments are recorded as research and development expenses as incurred. The Company records prepaids and accruals for estimated ongoing research costs. When evaluating the adequacy of the accrued liabilities, the Company analyzes progress of the studies including the phase or completion of events, invoices received and contracted costs. Significant judgments and estimates are made in determining the prepaid and accrued balances at the end of any reporting period. Actual results could differ from the Company’s estimates. The Company’s historical prepaid and accrual estimates have not been materially different from actual costs. Incentive Bonus Plan In 2020, the Company established the 2020 Cash Incentive Bonus Plan (the “Plan”) to incentivize Plan participants. Awards under the Plan are accounted for as liability awards under Accounting Standards Codification (ASC) 718 “ Stock-based Compensation ”. The fair value of each potential Plan award will be determined once a grant date occurs and will be remeasured each reporting period. Compensation expense associated with the Plan will be recognized over the expected achievement period for each Plan award, when a Performance Condition (as defined below) is considered probable of being met. See Note 11 for further discussion of the Plan. Leases The Company recognizes assets and liabilities that arise from leases. For operating leases, the Company is required to recognize a right-of-use asset and a lease liability, initially measured at the present value of the lease payments during the lease term, in the consolidated balance sheets. The Company elected the short-term lease recognition exemption for all leases that qualify. This means, for those leases that qualify, the Company does not recognize right-of-use assets or lease liabilities . As the Company`s leases do not provide an implicit rate, it uses its incremental borrowing rate based on the information available at the commencement date in determining the present value of lease payments. Lease expense for lease payments is recognized on a straight-line basis over the lease term. Property and equipment Property and equipment is recorded at cost, net of accumulated depreciation. Depreciation is recorded using the straight-line method over the estimated useful lives of the assets. Owned buildings and related improvements have estimated useful lives of 39 years and approximately 10 years, respectively. Tenant improvements related to leased space are amortized using the straight-line method over the useful lives of the improvements or the remaining term of the corresponding leases, whichever is shorter. The remaining term of the corresponding leases is approximately 1.4 years. Property and equipment are reviewed for impairment when events or changes in circumstances indicate the carrying amount of an asset may not be recoverable. If property and equipment are considered to be impaired, an impairment loss is recognized. Intangible assets Acquired intangible assets are recorded at fair value at the date of acquisition and primarily consist of lease-in-place agreements and leasing commissions. Intangible assets are amortized over the estimated life of the lease-in-place agreements, which approximates 1.3 years at December 31, 2022. Intangible assets are reviewed for impairment on an annual basis, and when there is reason to believe that their values have been diminished or impaired. If intangible assets are considered to be impaired, an impairment loss is recognized. Income Taxes The Company accounts for income taxes under the asset and liability method. Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax balances are adjusted to reflect tax rates based on currently enacted tax laws, which will be in effect in the years in which the temporary differences are expected to reverse. The Company has accumulated significant deferred tax assets that reflect the tax effects of net operating loss and tax credit carryovers and temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Realization of certain deferred tax assets is dependent upon future earnings. The Company is uncertain about the timing and amount of any future earnings. Accordingly, the Company offsets these deferred tax assets with a valuation allowance. The Company accounts for uncertain tax positions in accordance with ASC 740, “Income Taxes”, which clarifies the accounting for uncertainty in tax positions. These provisions require recognition of the impact of a tax position in the Company’s financial statements only if that position is more likely than not of being sustained upon examination by taxing authorities, based on the technical merits of the position. Any interest and penalties related to uncertain tax positions will be reflected as a component of income tax expense. |
Prepaid And Other Current Asset
Prepaid And Other Current Assets | 12 Months Ended |
Dec. 31, 2022 | |
Prepaid And Other Current Assets [Abstract] | |
Prepaid and Other Current Assets | 3. Prepaid and Other Current Assets Prepaid and other current assets at December 31, 2022 and 2021 consisted of the following (in thousands): December 31, 2022 2021 Prepaid insurance $ 874 $ 662 Contract research organization and other deposits 9,177 10,330 Other 160 53 Total prepaid expenses and other current assets $ 10,211 $ 11,045 Contract research organization and other deposits represent cash payments made to vendors in excess of expenses incurred. |
Real Property Acquisition
Real Property Acquisition | 12 Months Ended |
Dec. 31, 2022 | |
Real Property Acquisition [Abstract] | |
Real Property Acquisition | 4. Real Property Acquisition On August 4, 2021, the Company completed the all-cash purchase of a two-building office complex in Austin, Texas, a portion of which serves as its corporate headquarters. This property is intended to accommodate the Company’s anticipated growth and expansion of its operations in the coming years. Maintenance, physical facilities, leasing, property management and other key responsibilities related to property ownership are being outsourced to professional real-estate managers. The purchase price of the property was $ 22.0 million, including transaction costs. The office complex measures approximately 90,000 rentable square feet. At December 31, 2022, the property was over 60 % leased. The Company also occupied approximately 25 % of the property as of December 31, 2022. The seller was a third party not affiliated with the Company. The purchase was accounted for as an asset acquisition under ASC 805, Business Combinations. As substantially all of the fair value of the gross assets acquired were concentrated into a single identifiable asset, the Company concluded that the screen was met, and the transaction is considered an asset acquisition rather than an acquisition of a business. Pursuant to the cost accumulation method as prescribed in ASC 805, the cost of the acquisition, including certain transaction costs, is allocated to the assets acquired on the basis of relative fair values. The value of acquired in-place leases is measured as the sum of lost revenues that would be incurred during a prospective lease-up period that would be necessary to achieve occupancy similar to that at the time of acquisition. The value is calculated as the average number of months of lease-up multiplied by the gross monthly market rental rate (base rent plus reimbursements) for each particular suite. The assets acquired are summarized as follows (in thousands): Land $ 3,734 Buildings 15,980 Site improvements 453 Tenant improvements 567 Total tangible assets $ 20,734 Lease-in-place agreements $ 1,053 Leasing commissions and other 246 Total intangible assets $ 1,299 Consideration paid $ 22,033 The Company records the net income from building operations and leases as other income, net, as leasing is not core to the Company’s operations. Building depreciation and amortization for space not occupied by the Company is included in general and administrative expense. Building depreciation and amortization for space occupied by the Company is allocated between general and administrative expense and research and development expense. Components of other income, net, for the periods presented were as follows (in thousands): Years ended December 31, 2022 2021 2020 Lease revenue $ 2,459 $ 911 $ — Property operating expenses ( 1,462 ) ( 477 ) — Other income, net $ 997 $ 434 $ — The Company had accrued property taxes related to the building totaling $ 433,000 and $ 450,000 at December 31, 2022 and 2021, respectively, included in other current liabilities. |
Property And Equipment
Property And Equipment | 12 Months Ended |
Dec. 31, 2022 | |
Property And Equipment [Abstract] | |
Property And Equipment | 5. Property and Equipment The components of property and equipment, net, as of December 31, 2022 and 2021 were as follows (in thousands): December 31, 2022 2021 Land $ 3,734 $ 3,734 Buildings 15,980 15,980 Site improvements 470 470 Tenant improvements 3,016 567 Furniture and equipment 851 178 Construction in progress 13 83 Gross property and equipment $ 24,064 $ 21,012 Accumulated depreciation ( 1,200 ) ( 396 ) Property and equipment, net $ 22,864 $ 20,616 Depreciation expense for property and equipment was $ 804,000 , $ 310,000 and $ 22,000 for the years ended December 31, 2022, 2021 and 2020, respectively. There were no sales of property and equipment during the years ended December 31, 2022 and 2021. During the year ended December 31, 2020, the Company sold surplus manufacturing equipment to an independent third party and received proceeds totaling $ 360,000 . The original cost of the property and equipment was $ 892,000 and accumulated depreciation was $ 878,000 , resulting a gain on sale of property and equipment of $ 346,000 during the year ended December 31, 2020. |
Intangible Assets
Intangible Assets | 12 Months Ended |
Dec. 31, 2022 | |
Intangible Assets [Abstract] | |
Intangible Assets | 6. Intangible assets The components of intangible assets, net, as of December 31, 2022 and 2021 were as follows (in thousands): December 31, 2022 2021 Lease-in-place agreements $ 1,053 $ 1,053 Leasing commissions and other 290 246 Gross intangible assets $ 1,343 $ 1,299 Accumulated amortization ( 721 ) ( 224 ) Intangible assets, net $ 622 $ 1,075 Amortization expense for intangible assets was $ 497,000 and $ 224,000 for the years ended December 31, 2022 and 2021, respectively. There was no amortization expense for the year ended December 31, 2020. Amortization expense for finite-lived intangible assets is expected to be as follows (in thousands): For the year ending December 31, 2023 451 2024 167 2025 4 Total amortization $ 622 |
Stockholders' Equity And Stock-
Stockholders' Equity And Stock-Based Compensation | 12 Months Ended |
Dec. 31, 2022 | |
Stockholders’ Equity And Stock-Based Compensation [Abstract] | |
Stockholders' Equity And Stock-Based Compensation | 7. Stockholders' Equity and Stock-Based Compensation Preferred Stock The Company’s Board of Directors (the “Board”) has the authority to issue preferred stock in one or more series and to fix the rights, preferences, privileges, restrictions and the number of shares constituting any series or the designation of the series. 2022 Registered Direct Offering On November 22, 2022, the Company completed a common stock offering pursuant to which certain investors purchased 1,666,667 shares of common stock at a price of $ 30.00 per share. Net proceeds of the offering were approximately $ 47.3 million after deducting offering expenses. 2021 Registered Direct Offering On February 12, 2021, the Company completed a common stock offering pursuant to which certain investors purchased 4,081,633 shares of common stock at a price of $ 49.00 per share. Net proceeds of the offering were approximately $ 189.8 million after deducting offering expenses. 2020 Follow-on Public Offering On November 13, 2020, the Company completed the sale of 9,375,000 shares of Cassava common stock in an underwritten public offering at a price of $ 8.00 per share. The Company received net proceeds from the offering of approximately $ 70.3 million after deducting underwriting discounts and offering expenses. Common Stock Warrants In August 2018, the Company issued warrants to purchase up to an aggregate of 9.1 million shares of its common stock in conjunction with an offering of its common stock. During 2021, the Company received proceeds of $ 0.7 million from the exercise of 0.6 million shares pursuant to common stock warrants. There were no common stock warrants outstanding following the 2021 exercises. During 2020, the Company received proceeds of $ 4.9 million from the exercise of 4.0 million shares pursuant to common stock warrants. At the Market (ATM) Common Stock Issuance On March 27, 2020, the Company established an at-the-market offering program (ATM) to sell, from time to time, shares of Company common stock having an aggregate offering price of up to $ 100 million in transactions pursuant to a shelf registration statement that was declared effective by the U.S. Securities and Exchange Commission (the SEC) on May 5, 2020. The Company is obligated to pay a commission of 3.0 % of the gross proceeds from the sale of shares of common stock in the offering. The Company is not obligated to sell any shares in the offering. There were no common stock sales under the ATM during the years ended December 31, 2022, 2021 and 2020. 2008 Equity Incentive Plan Under the Company’s 2008 Equity Incentive Plan, or 2008 Equity Plan, its employees, directors and consultants received share-based awards, including grants of stock options and performance awards. The 2008 Equity Plan expired in December 2017. Share-based awards generally expire ten years from the date of grant. 2018 Equity Incentive Plan The Company’s Board or a designated Committee of the Board is responsible for administration of the Company’s 2018 Omnibus Incentive Plan (the 2018 Plan) and determines the terms and conditions of each option granted, consistent with the terms of the 2018 Plan. The Company’s employees, directors, and consultants are eligible to receive awards under the 2018 Plan, including grants of stock options and performance awards. Share-based awards generally expire ten years from the date of grant. The 2018 Plan, as amended on May 5, 2022, provides for issuance of up to 5,000,000 shares of common stock, par value $ 0.001 per share, subject to adjustment as provided in the 2018 Plan. When stock options or performance awards are exercised net of the exercise price and taxes, the number of shares of stock issued is reduced by the number of shares equal to the amount of taxes owed by the award recipient and that number of shares are cancelled. The Company may then use its cash to pay tax authorities the amount of statutory taxes owed by and on behalf of the award recipient. Stock Options The following summarizes information about stock option activity during 2022: Number of Options Weighted Average Exercise Price Weighted Average Remaining Contractual Term in Years Aggregate Intrinsic Value in Millions Outstanding as of December 31, 2021 2,663,727 $ 11.56 $ Options granted 104,000 36.50 Options exercised ( 203,640 ) 15.56 Options forfeited/canceled ( 34,639 ) 20.59 Outstanding as of December 31, 2022 2,529,448 12.13 3.94 $ 49.6 Vested and expected to vest at December 31, 2022 2,529,448 12.13 3.94 $ 49.6 Exercisable at December 31, 2022 2,270,464 $ 10.02 3.43 $ 46.9 Of the stock options exercised during the year ended December 31, 2022 , 94,399 stock options were net settled in satisfaction of the exercise price, with no cash proceeds received. The following summarizes information about stock options at December 31, 2022 by a range of exercise prices: Options outstanding Options exercisable Weighted average Weighted Weighted Number of remaining average Number of average Range of exercise prices outstanding contractual exercise vested exercise From To options life (in years) price options price $ 0.95 $ 1.88 585,833 5.6 $ 1.51 505,833 $ 1.46 $ 3.24 $ 3.24 550,000 3.0 $ 3.24 550,000 $ 3.24 $ 4.09 $ 12.04 536,951 4.1 $ 7.09 512,888 $ 7.07 $ 12.39 $ 35.00 655,874 1.6 $ 20.82 653,290 $ 20.79 $ 36.40 $ 77.00 200,790 8.8 $ 52.64 48,453 $ 62.61 2,529,448 3.9 $ 12.13 2,270,464 $ 10.02 The Company uses Black-Scholes to estimate the fair value of options granted. Black-Scholes considers a number of factors, including the market price of the Company’s common stock. Factors utilized in Black-Scholes to value each stock option granted, and the weighted average fair value of options granted during the years ended December 31, 2022, 2021 and 2020 were as follows: 2022 2021 2020 Volatility 151 % to 154 % 147 % to 151 % 123 % to 139 % Risk-free interest rates 1.98 % to 3.69 % 1.12 % to 1.42 % 0.46 % to 0.78 % Expected life of option 7.0 years 7.0 years 7 years Dividend yield zero zero zero Forfeiture rate zero zero zero Weighted average fair value of stock options granted $ 35.16 $ 65.83 $ 6.69 Volatility is based on reviews of the historical volatility of the Company’s common stock. Risk-free interest rates are based on yields of U.S. treasury notes in effect at the date of grant. Expected life of option is based on actual historical option exercises. Dividend yield is zero because the Company does not anticipate paying cash dividends in the foreseeable future. As of December 31, 2022, the Company expects to recognize compensation expense of $ 7.7 million related to non-vested options held by equity plan participants over the weighted average remaining recognition period of 2.4 years. Performance Awards The following summarizes information about performance award activity during 2022: Number of Performance Awards Outstanding as of December 31, 2021 138,055 Granted — Vested — Forfeited/canceled ( 130,913 ) Outstanding as of December 31, 2022 7,142 During the year ended December 31, 2022, a total of 57,143 shares of restricted stock awards expired as performance criteria related to these Performance Awards were not attained. These shares of restricted stock were returned to the 2008 Equity Incentive Plan, which expired in December 2017, and thus were retired. If and when outstanding performance awards vest, the Company would recognize $ 101,000 in stock-based compensation expense. These performance awards expire in 2026 . Stock-Based Compensation Expense The following summarizes information about stock-based compensation expense, in thousands: Years ended December 31, 2022 2021 2020 Research and development $ 1,631 $ 1,302 $ 453 General and administrative 435 457 535 Total stock-based compensation expense $ 2,066 $ 1,759 $ 988 |
Employee 401(k) Benefit Plan
Employee 401(k) Benefit Plan | 12 Months Ended |
Dec. 31, 2022 | |
Employee 401(k) Benefit Plan [Abstract] | |
Employee 401(k) Benefit Plan | 8. Employee 401(k) Benefit Plan The Company has a defined-contribution savings plan under Section 401(k) of the Internal Revenue Code. The plan covers substantially all employees. Employees are eligible to participate in the plan the first day of the month after hire and may contribute up to the current statutory limits under Internal Revenue Service regulations. The 401(k) plan permits the Company to make additional matching contributions on behalf of all employees. Through December 31, 2022, the Company has not made any matching contributions to the 401(k) plan. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2022 | |
Income Taxes [Abstract] | |
Income Taxes | 9. Income Taxes The Company did not provide for income taxes during the periods presented because it had book and federal taxable losses in those years and the tax benefit that would have resulted from the pre-tax losses was fully offset by a change in the valuation allowance. The reconciliation of the statutory federal income tax rate to the Company’s effective tax rate for periods presented was as follows: Year ended December 31, 2022 2021 2020 Tax at federal statutory rate 21.0 % 21.0 % 21.0 % State tax, net of federal benefit — — — Share-based compensation ( 0.5 ) 1.2 ( 42.8 ) Research and development credits 4.9 2.3 1.6 Section 162(m) limitation ( 0.2 ) ( 0.5 ) — Other ( 1.8 ) ( 0.2 ) — Change in valuation allowance ( 23.4 ) ( 23.8 ) 20.2 Effective income tax rate — % — % — % Deferred tax assets and valuation allowance Deferred tax assets reflect the tax effects of net operating loss and tax credit carryforwards and temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. The Company’s deferred taxes assets at December 31, 2022 and 2021 were valued at the corporate tax rate of 21 %. The Company offsets its deferred tax assets by a valuation allowance because it is uncertain about the timing and amount of any future profits. Significant components of its deferred tax assets are as follows (in thousands): December 31, 2022 2021 Deferred tax assets: Net operating loss carryforwards $ 28,017 $ 24,777 Share-based compensation 2,706 2,870 Research and development credit carryforwards 9,681 7,439 Capitalized research and development expenses 12,690 — Other 934 1,130 Total deferred tax assets 54,028 36,216 Valuation allowance ( 54,002 ) ( 36,166 ) Net deferred tax assets 26 50 Deferred tax liabilities: Operating lease right-of-use assets ( 26 ) ( 50 ) Total deferred tax liabilities ( 26 ) ( 50 ) Net deferred tax asset (liability) $ — $ — The valuation allowance increased by $ 17.8 million and $ 7.7 million in 2022 and 2021, respectively, due primarily to continuing operations. The Company’s net operating loss carryforwards of $ 133.4 million are federal, of which $ 74.1 million expires between 2029 and 2037 and $ 43.9 million carries forward indefinitely. As of December 31, 2022, the Company had federal research and development tax credits of approximately $ 16.1 million, which expire in the years 2024 through 2042 . Unrecognized tax benefits As of December 31, 2022, 2021 and 2020, the Company has unrecognized tax benefits related to tax credits of $ 6.5 million, $ 5.0 million and $ 4.5 million, respectively. None of the unrecognized tax benefits as of December 31, 2022, if recognized, would impact the effective tax rate due to the valuation allowance and no interest or penalties have been recognized. A reconciliation of the beginning and ending balance of unrecognized tax benefits is as follows (in thousands): Year ended December 31, 2022 2021 2020 Beginning balance $ 5,001 $ 4,500 $ 4,400 Additions based on tax positions related to the current year 1,495 501 100 Ending balance $ 6,496 $ 5,001 $ 4,500 As of December 31, 2022, there were no unrecognized tax benefits that we expect would change significantly over the next 12 months. The Company files U.S. and Texas income tax returns. In the United States, the statute of limitations with respect to the federal income tax returns for tax years after 2018 are open to audit; however, since the Company has net operating losses, the taxing authority has the ability to review tax returns prior to the 2019 tax year and make adjustments to these net operating loss carryforwards. We are not under audit in any taxing jurisdiction at this time. |
Leases And Commitments
Leases And Commitments | 12 Months Ended |
Dec. 31, 2022 | |
Leases And Commitments [Abstract] | |
Leases And Commitments | 10. Leases and Commitments Right-of-use Asset and Liability The Company had an operating lease for approximately 6,000 square feet of office space in Austin, Texas expiring April 30, 2024 . The Company terminated this lease on February 22, 2023 with no continuing obligations. The Company also had a short-term lease agreement for an additional 3,600 square feet of office space in Austin, Texas that expired on October 31, 2022 . Future expected minimum lease payments as of December 31, 2022 are as follows (in thousands). 2023 2024 Total future lease payments Less: imputed interest Total Operating leases $ 107 36 143 ( 4 ) $ 139 Rent expense was $ 0.1 million for the years ended December 31, 2022, 2021 and 2020. There were no right-of-use assets exchanged for operating lease liabilities during the years ended December 31, 2022 and 2021. The Company recorded a right-of-use asset and lease liability of $ 316,000 as a result of the lease modification in September 2020. The Company utilized a discount rate of 3.25 % for the modified lease to determine the present value of the future lease payments, which approximated the Company’s incremental borrowing rate in September 2020. Cash paid for operating lease liabilities totaled $ 155,000 , $ 109,000 and $ 99,000 during the years ended December 31, 2022, 2021 and 2020, respectively. Other Commitments The Company conducts its product research and development programs through a combination of internal and collaborative programs that include, among others, arrangements with universities, contract research organizations and clinical research sites. It has contractual arrangements with these organizations that are generally cancelable. The Company’s obligations under these contracts are largely based on services performed. The Company is dependent on contract development and manufacturing organizations for the manufacture of all our materials for clinical studies. |
2020 Cash Incentive Bonus Plan
2020 Cash Incentive Bonus Plan | 12 Months Ended |
Dec. 31, 2022 | |
2020 Cash Incentive Bonus Plan [Abstract] | |
2020 Cash Incentive Bonus Plan | Note 11. 2020 Cash Incentive Bonus Plan In August 2020, the Board approved the Plan. The Plan was established to promote the long-term success of the Company by creating an “at-risk” cash bonus program that rewards Plan participants with additional cash compensation in lockstep with significant increases in the Company’s market capitalization. The Plan is considered “at-risk” because Plan participants will not receive a cash bonus unless the Company’s market capitalization increases significantly and certain other conditions specified in the Plan are met. Specifically, Plan participants will not be paid any cash bonuses unless (1) the Company completes a merger or acquisition transaction that constitutes a sale of ownership of the Company or its assets (a Merger Transaction) or (2) the Compensation Committee of the Board (the Compensation Committee) determines the Company has sufficient cash on hand, as defined in the Plan. Because of the inherent discretion and uncertainty regarding these requirements, the Company has concluded that a Plan grant date has not occurred as of December 31, 2022. Plan participants will be paid all earned cash bonuses in the event of a Merger Transaction. The Company’s market capitalization for purposes of the Plan is determined based on either (1) the Company’s closing price of one share on the Nasdaq Capital Market multiplied by the total issued and outstanding shares and options to purchase shares of the Company, or (2) the aggregate consideration payable to security holders of the Company in a Merger Transaction. This constitutes a market condition under applicable accounting guidance. The Plan triggers a potential cash bonus each time the Company’s market capitalization increases significantly, up to a maximum $ 5 billion in market capitalization. The Plan specifies 14 incremental amounts between $ 200 million and $ 5 billion (each increment, a “Valuation Milestone”). Each Valuation Milestone triggers a potential cash bonus award in a pre-set amount defined in the Plan. Each Valuation Milestone must be achieved and maintained for no less than 20 consecutive trading days for Plan participants to be eligible for a potential cash bonus award. Approximately 58 % of each cash bonus award associated with a Valuation Milestone is subject to adjustment and approval by the Compensation Committee. Any amounts not awarded by the Compensation Committee are no longer available for distribution. If the Company were to exceed a $ 5 billion market capitalization for no less than 20 consecutive trading days, all Valuation Milestones would be deemed achieved, in which case cash bonus awards would range from a minimum of $ 139.1 million up to a hypothetical maximum of $ 322.3 million. Payment of cash bonuses is deferred until such time as (1) the Company completes a Merger Transaction, or (2) the Compensation Committee determines the Company has sufficient cash on hand to render payment (each, a “Performance Condition”), neither of which may ever occur. Accordingly, there can be no assurance that Plan participants will ever be paid a cash bonus that is awarded under the Plan, even if the Company’s market capitalization increases significantly. The Plan is accounted for as a liability award. The fair value of each Valuation Milestone award will be determined once a grant date occurs and will be remeasured each reporting period. Compensation expense associated with the Plan will be recognized over the expected achievement period for each of the 14 Valuation Milestones, when a Performance Condition is considered probable of being met. In October 2020, the Company achieved the first Valuation Milestone. Subsequently, the Compensation Committee approved a potential cash bonus award of $ 7.3 million in total for all Plan participants, subject to future satisfaction of a Performance Condition. During the year ended December 31, 2021, the Company achieved 11 additional Valuation Milestones triggering potential Company obligations to all Plan participants from a minimum of $ 93.7 million up to a hypothetical maximum of $ 225.0 million, to be determined by the Compensation Committee and contingent upon future satisfaction of a Performance Condition. However, no compensation expense has been recorded since no grant date has occurred and no Performance Conditions are considered probable of being met. There is no continuing service requirement for Plan participants once the Compensation Committee approves a cash bonus award. No Valuation Milestones were achieved during the year ended December 31, 2022. No actual cash payments were authorized or made to participants under the Plan through December 31, 2022. |
Contingencies
Contingencies | 12 Months Ended |
Dec. 31, 2022 | |
Contingencies [Abstract] | |
Contingencies | 12. Contingencies Securities Class Actions and Shareholder Derivative Actions Between August 27, 2021 and October 26, 2021, four putative class action lawsuits were filed alleging violations of the federal securities laws by the Company and certain named officers. The complaints rely on allegations contained in Citizen Petitions submitted to FDA, and allege that various statements made by the defendants regarding simufilam were rendered materially false and misleading. The Citizen Petitions were all subsequently denied by FDA. These actions were filed in the U.S. District Court for the Western District of Texas. The complaints seek unspecified compensatory damages and other relief on behalf of a purported class of purchasers. On June 30, 2022, a federal judge consolidated the four class action lawsuits into one case and appointed a lead plaintiff and a lead counsel. Lead plaintiff filed a consolidated amended complaint on August 18, 2022 on behalf of a putative class of purchasers of our securities between September 14, 2020 and July 26, 2022. Briefing on defendants’ motion to dismiss was completed on January 23, 2023. The Company believes the claims are without merit and intend to defend against these lawsuits vigorously. The Company is unable to estimate the possible loss or range of loss, if any, associated with these lawsuits. On November 4, 2021, a related shareholder derivative action was filed, purportedly on behalf of the Company, in the U.S. District Court for the Western District of Texas, asserting claims under the U.S. securities laws and state fiduciary duty laws against certain named officers and the members of the Company’s board of directors. This complaint relies on allegations made in Citizen Petitions that were submitted to (and subsequently denied by) FDA. The complaint alleges, among other things, that the individual defendants exposed the Company to unspecified damages and securities law liability by causing it to make materially false and misleading statements, in violation of the U.S. securities laws and in breach of their fiduciary duties to the Company. The derivative case seeks, among other things, to recover unspecified compensatory damages on behalf of the Company arising out of the individual defendant’s alleged wrongful conduct. Although the plaintiff in this derivative case does not seek relief against the Company, the Company has certain indemnification obligations to the individual defendants. Since November 4, 2021, three additional shareholder derivative actions were filed alleging substantially similar claims, two in the U.S. District Court for the Western District of Texas, and one in Texas state court (Travis County District Court). All four actions have been stayed pending the resolution of the motions to dismiss in the securities class actions. On July 5, 2022, the three federal court actions were consolidated into a single action. On August 19, 2022, a shareholder derivative action was filed, purportedly on behalf of the Company, in the Delaware Court of Chancery, asserting claims under state fiduciary duty laws against certain named officers and members of the Company’s board of directors. The complaint alleges, among other things, that the individual defendants breached their fiduciary duties by approving the 2020 Cash Incentive Bonus Plan in August 2020. The complaints seek unspecified compensatory damages and other relief. On January 6, 2023, the plaintiffs filed an amended complaint. Although the plaintiffs in this derivative case do not seek relief against the Company, the Company has certain indemnification obligations to the individual defendants. The Company is unable to estimate the possible loss or range of loss, if any, associated with these lawsuits. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policy) | 12 Months Ended |
Dec. 31, 2022 | |
Summary Of Significant Accounting Policies [Abstract] | |
Use Of Estimates | Use of Estimates The Company makes estimates and assumptions in preparing its consolidated financial statements in conformity with accounting principles generally accepted in the United States. These estimates and assumptions affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amount of revenue earned and expenses incurred during the reporting period. The Company evaluates its estimates on an ongoing basis, including those estimates related to manufacturing agreements and research collaborations. Actual results could differ from these estimates and assumptions . |
Proceeds From Grants | Proceeds from Grants In 2022, 2021, and 2020, the Company received $ 0.9 million, $ 3.9 million and $ 4.2 million of reimbursement from the National Institutes of Health and National Institute on Drug Abuse, respectively. The Company records the proceeds from these grants as reductions to its research and development expenses. |
Cash And Cash Equivalents And Concentration Of Credit Risk | Cash and Cash Equivalents and Concentration of Credit Risk The Company invests in cash and cash equivalents. The Company considers highly-liquid financial instruments with original maturities of three months or less to be cash equivalents. Highly liquid investments that are considered cash equivalents include money market accounts and funds, certificates of deposit and U.S. Treasury securities. The Company maintains its cash and cash equivalents at one financial institution. |
Fair Value Measurements | Fair Value Measurements The Company recognizes financial instruments in accordance with the authoritative guidance on fair value measurements and disclosures for financial assets and liabilities. This guidance defines fair value, establishes a framework for measuring fair value in accordance with GAAP, and expands disclosures about fair value measurements. The guidance also establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. These tiers include: Level 1 includes quoted prices in active markets. Level 2 includes significant observable inputs, such as quoted prices for identical or similar securities, or other inputs that are observable and can be corroborated by observable market data for similar securities. The Company uses market pricing and other observable market inputs obtained from third-party providers. It uses the bid price to establish fair value where a bid price is available. The Company does not have any financial instruments where the fair value is based on Level 2 inputs. Level 3 includes unobservable inputs that are supported by little or no market activity. The Company does not have any financial instruments where the fair value is based on Level 3 inputs. If a financial instrument uses inputs that fall in different levels of the hierarchy, the instrument will be categorized based upon the lowest level of input that is significant to the fair value calculation. The fair value of cash and cash equivalents was based on Level 1 inputs at December 31, 2022 and 2021. |
Business Segments | Business Segments The Company reports segment information based on how it internally evaluates the operating performance of its business units, or segments. The Company’s operations are confined to one business segment: the development of novel drugs and diagnostics. |
Stock-Based Compensation | Stock-based Compensation The Company recognizes non-cash expense for the fair value of all stock options and other share-based awards. The Company uses the Black-Scholes option valuation model (“Black-Scholes”) to calculate the fair value of stock options, using the single-option award approach and straight-line attribution method. This model requires the input of subjective assumptions including expected stock price volatility, expected life and estimated forfeitures of each award. These assumptions consist of estimates of future market conditions, which are inherently uncertain, and therefore, are subject to management’s judgment. For all options granted, it recognizes the resulting fair value as expense on a straight-line basis over the vesting period of each respective stock option, generally four years . The Company has granted share-based awards that vest upon achievement of certain performance criteria (“Performance Awards”) . The Company multiplies the number of Performance Awards by the fair value of its common stock on the date of grant to calculate the fair value of each award. It estimates an implicit service period for achieving performance criteria for each award. The Company recognizes the resulting fair value as expense over the implicit service period when it concludes that achieving the performance criteria is probable. It periodically reviews and updates as appropriate its estimates of implicit service periods and conclusions on achieving the performance criteria. Performance Awards vest and common stock is issued upon achievement of the performance criteria. |
Net Loss Per Share | Net Loss per Share The Company computes basic net loss per share on the basis of the weighted-average number of common shares outstanding for the reporting period. Diluted net loss per share is computed on the basis of the weighted-average number of common shares outstanding plus potential dilutive common shares outstanding using the treasury-stock method. Potential dilutive common shares consist of outstanding common stock options and warrants. There is no difference between the Company’s net loss and comprehensive loss. The numerators and denominators in the calculation of basic and diluted net loss per share were as follows (in thousands, except net loss per share data): Years ended December 31, 2022 2021 2020 Numerator: Net loss $ ( 76,246 ) $ ( 32,385 ) $ ( 6,334 ) Denominator: Shares used in computing net loss per share, basic and diluted 40,202 39,405 26,105 Net loss per share, basic and diluted $ ( 1.90 ) $ ( 0.82 ) $ ( 0.24 ) Dilutive common stock options excluded from net loss per share, diluted 2,055 2,211 2,145 Common stock warrants excluded from net loss per share, diluted - - 554 The Company excluded common stock options and warrants outstanding , along with 57,143 restricted stock awards, from the calculation of net loss per share, diluted, because the effect of including outstanding options and warrants would have been anti-dilutive. The 57,143 restricted stock awards expired during the year ended December 31, 2022. |
Fair Value Of Financial Instruments | Fair Value of Financial Instruments Financial instruments include accounts payable and accrued liabilities. The estimated fair value of certain financial instruments may be determined using available market information or other appropriate valuation methodologies. However, considerable judgment is required in interpreting market data to develop estimates of fair value; therefore, the estimates are not necessarily indicative of the amounts that could be realized or would be paid in a current market exchange. The effect of using different market assumptions and/or estimation methodologies may be material to the estimated fair value amounts. The carrying amounts of accounts payable and accrued liabilities are at cost, which approximates fair value due to the short maturity of those instruments. |
Research Contract Costs And Accruals | Research Contracts, Prepaids and Accruals The Company has entered into various research and development contracts with research institutions and other third-party vendors. These agreements are generally cancelable. Related payments are recorded as research and development expenses as incurred. The Company records prepaids and accruals for estimated ongoing research costs. When evaluating the adequacy of the accrued liabilities, the Company analyzes progress of the studies including the phase or completion of events, invoices received and contracted costs. Significant judgments and estimates are made in determining the prepaid and accrued balances at the end of any reporting period. Actual results could differ from the Company’s estimates. The Company’s historical prepaid and accrual estimates have not been materially different from actual costs. |
Incentive Bonus Plan | Incentive Bonus Plan In 2020, the Company established the 2020 Cash Incentive Bonus Plan (the “Plan”) to incentivize Plan participants. Awards under the Plan are accounted for as liability awards under Accounting Standards Codification (ASC) 718 “ Stock-based Compensation ”. The fair value of each potential Plan award will be determined once a grant date occurs and will be remeasured each reporting period. Compensation expense associated with the Plan will be recognized over the expected achievement period for each Plan award, when a Performance Condition (as defined below) is considered probable of being met. See Note 11 for further discussion of the Plan. |
Leases | Leases The Company recognizes assets and liabilities that arise from leases. For operating leases, the Company is required to recognize a right-of-use asset and a lease liability, initially measured at the present value of the lease payments during the lease term, in the consolidated balance sheets. The Company elected the short-term lease recognition exemption for all leases that qualify. This means, for those leases that qualify, the Company does not recognize right-of-use assets or lease liabilities . As the Company`s leases do not provide an implicit rate, it uses its incremental borrowing rate based on the information available at the commencement date in determining the present value of lease payments. Lease expense for lease payments is recognized on a straight-line basis over the lease term. |
Property And Equipment | Property and equipment Property and equipment is recorded at cost, net of accumulated depreciation. Depreciation is recorded using the straight-line method over the estimated useful lives of the assets. Owned buildings and related improvements have estimated useful lives of 39 years and approximately 10 years, respectively. Tenant improvements related to leased space are amortized using the straight-line method over the useful lives of the improvements or the remaining term of the corresponding leases, whichever is shorter. The remaining term of the corresponding leases is approximately 1.4 years. Property and equipment are reviewed for impairment when events or changes in circumstances indicate the carrying amount of an asset may not be recoverable. If property and equipment are considered to be impaired, an impairment loss is recognized. |
Intangible Assets | Intangible assets Acquired intangible assets are recorded at fair value at the date of acquisition and primarily consist of lease-in-place agreements and leasing commissions. Intangible assets are amortized over the estimated life of the lease-in-place agreements, which approximates 1.3 years at December 31, 2022. Intangible assets are reviewed for impairment on an annual basis, and when there is reason to believe that their values have been diminished or impaired. If intangible assets are considered to be impaired, an impairment loss is recognized. |
Income Taxes | Income Taxes The Company accounts for income taxes under the asset and liability method. Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax balances are adjusted to reflect tax rates based on currently enacted tax laws, which will be in effect in the years in which the temporary differences are expected to reverse. The Company has accumulated significant deferred tax assets that reflect the tax effects of net operating loss and tax credit carryovers and temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Realization of certain deferred tax assets is dependent upon future earnings. The Company is uncertain about the timing and amount of any future earnings. Accordingly, the Company offsets these deferred tax assets with a valuation allowance. The Company accounts for uncertain tax positions in accordance with ASC 740, “Income Taxes”, which clarifies the accounting for uncertainty in tax positions. These provisions require recognition of the impact of a tax position in the Company’s financial statements only if that position is more likely than not of being sustained upon examination by taxing authorities, based on the technical merits of the position. Any interest and penalties related to uncertain tax positions will be reflected as a component of income tax expense. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Summary Of Significant Accounting Policies [Abstract] | |
Numerators And Denominators In The Calculation Of Basic And Diluted Net Loss Per Share | Years ended December 31, 2022 2021 2020 Numerator: Net loss $ ( 76,246 ) $ ( 32,385 ) $ ( 6,334 ) Denominator: Shares used in computing net loss per share, basic and diluted 40,202 39,405 26,105 Net loss per share, basic and diluted $ ( 1.90 ) $ ( 0.82 ) $ ( 0.24 ) Dilutive common stock options excluded from net loss per share, diluted 2,055 2,211 2,145 Common stock warrants excluded from net loss per share, diluted - - 554 |
Prepaid And Other Current Ass_2
Prepaid And Other Current Assets (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Prepaid And Other Current Assets [Abstract] | |
Schedule Of Prepaid And Other Assets | December 31, 2022 2021 Prepaid insurance $ 874 $ 662 Contract research organization and other deposits 9,177 10,330 Other 160 53 Total prepaid expenses and other current assets $ 10,211 $ 11,045 |
Real Property Acquisition (Tabl
Real Property Acquisition (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Real Property Acquisition [Abstract] | |
Summary Of Acquisition | Land $ 3,734 Buildings 15,980 Site improvements 453 Tenant improvements 567 Total tangible assets $ 20,734 Lease-in-place agreements $ 1,053 Leasing commissions and other 246 Total intangible assets $ 1,299 Consideration paid $ 22,033 |
Components Of Other Income, Net | Years ended December 31, 2022 2021 2020 Lease revenue $ 2,459 $ 911 $ — Property operating expenses ( 1,462 ) ( 477 ) — Other income, net $ 997 $ 434 $ — |
Property And Equipment (Tables)
Property And Equipment (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Property And Equipment [Abstract] | |
Components Of Property And Equipment, Net | December 31, 2022 2021 Land $ 3,734 $ 3,734 Buildings 15,980 15,980 Site improvements 470 470 Tenant improvements 3,016 567 Furniture and equipment 851 178 Construction in progress 13 83 Gross property and equipment $ 24,064 $ 21,012 Accumulated depreciation ( 1,200 ) ( 396 ) Property and equipment, net $ 22,864 $ 20,616 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Intangible Assets [Abstract] | |
Components Of Intangible Assets, Net | December 31, 2022 2021 Lease-in-place agreements $ 1,053 $ 1,053 Leasing commissions and other 290 246 Gross intangible assets $ 1,343 $ 1,299 Accumulated amortization ( 721 ) ( 224 ) Intangible assets, net $ 622 $ 1,075 |
Amortization Expense For Finite-Lived Intangible Assets | For the year ending December 31, 2023 451 2024 167 2025 4 Total amortization $ 622 |
Stockholders' Equity And Stoc_2
Stockholders' Equity And Stock-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Stockholders’ Equity And Stock-Based Compensation [Abstract] | |
Stock Option Activity | Number of Options Weighted Average Exercise Price Weighted Average Remaining Contractual Term in Years Aggregate Intrinsic Value in Millions Outstanding as of December 31, 2021 2,663,727 $ 11.56 $ Options granted 104,000 36.50 Options exercised ( 203,640 ) 15.56 Options forfeited/canceled ( 34,639 ) 20.59 Outstanding as of December 31, 2022 2,529,448 12.13 3.94 $ 49.6 Vested and expected to vest at December 31, 2022 2,529,448 12.13 3.94 $ 49.6 Exercisable at December 31, 2022 2,270,464 $ 10.02 3.43 $ 46.9 |
Information About Stock Options Outstanding | Options outstanding Options exercisable Weighted average Weighted Weighted Number of remaining average Number of average Range of exercise prices outstanding contractual exercise vested exercise From To options life (in years) price options price $ 0.95 $ 1.88 585,833 5.6 $ 1.51 505,833 $ 1.46 $ 3.24 $ 3.24 550,000 3.0 $ 3.24 550,000 $ 3.24 $ 4.09 $ 12.04 536,951 4.1 $ 7.09 512,888 $ 7.07 $ 12.39 $ 35.00 655,874 1.6 $ 20.82 653,290 $ 20.79 $ 36.40 $ 77.00 200,790 8.8 $ 52.64 48,453 $ 62.61 2,529,448 3.9 $ 12.13 2,270,464 $ 10.02 |
Weighted Average Fair Value Of Options Granted | 2022 2021 2020 Volatility 151 % to 154 % 147 % to 151 % 123 % to 139 % Risk-free interest rates 1.98 % to 3.69 % 1.12 % to 1.42 % 0.46 % to 0.78 % Expected life of option 7.0 years 7.0 years 7 years Dividend yield zero zero zero Forfeiture rate zero zero zero Weighted average fair value of stock options granted $ 35.16 $ 65.83 $ 6.69 |
Summary Of Performance Award Activity | Number of Performance Awards Outstanding as of December 31, 2021 138,055 Granted — Vested — Forfeited/canceled ( 130,913 ) Outstanding as of December 31, 2022 7,142 |
Stock-Based Compensation Expense | Years ended December 31, 2022 2021 2020 Research and development $ 1,631 $ 1,302 $ 453 General and administrative 435 457 535 Total stock-based compensation expense $ 2,066 $ 1,759 $ 988 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Income Taxes [Abstract] | |
Schedule Of Effective Income Tax Rate Reconciliation | Year ended December 31, 2022 2021 2020 Tax at federal statutory rate 21.0 % 21.0 % 21.0 % State tax, net of federal benefit — — — Share-based compensation ( 0.5 ) 1.2 ( 42.8 ) Research and development credits 4.9 2.3 1.6 Section 162(m) limitation ( 0.2 ) ( 0.5 ) — Other ( 1.8 ) ( 0.2 ) — Change in valuation allowance ( 23.4 ) ( 23.8 ) 20.2 Effective income tax rate — % — % — % |
Schedule Of Deferred Tax Assets And Valuation Allowance | December 31, 2022 2021 Deferred tax assets: Net operating loss carryforwards $ 28,017 $ 24,777 Share-based compensation 2,706 2,870 Research and development credit carryforwards 9,681 7,439 Capitalized research and development expenses 12,690 — Other 934 1,130 Total deferred tax assets 54,028 36,216 Valuation allowance ( 54,002 ) ( 36,166 ) Net deferred tax assets 26 50 Deferred tax liabilities: Operating lease right-of-use assets ( 26 ) ( 50 ) Total deferred tax liabilities ( 26 ) ( 50 ) Net deferred tax asset (liability) $ — $ — |
Schedule Of Unrecognized Tax Benefits | Year ended December 31, 2022 2021 2020 Beginning balance $ 5,001 $ 4,500 $ 4,400 Additions based on tax positions related to the current year 1,495 501 100 Ending balance $ 6,496 $ 5,001 $ 4,500 |
Leases And Commitments (Tables)
Leases And Commitments (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Leases And Commitments [Abstract] | |
Future Minimum Lease Payments | 2023 2024 Total future lease payments Less: imputed interest Total Operating leases $ 107 36 143 ( 4 ) $ 139 |
General, Liquidity and Basis _2
General, Liquidity and Basis of Presentation (Narrative) (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
General, Liquidity And Basis Of Presentation [Abstract] | ||
Accumulated deficit | $ 283,552 | $ 207,306 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Narrative) (Details) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 USD ($) segment shares | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | |
Summary Of Significant Accounting Policies [Line Items] | |||
Reimbursement from National Institutes of Health research grants | $ | $ 0.9 | $ 3.9 | $ 4.2 |
Number of business segments | segment | 1 | ||
Vesting period of stock options | 4 years | ||
Lease-In-Place Agreements [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Intangible assets, Estimated useful lives | 1 year 3 months 18 days | ||
Building [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Property and equipment, Estimated useful lives | 39 years | ||
Site Improvements [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Property and equipment, Estimated useful lives | 10 years | ||
Tenant Improvements [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Property and equipment, Estimated useful lives | 1 year 4 months 24 days | ||
Restricted Stock [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Common stock excluded from net loss per share, diluted | 57,143 | ||
Shares expired | 57,143 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies (Numerators And Denominators In The Calculation Of Basic And Diluted Net Loss Per Share) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Numerator: | |||
Net loss | $ (76,246) | $ (32,385) | $ (6,334) |
Shares used in computing net loss per share, basic and diluted | 40,202 | 39,405 | 26,105 |
Net loss per share, basic and diluted | $ (1.90) | $ (0.82) | $ (0.24) |
Stock Option [Member] | |||
Numerator: | |||
Common stock excluded from net loss per share, diluted | 2,055 | 2,211 | 2,145 |
Warrants [Member] | |||
Numerator: | |||
Common stock excluded from net loss per share, diluted | 554 |
Prepaid And Other Current Ass_3
Prepaid And Other Current Assets (Schedule Of Prepaid Expenses And Other Current Assets) (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Prepaid And Other Current Assets [Abstract] | ||
Prepaid insurance | $ 874 | $ 662 |
Contract research organization and other deposits | 9,177 | 10,330 |
Other | 160 | 53 |
Total prepaid expenses and other current assets | $ 10,211 | $ 11,045 |
Real Property Acquisition (Narr
Real Property Acquisition (Narrative) (Details) - Austin, Texas [Member] | 12 Months Ended | ||
Aug. 04, 2021 USD ($) ft² | Dec. 31, 2022 USD ($) ft² | Dec. 31, 2021 USD ($) | |
Asset Acquisition [Line Items] | |||
Net Rentable Area | ft² | 6,000 | ||
Building [Member] | |||
Asset Acquisition [Line Items] | |||
Purchase price | $ | $ 22,000,000 | ||
Percentage Of Occupancy | 25% | ||
Percentage Of Currently Leased | 60% | ||
Net Rentable Area | ft² | 90,000 | ||
Accrued property taxes | $ | $ 433,000 | $ 450,000 |
Real Property Acquisition (Summ
Real Property Acquisition (Summary Of Acquisition) (Details) - Austin, Texas [Member] $ in Thousands | Aug. 04, 2021 USD ($) |
Business Acquisition [Line Items] | |
Total tangible assets | $ 20,734 |
Total intangible assets | 1,299 |
Consideration paid | 22,033 |
Land [Member] | |
Business Acquisition [Line Items] | |
Total tangible assets | 3,734 |
Building [Member] | |
Business Acquisition [Line Items] | |
Total tangible assets | 15,980 |
Site Improvements [Member] | |
Business Acquisition [Line Items] | |
Total tangible assets | 453 |
Tenant Improvements [Member] | |
Business Acquisition [Line Items] | |
Total tangible assets | 567 |
Lease-In-Place Agreements [Member] | |
Business Acquisition [Line Items] | |
Total intangible assets | 1,053 |
Leasing Commissions And Other [Member] | |
Business Acquisition [Line Items] | |
Total intangible assets | $ 246 |
Real Property Acquisition (Comp
Real Property Acquisition (Components Of Other Income, Net) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Business Acquisition [Line Items] | ||
Other income, net | $ 997 | $ 434 |
Building [Member] | Austin, Texas [Member] | ||
Business Acquisition [Line Items] | ||
Lease revenue | 2,459 | 911 |
Property operating expenses | (1,462) | (477) |
Other income, net | $ 997 | $ 434 |
Property And Equipment (Narrati
Property And Equipment (Narrative) (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Property, Plant and Equipment [Line Items] | |||
Depreciation expense | $ 804,000 | $ 310,000 | $ 22,000 |
Proceeds from sale of equipment | 0 | 0 | |
Gross property and equipment | 24,064,000 | 21,012,000 | |
Accumulated depreciation | $ 1,200,000 | $ 396,000 | |
Gain on sale of property and equipment | 346,000 | ||
Manufacturing Equipment [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Proceeds from sale of equipment | 360,000 | ||
Manufacturing Equipment [Member] | Disposal Group, Disposed of by Sale, Not Discontinued Operations [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Gross property and equipment | 892,000 | ||
Accumulated depreciation | 878,000 | ||
Gain on sale of property and equipment | $ 346,000 |
Property And Equipment (Compone
Property And Equipment (Components Of Property And Equipment, Net) (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Property, Plant and Equipment [Line Items] | ||
Gross property and equipment | $ 24,064 | $ 21,012 |
Accumulated depreciation | (1,200) | (396) |
Property and equipment, net | 22,864 | 20,616 |
Land [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Gross property and equipment | 3,734 | 3,734 |
Building [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Gross property and equipment | 15,980 | 15,980 |
Site Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Gross property and equipment | 470 | 470 |
Tenant Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Gross property and equipment | 3,016 | 567 |
Furniture And Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Gross property and equipment | 851 | 178 |
Construction In Progress [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Gross property and equipment | $ 13 | $ 83 |
Intangible Assets (Narrative) (
Intangible Assets (Narrative) (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Intangible Assets [Abstract] | |||
Amortization expense for intangible assets | $ 497,000 | $ 224,000 | $ 0 |
Intangible Assets (Components O
Intangible Assets (Components Of Intangible Assets, Net) (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross intangible assets | $ 1,343 | $ 1,299 |
Accumulated amortization | (721) | (224) |
Intangible assets, net | 622 | 1,075 |
Lease-In-Place Agreements [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross intangible assets | 1,053 | 1,053 |
Leasing Commissions And Other [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross intangible assets | $ 290 | $ 246 |
Intangible Assets (Amortization
Intangible Assets (Amortization Expense For Finite-Lived Intangible Assets) (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Intangible Assets [Abstract] | ||
2023 | $ 451 | |
2024 | 167 | |
2025 | 4 | |
Intangible assets, net | $ 622 | $ 1,075 |
Stockholders' Equity And Stoc_3
Stockholders' Equity And Stock-Based Compensation (Narrative) (Details) - USD ($) | 1 Months Ended | 12 Months Ended | ||||||
Nov. 22, 2022 | Feb. 12, 2021 | Nov. 13, 2020 | Mar. 27, 2020 | Aug. 31, 2018 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Proceeds from offering | $ 47,329,000 | $ 189,825,000 | $ 70,251,000 | |||||
Proceeds from exercise of warrants | $ 692,000 | $ 4,940,000 | ||||||
Award expiration period | 4 years | |||||||
Dividend yield | 0% | 0% | 0% | |||||
Compensation costs prior to forfeiture | $ 7,700,000 | |||||||
Weighted average remaining recognition period | 2 years 4 months 24 days | |||||||
Offering of common stock shares | 120,000,000 | 120,000,000 | ||||||
Par value per share | $ 0.001 | $ 0.001 | ||||||
ATM [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Number of shares issued | 0 | 0 | 0 | |||||
Percentage of commission in ATM offering | 3% | |||||||
ATM [Member] | Maximum [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Aggregate offering price | $ 100,000,000 | |||||||
2008 Equity Incentive Plan [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Award expiration period | 10 years | |||||||
2018 Equity Incentive Plan [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Expiration period of stock options granted | 10 years | |||||||
Offering of common stock shares | 5,000,000 | |||||||
Par value per share | $ 0.001 | |||||||
Performance Award [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Expiration of restricted stock Performance Awards,shares | 57,143 | |||||||
Additional stock compensation expense | $ 101,000 | |||||||
Performance awards vested | ||||||||
Performance awards expiration date | Dec. 31, 2026 | |||||||
Stock Option [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Stock options exercised, net settled in satisfaction of the exercise price | 94,399 | |||||||
Common Stock [Member] | Registered Direct Offering 2022 [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Number of shares issued | 1,666,667 | |||||||
Price per share | $ 30 | |||||||
Proceeds from offering | $ 47,300,000 | |||||||
Common Stock [Member] | 2021 Registered Direct Offering [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Number of shares issued | 4,081,633 | |||||||
Price per share | $ 49 | |||||||
Proceeds from offering | $ 189,800,000 | |||||||
Common Stock [Member] | Public Offering [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Number of shares issued | 9,375,000 | |||||||
Price per share | $ 8 | |||||||
Proceeds from offering | $ 70,300,000 | |||||||
Common Stock Warrants [Member] | Common Stock Warrants [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Number of shares issued | 9,100,000 | |||||||
Proceeds from exercise of warrants | $ 700,000 | $ 4,900,000 | ||||||
Number of shares exercise | 600,000 | 4,000,000 |
Stockholders' Equity And Stoc_4
Stockholders' Equity And Stock-Based Compensation (Stock Option Activity) (Details) $ / shares in Units, $ in Millions | 12 Months Ended |
Dec. 31, 2022 USD ($) $ / shares shares | |
Stockholders’ Equity And Stock-Based Compensation [Abstract] | |
Outstanding as of, Beginning | shares | 2,663,727 |
Options granted | shares | 104,000 |
Options exercised | shares | (203,640) |
Options forfeited/canceled | shares | (34,639) |
Outstanding as of, Ending | shares | 2,529,448 |
Vested and expected to vest at December 31, 2022 | shares | 2,529,448 |
Exercisable at December 31, 2022 | shares | 2,270,464 |
Weighted Average Exercise Price, Outstanding as of, Beginning | $ / shares | $ 11.56 |
Weighted Average Exercise Price, Options granted | $ / shares | 36.50 |
Weighted Average Exercise Price, Options exercised | $ / shares | 15.56 |
Weighted Average Exercise Price, Options forfeited/cancelled | $ / shares | 20.59 |
Weighted Average Exercise Price, Outstanding as of, Ending | $ / shares | 12.13 |
Weighted Average Exercise Price, Vested and expected to vest at December 31, 2022 | $ / shares | 12.13 |
Weighted Average Exercise Price, Exercisable at December 31, 2022 | $ / shares | $ 10.02 |
Weighted Average Remaining Contractual Term | 3 years 11 months 8 days |
Weighted Average Remaining Contractual Term, Vested and expected to vest at December 31, 2022 | 3 years 11 months 8 days |
Weighted Average Remaining Contractual Term, Exercisable at December 31, 2022 | 3 years 5 months 4 days |
Outstanding, Aggregate Intrinsic Value | $ | $ 49.6 |
Aggregate Intrinsic Value, Vested and expected to vest at December 31, 2022 | $ | 49.6 |
Aggregate Intrinsic Value, Exercisable at December 31, 2022 | $ | $ 46.9 |
Stockholders' Equity And Stoc_5
Stockholders' Equity And Stock-Based Compensation (Information About Stock Options Outstanding) (Details) | 12 Months Ended |
Dec. 31, 2022 $ / shares shares | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Number of outstanding options, Options outstanding | shares | 2,529,448 |
Weighted average remaining contractual life (in years), Options outstanding | 3 years 10 months 24 days |
Weighted average exercise price, Options outstanding | $ 12.13 |
Number of vested options, Options exercisable | shares | 2,270,464 |
Weighted average exercise price, Options exercisable | $ 10.02 |
$0.95 - $1.88 [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Range of exercise prices, Minimum | 0.95 |
Range of exercise prices, Maximum | $ 1.88 |
Number of outstanding options, Options outstanding | shares | 585,833 |
Weighted average remaining contractual life (in years), Options outstanding | 5 years 7 months 6 days |
Weighted average exercise price, Options outstanding | $ 1.51 |
Number of vested options, Options exercisable | shares | 505,833 |
Weighted average exercise price, Options exercisable | $ 1.46 |
$3.24 - $3.24 [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Range of exercise prices, Minimum | 3.24 |
Range of exercise prices, Maximum | $ 3.24 |
Number of outstanding options, Options outstanding | shares | 550,000 |
Weighted average remaining contractual life (in years), Options outstanding | 3 years |
Weighted average exercise price, Options outstanding | $ 3.24 |
Number of vested options, Options exercisable | shares | 550,000 |
Weighted average exercise price, Options exercisable | $ 3.24 |
$4.09 - $12.04 [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Range of exercise prices, Minimum | 4.09 |
Range of exercise prices, Maximum | $ 12.04 |
Number of outstanding options, Options outstanding | shares | 536,951 |
Weighted average remaining contractual life (in years), Options outstanding | 4 years 1 month 6 days |
Weighted average exercise price, Options outstanding | $ 7.09 |
Number of vested options, Options exercisable | shares | 512,888 |
Weighted average exercise price, Options exercisable | $ 7.07 |
$12.39 - $35.00 [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Range of exercise prices, Minimum | 12.39 |
Range of exercise prices, Maximum | $ 35 |
Number of outstanding options, Options outstanding | shares | 655,874 |
Weighted average remaining contractual life (in years), Options outstanding | 1 year 7 months 6 days |
Weighted average exercise price, Options outstanding | $ 20.82 |
Number of vested options, Options exercisable | shares | 653,290 |
Weighted average exercise price, Options exercisable | $ 20.79 |
$36.40 - $77.00 [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Range of exercise prices, Minimum | 36.40 |
Range of exercise prices, Maximum | $ 77 |
Number of outstanding options, Options outstanding | shares | 200,790 |
Weighted average remaining contractual life (in years), Options outstanding | 8 years 9 months 18 days |
Weighted average exercise price, Options outstanding | $ 52.64 |
Number of vested options, Options exercisable | shares | 48,453 |
Weighted average exercise price, Options exercisable | $ 62.61 |
Stockholders' Equity And Stoc_6
Stockholders' Equity And Stock-Based Compensation (Weighted Average Fair Value Of Options Granted) (Details) - $ / shares | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Stockholders’ Equity And Stock-Based Compensation [Abstract] | |||
Volatility, Minimum | 151% | 147% | 123% |
Volatility, Maximum | 154% | 151% | 139% |
Risk-free interest rates, Minimum | 1.98% | 1.12% | 0.46% |
Risk-free interest rates, Maximum | 3.69% | 1.42% | 0.78% |
Expected life of option | 7 years | 7 years | 7 years |
Dividend yield | 0% | 0% | 0% |
Forfeiture rate | 0% | 0% | 0% |
Weighted average fair value of stock options granted | $ 35.16 | $ 65.83 | $ 6.69 |
Stockholders' Equity And Stoc_7
Stockholders' Equity And Stock-Based Compensation (Summary Of Performance Award Activity) (Details) - Performance Award [Member] | 12 Months Ended |
Dec. 31, 2022 shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Outstanding as of, Beginning | 138,055 |
Granted | |
Vested | |
Forfeited/canceled | (130,913) |
Outstanding as of, Ending | 7,142 |
Stockholders' Equity And Stoc_8
Stockholders' Equity And Stock-Based Compensation (Stock-Based Compensation Expenses) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Total stock-based compensation expense | $ 2,066 | $ 1,759 | $ 988 |
Research and development [Member] | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Total stock-based compensation expense | 1,631 | 1,302 | 453 |
General and administrative [Member] | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Total stock-based compensation expense | $ 435 | $ 457 | $ 535 |
Income Taxes (Narrative) (Detai
Income Taxes (Narrative) (Details) - USD ($) | 12 Months Ended | |||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Operating Loss Carryforwards [Line Items] | ||||
U.S federal corporate tax rate | 21% | 21% | 21% | |
Valuation allowance increase (decrease) | $ 17,800,000 | $ 7,700,000 | ||
Unrecognized tax benefits | 6,496,000 | $ 5,001,000 | $ 4,500,000 | $ 4,400,000 |
Unrecognized tax benefits no significant change over next 12 months | 0 | |||
Federal [Member] | ||||
Operating Loss Carryforwards [Line Items] | ||||
Net operating loss carryforwards | 133,400,000 | |||
Federal [Member] | Expires Between 2029 And 2037 [Member] | ||||
Operating Loss Carryforwards [Line Items] | ||||
Net operating loss carryforwards | 74,100,000 | |||
Federal [Member] | Indefinitely [Member] | ||||
Operating Loss Carryforwards [Line Items] | ||||
Net operating loss carryforwards | 43,900,000 | |||
Federal [Member] | Expires Between 2024 And 2042 [Member] | Research And Development Tax Credit Carryforward [Member] | ||||
Operating Loss Carryforwards [Line Items] | ||||
Research and development tax credits | $ 16,100,000 | |||
Federal [Member] | Minimum [Member] | Expires Between 2029 And 2037 [Member] | ||||
Operating Loss Carryforwards [Line Items] | ||||
Expiration date of pre-tax net operating loss carryforwards | Jan. 01, 2029 | |||
Federal [Member] | Minimum [Member] | Expires Between 2024 And 2042 [Member] | Research And Development Tax Credit Carryforward [Member] | ||||
Operating Loss Carryforwards [Line Items] | ||||
Expiration date of federal research and development tax credits | Jan. 01, 2024 | |||
Federal [Member] | Maximum [Member] | Expires Between 2029 And 2037 [Member] | ||||
Operating Loss Carryforwards [Line Items] | ||||
Expiration date of pre-tax net operating loss carryforwards | Dec. 31, 2037 | |||
Federal [Member] | Maximum [Member] | Expires Between 2024 And 2042 [Member] | Research And Development Tax Credit Carryforward [Member] | ||||
Operating Loss Carryforwards [Line Items] | ||||
Expiration date of federal research and development tax credits | Dec. 31, 2042 |
Income Taxes (Schedule Of Effec
Income Taxes (Schedule Of Effective Income Tax Rate Reconciliation) (Details) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Income Taxes [Abstract] | |||
Tax at federal statutory rate | 21% | 21% | 21% |
State tax, net of federal benefit | |||
Share-based compensation | (0.50%) | 1.20% | (42.80%) |
Research and development credits | 4.90% | 2.30% | 1.60% |
Section 162(m) limitation | (0.20%) | (0.50%) | |
Other | (1.80%) | (0.20%) | |
Change in valuation allowance | (23.40%) | (23.80%) | 20.20% |
Effective income tax rate |
Income Taxes (Schedule Of Defer
Income Taxes (Schedule Of Deferred Tax Assets And Valuation Allowance) (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Deferred tax assets: | ||
Net operating loss carryforwards | $ 28,017 | $ 24,777 |
Share-based compensation | 2,706 | 2,870 |
Research and development credit carryforwards | 9,681 | 7,439 |
Capitalized research and development expenses | 12,690 | |
Other | 934 | 1,130 |
Total deferred tax assets | 54,028 | 36,216 |
Valuation allowance | (54,002) | (36,166) |
Net deferred tax assets | 26 | 50 |
Deferred tax liabilities: | ||
Operating lease right-of-use assets | (26) | (50) |
Total deferred tax liabilities | (26) | (50) |
Net deferred tax asset (liability) |
Income Taxes (Schedule Of Unrec
Income Taxes (Schedule Of Unrecognized Tax Benefits) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Income Taxes [Abstract] | |||
Beginning balance | $ 5,001 | $ 4,500 | $ 4,400 |
Additions based on tax positions related to the current year | 1,495 | 501 | 100 |
Ending Balance | $ 6,496 | $ 5,001 | $ 4,500 |
Leases And Commitments (Narrati
Leases And Commitments (Narrative) (Details) | 12 Months Ended | |||
Dec. 31, 2022 USD ($) ft² | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | Sep. 30, 2020 USD ($) | |
Leases And Commitments [Line Items] | ||||
Rent expense | $ 100,000 | $ 100,000 | $ 100,000 | |
Operating lease right-of-use assets | 122,000 | 210,000 | $ 316,000 | |
Operating lease liability | 139,000 | $ 316,000 | ||
Leases, discount rate | 3.25% | |||
Right-of-use assets exchange for operating lease liabilities | 0 | 0 | ||
Cash paid for operating lease liabilities | $ 155,000 | $ 109,000 | $ 99,000 | |
Austin, Texas [Member] | ||||
Leases And Commitments [Line Items] | ||||
Office space | ft² | 6,000 | |||
Lease expiration date | Apr. 30, 2024 | |||
Austin, Texas [Member] | Short-Term Operating Lease [Member] | ||||
Leases And Commitments [Line Items] | ||||
Office space | ft² | 3,600 | |||
Lease expiration date | Oct. 31, 2022 |
Leases And Commitments (Future
Leases And Commitments (Future Minimum Lease Payments) (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Sep. 30, 2020 |
For the year ending December 31, | ||
2023 | $ 107 | |
2024 | 36 | |
Total future lease payments | 143 | |
Less: imputed interest | (4) | |
Total | $ 139 | $ 316 |
2020 Cash Incentive Bonus Plan
2020 Cash Incentive Bonus Plan (Narrative) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Oct. 13, 2020 | |
Exceeding Performance Milestones Minimum 20 Consecutive Days [Member] | |||
Cash Incentive Bonus Plan [Line Items] | |||
Valuation milestone amount in market capitalization | $ 5,000 | ||
Cash Incentive Bonus Plan [Member] | |||
Cash Incentive Bonus Plan [Line Items] | |||
Percentage of each cash bonus award associated with Valuation Milestone subject to adjustment and approval | 58% | ||
Payments authorized or made to participants under the Plan | $ 0 | ||
Cash Incentive Bonus Plan [Member] | First Valuation Milestone [Member] | |||
Cash Incentive Bonus Plan [Line Items] | |||
Cash bonus award | $ 7.3 | ||
Cash Incentive Bonus Plan [Member] | Second Through Eighth Valuation Milestones [Member] | |||
Cash Incentive Bonus Plan [Line Items] | |||
Compensation expense | 0 | ||
Minimum [Member] | Cash Incentive Bonus Plan [Member] | |||
Cash Incentive Bonus Plan [Line Items] | |||
Valuation milestone amount in market capitalization | 200 | ||
Minimum [Member] | Cash Incentive Bonus Plan [Member] | Exceeds $5 Billion Market Capitalization For No Less Than 20 Consecutive Trading Days [Member] | |||
Cash Incentive Bonus Plan [Line Items] | |||
Cash bonus award | 139.1 | ||
Minimum [Member] | Cash Incentive Bonus Plan [Member] | Second Through Eighth Valuation Milestones [Member] | |||
Cash Incentive Bonus Plan [Line Items] | |||
Cash bonus award | $ 93.7 | ||
Maximum [Member] | Cash Incentive Bonus Plan [Member] | |||
Cash Incentive Bonus Plan [Line Items] | |||
Valuation milestone amount in market capitalization | 5,000 | ||
Maximum [Member] | Cash Incentive Bonus Plan [Member] | Exceeds $5 Billion Market Capitalization For No Less Than 20 Consecutive Trading Days [Member] | |||
Cash Incentive Bonus Plan [Line Items] | |||
Cash bonus award | $ 322.3 | ||
Maximum [Member] | Cash Incentive Bonus Plan [Member] | Second Through Eighth Valuation Milestones [Member] | |||
Cash Incentive Bonus Plan [Line Items] | |||
Cash bonus award | $ 225 |
Contingencies (Narrative) (Deta
Contingencies (Narrative) (Details) - item | 2 Months Ended | ||
Jun. 30, 2022 | Nov. 04, 2021 | Oct. 26, 2021 | |
Violations of the federal securities laws [Member] | |||
Loss Contingencies [Line Items] | |||
Putative class action lawsuits | 4 | ||
Number of class actions converted to case | 1 | ||
Shareholder derivative actions [Member] | |||
Loss Contingencies [Line Items] | |||
Putative class action lawsuits | 3 |