Cover
Cover - shares | 9 Months Ended | |
Sep. 30, 2023 | Nov. 01, 2023 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2023 | |
Document Transition Report | false | |
Entity File Number | 001-36182 | |
Entity Registrant Name | Xencor, Inc | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 20-1622502 | |
Entity Address, Address Line One | 465 North Halstead Street | |
Entity Address, Address Line Two | Suite 200 | |
Entity Address, City or Town | Pasadena | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 91107 | |
City Area Code | 626 | |
Local Phone Number | 305-5900 | |
Title of 12(b) Security | Common Stock, par value $0.01 per share | |
Trading Symbol | XNCR | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 60,875,198 | |
Entity Central Index Key | 0001326732 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false |
Balance Sheets
Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 | Sep. 30, 2022 |
Current assets | |||
Cash and cash equivalents | $ 52,733 | $ 53,942 | |
Marketable debt securities | 412,827 | 526,689 | |
Marketable equity securities | 28,972 | 42,431 | |
Accounts receivable | 55,000 | 28,997 | |
Prepaid expenses and other current assets | 21,644 | 23,283 | |
Total current assets | 571,176 | 675,342 | |
Property and equipment, net | 68,035 | 59,183 | |
Patents, licenses, and other intangible assets, net | 18,744 | 18,500 | |
Restricted cash | 378 | 0 | |
Marketable debt securities - long term | 20,420 | 3,826 | |
Marketable equity securities - long term | 64,210 | 54,383 | |
Right of use (ROU) asset | 34,807 | 34,419 | |
Other assets | 660 | 613 | |
Total assets | 778,430 | 846,266 | |
Current liabilities | |||
Accounts payable | 14,967 | 10,088 | |
Accrued expenses | 24,472 | 18,728 | |
Lease liabilities | 4,380 | 4,708 | |
Deferred revenue | 9,222 | 30,320 | $ 35,200 |
Total current liabilities | 53,041 | 63,844 | |
Lease liabilities, net of current portion | 56,379 | 54,926 | |
Total liabilities | 109,420 | 118,770 | |
Commitments and contingencies | |||
Stockholders’ equity | |||
Preferred stock, $0.01 par value: 10,000,000 authorized shares; -0- issued and outstanding shares at September 30, 2023 and December 31, 2022 | 0 | 0 | |
Common stock, $0.01 par value: 200,000,000 authorized shares at September 30, 2023 and December 31, 2022; 60,665,900 issued and outstanding at September 30, 2023 and 59,997,713 issued and outstanding at December 31, 2022 | 607 | 601 | |
Additional paid-in capital | 1,114,383 | 1,072,132 | |
Accumulated other comprehensive loss | (709) | (6,952) | |
Accumulated deficit | (445,271) | (338,285) | |
Total stockholders’ equity | 669,010 | 727,496 | $ 722,698 |
Total liabilities and stockholders’ equity | $ 778,430 | $ 846,266 |
Balance Sheets (Parenthetical)
Balance Sheets (Parenthetical) - $ / shares | Sep. 30, 2023 | Dec. 31, 2022 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 10,000,000 | 10,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 200,000,000 | 200,000,000 |
Common stock, shares issued (in shares) | 60,665,900 | 59,997,713 |
Common stock, shares outstanding (in shares) | 60,665,900 | 59,997,713 |
Statements of Comprehensive Los
Statements of Comprehensive Loss - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Revenue | ||||
Collaborations, milestones, and royalties | $ 59,164,000 | $ 27,299,000 | $ 123,649,000 | $ 142,969,000 |
Operating expenses | ||||
Research and development | 64,939,000 | 53,273,000 | 189,378,000 | 148,111,000 |
General and administrative | 12,493,000 | 12,374,000 | 37,901,000 | 34,738,000 |
Total operating expenses | 77,432,000 | 65,647,000 | 227,279,000 | 182,849,000 |
Loss from operations | (18,268,000) | (38,348,000) | (103,630,000) | (39,880,000) |
Other income (expenses) | ||||
Interest income, net | 5,016,000 | 1,379,000 | 11,672,000 | 2,749,000 |
Other income (expense), net | 6,000 | (1,000) | (1,395,000) | (244,000) |
Gain (loss) on equity securities, net | (11,023,000) | 5,299,000 | (13,633,000) | (4,676,000) |
Total other income (expense), net | (6,001,000) | 6,677,000 | (3,356,000) | (2,171,000) |
Loss before income tax expense | (24,269,000) | (31,671,000) | (106,986,000) | (42,051,000) |
Income tax expense | 0 | 1,088,000 | 0 | 1,088,000 |
Net loss | (24,269,000) | (32,759,000) | (106,986,000) | (43,139,000) |
Other comprehensive income (loss) | ||||
Net unrealized gain (loss) on marketable debt securities | 1,151,000 | (931,000) | 6,244,000 | (8,366,000) |
Comprehensive loss | $ (23,118,000) | $ (33,690,000) | $ (100,742,000) | $ (51,505,000) |
Basic net loss per common share (in dollars per share) | $ (0.40) | $ (0.55) | $ (1.77) | $ (0.72) |
Diluted net loss per common share (in dollars per share) | $ (0.40) | $ (0.55) | $ (1.77) | $ (0.72) |
Weighted average shares used to compute net income (loss) per share attributable to common stockholders: | ||||
Basic weighted average common shares outstanding (in shares) | 60,621,534 | 59,716,594 | 60,387,163 | 59,564,985 |
Diluted weighted average common shares outstanding (in shares) | 60,621,534 | 59,716,594 | 60,387,163 | 59,564,985 |
Statements of Stockholders' Equ
Statements of Stockholders' Equity - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Accumulated Other Comprehensive Income (Loss) | Accumulated Deficit |
Beginning balance (in shares) at Dec. 31, 2021 | 59,355,558 | ||||
Beginning balance at Dec. 31, 2021 | $ 733,504 | $ 595 | $ 1,017,523 | $ (1,510) | $ (283,104) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Issuance of common stock upon exercise of stock awards (in shares) | 36,500 | ||||
Issuance of common stock upon exercise of stock awards | 731 | 731 | |||
Issuance of restricted stock units (in shares) | 137,134 | ||||
Issuance of restricted stock units | 0 | $ 1 | (1) | ||
Comprehensive income (loss) | 17,983 | (5,611) | 23,594 | ||
Stock-based compensation | 10,805 | 10,805 | |||
Ending balance (in shares) at Mar. 31, 2022 | 59,529,192 | ||||
Ending balance at Mar. 31, 2022 | 763,023 | $ 596 | 1,029,058 | (7,121) | (259,510) |
Beginning balance (in shares) at Dec. 31, 2021 | 59,355,558 | ||||
Beginning balance at Dec. 31, 2021 | 733,504 | $ 595 | 1,017,523 | (1,510) | (283,104) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Comprehensive income (loss) | (51,505) | ||||
Ending balance (in shares) at Sep. 30, 2022 | 59,773,337 | ||||
Ending balance at Sep. 30, 2022 | 722,698 | $ 598 | 1,058,219 | (9,875) | (326,244) |
Beginning balance (in shares) at Mar. 31, 2022 | 59,529,192 | ||||
Beginning balance at Mar. 31, 2022 | 763,023 | $ 596 | 1,029,058 | (7,121) | (259,510) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Issuance of common stock upon exercise of stock awards (in shares) | 70,874 | ||||
Issuance of common stock upon exercise of stock awards | 1,316 | $ 1 | 1,315 | ||
Issuance of restricted stock units (in shares) | 15,774 | ||||
Issuance of common stock under the Employee Stock Purchase Plan (in shares) | 68,580 | ||||
Issuance of common stock under the Employee Stock Purchase Plan | 1,197 | $ 1 | 1,196 | ||
Comprehensive income (loss) | (35,798) | (1,823) | (33,975) | ||
Stock-based compensation | 12,603 | 12,603 | |||
Ending balance (in shares) at Jun. 30, 2022 | 59,684,420 | ||||
Ending balance at Jun. 30, 2022 | 742,341 | $ 598 | 1,044,172 | (8,944) | (293,485) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Issuance of common stock upon exercise of stock awards (in shares) | 71,530 | ||||
Issuance of common stock upon exercise of stock awards | 1,287 | 1,287 | |||
Issuance of restricted stock units (in shares) | 17,387 | ||||
Comprehensive income (loss) | (33,690) | (931) | (32,759) | ||
Stock-based compensation | 12,760 | 12,760 | |||
Ending balance (in shares) at Sep. 30, 2022 | 59,773,337 | ||||
Ending balance at Sep. 30, 2022 | 722,698 | $ 598 | 1,058,219 | (9,875) | (326,244) |
Beginning balance (in shares) at Dec. 31, 2022 | 59,997,713 | ||||
Beginning balance at Dec. 31, 2022 | 727,496 | $ 601 | 1,072,132 | (6,952) | (338,285) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Issuance of common stock upon exercise of stock awards (in shares) | 34,388 | ||||
Issuance of common stock upon exercise of stock awards | 924 | 924 | |||
Issuance of restricted stock units (in shares) | 349,499 | ||||
Issuance of restricted stock units | 0 | $ 4 | (4) | ||
Comprehensive income (loss) | (57,436) | 3,327 | (60,763) | ||
Stock-based compensation | 12,599 | 12,599 | |||
Ending balance (in shares) at Mar. 31, 2023 | 60,381,600 | ||||
Ending balance at Mar. 31, 2023 | 683,583 | $ 605 | 1,085,651 | (3,625) | (399,048) |
Beginning balance (in shares) at Dec. 31, 2022 | 59,997,713 | ||||
Beginning balance at Dec. 31, 2022 | 727,496 | $ 601 | 1,072,132 | (6,952) | (338,285) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Comprehensive income (loss) | (100,742) | ||||
Ending balance (in shares) at Sep. 30, 2023 | 60,665,900 | ||||
Ending balance at Sep. 30, 2023 | 669,010 | $ 607 | 1,114,383 | (709) | (445,271) |
Beginning balance (in shares) at Mar. 31, 2023 | 60,381,600 | ||||
Beginning balance at Mar. 31, 2023 | 683,583 | $ 605 | 1,085,651 | (3,625) | (399,048) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Issuance of common stock upon exercise of stock awards (in shares) | 145,003 | ||||
Issuance of common stock upon exercise of stock awards | 677 | $ 1 | 676 | ||
Issuance of restricted stock units (in shares) | 18,148 | ||||
Issuance of common stock under the Employee Stock Purchase Plan (in shares) | 55,309 | ||||
Issuance of common stock under the Employee Stock Purchase Plan | 1,242 | $ 1 | 1,241 | ||
Comprehensive income (loss) | (20,189) | 1,765 | (21,954) | ||
Stock-based compensation | 13,563 | 13,563 | |||
Ending balance (in shares) at Jun. 30, 2023 | 60,600,060 | ||||
Ending balance at Jun. 30, 2023 | 678,876 | $ 607 | 1,101,131 | (1,860) | (421,002) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Issuance of common stock upon exercise of stock awards (in shares) | 34,743 | ||||
Issuance of common stock upon exercise of stock awards | 356 | 356 | |||
Issuance of restricted stock units (in shares) | 31,097 | ||||
Comprehensive income (loss) | (23,118) | 1,151 | (24,269) | ||
Stock-based compensation | 12,896 | 12,896 | |||
Ending balance (in shares) at Sep. 30, 2023 | 60,665,900 | ||||
Ending balance at Sep. 30, 2023 | $ 669,010 | $ 607 | $ 1,114,383 | $ (709) | $ (445,271) |
Statements of Cash Flows
Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Cash flows from operating activities | ||
Net loss | $ (106,986) | $ (43,139) |
Adjustments to reconcile net loss to net cash (used in) provided by operating activities: | ||
Depreciation and amortization | 8,270 | 6,640 |
(Accretion of discount) amortization of premium on marketable debt securities | (8,211) | 909 |
Stock-based compensation | 39,058 | 36,168 |
Abandonment of capitalized intangible assets | 797 | 1,331 |
Equity received in connection with license agreements | (10,000) | 0 |
Change in fair value of equity securities | 13,633 | 4,676 |
Impairment on equity securities | 0 | 138 |
Loss on disposal of assets | 1,380 | 132 |
Changes in operating assets and liabilities: | ||
Accounts receivable and contract asset | (26,003) | 21,508 |
Interest receivable from marketable debt securities | 113 | (392) |
Prepaid expenses and other assets | 1,592 | 1,031 |
Accounts payable | 4,879 | 617 |
Accrued expenses | 5,744 | (154) |
Income taxes | 0 | 388 |
Lease liabilities and ROU assets | 737 | 21,171 |
Deferred revenue | (21,098) | (2,108) |
Net cash (used in) provided by operating activities | (96,095) | 48,916 |
Cash flows from investing activities | ||
Purchase of marketable securities | (444,480) | (317,058) |
Purchase of intangible assets | (2,077) | (3,977) |
Purchase of property and equipment | (17,468) | (28,528) |
Proceeds from maturities and sale of marketable securities | 556,090 | 205,290 |
Net cash provided by (used in) investing activities | 92,065 | (144,273) |
Cash flows from financing activities | ||
Proceeds from issuance of common stock upon exercise of stock awards | 1,957 | 3,334 |
Proceeds from issuance of common stock under the Employee Stock Purchase Plan | 1,242 | 1,197 |
Net cash provided by financing activities | 3,199 | 4,531 |
Net decrease in cash, cash equivalents, and restricted cash | (831) | (90,826) |
Cash, cash equivalents, and restricted cash, beginning of period | 53,942 | 143,480 |
Cash, cash equivalents, and restricted cash, end of period | 53,111 | 52,654 |
Cash paid during the period for: | ||
Interest | 21 | 13 |
Income taxes | 0 | 72 |
Supplemental disclosures of non-cash investing activities | ||
Unrealized gain (loss) on marketable securities | $ 6,244 | $ (8,366) |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Presentation The accompanying unaudited interim financial statements for Xencor, Inc. (the Company, Xencor, we or us) have been prepared in accordance with U.S. generally accepted accounting principles (GAAP) for interim financial information. The financial statements include all adjustments (consisting only of normal recurring adjustments) that the management of the Company believes are necessary for a fair presentation of the periods presented. The preparation of interim financial statements requires the use of management’s estimates and assumptions that affect reported amounts of assets and liabilities at the date of the interim financial statements and the reported revenues and expenditures during the reported periods. These interim financial results are not necessarily indicative of the results expected for the full fiscal year or for any subsequent interim period. The accompanying unaudited interim financial statements and related notes should be read in conjunction with the audited financial statements and notes thereto included in the Company’s 2022 Annual Report on Form 10-K filed with the Securities and Exchange Commission (SEC) on February 24, 2023. Use of Estimates The preparation of interim financial statements in conformity with GAAP requires management to make certain estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses, other comprehensive gain (loss) and the related disclosures. On an ongoing basis, management evaluates its estimates, including estimates related to its accrued clinical trial and manufacturing development expenses, stock-based compensation expense, evaluation of intangible assets, investments, leases and other assets for evidence of impairment, fair value measurements, and contingencies. Significant estimates in these interim financial statements include estimates made for royalty revenue, accrued research and development expenses, stock-based compensation expenses, intangible assets, incremental borrowing rate for right-of-use asset and lease liability, estimated standalone selling price of performance obligations, estimated time for completing delivery of performance obligations under certain arrangements, the likelihood of recognizing variable consideration, the carrying value of equity instruments without a readily determinable fair value, and recoverability of deferred tax assets. Intangible Assets The Company maintains definite-lived intangible assets related to certain capitalized costs of acquired licenses and third-party costs incurred in establishing and maintaining its intellectual property rights to its platform technologies and development candidates. These assets are amortized over their useful lives, which are estimated to be the remaining patent life or the contractual term of the license. The straight-line method is used to record amortization expense. The Company assesses its intangible assets for impairment if indicators are present or changes in circumstances suggest that impairment may exist. There was no impairment charge recorded for the three and nine months ended September 30, 2023 and 2022. The Company capitalizes certain in-process intangible assets that are then abandoned when they are no longer pursued or used in current research activities. We abandoned $0.2 million and $0.8 million of in-process intangible assets for the three and nine months ended September 30, 2023, respectively. We abandoned $0.3 million and $1.3 million of in-process intangible assets during the three and nine months ended September 30, 2022, respectively. Marketable Debt and Equity Securities The Company has an investment policy that includes guidelines on acceptable investment securities, minimum credit quality, maturity parameters, and concentration and diversification. The investment policy limits the maturity of any individual security to a maximum of 36 months. The average maturity of securities in the portfolio as of September 30, 2023 is less than 12 months. The Company invests its excess cash primarily in marketable debt securities issued by investment grade institutions. The Company considers its marketable debt securities to be available-for-sale because it is not more likely than not that the Company will be required to sell the securities before recovery of the amortized cost. These assets are carried at fair value and any impairment losses and recoveries related to the underlying issuer’s credit standing are recognized within other income (expense), while non-credit related impairment losses and recoveries are recognized within accumulated other comprehensive income (loss). There were no impairment losses or recoveries recorded for the three and nine months ended September 30, 2023 and 2022. Accrued interest on marketable debt securities is included in the marketable securities’ carrying value. Each reporting period, the Company reviews its portfolio of marketable debt securities, using both quantitative and qualitative factors, to determine if each security’s fair value has declined below its amortized cost basis. During the three and nine months ended September 30, 2023, the Company recorded an unrealized gain of $1.2 million and $6.2 million, respectively, in its portfolio of marketable debt securities. During the three and nine months ended September 30, 2022, the Company recorded an unrealized loss of $0.9 million and $8.4 million, respectively. The unrealized losses are due to the changing interest rate environment and are not due to changes in the credit quality of the underlying securities. The unrealized gain (loss) is recorded in other comprehensive income (loss) for the three and nine months ended September 30, 2023 and 2022. The Company receives equity securities in connection with certain licensing transactions with its partners. These investments in equity securities are carried at fair value with changes in fair value recognized each period and reported within other income (expense). For equity securities with a readily determinable fair value, the Company remeasures these equity investments at each reporting period until such time that the investment is sold or disposed. If the Company sells an investment, any realized gain or loss on the sale of the securities will be recognized within other income (expense) in the Statements of Comprehensive Income (Loss) in the period of sale. The Company also has investments in equity securities without a readily determinable fair value, where the Company elects the measurement alternative to record the investment at its initial cost minus impairment, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment of the same issuer. During the second quarter ended June 30, 2023, the Company received additional equity in a security in connection with a milestone payment. The securities had a fair value of $10.0 million as of the date of issuance and have been recorded at the initial cost. There was no impairment charge recorded for the three and nine months ended September 30, 2023 and the three months ended September 30, 2022 in connection with equity securities without a readily determinable fair value. During the nine months ended September 30, 2022, the Company recorded an impairment charge of $0.1 million. Recent Accounting Pronouncements There have been no material changes in recently issued or adopted accounting standards from those disclosed in the Company's 2022 Annual Report on Form 10-K. The Company has reviewed all recently issued accounting pronouncements and does not believe they will have a material impact on our results of operations, financial condition or cash flows. There have been no other material changes to the significant accounting policies previously disclosed in the Company’s 2022 Annual Report on Form 10-K. |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 9 Months Ended |
Sep. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | Fair Value of Financial Instruments Financial instruments included in the financial statements include cash and cash equivalents, marketable debt and equity securities, accounts receivable, accounts payable, and accrued expenses. Marketable debt securities, equity securities, and cash equivalents are carried at fair value. The fair value of the other financial instruments closely approximates their fair value due to their short-term maturities. The Company accounts for recurring and non-recurring fair value measurements in accordance with FASB Accounting Standards Codification 820, Fair Value Measurements and Disclosures (ASC 820). ASC 820 defines fair value, establishes a fair value hierarchy for assets and liabilities measured at fair value, and requires expanded disclosure about fair value measurements. The ASC 820 hierarchy ranks the quality of reliable inputs, or assumptions, used in the determination of fair value and requires assets and liabilities carried at fair value to be classified and disclosed in one of the following three categories: Level 1— Fair value is determined by using unadjusted quoted prices that are available in active markets for identical assets or liabilities. Level 2— Fair value is determined by using inputs other than Level 1 quoted prices that are directly or indirectly observable. Inputs can include quoted prices for similar assets or liabilities in active markets or quoted prices for identical assets or liabilities in markets that are not active. Related inputs can also include those used in valuation or other pricing models, such as interest rates and yield curves that can be corroborated by observable market data. Level 3— Fair value is determined by inputs that are unobservable and not corroborated by market data. Use of these inputs involves significant and subjective judgments to be made by the reporting entity – e.g., determining an appropriate discount factor for illiquidity associated with a given security. The Company measures the fair value of financial assets using the highest level of inputs that are reasonably available as of the measurement date. The assets recorded at fair value are classified within the hierarchy as follows for the periods reported (in thousands): September 30, 2023 December 31, 2022 Total Level 1 Level 2 Total Level 1 Level 2 Money Market Funds $ 40,943 $ 40,943 $ — $ 40,967 $ 40,967 $ — Corporate Securities 75,620 — 75,620 200,626 — 200,626 Government Securities 357,627 — 357,627 329,889 — 329,889 $ 474,190 $ 40,943 $ 433,247 $ 571,482 $ 40,967 $ 530,515 |
Net Loss Per Common Share
Net Loss Per Common Share | 9 Months Ended |
Sep. 30, 2023 | |
Earnings Per Share [Abstract] | |
Net Loss Per Common Share | Net Loss Per Common Share Basic net income (loss) per common share is computed by dividing the net income (loss) attributable to common stockholders by the weighted-average number of common shares outstanding during the period without consideration of common stock equivalents. Diluted net income (loss) per common share is computed by dividing the net income (loss) attributable to common stockholders by the weighted-average number of common stock equivalents outstanding for the period. Potentially dilutive securities consisting of stock issuable pursuant to outstanding options and restricted stock units (RSUs), and stock issuable pursuant to the 2013 Employee Stock Purchase Plan (ESPP) are not included in the per common share calculation in periods when the inclusion of such shares would have an anti-dilutive effect. Basic and diluted net loss per common share is computed as follows: Three Months Ended Nine Months Ended 2023 2022 2023 2022 (in thousands, except share and per share data) (in thousands, except share and per share data) Numerator: Net loss attributable to common stockholders $ (24,269) $ (32,759) $ (106,986) $ (43,139) Denominator: Weighted-average common shares outstanding used in computing basic and diluted net loss 60,621,534 59,716,594 60,387,163 59,564,985 Basic and diluted net loss per common share $ (0.40) $ (0.55) $ (1.77) $ (0.72) |
Comprehensive Income (Loss)
Comprehensive Income (Loss) | 9 Months Ended |
Sep. 30, 2023 | |
Comprehensive Income (Loss), Net of Tax, Attributable to Parent [Abstract] | |
Comprehensive Income (Loss) | Comprehensive Income (Loss)Comprehensive income (loss) is comprised of net income (loss) and other comprehensive income (loss). For each of the three and nine-month periods ended September 30, 2023 and 2022, the only component of other comprehensive income (loss) is net unrealized gain (loss) on marketable debt securities. There were no material reclassifications out of accumulated other comprehensive income (loss) during each of the three and nine-month periods ended September 30, 2023 and 2022. |
Marketable Debt and Equity Secu
Marketable Debt and Equity Securities | 9 Months Ended |
Sep. 30, 2023 | |
Marketable Securities [Abstract] | |
Marketable Debt and Equity Securities | Marketable Debt and Equity Securities The Company’s marketable debt securities held as of September 30, 2023 and December 31, 2022 are summarized below: September 30, 2023 Amortized Gross Gross Fair Value (in thousands) Money Market Funds $ 40,943 $ — $ — $ 40,943 Corporate Securities 75,737 — (117) 75,620 Government Securities 358,207 4 (584) 357,627 $ 474,887 $ 4 $ (701) $ 474,190 Reported as Cash and cash equivalents $ 40,943 Marketable securities 433,247 Total investments $ 474,190 December 31, 2022 Amortized Gross Gross Fair Value (in thousands) Money Market Funds $ 40,967 $ — $ — $ 40,967 Corporate Securities 201,752 — (1,126) 200,626 Government Securities 335,705 3 (5,819) 329,889 $ 578,424 $ 3 $ (6,945) $ 571,482 Reported as Cash and cash equivalents $ 40,967 Marketable securities 530,515 Total investments $ 571,482 The maturities of the Company’s marketable debt securities as of September 30, 2023 are as follows: September 30, 2023 Amortized Estimated Cost (in thousands) Mature in one year or less $ 413,497 $ 412,827 Mature within two years 20,447 20,420 $ 433,944 $ 433,247 The unrealized losses on available-for-sale investments and their related fair values as of September 30, 2023 and December 31, 2022 are as follows: Less than 12 months 12 months or greater September 30, 2023 Fair value Unrealized Fair value Unrealized (in thousands) Corporate Securities $ 75,620 $ (117) $ — $ — Government Securities 286,603 (557) 20,420 (27) $ 362,223 $ (674) $ 20,420 $ (27) Less than 12 months 12 months or greater December 31, 2022 Fair value Unrealized Fair value Unrealized (in thousands) Corporate Securities $ 132,658 $ (1,121) $ 3,826 $ (5) Government Securities 324,933 (5,819) — — $ 457,591 $ (6,940) $ 3,826 $ (5) The unrealized losses from the available-for-sale securities are primarily due to changes in the interest rate environment and not changes in the credit quality of the underlying securities in the portfolio. The Company’s equity securities include securities with a readily determinable fair value. These investments are carried at fair value with changes in fair value recognized each period and reported within other income (expense), net. For the three and nine months ended September 30, 2023, losses of $11.0 million and a loss of $13.6 million, respectively, were recorded under other income (expense) related to these securities. For the three and nine months ended September 30, 2022, a gain of $5.3 million and a loss of $4.7 million, respectively, were recorded under other income (expense). Equity securities with a readily determinable fair value, which are categorized as Level 1 in the fair value hierarchy under ASC 820, and their fair values (in thousands) as of September 30, 2023 and December 31, 2022 are as follows: Fair Value Fair Value September 30, 2023 December 31, 2022 Astria Common Stock $ 5,206 $ 9,529 INmune Common Stock 12,765 11,954 Viridian Common Stock 11,001 20,948 $ 28,972 $ 42,431 The Company also has investments in equity securities without a readily determinable fair value. The Company elects the measurement alternative to record these investments at their initial cost and evaluate such investments at each reporting period for evidence of impairment, or observable price changes in orderly transactions for the identical or a similar investment of the same issuer. Equity securities without a readily determinable fair value and their carrying values (in thousands) as of September 30, 2023 and December 31, 2022 are as follows: Carrying Value Carrying Value September 30, 2023 December 31, 2022 Astria Preferred Stock $ — $ 174 Zenas Preferred Stock 64,210 54,209 $ 64,210 $ 54,383 The Company received common and preferred stock in Astria in connection with a licensing transaction. The shares of Astria common stock have a readily determinable fair value, and the adjustment in the fair value of the Astria common stock has been recorded as an unrealized loss on equity securities for the three and nine months ended September 30, 2023. The Company originally recorded its investment in the shares of Astria preferred stock as an equity interest without a readily determinable fair value. In January 2023, the Company exchanged its preferred shares for common stock in Astria. The common stock has a readily determinable fair value, and difference in the fair value of the common stock and the carrying value of the preferred stock has been recorded as a gain in equity securities for the nine months ended September 30, 2023. The Company recorded a loss in equity securities related to the Astria common stock for the three and nine months ended September 30, 2023. The Company currently holds 1,885,533 shares of common stock of INmune Bio, Inc. (INmune). The 1,885,533 shares of INmune common stock are classified as equity securities with a readily determinable fair value, and the adjustment in the fair value of the shares of INmune common stock has been recorded as a loss and a gain in equity securities for the three and nine months ended September 30, 2023, respectively. The Company currently holds 717,144 shares of common stock of Viridian Therapeutics, Inc. (Viridian). The shares of Viridian common stock are classified as equity securities with a readily determinable fair value, and the adjustment in the fair value of the shares of Viridian common stock was recorded as a loss in equity securities for the three and nine months ended September 30, 2023. The Company currently holds an equity interest in Zenas BioPharma Limited (Zenas), a private biotechnology company. The Company’s equity interests include preferred stock in Zenas which were received as upfront payments for licensing certain clinical and preclinical assets from the Company. The Company elected the measurement alternative to carry the Zenas equity at cost minus impairment, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment of the same issuer. During the nine months ended September 30, 2023, the Company received additional preferred shares in Zenas as payment for a milestone. The preferred shares had a fair value of $10.0 million as of the date of issuance. During the three and nine months ended September 30, 2023, there has not been any impairment or observable price changes related to this investment. Unrealized gain (loss) recognized on equity securities during each of the three- and nine-month periods ended September 30, 2023 and 2022, consist of the following: Three Months Ended Nine Months Ended 2023 2022 2023 2022 Net and unrealized gain (loss) recognized on equity securities $ (11,023) $ 5,299 $ (13,633) $ (4,676) |
Stock-Based Compensation
Stock-Based Compensation | 9 Months Ended |
Sep. 30, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-Based Compensation | Stock Based CompensationOur Board of Directors (the Board) and the requisite stockholders previously approved the 2010 Equity Incentive Plan (the 2010 Plan). In October 2013, the Board approved the 2013 Equity Incentive Plan (the 2013 Plan), and in November 2013, our stockholders approved the 2013 Plan, which became effective as of December 3, 2013. As of December 2, 2013, we suspended the 2010 Plan, and no additional awards may be granted under the 2010 Plan. Unless otherwise determined by the Board, beginning January 1, 2014, and continuing until the expiration of the 2013 Plan, the total number of shares of common stock available for issuance under the 2013 Plan will automatically increase annually on January 1 of each year by 4% of the total number of issued and outstanding shares of common stock as of December 31 of the immediately preceding year. Pursuant to approval by the Board, the total number of shares of common stock available for issuance under the 2013 Plan was increased by 2,399,908 shares on January 1, 2023. In June 2023, the Board and shareholders approved the 2023 Equity Incentive Plan (the 2023 Plan), which became effective as of June 14, 2023. We suspended the 2013 Plan, and no additional award may be granted under the 2013 Plan. The 2023 Plan reserve consists of 3,000,000 shares and the remaining available shares from the 2013 Plan as of the effective date of the 2023 Plan. In addition, any shares of common stock covered by awards granted under the 2013 Plan that terminate on or after June 14, 2023 by expiration, forfeiture, cancellation, or other means without the issuance of such shares will be added to the 2023 Plan reserve. As of September 30, 2023, the total number of shares of common stock available for issuance under the 2023 Plan is 19,724,542, which includes 16,932,548 shares of common stock that were available for issuance under the Prior Plans as of the effective date of the 2023 Plan. As of September 30, 2023, a total of 16,603,888 options have been granted under the 2013 Plan and 2023 Plan. In November 2013, the Board and our stockholders approved the ESPP, which became effective as of December 5, 2013. As of September 30, 2023, the total number of shares of common stock available for issuance under the ESPP is 1,084,060. Unless otherwise determined by the Board, beginning on January 1, 2014, and continuing until the expiration of the ESPP, the total number of shares of common stock available for issuance under the ESPP will automatically increase annually on January 1 by the lesser of (i) 1% of the total number of issued and outstanding shares of common stock as of December 31 of the immediately preceding year, or (ii) 621,814 shares of common stock. Pursuant to approval by the Board, the total number of shares of common stock available for issuance under the ESPP was increased by 599,977 shares on January 1, 2023. As of September 30, 2023, we have issued a total of 690,758 shares of common stock under the ESPP. During the nine months ended September 30, 2023, the Company awarded 988,276 RSUs to certain employees. The standard vesting of these awards is generally in three equal annual installments and is contingent on an employee’s continued service to the Company. The fair value of these awards is determined based on the intrinsic value of the stock on the date of grant and will be recognized as stock-based compensation expense over the requisite service period. As of September 30, 2023, a total of 2,988,093 RSUs have been granted under the 2013 Plan and 2023 Plan. Total employee, director and non-employee stock-based compensation expense recognized for the three and nine months ended September 30, 2023 and 2022 are as follows (in thousands): Three Months Ended Nine Months Ended 2023 2022 2023 2022 General and administrative $ 4,487 $ 4,736 $ 13,234 $ 12,760 Research and development 8,409 8,024 25,824 23,408 $ 12,896 $ 12,760 $ 39,058 $ 36,168 Three Months Ended Nine Months Ended 2023 2022 2023 2022 Stock options $ 6,314 $ 7,833 $ 20,139 $ 22,178 ESPP 307 282 970 873 RSUs 6,275 4,645 17,949 13,117 $ 12,896 $ 12,760 $ 39,058 $ 36,168 The following table summarizes option activity under our stock plans and related information: Number of Weighted Weighted Aggregate Balance at December 31, 2022 10,082,642 $ 29.12 6.30 $ 27,141 Options granted 2,068,582 $ 30.07 Options forfeited (390,457) $ 33.82 Options exercised (214,134) $ 9.14 Balance at September 30, 2023 11,546,633 $ 29.51 6.16 $ 9,692 Exercisable 7,757,723 $ 28.45 4.88 $ 9,690 We calculate the intrinsic value as the difference between the exercise price of the options and the closing price of common stock of $20.15 per share as of September 30, 2023. The weighted-average fair value of options granted during the nine-month periods ended September 30, 2023 and 2022 were $16.01 and $15.50 per share, respectively. There were 2,007,833 options granted during the nine-month period ended September 30, 2022. We estimated the fair value of each equity award, including stock options and shares issued under our ESPP, using the Black-Scholes option-pricing model based on the date of grant of such stock option or ESPP share issuance date, with the following weighted average assumptions for the three and nine months ended September 30, 2023 and 2022: Options Options Three Months Ended Nine Months Ended 2023 2022 2023 2022 Expected term (years) 6.1 6.1 6.1 6.3 Expected volatility 50.0 % 51.9 % 50.5 % 53.0 % Risk-free interest rate 4.43 % 3.38 % 4.18 % 2.02 % Expected dividend yield — % — % — % — % ESPP ESPP Three Months Ended Nine Months Ended 2023 2022 2023 2022 Expected term (years) 0.5 - 2.0 0.5 - 2.0 0.5 - 2.0 0.5 -2.0 Expected volatility 38.2% - 55.7% 43.2% - 55.7% 38.2% - 55.7% 43.2% - 55.7% Risk-free interest rate 0.13% - 5.39% 0.13% - 2.82% 0.13% - 5.39% 0.13% - 2.82% Expected dividend yield — % — % — % — % As of September 30, 2023, the unamortized compensation expense related to unvested stock options was $60.0 million. The remaining unamortized compensation expense will be recognized over the next 2.6 years. As of September 30, 2023, the unamortized compensation expense under our ESPP was $0.3 million. The remaining unamortized expense will be recognized over the next 0.2 years. The following table summarizes the RSU activity for the nine-month period ended September 30, 2023: Restricted Weighted Unvested RSUs at December 31, 2022 1,232,551 $ 32.41 Granted 988,276 30.42 Vested (398,744) 32.60 Forfeited (129,134) 32.00 Unvested RSUs at September 30, 2023 1,692,949 $ 31.23 As of September 30, 2023, the unamortized compensation expense related to unvested RSUs was $36.3 million. The remaining unamortized expense will be recognized over the next 2.1 years. |
Leases
Leases | 9 Months Ended |
Sep. 30, 2023 | |
Leases [Abstract] | |
Leases | Leases The Company leases office and laboratory space in Monrovia, California under a lease that expires in December 2025 with an option to renew for an additional five years at then market rates. The Company has assessed that it is unlikely to exercise the option to extend the lease term. For the three and nine months ended September 30, 2023, there were no ROU assets obtained in exchange for new operating lease liabilities. In June 2021, the Company entered into an Agreement of Lease (Lease Agreement) for laboratory and office space in Pasadena, California, which will expire in July 2035. The Lease Agreement provides for two separate phases of lease and occupancy. The first phase commenced on August 1, 2022 and provides the Company with an improvement allowance up to $17.0 million. The second phase of the lease agreement will commence no later than September 30, 2026 and includes an additional improvement allowance up to $3.3 million. In August 2022, the Company entered into an amendment, which the Company would receive an additional $5.0 million in tenant improvement allowance in exchange for an increase in the rental rate of the phase 1 space. The Company received delivery of the second phase premises on December 1, 2022. The Company placed the new facility into service in February 2023. For the three and nine months ended September 30, 2023, there were no ROU assets obtained in exchange for new operating lease liabilities. The Company leases additional office space in San Diego, California in lease that expires December 2023. For the three and nine months ended September 30, 2023, there were no ROU assets obtained in exchange for new operating lease liabilities. In August 2023, the Company entered into a Sublease Agreement for office space in San Diego, California. The term of the Sublease Agreement begins in September 2023 and ends in December 2027. For the three and nine months ended September 30, 2023, ROU assets obtained in exchange for new operating lease liabilities were $2.5 million. In connection with the Sublease Agreement, the Company provided a $0.4 million Letter of Credit to the landlord. The Letter of Credit will decline over the term of the lease. The Company also entered into a Cash Collateral Agreement for $0.4 million, which is classified as restricted cash in the Balance Sheets. The Company’s lease agreements do not contain any residual value guarantees or restrictive covenants. The following table reconciles the undiscounted cash flows for the operating leases at September 30, 2023 to the operating lease liabilities recorded on the balance sheet (in thousands): Years ending December 31, For the remainder of 2023 $ 1,322 2024 6,684 2025 8,022 2026 9,238 2027 9,560 2028 9,076 Thereafter 66,435 Total undiscounted lease payments 110,337 Less: Tenant allowance (5,459) Less: Imputed interest (44,119) Present value of lease payments $ 60,759 Lease liabilities - short-term $ 4,380 Lease liabilities - long-term 56,379 Total lease liabilities $ 60,759 The following table summarizes lease costs and cash payments for the three and nine months ended September 30, 2023 and 2022 (in thousands): Three Months Ended Nine Months Ended 2023 2022 2023 2022 Operating lease cost $ 2,075 $ 1,589 $ 6,275 $ 4,725 Variable lease cost 232 156 685 287 Total lease costs $ 2,307 $ 1,745 $ 6,960 $ 5,012 Cash paid for amounts included in the measurement of lease liabilities $ 820 $ 564 $ 2,265 $ 1,913 As of September 30, 2023, the weighted-average remaining lease term for operating leases is 11.0 years, and the weighted-average discount rate for operating leases is 8.8%. As of September 30, 2022, the weighted-average remaining lease term for operating leases is 11.9 years, and the weighted-average discount rate for operating leases is 9.1%. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies From time to time, the Company may be subject to various litigation and related matters arising in the ordinary course of business. The Company does not believe it is currently subject to any material matters where there is at least a reasonable possibility that a material loss may be incurred. The Company is obligated to make future payments to third parties pursuant to certain license agreements, including sublicense fees, royalties, and payments that become due and payable on the achievement of certain development and commercialization milestones. As the amount and timing of sublicense fees and the achievement and timing of these milestones are not probable and estimable, such commitments have not been included on the Company’s balance sheets for the periods ended September 30, 2023 and December 31, 2022. The Company has also entered into agreements with third-party vendors that will require us to make future payments upon the delivery of goods and services in future periods. |
Collaboration and Licensing Agr
Collaboration and Licensing Agreements | 9 Months Ended |
Sep. 30, 2023 | |
Collaboration and Licensing Agreements | |
Collaboration and Licensing Agreements | Collaboration and Licensing Agreements The following is a summary description of the material revenue arrangements, including arrangements that generated revenue in the three and nine months ended September 30, 2023 and 2022. Alexion Pharmaceuticals, Inc. In January 2013, the Company entered into an Option and License Agreement (the Alexion Agreement) with Alexion Pharmaceuticals, Inc. (Alexion). Under the terms of the Alexion Agreement, the Company granted to Alexion an exclusive research license, with limited sublicensing rights, to make and use the Company’s Xtend technology to evaluate and advance compounds. Alexion exercised its rights to one target program, ALXN1210, which is now marketed as Ultomiris®. The Company is eligible to receive a contractual milestone for the achievement of certain commercial sales levels of Ultomiris and is also entitled to receive royalties based on a percentage of net sales of Ultomiris sold by Alexion, its affiliates or its sublicensees, which percentage is in the low single digits. Alexion’s royalty obligations continue on a product-by-product and country-by-country basis until the expiration of the last-to-expire valid claim in a licensed patent covering the applicable product in such country. During the three months ended September 30, 2023, the Company earned a milestone for the achievement of certain commercial sales levels of Ultomiris and recorded a receivable of $20.0 million. Under ASC 606, Revenue from Contracts with Customers , the Company recognizes revenue for sales-based royalties upon the subsequent sale of the product. The Company recognized $11.8 million and $7.3 million of royalty revenue under this arrangement for the three months ended September 30, 2023 and 2022, respectively. The Company recognized $33.4 million and $20.2 million of royalty revenue under this arrangement for the nine months ended September 30, 2023 and 2022, respectively. The Company also recognized $20.0 million of milestone revenue for the three and nine months ended September 30, 2023. As of September 30, 2023, there is a receivable of $32.5 million related to the sales milestone and royalties due under the arrangement, and there is no deferred revenue related to this agreement. Astellas Pharma Inc. Effective March 29, 2019, the Company entered into a Research and License Agreement (the Astellas Agreement) with Astellas Pharma Inc. (Astellas). Under the Astellas Agreement, Astellas developed ASP2138, a CLDN18.2 x CD3 bispecific antibody, which is currently being developed by Astellas in a Phase 1 study. At March 31, 2022, the Company recorded a contract asset of $5.0 million related to a future development milestone under the Astellas Agreement, and we received the milestone payment in July 2022. No revenue was recognized under the arrangement for the three and nine months ended September 30, 2023, or the three months ended September 30, 2022, and the Company recognized $5.0 million of revenue for the nine months ended September 30, 2022. As of September 30, 2023, there is no deferred revenue related to the arrangement. Astria Therapeutics, Inc. In connection with a licensing transaction, the Company received preferred and common stock in Astria. In January 2023, the Company exchanged its preferred stock for additional common stock in Astria. The Company recognized an unrealized loss of $0.6 million and $4.5 million related to its equity interest in Astria for the three and nine months ended September 30, 2023, respectively. The Company recognized an unrealized gain of $3.9 million and $2.3 million related to its equity interest in Astria for the three and nine months ended September 30, 2022, respectively. There is no deferred revenue as of September 30, 2023 related to this agreement. Genentech, Inc., and F. Hoffmann-La Roche Ltd In February 2019, the Company entered into a collaboration and license agreement (the Genentech Agreement) with Genentech, Inc. and F. Hoffmann-La Roche Ltd (collectively, Genentech) for the development and commercialization of novel IL-15 collaboration products (Collaboration Products), including XmAb306 (also named RG6323), the Company’s IL-15/IL-15Ra candidate. Pursuant to the Genentech Agreement, XmAb306 is designated as a development program and all costs incurred for developing XmAb306 from March 8, 2019, the effective date of the Genentech Agreement, are being shared with Genentech under the initial cost-sharing percentage of 45%. In 2023, the Company exercised its option to convert the cost-sharing arrangement to a royalty-based arrangement and expects to finalize terms of the contract changes before year-end. The Company's cost-sharing obligations would continue through the effective date of the conversion agreement. The Company did not recognize revenue related to the Genentech Agreement for the three and nine months ended September 30, 2023, or 2022. As of September 30, 2023, there is a $4.9 million payable related to cost-sharing development activities during the third quarter of 2023 for development studies being conducted under the Genentech Agreement. There is no deferred revenue as of September 30, 2023, as obligations to perform research activities have expired. Gilead Sciences, Inc. In January 2020, the Company entered into a Technology License Agreement (the Gilead Agreement) with Gilead Sciences, Inc. (Gilead), in which the Company provided Gilead an exclusive license to its Cytotoxic Fc and Xtend Fc technologies for an initial identified antibody and options for up to three additional antibodies directed to the same molecular target. In the second quarter 2020, Gilead exercised its options for the three additional antibody compounds. During the three months ended September 30, 2023, Gilead initiated a Phase 2 study evaluating two licensed antibodies, and we earned $6.0 million in milestone payments. For the three and nine months ended September 30, 2023, the Company recognized $6.0 million in revenue related to development milestones. There is no deferred revenue as of September 30, 2023 related to this agreement. INmune Bio, Inc. In connection with a licensing transaction, the Company received common stock in INmune. For the three and nine months ended September 30, 2023, the Company recorded an unrealized loss of $4.4 million and an unrealized gain of $0.8 million, respectively. For the three and nine months ended September 30, 2022, the Company recorded an unrealized loss of $5.0 million and $7.5 million related to its investment in INmune. Janssen Biotech, Inc. Janssen Agreement In November 2020, the Company entered into a Collaboration and License Agreement (the Janssen Agreement) with Janssen Biotech, Inc. (Janssen) pursuant to which the Company and Janssen conducted research and development activities to discover novel CD28 bispecific antibodies for the treatment of prostate cancer with Janssen maintaining exclusive worldwide rights to develop and commercialize licensed products identified from the research activities. Under the Janssen Agreement, the Company conducted research activities and applied its bispecific Fc technology to antibodies targeting prostate cancer provided by Janssen. Upon completion of the research activities Janssen had a candidate selection option to advance an identified candidate for development and commercialization. In November 2021, the Company completed its performance obligations under the research activities and delivered CD28 bispecific antibodies to Janssen, and Janssen exercised its candidate selection option to select a bispecific CD28 antibody for further development. Janssen will assume full responsibility for development and commercialization of the CD28 bispecific antibody candidate. In the third quarter of 2023, Janssen submitted an investigational new drug application (IND) to the FDA for a CD28 bispecific candidate that was developed under the collaboration and the Company received a $7.5 million milestone. The Company recognized $7.5 million of revenue for the three and nine months ended September 30, 2023 under the Janssen Agreement. As of September 30, 2023, there is no deferred revenue related to this Agreement. Second Janssen Agreement On October 1, 2021, the Company entered into a second Collaboration and License Agreement (the Second Janssen Agreement) with Janssen pursuant to which the Company granted Janssen an exclusive worldwide license to develop, manufacture, and commercialize plamotamab, the Company’s CD20 x CD3 development candidate, and pursuant to which Xencor and Janssen will conduct research and development activities to discover novel CD28 bispecific antibodies. The parties will conduct joint research activities for up to a two-year period to discover XmAb bispecific antibodies against CD28 and undisclosed B cell tumor-targets with Janssen receiving exclusive worldwide rights, subject to certain Xencor opt-in rights, to develop, manufacture and commercialize pharmaceutical products that contain one or more of such discovered antibodies (CD28 Licensed Antibodies). The Second Janssen Agreement became effective on November 5, 2021. The Company will collaborate with Janssen on further clinical development of plamotamab with Janssen and share development costs with Janssen paying from 80% to 85% of certain development program costs and the Company paying from 15% to 20% of certain development costs. The Company is generally responsible for conducting research activities under the Second Janssen Agreement, and Janssen is generally responsible for all development, manufacturing, and commercialization activities for CD28 Licensed Antibodies that are advanced. Revenue from the research activities is being recognized over a period of time through the end of the research term that services are rendered as we determine that the input method is the appropriate approach to recognize income for such services. In the first quarter of 2023, Janssen selected a B cell target for further development under the Second Janssen Agreement and the Company received a $5.0 million milestone. In the second quarter of 2023, the Company recognized $22.2 million of revenue related to research activities performed under the Second Janssen Agreement. The Company uses the input method under ASC 606 for recognizing revenue related to completing its performance obligations for research services. In the third quarter of 2023, based on updated information regarding our measure of progress in completing research activities, we effected a change in estimate under ASC 606 which resulted in adjusted research revenue of $(1.3) million for the three months ended September 30 2023. In the third quarter of 2023, Janssen submitted a clinical trial application (CTA) for a CD28 bispecific candidate that was developed under the collaboration, and the Company received a $7.5 million milestone. There is a receivable of $3.2 million as of September 30, 2023, related to cost-sharing activities for development of plamotamab under the Second Janssen Agreement. The Company recognized $6.2 million and $0.1 million of revenue related to the Second Janssen Agreement for the three months ended September 30, 2023 and 2022, respectively. The Company recognized $33.6 million and $2.1 million of revenue for the nine months ended September 30, 2023 and 2022, respectively. There is $9.2 million in deferred revenue as of September 30, 2023 related to the Second Janssen Agreement. MorphoSys AG In June 2010, the Company entered into a Collaboration and License Agreement with MorphoSys AG (MorphoSys), which was subsequently amended. Under the agreement, we granted MorphoSys an exclusive worldwide license to the Company’s patents and know-how to research, develop and commercialize the XmAb5574 product candidate (subsequently renamed MOR208 and tafasitamab) with the right to sublicense under certain conditions. If certain developmental, regulatory and sales milestones are achieved, the Company is eligible to receive future milestone payments and royalties. The Company recognized $2.7 million and $2.1 million of royalty revenue during the three months ended September 30, 2023 and 2022, respectively. The Company recognized $6.6 million and $5.6 million of royalty revenue during the nine months ended September 30, 2023 and 2022, respectively. As of September 30, 2023, there is a receivable of $2.2 million related to estimated royalties due under the arrangement. As of September 30, 2023, there is no deferred revenue related to this agreement. Omeros Corporation In August 2020, the Company entered into a Technology License Agreement (the Omeros Agreement) with Omeros Corporation (Omeros), in which the Company provided Omeros a non-exclusive license to its Xtend Fc technology, an exclusive license to apply its Xtend technology to an initial identified antibody and options to apply its Xtend technology to three additional antibodies. During the three months ended September 30, 2023, Omeros initiated a Phase 2 study for a licensed program and the Company received a $5.0 million milestone. For the three and nine months ended September 30, 2023, the Company recognized $5.0 million of milestone revenue related to a development milestone. As of September 30, 2023, there is no deferred revenue related to this Agreement. Vir Biotechnology, Inc. In the third quarter of 2019, the Company entered into a Patent License Agreement (the Vir Agreement) with Vir Biotechnology, Inc. (Vir) pursuant to which the Company provided a non-exclusive license to its Xtend technology for up to two targets. In March 2020, the Company entered into a second Patent License Agreement (the Second Vir Agreement) with Vir pursuant to which the Company provided a non-exclusive license to its Xtend technology to extend the half-life of two novel antibodies that Vir advanced into development to treat patients with COVID-19. VIR incorporated our Xtend technology in developing Sotrovimab which was authorized to treat mild-to-moderate COVID 19 in certain patient populations. Under the terms of the Second Vir Agreement, Vir is responsible for all research, development, regulatory and commercial activities for the antibodies, and the Company is eligible to receive royalties on the net sales of approved products in the mid-single digit percentage range. We began earning royalties from the net sales of Sotrovimab in the second quarter of 2021. As the COVID 19 virus has mutated, our royalties from the sale of Sotrovimab have diminished significantly and future revenues from this license are expected to continue to decline. No revenue was recognized for the three months ended September 30, 2023. The Company recognized $17.8 million of royalty revenue for the three months ended September 30, 2022. The Company recognized $1.5 million and $110.1 million of royalty revenue for the nine months ended September 30, 2023 and 2022, respectively. As of September 30, 2023, there is no receivable related to estimated royalty due under this agreement, and there is no deferred revenue related to this agreement. Viridian Therapeutics, Inc. In December 2020 and in December 2021, the Company entered two separate license agreements with Viridian and received shares of Viridian common stock for each license. In the three months ended June 30, 2023, Viridian notified the Company it was terminating the initial license agreement. The second license expired in the third quarter 2023 upon expiration of the research term that was granted under the second license agreement. The Company reported an unrealized loss of $6.1 million and an unrealized gain of $6.4 million for the three months ended September 30, 2023 and 2022, respectively, related to the shares of Viridian common stock. The Company reported an unrealized loss of $9.9 million and an unrealized gain of $0.5 million for the nine months ended September 30, 2023 and 2022, respectively. The Company did not recognize revenue for the three and nine months ended September 30, 2023 or 2022. There is no deferred revenue as of September 30, 2023 related to this agreement. Zenas BioPharma Limited In November 2020, the Company entered into a License Agreement (the Zenas Agreement) with Zenas, pursuant to which the Company received an equity interest in Zenas in exchange for the exclusive, worldwide rights to develop and commercialize drug candidates from the Company. The equity in Zenas is recorded at the fair value as of the date of the Zenas Agreement and is reviewed each reporting period for impairment or other evidence of change in value. In November 2021, the Company entered into a second License Agreement (Second Zenas Agreement) with Zenas, pursuant to which the Company received additional equity in Zenas in exchange for the exclusive worldwide rights to develop and commercialize the Company’s obexelimab (XmAb5871) drug candidate. Under the license, the Company is eligible to receive development, regulatory and sales milestones in connection with the development of obexelimab and royalties on net sales of approved products. The original equity received for the second license was a warrant to acquire additional shares of Zenas. The warrant was exchanged for additional preferred stock in Zenas in November 2022. The warrant in Zenas was recorded at its fair value as of the date of the Second Zenas Agreement and is reviewed each reporting period for impairment or other evidence of change in value. The preferred shares received in exchange for the warrant were recorded at their fair value at the date of the exchange and is reviewed each reporting period for impairment or other evidence of change in value. Zenas advanced obexelimab into Phase 3 clinical studies in the first quarter of 2023 and dosed their second patient in the second quarter of 2023. The Company received a development milestone in the form of additional preferred stock in Zenas with a fair value of $10.0 million. The Company did not record an impairment or change in the value of the Zenas equity or the warrant in Zenas in the three and nine months ended September 30, 2023 or 2022. The Company recognized $10.0 million of revenue for the nine months ended September 30, 2023. The Company did not recognize any revenue related to the Zenas Agreement for the three months ended September 30, 2023 or the three and nine months ended September 30, 2022, and there is no deferred revenue related to this agreement. Revenue earned The revenues recorded for the three and nine months ended September 30, 2023 and 2022 were earned principally from the following licensees (in millions): Three Months Ended Nine Months Ended 2023 2022 2023 2022 Alexion $ 31.8 $ 7.3 $ 53.4 $ 20.2 Astellas $ — $ — $ — $ 5.0 Gilead $ 6.0 $ — $ 6.0 $ — Janssen $ 13.7 $ 0.1 $ 41.1 $ 2.1 MorphoSys $ 2.7 $ 2.1 $ 6.6 $ 5.6 Omeros $ 5.0 $ — $ 5.0 $ — Vir $ — $ 17.8 $ 1.5 $ 110.1 Zenas $ — $ — $ 10.0 $ — Total $ 59.2 $ 27.3 $ 123.6 $ 143.0 The table below summarizes the disaggregation of revenue recorded for the three and nine months ended September 30, 2023 and 2022 (in millions): Three Months Ended Nine Months Ended 2023 2022 2023 2022 Research collaboration $ (1.3) $ 0.1 $ 21.1 $ 2.1 Milestone 46.0 — 61.0 5.0 Royalties 14.5 27.2 41.5 135.9 Total $ 59.2 $ 27.3 $ 123.6 $ 143.0 Remaining Performance Obligations and Deferred Revenue |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income taxesThere is no provision for income tax for the three and nine months ended September 30, 2023. The provision for income tax is $1.1 million for the three and nine months ended September 30, 2022. As of September 30, 2023, the Company’s deferred income tax assets, consisting primarily of net operating loss and tax credit carryforwards, have been fully offset by a valuation allowance. |
Subsequent Event
Subsequent Event | 9 Months Ended |
Sep. 30, 2023 | |
Subsequent Events [Abstract] | |
Subsequent Event | Subsequent Event Royalty Sale Agreements On November 3, 2023, the Company entered into two separate royalty purchase agreements for the sale of its rights to receive royalties and certain milestones under its Alexion and MorphoSys agreements. The Company received a non-refundable upfront payment of $215.0 million from the purchaser, OCM Life Sciences Portfolio LP ("OMERS"), for the sale of the Ultomiris® royalty and milestone, (the "Ultomiris Agreement") and, the Monjuvi® royalty (the "Monjuvi Agreement"). Pursuant to the Ultomiris Agreement and subject to the Company's existing license with Alexion, in exchange for an upfront payment of $192.5 million, OMERS has acquired the right to receive: (i) 100% of royalties payable on sales related to Ultomiris® that occur from July 1, 2023 through December 31, 2025; (ii) up to $35.0 million annually in royalties on sales related to Ultomiris® that occur from January 1, 2026 through December 31, 2028 with any royalties in excess of $35.0 million reverting to the Company; (iii) up to $12.0 million annually in royalties on sales related to Ultomiris® that occur from and after January 1, 2029, with any royalties in excess of $12.0 million reverting to the Company; and, (iv) $18.0 million of the sales based milestone due pursuant to the existing license with Alexion. The Company is also eligible to receive a $12.0 million milestone payment under the Ultomiris Agreement if Ultomiris sales exceed certain target levels during the period July 1, 2023 through June 30, 2024. Pursuant to the Monjuvi Agreement and subject to the Company's existing license with MorphoSys, in exchange for an upfront payment of $22.5 million, OMERS has acquired the right to receive up to $29.25 million in royalties on sales related to Monjuvi® /Minjuvi® that occur from July 1, 2023,with any royalties in excess of $29.25 million reverting to the Company. The Company is also eligible to receive any potential milestones that are due under its MorphoSys Agreement. The Company will evaluate the financial reporting and income tax consequences of the royalty sales transactions in connection with its financial reporting for the year ended December 31, 2023. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Pay vs Performance Disclosure | ||||
Net Income (Loss) | $ (24,269) | $ (32,759) | $ (106,986) | $ (43,139) |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended | 9 Months Ended |
Sep. 30, 2023 shares | Sep. 30, 2023 shares | |
Trading Arrangements, by Individual | ||
Non-Rule 10b5-1 Arrangement Adopted | false | |
Rule 10b5-1 Arrangement Terminated | false | |
Non-Rule 10b5-1 Arrangement Terminated | false | |
A. Bruce Montgomery [Member] | ||
Trading Arrangements, by Individual | ||
Material Terms of Trading Arrangement | On August 7, 2023, A. Bruce Montgomery, a member of our Board of Directors, adopted a rule 10b5-1 trading arrangement that is intended to satisfy the affirmative defense of Rule 10b5-1(c) for the sale of up to 27,507 shares of the Company's common stock until August 9, 2024. | |
Name | A. Bruce Montgomery | |
Title | Board of Directors | |
Rule 10b5-1 Arrangement Adopted | true | |
Adoption Date | August 7, 2023 | |
Arrangement Duration | 368 days | |
Aggregate Available | 27,507 | 27,507 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Polices) | 9 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited interim financial statements for Xencor, Inc. (the Company, Xencor, we or us) have been prepared in accordance with U.S. generally accepted accounting principles (GAAP) for interim financial information. The financial statements include all adjustments (consisting only of normal recurring adjustments) that the management of the Company believes are necessary for a fair presentation of the periods presented. The preparation of interim financial statements requires the use of management’s estimates and assumptions that affect reported amounts of assets and liabilities at the date of the interim financial statements and the reported revenues and expenditures during the reported periods. These interim financial results are not necessarily indicative of the results expected for the full fiscal year or for any subsequent interim period. The accompanying unaudited interim financial statements and related notes should be read in conjunction with the audited financial statements and notes thereto included in the Company’s 2022 Annual Report on Form 10-K filed with the Securities and Exchange Commission (SEC) on February 24, 2023. |
Use of Estimates | Use of Estimates The preparation of interim financial statements in conformity with GAAP requires management to make certain estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses, other comprehensive gain (loss) and the related disclosures. On an ongoing basis, management evaluates its estimates, including estimates related to its accrued clinical trial and manufacturing development expenses, stock-based compensation expense, evaluation of intangible assets, investments, leases and other assets for evidence of impairment, fair value measurements, and contingencies. Significant estimates in these interim financial statements include estimates made for royalty revenue, accrued research and development expenses, stock-based compensation expenses, intangible assets, incremental borrowing rate for right-of-use asset and lease liability, estimated standalone selling price of performance obligations, estimated time for completing delivery of performance obligations under certain arrangements, the likelihood of recognizing variable consideration, the carrying value of equity instruments without a readily determinable fair value, and recoverability of deferred tax assets. |
Intangible Assets | Intangible Assets The Company maintains definite-lived intangible assets related to certain capitalized costs of acquired licenses and third-party costs incurred in establishing and maintaining its intellectual property rights to its platform technologies and development candidates. These assets are amortized over their useful lives, which are estimated to be the remaining patent life or the contractual term of the license. The straight-line method is used to record amortization expense. The Company assesses its intangible assets for impairment if indicators are present or changes in circumstances suggest that impairment may exist. There was no impairment charge recorded for the three and nine months ended September 30, 2023 and 2022. |
Marketable Debt and Equity Securities | Marketable Debt and Equity Securities The Company has an investment policy that includes guidelines on acceptable investment securities, minimum credit quality, maturity parameters, and concentration and diversification. The investment policy limits the maturity of any individual security to a maximum of 36 months. The average maturity of securities in the portfolio as of September 30, 2023 is less than 12 months. The Company invests its excess cash primarily in marketable debt securities issued by investment grade institutions. The Company considers its marketable debt securities to be available-for-sale because it is not more likely than not that the Company will be required to sell the securities before recovery of the amortized cost. These assets are carried at fair value and any impairment losses and recoveries related to the underlying issuer’s credit standing are recognized within other income (expense), while non-credit related impairment losses and recoveries are recognized within accumulated other comprehensive income (loss). There were no impairment losses or recoveries recorded for the three and nine months ended September 30, 2023 and 2022. Accrued interest on marketable debt securities is included in the marketable securities’ carrying value. Each reporting period, the Company reviews its portfolio of marketable debt securities, using both quantitative and qualitative factors, to determine if each security’s fair value has declined below its amortized cost basis. During the three and nine months ended September 30, 2023, the Company recorded an unrealized gain of $1.2 million and $6.2 million, respectively, in its portfolio of marketable debt securities. During the three and nine months ended September 30, 2022, the Company recorded an unrealized loss of $0.9 million and $8.4 million, respectively. The unrealized losses are due to the changing interest rate environment and are not due to changes in the credit quality of the underlying securities. The unrealized gain (loss) is recorded in other comprehensive income (loss) for the three and nine months ended September 30, 2023 and 2022. The Company receives equity securities in connection with certain licensing transactions with its partners. These investments in equity securities are carried at fair value with changes in fair value recognized each period and reported within other income (expense). For equity securities with a readily determinable fair value, the Company remeasures these equity investments at each reporting period until such time that the investment is sold or disposed. If the Company sells an investment, any realized gain or loss on the sale of the securities will be recognized within other income (expense) in the Statements of Comprehensive Income (Loss) in the period of sale. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements There have been no material changes in recently issued or adopted accounting standards from those disclosed in the Company's 2022 Annual Report on Form 10-K. The Company has reviewed all recently issued accounting pronouncements and does not believe they will have a material impact on our results of operations, financial condition or cash flows. There have been no other material changes to the significant accounting policies previously disclosed in the Company’s 2022 Annual Report on Form 10-K. |
Fair Value of Financial Instr_2
Fair Value of Financial Instruments (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Schedule of Assets Recorded at Fair Value | The assets recorded at fair value are classified within the hierarchy as follows for the periods reported (in thousands): September 30, 2023 December 31, 2022 Total Level 1 Level 2 Total Level 1 Level 2 Money Market Funds $ 40,943 $ 40,943 $ — $ 40,967 $ 40,967 $ — Corporate Securities 75,620 — 75,620 200,626 — 200,626 Government Securities 357,627 — 357,627 329,889 — 329,889 $ 474,190 $ 40,943 $ 433,247 $ 571,482 $ 40,967 $ 530,515 |
Net Loss Per Common Share (Tabl
Net Loss Per Common Share (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Earnings Per Share [Abstract] | |
Schedule of Basic and Diluted Net Loss per Common Share | Basic and diluted net loss per common share is computed as follows: Three Months Ended Nine Months Ended 2023 2022 2023 2022 (in thousands, except share and per share data) (in thousands, except share and per share data) Numerator: Net loss attributable to common stockholders $ (24,269) $ (32,759) $ (106,986) $ (43,139) Denominator: Weighted-average common shares outstanding used in computing basic and diluted net loss 60,621,534 59,716,594 60,387,163 59,564,985 Basic and diluted net loss per common share $ (0.40) $ (0.55) $ (1.77) $ (0.72) |
Marketable Debt and Equity Se_2
Marketable Debt and Equity Securities (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Marketable Securities [Abstract] | |
Schedule of Marketable Securities | The Company’s marketable debt securities held as of September 30, 2023 and December 31, 2022 are summarized below: September 30, 2023 Amortized Gross Gross Fair Value (in thousands) Money Market Funds $ 40,943 $ — $ — $ 40,943 Corporate Securities 75,737 — (117) 75,620 Government Securities 358,207 4 (584) 357,627 $ 474,887 $ 4 $ (701) $ 474,190 Reported as Cash and cash equivalents $ 40,943 Marketable securities 433,247 Total investments $ 474,190 December 31, 2022 Amortized Gross Gross Fair Value (in thousands) Money Market Funds $ 40,967 $ — $ — $ 40,967 Corporate Securities 201,752 — (1,126) 200,626 Government Securities 335,705 3 (5,819) 329,889 $ 578,424 $ 3 $ (6,945) $ 571,482 Reported as Cash and cash equivalents $ 40,967 Marketable securities 530,515 Total investments $ 571,482 |
Schedule of Maturities of Marketable Securities | The maturities of the Company’s marketable debt securities as of September 30, 2023 are as follows: September 30, 2023 Amortized Estimated Cost (in thousands) Mature in one year or less $ 413,497 $ 412,827 Mature within two years 20,447 20,420 $ 433,944 $ 433,247 |
Schedule of Unrealized Losses on Available-for-Sale Investments | The unrealized losses on available-for-sale investments and their related fair values as of September 30, 2023 and December 31, 2022 are as follows: Less than 12 months 12 months or greater September 30, 2023 Fair value Unrealized Fair value Unrealized (in thousands) Corporate Securities $ 75,620 $ (117) $ — $ — Government Securities 286,603 (557) 20,420 (27) $ 362,223 $ (674) $ 20,420 $ (27) Less than 12 months 12 months or greater December 31, 2022 Fair value Unrealized Fair value Unrealized (in thousands) Corporate Securities $ 132,658 $ (1,121) $ 3,826 $ (5) Government Securities 324,933 (5,819) — — $ 457,591 $ (6,940) $ 3,826 $ (5) |
Schedule of Equity Securities with Readily Determinable Fair Value | Equity securities with a readily determinable fair value, which are categorized as Level 1 in the fair value hierarchy under ASC 820, and their fair values (in thousands) as of September 30, 2023 and December 31, 2022 are as follows: Fair Value Fair Value September 30, 2023 December 31, 2022 Astria Common Stock $ 5,206 $ 9,529 INmune Common Stock 12,765 11,954 Viridian Common Stock 11,001 20,948 $ 28,972 $ 42,431 |
Schedule of Equity Securities Without Readily Determinable Fair Value | Equity securities without a readily determinable fair value and their carrying values (in thousands) as of September 30, 2023 and December 31, 2022 are as follows: Carrying Value Carrying Value September 30, 2023 December 31, 2022 Astria Preferred Stock $ — $ 174 Zenas Preferred Stock 64,210 54,209 $ 64,210 $ 54,383 |
Schedule of Net Gains and Losses | Unrealized gain (loss) recognized on equity securities during each of the three- and nine-month periods ended September 30, 2023 and 2022, consist of the following: Three Months Ended Nine Months Ended 2023 2022 2023 2022 Net and unrealized gain (loss) recognized on equity securities $ (11,023) $ 5,299 $ (13,633) $ (4,676) |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of Total Employee, Director and Non-Employee Stock-Based Compensation Expense Recognized | Total employee, director and non-employee stock-based compensation expense recognized for the three and nine months ended September 30, 2023 and 2022 are as follows (in thousands): Three Months Ended Nine Months Ended 2023 2022 2023 2022 General and administrative $ 4,487 $ 4,736 $ 13,234 $ 12,760 Research and development 8,409 8,024 25,824 23,408 $ 12,896 $ 12,760 $ 39,058 $ 36,168 Three Months Ended Nine Months Ended 2023 2022 2023 2022 Stock options $ 6,314 $ 7,833 $ 20,139 $ 22,178 ESPP 307 282 970 873 RSUs 6,275 4,645 17,949 13,117 $ 12,896 $ 12,760 $ 39,058 $ 36,168 |
Summary of Stock Option Activity | The following table summarizes option activity under our stock plans and related information: Number of Weighted Weighted Aggregate Balance at December 31, 2022 10,082,642 $ 29.12 6.30 $ 27,141 Options granted 2,068,582 $ 30.07 Options forfeited (390,457) $ 33.82 Options exercised (214,134) $ 9.14 Balance at September 30, 2023 11,546,633 $ 29.51 6.16 $ 9,692 Exercisable 7,757,723 $ 28.45 4.88 $ 9,690 |
Schedule of Weighted Average Assumptions Used for Estimation of Fair Value of Stock Options | We estimated the fair value of each equity award, including stock options and shares issued under our ESPP, using the Black-Scholes option-pricing model based on the date of grant of such stock option or ESPP share issuance date, with the following weighted average assumptions for the three and nine months ended September 30, 2023 and 2022: Options Options Three Months Ended Nine Months Ended 2023 2022 2023 2022 Expected term (years) 6.1 6.1 6.1 6.3 Expected volatility 50.0 % 51.9 % 50.5 % 53.0 % Risk-free interest rate 4.43 % 3.38 % 4.18 % 2.02 % Expected dividend yield — % — % — % — % |
Schedule of Weighted Average Assumptions Used for Estimation of Fair Value of ESPP | ESPP ESPP Three Months Ended Nine Months Ended 2023 2022 2023 2022 Expected term (years) 0.5 - 2.0 0.5 - 2.0 0.5 - 2.0 0.5 -2.0 Expected volatility 38.2% - 55.7% 43.2% - 55.7% 38.2% - 55.7% 43.2% - 55.7% Risk-free interest rate 0.13% - 5.39% 0.13% - 2.82% 0.13% - 5.39% 0.13% - 2.82% Expected dividend yield — % — % — % — % |
Summary of Restricted Stock Unit Activity | The following table summarizes the RSU activity for the nine-month period ended September 30, 2023: Restricted Weighted Unvested RSUs at December 31, 2022 1,232,551 $ 32.41 Granted 988,276 30.42 Vested (398,744) 32.60 Forfeited (129,134) 32.00 Unvested RSUs at September 30, 2023 1,692,949 $ 31.23 |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Leases [Abstract] | |
Schedule of Operating Lease Liabilities Maturities | The following table reconciles the undiscounted cash flows for the operating leases at September 30, 2023 to the operating lease liabilities recorded on the balance sheet (in thousands): Years ending December 31, For the remainder of 2023 $ 1,322 2024 6,684 2025 8,022 2026 9,238 2027 9,560 2028 9,076 Thereafter 66,435 Total undiscounted lease payments 110,337 Less: Tenant allowance (5,459) Less: Imputed interest (44,119) Present value of lease payments $ 60,759 Lease liabilities - short-term $ 4,380 Lease liabilities - long-term 56,379 Total lease liabilities $ 60,759 |
Summary of Lease Costs and Cash Disclosures | The following table summarizes lease costs and cash payments for the three and nine months ended September 30, 2023 and 2022 (in thousands): Three Months Ended Nine Months Ended 2023 2022 2023 2022 Operating lease cost $ 2,075 $ 1,589 $ 6,275 $ 4,725 Variable lease cost 232 156 685 287 Total lease costs $ 2,307 $ 1,745 $ 6,960 $ 5,012 Cash paid for amounts included in the measurement of lease liabilities $ 820 $ 564 $ 2,265 $ 1,913 |
Collaboration and Licensing A_2
Collaboration and Licensing Agreements (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Collaboration and Licensing Agreements | |
Schedule of Revenue by Licensees | The revenues recorded for the three and nine months ended September 30, 2023 and 2022 were earned principally from the following licensees (in millions): Three Months Ended Nine Months Ended 2023 2022 2023 2022 Alexion $ 31.8 $ 7.3 $ 53.4 $ 20.2 Astellas $ — $ — $ — $ 5.0 Gilead $ 6.0 $ — $ 6.0 $ — Janssen $ 13.7 $ 0.1 $ 41.1 $ 2.1 MorphoSys $ 2.7 $ 2.1 $ 6.6 $ 5.6 Omeros $ 5.0 $ — $ 5.0 $ — Vir $ — $ 17.8 $ 1.5 $ 110.1 Zenas $ — $ — $ 10.0 $ — Total $ 59.2 $ 27.3 $ 123.6 $ 143.0 |
Schedule of Disaggregation of Revenue | The table below summarizes the disaggregation of revenue recorded for the three and nine months ended September 30, 2023 and 2022 (in millions): Three Months Ended Nine Months Ended 2023 2022 2023 2022 Research collaboration $ (1.3) $ 0.1 $ 21.1 $ 2.1 Milestone 46.0 — 61.0 5.0 Royalties 14.5 27.2 41.5 135.9 Total $ 59.2 $ 27.3 $ 123.6 $ 143.0 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Jun. 30, 2023 | Dec. 31, 2022 | |
Patents, licenses, and other intangible assets | ||||||
Impairment of intangible assets | $ 0 | $ 0 | $ 0 | $ 0 | ||
Abandonment of capitalized intangible assets | 797,000 | 1,331,000 | ||||
Impairment loss or recoveries | 0 | 0 | 0 | 0 | ||
Net unrealized gain (loss) on marketable debt securities | 1,151,000 | (931,000) | 6,244,000 | (8,366,000) | ||
Equity securities impairment | 0 | 0 | 0 | 100,000 | ||
Preferred Stock | ||||||
Patents, licenses, and other intangible assets | ||||||
Equity shares estimated fair value | 64,210,000 | 64,210,000 | $ 54,383,000 | |||
Zenas | Preferred Stock | ||||||
Patents, licenses, and other intangible assets | ||||||
Equity shares estimated fair value | 64,210,000 | 64,210,000 | $ 54,209,000 | |||
Zenas | Milestone | Preferred Stock | License Agreement | ||||||
Patents, licenses, and other intangible assets | ||||||
Equity shares estimated fair value | 10,000,000 | 10,000,000 | $ 10,000,000 | |||
In-process intangible assets | ||||||
Patents, licenses, and other intangible assets | ||||||
Abandonment of capitalized intangible assets | $ 200,000 | $ 300,000 | $ 800,000 | $ 1,300,000 |
Fair Value of Financial Instr_3
Fair Value of Financial Instruments (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Fair Value of Financial Instruments | ||
Money Market Funds | $ 52,733 | $ 53,942 |
Marketable securities | 433,247 | |
Fair Value, Recurring | ||
Fair Value of Financial Instruments | ||
Total Fair Value | 474,190 | 571,482 |
Money Market Funds | ||
Fair Value of Financial Instruments | ||
Money Market Funds | 40,943 | 40,967 |
Money Market Funds | Fair Value, Recurring | ||
Fair Value of Financial Instruments | ||
Money Market Funds | 40,943 | 40,967 |
Corporate Securities | ||
Fair Value of Financial Instruments | ||
Marketable securities | 75,620 | 200,626 |
Corporate Securities | Fair Value, Recurring | ||
Fair Value of Financial Instruments | ||
Marketable securities | 75,620 | 200,626 |
Government Securities | ||
Fair Value of Financial Instruments | ||
Marketable securities | 357,627 | 329,889 |
Government Securities | Fair Value, Recurring | ||
Fair Value of Financial Instruments | ||
Marketable securities | 357,627 | 329,889 |
Level 1 | Fair Value, Recurring | ||
Fair Value of Financial Instruments | ||
Total Fair Value | 40,943 | 40,967 |
Level 1 | Money Market Funds | Fair Value, Recurring | ||
Fair Value of Financial Instruments | ||
Money Market Funds | 40,943 | 40,967 |
Level 1 | Corporate Securities | Fair Value, Recurring | ||
Fair Value of Financial Instruments | ||
Marketable securities | 0 | 0 |
Level 1 | Government Securities | Fair Value, Recurring | ||
Fair Value of Financial Instruments | ||
Marketable securities | 0 | 0 |
Level 2 | Fair Value, Recurring | ||
Fair Value of Financial Instruments | ||
Total Fair Value | 433,247 | 530,515 |
Level 2 | Money Market Funds | Fair Value, Recurring | ||
Fair Value of Financial Instruments | ||
Money Market Funds | 0 | 0 |
Level 2 | Corporate Securities | Fair Value, Recurring | ||
Fair Value of Financial Instruments | ||
Marketable securities | 75,620 | 200,626 |
Level 2 | Government Securities | Fair Value, Recurring | ||
Fair Value of Financial Instruments | ||
Marketable securities | $ 357,627 | $ 329,889 |
Net Loss Per Common Share (Deta
Net Loss Per Common Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Numerator: | ||||
Net loss attributable to common stockholders | $ (24,269) | $ (32,759) | $ (106,986) | $ (43,139) |
Denominator: | ||||
Weighted-average common shares outstanding used in computing basic net loss (in shares) | 60,621,534 | 59,716,594 | 60,387,163 | 59,564,985 |
Weighted-average common shares outstanding used in computing diluted net loss (in shares) | 60,621,534 | 59,716,594 | 60,387,163 | 59,564,985 |
Basic net loss per common share (in dollars per share) | $ (0.40) | $ (0.55) | $ (1.77) | $ (0.72) |
Diluted net loss per common share (in dollars per share) | $ (0.40) | $ (0.55) | $ (1.77) | $ (0.72) |
Marketable Debt and Equity Se_3
Marketable Debt and Equity Securities - Summary (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Schedule of Available-for-sale Securities | ||
Money Market Funds | $ 52,733 | $ 53,942 |
Amortized Cost | 433,944 | |
Amortized Cost | 474,887 | 578,424 |
Gross Unrealized Gains | 4 | 3 |
Gross Unrealized Losses | (701) | (6,945) |
Marketable securities | 433,247 | |
Total investments | 474,190 | 571,482 |
Money Market Funds | ||
Schedule of Available-for-sale Securities | ||
Money Market Funds | 40,943 | 40,967 |
Corporate Securities | ||
Schedule of Available-for-sale Securities | ||
Amortized Cost | 75,737 | 201,752 |
Gross Unrealized Gains | 0 | 0 |
Gross Unrealized Losses | (117) | (1,126) |
Marketable securities | 75,620 | 200,626 |
Government Securities | ||
Schedule of Available-for-sale Securities | ||
Amortized Cost | 358,207 | 335,705 |
Gross Unrealized Gains | 4 | 3 |
Gross Unrealized Losses | (584) | (5,819) |
Marketable securities | 357,627 | 329,889 |
Cash and cash equivalents | ||
Schedule of Available-for-sale Securities | ||
Money Market Funds | 40,943 | 40,967 |
Marketable securities | ||
Schedule of Available-for-sale Securities | ||
Marketable securities | $ 433,247 | $ 530,515 |
Marketable Debt and Equity Se_4
Marketable Debt and Equity Securities - Maturities (Details) $ in Thousands | Sep. 30, 2023 USD ($) |
Amortized Cost | |
Mature in one year or less | $ 413,497 |
Mature within two years | 20,447 |
Amortized Cost | 433,944 |
Estimated Cost Fair Value | |
Mature in one year or less | 412,827 |
Mature within two years | 20,420 |
Estimated Cost Fair Value | $ 433,247 |
Marketable Debt and Equity Se_5
Marketable Debt and Equity Securities - Unrealized Losses (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Schedule of Available-for-sale Securities | ||
Fair value, less than 12 months | $ 362,223 | $ 457,591 |
Unrealized losses, Less than 12 months | (674) | (6,940) |
Fair value, 12 months or greater | 20,420 | 3,826 |
Unrealized losses, 12 months or greater | (27) | (5) |
Corporate Securities | ||
Schedule of Available-for-sale Securities | ||
Fair value, less than 12 months | 75,620 | 132,658 |
Unrealized losses, Less than 12 months | (117) | (1,121) |
Fair value, 12 months or greater | 0 | 3,826 |
Unrealized losses, 12 months or greater | 0 | (5) |
Government Securities | ||
Schedule of Available-for-sale Securities | ||
Fair value, less than 12 months | 286,603 | 324,933 |
Unrealized losses, Less than 12 months | (557) | (5,819) |
Fair value, 12 months or greater | 20,420 | 0 |
Unrealized losses, 12 months or greater | $ (27) | $ 0 |
Marketable Debt and Equity Se_6
Marketable Debt and Equity Securities - Equity Securities with Readily Determinable Fair Value (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | |
Equity Securities | |||||
Net gains (losses) recognized on equity securities | $ (11,023) | $ 5,299 | $ (13,633) | $ (4,676) | |
Equity securities with readily determinable fair value | 28,972 | 28,972 | $ 42,431 | ||
Common Stock | |||||
Equity Securities | |||||
Equity securities with readily determinable fair value | 28,972 | 28,972 | 42,431 | ||
Astria/Catabasis | Common Stock | |||||
Equity Securities | |||||
Equity securities with readily determinable fair value | 5,206 | 5,206 | 9,529 | ||
INmune | Common Stock | |||||
Equity Securities | |||||
Equity securities with readily determinable fair value | 12,765 | 12,765 | 11,954 | ||
Viridian | Common Stock | |||||
Equity Securities | |||||
Equity securities with readily determinable fair value | $ 11,001 | $ 11,001 | $ 20,948 |
Marketable Debt and Equity Se_7
Marketable Debt and Equity Securities - Equity Securities without Readily Determinable Fair Value (Details) - Preferred Stock - USD ($) $ in Thousands | Sep. 30, 2023 | Jun. 30, 2023 | Dec. 31, 2022 |
Equity securities without readily determinable fair value | |||
Equity shares estimated fair value | $ 64,210 | $ 54,383 | |
Astria/Catabasis | |||
Equity securities without readily determinable fair value | |||
Equity shares estimated fair value | 0 | 174 | |
Zenas | |||
Equity securities without readily determinable fair value | |||
Equity shares estimated fair value | 64,210 | $ 54,209 | |
Zenas | Milestone | License Agreement | |||
Equity securities without readily determinable fair value | |||
Equity shares estimated fair value | $ 10,000 | $ 10,000 |
Marketable Debt and Equity Se_8
Marketable Debt and Equity Securities - Equity Securities Transactions (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Jun. 30, 2023 | Dec. 31, 2022 |
Preferred Stock | |||
Equity Securities | |||
Equity shares estimated fair value | $ 64,210 | $ 54,383 | |
Astria/Catabasis | Preferred Stock | |||
Equity Securities | |||
Equity shares estimated fair value | 0 | 174 | |
Zenas | Preferred Stock | |||
Equity Securities | |||
Equity shares estimated fair value | $ 64,210 | $ 54,209 | |
License Agreement | INmune | Common Stock | |||
Equity Securities | |||
Number of shares owned | 1,885,533 | ||
License Agreement | Zenas | Preferred Stock | Milestone | |||
Equity Securities | |||
Equity shares estimated fair value | $ 10,000 | $ 10,000 | |
Technology License Agreement | Viridian | Common Stock | |||
Equity Securities | |||
Number of shares owned | 717,144 |
Marketable Debt and Equity Se_9
Marketable Debt and Equity Securities - Net Gains and Losses (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Marketable Securities [Abstract] | ||||
Net and unrealized gain (loss) recognized on equity securities | $ (11,023) | $ 5,299 | $ (13,633) | $ (4,676) |
Stock Based Compensation - Narr
Stock Based Compensation - Narrative (Details) $ / shares in Units, $ in Millions | 9 Months Ended | 117 Months Ended | 118 Months Ended | ||||
Jan. 01, 2023 shares | Dec. 02, 2013 shares | Sep. 30, 2023 USD ($) installment $ / shares shares | Sep. 30, 2022 $ / shares shares | Sep. 30, 2023 USD ($) $ / shares shares | Sep. 30, 2023 USD ($) $ / shares shares | Jun. 14, 2023 shares | |
ESPP | |||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||
Total number of shares of common stock available for issuance | 1,084,060 | 1,084,060 | 1,084,060 | ||||
Annual increase in shares of common stock available for issuance (in shares) | 599,977 | ||||||
Awards issued under the plan (in shares) | 690,758 | ||||||
Unamortized compensation expense | $ | $ 0.3 | $ 0.3 | $ 0.3 | ||||
Period to recognize unamortized compensation expense | 2 months 12 days | ||||||
ESPP | Maximum | |||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||
Annual percentage increase in shares of common stock available for issuance | 1% | ||||||
Annual increase in shares of common stock available for issuance (in shares) | 621,814 | ||||||
RSUs | |||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||
Granted (in shares) | 988,276 | 2,988,093 | |||||
Annual installment vesting periods | installment | 3 | ||||||
Period to recognize unamortized compensation expense | 2 years 1 month 6 days | ||||||
Unamortized compensation expense related to unvested restricted stock units | $ | $ 36.3 | $ 36.3 | $ 36.3 | ||||
Stock options | |||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||
Options granted (in shares) | 2,068,582 | 2,007,833 | |||||
Closing price of common stock (in dollars per share) | $ / shares | $ 20.15 | $ 20.15 | $ 20.15 | ||||
Weighted average fair value of options granted (in dollars per share) | $ / shares | $ 16.01 | $ 15.50 | |||||
Unamortized compensation expense | $ | $ 60 | $ 60 | $ 60 | ||||
Period to recognize unamortized compensation expense | 2 years 7 months 6 days | ||||||
The 2010 Plan | |||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||
Options granted (in shares) | 0 | ||||||
The 2013 Plan | |||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||
Annual percentage increase in shares of common stock available for issuance | 4% | ||||||
Increase in shares of common stock available for issuance (in shares) | 2,399,908 | ||||||
The 2023 Plan | |||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||
Total number of shares of common stock available for issuance | 19,724,542 | 19,724,542 | 19,724,542 | 3,000,000 | |||
Prior Plans | |||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||
Total number of shares of common stock available for issuance | 16,932,548 | 16,932,548 | 16,932,548 | ||||
The 2013 and 2023 Plans | |||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||||
Options granted (in shares) | 16,603,888 |
Stock-Based Compensation - Empl
Stock-Based Compensation - Employee Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Total employee, director and non-employee stock-based compensation expense | $ 12,896 | $ 12,760 | $ 39,058 | $ 36,168 |
Stock options | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Total employee, director and non-employee stock-based compensation expense | 6,314 | 7,833 | 20,139 | 22,178 |
ESPP | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Total employee, director and non-employee stock-based compensation expense | 307 | 282 | 970 | 873 |
RSUs | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Total employee, director and non-employee stock-based compensation expense | 6,275 | 4,645 | 17,949 | 13,117 |
General and administrative | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Total employee, director and non-employee stock-based compensation expense | 4,487 | 4,736 | 13,234 | 12,760 |
Research and development | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Total employee, director and non-employee stock-based compensation expense | $ 8,409 | $ 8,024 | $ 25,824 | $ 23,408 |
Stock-Based Compensation - Opti
Stock-Based Compensation - Option Activity (Details) - Stock options - USD ($) $ / shares in Units, $ in Thousands | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | |
Number of Shares Subject to Outstanding Options | |||
Balance at the beginning of the period (in shares) | 10,082,642 | ||
Options granted (in shares) | 2,068,582 | 2,007,833 | |
Options forfeited (in shares) | (390,457) | ||
Options exercised (in shares) | (214,134) | ||
Balance at the end of the period (in shares) | 11,546,633 | 10,082,642 | |
Exercisable options (in shares) | 7,757,723 | ||
Weighted Average Exercise Price (Per Share) | |||
Balance at the beginning of the period (in dollars per share) | $ 29.12 | ||
Options granted (in dollars per share) | 30.07 | ||
Options forfeited (in dollars per share) | 33.82 | ||
Options exercised (in dollars per share) | 9.14 | ||
Balance at the end of the period (in dollars per share) | 29.51 | $ 29.12 | |
Exercisable (in dollars per share) | $ 28.45 | ||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Additional Disclosures [Abstract] | |||
Weighted-average remaining contractual term, balance outstanding | 6 years 1 month 28 days | 6 years 3 months 18 days | |
Weighted-average remaining contractual term, exercisable | 4 years 10 months 17 days | ||
Aggregate intrinsic value, balance outstanding | $ 9,692 | $ 27,141 | |
Aggregate intrinsic value, exercisable | $ 9,690 |
Stock-Based Compensation - FV o
Stock-Based Compensation - FV of Employee Stock Options (Details) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Stock options | ||||
Weighted average assumptions for estimated fair value of employee stock options | ||||
Expected term (years) | 6 years 1 month 6 days | 6 years 1 month 6 days | 6 years 1 month 6 days | 6 years 3 months 18 days |
Expected volatility (as a percent) | 50% | 51.90% | 50.50% | 53% |
Risk-free interest rate (as a percent) | 4.43% | 3.38% | 4.18% | 2.02% |
Expected dividend yield | 0% | 0% | 0% | 0% |
ESPP | ||||
Weighted average assumptions for estimated fair value of employee stock options | ||||
Expected volatility, low end of range (as a percent) | 38.20% | 43.20% | 38.20% | 43.20% |
Expected volatility, high end of range (as a percent) | 55.70% | 55.70% | 55.70% | 55.70% |
Risk-free interest rate, low end of range (as a percent) | 0.13% | 0.13% | 0.13% | 0.13% |
Risk-free interest rate, high end of range (as a percent) | 5.39% | 2.82% | 5.39% | 2.82% |
Expected dividend yield | 0% | 0% | 0% | 0% |
ESPP | Minimum | ||||
Weighted average assumptions for estimated fair value of employee stock options | ||||
Expected term (years) | 6 months | 6 months | 6 months | 6 months |
ESPP | Maximum | ||||
Weighted average assumptions for estimated fair value of employee stock options | ||||
Expected term (years) | 2 years | 2 years | 2 years | 2 years |
Stock Based Compensation - Rest
Stock Based Compensation - Restricted Stock Units (Details) - RSUs - $ / shares | 9 Months Ended | 118 Months Ended |
Sep. 30, 2023 | Sep. 30, 2023 | |
Restricted Stock Units | ||
Beginning balance (in shares) | 1,232,551 | |
Granted (in shares) | 988,276 | 2,988,093 |
Vested (in shares) | (398,744) | |
Forfeited (in shares) | (129,134) | |
Ending balance (in shares) | 1,692,949 | 1,692,949 |
Weighted Average Grant Date Fair Value (Per unit) | ||
Weighted average grant date fair value, beginning balance (in dollars per share) | $ 32.41 | |
Weighted average grant date fair value, granted (in dollars per share) | 30.42 | |
Weighted average grant date fair value, vested (in dollars per share) | 32.60 | |
Weighted average grant date fair value, forfeited (in dollars per share) | 32 | |
Weighted average grant date fair value, ending balance (in dollars per share) | $ 31.23 | $ 31.23 |
Leases - Agreements (Details)
Leases - Agreements (Details) $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||||
Jun. 30, 2021 phase | Sep. 30, 2023 USD ($) | Sep. 30, 2023 USD ($) | Sep. 30, 2026 USD ($) | Dec. 31, 2022 USD ($) | Aug. 31, 2022 USD ($) | Aug. 01, 2022 USD ($) | |
Lessee, Lease, Description [Line Items] | |||||||
Cash collateral for Letters of Credit | $ 378 | $ 378 | $ 0 | ||||
Letter of Credit | |||||||
Lessee, Lease, Description [Line Items] | |||||||
Letter of Credit amount | $ 400 | $ 400 | |||||
Monrovia, CA - office and laboratory space | |||||||
Lessee, Lease, Description [Line Items] | |||||||
Renewal term | 5 years | 5 years | |||||
Pasadena, CA - office and laboratory space | |||||||
Lessee, Lease, Description [Line Items] | |||||||
Phases of lease term | phase | 2 | ||||||
Improvement allowance | $ 5,000 | $ 17,000 | |||||
San Diego, CA - office space | |||||||
Lessee, Lease, Description [Line Items] | |||||||
ROU assets exchanged for operating lease liabilities | $ 2,500 | $ 2,500 | |||||
Forecast | Pasadena, CA - office and laboratory space | |||||||
Lessee, Lease, Description [Line Items] | |||||||
Improvement allowance | $ 3,300 |
Leases - Undiscounted Cash Flow
Leases - Undiscounted Cash Flows (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Leases [Abstract] | ||
For the remainder of 2023 | $ 1,322 | |
2024 | 6,684 | |
2025 | 8,022 | |
2026 | 9,238 | |
2027 | 9,560 | |
2028 | 9,076 | |
Thereafter | 66,435 | |
Total undiscounted lease payments | 110,337 | |
Less: Tenant allowance | (5,459) | |
Less: Imputed interest | (44,119) | |
Present value of lease payments | 60,759 | |
Lease liabilities - short-term | 4,380 | $ 4,708 |
Lease liabilities - long-term | $ 56,379 | $ 54,926 |
Leases - Lease Costs (Details)
Leases - Lease Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Leases [Abstract] | ||||
Operating lease cost | $ 2,075 | $ 1,589 | $ 6,275 | $ 4,725 |
Variable lease cost | 232 | 156 | 685 | 287 |
Total lease costs | 2,307 | 1,745 | 6,960 | 5,012 |
Cash paid for amounts included in the measurement of lease liabilities | $ 820 | $ 564 | $ 2,265 | $ 1,913 |
Remaining lease term | 11 years | 11 years 10 months 24 days | 11 years | 11 years 10 months 24 days |
Discount rate | 8.80% | 9.10% | 8.80% | 9.10% |
Collaboration and Licensing A_3
Collaboration and Licensing Agreements - Narrative (Details) $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | 13 Months Ended | |||||||||||||
Oct. 01, 2021 | Mar. 08, 2019 | Aug. 31, 2020 antibody | Mar. 31, 2020 antibody | Jan. 31, 2020 antibody | Jan. 31, 2013 program | Sep. 30, 2023 USD ($) antibody | Jun. 30, 2023 USD ($) | Mar. 31, 2023 USD ($) | Sep. 30, 2022 USD ($) | Jun. 30, 2020 antibody | Sep. 30, 2019 target | Sep. 30, 2023 USD ($) | Sep. 30, 2022 USD ($) | Dec. 31, 2021 agreement | Dec. 31, 2022 USD ($) | Mar. 31, 2022 USD ($) | |
Collaboration research and licensing agreements | |||||||||||||||||
Receivable | $ 55,000 | $ 55,000 | $ 28,997 | ||||||||||||||
Unrealized gain (loss) on equity securities | (11,023) | $ 5,299 | (13,633) | $ (4,676) | |||||||||||||
Number of technology license agreements | agreement | 2 | ||||||||||||||||
Impairment on equity securities | 0 | 138 | |||||||||||||||
Option and License agreement | Alexion | |||||||||||||||||
Collaboration research and licensing agreements | |||||||||||||||||
Number of different target programs | program | 1 | ||||||||||||||||
Receivable | 32,500 | 32,500 | |||||||||||||||
Deferred revenue | 0 | 0 | |||||||||||||||
Option and License agreement | Alexion | Commercial sales | |||||||||||||||||
Collaboration research and licensing agreements | |||||||||||||||||
Receivable | 20,000 | 20,000 | |||||||||||||||
Option and License agreement | Alexion | Royalties | |||||||||||||||||
Collaboration research and licensing agreements | |||||||||||||||||
Revenue recognized | 11,800 | 7,300 | 33,400 | 20,200 | |||||||||||||
Option and License agreement | Alexion | Milestone | |||||||||||||||||
Collaboration research and licensing agreements | |||||||||||||||||
Revenue recognized | 20,000 | 20,000 | |||||||||||||||
Research and License Agreement | Astellas | |||||||||||||||||
Collaboration research and licensing agreements | |||||||||||||||||
Revenue recognized | 0 | 0 | 0 | 5,000 | |||||||||||||
Deferred revenue | 0 | 0 | |||||||||||||||
Research and License Agreement | Astellas | Milestone | |||||||||||||||||
Collaboration research and licensing agreements | |||||||||||||||||
Contract asset | $ 5,000 | ||||||||||||||||
Technology License Agreement | Astria/Catabasis | |||||||||||||||||
Collaboration research and licensing agreements | |||||||||||||||||
Deferred revenue | 0 | 0 | |||||||||||||||
Unrealized gain (loss) on equity securities | $ (600) | 3,900 | (4,500) | 2,300 | |||||||||||||
Technology License Agreement | Gilead | |||||||||||||||||
Collaboration research and licensing agreements | |||||||||||||||||
Number of antibodies | antibody | 3 | 2 | |||||||||||||||
Number of antibodies exercised | antibody | 3 | ||||||||||||||||
Technology License Agreement | Gilead | Milestone | |||||||||||||||||
Collaboration research and licensing agreements | |||||||||||||||||
Revenue recognized | $ 6,000 | 6,000 | |||||||||||||||
Deferred revenue | 0 | 0 | |||||||||||||||
Proceeds from milestone payments | 6,000 | ||||||||||||||||
Technology License Agreement | Omeros | |||||||||||||||||
Collaboration research and licensing agreements | |||||||||||||||||
Proceeds from milestone payments | 5,000 | ||||||||||||||||
Number of additional antibodies | antibody | 3 | ||||||||||||||||
Technology License Agreement | Omeros | Milestone | |||||||||||||||||
Collaboration research and licensing agreements | |||||||||||||||||
Revenue recognized | 5,000 | 5,000 | |||||||||||||||
Technology License Agreement | Viridian | |||||||||||||||||
Collaboration research and licensing agreements | |||||||||||||||||
Revenue recognized | 0 | 0 | 0 | 0 | |||||||||||||
Deferred revenue | 0 | 0 | |||||||||||||||
Unrealized gain (loss) on equity securities | (6,100) | 6,400 | (9,900) | 500 | |||||||||||||
Collaboration and License Agreement | Genentech | |||||||||||||||||
Collaboration research and licensing agreements | |||||||||||||||||
Revenue recognized | 0 | 0 | 0 | 0 | |||||||||||||
Initial cost-sharing percentage | 45% | ||||||||||||||||
Collaboration and License Agreement | Genentech | Research service | |||||||||||||||||
Collaboration research and licensing agreements | |||||||||||||||||
Deferred revenue | 0 | 0 | |||||||||||||||
Collaboration and License Agreement | Genentech | XmAb24306 | |||||||||||||||||
Collaboration research and licensing agreements | |||||||||||||||||
Payable related to cost-sharing development activities | 4,900 | 4,900 | |||||||||||||||
Collaboration and License Agreement | Janssen | |||||||||||||||||
Collaboration research and licensing agreements | |||||||||||||||||
Revenue recognized | 7,500 | 7,500 | |||||||||||||||
Deferred revenue | 0 | 0 | |||||||||||||||
Proceeds from milestone payments | 7,500 | ||||||||||||||||
Collaboration and License Agreement | MorphoSys | |||||||||||||||||
Collaboration research and licensing agreements | |||||||||||||||||
Deferred revenue | 0 | 0 | |||||||||||||||
Collaboration and License Agreement | MorphoSys | Royalties | |||||||||||||||||
Collaboration research and licensing agreements | |||||||||||||||||
Receivable | 2,200 | 2,200 | |||||||||||||||
Revenue recognized | 2,700 | 2,100 | 6,600 | 5,600 | |||||||||||||
License Agreement | INmune | |||||||||||||||||
Collaboration research and licensing agreements | |||||||||||||||||
Unrealized gain (loss) on equity securities | (4,400) | (5,000) | 800 | (7,500) | |||||||||||||
License Agreement | Zenas | |||||||||||||||||
Collaboration research and licensing agreements | |||||||||||||||||
Revenue recognized | 0 | 0 | 10,000 | 0 | |||||||||||||
Deferred revenue | 0 | 0 | |||||||||||||||
Impairment on equity securities | 0 | 0 | 0 | 0 | |||||||||||||
Second Collaboration And License Agreement | Janssen | |||||||||||||||||
Collaboration research and licensing agreements | |||||||||||||||||
Receivable | 3,200 | 3,200 | |||||||||||||||
Revenue recognized | 6,200 | 100 | 33,600 | 2,100 | |||||||||||||
Deferred revenue | 9,200 | 9,200 | |||||||||||||||
Proceeds from milestone payments | 7,500 | $ 5,000 | |||||||||||||||
Research license term | 2 years | ||||||||||||||||
Second Collaboration And License Agreement | Janssen | Maximum | |||||||||||||||||
Collaboration research and licensing agreements | |||||||||||||||||
Share development percentage | 85% | ||||||||||||||||
Percentage of responsibility for development costs | 20% | ||||||||||||||||
Second Collaboration And License Agreement | Janssen | Minimum | |||||||||||||||||
Collaboration research and licensing agreements | |||||||||||||||||
Share development percentage | 80% | ||||||||||||||||
Percentage of responsibility for development costs | 15% | ||||||||||||||||
Second Collaboration And License Agreement | Janssen | Research collaboration | |||||||||||||||||
Collaboration research and licensing agreements | |||||||||||||||||
Revenue recognized | $ 22,200 | ||||||||||||||||
Increase (decrease) in adjustment for measure of progress | (1,300) | ||||||||||||||||
Patent License Agreement | Vir | |||||||||||||||||
Collaboration research and licensing agreements | |||||||||||||||||
Number of different target programs | 2 | 2 | |||||||||||||||
Receivable | 0 | 0 | |||||||||||||||
Revenue recognized | 0 | ||||||||||||||||
Deferred revenue | $ 0 | 0 | |||||||||||||||
Patent License Agreement | Vir | Royalties | |||||||||||||||||
Collaboration research and licensing agreements | |||||||||||||||||
Revenue recognized | $ 17,800 | $ 1,500 | $ 110,100 |
Collaboration and Licensing A_4
Collaboration and Licensing Agreements - Revenue Recognition (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Collaboration research and licensing agreements | ||||
Revenue recorded | $ 59,164 | $ 27,299 | $ 123,649 | $ 142,969 |
Research collaboration | ||||
Collaboration research and licensing agreements | ||||
Revenue recorded | (1,300) | 100 | 21,100 | 2,100 |
Milestone | ||||
Collaboration research and licensing agreements | ||||
Revenue recorded | 46,000 | 0 | 61,000 | 5,000 |
Royalties | ||||
Collaboration research and licensing agreements | ||||
Revenue recorded | 14,500 | 27,200 | 41,500 | 135,900 |
Alexion | ||||
Collaboration research and licensing agreements | ||||
Revenue recorded | 31,800 | 7,300 | 53,400 | 20,200 |
Astellas | ||||
Collaboration research and licensing agreements | ||||
Revenue recorded | 0 | 0 | 0 | 5,000 |
Gilead | ||||
Collaboration research and licensing agreements | ||||
Revenue recorded | 6,000 | 0 | 6,000 | 0 |
Janssen | ||||
Collaboration research and licensing agreements | ||||
Revenue recorded | 13,700 | 100 | 41,100 | 2,100 |
MorphoSys | ||||
Collaboration research and licensing agreements | ||||
Revenue recorded | 2,700 | 2,100 | 6,600 | 5,600 |
Omeros | ||||
Collaboration research and licensing agreements | ||||
Revenue recorded | 5,000 | 0 | 5,000 | 0 |
Vir | ||||
Collaboration research and licensing agreements | ||||
Revenue recorded | 0 | 17,800 | 1,500 | 110,100 |
Zenas | ||||
Collaboration research and licensing agreements | ||||
Revenue recorded | $ 0 | $ 0 | $ 10,000 | $ 0 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Income Tax Disclosure [Abstract] | ||||
Income tax expense | $ 0 | $ 1,088,000 | $ 0 | $ 1,088,000 |
Subsequent Event (Details)
Subsequent Event (Details) $ in Thousands | Nov. 03, 2023 USD ($) agreement | Sep. 30, 2023 USD ($) | Dec. 31, 2022 USD ($) |
Subsequent Event [Line Items] | |||
Royalties receivable | $ 55,000 | $ 28,997 | |
OCM Life Sciences Portfolio LP | Royalties | Subsequent Event | Ultomiris Agreement and Monjuvi Agreement | |||
Subsequent Event [Line Items] | |||
Number of royalty purchase agreements | agreement | 2 | ||
Non-refundable upfront payment received | $ 215,000 | ||
OCM Life Sciences Portfolio LP | Royalties | Subsequent Event | Ultomiris Agreement | |||
Subsequent Event [Line Items] | |||
Non-refundable upfront payment received | 192,500 | ||
OCM Life Sciences Portfolio LP | Royalties | Subsequent Event | Ultomiris Agreement | Sales-based | |||
Subsequent Event [Line Items] | |||
Royalty milestones | $ 18,000 | ||
OCM Life Sciences Portfolio LP | Royalties | Subsequent Event | Ultomiris Agreement | July 1, 2023 to December 31, 2025 | |||
Subsequent Event [Line Items] | |||
Royalties (as a percent) | 1 | ||
OCM Life Sciences Portfolio LP | Royalties | Subsequent Event | Ultomiris Agreement | January 1, 2026 to December 31, 2028 | Maximum | |||
Subsequent Event [Line Items] | |||
Royalty milestones | $ 35,000 | ||
OCM Life Sciences Portfolio LP | Royalties | Subsequent Event | Ultomiris Agreement | January 1, 2029 and beyond | Maximum | |||
Subsequent Event [Line Items] | |||
Royalty milestones | 12,000 | ||
OCM Life Sciences Portfolio LP | Royalties | Subsequent Event | Ultomiris Agreement | July 1, 2023 to June 30, 2024 | |||
Subsequent Event [Line Items] | |||
Royalties receivable | 12,000 | ||
OCM Life Sciences Portfolio LP | Royalties | Subsequent Event | Monjuvi Agreement | |||
Subsequent Event [Line Items] | |||
Non-refundable upfront payment received | 22,500 | ||
OCM Life Sciences Portfolio LP | Royalties | Subsequent Event | Monjuvi Agreement | Maximum | |||
Subsequent Event [Line Items] | |||
Royalty milestones | $ 29,250 |