Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Mar. 27, 2023 | Jun. 30, 2022 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2022 | ||
Document Fiscal Year Focus | 2022 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | STRO | ||
Entity Registrant Name | SUTRO BIOPHARMA, INC. | ||
Entity Central Index Key | 0001382101 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity File Number | 001-38662 | ||
Entity Tax Identification Number | 47-0926186 | ||
Entity Address, Address Line One | 111 Oyster Point Blvd | ||
Entity Address, City or Town | South San Francisco | ||
Entity Address, State or Province | CA | ||
Entity Address, Postal Zip Code | 94080 | ||
City Area Code | 650 | ||
Local Phone Number | 881-6500 | ||
Entity Common Stock, Shares Outstanding | 60,160,551 | ||
Security Exchange Name | NASDAQ | ||
Title of 12(b) Security | Common stock, $0.001 par value | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Interactive Data Current | Yes | ||
Entity Public Float | $ 250.7 | ||
Documents Incorporated by Reference | Portions of the registrant’s definitive proxy statement to be filed for its 2023 Annual Meeting of Stockholders are incorporated by reference into Part III hereof. Such proxy statement will be filed with the Securities and Exchange Commission within 120 days of the end of the fiscal year covered by this Annual Report on Form 10-K. | ||
Auditor Firm ID | 42 | ||
Auditor Name | Ernst & Young LLP | ||
Auditor Location | San Mateo, California |
Balance Sheets
Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 47,254 | $ 30,414 |
Marketable securities | 255,090 | 130,343 |
Investment in equity securities | 32,020 | 37,181 |
Accounts receivable | 7,122 | 12,454 |
Prepaid expenses and other current assets | 11,667 | 8,123 |
Total current assets | 353,153 | 218,515 |
Property and equipment, net | 24,621 | 22,550 |
Operating lease right-of-use assets | 26,443 | 29,041 |
Marketable securities, non-current | 0 | 68,775 |
Other non-current assets | 1,855 | 1,655 |
Restricted cash | 872 | 872 |
Total assets | 406,944 | 341,408 |
Current liabilities: | ||
Accounts payable | 4,797 | 6,009 |
Accrued compensation | 13,142 | 11,417 |
Deferred revenue-current | 16,759 | 5,496 |
Operating lease liability - current | 4,585 | 1,037 |
Debt-current | 12,500 | 9,375 |
Accrued expenses and other current liabilities | 14,764 | 8,402 |
Total current liabilities | 66,547 | 41,736 |
Deferred revenue, non-current | 89,885 | |
Operating lease liability - non-current | 29,574 | 31,224 |
Debt-non-current | 3,771 | 15,738 |
Other non-current liabilities | 119 | 146 |
Total liabilities | 189,896 | 88,844 |
Commitments and contingencies (Note 8) | ||
Stockholders’ equity: | ||
Preferred stock, $0.001 par value - 10,000,000 shares authorized as of December 31, 2022 and 2021; 0 shares issued and outstanding as of December 31, 2022 and 2021 | ||
Common stock, $0.001 par value - 300,000,000 shares authorized as of December 31, 2022 and 2021; 57,499,541 and 46,327,131 shares issued and outstanding as of December 31, 2022 and 2021, respectively | 58 | 46 |
Additional paid-in-capital | 670,223 | 586,243 |
Accumulated other comprehensive loss | (618) | (314) |
Accumulated deficit | (452,615) | (333,411) |
Total stockholders’ equity | 217,048 | 252,564 |
Total Liabilities and Stockholders’ Equity | $ 406,944 | $ 341,408 |
Balance Sheets (Parenthetical)
Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2022 | Dec. 31, 2021 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock shares outstanding | 0 | 0 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 300,000,000 | 300,000,000 |
Common stock, shares issued | 57,499,541 | 46,327,131 |
Common stock, shares outstanding | 57,499,541 | 46,327,131 |
Statements of Operations
Statements of Operations - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Income Statement [Abstract] | |||
Revenues | $ 67,772 | $ 61,880 | $ 42,722 |
Operating expenses | |||
Research and development | 137,171 | 104,400 | 76,961 |
General and administrative | 59,544 | 56,004 | 36,818 |
Total operating expenses | 196,715 | 160,404 | 113,779 |
Loss from operations | (128,943) | (98,524) | (71,057) |
Interest income | 3,455 | 577 | 1,508 |
Unrealized gain (loss) on equity securities | 12,130 | (4,454) | 41,498 |
Interest and other income (expense), net | (3,346) | (3,137) | (3,974) |
Loss before provision for income taxes | (116,704) | (105,538) | (32,025) |
Provision for income taxes | 2,500 | 103 | |
Net loss | $ (119,204) | $ (105,538) | $ (32,128) |
Net loss per share, basic | $ (2.35) | $ (2.29) | $ (0.99) |
Net loss per share, diluted | $ (2.35) | $ (2.29) | $ (0.99) |
Weighted-average shares used in computing basic loss per share | 50,739,185 | 46,119,089 | 32,573,469 |
Weighted-average shares used in computing diluted loss per share | 50,739,185 | 46,119,089 | 32,573,469 |
Statements of Comprehensive Los
Statements of Comprehensive Loss - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Statement of Comprehensive Income [Abstract] | |||
Net loss | $ (119,204) | $ (105,538) | $ (32,128) |
Other comprehensive loss: | |||
Net unrealized loss on available-for-sale securities | (304) | (443) | (36) |
Comprehensive loss | $ (119,508) | $ (105,981) | $ (32,164) |
Statements of Stockholders' Equ
Statements of Stockholders' Equity - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Accumulated Other Comprehensive (Loss) Income | Accumulated Deficit |
Balances at Dec. 31, 2019 | $ 97,789 | $ 23 | $ 293,346 | $ 165 | $ (195,745) |
Common Stock Balance, Shares at Dec. 31, 2019 | 23,098,969 | ||||
Exercise of common stock options | 1,861 | 1,861 | |||
Exercise of common stock options, Shares | 171,354 | ||||
Issuance of common stock under Employee Stock Purchase Plan | 1,285 | 1,285 | |||
Issuance of common stock under Employee Stock Purchase Plan, Shares | 195,992 | ||||
Vesting of restricted stock units, Shares | 151,976 | ||||
Stock transaction associated with taxes withheld on restricted stock units | (314) | (314) | |||
Stock transaction associated with taxes withheld on restricted stock units,Shares | (30,461) | ||||
Stock-based compensation expense | 11,917 | 11,917 | |||
Issuance of common stock warrants in connection with debt refinancing | 619 | 619 | |||
Issuance of common stock in connection with public offering, net of issuance costs | 227,252 | $ 20 | 227,232 | ||
Issuance of common stock in connection with public offering, net of issuance costs, Shares | 19,550,000 | ||||
Issuance of common stock in connection with At-The-Market sale, net of issuance costs | 23,803 | $ 3 | 23,800 | ||
Issuance of common stock in connection with At-The-Market sale, net of issuance costs, Shares | 2,614,286 | ||||
Net unrealized loss on available-for-sale securities | (36) | (36) | |||
Net loss | (32,128) | (32,128) | |||
Balances at Dec. 31, 2020 | 332,048 | $ 46 | 559,746 | 129 | (227,873) |
Common Stock Balance, Shares at Dec. 31, 2020 | 45,752,116 | ||||
Exercise of common stock options and common stock warrants for cash | 2,485 | 2,485 | |||
Exercise of common stock options and common stock warrants for cash, Shares | 246,678 | ||||
Return and retirement of common stocks | (7) | (7) | |||
Return and retirement of common stocks, shares | (7,687) | ||||
Issuance of common stock under Employee Stock Purchase Plan | 1,765 | 1,765 | |||
Issuance of common stock under Employee Stock Purchase Plan, Shares | 145,809 | ||||
Vesting of restricted stock units, Shares | 238,724 | ||||
Stock transaction associated with taxes withheld on restricted stock units | (987) | (987) | |||
Stock transaction associated with taxes withheld on restricted stock units,Shares | (48,509) | ||||
Stock-based compensation expense | 23,241 | 23,241 | |||
Net unrealized loss on available-for-sale securities | (443) | (443) | |||
Net loss | (105,538) | (105,538) | |||
Balances at Dec. 31, 2021 | 252,564 | $ 46 | 586,243 | (314) | (333,411) |
Common Stock Balance, Shares at Dec. 31, 2021 | 46,327,131 | ||||
Exercise of common stock options | 268 | 268 | |||
Exercise of common stock options, Shares | 49,654 | ||||
Issuance of common stock under Employee Stock Purchase Plan | 1,613 | 1,613 | |||
Issuance of common stock under Employee Stock Purchase Plan, Shares | 270,516 | ||||
Vesting of restricted stock units | $ 1 | (1) | |||
Vesting of restricted stock units, Shares | 620,647 | ||||
Stock transaction associated with taxes withheld on restricted stock units | (463) | (463) | |||
Stock transaction associated with taxes withheld on restricted stock units,Shares | (53,567) | ||||
Stock-based compensation expense | 26,304 | 26,304 | |||
Issuance of common stock in connection with At-The-Market sale, net of issuance costs | 56,270 | $ 11 | 56,259 | ||
Issuance of common stock in connection with At-The-Market sale, net of issuance costs, Shares | 10,285,160 | ||||
Net unrealized loss on available-for-sale securities | (304) | (304) | |||
Net loss | (119,204) | (119,204) | |||
Balances at Dec. 31, 2022 | $ 217,048 | $ 58 | $ 670,223 | $ (618) | $ (452,615) |
Common Stock Balance, Shares at Dec. 31, 2022 | 57,499,541 |
Statements of Stockholders' E_2
Statements of Stockholders' Equity (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2020 | |
Common stock, issuance costs | $ 15,686 | |
ATM | ||
Common stock, issuance costs | $ 2,026 | $ 777 |
Statements of Cash Flows
Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Operating activities | |||
Net loss | $ (119,204) | $ (105,538) | $ (32,128) |
Adjustments to reconcile net loss to net cash used in operating activities: | |||
Depreciation and amortization | 5,690 | 4,844 | 4,297 |
(Accretion of discount) amortization of premium on marketable securities | (364) | 2,781 | (490) |
Stock-based compensation | 26,304 | 23,241 | 11,917 |
Noncash lease expenses | 2,598 | 4,929 | |
Realized gain on sale of equity securities | (4,074) | ||
Unrealized (gain) loss on equity securities | (12,130) | 4,454 | (41,498) |
Remeasurement of liability awards | (2) | (12) | 19 |
Other | 326 | 1,242 | 587 |
Changes in operating assets and liabilities: | |||
Accounts receivable | 5,341 | (6,895) | 739 |
Prepaid expenses and other assets | (3,544) | (3,959) | (80) |
Accounts payable | (1,225) | 2,708 | (1,141) |
Accrued compensation | 1,725 | 2,594 | 2,806 |
Accrued expenses and other liabilities | 6,562 | 5,866 | 216 |
Deferred rent | 931 | ||
Deferred revenue | 93,648 | (15,207) | (14,957) |
Change in operating lease liability | 1,898 | (2,727) | |
Net cash provided by (used in) operating activities | 3,549 | (81,679) | (67,802) |
Investing activities | |||
Purchases of marketable securities | (216,671) | (248,727) | (130,741) |
Maturities of marketable securities | 127,960 | 148,250 | 116,385 |
Sales of marketable securities | 32,799 | 18,476 | 22,000 |
Proceeds from sale of equity securities, net | 28,739 | ||
Purchases of equipment and leasehold improvements | (7,858) | (15,323) | (7,129) |
Proceeds from exercise of options for Vaxcyte shares | 9 | 9 | 89 |
Net cash (used in) provided by investing activities | (35,022) | (97,315) | 604 |
Financing activities | |||
Proceeds from sales of common stock, net of issuance costs | 56,270 | 251,415 | |
Proceeds from debt refinancing | 25,000 | ||
Payments of debt | (9,375) | (10,000) | |
Proceed from exercise of common stock options | 268 | 2,485 | 1,861 |
Taxes paid related to net share settlement of restricted stock units | (463) | (987) | (314) |
Return and retirement of common stock | (7) | ||
Proceeds from employee stock purchase plan | 1,613 | 1,765 | 1,285 |
Net cash provided by financing activities | 48,313 | 3,256 | 269,247 |
Net increase (decrease) in cash, cash equivalents and restricted cash | 16,840 | (175,738) | 202,049 |
Cash, cash equivalents and restricted cash at beginning of year | 31,286 | 207,024 | 4,975 |
Cash, cash equivalents and restricted cash at end of year | 48,126 | 31,286 | 207,024 |
Supplemental disclosure of cash flow information | |||
Cash paid for interest | 1,869 | 2,046 | 1,675 |
Income tax paid | 103 | ||
Supplemental Disclosures of Non-cash Investing and Financing Information | |||
Purchase of property and equipment included in accounts payable | 280 | 370 | 546 |
Remeasurement of operating lease right-of-use assets for lease modification | 4,227 | ||
Offering costs included in accounts payable | 361 | ||
Financing Component Associated with Program Fees | 5,079 | $ 610 | 1,852 |
Value of 167,780 shares of Vaxcyte common stock received under the Vaxcyte Agreement | $ 7,500 | ||
Warrants issued to lenders | $ 619 |
Statements of Cash Flows (Paren
Statements of Cash Flows (Parenthetical) - shares | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Statement of Cash Flows [Abstract] | |||
Shares | 167,780 | 167,780 | 167,780 |
Organization and Principal Acti
Organization and Principal Activities | 12 Months Ended |
Dec. 31, 2022 | |
Disclosure Text Block [Abstract] | |
Organization and Principal Activities | 1. Organization and Principal Activities Description of Business Sutro Biopharma, Inc. (the “Company”), is a clinical-stage oncology company developing site-specific and novel-format antibody drug conjugates, or ADCs. The Company was incorporated on April 21, 2003 and is headquartered in South San Francisco , California . The Company operates in one business segment, the development of biopharmaceutical products. At-The-Market Sales During the year ended December 31, 2022, the Company sold an aggregate of 10,285,160 shares of its common stock through its At-the-Market Facility (“ATM Facility”) pursuant to its Open Market Sales Agreement SM dated April 2, 2021 with Jefferies LLC (“Jefferies”), as sales agent (the “Sales Agreement”). During the year ended December 31, 2022, the gross proceeds from these sales were approximately $ 58.3 million, before deducting fees of approximately $ 2.0 million, resulting in net proceeds of approximately $ 56.3 million, to the Company. Liquidity The Company has incurred significant losses to date and had negative cash flows from operations in the years prior to the year ended December 31, 2022. As of December 31, 2022, there was an accumulated deficit of $ 452.6 million. Management expects to continue to incur additional substantial losses in the foreseeable future as a result of the Company’s research and development and other operational activities. As of December 31, 2022, the Company had unrestricted cash, cash equivalents and marketable securities of $ 302.3 million and equity securities of $ 32.0 million, consisting solely of common stock of Vaxcyte, which are available to fund future operations. The Company will need to raise additional capital to support the completion of its research and development activities and to support its operations. The Company believes that its unrestricted cash, cash equivalents, marketable securities and equity securities as of December 31, 2022 will enable the Company to maintain its operations for a period of at least 12 months following the filing date of these financial statements. |
Basis of Presentation and Summa
Basis of Presentation and Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Summary of Significant Accounting Policies | 2. Basis of Presentation and Summary of Significant Accounting Policies Basis of Presentation and Use of Estimates The accompanying financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”). The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. The Company bases its estimates on historical experience and market-specific or other relevant assumptions that it believes are reasonable under the circumstances. The amounts of assets and liabilities reported in the Company’s Balance Sheets and the amounts of expenses and income reported for each of the periods presented are affected by estimates and assumptions, which are used for, but are not limited to, determining research and development periods under collaboration arrangements, stock-based compensation expense, valuation of marketable securities, impairment of long-lived assets, income taxes and certain accrued liabilities. Actual results could differ from such estimates or assumptions. Recent Accounting Pronouncements Not Yet Adopted There were no new accounting pronouncements issued since our filing of the Annual Report on Form 10-K for the year ended December 31, 2021, which would have a significant effect on our financial statements. Prior Period Reclassifications The prior period presentation of interest and other income (expense), net and provision for income taxes have been updated to conform to current period presentation. The reclassifications had no effect on prior years' net loss. The prior period presentation of accounts payable and accrued expenses and other current liabilities have been updated to conform to current period presentation. Accordingly, adjustments have been made to the Balance Sheets and Statements of Cash Flows. The reclassifications had no effect on prior years' net loss. Cash, Cash Equivalents, Marketable Securities and Restricted Cash The Company considers all highly liquid investments with original maturities of 90 days or less from the date of purchase to be cash equivalents. Investments with original maturities of greater than 90 days from the date of purchase but less than one year from the balance sheet date, or where the Company's intent is to use the investments to fund current operations or to make them available for current operations are classified as current, while investments with maturities in one year or beyond one year from the balance sheet date are classified as long-term investments. Available-for-sale marketable securities are carried at fair value, with unrealized gains and losses reported as a component of accumulated other comprehensive income (loss). Realized gains and losses are included in interest income in the Company’s Statements of Operations. There were no material realized gains or losses in the periods presented. The cost of securities sold is based on the specific-identification method. The Company evaluates, on a quarterly basis, its marketable securities for potential impairment. For marketable securities in an unrealized loss position, the Company assesses whether such declines are due to credit loss based on factors such as changes to the rating of the security by a ratings agency, market conditions and supportable forecasts of economic and market conditions, among others. If a credit loss exists, the Company assesses whether it has plans to sell the security or it is more likely than not it will be required to sell any marketable security before recovery of its amortized cost basis. If either condition is met, the security’s amortized cost basis is written down to fair value and is recognized through interest and other income (expense), net. If neither condition is met, declines as a result of credit losses, if any, are recognized as an allowance for credit loss, limited to the amount of unrealized loss, through interest and other income (expense), net. Any portion of unrealized loss that is not a result of a credit loss, is recognized in other comprehensive income (loss). The Company invests in money market funds, commercial paper, corporate debt securities, asset-based securities, U.S. government securities, U.S. agency securities and supranational debt securities with high credit ratings. The Company has established guidelines regarding diversification of its investments and their maturities, with the objectives of maintaining safety and liquidity while maximizing yield. Under certain agreements, the Company has pledged cash and cash equivalents as collateral. As of December 31, 2022 and 2021, restricted cash related to such agreements was $ 0.9 million and $ 0.9 million, respectively. A reconciliation of cash, cash equivalents, and restricted cash reported within the Company’s Balance Sheets to the amount reported within the accompanying Statements of Cash Flows was as follows: December 31, 2022 2021 2020 (in thousands) Cash and cash equivalents $ 47,254 $ 30,414 $ 206,152 Restricted cash 872 872 872 Total cash, cash equivalents and restricted $ 48,126 $ 31,286 $ 207,024 Concentrations of Credit Risk Cash and cash equivalents and marketable securities consist of financial instruments that potentially subject the Company to a concentration of credit risk, to the extent of the amounts recorded on the Balance Sheets. The Company minimizes the amount of credit exposure by investing cash that is not required for immediate operating needs in money market funds, government obligations and/or commercial paper with short maturities. The Company performs a regular review of its collaborators’ credit risk and payment histories when circumstances warrant, including payments made subsequent to year-end. When appropriate, the Company provides for an allowance for credit risks by reserving for specifically identified doubtful accounts, although historically the Company has not experienced credit losses from its accounts receivable . Investments in Equity Securities Vaxcyte common stock held by the Company is measured at fair value at each reporting period based on the closing price of Vaxcyte’s common stock on the last trading day of each reporting period, with any realized or unrealized gains and losses recorded in the Company’s Statements of Operations. Property and Equipment, Net Property and equipment are stated at cost, less accumulated depreciation and amortization. Depreciation is determined using the straight-line method over the estimated useful lives of the respective assets, generally three to five years . Leasehold improvements are amortized on a straight-line basis over the shorter of their estimated useful lives or the term of the lease. Maintenance and repairs are charged to expense as incurred and costs of improvement are capitalized. Impairment of Long-Lived Assets The Company reviews long-lived assets, including property and equipment, leasehold improvements and right-of-use assets for impairment whenever events or changes in business circumstances indicate that the carrying amount of the assets may not be fully recoverable. An impairment loss would be recognized when the estimated, undiscounted future cash flows expected to result from the use of the asset and its eventual disposition are less than its carrying amount. Impairment, if any, is measured at the amount by which the carrying amount of a long-lived asset exceeds its fair value. The Company did no t recognize any impairment charges during the years ended December 31, 2022, 2021 and 2020. As of December 31, 2022 and 2021, management believes that no revision to the remaining useful lives or write down of the remaining long-lived assets is required. Leases The Company adopted ASU 2016-02 (Topic 842), Leases (Accounting Standards Codification, or “ASC”, 842) on July 1, 2021 , effective as of January 1, 2021. The Company determines if an arrangement is or contains a lease at contract inception by assessing whether the arrangement contains an identified asset and whether the lessee has the right to control such asset. The Company is required to classify leases as either finance or operating leases and to record a ROU asset and a lease liability for all leases with a term greater than 12 months regardless of the lease classification. The lease classification will determine whether the lease expense is recognized based on an effective interest rate method or on a straight-line basis over the term of the lease. The Company determines the initial classification and measurement of its ROU assets and lease liabilities at the lease commencement date and thereafter, if modified. The Company does not have material finance leases. For leases with a term greater than 12 months, the Company records the related ROU asset and lease liability at the present value of lease payments over the term of the lease. The term of the Company’s leases equals the non-cancellable period of the lease, including any rent-free periods provided by the lessor, and also includes options to extend or terminate the lease that the Company is reasonably certain to exercise. The ROU asset equals the carrying amount of the related lease liability, adjusted for any lease payments made prior to lease commencement and lease incentives provided by the lessor. Variable lease payments are expensed as incurred and do not factor into the measurement of the applicable ROU asset or lease liability. The Company has elected, for all classes of underlying assets, not to recognize ROU assets and lease liabilities for leases with a term of 12 months or less. Lease cost for short-term leases is recognized on a straight-line basis over the lease term. The Company has also elected to not separate lease and non-lease components for its leases and, as a result, accounts for lease and non-lease components as one component. The Company’s leases do not provide a readily determinable implicit rate. Therefore, the Company estimates its incremental borrowing rate to discount the lease payments based on information available at lease commencement. The Company determines its incremental borrowing rate based on the rate of interest that the Company would have to pay to borrow, on a collateralized basis over a similar term, an amount equal to the lease payments in a similar economic environment. Lease payments may be fixed or variable; however, only fixed payments are included in the Company’s lease liability calculation. Lease costs for the Company’s operating leases are recognized on a straight-line basis within operating expenses over the lease term. The Company’s lease agreements may contain variable non-lease components such as common area maintenance, operating expenses or other costs, which are expensed as incurred. Revenue Recognition When the Company enters into collaboration agreements, it assesses whether the arrangements fall within the scope of ASC 808, Collaborative Arrangements ("ASC 808") based on whether the arrangements involve joint operating activities and whether both parties have active participation in the arrangement and are exposed to significant risks and rewards. To the extent that the arrangement falls within the scope of ASC 808, the Company assesses whether the payments between the Company and its collaboration partner fall within the scope of other accounting literature. If it concludes that payments from the collaboration partner to the Company represent consideration from a customer, such as license fees and contract research and development activities, the Company accounts for those payments within the scope of Accounting Standards Update (ASU) No. 2014-09 (Topic 606), Revenue from Contracts with Customers (“ASC 606”). Under ASC 606, an entity recognizes revenue when its customer obtains control of promised goods or services, in an amount that reflects the consideration that the entity expects to receive in exchange for those goods or services. To determine revenue recognition for arrangements that an entity determines are within the scope of ASC 606, the entity performs the following five steps: (i) identify the contract(s) with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when (or as) the Company satisfies a performance obligation. However, if the Company concludes that its collaboration partner is not a customer for certain activities and associated payments, such as for certain collaborative research, development, manufacturing and commercial activities, the Company presents such payments as a reduction of research and development expense or general and administrative expense, based on where the Company presents the underlying expense. The Company has no products approved for commercial sale and has not generated any revenue from commercial product sales. The total revenue to date has been generated principally from collaboration and license agreements and to a lesser extent, from manufacturing, supply and services and materials the Company provides to its collaboration partners. Collaboration Revenue: The Company derives revenue from collaboration arrangements, under which the Company may grant licenses to its collaboration partners to further develop and commercialize its proprietary product candidates. The Company may also perform research and development activities under the collaboration agreements. Consideration under these contracts generally includes a nonrefundable upfront payment, development, regulatory and commercial milestones and other contingent payments, and royalties based on net sales of approved products. Additionally, the collaborations may provide options for the customer to acquire from the Company materials and reagents, clinical product supply or additional research and development services under separate agreements. The Company assesses which activities in the collaboration agreements are considered distinct performance obligations that should be accounted for separately. The Company develops assumptions that require judgement to determine whether the license to the Company’s intellectual property is distinct from the research and development services or participation in activities under the collaboration agreements. At the inception of each agreement, the Company determines the arrangement transaction price, which includes variable consideration, based on the assessment of the probability of achievement of future milestones and contingent payments and other potential consideration. The Company recognizes revenue over time by measuring its progress towards the complete satisfaction of the relevant performance obligation using an appropriate input or output method based on the nature of the service promised to the customer. For arrangements that include multiple performance obligations, the Company allocates the transaction price to the identified performance obligations based on the standalone selling price, or SSP, of each distinct performance obligation. In instances where SSP is not directly observable, the Company develops assumptions that require judgment to determine the SSP for each performance obligation identified in the contract. These key assumptions may include full-time equivalent, or FTE, personnel effort, estimated costs, discount rates and probabilities of clinical development and regulatory success. Upfront Payments : For collaboration arrangements that include a nonrefundable upfront payment, if the license fee and research and development services cannot be accounted for as separate performance obligations, the transaction price is deferred and recognized as revenue over the expected period of performance using a cost-based input methodology. The Company uses judgement to assess the pattern of delivery of the performance obligation. In addition, amounts paid in advance of services being rendered may result in an associated financing component to the upfront payment. Accordingly, the interest on such borrowing cost component will be recorded as interest expense and revenue, based on an appropriate borrowing rate applied to the value of services to be performed by the Company over the estimated service performance period. License Grants: For collaboration arrangements that include a grant of a license to the Company’s intellectual property, the Company considers whether the license grant is distinct from the other performance obligations included in the arrangement. For licenses that are distinct, the Company recognizes revenues from nonrefundable, upfront payments and other consideration allocated to the license when the license term has begun and the Company has provided all necessary information regarding the underlying intellectual property to the customer, which generally occurs at or near the inception of the arrangement. Milestone and Contingent Payments : At the inception of the arrangement and at each reporting date thereafter, the Company assesses whether it should include any milestone and contingent payments or other forms of variable consideration in the transaction price using the most likely amount method. If it is probable that a significant reversal of cumulative revenue would not occur upon resolution of the uncertainty, the associated milestone value is included in the transaction price. At the end of each subsequent reporting period, the Company re-evaluates the probability of achievement of each milestone and any related constraint and, if necessary, adjusts its estimate of the overall transaction price. Since milestone and contingent payments may become payable to the Company upon the initiation of a clinical study or filing for or receipt of regulatory approval, the Company reviews the relevant facts and circumstances to determine when the Company should update the transaction price, which may occur before the triggering event. When the Company updates the transaction price for milestone and contingent payments, the Company allocates the changes in the total transaction price to each performance obligation in the agreement on the same basis as the initial allocation. Any such adjustments are recorded on a cumulative catch-up basis in the period of adjustment, which may result in recognizing revenue for previously satisfied performance obligations in such period. The Company’s collaborators generally pay milestones and contingent payments subsequent to achievement of the triggering event. Research and Development Services : For amounts allocated to the Company’s research and development obligations in a collaboration arrangement, the Company recognizes revenue over time using a cost-based input methodology, representing the transfer of goods or services as activities are performed over the term of the agreement. Materials Supply: The Company provides materials and reagents, clinical materials and services to certain of its collaborators under separate agreements. The consideration for such services is generally based on FTE personnel effort used to manufacture those materials reimbursed at an agreed upon rate in addition to agreed-upon pricing for the provided materials. The amounts billed are recognized as revenue as the performance obligations are met by the Company. Revenue subject to governmental withholding taxes is recognized on a gross basis with the withholding taxes recorded as a component of income tax expense. Research and Development The Company records accrued expenses for estimated costs of the research and development activities conducted by third party service providers, which include outsourced research and development expenses, professional services and contract manufacturing activities. The Company records the estimated costs of research and development activities based upon the estimated amount of services provided but not yet invoiced, and includes these costs in current liabilities in the Balance Sheets and within research and development expense in the Statements of Operations. Nonrefundable advance payments for goods or services that will be used or rendered for future research and development activities are deferred and capitalized and recognized as an expense as the goods are delivered or the related services are performed. For outsourced research and development expenses, such as professional fees payable to third parties for preclinical studies, clinical trials and research services and other consulting costs, the Company estimates the expenses based on the services performed, pursuant to contracts with research institutions that conduct and manage preclinical studies, clinical trials and research services on the Company’s behalf. The Company estimates these expenses based on discussions with internal management personnel and external service providers as to the progress or stage of completion of services and the contracted fees to be paid for such services. If the actual timing of the performance of services or the level of effort varies from the original estimates, the Company will adjust the accrual accordingly. Payments made to third parties under these arrangements in advance of the performance of the related services by the third parties are recorded as prepaid expenses until the services are rendered. Stock-Based Compensation The Company maintains a stock-based compensation plan as a long-term incentive for employees, consultants, and members of the Company’s Board of Directors. The plan allows for the issuance of restricted stock units, non-statutory and incentive stock options to employees and non-statutory stock options to nonemployees. The Company also maintains an employee stock purchase plan. The Company measures and recognizes compensation expense for all stock-based awards, including restricted stock units, stock options, and the ESPP, to employees, consultants and nonemployee directors based on the estimated fair value of the awards on the grant date. The fair value of stock options and purchase rights under the ESPP are estimated using the Black-Scholes option-pricing model. The Black-Scholes model requires the Company to make assumptions and judgments about the variables used in the calculations, including the expected term, the expected volatility of the underlying stock over the expected term of the award, the related risk-free interest rate for the expected term of the award and the expected dividends. Stock-based compensation expense for restricted stock units and stock options is generally recognized on a straight line basis over the requisite service period. Stock-based compensation expense for the ESPP is recognized on a straight-line basis over the offering period. The Company accounts for forfeitures of stock-based awards as they occur. The closing sale price per share of our common stock as reported on the Nasdaq Global Market on the date of grant is used to determine the exercise price per share of our stock-based awards to purchase common stock. Income Taxes The Company provides for income taxes under the asset and liability method. Current income tax expense or benefit represents the amount of income taxes expected to be payable or refundable for the current year. Deferred income tax assets and liabilities are determined based on differences between the financial statement reporting and tax bases of assets and liabilities and net operating loss and credit carryforwards, and are measured using the enacted tax rates and laws that will be in effect when such items are expected to reverse. Deferred income tax assets are reduced, as necessary, by a valuation allowance when management determines it is more likely than not that some or all of the tax benefits will not be realized. The Company accounts for uncertain tax positions in accordance with Accounting Standards Codification (“ASC”) 740-10, Accounting for Uncertainty in Income Taxes . The Company assesses all material positions taken in any income tax return, including all significant uncertain positions, in all tax years that are still subject to assessment or challenge by relevant taxing authorities. Assessing an uncertain tax position begins with the initial determination of the position’s sustainability and is measured at the largest amount of benefit that is greater than fifty percent likely of being realized upon ultimate settlement. As of each balance sheet date, unresolved uncertain tax positions must be reassessed, and the Company will determine whether (i) the factors underlying the sustainability assertion have changed and (ii) the amount of the recognized tax benefit is still appropriate. The recognition and measurement of tax benefits requires significant judgment. Judgments concerning the recognition and measurement of a tax benefit might change as new information becomes available. The Company includes any penalties and interest expense related to income taxes as a component of interest and other income (expense), net, as necessary. Fair Value Measurements Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability, or an exit price, in the principal or most advantageous market for that asset or liability in an orderly transaction between market participants on the measurement date, and establishes a fair value hierarchy that requires an entity to maximize the use of observable inputs, where available, and minimize the use of unobservable inputs when measuring fair value. The Company determined the fair value of financial assets and liabilities using the fair value hierarchy that describes three levels of inputs that may be used to measure fair value, as follows: Level 1—Quoted prices in active markets for identical assets and liabilities; Level 2—Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities; and Level 3—Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. The carrying amounts of accounts receivable, prepaid expenses, accounts payable, accrued liabilities and accrued compensation and benefits approximate fair value due to the short-term nature of these items. The fair value of the Company’s outstanding loan (See Note 7) is estimated using the net present value of the payments, discounted at an interest rate that is consistent with market interest rate, which is a Level 2 input. The estimated fair value of the Company’s outstanding loan approximates the carrying amount, as the loan bears a floating rate that approximates the market interest rate. Net Loss Per Share Basic net loss per share is calculated by dividing the net loss by the weighted-average number of shares of common stock outstanding for the period, without consideration for potential dilutive common shares. Basic net loss per share is the same as diluted net loss per share as the inclusion of all potentially dilutive securities would have been anti-dilutive given the net loss of the Company. |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 3. Fair Value Measurements The following table sets forth the fair value of the Company’s financial assets and liabilities measured on a recurring basis by level within the fair value hierarchy: December 31, 2022 Total Level 1 Level 2 Level 3 (in thousands) Assets: Money market funds $ 36,486 $ 36,486 $ - $ - Commercial paper 87,140 - 87,140 - Corporate debt securities 36,429 - 36,429 - Equity securities 32,020 32,020 - - Asset-backed securities 14,016 - 14,016 - U.S. government securities 91,251 91,251 - - U.S. agency securities 16,607 - 16,607 - Supranational debt securities 16,481 - 16,481 - Total $ 330,430 $ 159,757 $ 170,673 $ - December 31, 2021 Total Level 1 Level 2 Level 3 (in thousands) Assets: Money market funds $ 29,451 $ 29,451 $ - $ - Commercial paper 22,580 - 22,580 - Corporate debt securities 74,861 - 74,861 - Equity securities 37,181 37,181 - - Asset-backed securities 32,957 - 32,957 - U.S. government securities 47,420 47,420 - - Supranational debt securities 21,300 - 21,300 - Total $ 265,750 $ 114,052 $ 151,698 $ - Where applicable, the Company uses quoted market prices in active markets for identical assets to determine fair value. This pricing methodology applies to Level 1 investments, which are comprised of money market funds, U.S. government securities and the shares of Vaxcyte common stock held by the Company. If quoted prices in active markets for identical assets are not available, then the Company uses quoted prices for similar assets or inputs other than quoted prices that are observable, either directly or indirectly. These investments are included in Level 2 and consist of commercial paper, corporate debt securities, asset-backed securities, U.S. agency securities and supranational debt securities. These assets are valued using market prices when available, adjusting for accretion of the purchase price to face value at maturity. A financial instrument’s categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires management to make judgments and consider factors specific to the asset or liability. In certain cases where there is limited activity or less transparency around inputs to valuation, securities are classified as Level 3 within the valuation hierarchy. As of December 31, 2022 and 2021, the Company did no t hold any securities that were classified as Level 3 within the valuation hierarchy. Investments in Equity Securities As of December 31, 2022 and 2021, the Company held 667,780 and 1,562,879 shares, respectively, of Vaxcyte common stock with an estimated fair value of $ 32.0 million and $ 37.2 million, respectively. The Company recognized an unrealized gain (loss) of $ 12.1 million, $( 4.5 ) million and $ 41.5 million for the years ended December 31, 2022, 2021 and 2020, respectively. The Company sold 1,058,434 shares and zero shares of Vaxcyte common stock at their fair market value during the years ended December 31, 2022 and 2021, respectively. The Company recognized a gain of $ 4.1 million on equity securities during the year ended December 31, 2022 which is recorded under interest and other income (expense), net, in the Statements of Operations. During the year ended December 31, 2022, the Company received 167,780 shares of Vaxcyte common stock pursuant to a letter agreement (the “ Vaxcyte Agreement”) with Vaxcyte, as a non-cash consideration with a fair value of $ 7.5 million at the date of the transaction. Please refer to note 5 for additional information. |
Cash Equivalents and Marketable
Cash Equivalents and Marketable Securities | 12 Months Ended |
Dec. 31, 2022 | |
Cash and Cash Equivalents [Abstract] | |
Cash Equivalents and Marketable Securities | 4. Cash Equivalents and Marketable Securities Cash equivalents and marketable securities consisted of the following: December 31, 2022 Amortized Unrealized Unrealized Fair (in thousands) Money market funds $ 36,486 $ - $ - $ 36,486 Commercial paper 87,140 - - 87,140 Corporate debt securities 36,554 2 ( 127 ) 36,429 Asset-based securities 14,026 - ( 10 ) 14,016 U.S. government securities 91,619 8 ( 376 ) 91,251 U.S. agency securities 16,646 - ( 39 ) 16,607 Supranational debt securities 16,555 - ( 74 ) 16,481 Total 299,026 10 ( 626 ) 298,410 Less: amounts classified as cash equivalents ( 43,318 ) ( 2 ) - ( 43,320 ) Total marketable securities $ 255,708 $ 8 $ ( 626 ) $ 255,090 December 31, 2021 Amortized Unrealized Unrealized Fair (in thousands) Money market funds $ 29,451 $ - $ - $ 29,451 Commercial paper 22,580 - - 22,580 Corporate debt securities 75,012 - ( 151 ) 74,861 Asset-based securities 32,975 - ( 18 ) 32,957 U.S. government securities 47,504 - ( 84 ) 47,420 Supranational debt securities 21,361 - ( 61 ) 21,300 Total 228,883 - ( 314 ) 228,569 Less: amounts classified as cash equivalents ( 29,451 ) - - ( 29,451 ) Total marketable securities $ 199,432 $ - $ ( 314 ) $ 199,118 As of December 31, 2022 and 2021, zero and $ 68.8 million, respectively, of marketable securities had maturities of more than one year and are classified as long-term assets. There were $ 139.5 million and $ 176.5 million of investments in an unrealized loss position of $ 0.6 million and $ 0.3 million as of December 31, 2022 and 2021, respectively . During the years ended December 31, 2022, 2021 and 2020, the Company did no t record any other-than-temporary impairment charges on its available-for-sale securities. Based on the Company’s procedures under the expected credit loss model, including an assessment of unrealized gains and losses on the portfolio after December 31, 2022, the Company concluded that the unrealized losses for its marketable securities were not attributable to credit and therefore an allowance for credit losses for these securities has not been recorded as of December 31, 2022. Also, based on the scheduled maturities of the investments, the Company was more likely than not to hold these investments for a period of time sufficient for a recovery of the Company’s cost basis. The Company recognized no material gains or losses on its cash equivalents and current and non-current marketable securities as of December 31, 2022 and as a result, the Company did not reclassify any amounts out of accumulated other comprehensive income (loss) for the year then ended. |
Collaboration and License Agree
Collaboration and License Agreements and Supply Agreements | 12 Months Ended |
Dec. 31, 2022 | |
Collaboration And License Agreements And Supply Agreements [Abstract] | |
Collaboration and License Agreements and Supply Agreements | 5. Collaboration and License Agreements and Supply Agreements The Company has entered into collaboration and license agreements and supply agreements with various pharmaceutical and biotechnology companies. The Company analyzes its agreements to determine whether it should account for the agreements within the scope of ASC 808, and, if so, it analyzes whether it should account for any elements under ASC 606. The Company’s accounts receivable balances may contain billed and unbilled amounts from upfront payments, milestones and other contingent payments, as well as reimbursable costs from collaboration and license agreements and supply agreements. The Company has not experienced credit losses from its accounts receivable and, therefore, has no t recorded a reserve for estimated credit losses as of December 31, 2022 and 2021. In accordance with its agreements, the Company recognized revenue as follows: Year Ended December 31, 2022 2021 2020 (in thousands) Bristol-Myers Squibb Company ("BMS") $ 9,752 $ 11,483 $ 11,407 Merck Sharp & Dohme Corporation ("Merck") (1) 11,600 42,780 26,075 Merck KGaA, Darmstadt, Germany (operating in the United 2,695 4,576 5,042 Astellas Pharma Inc. (“Astellas”) 10,897 - - Vaxcyte, Inc. ('Vaxcyte") (2) 3,828 3,041 198 BioNova Pharmaceuticals, Ltd. (“BioNova”) 4,000 - - Tasly Biopharmaceuticals Co., Ltd. (“Tasly”) 25,000 - - Total revenue $ 67,772 $ 61,880 $ 42,722 (1) Merck was a related party until the closing of the Company's public offering on May 14, 2020. (2) Vaxcyte was a related party until the closing of its initial public offering on June 16, 2020. The following table presents the changes in the Company’s deferred revenue balance from its agreements during the year ended December 31, 2022: Year ended December 31, 2022 (in thousands) Deferred revenue—December 31, 2021 $ 5,496 Additions to deferred revenue 113,717 Recognition of revenue in current period ( 12,569 ) Deferred revenue—December 31, 2022 $ 106,644 The Company’s balance of deferred revenue contains upfront payments and an advance payment for an obligation from one of our supply agreements which remains partially unsatisfied. The Company expects to recognize approximately $ 16.8 million of the deferred revenue over the next twelve months . There have been no material changes to the Company’s agreements during the year ended December 31, 2022, except as described below. Collaboration with BMS BMS Agreement In September 2014, the Company signed a Collaboration and License Agreement (the “BMS Agreement”) with BMS to discover and develop bispecific antibodies and/or antibody-drug conjugates (“ADCs”), focused primarily on the field of immuno-oncology, using the Company’s proprietary integrated cell-free protein synthesis platform, XpressCF ® . In August 2017, the Company entered into an amended and restated collaboration and license agreement with BMS to refocus the collaboration on four programs that were advancing through preclinical development, including an ADC program targeting B cell maturation antigen (“BCMA ADC”). In May 2019, the U.S. Food and Drug Administration cleared the investigational new drug (“IND”) application for the BCMA ADC, which was discovered and manufactured by the Company and is the first collaboration program IND. BMS has worldwide development and commercialization rights with respect to the BCMA ADC. The Company will continue to be responsible for clinical supply manufacturing and certain development services for the BCMA ADC and is eligible to receive from BMS aggregate development and regulatory contingent payments of up to $ 275.0 million, if approved in multiple indications, and tiered royalties ranging from mid to high single digit percentages on worldwide sales of any resulting commercial products. As of December 31, 2022 and 2021, there was no balance of deferred revenue related to payments received by the Company under the BMS Agreement. 2018 BMS Master Services Agreement In March 2018, the Company entered into a Master Development and Clinical Manufacturing Services Agreement (the “2018 BMS Master Services Agreement”) with BMS, wherein BMS requested the Company to provide development, manufacturing and supply chain management services, including clinical product supply. As of December 31, 2022 and 2021, there was $ 3.1 million and $ 0.6 million, respectively, of deferred revenue under the 2018 BMS Master Services Agreement. Revenues under the BMS Agreement and the 2018 BMS Master Services Agreement were as follows: Year ended December 31, 2022 2021 2020 (in thousands) Ongoing performance related to $ - $ - $ 2,974 Research and development services 700 940 646 Materials supply 9,052 10,543 7,787 Total revenue $ 9,752 $ 11,483 $ 11,407 Collaboration with Merck 2018 Merck Agreement In July 2018, the Company entered into an agreement (the “2018 Merck Agreement”) with Me rck for access to the Company’s technology and the identification and preclinical research and development of two target programs, with an option for Merck to engage the Company to continue these activities for a third program, upon the payment of an additional amount, focusing on cytokine derivatives for cancer and autoi mmune disorders, with an initial transaction price of $ 60.0 million. The option to expand activities to a third program expired in January 2021. Under ASC 606, the Company determined there was a financing component associated with the $ 60.0 million upfront payment on the unearned revenue portion beyond one year from the effective date of the agreement, which amount was recognized as interest expense and revenue over the estimated service period for the first and second target programs. In March 2020, Merck exercised its option to extend the research term of the collaboration’s first cytokine-derivative program by one year , which, pursuant to the terms of the 2018 Merck Agreement, triggered a payment of $ 5.0 million. The $ 5.0 million was, in prior periods, considered to be a fully constrained variable consideration. Removal of the constraint on this variable consideration resulted in a change to the total transaction price, from $ 60.0 million to $ 65.0 million. The Company allocated the updated transaction price to all identified performance obligations on the same basis as the initial allocation upon inception of the 2018 Merck Agreement, with any adjustments recorded as a cumulative catch-up in the current period. In the second quarter of 2021, the Company earned a $ 15.0 million contingent payment for the initiation by Merck of the first IND-enabling toxicology study under the first cytokine-derivative program in the collaboration. The $ 15.0 million was, in prior periods, considered to be a fully constrained variable consideration. Removal of the constraint on this variable consideration resulted in a change to the total transaction price, from $ 65.0 million to $ 80.0 million. The Company allocated the updated transaction price to all identified performance obligations on the same basis as the initial allocation upon inception of the 2018 Merck Agreement, with any adjustments recorded as a cumulative catch-up in the period ended December 31, 2021. As a result of the change in transaction price, the Company recognized substantially all of the $ 15.0 million contingent payment as a cumulative catch-up in revenue in the period ended December 31, 2021, with a remaining $ 0.3 million related to the Joint Steering Committee, ("JSC") performance obligation. This remaining $ 0.3 million related to the JSC performance obligation was recognized during the year ended December 31, 2022. In September 2021, the Company entered into an amendment to the 2018 Merck Agreement (the “2021 Amendment”) to extend the research term for the first program in the 2018 Merck Agreement to discover and develop novel cytokine derivative therapeutics for cancer and autoimmune dis orders. Under the terms of the 2021 Amendment, the Company received a payment of $ 2.5 million with an additional $ 7.5 million to be received upon the achievement of certain developmental milestones by Merck on a second molecule under the first cytokine-derivative program of the collaboration. Pursuant to ASC 606, the Company concluded that the 2021 Amendment constitutes a contract modification which is to be accounted for as a separate contract from the 2018 Me rck Agreement. From the $ 2.5 million payment received, $ 1.9 million was recognized as revenue on a proportion of performance basis in the year ended December 31, 2021, related to the Company’s identified performance obligations under the 2021 Amendment. The remaining $ 0.6 million was recognized as revenue during the year ended December 31, 2022. Merck decided not to pursue further development of a second molecule under the first cytokine-derivative program of the collaboration and therefore allowed the option to extend the period for nomination of additional clinical candidates under the 2021 Amendment to expire in June 2022. In December 2021, Merck did not extend the research term for the second research program of the collaboration, which research program reverted to the Company. The first research program of the collaboration is focuse d on one distinct cytokine derivative molecule for the treatment of cancer. The Company is eligible to receive aggregate contingent payments of up to approximately $ 0.5 billion for the target program selected by Merck, assuming the develo pment and sale of the therapeutic candidate and all possible indications identified under the collaboration. If one or more products from the target program is developed for non-oncology or a single indication, the Company will be eligible for reduced aggregate contingent payments. In addition, the Company is eligible to receive tiered royalties ranging from mid-single digit to low teen percentages on the worldwide sales of any commercial products that may result from the collaboration . In July 2022, the first patient was dosed in a Phase 1 study of an investigational candidate resulting from the 2018 Merck Agreement for the development of a novel cytokine derivative therapeutic for the treatment of cancer. As a result of this achievement, the Company earned and received a $ 10.0 million contingent payment from Merck and recognized the revenue during the year ended December 31, 2022. As of December 31, 2022 and 2021, there was zero and $ 0.9 million, respectively, of deferred revenue related to the 2018 Merck Agreement and 2021 Amendment. 2020 Merck Master Services Agreement In August 2020, the Company entered into a Pre-Clinical and Clinical Supply Agreement (the “2020 Merck Master Services Agreement”) with Merck, wherein Merck requested the Company to provide development, manufacturing and supply chain management services, including clinical product supply, upon completion of the research programs under the 2018 Merck Agreement. As of both December 31, 2022 and 2021, there was no deferred revenue under the 2020 Merck Master Services Agreement. Revenues under the 2018 Merck Agreement and the 2020 Merck Master Services Agreement were as follows: Year ended December 31, 2022 2021 2020 (in thousands) Ongoing performance related to $ 862 $ 35,098 $ 18,474 Contingent payment earned 10,000 - - Research and development services 577 2,666 5,485 Financing component on unearned revenue - 610 1,852 Materials supply 161 4,406 264 Total revenue $ 11,600 $ 42,780 $ 26,075 Collaboration with EMD Serono EMD Serono Agreements The Company signed a Collaboration Agreement and a License Agreement with EMD Serono in May 2014 and September 2014, respectively, which were entered into in contemplation of each other and therefore treated as a single agreement for accounting purposes. The Collaboration Agreement was subsumed into the License Agreement (the “MDA Agreement”), which agreement is to develop ADCs for multiple cancer targets. Recently, EMD Serono decided to close the Phase 1a trial of M1231 in patients with solid tumors and not initiate a previously planned expansion study. EMD Serono stated that the decision was based on strategic portfolio considerations. The Company is eligible to receive up to $ 52.5 million for M1231 under the MDA Agreement, primarily from pre-commercial contingent payments. Relatedly, the Company earned a $ 2.0 million contingent payment in the second quarter of 2021 related to a patient enrollment achievement in the Phase 1 dose escalation portion of a study of M1231. In August 2020, the Company earned a $ 1.0 million clinical supply milestone payment under the MDA Agreement. In September 2019, the Company earned a $ 1.5 million contingent payment under the MDA Agreement upon designation by EMD Serono of a specific bispecific antibody drug conjugate as a clinical development candidate with their approval to advance it to IND-enabling studies. In addition, the Company is eligible to receive tiered royalties ranging from low-to-mid single digit percentages, along with certain additional one-time royalties, on worldwide sales of any commercial products that may result from the MDA Agreement. As of both December 31, 2022 and 2021, there was no deferred revenue related to payments received by the Company under the MDA Agreement. 2019 EMD Serono Supply Agreement In April 2019, the Company entered into an ADC Product Preclinical and Phase I Clinical Supply Agreement (the “2019 EMD Serono Supply Agreement”) with EMD Serono, wherein EMD Serono requested the Company to provide development, manufacturing and supply chain management services, including clinical product supply. As of December 31, 2022 and 2021, there was no deferred revenue related to payments received by the Company under the 2019 EMD Serono Supply Agreement. Revenues under the EMD Serono agreements were as follows: Year ended December 31, 2022 2021 2020 (in thousands) Contingent payment earned $ - $ 2,000 $ 1,000 Research and development services 510 851 1,316 Materials supply 2,185 1,725 2,726 Total revenue $ 2,695 $ 4,576 $ 5,042 Astellas License and Collaboration Agreement In June 2022, the Company entered into a License and Collaboration Agreement (the “Astellas Agreement”) with Astellas for the development of immunostimulatory antibody-drug conjugates for up to three biological targets, to be identified by Astellas. The Company will conduct research and pre-clinical development of any compound (as designated by Astellas) in each of the three programs in accordance with the terms of a research plan between the Company and Astellas. Astellas will have an exclusive worldwide license to develop and commercialize any such designated compound, subject to the Company’s rights to participate in cost and profit sharing in the United States, as described below. Pursuant to the Astellas Agreement, the Company received from Astellas a one-time, nonrefundable, non-creditable, upfront payment of $ 90.0 million during the year ended December 31, 2022. Under ASC 808 and ASC 606, the Company determined that both parties are active participants in the activities and are exposed to significant risks and rewards dependent on the success of the development program, and identified four performance obligations under the Astellas Agreement as: (1) performance of services related to the first target program; (2) performance of services related to the second target program; (3) performance of services related to the third target program; and (4) the Company’s estimated future services on the collaboration JSC. The transaction price of $ 90.0 million was allocated among the performance obligations using the Company’s best estimate of the standalone selling price, or SSP, for each of the associated performance obligations. Revenue allocated to the three target programs, which totaled $ 89.1 million, is being recognized on a proportion of performance basis, using FTE cost as the basis of measurement, with such performance expected to occur over an estimated service period of four years for each target program. As it pertains to the JSC performance obligation, the revenue allocated to such performance obligation was $ 0.9 million, and is being recognized on a proportion of performance basis using FTE cost as the basis of measurement, and such effort is expected to be incurred on a relatively consistent basis throughout the term of the Astellas Agreement. Additionally, under ASC 606, the Company determined a financing component associated with the $ 90.0 million upfront payment and has calculated $ 32.6 million as of December 31, 2022 on the unearned revenue portion beyond one year from the effective date of the agreement, which amount will be recognized as interest expense and revenue over the estimated service period for the three target programs. The Company is also eligible to receive up to $ 422.5 million in development, regulatory and commercial milestones for each product candidate, and tiered royalties ranging from low double-digit to mid-teen percentages on worldwide sales of any commercial products that may result from the collaboration, subject to customary deductions under certain circumstances. The Company can also elect to convert any product candidate into a cost and profit-sharing arrangement, for the United States only. In the event the Company makes such election, it will share commercialization costs and profits relating to such product candidate equally with Astellas in the United States, and no royalties will be due from Astellas for net sales of such product candidates in the United States. The Astellas Agreement contains customary provisions for termination, including by Astellas for convenience upon 30 days’ written notice and by either party for cause, including for material breach (subject to cure). The Company has certain reversion rights as to product candidates in connection with certain termination events. Revenues under the Astellas Agreement were as follows: Year ended December 31, 2022 2021 2020 (in thousands) Ongoing performance related to $ 3,940 $ - $ - Research and development services 1,878 - - Financing component on unearned revenue 5,079 - - Total revenue $ 10,897 $ - $ - As of December 31, 2022 and 2021, there was $ 86.1 million and zero deferred revenue, respectively, related to the upfront payment received by the Company under the Astellas Agreement. Collaboration with Vaxcyte Vaxcyte Supply Agreement In May 2018, the Company entered into a Supply Agreement (the “Supply Agreement”) with Vaxcyte, wherein Vaxcyte engaged the Company to provide research and development services and to supply extracts and custom reagents, as requested by Vaxcyte. The pricing is based on an agreed upon cost-plus arrangement. During 2020, upon Vaxcyte’s request and their agreement to reimburse the related costs, the Company entered into agreements with third-party contract manufacturing organizations, or CMOs, to conduct process transfers to allow for such CMOs to manufacture and supply extract and custom reagents for Vaxcyte. As part of the agreement with Vaxcyte, should the Company decide to purchase extract from the extract CMO, the Company would be required to reimburse Vaxcyte for a portion of all incurred process transfer costs. As of December 31, 2022 and 2021, there was $ 4.8 million and $ 2.3 million in such accruals related to the Vaxcyte Supply Agreement. For the year ended December 31, 2022 and 2021, the agreed-upon reimbursements by Vaxcyte of the costs associated with such arrangements, principally for pass-through costs from the CMOs, were $ 12.4 million and $ 8.9 million, respectively, and were accounted for by the Company as a reduction to research and development expense based on the Company’s conclusion that Vaxcyte was not a customer for such activities and associated payments. Revenues under the Vaxcyte Supply Agreement were as follows: Year ended December 31, 2022 2021 2020 (in thousands) Research and development services $ 2,356 $ 1,131 $ 184 Materials supply 1,472 1,910 14 Total revenue $ 3,828 $ 3,041 $ 198 Vaxcyte Agreement In December 2022, the Company entered into a letter agreement (the “Vaxcyte Agreement”) with Vaxcyte under which the Company granted to Vaxcyte (i) authorization to enter into an agreement with an independent alternate CMO to source cell-free extract solely for the products it licensed from the Company, allowing Vaxcyte to have direct oversight over financial and operational aspects of the relationship with the CMO (“CMO Relationship Rights”), and (ii) a right, but not an obligation, to obtain certain exclusive rights to internally manufacture and/or source extract from certain CMOs and the right to independently develop and make improvements to extract for use in connection with the exploitation of certain vaccine compositions (the “Option”). The Option is exercisable for five years following the effective date of the Vaxcyte Agreement (the “Option Period”), subject to potential acceleration in the event of a change of control of Vaxcyte. Pursuant to the Vaxcyte Agreement, the Company received a one-time, nonrefundable, non-creditable, upfront payment of $ 10.0 million in cash, and 167,780 shares of Vaxcyte common stock with a fair value of $ 7.5 million in December 2022. The Company will receive an additional nonrefundable, non-creditable payment of $ 5.0 million after the Company and Vaxcyte mutually agree in writing upon the Form Definitive Agreement that will become effective upon Vaxcyte’s exercise of the Option. In the event Vaxcyte elects to exercise the Option, Vaxcyte will pay the Company $ 75.0 million in cash in two installments, and upon the occurrence of certain regulatory milestones, certain additional milestone payments totaling up to $ 60.0 million. In the event that Vaxcyte undergoes a change of control, and subsequently exercises the Option, a substantial majority of the milestone payments will be accelerated. The Company evaluated the terms of the Vaxcyte Agreement and concluded that the Vaxcyte Agreement is considered a new standalone contract and distinct from the previously existing agreements with Vaxcyte. Under ASC 606, the Company determined that Vaxcyte is a customer for this arrangement and identified the promised goods and services under the Vaxcyte Agreement as: (1) the Option; (2) the Form Definitive Agreement; (3) CMO Relationship Rights; and (4) Joint steering committee participation. The Company concluded that the promises within the contract are interrelated and interdependent of one another. As such, these are not considered distinct but are combined as a single performance obligation. This single performance obligation is considered a material right as it provides Vaxcyte with the right to acquire additional goods at a price it would not have received without having entered into the Vaxcyte Agreement. Other than the upfront cash and stock payments received, all other payment provisions in the Vaxcyte Agreement were considered constrained variable consideration or otherwise not eligible for revenue recognition at inception and as of December 31, 2022. Revenue for the single performance obligation was deferred and will be eligible to begin to be recognized at the earlier of when the Option is exercised or expires. As of December 31, 2022 and 2021, there was $ 17.5 million and zero deferred revenue, respectively, related to the upfront cash and stock payments received by the Company under the Vaxcyte Agreement. BioNova Option Agreement In October 2021, the Company entered into an agreement with BioNova granting BioNova the option to obtain exclusive rights to develop and commercialize STRO-001 in China, Hong Kong, Macau and Taiwan (“Greater China”) and amended the BioNova Option Agreement with BioNova in the first quarter of 2023. BioNova will pursue the clinical development, regulatory approval, and commercialization of STRO-001 in multiple indications, including non-Hodgkin's lymphoma, multiple myeloma, and leukemia in the licensed territory. The Company will retain development and commercial rights of STRO-001 globally outside of Greater China, including the United States. Under the BioNova Option Agreement, BioNova paid the Company an initial licensing option payment of $ 4.0 million, with potential payments totaling up to $ 199.0 million related to the initial licensing option payment, option exercise, development, regulatory, and commercial milestones. The Company will provide STRO-001 to BioNova under appropriate clinical and commercial supply service agreements. Upon commercialization, the Company is eligible to receive tiered royalties ranging from low- to mid-teen percentages based on annual net sales of STRO-001 in Greater China for at least ten years following the first commercial sale of STRO-001 in Greater China. In February 2023, BioNova announced that the first patient has been dosed in the phase 1 clinical study of STRO-001. The Company identified a combined performance obligation under the initial license option agreement, which consists of four interrelated promises: generating a recommended dose of STRO-001 for multiple myeloma and Non-Hodgkin’s lymphoma; providing licensed know-how and regulatory filings necessary to prepare an IND; providing initial clinical supply in the People’s Republic of China; and participating in the JSC. These promises are considered to be interdependent and not distinct from each other, representing a combined output. The transaction price at inception included the refundable initial licensing option payment of $ 4.0 million and was considered constrained at the inception of the agreement. During the year ended December 31, 2022, the Company recognized the $ 4.0 million licensing option payment as revenue after the Company performed the combined performance obligation under the BioNova Option Agreement. BioNova has the right to exercise the license option for an additional payment of $ 12.0 million. As of December 31, 2022, there was no deferred revenue under the BioNova Option Agreement and BioNova had not yet exercised the license option. Tasly License Agreement In December 2021, the Company entered into a license agreement with Tasly to grant Tasly an exclusive license to develop and commercialize STRO-002, or luveltamab tazevibulin, or luvelta, in Greater China (the “Tasly License Agreement”). Tasly will pursue the clinical development, regulatory approval, and commercialization of luvelta in multiple indications, including ovarian cancer, non-small cell lung cancer, triple-negative breast cancer, and other indications in Greater China. The Company will retain development and commercial rights of luvelta globally outside of Greater China, including the United States. Under the Tasly License Agreement, Tasly was obligated to make to the Company an initial nonrefundable upfront payment of $ 40.0 million, with additional potential payments totaling up to $ 345 million related to development, regulatory and commercialization contingent payments and milestones. The Company will provide luvelta to Tasly under appropriate clinical and commercial supply service agreements. Upon commercialization, the Company will receive tiered royalties, ranging from low- to mid-teen percentages based on annual net sales of luvelta in Greater China for at least ten years following the first commercial sale of luvelta in Greater China. The Company determined that the Tasly License Agreement falls within the scope of ASC 808, as both parties are active participants in the activities and are exposed to significant risks and rewards dependent on the success of the commercialization of indications for luvelta in Greater China. The Company concluded that the Tasly License Agreement contained the following units of account: i) licensed know-how and Sutro patents, license to trademark rights, and initial regulatory data and information necessary to prepare an IND; and ii) collaboration governance and information sharing activities, such as JSC participation and ongoing regulatory and pharmacovigilance support. The promises related to the licensed know-how and Sutro patents, license to trademark rights, and initial regulatory data and information necessary to prepare an IND are considered to be interdependent and not distinct from each other, representing a combined output. The Company determined that these promises are capable of being distinct from the collaboration governance and information sharing activities discussed below and further determined that this unit of account is a vendor-customer relationship and will account for it in accordance with ASC 606. The transaction price at inception included fixed consideration consisting of the upfront payment of $ 40.0 million. All potential future milestones and other payments were considered constrained at the inception of the Tasly License Agreement since the Company could not conclude it was probable that a significant reversal in the amount of revenue recognized would not occur. Since there is only one performance obligation accounted for under ASC 606, no allocation of the transaction price was necessary. The Company determined that the unit of account consisting of collaboration governance and information sharing activities, such as JSC participation and ongoing regulatory and pharmacovigilance support, do not represent a customer-vendor relationship between the Company and Tasly. These promises are considered to be interdependent and not distinct from each other, representing a combined output. However, the Company determined that these promises are capable of being distinct from the intellectual property and data license promises discussed above. As such, based on the nature of the agreement and collaborative activities, the Company determined that the costs associated with these governance and information sharing activities performed under the agreement will be included in research and development expenses in the Statements of Operations, with any reimbursement of costs by Tasly reflected as a reduction of such expenses. During the year ended December 31, 2022 and 2021, the Company did no t recognize a reduction of research and development expenses under the Tasly License Agreement. On December 24, 2021, the effective date of the Tasly License Agreement, the Company satisfied its only performance obligation related to the $ 40.0 million upfront payment by delivering to Tasly the license, know-how and data required under the Tasly License Agreement. Following the satisfaction of such performance obligation, under the Tasly License Agreement, Tasly was obligated to pay the Company the $ 40.0 million upfront payment. In February 2022, Tasly indicated to the Company that it would like to discuss and renegotiate the terms of the Tasly License Agreement. As any renegotiation could affect the amount and timing of Tasly’s obligations under the terms of the Tasly License Agreement, including the upfront payment, the Company concluded that it would not recognize the $ 40.0 million upfront payment as revenue as of December 2021. In April 2022, the Company entered into amendment No. 1 (the “Tasly Amendment”) to the Tasly License Agreement with Tasly. Pursuant to the Tasly Amendment, the initial nonrefundable upfront payment due by Tasly was amended to $ 25.0 million, and a $ 15.0 million payment will become payable to the Company upon the achievement of certain regulatory milestones. The Tasly Amendment also added an additional regulatory milestone payment to the Tasly License Agreement, providing additional potential payments totaling up to $ 350.0 million related to development, regulatory and commercialization milestones, beyond the payments described above, and made certain other ministerial edits. During the year ended December 31, 2022, the Company recognized the $ 25.0 million upfront payment as revenue after the payment, net of a withholding tax, was received by the Company from Tasly. The withholding tax of $ 2.5 million was recorded as an income tax charge related to the upfront payment. |
Property and Equipment, Net
Property and Equipment, Net | 12 Months Ended |
Dec. 31, 2022 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, Net | 6. Property and Equipment, Net Property and equipment, net, consists of the following: December 31, 2022 2021 (in thousands) Computer equipment and software $ 1,536 $ 1,353 Furniture and office equipment 247 237 Laboratory equipment 35,843 30,231 Leasehold improvements 23,215 23,649 Construction in progress 1,685 506 Total 62,526 55,976 Less accumulated depreciation and amortization ( 37,905 ) ( 33,426 ) Total property and equipment, net $ 24,621 $ 22,550 Depreciation and amortization expense amounted to $ 5.7 million, $ 4.8 million and $ 4.3 million for the years ended December 31, 2022, 2021 and 2020, respectively. |
Loan and Security Agreement
Loan and Security Agreement | 12 Months Ended |
Dec. 31, 2022 | |
Debt Disclosure [Abstract] | |
Loan and Security Agreement | 7. Loan and Security Agreement In August 2017, the Company entered into a loan and security agreement with Oxford Finance LLC (“Oxford”) and Silicon Valley Bank (“SVB”) under which it borrowed $ 15.0 million (the “August 2017 Loan”). In connection with the August 2017 Loan, the Company issued to Oxford and SVB a warrant to purchase the Company’s Series D-2 redeemable convertible preferred stock (the “2017 Warrant”). The 2017 Warrants were later converted into warrants to purchase Series E redeemable convertible preferred stock in May and July 2018, and upon the Company’s IPO on October 1, 2018, all Series E redeemable convertible preferred stock warrants were converted to warrants to purchase 46,359 shares of common stock. On February 28, 2020, (the “Effective Date”), the Company entered into a loan and security agreement (the “Loan and Security Agreement”) with Oxford as the collateral agent and a lender, and SVB as a lender (together with Oxford, the “Lenders”), pursuant to which the Lenders agreed to lend the Company up to an aggregate of $ 25.0 million (the “Term A Loan”). Upon entering into the Loan and Security Agreement, the Company borrowed $ 25.0 million from the Lenders, with approximately $ 9.6 million of such amount applied to the repayment of the outstanding principal, interest and final payment fees owed pursuant to the August 2017 Loan. As such, the August 2017 Loan has been paid in full. The Company accounted for the issuance of the Loan and Security Agreement and repayment of the August 2017 Loan as a debt modification. The associated unamortized debt discount on the August 2017 Loan and new lender fees from the debt issuance will be amortized as interest expense using the effective interest method until the maturity date of the Term A Loan. In June 2022, the Company entered into an amendment to the Loan and Security Agreement with Oxford and SVB (the “LSA Amendment”). The LSA Amendment added a financial covenant that requires the Company to maintain a minimum unrestricted cash balance of $ 10.0 million. The Company was in compliance with the financial covenant under the LSA Amendment as of December 31, 2022. See “Note 14. Subsequent Events” for additional information on the amendment to the Loan and Security Agreement. The Company’s obligations under the Loan and Security Agreement are secured by all assets of the Company, other than its intellectual property. The Company has also agreed not to encumber its intellectual property assets, except as permitted by the Loan and Security Agreement. The Term A Loan matures on March 1, 2024 (the “Maturity Date”) and was interest-only through March 1, 2022 , followed by 24 equal monthly payments of principal and interest. The Term A Loan will bear interest at a floating per annum rate equal to the greater of (i) 8.07 % or (ii) the sum of (a) the greater of (1) the thirty (30) day U.S. LIBOR rate reported in the Wall Street Journal on the last business day of the month that immediately precedes the month in which the interest will accrue or (2) 1.67 %, plus (b) 6.40 %. The Company will be required to make a final payment of 3.83 % of the original principal amount of the Term A Loan, or $ 1.0 million, payable on the earlier of (i) the Maturity Date, (ii) the acceleration of the Term A Loan, or (iii) the prepayment of the Term A Loan (the “Final Payment”). The final payment amount is accreted as interest expense until the Maturity Date using the effective interest method. The Company may prepay all, but not less than all, of the Term A Loan upon 30 days’ advance written notice to Oxford, provided that the Company will be obligated to pay a prepayment fee equal to (i) 3.00 % of the principal amount of the Term A Loan prepaid on or before the first anniversary of the applicable funding date, or (ii) 2.00 % of the principal amount of the Term A Loan prepaid between the first and second anniversary of the applicable funding date, or (iii) 1.00 % of the principal amount of the Term A Loan prepaid thereafter, and prior to the Maturity Date (each, a “Prepayment Fee”). The Loan and Security Agreement contains customary affirmative and restrictive covenants, including covenants regarding incurrence of additional indebtedness or liens, investments, transactions with affiliates, delivery of financial statements, maintenance of inventory, payment of taxes, maintenance of insurance, protection of intellectual property rights, dispositions of property, business combinations or acquisitions, among other customary covenants. The Company is also restricted from paying dividends or making other distributions or payments on its capital stock, subject to limited exceptions. The Loan and Security Agreement provides that an event of default will occur if, among other triggers, there occurs any circumstances that could reasonably be expected to result in a material adverse change in the business, or operations or condition (financial or otherwise) of the Company or a material impairment of the prospect of the Company to repay any portion of its obligations under the Agreement. The Agreement also includes customary representations and warranties, other events of default and termination provisions. In connection with entering into the Loan and Security Agreement, the Company issued to the Lenders warrants exercisable for 81,257 shares of the Company’s common stock (the “2020 Warrants”). The 2020 Warrants are exercisable in whole or in part, immediately, and have a per share exercise price of $ 9.23 , which is the closing price of the Company’s common stock reported on the Nasdaq Global Market on the day prior to the Effective Date. The 2020 Warrants will terminate on the earlier of February 28, 2030 or the closing of certain merger or consolidation transactions. The estimated fair value upon issuance of the Warrants of $ 0.6 million is recorded as a debt discount on the associated borrowings on the Company’s balance sheet. The debt discount is being amortized to interest expense over the expected repayment period of the loan using the effective-interest method. As of December 31, 2022 and 2021, accrued interest expense was $ 0.1 million and $ 0.2 million, respectively. During the years ended December 31, 2022, 2021 and 2020, the Company recorded interest expense related to loans outstanding of $ 2.4 million, $ 2.6 million and $ 2.3 million, respectively, with average interest rates of 8.72 %, 8.07 % and 8.08 %, respectively, which includes interest related to the accretion of debt discount of $ 0.5 million, $ 0.6 million and $ 0.5 million, respectively. Long-term debt and net premium balances are as follows: December 31, 2022 2021 (in thousands) Principal amount of debt outstanding $ 15,625 $ 25,000 Net premium associated with accretion of final payment and 646 113 Debt, current and non-current 16,271 25,113 Less: Debt, current portion ( 12,500 ) ( 9,375 ) Debt, non-current portion $ 3,771 $ 15,738 Future minimum payments of principal and estimated payments of interest on the Company’s Loan and Security Agreement as of December 31, 2022 are as follows: Year Ending December 31: Amount (in thousands) 2023 $ 13,312 2024 4,126 Total future maturities 17,438 Less: amount representing interest ( 855 ) Less: final payment ( 958 ) Total principal amount of debt outstanding $ 15,625 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 8. Commitments and Contingencies Leases In June 2021, the Company entered into a third amendment (the “Third Amendment”) to its manufacturing facility lease, dated May 18, 2011, as amended, by and between Alemany Plaza LLC, located in San Carlos, California (the “San Carlos Lease”), as an extension to the term of the San Carlos Lease for a period of five years (the “Lease Extension Period”). Pursuant to the Third Amendment, the San Carlos Lease will expire on July 31, 2026 , and it includes an option to renew the San Carlos Lease for an additional five years . The aggregate estimated base rent payments due over the Lease Extension Period is approximately $ 4.2 million, subject to certain terms contained in the San Carlos Lease. In June 2021, the Company entered into a first amendment (the “First Amendment”) to its manufacturing support facility lease, dated May 4, 2015, as amended, by and between 870 Industrial Road LLC, located in San Carlos, California (the “Industrial Lease”), as an extension to the term of the Industrial Lease for a period of five years (the “Industrial Lease Extension Period”). Pursuant to the first Amendment, the Industrial Lease will expire on June 30, 2026 , and it includes an option to renew the Industrial Lease for an additional five years . The aggregate estimated base rent payments due over the Industrial Lease Extension Period is approximately $ 4.3 million, subject to certain terms contained in the Industrial Lease. In September 2020, the Company entered into a sublease agreement (the “Sublease”) with Five Prime Therapeutics, Inc. (the “Sublessor”), for approximately 115,466 square feet, in a building located in South San Francisco, California (the “Premises”). The Company uses the Premises as its corporate headquarters and to conduct (or expand) research and development activities. The Company commenced making monthly payments for the first 85,755 square feet of the Premises (“Initial Premises”) in July 2021, with occupancy of such space commencing in August 2021. The Company was provided early access to the Initial Premises commencing in the fourth quarter of 2020 to conduct certain planning and tenant improvement work. The Sublease is subordinate to the lease agreement, effective December 12, 2016, between the Sublessor and HCP Oyster Point III LLC (the “Landlord”). The commencement date for the remaining 29,711 square feet of the Premises (the “Expansion Premises”) is expected to be 24 months following the commencement date on the Initial Premises, although the Company has the right to accelerate the commencement date on the Expansion Premises to an earlier date upon six months’ prior written notice to the Sublessor. The Sublease for both the Initial Premises and Expansion Premises will expire on December 31, 2027 . With a commencement date on the Initial Premises of July 1, 2021, the aggregate estimated base rent payments due over the term of the Sublease are approximately $ 39.1 million, including the approximately $ 5.2 million in potential financial benefit to the Company of base rent abatement to be provided by Sublessor, subject to certain terms contained in the Sublease. The Sublease contains customary provisions requiring the Company to pay its pro rata share of utilities and a portion of the operating expenses and certain taxes, assessments and fees of the Premises and provisions allowing the Sublessor to terminate the Sublease upon the termination of the lease with the Landlord or if the Company fails to remedy a breach of certain of its obligations within specified time periods. Additionally, the Company posted a security deposit of $ 0.9 million, which is reflected as restricted cash in non-current assets on the Company’s Balance Sheets as of December 31, 2022 and 2021. The Company recognizes rent expense for these operating leases on a straight-line basis over the lease period. The components of lease costs, which the Company includes in operating expenses in the Statements of Operations, were as follows: Year ended 2022 2021 (in thousands) Operating lease cost $ 6,154 $ 8,355 Short-term lease cost 82 117 Variable lease cost 1,610 2,089 Total lease cost $ 7,846 $ 10,561 During the years ended December 31, 2022 and 2021, the Company recorded operating lease expense of $ 6.2 million and $ 8.4 million, respectively, and paid $ 1.7 million and $ 6.2 million, respectively, of operating lease payments related to the lease liabilities, which the Company includes in net cash provided by (used in) operating activities in the Statements of Cash Flows. Under the historical guidance of ASC 840, rent expense was $ 4.7 million for the year ended December 31, 2020. As of December 31, 2022 and 2021, the weighted-average remaining lease term was 4.8 years and 5.7 years, respectively, and the weighted-average discount rate used to determine the operating lease liability was 10.8 % for both years. As of December 31, 2022, the maturities of the Company’s operating lease liabilities were as follows: Year Ending December 31, Amount (in thousands) 2023 $ 8,002 2024 9,219 2025 9,533 2026 8,994 2027 8,289 Thereafter - Total lease payments 44,037 Less: imputed interest ( 9,878 ) Operating lease liabilities 34,159 Less: current portion ( 4,585 ) Total lease liabilities, non-current $ 29,574 Indemnification & Other In the ordinary course of business, the Company may provide indemnifications of varying scope and terms to vendors, lessors, business partners, board members, officers, and other parties with respect to certain matters, including, but not limited to, losses arising out of breach of such agreements, services to be provided by the Company, negligence or willful misconduct of the Company, violations of law by the Company, or from intellectual property infringement claims made by third parties. In addition, the Company has entered into indemnification agreements with directors and certain officers and employees that will require the Company, among other things, to indemnify them against certain liabilities that may arise by reason of their status or service as directors, officers or employees. No demands have been made upon the Company to provide indemnification under such agreements, and thus, there are no claims that the Company is aware of that could have a material effect on the Company’s Balance Sheets, Statements of Operations, or Statements of Cash Flows. The Company currently has directors’ and officers’ liability insurance. In addition, the Company enters into agreements in the normal course of business, including with contract research organizations for clinical trials, contract manufacturing organizations for certain manufacturing services, and vendors for preclinical studies and other services and products for operating purposes, which are generally cancelable upon written notice. |
Accrued Expenses and Other Curr
Accrued Expenses and Other Current Liabilities | 12 Months Ended |
Dec. 31, 2022 | |
Payables and Accruals [Abstract] | |
Accrued Expenses and Other Current Liabilities | 9. Accrued Expenses and Other Current Liabilities Accrued expenses and other current liabilities consist of the following: December 31, 2022 2021 (in thousands) Vaxcyte-related accrual under Vaxcyte Supply Agreement $ 4,830 $ 2,286 CMO-related accrual 3,900 1,102 Clinical trials-related accrual 2,954 2,264 Other 3,080 2,750 Total accrued expenses and other current liabilities $ 14,764 $ 8,402 |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2022 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity | . Stockholders’ Equity Common Stock Holders of common stock are entitled to one vote per share on all matters to be voted upon by the stockholders of the Company. As of December 31, 2022 and 2021, the Company had reserved common stock, on an if-converted basis, for issuance as follows: December 31, 2022 2021 Common stock options issued and outstanding 7,310,611 6,512,086 Common stock awards issued and outstanding 3,958,478 2,403,826 Remaining shares reserved for issuance under 2018 Equity 1,541,706 1,504,641 Shares reserved for issuance under 2018 Employee 865,995 673,251 Warrants to purchase common stock 127,616 127,616 Total 13,804,406 11,221,420 Preferred Stock As of December 31, 2022, the Company had 10,000,000 shares of preferred stock authorized with a par value of $ 0.001 . No shares of preferred stock were outstanding as of December 31, 2022 and 2021. Warrants In August 2017, the Company issued warrants to Oxford and SVB to purchase an aggregate of 682,230 shares of Series D-2 redeemable convertible preferred stock at an exercise price of $ 0.6596 per share in connection with the issuance of the August 2017 Loan. If there was a subsequent convertible preferred stock or other senior equity securities financing with a per share price less than the Series D-2 redeemable convertible preferred per share price, then the warrant would automatically convert to a warrant to purchase such class of shares, based on the per share price of such equity. Given that the price per share of the Series E redeemable convertible preferred stock described above was less than the price per share of the Series D-2 redeemable convertible preferred stock, the 2017 Warrant converted into a warrant to purchase a total of 1,682,871 shares of Series E redeemable convertible preferred stock at an exercise price of $ 0.2674 per share. The warrant is exercisable from the original date of issuance and has a 10 -year term. The Company adjusted the warrant liability for changes in fair value until the completion of its IPO on October 1, 2018, at which time certain convertible preferred stock warrants were converted into warrants for the purchase of common stock and the related convertible preferred stock warrant liability was reclassified to additional paid-in capital and others expired. On October 1, 2018, 1,232,220 shares of the Series C redeemable convertible preferred warrants were canceled, and the remaining 687,928 shares were converted to 25,453 shares of warrants to purchase common stock on a 1-for-0.0370 basis at an exercise price of $ 12.9649 . In November 2021, this common stock warrant was fully net exercised into 9,308 shares of common stock. All Series E redeemable convertible preferred warrants were converted to 46,359 shares of warrants to purchase common stock on a 1-for-0.0275 basis. In February 2020, in connection with entering into the Loan and Security Agreement, the Company issued to Oxford and SVB the 2020 Warrants, which are exercisable for 54,171 shares and 27,086 shares, respectively, of the Company’s common stock. The 2020 Warrants are exercisable in whole or in part, immediately, and have a per share exercise price of $ 9.23 , which is the closing price of the Company’s common stock reported on the Nasdaq Global Market on the day prior to the Effective Date. The 2020 Warrants will terminate on the earlier of February 28, 2030 or the closing of certain merger or consolidation transactions. |
Equity Incentive Plans, Equity
Equity Incentive Plans, Equity Inducement Plans, Employee Stock Purchase Plan and Stock-Based Compensation | 12 Months Ended |
Dec. 31, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Equity Incentive Plans, Equity Inducement Plans, Employee Stock Purchase Plan and Stock-Based Compensation | 11. Equity Incentive Plans, Equity Inducement Plans, Employee Stock Purchase Plan and Stock-Based Compensation 2004 Equity Incentive Plan, 2018 Equity Incentive Plan and 2021 Equity Inducement Plan In September 2018, the Company adopted the 2018 Equity Incentive Plan (“2018 Plan”), which became effective on September 25, 2018. As a result, the Company will not grant any additional awards under the 2004 Equity Incentive Plan (“2004 Plan”). The terms of the 2004 Plan and applicable award agreements will continue to govern any outstanding awards thereunder. In addition to the shares of common stock reserved for future issuance under the 2004 Plan that were added to the 2018 Plan upon its effective date, the Company initially reserved 2,300,000 shares of common stock for issuance under the 2018 Plan. In addition, the number of shares of common stock reserved for issuance under the 2018 Plan will automatically increase on the first day of January for a period of up to ten years , commencing on January 1, 2019, in an amount equal to 5 % of the total number of shares of the Company’s capital stock outstanding on the immediately preceding December 31 (rounded to the nearest whole share), or a lesser number of shares determined by the Company’s board of directors. As a result, common stock reserved for issuance under the 2018 Plan was increased by 2,316,303 shares on January 1, 2022. In August 2021, the Company adopted the 2021 Equity Inducement Plan (“2021 Plan”), which became effective on August 4, 2021. Upon its effective date, the Company initially reserved 750,000 shares of common stock for issuance pursuant to non-qualified stock options and restricted stock units (“RSUs”) under the 2021 Plan. In accordance with Rule 5635(c)(4) of the Nasdaq listing rules, equity awards under the 2021 Plan may only be made to an employee if he or she is granted such equity awards in connection with his or her commencement of employment with the Company and such grant is an inducement material to his or her entering into employment with the Company or such subsidiary. In addition, awards under the 2021 Plan may only be made to employees who have not previously been an employee or member of the Board (or any parent or subsidiary of the Company) or following a bona fide period of non-employment of the employee by the Company (or a parent or subsidiary of the Company). At all times the Company will reserve and keep available a sufficient number of shares as will be required to satisfy the requirements of all outstanding awards granted under the 2021 Plan. In August 2022, the Company amended and restated the 2021 Plan (the “Amended and Restated 2021 Plan”) and reserved an additional 750,000 shares of common stock available for issuance under the Amended and Restated 2021 Plan to be granted by the Company to certain employees as a material inducement to their acceptance of employment with the Company in accordance with Nasdaq Listing Rule 5635(c)(4). Additionally, in February 2023, the Company amended and restated the 2021 Plan (the “Amended and Restated 2021 Plan”) and reserved an additional 500,000 shares of common stock available for issuance under the Amended and Restated 2021 Plan to be granted by the Company to certain employees as a material inducement to their acceptance of employment with the Company in accordance with Nasdaq Listing Rule 5635(c)(4). The total number of shares reserved for issuance pursuant to the Amended and Restated 2021 Plan is 2,000,000 shares. As of December 31, 2022, the Company had 1,541,706 shares available for grant under the 2018 Plan and the 2021 Plan. The following table summarizes option activities under the Company’s 2004 Plan, 2018 Plan and 2021 Plan: Outstanding Weighted- Weighted- Aggregate Balances at December 31, 2021 6,512,086 $ 13.86 7.39 $ 14,955 Granted 1,376,500 7.16 Exercised ( 49,654 ) 5.40 Canceled/Forfeited ( 528,321 ) 13.54 Balances at December 31, 2022 7,310,611 $ 12.68 6.66 $ 2,187 Exercisable at December 31, 2022 5,201,489 $ 13.05 5.88 $ 991 The aggregate intrinsic value in the table above represents the total intrinsic value (the difference between our closing stock price on the last trading day of fiscal 2022 and the exercise prices, multiplied by the number of in-the-money stock options) that would have been received by the stock option holders had all stock option holders exercised their stock options on December 31, 2022. For the years ended December 31, 2022, 2021 and 2020, the aggregate intrinsic value of stock options exercised was $ 0.1 million, $ 2.8 million and $ 1.2 million, respectively, determined at the date of the option exercise. Employee Stock Options Valuation For determining stock-based compensation expense, the fair-value-based measurement of each employee stock option was estimated as of the date of grant using the Black-Scholes option pricing model with assumptions as follows: Year Ended December 31, 2022 2021 2020 Expected term (in years) 5.3 - 6.1 5.3 - 6.1 3.1 - 7.0 Expected volatility 81.8 %- 83.5 % 80.9 %- 84.9 % 73.2 %- 87.4 % Risk-free interest rate 1.7 %- 4.2 % 0.6 %- 1.3 % 0.2 %- 1.6 % Expected dividend - - - Expected Term —The expected term represents the period that the stock-based awards are expected to be outstanding. The Company used the “simplified” method to determine the expected term of options granted, which calculates the expected terms as the average of the weighted-average vesting term and the contractual term of the option. Expected Volatility —Since the Company has limited information available on the volatility of its common stock due to its short trading history, the expected volatility was estimated based on the average historical volatilities of common stock of comparable publicly traded entities over a period equal to the expected term of the stock option grants. The Company will continue to apply this process until a sufficient amount of historical information regarding the volatility of its own stock price becomes available. Risk-Free Interest Rate —The risk-free interest rate is based on the U.S. Treasury yield in effect at the time of grant for zero-coupon U.S. Treasury notes with maturities approximately equal to the expected term of the options. Expected Dividend — The Company has never paid dividends on its common stock. Therefore, the Company used an expected dividend of zero . Using the Black-Scholes option-valuation model, the weighted-average estimated grant-date fair value of employee stock options granted during the years ended December 31, 2022, 2021 and 2020 was $ 5.03 , $ 14.24 and $ 5.59 per share, respectively. Restricted Stock Units Restricted stock units (“RSUs”) are share awards that entitle the holder to receive freely tradable shares of the Company’s common stock upon vesting. The RSUs cannot be transferred and the awards are subject to forfeiture if the holder’s employment terminates prior to the release of the vesting restrictions. The RSUs generally vest over a four-year period provided the employee remains continuously employed with the Company. The fair value of the RSUs is equal to the closing price of the Company’s common stock on the grant date. A summary of the status and activity of non-vested RSUs for the year ended December 31, 2022 is as follows: Number of Weighted Non-vested December 31, 2021 2,403,826 $ 18.43 Granted 2,688,000 7.62 Released ( 620,647 ) 17.80 Canceled ( 512,701 ) 14.44 Non-vested December 31, 2022 3,958,478 $ 11.70 2018 Employee Stock Purchase Plan In September 2018, the Company adopted the 2018 Employee Stock Purchase Plan (“ESPP”), in order to enable eligible employees to purchase shares of the Company’s common stock. The Company initially reserved 230,000 shares of common stock for sale under the ESPP. The aggregate number of shares reserved for sale under the ESPP will increase automatically on January 1st of each of the first ten calendar years after the effective date by the number of shares equal to the lesser of 1 % of the total outstanding shares of the Company’s common stock as of the immediately preceding December 31 (rounded to the nearest whole share) or a number of shares as may be determined by the Company’s board of directors. As a result, common stock reserved for issuance under the ESPP was increased by 463,260 shares on January 1, 2022. The aggregate number of shares issued over the term of the Company’s ESPP, subject to stock-splits, recapitalizations or similar events, may not exceed 2,300,000 shares of the Company’s common stock. The fair value of the ESPP shares is estimated using the Black-Scholes option pricing model. For the years ended December 31, 2022, 2021 and 2020, the fair value of ESPP shares was estimated using the following assumptions: Year Ended December 31, 2022 2021 2020 Expected term (in years) 0.5 0.5 0.5 Expected volatility 65.9 - 88.1 % 65.9 - 111.4 % 63.0 %- 111.4 % Risk-free interest rate 0.1 %- 3.8 % 0.1 % 0.1 %- 1.9 % Expected dividend - - - During the years ended December 31, 2022, 2021 and 2020, 270,516 , 145,809 , and 195,992 shares, respectively, had been purchased. As of December 31, 2022, 865,995 shares were available for future issuance under the ESPP. Stock-Based Compensation Expense The Company believes that the fair value of the stock options, RSUs and ESPP shares is more reliably measurable than the fair value of services received. Total stock-based compensation expense recognized was as follows: Year Ended December 31, 2022 2021 2020 (in thousands) Research and development expense: Stock options $ 2,287 $ 2,208 $ 1,405 Restricted stock units 7,227 4,280 770 ESPP 592 638 512 Subtotal 10,106 7,126 2,687 General and administrative expense: Stock options 10,261 11,045 7,098 Restricted stock units 5,781 4,920 2,021 ESPP 156 150 111 Subtotal 16,198 16,115 9,230 Total $ 26,304 $ 23,241 $ 11,917 As of December 31, 2022, unrecognized stock-based compensation expense related to the unvested stock options and RSUs granted was $ 15.5 million and $ 36.2 million, respectively. The remaining unrecognized compensation cost is expected to be recognized over a weighted-average period of 2.2 years and 2.7 years, respectively. As of December 31, 2022, there is $ 0.2 million of unrecognized stock-based compensation expense related to the ESPP. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 12. Income Taxes Current provision for income taxes consists of the following: Year Ended December 31, 2022 2021 2020 (in thousands) State $ - $ - $ 103 Foreign 2,500 - - Total current provision for income taxes $ 2,500 $ - $ 103 The Company recorded a foreign income tax charge of $ 2.5 million during the year ended December 31, 2022, due to a withholding tax in China on its license revenue from Tasly. The Company has established a full valuation allowance against its net deferred tax assets due to the uncertainty surrounding the realization of such assets. All losses to date have been incurred domestically. The effective tax rate of the Company’s provision (benefit) for income taxes differs from the federal statutory rate as follows: Year Ended December 31, 2022 2021 2020 Federal statutory rate 21.0 % 21.0 % 21.0 % State tax - - ( 0.1 ) Change in valuation allowance ( 26.2 ) ( 24.7 ) ( 34.7 ) Tax credits 5.1 3.7 9.3 Stock compensation ( 3.2 ) ( 0.2 ) ( 1.9 ) Foreign withholding ( 2.1 ) - - Other 3.3 0.2 6.1 Total ( 2.1 )% 0 % ( 0.3 )% The components of the Company’s deferred tax assets consist of the following: December 31 2022 2021 (in thousands) Deferred tax assets: Net operating loss carryforwards $ 60,952 $ 67,719 Research and development credits 40,396 31,864 Capatalized research and development expenditure 24,481 - Accruals and other 3,849 3,973 Operating lease liability 7,471 7,266 Stock based compensation 4,562 3,910 Fixed asset basis 663 1,008 Total deferred tax assets 142,374 115,740 Less: valuation allowance ( 131,228 ) ( 100,646 ) Gross deferred tax assets 11,146 15,094 Deferred tax liabilities: Operating lease right-of-use asset ( 5,783 ) ( 6,716 ) Vaxcyte investment ( 5,363 ) ( 8,378 ) Total deferred tax liabilities ( 11,146 ) ( 15,094 ) Total net deferred tax assets $ - $ - Realization of the future tax benefits is dependent on the Company’s ability to generate sufficient taxable income within the carryforward period. Due to the Company’s history of operating losses and future sources of taxable income, the Company believes that the recognition of the deferred tax assets is currently not more likely than not to be realized and, accordingly, have provided a full valuation allowance against net deferred tax assets. For the years ended December 31, 2022, 2021 and 2020, the net increase in the valuation allowance was $ 30.6 million, $ 26.2 million and $ 11.1 million, respectively. As of December 31, 2022, the Company had federal net operating loss carryforwards of $ 246.4 million and federal general business credits from research and development expenses totaling $ 32.5 million, as well as state net operating loss carryforwards of $ 118.5 million and state research and development credits of $ 21.3 million. The federal net operating loss carryforwards will expire at various dates beginning in 2036 , and the federal credits will expire at various dates beginning in 2023 , if not utilized. The state net operating loss carryforwards will expire at various dates beginning in 2030 , if not utilized. The state research and development tax credits can be carried forward indefinitely. Events which cause limitations in the amount of net operating losses that the Company may utilize in any one year include, but are not limited to, a cumulative ownership change of more than 50 %, as defined, over a three-year testing period. Such limitations may result in limitations upon the Company’s ability to utilize the losses in future periods. The Company has performed a Section 382 study for the period of June 16, 2003 through December 31, 2021, and concluded that it is more likely than not that the Company experienced an ownership change on November 20, 2019. This change does not limit the Company’s ability to use its existing net operating losses within the carryforward period provided by the Internal Revenue Code, subject to availability of taxable income. However, if there is subsequent event or further change in ownership, these losses may be subject to limitations, resulting in their expiration before they can be utilized. The Company files U.S. federal and state tax returns with varying statutes of limitations. Due to net operating loss and credit carryforwards, all of the tax years since inception through the 2021 tax year remain subject to examination by the U.S. federal and some state authorities. The actual amount of any taxes due could vary significantly depending on the ultimate timing and nature of any settlement. The amount of unrecognized tax benefits, if recognized, that would affect the effective tax rate is $ 8.6 million, $ 6.4 million and $ 4.9 million as of December 31, 2022, 2021 and 2020, respectively. One or more of these unrecognized tax benefits could be subject to a valuation allowance if and when recognized in a future period, which could impact the timing of any related effective tax rate benefit. The Company believes that the amount by which the unrecognized tax benefits may increase or decrease within the next 12 months is not estimable. The Company has elected to recognize, if incurred, interest and penalties related to liabilities for uncertain tax positions as a part of income tax expense. No such interest and penalties have been incurred to date. The Company determines its uncertain tax positions based on a determination of whether and how much of a tax benefit taken by the Company in its tax filings is more likely than not to be sustained upon examination by the relevant income tax authorities. A reconciliation of the beginning and ending amounts of unrecognized tax benefits is as follows: December 31 2022 2021 2020 (in thousands) Gross unrecognized tax benefit at January 1 $ 6,409 $ 4,902 $ 3,783 Additions for tax positions taken in the current year 2,255 1,492 1,090 Additions / (Reductions) for tax positions of prior years ( 15 ) 15 29 Gross unrecognized tax benefit at December 31 $ 8,649 $ 6,409 $ 4,902 |
Net Loss Per Share
Net Loss Per Share | 12 Months Ended |
Dec. 31, 2022 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | 13. Net Loss Per Share The following table sets forth the computation of the Company’s basic and diluted net loss per share. Year Ended December 31, 2022 2021 2020 (in thousands, except share and per share amounts) Numerator: Net loss $ ( 119,204 ) $ ( 105,538 ) $ ( 32,128 ) Denominator: Shares used in computing net loss per share 50,739,185 46,119,089 32,573,469 Net loss per share, basic and diluted $ ( 2.35 ) $ ( 2.29 ) $ ( 0.99 ) The following common stock equivalents were excluded from the computation of diluted net loss per share for the years ended December 31, 2022, 2021 and 2020 because including them would have been antidilutive: Year Ended December 31, 2022 2021 2020 Common stock options issued and outstanding 7,310,611 6,512,086 5,439,295 Restricted stock units issued and outstanding 3,958,478 2,403,826 666,375 Warrants to purchase common stock 127,616 127,616 153,070 Shares to be issued under ESPP 150,532 54,759 55,299 Total 11,547,237 9,098,287 6,314,039 |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2022 | |
Subsequent Events [Abstract] | |
Subsequent Events | 14. Subsequent Events The Company sold 1,641,374 shares of its common stock under its ATM Facility pursuant to the Sales Agreement with Jefferies during the period from January 1, 2023 through March 27, 2023. Net proceeds were $ 10.9 million, after deducting issuance costs. The Loan and Security Agreement previously included a covenant requiring the Company to keep substantially all of the cash and investments with SVB, the substantial majority of which was held in a custodial account with another institution, for which SVB Asset Management was the advisor. In March 2023 , the Loan and Security Agreement was amended to allow the Company to hold cash and investments at multiple financial institutions and the Company began the process of moving cash and investments into accounts at other financial institutions. |
Basis of Presentation and Sum_2
Basis of Presentation and Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Use of Estimates | Basis of Presentation and Use of Estimates The accompanying financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”). The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. The Company bases its estimates on historical experience and market-specific or other relevant assumptions that it believes are reasonable under the circumstances. The amounts of assets and liabilities reported in the Company’s Balance Sheets and the amounts of expenses and income reported for each of the periods presented are affected by estimates and assumptions, which are used for, but are not limited to, determining research and development periods under collaboration arrangements, stock-based compensation expense, valuation of marketable securities, impairment of long-lived assets, income taxes and certain accrued liabilities. Actual results could differ from such estimates or assumptions. |
Recent Accounting Pronouncements Not Yet Adopted | Recent Accounting Pronouncements Not Yet Adopted There were no new accounting pronouncements issued since our filing of the Annual Report on Form 10-K for the year ended December 31, 2021, which would have a significant effect on our financial statements. |
Prior Period Reclassifications | Prior Period Reclassifications The prior period presentation of interest and other income (expense), net and provision for income taxes have been updated to conform to current period presentation. The reclassifications had no effect on prior years' net loss. The prior period presentation of accounts payable and accrued expenses and other current liabilities have been updated to conform to current period presentation. Accordingly, adjustments have been made to the Balance Sheets and Statements of Cash Flows. The reclassifications had no effect on prior years' net loss. |
Cash, Cash Equivalents, Marketable Securities and Restricted Cash | Cash, Cash Equivalents, Marketable Securities and Restricted Cash The Company considers all highly liquid investments with original maturities of 90 days or less from the date of purchase to be cash equivalents. Investments with original maturities of greater than 90 days from the date of purchase but less than one year from the balance sheet date, or where the Company's intent is to use the investments to fund current operations or to make them available for current operations are classified as current, while investments with maturities in one year or beyond one year from the balance sheet date are classified as long-term investments. Available-for-sale marketable securities are carried at fair value, with unrealized gains and losses reported as a component of accumulated other comprehensive income (loss). Realized gains and losses are included in interest income in the Company’s Statements of Operations. There were no material realized gains or losses in the periods presented. The cost of securities sold is based on the specific-identification method. The Company evaluates, on a quarterly basis, its marketable securities for potential impairment. For marketable securities in an unrealized loss position, the Company assesses whether such declines are due to credit loss based on factors such as changes to the rating of the security by a ratings agency, market conditions and supportable forecasts of economic and market conditions, among others. If a credit loss exists, the Company assesses whether it has plans to sell the security or it is more likely than not it will be required to sell any marketable security before recovery of its amortized cost basis. If either condition is met, the security’s amortized cost basis is written down to fair value and is recognized through interest and other income (expense), net. If neither condition is met, declines as a result of credit losses, if any, are recognized as an allowance for credit loss, limited to the amount of unrealized loss, through interest and other income (expense), net. Any portion of unrealized loss that is not a result of a credit loss, is recognized in other comprehensive income (loss). The Company invests in money market funds, commercial paper, corporate debt securities, asset-based securities, U.S. government securities, U.S. agency securities and supranational debt securities with high credit ratings. The Company has established guidelines regarding diversification of its investments and their maturities, with the objectives of maintaining safety and liquidity while maximizing yield. Under certain agreements, the Company has pledged cash and cash equivalents as collateral. As of December 31, 2022 and 2021, restricted cash related to such agreements was $ 0.9 million and $ 0.9 million, respectively. A reconciliation of cash, cash equivalents, and restricted cash reported within the Company’s Balance Sheets to the amount reported within the accompanying Statements of Cash Flows was as follows: December 31, 2022 2021 2020 (in thousands) Cash and cash equivalents $ 47,254 $ 30,414 $ 206,152 Restricted cash 872 872 872 Total cash, cash equivalents and restricted $ 48,126 $ 31,286 $ 207,024 |
Concentrations of Credit Risk | Concentrations of Credit Risk Cash and cash equivalents and marketable securities consist of financial instruments that potentially subject the Company to a concentration of credit risk, to the extent of the amounts recorded on the Balance Sheets. The Company minimizes the amount of credit exposure by investing cash that is not required for immediate operating needs in money market funds, government obligations and/or commercial paper with short maturities. The Company performs a regular review of its collaborators’ credit risk and payment histories when circumstances warrant, including payments made subsequent to year-end. When appropriate, the Company provides for an allowance for credit risks by reserving for specifically identified doubtful accounts, although historically the Company has not experienced credit losses from its accounts receivable . |
Investments in Equity Securities | Investments in Equity Securities Vaxcyte common stock held by the Company is measured at fair value at each reporting period based on the closing price of Vaxcyte’s common stock on the last trading day of each reporting period, with any realized or unrealized gains and losses recorded in the Company’s Statements of Operations. |
Property and Equipment, Net | Property and Equipment, Net Property and equipment are stated at cost, less accumulated depreciation and amortization. Depreciation is determined using the straight-line method over the estimated useful lives of the respective assets, generally three to five years . Leasehold improvements are amortized on a straight-line basis over the shorter of their estimated useful lives or the term of the lease. Maintenance and repairs are charged to expense as incurred and costs of improvement are capitalized. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets The Company reviews long-lived assets, including property and equipment, leasehold improvements and right-of-use assets for impairment whenever events or changes in business circumstances indicate that the carrying amount of the assets may not be fully recoverable. An impairment loss would be recognized when the estimated, undiscounted future cash flows expected to result from the use of the asset and its eventual disposition are less than its carrying amount. Impairment, if any, is measured at the amount by which the carrying amount of a long-lived asset exceeds its fair value. The Company did no t recognize any impairment charges during the years ended December 31, 2022, 2021 and 2020. As of December 31, 2022 and 2021, management believes that no revision to the remaining useful lives or write down of the remaining long-lived assets is required. |
Leases | Leases The Company adopted ASU 2016-02 (Topic 842), Leases (Accounting Standards Codification, or “ASC”, 842) on July 1, 2021 , effective as of January 1, 2021. The Company determines if an arrangement is or contains a lease at contract inception by assessing whether the arrangement contains an identified asset and whether the lessee has the right to control such asset. The Company is required to classify leases as either finance or operating leases and to record a ROU asset and a lease liability for all leases with a term greater than 12 months regardless of the lease classification. The lease classification will determine whether the lease expense is recognized based on an effective interest rate method or on a straight-line basis over the term of the lease. The Company determines the initial classification and measurement of its ROU assets and lease liabilities at the lease commencement date and thereafter, if modified. The Company does not have material finance leases. For leases with a term greater than 12 months, the Company records the related ROU asset and lease liability at the present value of lease payments over the term of the lease. The term of the Company’s leases equals the non-cancellable period of the lease, including any rent-free periods provided by the lessor, and also includes options to extend or terminate the lease that the Company is reasonably certain to exercise. The ROU asset equals the carrying amount of the related lease liability, adjusted for any lease payments made prior to lease commencement and lease incentives provided by the lessor. Variable lease payments are expensed as incurred and do not factor into the measurement of the applicable ROU asset or lease liability. The Company has elected, for all classes of underlying assets, not to recognize ROU assets and lease liabilities for leases with a term of 12 months or less. Lease cost for short-term leases is recognized on a straight-line basis over the lease term. The Company has also elected to not separate lease and non-lease components for its leases and, as a result, accounts for lease and non-lease components as one component. The Company’s leases do not provide a readily determinable implicit rate. Therefore, the Company estimates its incremental borrowing rate to discount the lease payments based on information available at lease commencement. The Company determines its incremental borrowing rate based on the rate of interest that the Company would have to pay to borrow, on a collateralized basis over a similar term, an amount equal to the lease payments in a similar economic environment. Lease payments may be fixed or variable; however, only fixed payments are included in the Company’s lease liability calculation. Lease costs for the Company’s operating leases are recognized on a straight-line basis within operating expenses over the lease term. The Company’s lease agreements may contain variable non-lease components such as common area maintenance, operating expenses or other costs, which are expensed as incurred. |
Revenue Recognition | Revenue Recognition When the Company enters into collaboration agreements, it assesses whether the arrangements fall within the scope of ASC 808, Collaborative Arrangements ("ASC 808") based on whether the arrangements involve joint operating activities and whether both parties have active participation in the arrangement and are exposed to significant risks and rewards. To the extent that the arrangement falls within the scope of ASC 808, the Company assesses whether the payments between the Company and its collaboration partner fall within the scope of other accounting literature. If it concludes that payments from the collaboration partner to the Company represent consideration from a customer, such as license fees and contract research and development activities, the Company accounts for those payments within the scope of Accounting Standards Update (ASU) No. 2014-09 (Topic 606), Revenue from Contracts with Customers (“ASC 606”). Under ASC 606, an entity recognizes revenue when its customer obtains control of promised goods or services, in an amount that reflects the consideration that the entity expects to receive in exchange for those goods or services. To determine revenue recognition for arrangements that an entity determines are within the scope of ASC 606, the entity performs the following five steps: (i) identify the contract(s) with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when (or as) the Company satisfies a performance obligation. However, if the Company concludes that its collaboration partner is not a customer for certain activities and associated payments, such as for certain collaborative research, development, manufacturing and commercial activities, the Company presents such payments as a reduction of research and development expense or general and administrative expense, based on where the Company presents the underlying expense. The Company has no products approved for commercial sale and has not generated any revenue from commercial product sales. The total revenue to date has been generated principally from collaboration and license agreements and to a lesser extent, from manufacturing, supply and services and materials the Company provides to its collaboration partners. Collaboration Revenue: The Company derives revenue from collaboration arrangements, under which the Company may grant licenses to its collaboration partners to further develop and commercialize its proprietary product candidates. The Company may also perform research and development activities under the collaboration agreements. Consideration under these contracts generally includes a nonrefundable upfront payment, development, regulatory and commercial milestones and other contingent payments, and royalties based on net sales of approved products. Additionally, the collaborations may provide options for the customer to acquire from the Company materials and reagents, clinical product supply or additional research and development services under separate agreements. The Company assesses which activities in the collaboration agreements are considered distinct performance obligations that should be accounted for separately. The Company develops assumptions that require judgement to determine whether the license to the Company’s intellectual property is distinct from the research and development services or participation in activities under the collaboration agreements. At the inception of each agreement, the Company determines the arrangement transaction price, which includes variable consideration, based on the assessment of the probability of achievement of future milestones and contingent payments and other potential consideration. The Company recognizes revenue over time by measuring its progress towards the complete satisfaction of the relevant performance obligation using an appropriate input or output method based on the nature of the service promised to the customer. For arrangements that include multiple performance obligations, the Company allocates the transaction price to the identified performance obligations based on the standalone selling price, or SSP, of each distinct performance obligation. In instances where SSP is not directly observable, the Company develops assumptions that require judgment to determine the SSP for each performance obligation identified in the contract. These key assumptions may include full-time equivalent, or FTE, personnel effort, estimated costs, discount rates and probabilities of clinical development and regulatory success. Upfront Payments : For collaboration arrangements that include a nonrefundable upfront payment, if the license fee and research and development services cannot be accounted for as separate performance obligations, the transaction price is deferred and recognized as revenue over the expected period of performance using a cost-based input methodology. The Company uses judgement to assess the pattern of delivery of the performance obligation. In addition, amounts paid in advance of services being rendered may result in an associated financing component to the upfront payment. Accordingly, the interest on such borrowing cost component will be recorded as interest expense and revenue, based on an appropriate borrowing rate applied to the value of services to be performed by the Company over the estimated service performance period. License Grants: For collaboration arrangements that include a grant of a license to the Company’s intellectual property, the Company considers whether the license grant is distinct from the other performance obligations included in the arrangement. For licenses that are distinct, the Company recognizes revenues from nonrefundable, upfront payments and other consideration allocated to the license when the license term has begun and the Company has provided all necessary information regarding the underlying intellectual property to the customer, which generally occurs at or near the inception of the arrangement. Milestone and Contingent Payments : At the inception of the arrangement and at each reporting date thereafter, the Company assesses whether it should include any milestone and contingent payments or other forms of variable consideration in the transaction price using the most likely amount method. If it is probable that a significant reversal of cumulative revenue would not occur upon resolution of the uncertainty, the associated milestone value is included in the transaction price. At the end of each subsequent reporting period, the Company re-evaluates the probability of achievement of each milestone and any related constraint and, if necessary, adjusts its estimate of the overall transaction price. Since milestone and contingent payments may become payable to the Company upon the initiation of a clinical study or filing for or receipt of regulatory approval, the Company reviews the relevant facts and circumstances to determine when the Company should update the transaction price, which may occur before the triggering event. When the Company updates the transaction price for milestone and contingent payments, the Company allocates the changes in the total transaction price to each performance obligation in the agreement on the same basis as the initial allocation. Any such adjustments are recorded on a cumulative catch-up basis in the period of adjustment, which may result in recognizing revenue for previously satisfied performance obligations in such period. The Company’s collaborators generally pay milestones and contingent payments subsequent to achievement of the triggering event. Research and Development Services : For amounts allocated to the Company’s research and development obligations in a collaboration arrangement, the Company recognizes revenue over time using a cost-based input methodology, representing the transfer of goods or services as activities are performed over the term of the agreement. Materials Supply: The Company provides materials and reagents, clinical materials and services to certain of its collaborators under separate agreements. The consideration for such services is generally based on FTE personnel effort used to manufacture those materials reimbursed at an agreed upon rate in addition to agreed-upon pricing for the provided materials. The amounts billed are recognized as revenue as the performance obligations are met by the Company. Revenue subject to governmental withholding taxes is recognized on a gross basis with the withholding taxes recorded as a component of income tax expense. |
Research and Development | Research and Development The Company records accrued expenses for estimated costs of the research and development activities conducted by third party service providers, which include outsourced research and development expenses, professional services and contract manufacturing activities. The Company records the estimated costs of research and development activities based upon the estimated amount of services provided but not yet invoiced, and includes these costs in current liabilities in the Balance Sheets and within research and development expense in the Statements of Operations. Nonrefundable advance payments for goods or services that will be used or rendered for future research and development activities are deferred and capitalized and recognized as an expense as the goods are delivered or the related services are performed. For outsourced research and development expenses, such as professional fees payable to third parties for preclinical studies, clinical trials and research services and other consulting costs, the Company estimates the expenses based on the services performed, pursuant to contracts with research institutions that conduct and manage preclinical studies, clinical trials and research services on the Company’s behalf. The Company estimates these expenses based on discussions with internal management personnel and external service providers as to the progress or stage of completion of services and the contracted fees to be paid for such services. If the actual timing of the performance of services or the level of effort varies from the original estimates, the Company will adjust the accrual accordingly. Payments made to third parties under these arrangements in advance of the performance of the related services by the third parties are recorded as prepaid expenses until the services are rendered. |
Stock-Based Compensation | Stock-Based Compensation The Company maintains a stock-based compensation plan as a long-term incentive for employees, consultants, and members of the Company’s Board of Directors. The plan allows for the issuance of restricted stock units, non-statutory and incentive stock options to employees and non-statutory stock options to nonemployees. The Company also maintains an employee stock purchase plan. The Company measures and recognizes compensation expense for all stock-based awards, including restricted stock units, stock options, and the ESPP, to employees, consultants and nonemployee directors based on the estimated fair value of the awards on the grant date. The fair value of stock options and purchase rights under the ESPP are estimated using the Black-Scholes option-pricing model. The Black-Scholes model requires the Company to make assumptions and judgments about the variables used in the calculations, including the expected term, the expected volatility of the underlying stock over the expected term of the award, the related risk-free interest rate for the expected term of the award and the expected dividends. Stock-based compensation expense for restricted stock units and stock options is generally recognized on a straight line basis over the requisite service period. Stock-based compensation expense for the ESPP is recognized on a straight-line basis over the offering period. The Company accounts for forfeitures of stock-based awards as they occur. The closing sale price per share of our common stock as reported on the Nasdaq Global Market on the date of grant is used to determine the exercise price per share of our stock-based awards to purchase common stock. |
Income Taxes | Income Taxes The Company provides for income taxes under the asset and liability method. Current income tax expense or benefit represents the amount of income taxes expected to be payable or refundable for the current year. Deferred income tax assets and liabilities are determined based on differences between the financial statement reporting and tax bases of assets and liabilities and net operating loss and credit carryforwards, and are measured using the enacted tax rates and laws that will be in effect when such items are expected to reverse. Deferred income tax assets are reduced, as necessary, by a valuation allowance when management determines it is more likely than not that some or all of the tax benefits will not be realized. The Company accounts for uncertain tax positions in accordance with Accounting Standards Codification (“ASC”) 740-10, Accounting for Uncertainty in Income Taxes . The Company assesses all material positions taken in any income tax return, including all significant uncertain positions, in all tax years that are still subject to assessment or challenge by relevant taxing authorities. Assessing an uncertain tax position begins with the initial determination of the position’s sustainability and is measured at the largest amount of benefit that is greater than fifty percent likely of being realized upon ultimate settlement. As of each balance sheet date, unresolved uncertain tax positions must be reassessed, and the Company will determine whether (i) the factors underlying the sustainability assertion have changed and (ii) the amount of the recognized tax benefit is still appropriate. The recognition and measurement of tax benefits requires significant judgment. Judgments concerning the recognition and measurement of a tax benefit might change as new information becomes available. The Company includes any penalties and interest expense related to income taxes as a component of interest and other income (expense), net, as necessary. |
Fair Value Measurements | Fair Value Measurements Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability, or an exit price, in the principal or most advantageous market for that asset or liability in an orderly transaction between market participants on the measurement date, and establishes a fair value hierarchy that requires an entity to maximize the use of observable inputs, where available, and minimize the use of unobservable inputs when measuring fair value. The Company determined the fair value of financial assets and liabilities using the fair value hierarchy that describes three levels of inputs that may be used to measure fair value, as follows: Level 1—Quoted prices in active markets for identical assets and liabilities; Level 2—Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities; and Level 3—Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. The carrying amounts of accounts receivable, prepaid expenses, accounts payable, accrued liabilities and accrued compensation and benefits approximate fair value due to the short-term nature of these items. The fair value of the Company’s outstanding loan (See Note 7) is estimated using the net present value of the payments, discounted at an interest rate that is consistent with market interest rate, which is a Level 2 input. The estimated fair value of the Company’s outstanding loan approximates the carrying amount, as the loan bears a floating rate that approximates the market interest rate. |
Net Loss Per Share | Net Loss Per Share Basic net loss per share is calculated by dividing the net loss by the weighted-average number of shares of common stock outstanding for the period, without consideration for potential dilutive common shares. Basic net loss per share is the same as diluted net loss per share as the inclusion of all potentially dilutive securities would have been anti-dilutive given the net loss of the Company. |
Basis of Presentation and Sum_3
Basis of Presentation and Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Schedule of Reconciliation of Cash, Cash Equivalents, and Restricted Cash | A reconciliation of cash, cash equivalents, and restricted cash reported within the Company’s Balance Sheets to the amount reported within the accompanying Statements of Cash Flows was as follows: December 31, 2022 2021 2020 (in thousands) Cash and cash equivalents $ 47,254 $ 30,414 $ 206,152 Restricted cash 872 872 872 Total cash, cash equivalents and restricted $ 48,126 $ 31,286 $ 207,024 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Assets and Liabilities Measured on Recurring Basis | The following table sets forth the fair value of the Company’s financial assets and liabilities measured on a recurring basis by level within the fair value hierarchy: December 31, 2022 Total Level 1 Level 2 Level 3 (in thousands) Assets: Money market funds $ 36,486 $ 36,486 $ - $ - Commercial paper 87,140 - 87,140 - Corporate debt securities 36,429 - 36,429 - Equity securities 32,020 32,020 - - Asset-backed securities 14,016 - 14,016 - U.S. government securities 91,251 91,251 - - U.S. agency securities 16,607 - 16,607 - Supranational debt securities 16,481 - 16,481 - Total $ 330,430 $ 159,757 $ 170,673 $ - December 31, 2021 Total Level 1 Level 2 Level 3 (in thousands) Assets: Money market funds $ 29,451 $ 29,451 $ - $ - Commercial paper 22,580 - 22,580 - Corporate debt securities 74,861 - 74,861 - Equity securities 37,181 37,181 - - Asset-backed securities 32,957 - 32,957 - U.S. government securities 47,420 47,420 - - Supranational debt securities 21,300 - 21,300 - Total $ 265,750 $ 114,052 $ 151,698 $ - |
Cash Equivalents and Marketab_2
Cash Equivalents and Marketable Securities (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Cash and Cash Equivalents [Abstract] | |
Schedule of Cash Equivalents and Marketable Securities | Cash equivalents and marketable securities consisted of the following: December 31, 2022 Amortized Unrealized Unrealized Fair (in thousands) Money market funds $ 36,486 $ - $ - $ 36,486 Commercial paper 87,140 - - 87,140 Corporate debt securities 36,554 2 ( 127 ) 36,429 Asset-based securities 14,026 - ( 10 ) 14,016 U.S. government securities 91,619 8 ( 376 ) 91,251 U.S. agency securities 16,646 - ( 39 ) 16,607 Supranational debt securities 16,555 - ( 74 ) 16,481 Total 299,026 10 ( 626 ) 298,410 Less: amounts classified as cash equivalents ( 43,318 ) ( 2 ) - ( 43,320 ) Total marketable securities $ 255,708 $ 8 $ ( 626 ) $ 255,090 December 31, 2021 Amortized Unrealized Unrealized Fair (in thousands) Money market funds $ 29,451 $ - $ - $ 29,451 Commercial paper 22,580 - - 22,580 Corporate debt securities 75,012 - ( 151 ) 74,861 Asset-based securities 32,975 - ( 18 ) 32,957 U.S. government securities 47,504 - ( 84 ) 47,420 Supranational debt securities 21,361 - ( 61 ) 21,300 Total 228,883 - ( 314 ) 228,569 Less: amounts classified as cash equivalents ( 29,451 ) - - ( 29,451 ) Total marketable securities $ 199,432 $ - $ ( 314 ) $ 199,118 |
Collaboration and License Agr_2
Collaboration and License Agreements and Supply Agreements (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |
Summary of Recognized Revenue | In accordance with its agreements, the Company recognized revenue as follows: Year Ended December 31, 2022 2021 2020 (in thousands) Bristol-Myers Squibb Company ("BMS") $ 9,752 $ 11,483 $ 11,407 Merck Sharp & Dohme Corporation ("Merck") (1) 11,600 42,780 26,075 Merck KGaA, Darmstadt, Germany (operating in the United 2,695 4,576 5,042 Astellas Pharma Inc. (“Astellas”) 10,897 - - Vaxcyte, Inc. ('Vaxcyte") (2) 3,828 3,041 198 BioNova Pharmaceuticals, Ltd. (“BioNova”) 4,000 - - Tasly Biopharmaceuticals Co., Ltd. (“Tasly”) 25,000 - - Total revenue $ 67,772 $ 61,880 $ 42,722 (1) Merck was a related party until the closing of the Company's public offering on May 14, 2020. (2) Vaxcyte was a related party until the closing of its initial public offering on June 16, 2020. |
Summary of Deferred Revenue Balance | The following table presents the changes in the Company’s deferred revenue balance from its agreements during the year ended December 31, 2022: Year ended December 31, 2022 (in thousands) Deferred revenue—December 31, 2021 $ 5,496 Additions to deferred revenue 113,717 Recognition of revenue in current period ( 12,569 ) Deferred revenue—December 31, 2022 $ 106,644 |
2018 BMS Master Services Agreement | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |
Summary of Recognized Revenue | Revenues under the BMS Agreement and the 2018 BMS Master Services Agreement were as follows: Year ended December 31, 2022 2021 2020 (in thousands) Ongoing performance related to $ - $ - $ 2,974 Research and development services 700 940 646 Materials supply 9,052 10,543 7,787 Total revenue $ 9,752 $ 11,483 $ 11,407 |
2020 Merck Master Services Agreement | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |
Summary of Recognized Revenue | Revenues under the 2018 Merck Agreement and the 2020 Merck Master Services Agreement were as follows: Year ended December 31, 2022 2021 2020 (in thousands) Ongoing performance related to $ 862 $ 35,098 $ 18,474 Contingent payment earned 10,000 - - Research and development services 577 2,666 5,485 Financing component on unearned revenue - 610 1,852 Materials supply 161 4,406 264 Total revenue $ 11,600 $ 42,780 $ 26,075 |
2019 EMD Serono Supply Agreement | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |
Summary of Recognized Revenue | Revenues under the EMD Serono agreements were as follows: Year ended December 31, 2022 2021 2020 (in thousands) Contingent payment earned $ - $ 2,000 $ 1,000 Research and development services 510 851 1,316 Materials supply 2,185 1,725 2,726 Total revenue $ 2,695 $ 4,576 $ 5,042 |
Supply Agreement | Vaxcyte | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |
Summary of Recognized Revenue | Revenues under the Vaxcyte Supply Agreement were as follows: Year ended December 31, 2022 2021 2020 (in thousands) Research and development services $ 2,356 $ 1,131 $ 184 Materials supply 1,472 1,910 14 Total revenue $ 3,828 $ 3,041 $ 198 |
Astellas License and Collaboration Agreement | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |
Summary of Recognized Revenue | Revenues under the Astellas Agreement were as follows: Year ended December 31, 2022 2021 2020 (in thousands) Ongoing performance related to $ 3,940 $ - $ - Research and development services 1,878 - - Financing component on unearned revenue 5,079 - - Total revenue $ 10,897 $ - $ - |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Property, Plant and Equipment [Abstract] | |
Summary of Property and Equipment, Net | Property and equipment, net, consists of the following: December 31, 2022 2021 (in thousands) Computer equipment and software $ 1,536 $ 1,353 Furniture and office equipment 247 237 Laboratory equipment 35,843 30,231 Leasehold improvements 23,215 23,649 Construction in progress 1,685 506 Total 62,526 55,976 Less accumulated depreciation and amortization ( 37,905 ) ( 33,426 ) Total property and equipment, net $ 24,621 $ 22,550 |
Loan and Security Agreement (Ta
Loan and Security Agreement (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Debt Disclosure [Abstract] | |
Long-term Debt and Net Premium (Amortization) Balances | Long-term debt and net premium balances are as follows: December 31, 2022 2021 (in thousands) Principal amount of debt outstanding $ 15,625 $ 25,000 Net premium associated with accretion of final payment and 646 113 Debt, current and non-current 16,271 25,113 Less: Debt, current portion ( 12,500 ) ( 9,375 ) Debt, non-current portion $ 3,771 $ 15,738 |
Future Minimum Payments of Loan and Security Agreement | Future minimum payments of principal and estimated payments of interest on the Company’s Loan and Security Agreement as of December 31, 2022 are as follows: Year Ending December 31: Amount (in thousands) 2023 $ 13,312 2024 4,126 Total future maturities 17,438 Less: amount representing interest ( 855 ) Less: final payment ( 958 ) Total principal amount of debt outstanding $ 15,625 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Components of Lease Costs | The components of lease costs, which the Company includes in operating expenses in the Statements of Operations, were as follows: Year ended 2022 2021 (in thousands) Operating lease cost $ 6,154 $ 8,355 Short-term lease cost 82 117 Variable lease cost 1,610 2,089 Total lease cost $ 7,846 $ 10,561 |
Schedule of Maturities of Operating Lease Liabilities | As of December 31, 2022, the maturities of the Company’s operating lease liabilities were as follows: Year Ending December 31, Amount (in thousands) 2023 $ 8,002 2024 9,219 2025 9,533 2026 8,994 2027 8,289 Thereafter - Total lease payments 44,037 Less: imputed interest ( 9,878 ) Operating lease liabilities 34,159 Less: current portion ( 4,585 ) Total lease liabilities, non-current $ 29,574 |
Accrued Expenses and Other Cu_2
Accrued Expenses and Other Current Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Expenses and Other Current Liabilities | Accrued expenses and other current liabilities consist of the following: December 31, 2022 2021 (in thousands) Vaxcyte-related accrual under Vaxcyte Supply Agreement $ 4,830 $ 2,286 CMO-related accrual 3,900 1,102 Clinical trials-related accrual 2,954 2,264 Other 3,080 2,750 Total accrued expenses and other current liabilities $ 14,764 $ 8,402 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Stockholders' Equity Note [Abstract] | |
Schedule of Common Stock Reserved for Future Issuance | As of December 31, 2022 and 2021, the Company had reserved common stock, on an if-converted basis, for issuance as follows: December 31, 2022 2021 Common stock options issued and outstanding 7,310,611 6,512,086 Common stock awards issued and outstanding 3,958,478 2,403,826 Remaining shares reserved for issuance under 2018 Equity 1,541,706 1,504,641 Shares reserved for issuance under 2018 Employee 865,995 673,251 Warrants to purchase common stock 127,616 127,616 Total 13,804,406 11,221,420 |
Equity Incentive Plans, Equit_2
Equity Incentive Plans, Equity Inducement Plans, Employee Stock Purchase Plan and Stock-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Summary of Option Activity | The following table summarizes option activities under the Company’s 2004 Plan, 2018 Plan and 2021 Plan: Outstanding Weighted- Weighted- Aggregate Balances at December 31, 2021 6,512,086 $ 13.86 7.39 $ 14,955 Granted 1,376,500 7.16 Exercised ( 49,654 ) 5.40 Canceled/Forfeited ( 528,321 ) 13.54 Balances at December 31, 2022 7,310,611 $ 12.68 6.66 $ 2,187 Exercisable at December 31, 2022 5,201,489 $ 13.05 5.88 $ 991 |
Schedule of Employee Stock Options Valuation | For determining stock-based compensation expense, the fair-value-based measurement of each employee stock option was estimated as of the date of grant using the Black-Scholes option pricing model with assumptions as follows: Year Ended December 31, 2022 2021 2020 Expected term (in years) 5.3 - 6.1 5.3 - 6.1 3.1 - 7.0 Expected volatility 81.8 %- 83.5 % 80.9 %- 84.9 % 73.2 %- 87.4 % Risk-free interest rate 1.7 %- 4.2 % 0.6 %- 1.3 % 0.2 %- 1.6 % Expected dividend - - - |
Summary of Status and Activity of Non-vested RSUs | A summary of the status and activity of non-vested RSUs for the year ended December 31, 2022 is as follows: Number of Weighted Non-vested December 31, 2021 2,403,826 $ 18.43 Granted 2,688,000 7.62 Released ( 620,647 ) 17.80 Canceled ( 512,701 ) 14.44 Non-vested December 31, 2022 3,958,478 $ 11.70 |
Schedule of Fair Value of ESPP Shares Using Option Pricing Model | For the years ended December 31, 2022, 2021 and 2020, the fair value of ESPP shares was estimated using the following assumptions: Year Ended December 31, 2022 2021 2020 Expected term (in years) 0.5 0.5 0.5 Expected volatility 65.9 - 88.1 % 65.9 - 111.4 % 63.0 %- 111.4 % Risk-free interest rate 0.1 %- 3.8 % 0.1 % 0.1 %- 1.9 % Expected dividend - - - |
Schedule of Stock-Based Compensation Expense Recognized | Total stock-based compensation expense recognized was as follows: Year Ended December 31, 2022 2021 2020 (in thousands) Research and development expense: Stock options $ 2,287 $ 2,208 $ 1,405 Restricted stock units 7,227 4,280 770 ESPP 592 638 512 Subtotal 10,106 7,126 2,687 General and administrative expense: Stock options 10,261 11,045 7,098 Restricted stock units 5,781 4,920 2,021 ESPP 156 150 111 Subtotal 16,198 16,115 9,230 Total $ 26,304 $ 23,241 $ 11,917 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Schedule of Current Provision for Income Taxes | Current provision for income taxes consists of the following: Year Ended December 31, 2022 2021 2020 (in thousands) State $ - $ - $ 103 Foreign 2,500 - - Total current provision for income taxes $ 2,500 $ - $ 103 |
Schedule of Effective Tax Rate of Provision (Benefit) for Income Taxes | The effective tax rate of the Company’s provision (benefit) for income taxes differs from the federal statutory rate as follows: Year Ended December 31, 2022 2021 2020 Federal statutory rate 21.0 % 21.0 % 21.0 % State tax - - ( 0.1 ) Change in valuation allowance ( 26.2 ) ( 24.7 ) ( 34.7 ) Tax credits 5.1 3.7 9.3 Stock compensation ( 3.2 ) ( 0.2 ) ( 1.9 ) Foreign withholding ( 2.1 ) - - Other 3.3 0.2 6.1 Total ( 2.1 )% 0 % ( 0.3 )% |
Schedule of Components of Deferred Tax Assets | The components of the Company’s deferred tax assets consist of the following: December 31 2022 2021 (in thousands) Deferred tax assets: Net operating loss carryforwards $ 60,952 $ 67,719 Research and development credits 40,396 31,864 Capatalized research and development expenditure 24,481 - Accruals and other 3,849 3,973 Operating lease liability 7,471 7,266 Stock based compensation 4,562 3,910 Fixed asset basis 663 1,008 Total deferred tax assets 142,374 115,740 Less: valuation allowance ( 131,228 ) ( 100,646 ) Gross deferred tax assets 11,146 15,094 Deferred tax liabilities: Operating lease right-of-use asset ( 5,783 ) ( 6,716 ) Vaxcyte investment ( 5,363 ) ( 8,378 ) Total deferred tax liabilities ( 11,146 ) ( 15,094 ) Total net deferred tax assets $ - $ - |
Schedule of Reconciliation of Unrecognized Tax Benefits | A reconciliation of the beginning and ending amounts of unrecognized tax benefits is as follows: December 31 2022 2021 2020 (in thousands) Gross unrecognized tax benefit at January 1 $ 6,409 $ 4,902 $ 3,783 Additions for tax positions taken in the current year 2,255 1,492 1,090 Additions / (Reductions) for tax positions of prior years ( 15 ) 15 29 Gross unrecognized tax benefit at December 31 $ 8,649 $ 6,409 $ 4,902 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Earnings Per Share [Abstract] | |
Summary of Computation of Company's Basic and Diluted Net Loss Per Share | The following table sets forth the computation of the Company’s basic and diluted net loss per share. Year Ended December 31, 2022 2021 2020 (in thousands, except share and per share amounts) Numerator: Net loss $ ( 119,204 ) $ ( 105,538 ) $ ( 32,128 ) Denominator: Shares used in computing net loss per share 50,739,185 46,119,089 32,573,469 Net loss per share, basic and diluted $ ( 2.35 ) $ ( 2.29 ) $ ( 0.99 ) |
Summary of Common Stock Equivalents of Antidilutive Securities Excluded from Computation of Diluted Net Loss per Share | The following common stock equivalents were excluded from the computation of diluted net loss per share for the years ended December 31, 2022, 2021 and 2020 because including them would have been antidilutive: Year Ended December 31, 2022 2021 2020 Common stock options issued and outstanding 7,310,611 6,512,086 5,439,295 Restricted stock units issued and outstanding 3,958,478 2,403,826 666,375 Warrants to purchase common stock 127,616 127,616 153,070 Shares to be issued under ESPP 150,532 54,759 55,299 Total 11,547,237 9,098,287 6,314,039 |
Organization and Principal Ac_2
Organization and Principal Activities - Additional Information (Details) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 USD ($) Segment shares | Dec. 31, 2020 USD ($) shares | Dec. 31, 2021 USD ($) | |
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||
Date of incorporation | Apr. 21, 2003 | ||
Number of operating segments | Segment | 1 | ||
Accumulated deficit | $ 452,615 | $ 333,411 | |
Net proceeds from issuance of common stock | 56,270 | $ 251,415 | |
Unrestricted cash, cash equivalents and marketable securities | $ 302,300 | ||
Substantial doubt about going concern, within one year | false | ||
Headquartered in | South San Francisco | ||
Headquartered in state | CA | ||
Vaxcyte | |||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||
Unrestricted cash cash equivalents and equity securities at carrying value | $ 32,000 | ||
Minimum | |||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||
Period from issuance date of unaudited interim condensed financial statements | 12 months | ||
Common Stock | |||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||
Shares of common stock | shares | 19,550,000 | ||
Common Stock | At-the-Market (“ATM") | |||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||
Shares of common stock | shares | 10,285,160 | ||
Gross proceeds from issuance of common stock | $ 58,300 | ||
Underwriting discounts and commissions and other offering expenses | 2,000 | ||
Net proceeds from issuance of common stock | $ 56,300 |
Basis of Presentation and Sum_4
Basis of Presentation and Summary of Significant Accounting Policies - Additional Information (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Summary Of Significant Accounting Policies [Line Items] | |||
Operating lease right-of-use assets | $ 26,443,000 | $ 29,041,000 | |
Operating lease liabilities current | 4,585,000 | 1,037,000 | |
Total lease liabilities, non-current | 29,574,000 | 31,224,000 | |
Restricted cash | 872,000 | 872,000 | $ 872,000 |
Impairment of long-lived assets | $ 0 | $ 0 | $ 0 |
Accounting Standards Update 2016-02 | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Change in accounting principle, accounting standards update, adopted [true false] | true | ||
Change in accounting principle, accounting standards update, adoption date | Jul. 01, 2021 | ||
Minimum | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Property and equipment useful lives | 3 years | ||
Maximum | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Property and equipment useful lives | 5 years |
Basis of Presentation and Sum_5
Basis of Presentation and Summary of Significant Accounting Policies - Schedule of Reconciliation of Cash, Cash Equivalents and Restricted Cash (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Accounting Policies [Abstract] | |||
Cash and cash equivalents | $ 47,254 | $ 30,414 | $ 206,152 |
Restricted cash | 872 | 872 | 872 |
Total cash, cash equivalents and restricted cash shown in the Statements of Cash Flows | $ 48,126 | $ 31,286 | $ 207,024 |
Fair Value Measurements - Fair
Fair Value Measurements - Fair Value of Financial Assets and Liabilities Measured on Recurring Basis (Details) - Fair Value Measurements Recurring - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
Assets: | ||
Total | $ 330,430,000 | $ 265,750,000 |
Level 1 | ||
Assets: | ||
Total | 159,757,000 | 114,052,000 |
Level 2 | ||
Assets: | ||
Total | 170,673,000 | 151,698,000 |
Level 3 | ||
Assets: | ||
Total | 0 | 0 |
Money Market Funds | ||
Assets: | ||
Total | 36,486,000 | 29,451,000 |
Money Market Funds | Level 1 | ||
Assets: | ||
Total | 36,486,000 | 29,451,000 |
Commercial Paper | ||
Assets: | ||
Total | 87,140,000 | 22,580,000 |
Commercial Paper | Level 2 | ||
Assets: | ||
Total | 87,140,000 | 22,580,000 |
Corporate Debt Securities | ||
Assets: | ||
Total | 36,429,000 | 74,861,000 |
Corporate Debt Securities | Level 2 | ||
Assets: | ||
Total | 36,429,000 | 74,861,000 |
Equity Securities | ||
Assets: | ||
Total | 32,020,000 | 37,181,000 |
Equity Securities | Level 1 | ||
Assets: | ||
Total | 32,020,000 | 37,181,000 |
Asset-backed Securities | ||
Assets: | ||
Total | 14,016,000 | 32,957,000 |
Asset-backed Securities | Level 2 | ||
Assets: | ||
Total | 14,016,000 | 32,957,000 |
U.S. Government Securities | ||
Assets: | ||
Total | 91,251,000 | 47,420,000 |
U.S. Government Securities | Level 1 | ||
Assets: | ||
Total | 91,251,000 | 47,420,000 |
U.S. agency securities | ||
Assets: | ||
Total | 16,607,000 | |
U.S. agency securities | Level 2 | ||
Assets: | ||
Total | 16,607,000 | |
Supranational Debt Securities | ||
Assets: | ||
Total | 16,481,000 | 21,300,000 |
Supranational Debt Securities | Level 2 | ||
Assets: | ||
Total | $ 16,481,000 | $ 21,300,000 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Estimated fair value of equity securities | $ 32,020,000 | $ 37,181,000 | |
Unrealized gain (loss) on equity securities | 12,130,000 | $ (4,454,000) | $ 41,498,000 |
Realized gain (loss) on equity securities | $ 4,074,000 | ||
Shares received | 167,780 | 167,780 | 167,780 |
Non-cash fair value equity securities | $ 7,500,000 | ||
Vaxcyte | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Shares received | 167,780 | ||
Vaxcyte | Vaxcyte Common Stock | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Estimated fair value of equity securities | $ 32,000,000 | $ 37,200,000 | |
Unrealized gain (loss) on equity securities | 12,100,000 | $ (4,500,000) | $ 41,500,000 |
Non-cash fair value equity securities | $ 7,500,000 | ||
Vaxcyte | Equity Securities | Vaxcyte Common Stock | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Number of shares held | 667,780 | 1,562,879 | |
Shares of common stock | 1,058,434 | 0 | |
Realized gain (loss) on equity securities | $ 4,100,000 | ||
Shares received | 167,780 | ||
Fair Value Measurements Recurring | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Securities held | $ 330,430,000 | $ 265,750,000 | |
Fair Value Measurements Recurring | Level 3 | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Securities held | $ 0 | $ 0 |
Cash Equivalents and Marketab_3
Cash Equivalents and Marketable Securities - Schedule of Cash Equivalents and Marketable Securities (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Cash And Cash Equivalents [Line Items] | |||
Amortized Cost Basis | $ 299,026 | $ 228,883 | |
Unrealized Gains | 10 | ||
Unrealized Losses | (626) | (314) | |
Fair Value | 298,410 | 228,569 | |
Less amounts classified as cash equivalents, Amortized Cost Basis | (47,254) | (30,414) | $ (206,152) |
Marketable Securities | |||
Cash And Cash Equivalents [Line Items] | |||
Amortized Cost Basis | 255,708 | 199,432 | |
Unrealized Gains | 8 | ||
Unrealized Losses | (626) | (314) | |
Fair Value | 255,090 | 199,118 | |
Cash Equivalents | |||
Cash And Cash Equivalents [Line Items] | |||
Less amounts classified as cash equivalents, Amortized Cost Basis | (43,318) | (29,451) | |
Less amounts classified as cash equivalents, Unrealized Gains | (2) | ||
Less amounts classified as cash equivalents, Fair Value | (43,320) | (29,451) | |
Money Market Funds | |||
Cash And Cash Equivalents [Line Items] | |||
Amortized Cost Basis | 36,486 | 29,451 | |
Fair Value | 36,486 | 29,451 | |
Commercial Paper | |||
Cash And Cash Equivalents [Line Items] | |||
Amortized Cost Basis | 87,140 | 22,580 | |
Fair Value | 87,140 | 22,580 | |
Corporate Debt Securities | |||
Cash And Cash Equivalents [Line Items] | |||
Amortized Cost Basis | 36,554 | 75,012 | |
Unrealized Gains | 2 | ||
Unrealized Losses | (127) | (151) | |
Fair Value | 36,429 | 74,861 | |
Asset-backed Securities | |||
Cash And Cash Equivalents [Line Items] | |||
Amortized Cost Basis | 14,026 | 32,975 | |
Unrealized Losses | (10) | (18) | |
Fair Value | 14,016 | 32,957 | |
U.S. Government Securities | |||
Cash And Cash Equivalents [Line Items] | |||
Amortized Cost Basis | 91,619 | 47,504 | |
Unrealized Gains | 8 | ||
Unrealized Losses | (376) | (84) | |
Fair Value | 91,251 | 47,420 | |
U.S. agency securities | |||
Cash And Cash Equivalents [Line Items] | |||
Amortized Cost Basis | 16,646 | ||
Unrealized Losses | (39) | ||
Fair Value | 16,607 | ||
Supranational Debt Securities | |||
Cash And Cash Equivalents [Line Items] | |||
Amortized Cost Basis | 16,555 | 21,361 | |
Unrealized Losses | (74) | (61) | |
Fair Value | $ 16,481 | $ 21,300 |
Cash Equivalents and Marketab_4
Cash Equivalents and Marketable Securities - Additional Information (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Cash And Cash Equivalents [Line Items] | |||
Long-term marketable securities | $ 0 | $ 68,775,000 | |
Investments in an unrealized loss position | 139,500,000 | 176,500,000 | |
Unrealized losses | 626,000 | 314,000 | |
Recognition of other-than-temporary impairment | $ 0 | $ 0 | $ 0 |
Maximum | |||
Cash And Cash Equivalents [Line Items] | |||
Marketable securities maturity period | 1 year | 1 year |
Collaboration and License Agr_3
Collaboration and License Agreements and Supply Agreements - Additional Information (Details) | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||||||||||||
Mar. 31, 2021 USD ($) | Mar. 31, 2023 USD ($) | Jun. 30, 2022 USD ($) Program PerformanceObligation | Apr. 30, 2022 USD ($) | Dec. 31, 2021 USD ($) | Oct. 31, 2021 USD ($) | Aug. 31, 2020 USD ($) | Mar. 31, 2020 USD ($) | Feb. 29, 2020 USD ($) | Sep. 30, 2019 USD ($) | May 31, 2019 USD ($) | Jul. 31, 2018 USD ($) Program | Aug. 31, 2017 Program | Jun. 30, 2021 USD ($) | Dec. 31, 2022 USD ($) Installment shares | Dec. 31, 2021 USD ($) shares | Dec. 31, 2020 shares | |
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||||||||
Accounts receivable, reserve for credit losses | $ 0 | $ 0 | $ 0 | ||||||||||||||
Shares | shares | 167,780 | 167,780 | 167,780 | ||||||||||||||
Vaxcyte, Inc. | |||||||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||||||||
Deferred revenue | 0 | $ 17,500,000 | $ 0 | ||||||||||||||
Nonrefundable, non-creditable upfront payment receivable | 10,000,000 | ||||||||||||||||
Common stock fair value | 7,500,000 | ||||||||||||||||
Additional nonrefundable and noncreditable payment | 5,000,000 | ||||||||||||||||
Additional milestone payment | 60,000,000 | ||||||||||||||||
Regulatory milestones cash in payment | $ 75,000,000 | ||||||||||||||||
Shares | shares | 167,780 | ||||||||||||||||
Number of installments | Installment | 2 | ||||||||||||||||
BioNova Option Agreement | |||||||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||||||||
Deferred revenue | $ 0 | ||||||||||||||||
Initial licensing option payment | $ 4,000,000 | 4,000,000 | |||||||||||||||
Maximum potential payments related to option exercise, development, regulatory, and commercial milestones | $ 199,000,000 | ||||||||||||||||
Minimum term of royalties receivable based on annual net sales | 10 years | ||||||||||||||||
Initial licensing option refundable payment | $ 4,000,000 | ||||||||||||||||
Additional payment required to exercise license option | $ 12,000,000 | ||||||||||||||||
2019 EMD Serono Supply Agreement | |||||||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||||||||
Deferred revenue | 0 | 0 | 0 | ||||||||||||||
BMS Agreement | |||||||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||||||||
Number of programs advancing through preclinical development | Program | 4 | ||||||||||||||||
Contingent payments | $ 275,000,000 | ||||||||||||||||
Deferred revenue | 0 | 0 | 0 | ||||||||||||||
2018 BMS Master Services Agreement | |||||||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||||||||
Deferred revenue | 600,000 | 3,100,000 | 600,000 | ||||||||||||||
2018 Merck Agreement | |||||||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||||||||
Deferred revenue | 900,000 | 0 | 900,000 | ||||||||||||||
Milestone payment receivable upon initiation of IND enabling toxicology study | $ 15,000,000 | ||||||||||||||||
2018 Merck Agreement | Merck Sharp & Dohme Corp | |||||||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||||||||
Contingent payment received | 10,000,000 | ||||||||||||||||
Milestone payment received | 2,500,000 | 2,500,000 | |||||||||||||||
Additional milestone payment received | 7,500,000 | ||||||||||||||||
Number of target programs | Program | 2 | ||||||||||||||||
Initial transaction price | $ 60,000,000 | ||||||||||||||||
Upfront payment received | 60,000,000 | ||||||||||||||||
Revenue recognized | $ 600,000 | 1,900,000 | |||||||||||||||
Revenue recognition aggregate contingent payments eligible to receive | 500,000,000 | ||||||||||||||||
Milestone method revenue recognition description | If one or more products from the target program is developed for non-oncology or a single indication, the Company will be eligible for reduced aggregate contingent payments. In addition, the Company is eligible to receive tiered royalties ranging from mid-single digit to low teen percentages on the worldwide sales of any commercial products that may result from the collaboration | ||||||||||||||||
2018 Merck Agreement | Future Services on Collaboration Joint Steering Committee ("JSC") | |||||||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||||||||
Contingent payment received | 15,000,000 | ||||||||||||||||
Remaining contingent payment received | 300,000 | ||||||||||||||||
Revenue recognized | $ 300,000 | ||||||||||||||||
First Cytokine-Derivative Program | Merck Sharp & Dohme Corp | |||||||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||||||||
Upfront payment received | $ 5,000,000 | ||||||||||||||||
Extended research term | 1 year | ||||||||||||||||
Transaction price | $ 65,000,000 | $ 65,000,000 | $ 60,000,000 | 80,000,000 | |||||||||||||
Constrained variable consideration | $ 5,000,000 | 15,000,000 | |||||||||||||||
2020 Merck Master Services Agreement | |||||||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||||||||
Deferred revenue | 0 | 0 | 0 | ||||||||||||||
MDA Agreement | EMD Serono | |||||||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||||||||
Contingent payment received | $ 1,500,000 | $ 2,000,000 | |||||||||||||||
Milestone payment received | $ 1,000,000 | ||||||||||||||||
Deferred revenue | 0 | 0 | 0 | ||||||||||||||
Maximum amount eligible to receive for each product developed | 52,500,000 | ||||||||||||||||
Supply Agreement | Vaxcyte, Inc. | |||||||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||||||||
Reimbursements expenses accruals | $ 2,300 | 4,800,000 | 2,300 | ||||||||||||||
Reimbursements expenses | 12,400,000 | 8,900,000 | |||||||||||||||
Tasly License Agreement | |||||||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||||||||
Minimum term of royalties receivable based on annual net sales | 10 years | ||||||||||||||||
Nonrefundable upfront payment receivable | $ 40,000,000 | 40,000,000 | 40,000,000 | ||||||||||||||
Maximum potential payments related to development regulatory commercialization contingent payments and milestones | $ 350,000,000 | 345,000,000 | |||||||||||||||
Reduction of research and development expenses recognized | 0 | 0 | |||||||||||||||
Upfront payment revenue not recognized | 40,000,000 | ||||||||||||||||
Initial licensing payment due | $ 25,000,000 | ||||||||||||||||
Upfront payment revenue recognized | 25,000,000 | ||||||||||||||||
Upfront payment withholding tax amount | 2,500,000 | ||||||||||||||||
Tasly License Agreement | Scenario Forecast | |||||||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||||||||
Initial licensing payment in escrow | $ 15,000,000 | ||||||||||||||||
Astellas License and Collaboration Agreement | |||||||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||||||||
Deferred revenue | $ 0 | 86,100,000 | $ 0 | ||||||||||||||
Number of target programs | Program | 3 | ||||||||||||||||
Upfront payment received | 90,000,000 | ||||||||||||||||
Transaction price | $ 90,000,000 | ||||||||||||||||
Nonrefundable, non-creditable upfront payment receivable | 90,000,000 | ||||||||||||||||
Number of performance obligations | PerformanceObligation | 4 | ||||||||||||||||
Recognition of up front payment | $ 89,100,000 | ||||||||||||||||
Estimated service period | 4 years | ||||||||||||||||
Maximum amount eligible to receive for development, regulatory and commercial milestones for each product candidate | 422,500,000 | ||||||||||||||||
Termination written notice period | 30 days | ||||||||||||||||
Upfront payment revenue not recognized | $ 32,600,000 | ||||||||||||||||
Astellas License and Collaboration Agreement | Future Services on Collaboration Joint Steering Committee ("JSC") | |||||||||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||||||||
Recognition of up front payment | $ 900,000 |
Collaboration and License Agr_4
Collaboration and License Agreements and Supply Agreements - Summary of Recognized Revenue (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Revenue Recognition Multiple Deliverable Arrangements [Line Items] | |||
Total revenue | $ 67,772 | $ 61,880 | $ 42,722 |
Collaboration and License Agreements and Supply Agreements | |||
Revenue Recognition Multiple Deliverable Arrangements [Line Items] | |||
Total revenue | 67,772 | 61,880 | 42,722 |
Collaboration and License Agreements and Supply Agreements | Bristol-Myers Squibb Company ("BMS") | |||
Revenue Recognition Multiple Deliverable Arrangements [Line Items] | |||
Total revenue | 9,752 | 11,483 | 11,407 |
Collaboration and License Agreements and Supply Agreements | Merck Sharp & Dohme Corporation ("Merck") | |||
Revenue Recognition Multiple Deliverable Arrangements [Line Items] | |||
Total revenue | 11,600 | 42,780 | 26,075 |
Collaboration and License Agreements and Supply Agreements | Merck KGaA, Darmstadt, Germany (operating in the United States and Canada under the name ''EMD Serono'') | |||
Revenue Recognition Multiple Deliverable Arrangements [Line Items] | |||
Total revenue | 2,695 | 4,576 | 5,042 |
Collaboration and License Agreements and Supply Agreements | Astellas Pharma Inc. ("Astellas") | |||
Revenue Recognition Multiple Deliverable Arrangements [Line Items] | |||
Total revenue | 10,897 | ||
Collaboration and License Agreements and Supply Agreements | Vaxcyte | |||
Revenue Recognition Multiple Deliverable Arrangements [Line Items] | |||
Total revenue | 3,828 | 3,041 | 198 |
Collaboration and License Agreements and Supply Agreements | BioNova Pharmaceuticals, Ltd. ("BioNova") | |||
Revenue Recognition Multiple Deliverable Arrangements [Line Items] | |||
Total revenue | 4,000 | ||
Collaboration and License Agreements and Supply Agreements | Tasly Biopharmaceuticals Co., Ltd. ("Tasly") | |||
Revenue Recognition Multiple Deliverable Arrangements [Line Items] | |||
Total revenue | 25,000 | ||
BMS Agreement and the 2018 BMS Master Services Agreement | |||
Revenue Recognition Multiple Deliverable Arrangements [Line Items] | |||
Revenues | 9,752 | 11,483 | 11,407 |
BMS Agreement and the 2018 BMS Master Services Agreement | Ongoing Performance Related to Unsatisfied Performance Obligations | |||
Revenue Recognition Multiple Deliverable Arrangements [Line Items] | |||
Revenues | 2,974 | ||
BMS Agreement and the 2018 BMS Master Services Agreement | Research and Development Services | |||
Revenue Recognition Multiple Deliverable Arrangements [Line Items] | |||
Revenues | 700 | 940 | 646 |
BMS Agreement and the 2018 BMS Master Services Agreement | Materials Supply | |||
Revenue Recognition Multiple Deliverable Arrangements [Line Items] | |||
Revenues | 9,052 | 10,543 | 7,787 |
2020 Merck Master Services Agreement | |||
Revenue Recognition Multiple Deliverable Arrangements [Line Items] | |||
Total revenue | 11,600 | 42,780 | 26,075 |
2020 Merck Master Services Agreement | Ongoing Performance Related to Unsatisfied Performance Obligations | |||
Revenue Recognition Multiple Deliverable Arrangements [Line Items] | |||
Total revenue | 862 | 35,098 | 18,474 |
2020 Merck Master Services Agreement | Contingent Payment Earned | |||
Revenue Recognition Multiple Deliverable Arrangements [Line Items] | |||
Total revenue | 10,000 | ||
2020 Merck Master Services Agreement | Research and Development Services | |||
Revenue Recognition Multiple Deliverable Arrangements [Line Items] | |||
Total revenue | 577 | 2,666 | 5,485 |
2020 Merck Master Services Agreement | Financing Component on Unearned Revenue | |||
Revenue Recognition Multiple Deliverable Arrangements [Line Items] | |||
Total revenue | 610 | 1,852 | |
2020 Merck Master Services Agreement | Materials Supply | |||
Revenue Recognition Multiple Deliverable Arrangements [Line Items] | |||
Total revenue | 161 | 4,406 | 264 |
2019 EMD Serono Supply Agreement | |||
Revenue Recognition Multiple Deliverable Arrangements [Line Items] | |||
Total revenue | 2,695 | 4,576 | 5,042 |
2019 EMD Serono Supply Agreement | Contingent Payment Earned | |||
Revenue Recognition Multiple Deliverable Arrangements [Line Items] | |||
Total revenue | 2,000 | 1,000 | |
2019 EMD Serono Supply Agreement | Research and Development Services | |||
Revenue Recognition Multiple Deliverable Arrangements [Line Items] | |||
Total revenue | 510 | 851 | 1,316 |
2019 EMD Serono Supply Agreement | Materials Supply | |||
Revenue Recognition Multiple Deliverable Arrangements [Line Items] | |||
Total revenue | 2,185 | 1,725 | 2,726 |
Supply Agreement | Vaxcyte | |||
Revenue Recognition Multiple Deliverable Arrangements [Line Items] | |||
Total revenue | 3,828 | 3,041 | 198 |
Supply Agreement | Vaxcyte | Research and Development Services | |||
Revenue Recognition Multiple Deliverable Arrangements [Line Items] | |||
Total revenue | 2,356 | 1,131 | 184 |
Supply Agreement | Vaxcyte | Materials Supply | |||
Revenue Recognition Multiple Deliverable Arrangements [Line Items] | |||
Total revenue | 1,472 | $ 1,910 | $ 14 |
Astellas License and Collaboration Agreement | |||
Revenue Recognition Multiple Deliverable Arrangements [Line Items] | |||
Total revenue | 10,897 | ||
Astellas License and Collaboration Agreement | Ongoing Performance Related to Unsatisfied Performance Obligations | |||
Revenue Recognition Multiple Deliverable Arrangements [Line Items] | |||
Total revenue | 3,940 | ||
Astellas License and Collaboration Agreement | Research and Development Services | |||
Revenue Recognition Multiple Deliverable Arrangements [Line Items] | |||
Total revenue | 1,878 | ||
Astellas License and Collaboration Agreement | Financing Component on Unearned Revenue | |||
Revenue Recognition Multiple Deliverable Arrangements [Line Items] | |||
Total revenue | $ 5,079 |
Collaboration and License Agr_5
Collaboration and License Agreements and Supply Agreements - Summary of Deferred Revenue Balance (Details) - Collaboration and License Agreements and Supply Agreements $ in Thousands | 12 Months Ended |
Dec. 31, 2022 USD ($) | |
Revenue Recognition Multiple Deliverable Arrangements [Line Items] | |
Deferred revenue | $ 5,496 |
Additions to deferred revenue | 113,717 |
Recognition of revenue in current period | (12,569) |
Deferred revenue | $ 106,644 |
Collaboration and License Agr_6
Collaboration and License Agreements and Supply Agreements - Performance Obligations - Additional Information (Details) - Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2023-01-01 $ in Millions | Dec. 31, 2022 USD ($) |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, amount | $ 16.8 |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 12 months |
Property and Equipment, Net - S
Property and Equipment, Net - Summary of Property and Equipment, Net (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Property Plant And Equipment [Line Items] | ||
Total | $ 62,526 | $ 55,976 |
Less accumulated depreciation and amortization | (37,905) | (33,426) |
Total property and equipment, net | 24,621 | 22,550 |
Computer Equipment and Software | ||
Property Plant And Equipment [Line Items] | ||
Total | 1,536 | 1,353 |
Furniture and Office Equipment | ||
Property Plant And Equipment [Line Items] | ||
Total | 247 | 237 |
Laboratory Equipment | ||
Property Plant And Equipment [Line Items] | ||
Total | 35,843 | 30,231 |
Leasehold Improvements | ||
Property Plant And Equipment [Line Items] | ||
Total | 23,215 | 23,649 |
Construction in Progress | ||
Property Plant And Equipment [Line Items] | ||
Total | $ 1,685 | $ 506 |
Property and Equipment, Net - A
Property and Equipment, Net - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Property, Plant and Equipment, Net [Abstract] | |||
Depreciation and amortization expense | $ 5,690 | $ 4,844 | $ 4,297 |
Loan and Security Agreement - A
Loan and Security Agreement - Additional Information (Details) | 12 Months Ended | ||||||
Feb. 28, 2020 USD ($) Installment $ / shares shares | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | Nov. 30, 2021 shares | Oct. 01, 2018 shares | Aug. 31, 2017 USD ($) | |
Debt Instrument [Line Items] | |||||||
Interest payable | $ 100,000 | $ 200,000 | |||||
Loan and accretion of debt discount | 500,000 | 600,000 | $ 500,000 | ||||
Interest expense, debt | $ 2,400,000 | $ 2,600,000 | $ 2,300,000 | ||||
Average interest rate | 8.72% | 8.07% | 8.08% | ||||
Series E Redeemable Convertible Preferred Stock | |||||||
Debt Instrument [Line Items] | |||||||
Warrant to purchase stock | shares | 46,359 | 46,359 | |||||
Loan and Security Agreement | Oxford Finance LLC and Silicon Valley Bank | |||||||
Debt Instrument [Line Items] | |||||||
Unrestricted cash balance | $ 10,000,000 | ||||||
Warrant to purchase stock | shares | 81,257 | ||||||
Exercise price per share | $ / shares | $ 9.23 | ||||||
Estimated fair value upon issuance of warrants | $ 600,000 | ||||||
Loan and Security Agreement | Oxford Finance LLC and Silicon Valley Bank | August 2017 Loan | |||||||
Debt Instrument [Line Items] | |||||||
Borrowed amount | $ 15,000,000 | ||||||
Loan and Security Agreement | Oxford Finance LLC and Silicon Valley Bank | Term A Loan | |||||||
Debt Instrument [Line Items] | |||||||
Borrowed amount | $ 25,000,000 | ||||||
Number of monthly installments | Installment | 24 | ||||||
Payment terms, description | The Term A Loan matures on March 1, 2024 (the “Maturity Date”) and was interest-only through March 1, 2022, followed by 24 equal monthly payments of principal and interest. | ||||||
Interest charges on loan | 8.07% | ||||||
Description of interest charges on loan | The Term A Loan will bear interest at a floating per annum rate equal to the greater of (i) 8.07% or (ii) the sum of (a) the greater of (1) the thirty (30) day U.S. LIBOR rate reported in the Wall Street Journal on the last business day of the month that immediately precedes the month in which the interest will accrue or (2) 1.67%, plus (b) 6.40%. | ||||||
Term loan maximum borrowing capacity | $ 25,000,000 | ||||||
Repayment of outstanding principal amount | $ 9,600,000 | ||||||
Debt instrument, maturity date | Mar. 01, 2024 | ||||||
Debt instrument interest only payments maturity date | Mar. 01, 2022 | ||||||
Floor percent of thirty days libor | 1.67% | ||||||
Final payment fee percentage | 3.83% | ||||||
Interest payable | $ 1,000,000 | ||||||
Principal amount Prepayment amount percentage to be paid before first anniversary | 3% | ||||||
Principal amount Prepayment amount percentage to be paid between first and second anniversary | 2% | ||||||
Principal amount Prepayment amount percentage to be paid to be paid thereafter and prior to maturity | 1% | ||||||
Loan and Security Agreement | Oxford Finance LLC and Silicon Valley Bank | Term A Loan | LIBOR | |||||||
Debt Instrument [Line Items] | |||||||
Interest charges on loan | 6.40% |
Loan and Security Agreement - L
Loan and Security Agreement - Long-term Debt and Net Premium (Amortization) Balances (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Debt Instruments [Abstract] | ||
Principal amount of debt outstanding | $ 15,625 | $ 25,000 |
Net premium associated with accretion of final payment and other debt issuance costs | 646 | 113 |
Debt, current and non-current | 16,271 | 25,113 |
Less: Debt, current portion | (12,500) | (9,375) |
Debt, non-current | $ 3,771 | $ 15,738 |
Loan and Security Agreement - F
Loan and Security Agreement - Future Minimum Payments of Loan and Security Agreement (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Maturities of Long-Term Debt [Abstract] | ||
2023 | $ 13,312 | |
2024 | 4,126 | |
Total future maturities | 17,438 | |
Less: amount representing interest | (855) | |
Less: final payment | (958) | |
Total principal amount of debt outstanding | $ 15,625 | $ 25,000 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) $ in Thousands | 1 Months Ended | 12 Months Ended | ||||
Jun. 30, 2021 USD ($) | Sep. 30, 2020 USD ($) ft² | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | Jul. 31, 2021 ft² | |
Loss Contingencies [Line Items] | ||||||
Aggregate estimated base rent payments due | $ 44,037 | |||||
Rent expense | $ 4,700 | |||||
Operating lease expense | 6,200 | $ 8,400 | ||||
Operating lease payments | $ 1,700 | $ 6,200 | ||||
Operating lease, weighted average remaining lease term | 4 years 9 months 18 days | 5 years 8 months 12 days | ||||
Operating lease, weighted average discount rate, percent | 10.80% | 10.80% | ||||
Sublease Agreement | ||||||
Loss Contingencies [Line Items] | ||||||
Security deposit | $ 900 | $ 900 | ||||
Sublease Agreement | Five Prime Therapeutics, Inc. (the “Sublessor”) | ||||||
Loss Contingencies [Line Items] | ||||||
Area of Sublease Premises | ft² | 115,466 | |||||
Lease expiration Date | Dec. 31, 2027 | |||||
Aggregate estimated base rent payments due | $ 39,100 | |||||
Lease base rent abatement | $ 5,200 | |||||
San Carlos Lease | California | ||||||
Loss Contingencies [Line Items] | ||||||
Lease extension period | 5 years | |||||
Lease expiration Date | Jul. 31, 2026 | |||||
Lease renewal term | 5 years | |||||
Aggregate estimated base rent payments due | $ 4,200 | |||||
Industrial Lease | California | ||||||
Loss Contingencies [Line Items] | ||||||
Lease extension period | 5 years | |||||
Lease expiration Date | Jun. 30, 2026 | |||||
Lease renewal term | 5 years | |||||
Aggregate estimated base rent payments due | $ 4,300 | |||||
Initial Premises | Sublease Agreement | Five Prime Therapeutics, Inc. (the “Sublessor”) | ||||||
Loss Contingencies [Line Items] | ||||||
Area of Sublease Premises | ft² | 85,755 | |||||
Expansion Premises | Sublease Agreement | Five Prime Therapeutics, Inc. (the “Sublessor”) | ||||||
Loss Contingencies [Line Items] | ||||||
Area of Sublease Premises | ft² | 29,711 |
Commitments and Contingencies_2
Commitments and Contingencies - Schedule of Components of Lease Costs (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Operating lease cost | $ 6,154 | $ 8,355 |
Short-term lease cost | 82 | 117 |
Variable lease cost | 1,610 | 2,089 |
Total lease cost | $ 7,846 | $ 10,561 |
Commitments and Contingencies_3
Commitments and Contingencies - Schedule of Maturities of Operating Lease Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Commitments and Contingencies Disclosure [Abstract] | ||
2023 | $ 8,002 | |
2024 | 9,219 | |
2025 | 9,533 | |
2026 | 8,994 | |
2027 | 8,289 | |
Total lease payments | 44,037 | |
Less: imputed interest | (9,878) | |
Operating lease liabilities | 34,159 | |
Less: current portion | (4,585) | $ (1,037) |
Total lease liabilities, non-current | $ 29,574 | $ 31,224 |
Accrued Expenses and Other Cu_3
Accrued Expenses and Other Current Liabilities - Schedule of Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||
Other | $ 3,080 | $ 2,750 |
Total accrued expenses and other current liabilities | 14,764 | 8,402 |
Supply Agreement | Vaxcyte | ||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||
Collaboration and license agreements and supply agreement accruals | 4,830 | 2,286 |
CMO | ||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||
Collaboration and license agreements and supply agreement accruals | 3,900 | 1,102 |
Clinical Trials | ||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||
Collaboration and license agreements and supply agreement accruals | $ 2,954 | $ 2,264 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Details) - $ / shares | 1 Months Ended | 12 Months Ended | ||||
Oct. 01, 2018 | Nov. 30, 2021 | Aug. 31, 2017 | Dec. 31, 2022 | Dec. 31, 2021 | Feb. 28, 2020 | |
Stockholders Equity [Line Items] | ||||||
Voting rights per share | one vote per share | |||||
Preferred stock shares authorized | 10,000,000 | 10,000,000 | ||||
Preferred stock, par value | $ 0.001 | $ 0.001 | ||||
Preferred stock, outstanding | 0 | 0 | ||||
Common Stock Warrant | ||||||
Stockholders Equity [Line Items] | ||||||
Issuance of warrants to purchase shares | 9,308 | |||||
Loan and Security Agreement | Oxford Finance LLC | ||||||
Stockholders Equity [Line Items] | ||||||
Issuance of warrants to purchase shares | 54,171 | |||||
Loan and Security Agreement | Silicon Valley Bank | ||||||
Stockholders Equity [Line Items] | ||||||
Issuance of warrants to purchase shares | 27,086 | |||||
Loan and Security Agreement | Oxford Finance LLC and Silicon Valley Bank | ||||||
Stockholders Equity [Line Items] | ||||||
Issuance of warrants to purchase shares | 81,257 | |||||
Exercise price per share | $ 9.23 | |||||
Series E Redeemable Convertible Preferred Stock | ||||||
Stockholders Equity [Line Items] | ||||||
Issuance of warrants to purchase shares | 46,359 | 46,359 | ||||
Preferred stock, conversion basis | 1-for-0.0275 | |||||
Series C Redeemable Convertible Preferred Stock | ||||||
Stockholders Equity [Line Items] | ||||||
Issuance of warrants to purchase shares | 25,453 | |||||
Exercise price per share | $ 12.9649 | |||||
Preferred stock, conversion basis | 1-for-0.0370 | |||||
Conversion of warrants to purchase of shares of common stock | 687,928 | |||||
Cancellation of redeemable convertible preferred warrants | 1,232,220 | |||||
Oxford Finance LLC and Silicon Valley Bank | Series D Two Redeemable Convertible Preferred Stock | Loan and Security Agreement | ||||||
Stockholders Equity [Line Items] | ||||||
Issuance of warrants to purchase shares | 682,230 | |||||
Exercise price per share | $ 0.6596 | |||||
Oxford Finance LLC and Silicon Valley Bank | Series E Redeemable Convertible Preferred Stock | Loan and Security Agreement | ||||||
Stockholders Equity [Line Items] | ||||||
Issuance of warrants to purchase shares | 1,682,871 | |||||
Exercise price per share | $ 0.2674 | |||||
Term of warrant exercisable | 10 years |
Stockholders' Equity - Schedule
Stockholders' Equity - Schedule of Common Stock Reserved for Future Issuance (Details) - shares | Dec. 31, 2022 | Dec. 31, 2021 |
Stockholders Equity [Line Items] | ||
Reserved common stock | 13,804,406 | 11,221,420 |
Common Stock Options Issued and Outstanding | ||
Stockholders Equity [Line Items] | ||
Reserved common stock | 7,310,611 | 6,512,086 |
Common Stock Awards Issued and Outstanding | ||
Stockholders Equity [Line Items] | ||
Reserved common stock | 3,958,478 | 2,403,826 |
Remaining Shares Reserved for Issuance under 2018 Equity Incentive Plan and 2021 Equity Inducement Plan | ||
Stockholders Equity [Line Items] | ||
Reserved common stock | 1,541,706 | 1,504,641 |
Shares Reserved for Issuance Under 2018 Employee Stock Purchase Plan | ||
Stockholders Equity [Line Items] | ||
Reserved common stock | 865,995 | 673,251 |
Warrants to Purchase Common Stock | ||
Stockholders Equity [Line Items] | ||
Reserved common stock | 127,616 | 127,616 |
Equity Incentive Plans, Equit_3
Equity Incentive Plans, Equity Inducement Plans, Employee Stock Purchase Plan and Stock-Based Compensation - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 12 Months Ended | |||||||
Sep. 25, 2018 | Sep. 30, 2018 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Feb. 28, 2023 | Aug. 31, 2022 | Jan. 01, 2022 | Aug. 04, 2021 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Reserved common stock | 13,804,406 | 11,221,420 | |||||||
Aggregate intrinsic value of stock options exercised | $ 100 | $ 2,800 | $ 1,200 | ||||||
Expected dividend | 0% | ||||||||
Weighted-average estimated grant-date fair value of employee stock options granted | $ 5.03 | $ 14.24 | $ 5.59 | ||||||
Stock-based compensation expense | $ 26,304 | $ 23,241 | $ 11,917 | ||||||
Subsequent Event | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Reserved common stock | 500,000 | ||||||||
Restricted Stock Units | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Shares vesting period | 4 years | ||||||||
2018 Equity Incentive Plan | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Reserved common stock | 2,300,000 | ||||||||
Annual increase period of common stock reserved for issuance | 10 years | ||||||||
Maximum number of shares issuable | 2,316,303 | ||||||||
2018 Equity Incentive Plan | Employee Stock Options | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Total unrecognized compensation cost related to unvested granted | $ 15,500 | ||||||||
Remaining unrecognized compensation cost expected to be recognized over weighted-average period | 2 years 2 months 12 days | ||||||||
2018 Equity Incentive Plan | Restricted Stock Units | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Total unrecognized compensation cost related to unvested granted | $ 36,200 | ||||||||
Remaining unrecognized compensation cost expected to be recognized over weighted-average period | 2 years 8 months 12 days | ||||||||
2018 Equity Incentive Plan | Employee Stock Purchase Plan | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Unrecognized stock-based compensation expense | $ 200 | ||||||||
2018 Equity Incentive Plan | Maximum | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Increase in stock reserved for issuance as percentage of capital stock outstanding on last day of preceding year | 5% | ||||||||
2018 Employee Stock Purchase Plan | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Reserved common stock | 230,000 | ||||||||
Annual increase period of common stock reserved for issuance | 10 years | ||||||||
Maximum number of shares issuable | 2,300,000 | 270,516 | 145,809 | 195,992 | |||||
Shares available for grant | 865,995 | ||||||||
Shares available for grant, increase | 463,260 | ||||||||
2018 Employee Stock Purchase Plan | Maximum | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Increase in stock reserved for issuance as percentage of capital stock outstanding on last day of preceding year | 1% | ||||||||
2021 Equity Inducement Plan | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Reserved common stock | 750,000 | ||||||||
2018 Equity Incentive Plan and 2021 Equity Inducement Plan | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Shares available for grant | 1,541,706 | ||||||||
Amended and Restated 2021 Equity Inducement Plan | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Reserved common stock | 2,000,000 | 750,000 |
Equity Incentive Plans, Equit_4
Equity Incentive Plans, Equity Inducement Plans, Employee Stock Purchase Plan and Stock-Based Compensation - Summary of Option Activity (Details) - 2004 Plan, 2018 Plan and 2021 Plan - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Outstanding Options, Beginning Balance | 6,512,086 | |
Outstanding Options Granted | 1,376,500 | |
Outstanding Options Exercised | (49,654) | |
Outstanding Options Canceled or Forfeited | (528,321) | |
Outstanding Options, Ending Balance | 7,310,611 | 6,512,086 |
Outstanding Options Exercisable | 5,201,489 | |
Weighted - Average Exercise Price, Beginning Balance | $ 13.86 | |
Weighted - Average Exercise Price, Granted | 7.16 | |
Weighted - Average Exercise Price, Exercised | 5.40 | |
Weighted - Average Exercise Price, Canceled or Forfeited | 13.54 | |
Weighted - Average Exercise Price, Ending Balance | 12.68 | $ 13.86 |
Weighted - Average Exercise Price, Exercisable | $ 13.05 | |
Weighted - Average Remaining Contract Term | 6 years 7 months 28 days | 7 years 4 months 20 days |
Weighted - Average Remaining Contract Term, Exercisable | 5 years 10 months 17 days | |
Aggregate Intrinsic Value, Balance | $ 2,187 | $ 14,955 |
Aggregate Intrinsic Value, Exercisable | $ 991 |
Equity Incentive Plans, Equit_5
Equity Incentive Plans, Equity Inducement Plans, Employee Stock Purchase Plan and Stock-Based Compensation - Schedule of Employee Stock Options Valuation (Details) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Share Based Compensation Arrangement By Share Based Payment Award Fair Value Assumptions And Methodology [Line Items] | |||
Expected volatility, Minimum | 81.80% | 80.90% | 73.20% |
Expected volatility, Maximum | 83.50% | 84.90% | 87.40% |
Risk-free interest rate, Minimum | 1.70% | 0.60% | 0.20% |
Risk-free interest rate, Maximum | 4.20% | 1.30% | 1.60% |
Expected dividend | 0% | ||
Minimum | |||
Share Based Compensation Arrangement By Share Based Payment Award Fair Value Assumptions And Methodology [Line Items] | |||
Expected term (in years) | 5 years 3 months 18 days | 5 years 3 months 18 days | 3 years 1 month 6 days |
Maximum | |||
Share Based Compensation Arrangement By Share Based Payment Award Fair Value Assumptions And Methodology [Line Items] | |||
Expected term (in years) | 6 years 1 month 6 days | 6 years 1 month 6 days | 7 years |
Equity Incentive Plans, Equit_6
Equity Incentive Plans, Equity Inducement Plans, Employee Stock Purchase Plan and Stock-Based Compensation - Summary of Status and Activity of Non-vested RSUs (Details) - Restricted Stock Units | 12 Months Ended |
Dec. 31, 2022 $ / shares shares | |
Number of shares | |
Non-vested, Beginning Balance | shares | 2,403,826 |
Granted | shares | 2,688,000 |
Released | shares | (620,647) |
Canceled | shares | (512,701) |
Non-vested, Ending Balance | shares | 3,958,478 |
Weighted Average Grant-Date Fair Value | |
Non-vested, Beginning balance | $ / shares | $ 18.43 |
Granted | $ / shares | 7.62 |
Released | $ / shares | 17.80 |
Canceled | $ / shares | 14.44 |
Non-vested, Ending Balance | $ / shares | $ 11.70 |
Equity Incentive Plans, Equit_7
Equity Incentive Plans, Equity Inducement Plans, Employee Stock Purchase Plan and Stock-Based Compensation - Schedule of Fair Value of ESPP Shares Using Option Pricing Model (Details) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Expected volatility, Minimum | 81.80% | 80.90% | 73.20% |
Expected volatility, Maximum | 83.50% | 84.90% | 87.40% |
Risk-free interest rate, Minimum | 1.70% | 0.60% | 0.20% |
Risk-free interest rate, Maximum | 4.20% | 1.30% | 1.60% |
Expected dividend | 0% | ||
2018 Employee Stock Purchase Plan | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Expected term (in years) | 6 months | 6 months | 6 months |
Expected volatility, Minimum | 65.90% | 65.90% | 63% |
Expected volatility, Maximum | 88.10% | 111.40% | 111.40% |
Risk-free interest rate | 0.10% | ||
Risk-free interest rate, Minimum | 0.10% | 0.10% | |
Risk-free interest rate, Maximum | 3.80% | 1.90% |
Equity Incentive Plans, Equit_8
Equity Incentive Plans, Equity Inducement Plans, Employee Stock Purchase Plan and Stock-Based Compensation - Schedule of Stock-Based Compensation Expense Recognized (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | |||
Total stock-based compensation expense | $ 26,304 | $ 23,241 | $ 11,917 |
Research and Development Expense | |||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | |||
Total stock-based compensation expense | 10,106 | 7,126 | 2,687 |
Research and Development Expense | Stock Options | |||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | |||
Total stock-based compensation expense | 2,287 | 2,208 | 1,405 |
Research and Development Expense | Restricted Stock Units | |||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | |||
Total stock-based compensation expense | 7,227 | 4,280 | 770 |
Research and Development Expense | ESPP | |||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | |||
Total stock-based compensation expense | 592 | 638 | 512 |
General and Administrative Expense | |||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | |||
Total stock-based compensation expense | 16,198 | 16,115 | 9,230 |
General and Administrative Expense | Stock Options | |||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | |||
Total stock-based compensation expense | 10,261 | 11,045 | 7,098 |
General and Administrative Expense | Restricted Stock Units | |||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | |||
Total stock-based compensation expense | 5,781 | 4,920 | 2,021 |
General and Administrative Expense | ESPP | |||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | |||
Total stock-based compensation expense | $ 156 | $ 150 | $ 111 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Income Tax Disclosure [Line Items] | |||
Foreign income tax | $ 2,500,000 | ||
Net increase in valuation allowance | $ 30,600,000 | $ 26,200,000 | $ 11,100,000 |
Limitations in use of net operating losses | Events which cause limitations in the amount of net operating losses that the Company may utilize in any one year include, but are not limited to, a cumulative ownership change of more than 50%, as defined, over a three-year testing period. | ||
Period for cumulative ownership change | 3 years | ||
Unrecognized tax benefits if recognized that would impact effective tax rate | $ 8,600,000 | $ 6,400,000 | $ 4,900,000 |
Interest and penalties incurred | $ 0 | ||
Minimum | |||
Income Tax Disclosure [Line Items] | |||
Cumulative change in ownership percentage | 50% | ||
Federal | |||
Income Tax Disclosure [Line Items] | |||
Net operating loss carryforwards | $ 246,400,000 | ||
Operating loss carryforwards expiration year | 2036 | ||
Federal | Research and Development Expenses | |||
Income Tax Disclosure [Line Items] | |||
General business credits | $ 32,500,000 | ||
Tax credit carryforward expiration year | 2023 | ||
State | |||
Income Tax Disclosure [Line Items] | |||
Net operating loss carryforwards | $ 118,500,000 | ||
Operating loss carryforwards expiration year | 2030 | ||
State | Research and Development Expenses | |||
Income Tax Disclosure [Line Items] | |||
General business credits | $ 21,300,000 |
Income Taxes - Schedule of Curr
Income Taxes - Schedule of Current Provision for Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | ||
State | $ 103 | |
Foreign | $ 2,500 | |
Total current provision for income taxes | $ 2,500 | $ 103 |
Income Taxes - Schedule of Effe
Income Taxes - Schedule of Effective Tax Rate of Provision (Benefit) for Income Taxes (Details) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |||
Federal statutory rate | 21% | 21% | 21% |
State tax | (0.10%) | ||
Change in valuation allowance | (26.20%) | (24.70%) | (34.70%) |
Tax credits | 5.10% | 3.70% | 9.30% |
Stock compensation | (3.20%) | (0.20%) | (1.90%) |
Foreign withholding | (2.10%) | ||
Other | 3.30% | 0.20% | 6.10% |
Total | (2.10%) | 0% | (0.30%) |
Income Taxes - Schedule of Comp
Income Taxes - Schedule of Components of Deferred Tax Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Deferred tax assets: | ||
Net operating loss carryforwards | $ 60,952 | $ 67,719 |
Research and development credits | 40,396 | 31,864 |
Capatalized research and development expenditure | 24,481 | |
Accruals and other | 3,849 | 3,973 |
Operating lease liability | 7,471 | 7,266 |
Stock based compensation | 4,562 | 3,910 |
Fixed asset basis | 663 | 1,008 |
Total deferred tax assets | 142,374 | 115,740 |
Less: valuation allowance | (131,228) | (100,646) |
Gross deferred tax assets | 11,146 | 15,094 |
Deferred tax liabilities: | ||
Operating lease right-of-use asset | (5,783) | (6,716) |
Vaxcyte investment | (5,363) | (8,378) |
Total deferred tax liabilities | (11,146) | (15,094) |
Total net deferred tax assets | $ 0 | $ 0 |
Income Taxes - Schedule of Reco
Income Taxes - Schedule of Reconciliation of Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |||
Gross unrecognized tax benefit beginning balance | $ 6,409 | $ 4,902 | $ 3,783 |
Additions for tax positions taken in the current year | 2,255 | 1,492 | 1,090 |
Additions / (Reductions) for tax positions of prior years | 15 | 15 | 29 |
Gross unrecognized tax benefit ending balance | $ 8,649 | $ 6,409 | $ 4,902 |
Net Loss Per Share - Summary of
Net Loss Per Share - Summary of Computation of Company's Basic and Diluted Net Loss Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Numerator: | ||||
Net loss | $ (119,204) | $ (105,538) | $ (32,128) | $ (119,204) |
Denominator: | ||||
Weighted-average shares used in computing basic loss per share | 50,739,185 | 46,119,089 | 32,573,469 | |
Weighted-average shares used in computing diluted loss per share | 50,739,185 | 46,119,089 | 32,573,469 | |
Net loss per share, basic | $ (2.35) | $ (2.29) | $ (0.99) | |
Net loss per share, diluted | $ (2.35) | $ (2.29) | $ (0.99) |
Net Loss Per Share - Summary _2
Net Loss Per Share - Summary of Common Stock Equivalents of Antidilutive Securities Excluded from Computation of Diluted Net Loss per Share (Details) - shares | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of net loss per share | 11,547,237 | 9,098,287 | 6,314,039 |
Common Stock Options Issued and Outstanding | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of net loss per share | 7,310,611 | 6,512,086 | 5,439,295 |
Restricted Stock Units Issued and Outstanding | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of net loss per share | 3,958,478 | 2,403,826 | 666,375 |
Warrants to Purchase Common Stock | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of net loss per share | 127,616 | 127,616 | 153,070 |
Shares to be issued under ESPP | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of net loss per share | 150,532 | 54,759 | 55,299 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 27, 2023 | Dec. 31, 2022 | Dec. 31, 2020 | |
Subsequent Event [Line Items] | |||
Net proceeds from issuance of common stock | $ 56,270 | $ 251,415 | |
Common Stock | |||
Subsequent Event [Line Items] | |||
Shares of common stock | 19,550,000 | ||
Common Stock | ATM | |||
Subsequent Event [Line Items] | |||
Shares of common stock | 10,285,160 | ||
Net proceeds from issuance of common stock | $ 56,300 | ||
Common Stock | ATM | Subsequent Event | |||
Subsequent Event [Line Items] | |||
Shares of common stock | 1,641,374 | ||
Net proceeds from issuance of common stock | $ 10,900 |