Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2020 | Nov. 04, 2020 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2020 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q3 | |
Title of 12(b) Security | Common stock, par value $0.001 per share | |
Trading Symbol | FULC | |
Security Exchange Name | NASDAQ | |
Entity Registrant Name | FULCRUM THERAPEUTICS, INC. | |
Entity Central Index Key | 0001680581 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Common Stock, Shares Outstanding | 27,462,565 | |
Entity Shell Company | false | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity File Number | 001-38978 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 47-4839948 | |
Entity Address, Address Line One | 26 Landsdowne Street | |
Entity Address, City or Town | Cambridge | |
Entity Address, State or Province | MA | |
Entity Address, Postal Zip Code | 02139 | |
City Area Code | 617 | |
Local Phone Number | 651-8851 | |
Document Quarterly Report | true | |
Document Transition Report | false |
Consolidated Balance Sheets (Un
Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 85,221 | $ 96,713 |
Marketable securities | 41,804 | |
Unbilled accounts receivable | 592 | |
Prepaid expenses and other current assets | 4,495 | 3,370 |
Total current assets | 132,112 | 100,083 |
Property and equipment, net | 8,395 | 9,205 |
Restricted cash | 1,092 | 1,092 |
Other assets | 616 | 59 |
Total assets | 142,215 | 110,439 |
Current liabilities: | ||
Accounts payable | 3,634 | 2,186 |
Accrued expenses and other current liabilities | 8,743 | 5,496 |
Deferred lease incentive, current portion | 469 | 469 |
Deferred revenue, current portion | 13,609 | 3,989 |
Total current liabilities | 26,455 | 12,140 |
Deferred rent, excluding current portion | 1,634 | 1,559 |
Deferred lease incentive, excluding current portion | 3,169 | 3,521 |
Deferred revenue, excluding current portion | 5,965 | 6,011 |
Other liabilities, excluding current portion | 7 | 55 |
Total liabilities | 37,230 | 23,286 |
Commitments and contingencies (Note 12) | ||
Stockholders’ equity: | ||
Preferred stock, $0.001 par value; 5,000,000 shares authorized; no shares issued or outstanding | ||
Common stock, $0.001 par value; 200,000,000 shares authorized; 27,459,196 and 23,335,514 shares issued as of September 30, 2020 and December 31, 2019, respectively; 27,277,983 and 22,654,444 shares outstanding as of September 30, 2020 and December 31, 2019, respectively | 27 | 23 |
Additional paid-in capital | 308,827 | 237,931 |
Accumulated other comprehensive income | 31 | |
Accumulated deficit | (203,900) | (150,801) |
Total stockholders’ equity | 104,985 | 87,153 |
Total liabilities and stockholders’ equity | $ 142,215 | $ 110,439 |
Consolidated Balance Sheets (_2
Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Sep. 30, 2020 | Dec. 31, 2019 |
Statement Of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, shares issued | 27,459,196 | 23,335,514 |
Common stock, shares outstanding | 27,277,983 | 22,654,444 |
Treasury stock, shares | 0 | 0 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Income Statement [Abstract] | ||||
Collaboration revenue | $ 1,848 | $ 4,598 | ||
Operating expenses: | ||||
Research and development | 15,640 | $ 13,496 | 42,897 | $ 58,985 |
General and administrative | 5,312 | 3,510 | 15,525 | 8,742 |
Total operating expenses | 20,952 | 17,006 | 58,422 | 67,727 |
Loss from operations | (19,104) | (17,006) | (53,824) | (67,727) |
Other income, net | 142 | 464 | 725 | 1,173 |
Net loss | (18,962) | (16,542) | (53,099) | (66,554) |
Cumulative convertible preferred stock dividends | (796) | (7,128) | ||
Net loss attributable to common stockholders | $ (18,962) | $ (17,338) | $ (53,099) | $ (73,682) |
Net loss per share attributable to common stockholders, basic and diluted | $ (0.70) | $ (0.97) | $ (2.16) | $ (10.33) |
Weighted average number of common shares used in net loss per share attributable to common stockholders, basic and diluted | 27,261 | 17,785 | 24,621 | 7,133 |
Comprehensive loss: | ||||
Net loss | $ (18,962) | $ (16,542) | $ (53,099) | $ (66,554) |
Other comprehensive (loss) income: | ||||
Unrealized (loss) gain on marketable securities | (50) | 31 | ||
Total other comprehensive (loss) income | (50) | 31 | ||
Comprehensive loss | $ (19,012) | $ (16,542) | $ (53,068) | $ (66,554) |
Consolidated Statements of Conv
Consolidated Statements of Convertible Preferred Stock and Stockholders' Equity (Deficit) (Unaudited) - USD ($) $ in Thousands | Total | Private Placement | Series A Convertible Preferred Stock | Series B Convertible Preferred Stock | Common Stock | Common StockPrivate Placement | Treasury Stock | Additional Paid-In Capital | Additional Paid-In CapitalPrivate Placement | AOCI Attributable to Parent | Accumulated Deficit |
Convertible preferred stock, Beginning balance, Shares at Dec. 31, 2018 | 60,000,000 | 40,000,000 | |||||||||
Convertible preferred stock, Beginning balance at Dec. 31, 2018 | $ 59,909 | $ 79,761 | |||||||||
Beginning balance at Dec. 31, 2018 | $ (63,670) | $ 2 | $ 4,452 | $ (68,124) | |||||||
Beginning balance, Shares at Dec. 31, 2018 | 1,587,953 | 67,024 | |||||||||
Issuance of convertible preferred stock | $ 25,466 | ||||||||||
Issuance of convertible preferred stock, Shares | 12,500,000 | ||||||||||
Issuance of common stock | 5 | 5 | |||||||||
Issuance of common stock, Shares | 134,013 | ||||||||||
Repurchase of unvested restricted stock awards | 43,922 | ||||||||||
Retirement of treasury shares | (110,946) | ||||||||||
Stock-based compensation expense | 821 | 821 | |||||||||
Net loss | (36,843) | (36,843) | |||||||||
Convertible preferred stock, Ending balance, Shares at Mar. 31, 2019 | 60,000,000 | 52,500,000 | |||||||||
Convertible preferred stock, Ending balance at Mar. 31, 2019 | $ 59,909 | $ 105,227 | |||||||||
Ending balance at Mar. 31, 2019 | (99,687) | $ 2 | 5,278 | (104,967) | |||||||
Ending balance, Shares at Mar. 31, 2019 | 1,721,966 | ||||||||||
Convertible preferred stock, Beginning balance, Shares at Dec. 31, 2018 | 60,000,000 | 40,000,000 | |||||||||
Convertible preferred stock, Beginning balance at Dec. 31, 2018 | $ 59,909 | $ 79,761 | |||||||||
Beginning balance at Dec. 31, 2018 | (63,670) | $ 2 | 4,452 | (68,124) | |||||||
Beginning balance, Shares at Dec. 31, 2018 | 1,587,953 | 67,024 | |||||||||
Net loss | (66,554) | ||||||||||
Ending balance at Sep. 30, 2019 | 102,128 | $ 23 | 236,783 | (134,678) | |||||||
Ending balance, Shares at Sep. 30, 2019 | 22,557,871 | ||||||||||
Convertible preferred stock, Beginning balance, Shares at Mar. 31, 2019 | 60,000,000 | 52,500,000 | |||||||||
Convertible preferred stock, Beginning balance at Mar. 31, 2019 | $ 59,909 | $ 105,227 | |||||||||
Beginning balance at Mar. 31, 2019 | (99,687) | $ 2 | 5,278 | (104,967) | |||||||
Beginning balance, Shares at Mar. 31, 2019 | 1,721,966 | ||||||||||
Issuance of common stock | 225 | 225 | |||||||||
Issuance of common stock, Shares | 148,320 | ||||||||||
Repurchase of unvested restricted stock awards | 7,451 | ||||||||||
Retirement of treasury shares | (6,019) | ||||||||||
Stock-based compensation expense | 950 | 950 | |||||||||
Net loss | (13,169) | (13,169) | |||||||||
Convertible preferred stock, Ending balance, Shares at Jun. 30, 2019 | 60,000,000 | 52,500,000 | |||||||||
Convertible preferred stock, Ending balance at Jun. 30, 2019 | $ 59,909 | $ 105,227 | |||||||||
Ending balance at Jun. 30, 2019 | (111,681) | $ 2 | 6,453 | (118,136) | |||||||
Ending balance, Shares at Jun. 30, 2019 | 1,870,286 | 1,432 | |||||||||
Issuance of common stock | 35 | 35 | |||||||||
Issuance of common stock, Shares | 116,167 | ||||||||||
Conversion of convertible preferred stock into common stock | 165,136 | $ (59,909) | $ (105,227) | $ 16 | 165,120 | ||||||
Conversion of convertible preferred stock into common stock, Shares | (60,000,000) | (52,500,000) | |||||||||
Initial public offering, net of underwriting discounts, commissions and offering costs | 64,001 | $ 5 | 63,996 | ||||||||
Initial public offering net of underwriting discounts, commissions and offering costs, Shares | 4,500,000 | ||||||||||
Repurchase of unvested restricted stock awards | 4,951 | ||||||||||
Retirement of treasury shares | (6,383) | ||||||||||
Stock-based compensation expense | 1,179 | 1,179 | |||||||||
Net loss | (16,542) | (16,542) | |||||||||
Ending balance at Sep. 30, 2019 | 102,128 | $ 23 | 236,783 | (134,678) | |||||||
Ending balance, Shares at Sep. 30, 2019 | 22,557,871 | ||||||||||
Conversion of convertible preferred stock into common stock, Shares | 16,071,418 | ||||||||||
Beginning balance at Dec. 31, 2019 | 87,153 | $ 23 | 237,931 | (150,801) | |||||||
Beginning balance, Shares at Dec. 31, 2019 | 22,654,444 | ||||||||||
Issuance of common stock | 290 | 290 | |||||||||
Issuance of common stock, Shares | 138,693 | ||||||||||
Repurchase of unvested restricted stock awards | 8,787 | ||||||||||
Retirement of treasury shares | (8,787) | ||||||||||
Stock-based compensation expense | 1,693 | 1,693 | |||||||||
Unrealized gain (loss) on marketable securities | (53) | $ (53) | |||||||||
Net loss | (18,452) | (18,452) | |||||||||
Ending balance at Mar. 31, 2020 | 70,631 | $ 23 | 239,914 | (53) | (169,253) | ||||||
Ending balance, Shares at Mar. 31, 2020 | 22,793,137 | ||||||||||
Beginning balance at Dec. 31, 2019 | 87,153 | $ 23 | 237,931 | (150,801) | |||||||
Beginning balance, Shares at Dec. 31, 2019 | 22,654,444 | ||||||||||
Unrealized gain (loss) on marketable securities | 31 | ||||||||||
Net loss | (53,099) | ||||||||||
Ending balance at Sep. 30, 2020 | 104,985 | $ 27 | 308,827 | 31 | (203,900) | ||||||
Ending balance, Shares at Sep. 30, 2020 | 27,277,983 | ||||||||||
Beginning balance at Mar. 31, 2020 | 70,631 | $ 23 | 239,914 | (53) | (169,253) | ||||||
Beginning balance, Shares at Mar. 31, 2020 | 22,793,137 | ||||||||||
Issuance of common stock | 530 | $ 64,317 | $ 4 | 530 | $ 64,313 | ||||||
Issuance of common stock, Shares | 401,248 | 4,029,411 | |||||||||
Repurchase of unvested restricted stock awards | 10,642 | ||||||||||
Retirement of treasury shares | (10,642) | ||||||||||
Stock-based compensation expense | 2,204 | 2,204 | |||||||||
Unrealized gain (loss) on marketable securities | 134 | 134 | |||||||||
Net loss | (15,685) | (15,685) | |||||||||
Ending balance at Jun. 30, 2020 | 122,131 | $ 27 | 306,961 | 81 | (184,938) | ||||||
Ending balance, Shares at Jun. 30, 2020 | 27,223,796 | ||||||||||
Issuance of common stock | 90 | 90 | |||||||||
Issuance of common stock, Shares | 54,187 | ||||||||||
Repurchase of unvested restricted stock awards | 4,581 | ||||||||||
Retirement of treasury shares | (4,581) | ||||||||||
Stock-based compensation expense | 1,776 | 1,776 | |||||||||
Unrealized gain (loss) on marketable securities | (50) | (50) | |||||||||
Net loss | (18,962) | (18,962) | |||||||||
Ending balance at Sep. 30, 2020 | $ 104,985 | $ 27 | $ 308,827 | $ 31 | $ (203,900) | ||||||
Ending balance, Shares at Sep. 30, 2020 | 27,277,983 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Operating activities | ||
Net loss | $ (53,099) | $ (66,554) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation expense | 1,646 | 1,534 |
Stock-based compensation expense | 5,673 | 2,950 |
In-process research and development expenses | 25,591 | |
Net amortization of premiums and discounts on marketable securities | (103) | |
Changes in operating assets and liabilities: | ||
Unbilled accounts receivable | (592) | |
Prepaid expenses and other current assets | (1,126) | (2,714) |
Other assets | (557) | (20) |
Accounts payable | 1,590 | 2,849 |
Accrued expenses and other liabilities | 3,442 | 1,237 |
Deferred revenue | 9,574 | |
Deferred rent and deferred lease incentive | (277) | 139 |
Net cash used in operating activities | (33,829) | (34,988) |
Investing activities | ||
Purchases of marketable securities | (81,270) | |
Maturities of marketable securities | 39,600 | |
Purchases of property and equipment | (870) | (745) |
Transaction costs associated with asset acquisition | (91) | |
Net cash used in investing activities | (42,540) | (836) |
Financing activities | ||
Payment of stock issuance costs | (34) | |
Proceeds from initial public offering of common stock, net of underwriting discounts and commissions | (193) | 64,443 |
Proceeds from issuance of common stock in connection with private placement, net of placement agent fees and offering costs | 64,210 | |
Principal payments on capital lease obligations | (37) | (34) |
Proceeds from issuance of common stock under benefit plans, net | 897 | 249 |
Net cash provided by financing activities | 64,877 | 64,624 |
Net (decrease) increase in cash, cash equivalents and restricted cash | (11,492) | 28,800 |
Cash, cash equivalents, and restricted cash, beginning of period | 97,805 | 73,889 |
Cash, cash equivalents, and restricted cash, end of period | 86,313 | 102,689 |
Supplemental cash flow information | ||
Cash paid for interest | 3 | 6 |
Non-cash investing and financing activities: | ||
Acquisition of in process research and development through issuance of stock | 25,500 | |
Conversion of convertible preferred stock into common stock | 165,136 | |
Public offering costs unpaid at end of period | 442 | |
Cash and cash equivalents | 85,221 | 101,597 |
Restricted cash | $ 1,092 | $ 1,092 |
Nature of the Business and Basi
Nature of the Business and Basis of Presentation | 9 Months Ended |
Sep. 30, 2020 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Nature of the Business and Basis of Presentation | 1. Nature of the Business and Basis of Presentation Fulcrum Therapeutics, Inc. (the “Company” or “Fulcrum”) was incorporated in Delaware on August 18, 2015. The Company is focused on improving the lives of patients with genetically defined rare diseases in areas of high unmet medical need. The Company is subject to a number of risks similar to other companies in the biotechnology industry, including, but not limited to, risks of failure of preclinical studies and clinical trials, dependence on key personnel, protection of proprietary technology, reliance on third party organizations, risks of obtaining regulatory approval for any product candidate that it may develop, development by competitors of technological innovations, compliance with government regulations, and the need to obtain additional financing. Product candidates currently under development will require significant additional research and development efforts, including extensive preclinical and clinical testing and regulatory approval, prior to commercialization. These efforts require significant amounts of additional capital, adequate personnel infrastructure and extensive compliance-reporting capabilities. Even if the Company’s development efforts are successful, it is uncertain when, if ever, the Company will realize significant revenue from product sales. Basis of Presentation The accompanying consolidated financial statements have been prepared in conformity with generally accepted accounting principles in the United States of America (“GAAP”). Any reference in these notes to applicable guidance is meant to refer to the authoritative GAAP as found in the Accounting Standards Codification (“ASC”) and Accounting Standards Updates (“ASU”) of the Financial Accounting Standards Board (“FASB”). The accompanying consolidated financial statements and footnotes to the financial statements have been prepared on the same basis as the most recently audited annual consolidated financial statements and, in the opinion of management, reflect all normal recurring adjustments necessary for the fair presentation of the Company’s financial position as of September 30, 2020 and the results of its operations and its cash flows for the three and nine months ended September 30, 2020 and 2019. The results for the three and nine months ended September 30, 2020 are not necessarily indicative of results to be expected for the year ending December 31, 2020, any other interim periods, or any future year or period. These consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and the notes thereto for the year ended December 31, 2019 included in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission (the “SEC”) on March 5, 2020 (the “Annual Report on Form 10-K”). Sales of Common Stock On July 22, 2019, the Company completed an initial public offering (“IPO”) of its common stock and issued and sold 4,500,000 shares of common stock at a public offering price of $16.00 per share, resulting in net proceeds of $63.9 million after deducting underwriting discounts and commissions and offering expenses. Upon the closing of the IPO, all 112,500,000 shares of outstanding preferred stock automatically converted into 16,071,418 shares of common stock. On July 5, 2019, in connection with the IPO, the Company effected a one-for-seven reverse stock split of the Company’s issued and outstanding shares of common stock and a proportional adjustment to the existing conversion ratios for each of the Company’s outstanding series of preferred stock. All share and per share amounts in the accompanying consolidated financial statements and notes thereto for periods prior to the reverse stock split have been retroactively adjusted to give effect to this reverse stock split, including reclassifying an amount equal to the reduction in par value of common stock to additional paid-in capital. On June 9, 2020, the Company issued and sold 4,029,411 shares of common stock to investors in a private placement at a price of $17.00 per share, resulting in gross proceeds of $68.5 million, before deducting offering costs of approximately $4.2 million. Liquidity The Company has incurred recurring losses and negative cash flows from operations since inception and has primarily funded its operations with proceeds from a private placement of the Company’s common stock, proceeds from the IPO, issuances of convertible notes and convertible preferred stock, an upfront payment received from its collaboration and license agreement (the “Acceleron Collaboration Agreement”) with Acceleron Pharma Inc. (“Acceleron”), and an upfront payment received from its collaboration and license agreement (the “MyoKardia Collaboration Agreement”) with MyoKardia, Inc. (“MyoKardia”). As of September 30, 2020, the Company had an accumulated deficit of $203.9 million. The Company expects its operating losses and negative operating cash flows to continue into the foreseeable future as it continues to expand its research and development efforts. The Company expects to finance its future cash needs through a combination of equity offerings, debt financings, collaborations, strategic alliances and marketing, distribution or licensing arrangements. As of the date of issuance of these financial statements, the Company expects that its cash, cash equivalents, and marketable securities will be sufficient to fund its operating expenses and capital expenditure requirements for at least twelve months from the date of issuance of these financial statements. However, the Company has based this estimate on assumptions that may prove to be wrong, and its operating plan may change as a result of many factors currently unknown to it. As a result, the Company could deplete its capital resources sooner than it currently expects. If the Company is unable to raise additional funds through equity or debt financings when needed, it may be required to delay, limit, reduce or terminate development or future commercialization efforts or grant rights to develop and market product candidates that it would otherwise prefer to develop and market itself. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2020 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Principles of Consolidation The accompanying consolidated financial statements include the accounts of the Company and its wholly owned subsidiary, Fulcrum Therapeutics Securities Corp., which is a Massachusetts subsidiary created to buy, sell, and hold securities. All intercompany transactions and balances have been eliminated. Summary of Significant Accounting Policies The significant accounting policies and estimates used in the preparation of the accompanying consolidated financial statements are described in the Company’s audited consolidated financial statements for the year ended December 31, 2019 included in the Company’s Annual Report on Form 10-K Use of Estimates The preparation of financial statements in accordance with GAAP requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements, and the reported amount of expenses during the reported periods. Estimates inherent in the preparation of these consolidated financial statements include, but are not limited to, estimates related to revenue recognition, accrued expenses, stock-based compensation expense, the fair value of the Company’s common stock and convertible preferred stock prior to the completion of the IPO, and income taxes. The Company bases its estimates on historical experience and other market specific or other relevant assumptions it believes to be reasonable under the circumstances. On an ongoing basis, management evaluates its estimates as there are changes in circumstances, facts and experience. Actual results could differ from those estimates or assumptions. Fair Value of Financial Instruments The fair value of the Company’s financial assets and liabilities reflects the Company’s estimate of amounts that it would have received in connection with the sale of the assets or paid in connection with the transfer of the liabilities in an orderly transaction between market participants at the measurement date. In connection with measuring the fair value of its assets and liabilities, the Company seeks to maximize the use of observable inputs (market data obtained from sources independent from the Company) and to minimize the use of unobservable inputs (the Company’s assumptions about how market participants would price assets and liabilities). The following fair value hierarchy is used to classify assets and liabilities based on the observable inputs and unobservable inputs used in order to value the assets and liabilities: Level 1: Quoted prices in active markets for identical assets or liabilities. An active market for an asset or liability is a market in which transactions for the asset or liability occur with sufficient frequency and volume to provide pricing information on an ongoing basis. Level 2: Observable inputs other than Level 1 inputs. Examples of Level 2 inputs include quoted prices in active markets for similar assets or liabilities and quoted prices for identical assets or liabilities in markets that are not active. Level 3: Unobservable inputs based on the Company’s assessment of the assumptions that market participants would use in pricing the asset or liability. The Company’s cash equivalents and marketable securities are carried at fair value and are classified according to the fair value hierarchy described above (Note 3). The cash equivalents and marketable securities are initially valued at the transaction price, and subsequently revalued at the end of each reporting period, utilizing third-party pricing services. The pricing services utilize industry standard valuation models, including both income and market based approaches, to determine fair value. Marketable Securities The Company classifies marketable securities with a remaining maturity when purchased of greater than three months as marketable securities. As of September 30, 2020, the Company’s marketable securities consisted of investments in U.S. Treasury securities, corporate bonds, and commercial paper. Marketable securities are classified as current assets on the consolidated balance sheets if the marketable securities are available to be converted into cash to fund current operations. Marketable securities are carried at fair value with the unrealized gains and losses included in accumulated other comprehensive loss, which is a component of stockholders’ equity, until such gains and losses are realized. Any premium arising at purchase is amortized to interest expense over the period of the earliest call date, and any discount arising at purchase is accreted to interest income over the life of the instrument. Realized gains and losses are determined using the specific identification method and are included in other income, net. If any adjustment to fair value reflects a decline in value of the investment, the Company considers all available evidence to evaluate the extent to which the decline is “other-than-temporary” and, if so, marks the investment to market through a charge to the Company’s statement of operations and comprehensive loss. Off-Balance Sheet Risk and Concentrations of Credit Risk The Company has no significant off-balance sheet risk such as foreign exchange contracts, option contracts, or other foreign hedging arrangements. Financial instruments that potentially expose the Company to concentrations of credit risk consist primarily of cash, cash equivalents, marketable securities, and restricted cash. The Company’s cash, cash equivalents, and restricted cash are deposited in accounts at large financial institutions. The Company believes it is not exposed to significant credit risk due to the financial strength of the depository institutions in which the cash, cash equivalents and restricted cash are held. The Company maintains its cash equivalents in money market funds that invest in U.S. Treasury securities. The Company’s marketable securities primarily consist of U.S. Treasury securities, corporate bonds, and commercial paper, and potentially subject the Company to concentrations of credit risk. The Company has adopted an investment policy that limits the amounts the Company may invest in any one type of investment. The Company has not experienced any credit losses and does not believe it is exposed to any significant credit risk on these funds. Recently Adopted Accounting Pronouncements In March 2017, the FASB issued ASU No. 2017-08, Receivables - Nonrefundable Fees and Other Costs (Subtopic 310-20): Premium Amortization on Purchased Callable Debt Securities In July 2017, the FASB issued ASU No. 2017-11, Earnings Per Share (Topic 260), Distinguishing Liabilities from Equity (Topic 480), Derivatives and Hedging (Topic 815) I. Accounting for Certain Financial Instruments with Down Round Features II. Replacement of the Indefinite Deferral for Mandatorily Redeemable Financial Instruments of Certain Nonpublic Entities and Certain Mandatorily Redeemable Noncontrolling Interests with a Scope Exception In November 2018, the FASB issued ASU No. 2018-18, Collaborative Arrangements (Topic 808): Clarifying the Interaction between Topic 808 and Topic 606 Recent Accounting Pronouncements—To Be Adopted In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) Leases (Topic 842): Targeted Improvements Leases In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments In December 2019, the FASB issued ASU No. 2019-12, Income Taxes-Simplifying the Accounting for Income Taxes |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 3. Fair Value Measurements The following tables present information about the Company’s financial assets measured at fair value on a recurring basis and indicate the fair value hierarchy classification of such fair values as of September 30, 2020 and December 31, 2019 (in thousands): Fair Value Measurements at September 30, 2020 Total Level 1 Level 2 Level 3 Cash equivalents: Money market funds $ 85,221 $ 85,221 $ — $ — Marketable securities: U.S. Treasury securities 14,998 — 14,998 — Corporate bonds 13,780 — 13,780 — Commercial paper 13,026 — 13,026 — Total $ 127,025 $ 85,221 $ 41,804 $ — Fair Value Measurements at December 31, 2019 Total Level 1 Level 2 Level 3 Cash equivalents: Money market funds $ 96,713 $ 96,713 $ — $ — Total $ 96,713 $ 96,713 $ — $ — There were no transfers between fair value levels during the three and nine months ended September 30, 2020. |
Marketable Securities
Marketable Securities | 9 Months Ended |
Sep. 30, 2020 | |
Investments Debt And Equity Securities [Abstract] | |
Marketable Securities | 4. Marketable Securities Marketable securities consisted of the following as of September 30, 2020 (in thousands): Fair Value Measurements at September 30, 2020 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Cash equivalents: Money market funds $ 85,221 $ — $ — $ 85,221 Total cash equivalents 85,221 — — 85,221 Marketable securities: U.S. Treasury securities 14,996 2 — 14,998 Corporate bonds 13,751 29 — 13,780 Commercial paper 13,026 — — 13,026 Total marketable securities 41,773 31 — 41,804 Total cash equivalents and marketable securities $ 126,994 $ 31 $ — $ 127,025 The Company did not hold any marketable securities as of December 31, 2019. There were no sales of marketable securities during the three and nine months ended September 30, 2020. As of September 30, 2020, no securities were in an unrealized loss position. The Company determined that it did not hold any securities with any other-than-temporary impairment as of September 30, 2020. As of September 30, 2020, the remaining contractual maturity of all of the Company’s marketable securities is less than one year. |
Property and Equipment, Net
Property and Equipment, Net | 9 Months Ended |
Sep. 30, 2020 | |
Property Plant And Equipment [Abstract] | |
Property and Equipment, Net | 5. Property and Equipment, Net Property and equipment, net consisted of the following (in thousands): September 30, 2020 December 31, 2019 Lab equipment $ 6,468 $ 5,710 Furniture and fixtures 594 548 Computer equipment 373 512 Software 199 90 Leasehold improvements 6,210 6,210 Construction in process — 82 Total property and equipment 13,844 13,152 Less: accumulated depreciation (5,449 ) (3,947 ) Property and equipment, net $ 8,395 $ 9,205 Depreciation expense for each of the three months ended September 30, 2020 and 2019 was $0.5 million. Depreciation expense for the nine months ended September 30, 2020 and 2019 was $1.6 million and $1.5 million, respectively. |
Additional Balance Sheet Detail
Additional Balance Sheet Detail | 9 Months Ended |
Sep. 30, 2020 | |
Balance Sheet Related Disclosures [Abstract] | |
Additional Balance Sheet Detail | 6. Additional Balance Sheet Detail Prepaid expenses and other current assets consisted of the following (in thousands): September 30, 2020 December 31, 2019 Prepaid expenses $ 4,286 $ 2,796 Prepaid sign-on bonuses subject to vesting provisions 66 179 Interest income receivable 71 111 Other 72 284 Total prepaid expenses and other current assets $ 4,495 $ 3,370 Accrued expenses and other current liabilities consisted of the following (in thousands): September 30, 2020 December 31, 2019 External research and development $ 5,954 $ 2,250 Payroll and benefits 2,255 2,239 Professional services 431 891 Capital lease obligation, current portion 30 50 Restricted stock liability, current portion 9 17 Other 64 49 Total accrued expenses and other current liabilities $ 8,743 $ 5,496 |
Preferred Stock
Preferred Stock | 9 Months Ended |
Sep. 30, 2020 | |
Temporary Equity Disclosure [Abstract] | |
Preferred Stock | 7. Preferred Stock As of September 30, 2020 and December 31, 2019, 5,000,000 shares of undesignated preferred stock were authorized. No shares of preferred stock were issued or outstanding as of September 30, 2020 and December 31, 2019. During the nine months ended September 30, 2019, the Company issued 12,500,000 shares of Series B convertible preferred stock (the “Series B Preferred Stock”) in connection with the right of reference and license agreement, as amended (the “GSK Agreement”), with subsidiaries of GlaxoSmithKline plc (collectively referred to as “GSK”) (Note 11). The rights, privileges, and preferences of the Series B Preferred Stock issued in connection with the GSK Agreement were consistent with the rights, privileges, and preferences of the Series B Preferred Stock issued during prior periods. On July 5, 2019, the Company eliminated the gross proceeds threshold of $45.0 million for a firm-commitment underwritten public offering that would result in the automatic conversion of all outstanding shares of Series A convertible preferred stock and Series B Preferred Stock (together with the Series A convertible preferred stock, the “Preferred Stock”). Upon the completion of the IPO on July 22, 2019, all 112,500,000 shares of outstanding Preferred Stock automatically converted into 16,071,418 shares of common stock. In addition, upon the completion of the IPO, the Company amended and restated its certificate of incorporation to authorize 5,000,000 shares of preferred stock, which shares of preferred stock are currently undesignated. No dividends have been declared since inception. |
Common Stock
Common Stock | 9 Months Ended |
Sep. 30, 2020 | |
Equity [Abstract] | |
Common Stock | 8. Common Stock As of September 30, 2020 and December 31, 2019, the Company’s restated certificate of incorporation authorized the Company to issue 200,000,000 shares of common stock, $0.001 par value per share. Each share of common stock entitles the holder to one vote on all matters submitted to a vote of the Company’s stockholders. Common stockholders are not entitled to receive dividends, unless declared by the Company’s board of directors, subject to the preferential dividend rights of any preferred stock then outstanding. No dividends have been declared or paid by the Company since its inception. On August 11, 2020, the Company entered into an Equity Distribution Agreement with Piper Sandler & Co (“Piper Sandler”), as sales agent, pursuant to which the Company may offer and sell shares of its common stock with an aggregate offering price of up to $75.0 million under an “at-the-market” offering program (the “ATM Offering”). The Equity Distribution Agreement provides that Piper Sandler will be entitled to a sales commission equal to 3.0% of the gross sales price per share of all shares sold under the ATM Offering. From the initiation of the ATM Offering through September 30, 2020, the Company has sold no shares under the ATM Offering. As of September 30, 2020 and December 31, 2019, the Company has reserved for future issuance the following number of shares of common stock: September 30, 2020 December 31, 2019 Shares reserved for exercises of outstanding stock options 2,868,693 2,023,828 Shares reserved for future issuance under the 2019 Stock Incentive Plan 1,860,978 1,866,694 Shares reserved for future issuance under the 2019 Employee Stock Purchase Plan 485,497 252,142 5,215,168 4,142,664 |
Stock-based Compensation Expens
Stock-based Compensation Expense | 9 Months Ended |
Sep. 30, 2020 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock-based Compensation Expense | 9. Stock-based Compensation Expense 2016 Stock Incentive Plan In July 2016, the Company adopted the 2016 Stock Incentive Plan (the “2016 Plan”), which provided for the grant of restricted stock awards, restricted stock units, incentive stock options, non-statutory stock options, and other stock-based awards to the Company’s eligible employees, officers, directors, consultants, and advisors. As of the effective date of the 2019 Stock Incentive Plan (the “2019 Plan”), and as of September 30, 2020, no shares remained available for future issuance under the 2016 Plan. Any options or awards outstanding under the 2016 Plan remain outstanding and effective. 2019 Stock Incentive Plan On July 2, 2019, the Company’s stockholders approved the 2019 Plan, which became effective on July 17, 2019. The 2019 Plan provides for the grant of incentive stock options, nonstatutory stock options, stock appreciation rights, restricted stock awards, restricted stock units and other stock-based awards to the Company’s officers, employees, directors, consultants and advisors. The number of shares initially reserved for issuance under the 2019 Plan is 2,017,142 shares, plus the shares of common stock remaining available for issuance under the 2016 Plan as of July 17, 2019. The number of shares reserved shall be annually increased on January 1, 2020 and each January 1 thereafter through January 1, 2029 by the least of (i) 2,000,000 shares, (ii) 4% of the number of shares of the Company’s common stock outstanding on the first day of each such year or (iii) an amount determined by the Company’s board of directors. On January 1, 2020, the number of shares reserved for issuance under the 2019 Plan was increased by 933,420 shares. As of September 30, 2020, there were 1,860,978 shares available for future issuance under the 2019 Plan. The shares of common stock underlying any awards that expire, terminate, or are otherwise surrendered, cancelled, forfeited or repurchased by the Company under the 2016 Plan or the 2019 Plan will be added back to the shares of common stock available for issuance under the 2019 Plan. As of July 17, 2019, no further awards will be made under the 2016 Plan. For financial reporting purposes, the Company performed common stock valuations with the assistance of a third-party specialist as of May 10, 2019, March 15, 2019, November 30, 2018, August 24, 2018, June 1, 2018, December 31, 2017, and December 31, 2016 to determine stock-based compensation expense for restricted stock awards and stock options. Upon completion of the IPO, the fair value of the common stock on the grant date was based on the closing price of the stock on the Nasdaq Global Market on the date of grant. The Company may repurchase unvested shares at the original purchase price if employees or non-employees are terminated or cease their employment or service relationship with the Company. Shares of common stock repurchased from employees and non-employees are shares held in the Company’s treasury (“Treasury Shares”). The board of directors may, at its discretion, authorize that the Treasury Shares be returned to the pool of authorized but unissued common stock. The shares of common stock underlying restricted stock awards typically vest over a four-year period. The shares of common stock are recorded in stockholders’ equity as they vest. The following table summarizes the Company’s restricted stock activity under the 2019 Plan and 2016 Plan since December 31, 2019: Number of Shares Weighted Average Grant Date Fair Value Unvested at December 31, 2019 346,423 $ 3.05 Granted — — Vested (198,343 ) 2.99 Repurchased (24,010 ) 3.02 Unvested at September 30, 2020 124,070 $ 3.15 Stock options granted by the Company typically vest over a four-year period and have a ten year contractual term. The following table summarizes the Company’s stock option activity under the 2019 Plan and 2016 Plan since December 31, 2019: Number of Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (in years) Aggregate Intrinsic Value Outstanding at December 31, 2019 2,023,828 $ 9.31 8.94 $ 2,730,209 Granted 1,032,506 15.73 Exercised (118,281 ) 7.59 Cancelled (69,360 ) 12.23 Outstanding at September 30, 2020 2,868,693 $ 11.62 8.73 $ 425,192 Exercisable at September 30, 2020 733,937 $ 10.16 8.41 $ 181,578 The aggregate intrinsic value of stock options is calculated as the difference between the exercise price of the stock options and the fair value of the Company’s common stock as of the balance sheet date for those options that had exercise prices lower than the fair value of the Company’s common stock. The weighted average grant date fair value of stock options granted during the three and nine months ended September 30, 2020 was $4.84 per share and $10.41 per share, respectively. The weighted average grant date fair value of stock options granted during the three and nine months ended September 30, 2019 was $10.36 per share and $6.97 per share, respectively. The total intrinsic value of stock options exercised during the three and nine months ended September 30, 2020 was $0.1 million and $1.2 million, respectively. The aggregate intrinsic value of stock options exercised during the three and nine months ended September 30, 2019 was less than $0.1 million and Three Months Ended September 30, 2020 Three Months Ended September 30, 2019 Nine Months Ended September 30, 2020 Nine Months Ended September 30, 2019 Risk-free interest rate 0.3 % 1.7 % 1.4 % 2.4 % Expected dividend yield 0.0 % 0.0 % 0.0 % 0.0 % Expected term (years) 6.0 6.0 6.0 6.0 Expected stock price volatility 78.1 % 80.1 % 75.9 % 81.0 % Grants Outside of Stock Incentive Plans The following table summarizes the Company’s restricted stock activity outside of the 2019 Plan and 2016 Plan since December 31, 2019: Number of Shares Weighted Average Grant Date Fair Value Unvested at December 31, 2019 334,647 $ 2.94 Granted — — Vested (277,504 ) 2.94 Repurchased — — Unvested at September 30, 2020 57,143 $ 2.94 The aggregate intrinsic value of all restricted stock awards that vested during the three months ended September 30, 2020 and 2019 was $0.7 million and $0.6 million, respectively. The aggregate intrinsic value of all restricted stock awards that vested during the nine months ended September 30, 2020 and 2019 was $8.3 million and $3.0 million, respectively. Stock-based Compensation Expense The total compensation cost recognized in the statements of operations associated with all stock-based compensation awards granted by the Company is as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Research and development $ 779 $ 533 $ 2,723 $ 1,398 General and administrative 997 646 2,950 1,552 Total stock-based compensation expense $ 1,776 $ 1,179 $ 5,673 $ 2,950 As of September 30, 2020, the Company had an aggregate of $16.7 million of unrecognized stock-based compensation expense, which is expected to be recognized over a weighted average period of 2.62 years. 2019 Employee Stock Purchase Plan On July 2, 2019, the Company’s stockholders approved the 2019 Employee Stock Purchase Plan (the “ESPP”), which became effective on July 17, 2019. A total of 252,142 shares of common stock were initially reserved for issuance under the ESPP. In addition, the number of shares of common stock reserved under the ESPP shall be annually increased on January 1, 2020, and each January 1 thereafter through January 1, 2029, by the least of (i) 428,571 shares of common stock, (ii) 1% of the number of shares of the Company’s common stock outstanding on the first day of each such year or (iii) an amount determined by the Company’s board of directors. On January 1, 2020, the number of shares reserved for issuance under the 2019 ESPP was increased by 233,355 shares. |
Collaboration and License Agree
Collaboration and License Agreements | 9 Months Ended |
Sep. 30, 2020 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Collaboration and License Agreements | 10. Collaboration and License Agreements Acceleron Collaboration Agreement On December 20, 2019, the Company entered into the Acceleron Collaboration Agreement to identify biological targets to modulate specific pathways associated with a targeted indication within the pulmonary disease space (the “Indication”). Under the terms of the Acceleron Collaboration Agreement, the Company granted Acceleron an exclusive worldwide license under certain intellectual property rights to make, have made, use, sell, have sold, import, export, distribute and have distributed, market, have marketed, promote, have promoted, or otherwise exploit molecules and products directed against or expressing certain biological targets identified by the Company for the treatment, prophylaxis, or diagnosis of the Indication. Pursuant to a mutually agreed research plan, the Company will perform assay screening and related research activities to identify and validate potential biological targets for further research in order to support the development, manufacture and commercialization of product candidates by Acceleron. Upon completion of the research activities, the Company will deliver a data package to Acceleron with respect to the biological targets identified by the Company in the conduct of the research activities for the treatment, prophylaxis, or diagnosis of the Indication. As provided for under the exclusive worldwide license that was conveyed at the inception of the arrangement, Acceleron has the right to designate a specified number of the biological targets identified by the Company for Acceleron’s research, development, manufacture and commercialization of products or molecules directed to such targets for the treatment, prophylaxis, or diagnosis of the Indication (the “Targets”). If Acceleron does not designate any Targets during the designated period, then the Acceleron Collaboration Agreement will automatically terminate. If Acceleron designates one or more Targets, then Acceleron will be obligated to use commercially reasonable efforts to seek regulatory approval for one product directed to a Target in certain specified countries. Upon receipt of regulatory approval for any product directed to a Target, Acceleron must use commercially reasonable efforts to commercialize such product in certain specified countries. Acceleron may also request that the Company perform medicinal chemistry services related to the generation and optimization of molecules directed against or expressing biological targets for the treatment, prophylaxis, or diagnosis of the Indication beyond the scope of the research plan. If the Company agrees to provide such medicinal chemistry services, the Company and Acceleron will negotiate to determine the scope, timeline and budget for such medicinal chemistry services. The Company received a non-refundable upfront payment of $10.0 million in December 2019 upon the execution of the Acceleron Collaboration Agreement. The Company will be entitled to research milestone payments of up to $18.5 million in the aggregate upon achievement of specified research milestones, development milestone payments of up to $202.5 million in the aggregate upon achievement of specified clinical and regulatory milestones, and sales milestones payments of up to $217.5 million in the aggregate upon the achievement of certain aggregate annual worldwide net sales milestones for certain products directed to a Target that have achieved such milestones. In addition, the Company will be entitled to tiered royalties ranging from a mid single-digit percentage to a low double-digit percentage on Acceleron’s annual worldwide net sales of products directed to any Target, subject to reduction in specified circumstances. The Company is also entitled to receive reimbursement from Acceleron for research costs incurred under the research plan, including internal and external costs. The Acceleron Collaboration Agreement continues on a country-by-country and Target-by-Target basis until the last to expire royalty term for a product directed to such Target, at which time the Acceleron Collaboration Agreement expires with respect to such Target in such country. Either party has the right to terminate the Acceleron Collaboration Agreement if the other party has materially breached in the performance of its obligations under the contract and such breach has not been cured within the applicable cure period. Acceleron also has the right to terminate the Acceleron Collaboration Agreement for convenience in its entirety or on a Target-by-Target and, if the Company performs medicinal chemistry services, on a molecule-by-molecule basis with respect to any molecule directed against a Target. While the Company is performing the research activities pursuant to the research plan and for a specified period thereafter, the Company may not research, develop, manufacture, commercialize, use, or otherwise exploit any compound or product for the treatment, prophylaxis, or diagnosis of the Indication other than for Acceleron. While the Company is performing the research activities pursuant to the research plan and for a specified period thereafter, other than for Acceleron, the Company may not research, develop, manufacture, commercialize, use, or otherwise exploit any compound or product for the treatment, prophylaxis, or diagnosis of the Indication that is directed against certain specified biological targets identified by the Company in the performance of the research activities. Accounting Analysis Identification of the Contract The Company assessed the Acceleron Collaboration Agreement and concluded that it represents a contract with a customer within the scope of ASC 606. Identification of the Promises and Performance Obligations The Company determined that the Acceleron Collaboration Agreement contains the following promises: (i) an exclusive worldwide license under certain intellectual property rights, including rights to a specified number of biological targets identified by the Company for the treatment, prophylaxis, or diagnosis of a targeted indication within the pulmonary disease space that was conveyed at the inception of the arrangement (the “License”), (ii) research services to identify and validate potential biological targets (the “Research Services”), and (iii) participation in the joint steering committee (the “JSC”). The Company assessed the above promises and concluded that the License is not capable of being distinct from the Research Services given that the License has limited value without the performance of the Research Services and the Research Services can only be performed by the Company due to their specialized nature. Therefore, the Company has concluded that the License and the Research Services represent a single combined performance obligation. The Company also assessed the participation on the JSC and concluded that the promise is quantitatively and qualitatively immaterial in the context of the Acceleron Collaboration Agreement. Accordingly, the Company has disregarded its participation on the JSC as a performance obligation. The potential medicinal chemistry services were not identified as a promised good or service because the Company is under no obligation to provide those services. Determination of the Transaction Price The Company received a non-refundable upfront payment of $10.0 million upon the execution of the Acceleron Collaboration Agreement, which the Company included in the transaction price. Based on the uncertainty associated with the achievement of any research and development milestone payments that the Company is eligible to receive, the Company has constrained the variable consideration associated with those milestone payments and excluded them from the transaction price. As part of its evaluation of constraining the research and development milestones, the Company considered numerous factors, including the fact that the achievement of the research and development milestones are contingent upon the results of the underlying research and development activities and are thus outside of the control of the Company. The Company also included in the transaction price the expected amount of costs to be reimbursed for the Research Services. The Company reassesses the transaction price at the end of each reporting period and as uncertain events are resolved or other changes in circumstances occur, and, if necessary, adjusts its estimate of the transaction price. There was no change in the amount of variable consideration constrained during the three and nine months ended September 30, 2020. Any consideration related to sales milestone payments (including royalties) will be recognized when the related sales occur as these amounts have been determined to relate predominantly to the license granted to Acceleron and therefore are recognized at the later of when the related sales occur or the performance obligation is satisfied. Allocation of the Transaction Price to Performance Obligations As noted above, the Company has identified a single performance obligation associated with the Acceleron Collaboration Agreement. Therefore, the Company will allocate the entire amount of the transaction price to the identified single performance obligation. Recognition of Revenue The Company recognizes revenue related to the Acceleron Collaboration Agreement over time as the Research Services are rendered. The Company has concluded that an input method is a representative depiction of the transfer of services under the Acceleron Collaboration Agreement. The method of measuring progress towards the delivery of the services incorporates actual cumulative internal and external costs incurred relative to total internal and external costs expected to be incurred to satisfy the performance obligation. The period over which total costs are estimated reflects the Company’s estimate of the period over which it will perform the Research Services. Changes in estimates of total internal and external costs expected to be incurred are recognized in the period of change as a cumulative catch-up adjustment. During the three and nine months ended September 30, 2020, the Company recognized $1.5 million and $4.3 million, respectively, of collaboration revenue associated with the Acceleron Collaboration Agreement. As of December 31, 2019, no Research Services had been performed. For the three and nine months ended September 30, 2019, the Company did not recognize any revenue under the Acceleron Collaboration Agreement as it had not yet entered into the Acceleron Collaboration Agreement. As of September 30, 2020 and December 31, 2019, the Company recorded deferred revenue of $7.4 million and $10.0 million, respectively, associated with the Acceleron Collaboration Agreement, which is classified as either current or net of current portion in the accompanying consolidated balance sheets based on the period over which the revenue is expected to be recognized. The aggregate deferred revenue balance represents the aggregate amount of the transaction price allocated to the performance obligations that are unsatisfied as of September 30, 2020 and December 31, 2019, respectively. As of September 30, 2020, the Company had received $1.1 million of cost reimbursement payments, and no milestone or royalty payments under the Acceleron Collaboration Agreement. As of December 31, 2019, the Company had not received any milestone, royalty, or cost reimbursement payments under the Acceleron Collaboration Agreement. As of September 30, 2020, the Company recorded unbilled accounts receivable of $0.6 million related to reimbursable Research Services costs under the Acceleron Collaboration Agreement for activities performed during the three months ended September 30, 2020. MyoKardia Collaboration Agreement On July 20, 2020, the Company entered into the MyoKardia Collaboration Agreement with MyoKardia, pursuant to which the Company granted to MyoKardia an exclusive worldwide license under certain intellectual property rights to research, develop, make, have made, use, have used, sell, have sold, offer for sale, have offered for sale, import, have imported, export, have exported, distribute, have distributed, market, have marketed, promote, have promoted, or otherwise exploit products directed against certain biological targets identified by the Company that are capable of modulating up to a certain number of genes of interest with relevance to certain genetically defined cardiomyopathies. Pursuant to a mutually agreed research plan, the Company will perform assay screening and related research activities to identify and validate up to a specified number of potential cardiomyopathy gene targets (“Identified Targets”) for further research, development, manufacture and commercialization by MyoKardia. The Company and MyoKardia will work together to determine how best to advance at each stage of the research activities under the research plan and to identify which of the Identified Targets, if any, meet the criteria set forth in the research plan (the “Cardiomyopathy Target Candidates”). Upon completion of the research plan, the parties will work together to prepare a final data package and MyoKardia may designate certain Cardiomyopathy Target Candidates for MyoKardia’s further exploitation under the MyoKardia Collaboration Agreement (the “Cardiomyopathy Targets”). If MyoKardia does not designate any Cardiomyopathy Targets during the designated period, then the MyoKardia Collaboration Agreement will automatically terminate. If MyoKardia designates one or more Cardiomyopathy Targets, then MyoKardia will be obligated to use commercially reasonable efforts to seek regulatory approval for and to commercialize one product directed against an Identified Target in certain specified countries. During the period in which the Company is performing the research activities pursuant to the research plan (the “Research Term”) and for a specified period beyond the Research Term if MyoKardia designates a Cardiomyopathy Target, the Company may only use the data generated from such research activities for MyoKardia in accordance with the MyoKardia Collaboration Agreement. During the Research Term and for a specified period thereafter, the Company may not research, develop, manufacture, commercialize, use, or otherwise exploit any compound or product (a) that is a Compound or Product under the MyoKardia Collaboration Agreement that is directed against the Cardiomyopathy Target Candidates for the treatment, prophylaxis, or diagnosis of any indication or (b) for the treatment of any genetically defined cardiomyopathies shown to be related to certain specified genes of interest that are modulated by the Cardiomyopathy Targets. Under the MyoKardia Collaboration Agreement, MyoKardia made a $10.0 million upfront payment and a $2.5 million payment as prepaid research funding to the Company in July 2020. MyoKardia will also reimburse the Company for the costs of the research activities not covered by the prepaid research funding, up to a maximum amount of total research funding (including the prepaid research funding). Upon the achievement of specified preclinical, development and sales milestones, the Company will be entitled to preclinical milestone payments, development milestone payments and sales milestone payments of up to $298.5 million in the aggregate per target for certain Identified Targets, and of up to $150.0 million in the aggregate per target for certain other Identified Targets. MyoKardia will also pay the Company tiered royalties ranging from a mid single-digit percentage to a low double-digit percentage based on MyoKardia’s, and any of its affiliates’ and sublicensees’, annual worldwide net sales of products under the MyoKardia Collaboration Agreement directed against any Identified Target. The royalties are payable on a product-by-product basis during a specified royalty term, and may be reduced in specified circumstances. The MyoKardia Collaboration Agreement continues on a country-by-country and product-by-product basis until the last to expire royalty term for a product, at which time the MyoKardia Collaboration Agreement expires with respect to such product in such country. Either party has the right to terminate the MyoKardia Collaboration Agreement if the other party has materially breached in the performance of its obligations under the MyoKardia Collaboration Agreement and such breach has not been cured within the applicable cure period. MyoKardia also has the right to terminate the MyoKardia Collaboration Agreement for convenience in its entirety or on a target-by-target, product-by-product or molecule-by-molecule basis. Accounting Analysis Identification of the Contract The Company assessed the MyoKardia Collaboration Agreement and concluded that it represents a contract with a customer within the scope of ASC 606. Identification of the Promises and Performance Obligations The Company determined that the MyoKardia Collaboration Agreement contains the following promises: (i) an exclusive worldwide license under certain intellectual property rights, including rights to a specified number of potential cardiomyopathy gene targets identified by the Company for further research, development, manufacture and commercialization for the treatment, prophylaxis, or diagnosis of certain genetically defined cardiomyopathies that was conveyed at the inception of the arrangement (the “MyoKardia License”), (ii) research services to identify and validate potential biological targets (the “MyoKardia Research Services”), and (iii) participation in the joint steering committee (the “MyoKardia JSC”). The Company assessed the above promises and concluded that the MyoKardia License is not capable of being distinct from the MyoKardia Research Services given that the MyoKardia License has limited value without the performance of the MyoKardia Research Services and the MyoKardia Research Services can only be performed by the Company due to their specialized nature. Therefore, the Company has concluded that the MyoKardia License and the MyoKardia Research Services represent a single combined performance obligation. The Company also assessed the participation on the MyoKardia JSC and concluded that the promise is quantitatively and qualitatively immaterial in the context of the MyoKardia Collaboration Agreement. Accordingly, the Company has disregarded its participation on the MyoKardia JSC as a performance obligation. Determination of the Transaction Price The Company received a non-refundable upfront payment of $10.0 million, which the Company included in the transaction price. Based on the uncertainty associated with the achievement of any preclinical and development milestone payments that the Company is eligible to receive, the Company has constrained the variable consideration associated with those milestone payments and excluded them from the transaction price. As part of its evaluation of constraining the preclinical and development milestones, the Company considered numerous factors, including the fact that the achievement of the preclinical and development milestones are contingent upon the results of the underlying preclinical and development activities and are thus outside of the control of the Company. The Company also included in the transaction price the expected amount of costs to be reimbursed for the MyoKardia Research Services, which includes the $2.5 Any consideration related to sales milestone payments (including royalties) will be recognized when the related sales occur as these amounts have been determined to relate predominantly to the license granted to MyoKardia and therefore are recognized at the later of when the related sales occur or the performance obligation is satisfied. Allocation of the Transaction Price to Performance Obligations As noted above, the Company has identified a single performance obligation associated with the MyoKardia Collaboration Agreement. Therefore, the Company will allocate the entire amount of the transaction price to the identified single performance obligation. Recognition of Revenue The Company recognizes revenue related to the MyoKardia Collaboration Agreement over time as the MyoKardia Research Services are rendered. The Company has concluded that an input method is a representative depiction of the transfer of services under the MyoKardia Collaboration Agreement. The method of measuring progress towards the delivery of the services incorporates actual cumulative internal and external costs incurred relative to total internal and external costs expected to be incurred to satisfy the performance obligation. The period over which total costs are estimated reflects the Company’s estimate of the period over which it will perform the MyoKardia Research Services. Changes in estimates of total internal and external costs expected to be incurred are recognized in the period of change as a cumulative catch-up adjustment. During the three and nine months ended September 30, 2020, the Company recognized $0.3 million of collaboration revenue associated with the MyoKardia Collaboration Agreement. For the three and nine months ended September 30, 2019, the Company did not recognize any revenue under the MyoKardia Collaboration Agreement as it had not yet entered into the MyoKardia Collaboration Agreement. As of September 30, 2020, the Company recorded deferred revenue of $12.2 million associated with the MyoKardia Collaboration Agreement, which is classified as either current or net of current portion in the accompanying consolidated balance sheets based on the period over which the revenue is expected to be recognized. As of December 31, 2019, the Company recorded no deferred revenue associated with the MyoKardia Collaboration Agreement as it had not yet entered into the MyoKardia Collaboration Agreement. The aggregate deferred revenue balance represents the aggregate amount of the transaction price allocated to the performance obligations that are unsatisfied as of September 30, 2020. As of September 30, 2020, t $2.5 million payment as prepaid research funding in July 2020 |
Asset Acquisition
Asset Acquisition | 9 Months Ended |
Sep. 30, 2020 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Asset Acquisition | 11. Asset Acquisition In February 2019, the Company entered into the GSK Agreement, pursuant to which the Company has been granted an exclusive worldwide license to develop and commercialize losmapimod. Under the GSK Agreement, the Company also acquired reference rights to relevant regulatory and manufacturing documents and GSK’s existing supply of losmapimod drug substance and product. The Company also has the right to sublicense its rights under the license agreement, subject to certain conditions. The Company is obligated to use commercially reasonable efforts to develop and commercialize losmapimod at its sole cost. The Company is also responsible for costs related to the filing and maintenance of the licensed patent rights. Under the GSK Agreement, the Company issued 12,500,000 shares of Series B Preferred Stock to GSK with an estimated fair value of $25.5 million, or $2.04 per share, which was determined with the assistance of a third-party specialist contemporaneously with the issuance of the Series B Preferred Stock to GSK. In addition, the Company may owe GSK up to $37.5 million in certain specified clinical and regulatory milestones, including $2.5 million due upon the initiation of a Phase 2 clinical trial, which was achieved and paid during the third quarter of 2019, and up to $60.0 million in certain specified sales milestones. The Company has agreed to pay tiered royalties on annual net sales of losmapimod that range from mid single-digit percentages to a low double-digit, but less than teens, percentage. The royalties are payable on a product-by-product and country-by-country basis, and may be reduced in specified circumstances. The Company also incurred $0.1 million of direct expenses related to the transaction, which the Company included in the total consideration for the transaction. The GSK Agreement may be terminated by either party for a material breach by the other, subject to notice and cure provisions. Unless earlier terminated, the GSK Agreement will continue in effect until the expiration of the Company’s royalty obligations, which expire on a country-by-country basis on the later of (i) ten years after the first commercial sale in the country or (ii) approval of a generic version of losmapimod by the applicable regulatory agency. The Company concluded the arrangement did not result in the acquisition of a business, as substantially all of the fair value of the gross assets acquired was concentrated in a single in-process research and development asset, losmapimod. In addition, the Company did not obtain any substantive processes in connection to the GSK Agreement and losmapimod was not generating revenue at the time the GSK Agreement was executed. Therefore, the Company accounted for the arrangement as an asset acquisition. The Company also concluded that the acquired assets do not have an alternative future use, and therefore the fair value attributable to the GSK Agreement of $25.6 million, inclusive of transaction costs, was recorded as in-process research and development expense (a component of research and development expenses) in the Company’s consolidated statement of operations and comprehensive loss during the first quarter of 2019, which is the period in which the Company obtained (i) the license to losmapimod, (ii) the right to reference relevant regulatory and manufacturing documents, and (iii) GSK’s existing supply of losmapimod drug substance and product. Additionally, the Company will recognize clinical and regulatory milestone payments when the underlying contingency is resolved and the consideration is paid or becomes payable. The milestone payments will be capitalized or expensed depending on the nature of the associated asset as of the date of recognition. The Company will record sales milestone payments and royalties as additional expense of the related product sales in the period in which the corresponding sales occur. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2020 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 12. Commitments and Contingencies Operating Leases In November 2017, the Company entered into a lease agreement for its current corporate headquarters for approximately 28,731 square feet of office and laboratory space in Cambridge, Massachusetts. The lease has a total commitment of $25.1 million over the ten year term, and includes escalating rent payments. The lease agreement requires the Company to either pay a security deposit or maintain a letter of credit of $1.1 million. The Company maintains a letter of credit for this lease and has recorded the cash held to secure the letter of credit as restricted cash on the consolidated balance sheet as of September 30, 2020 and December 31, 2019. Rent expense associated with this lease for each of the three months ended September 30, 2020 and 2019 was approximately $0.5 million. Rent expense associated with this lease for each of the nine months ended September 30, 2020 and 2019 was approximately $1.4 million. The future minimum lease payments associated with the lease for the Company’s current headquarters as of September 30, 2020, are as follows (in thousands): 2020 (1) $ 579 2021 2,354 2022 2,424 2023 2,497 2024 2,572 Thereafter 9,615 Total minimum lease payments $ 20,041 (1) Amounts are for the three months ending December 31, 2020. Other Agreements The Company has agreements with third parties in the normal course of business under which it can license certain developed technologies. If the Company exercises its rights to license the technologies it may be subject to additional fees and milestone payments. As of September 30, 2020, the Company has not exercised its rights to license such technologies. Indemnification Agreements In the ordinary course of business, the Company may provide indemnification of varying scope and terms to vendors, lessors, business partners and other parties with respect to certain matters arising out of the relationship between such parties and the Company. In addition, the Company has entered into indemnification agreements with members of its board of directors and senior management 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 or officers. The maximum potential amount of future payments the Company could be required to make under these indemnification agreements is, in many cases, unlimited. To date, the Company has not incurred any material costs as a result of such indemnifications. The Company is not aware of any claims under indemnification arrangements, and it has not accrued any liabilities related to such obligations as of September 30, 2020 or December 31, 2019. Legal Proceedings The Company is not currently a party to any material legal proceedings. At each reporting date, the Company evaluates whether or not a potential loss amount or a potential range of loss is probable and reasonably estimable under the provisions of the authoritative guidance that addresses accounting for contingencies. The Company expenses the costs related to its legal proceedings as they are incurred. No such costs have been incurred during the three and nine months ended September 30, 2020 and 2019. |
Defined Contribution Plan
Defined Contribution Plan | 9 Months Ended |
Sep. 30, 2020 | |
Compensation And Retirement Disclosure [Abstract] | |
Defined Contribution Plan | 13. Defined Contribution Plan The Company has a defined contribution savings plan under Section 401(k) of the Internal Revenue Code (the “401(k) Plan”). The 401(k) Plan covers all employees who meet defined minimum age and service requirements, and allows participants the option to elect to defer a portion of their annual compensation on a pretax basis. As currently established, the Company is not required to make and has not made any contributions to the 401(k) Plan. |
Net Loss per Share
Net Loss per Share | 9 Months Ended |
Sep. 30, 2020 | |
Earnings Per Share [Abstract] | |
Net Loss per Share | 14. Net Loss per Share The following common stock equivalents were excluded from the calculation of diluted net loss per share attributable to common stockholders for the periods indicated because including them would have had an anti-dilutive effect: Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Outstanding stock options 2,868,693 1,981,457 2,868,693 1,981,457 Unvested restricted stock awards 181,213 782,548 181,213 782,548 Total 3,049,906 2,764,005 3,049,906 2,764,005 |
Related-Party Transactions
Related-Party Transactions | 9 Months Ended |
Sep. 30, 2020 | |
Related Party Transactions [Abstract] | |
Related-Party Transactions | 15. Related-Party Transactions During the three and nine months ended September 30, 2019, the Company paid fees to Third Rock Ventures, LLC (“TRV”), an affiliate of one of the Company’s principal stockholders, in exchange for consulting services. The Company recorded expenses related to such fees of less than $0.1 million during the nine months ended September 30, 2019. The Company did not record expenses related to such fees during the three and nine months ended September 30, 2020 or the three months ended September 30, 2019. During the three and nine months ended September 30, 2020, the Company did not pay fees to TRV in exchange for services. As of December 31, 2019, there was less than $0.1 million of amounts due to TRV for such services that were included in accounts payable and accrued expenses. As of September 30, 2020, there were no amounts due to TRV for such services that were included in accounts payable and accrued expenses. Additionally, consultants that provide services to the Company are employees of TRV. The Company has issued an aggregate of 142,284 shares of common stock to these consultants in exchange for their continuing consulting services. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2020 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | Principles of Consolidation The accompanying consolidated financial statements include the accounts of the Company and its wholly owned subsidiary, Fulcrum Therapeutics Securities Corp., which is a Massachusetts subsidiary created to buy, sell, and hold securities. All intercompany transactions and balances have been eliminated. |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies The significant accounting policies and estimates used in the preparation of the accompanying consolidated financial statements are described in the Company’s audited consolidated financial statements for the year ended December 31, 2019 included in the Company’s Annual Report on Form 10-K |
Use of Estimates | Use of Estimates The preparation of financial statements in accordance with GAAP requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements, and the reported amount of expenses during the reported periods. Estimates inherent in the preparation of these consolidated financial statements include, but are not limited to, estimates related to revenue recognition, accrued expenses, stock-based compensation expense, the fair value of the Company’s common stock and convertible preferred stock prior to the completion of the IPO, and income taxes. The Company bases its estimates on historical experience and other market specific or other relevant assumptions it believes to be reasonable under the circumstances. On an ongoing basis, management evaluates its estimates as there are changes in circumstances, facts and experience. Actual results could differ from those estimates or assumptions. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The fair value of the Company’s financial assets and liabilities reflects the Company’s estimate of amounts that it would have received in connection with the sale of the assets or paid in connection with the transfer of the liabilities in an orderly transaction between market participants at the measurement date. In connection with measuring the fair value of its assets and liabilities, the Company seeks to maximize the use of observable inputs (market data obtained from sources independent from the Company) and to minimize the use of unobservable inputs (the Company’s assumptions about how market participants would price assets and liabilities). The following fair value hierarchy is used to classify assets and liabilities based on the observable inputs and unobservable inputs used in order to value the assets and liabilities: Level 1: Quoted prices in active markets for identical assets or liabilities. An active market for an asset or liability is a market in which transactions for the asset or liability occur with sufficient frequency and volume to provide pricing information on an ongoing basis. Level 2: Observable inputs other than Level 1 inputs. Examples of Level 2 inputs include quoted prices in active markets for similar assets or liabilities and quoted prices for identical assets or liabilities in markets that are not active. Level 3: Unobservable inputs based on the Company’s assessment of the assumptions that market participants would use in pricing the asset or liability. The Company’s cash equivalents and marketable securities are carried at fair value and are classified according to the fair value hierarchy described above (Note 3). The cash equivalents and marketable securities are initially valued at the transaction price, and subsequently revalued at the end of each reporting period, utilizing third-party pricing services. The pricing services utilize industry standard valuation models, including both income and market based approaches, to determine fair value. |
Marketable Securities | Marketable Securities The Company classifies marketable securities with a remaining maturity when purchased of greater than three months as marketable securities. As of September 30, 2020, the Company’s marketable securities consisted of investments in U.S. Treasury securities, corporate bonds, and commercial paper. Marketable securities are classified as current assets on the consolidated balance sheets if the marketable securities are available to be converted into cash to fund current operations. Marketable securities are carried at fair value with the unrealized gains and losses included in accumulated other comprehensive loss, which is a component of stockholders’ equity, until such gains and losses are realized. Any premium arising at purchase is amortized to interest expense over the period of the earliest call date, and any discount arising at purchase is accreted to interest income over the life of the instrument. Realized gains and losses are determined using the specific identification method and are included in other income, net. If any adjustment to fair value reflects a decline in value of the investment, the Company considers all available evidence to evaluate the extent to which the decline is “other-than-temporary” and, if so, marks the investment to market through a charge to the Company’s statement of operations and comprehensive loss. |
Off-Balance Sheet Risk and Concentrations of Credit Risk | Off-Balance Sheet Risk and Concentrations of Credit Risk The Company has no significant off-balance sheet risk such as foreign exchange contracts, option contracts, or other foreign hedging arrangements. Financial instruments that potentially expose the Company to concentrations of credit risk consist primarily of cash, cash equivalents, marketable securities, and restricted cash. The Company’s cash, cash equivalents, and restricted cash are deposited in accounts at large financial institutions. The Company believes it is not exposed to significant credit risk due to the financial strength of the depository institutions in which the cash, cash equivalents and restricted cash are held. The Company maintains its cash equivalents in money market funds that invest in U.S. Treasury securities. The Company’s marketable securities primarily consist of U.S. Treasury securities, corporate bonds, and commercial paper, and potentially subject the Company to concentrations of credit risk. The Company has adopted an investment policy that limits the amounts the Company may invest in any one type of investment. The Company has not experienced any credit losses and does not believe it is exposed to any significant credit risk on these funds. |
Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements In March 2017, the FASB issued ASU No. 2017-08, Receivables - Nonrefundable Fees and Other Costs (Subtopic 310-20): Premium Amortization on Purchased Callable Debt Securities In July 2017, the FASB issued ASU No. 2017-11, Earnings Per Share (Topic 260), Distinguishing Liabilities from Equity (Topic 480), Derivatives and Hedging (Topic 815) I. Accounting for Certain Financial Instruments with Down Round Features II. Replacement of the Indefinite Deferral for Mandatorily Redeemable Financial Instruments of Certain Nonpublic Entities and Certain Mandatorily Redeemable Noncontrolling Interests with a Scope Exception In November 2018, the FASB issued ASU No. 2018-18, Collaborative Arrangements (Topic 808): Clarifying the Interaction between Topic 808 and Topic 606 |
Recent Accounting Pronouncements-To Be Adopted | Recent Accounting Pronouncements—To Be Adopted In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) Leases (Topic 842): Targeted Improvements Leases In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments In December 2019, the FASB issued ASU No. 2019-12, Income Taxes-Simplifying the Accounting for Income Taxes |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Fair Value Disclosures [Abstract] | |
Summary of Financial Assets Measured at Fair Value on Recurring Basis and Level of Fair Value Hierarchy Classification | The following tables present information about the Company’s financial assets measured at fair value on a recurring basis and indicate the fair value hierarchy classification of such fair values as of September 30, 2020 and December 31, 2019 (in thousands): Fair Value Measurements at September 30, 2020 Total Level 1 Level 2 Level 3 Cash equivalents: Money market funds $ 85,221 $ 85,221 $ — $ — Marketable securities: U.S. Treasury securities 14,998 — 14,998 — Corporate bonds 13,780 — 13,780 — Commercial paper 13,026 — 13,026 — Total $ 127,025 $ 85,221 $ 41,804 $ — Fair Value Measurements at December 31, 2019 Total Level 1 Level 2 Level 3 Cash equivalents: Money market funds $ 96,713 $ 96,713 $ — $ — Total $ 96,713 $ 96,713 $ — $ — |
Marketable Securities (Tables)
Marketable Securities (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Investments Debt And Equity Securities [Abstract] | |
Summary of Marketable Securities | Marketable securities consisted of the following as of September 30, 2020 (in thousands): Fair Value Measurements at September 30, 2020 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Cash equivalents: Money market funds $ 85,221 $ — $ — $ 85,221 Total cash equivalents 85,221 — — 85,221 Marketable securities: U.S. Treasury securities 14,996 2 — 14,998 Corporate bonds 13,751 29 — 13,780 Commercial paper 13,026 — — 13,026 Total marketable securities 41,773 31 — 41,804 Total cash equivalents and marketable securities $ 126,994 $ 31 $ — $ 127,025 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Property Plant And Equipment [Abstract] | |
Schedule of Property and Equipment, Net | Property and equipment, net consisted of the following (in thousands): September 30, 2020 December 31, 2019 Lab equipment $ 6,468 $ 5,710 Furniture and fixtures 594 548 Computer equipment 373 512 Software 199 90 Leasehold improvements 6,210 6,210 Construction in process — 82 Total property and equipment 13,844 13,152 Less: accumulated depreciation (5,449 ) (3,947 ) Property and equipment, net $ 8,395 $ 9,205 |
Additional Balance Sheet Deta_2
Additional Balance Sheet Detail (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Balance Sheet Related Disclosures [Abstract] | |
Schedule of Prepaid Expenses and Other Current Assets | Prepaid expenses and other current assets consisted of the following (in thousands): September 30, 2020 December 31, 2019 Prepaid expenses $ 4,286 $ 2,796 Prepaid sign-on bonuses subject to vesting provisions 66 179 Interest income receivable 71 111 Other 72 284 Total prepaid expenses and other current assets $ 4,495 $ 3,370 |
Schedule of Accrued Expenses and Other Current Liabilities | Accrued expenses and other current liabilities consisted of the following (in thousands): September 30, 2020 December 31, 2019 External research and development $ 5,954 $ 2,250 Payroll and benefits 2,255 2,239 Professional services 431 891 Capital lease obligation, current portion 30 50 Restricted stock liability, current portion 9 17 Other 64 49 Total accrued expenses and other current liabilities $ 8,743 $ 5,496 |
Common Stock (Tables)
Common Stock (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Equity [Abstract] | |
Schedule of Potential Conversion of Preferred Stock and Future Issuance of Common Stock | As of September 30, 2020 and December 31, 2019, the Company has reserved for future issuance the following number of shares of common stock: September 30, 2020 December 31, 2019 Shares reserved for exercises of outstanding stock options 2,868,693 2,023,828 Shares reserved for future issuance under the 2019 Stock Incentive Plan 1,860,978 1,866,694 Shares reserved for future issuance under the 2019 Employee Stock Purchase Plan 485,497 252,142 5,215,168 4,142,664 |
Stock-based Compensation Expe_2
Stock-based Compensation Expense (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Summary of Stock Option Activity | Stock options granted by the Company typically vest over a four-year period and have a ten year contractual term. The following table summarizes the Company’s stock option activity under the 2019 Plan and 2016 Plan since December 31, 2019: Number of Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (in years) Aggregate Intrinsic Value Outstanding at December 31, 2019 2,023,828 $ 9.31 8.94 $ 2,730,209 Granted 1,032,506 15.73 Exercised (118,281 ) 7.59 Cancelled (69,360 ) 12.23 Outstanding at September 30, 2020 2,868,693 $ 11.62 8.73 $ 425,192 Exercisable at September 30, 2020 733,937 $ 10.16 8.41 $ 181,578 |
Weighted Average Assumptions Used to Calculate Fair Value of Stock Option | The fair value of stock options granted during the three and nine months ended September 30, 2020 and 2019 under the 2019 Plan and the 2016 Plan has been calculated on the date of grant using the following weighted average assumptions: Three Months Ended September 30, 2020 Three Months Ended September 30, 2019 Nine Months Ended September 30, 2020 Nine Months Ended September 30, 2019 Risk-free interest rate 0.3 % 1.7 % 1.4 % 2.4 % Expected dividend yield 0.0 % 0.0 % 0.0 % 0.0 % Expected term (years) 6.0 6.0 6.0 6.0 Expected stock price volatility 78.1 % 80.1 % 75.9 % 81.0 % |
Summary of Stock-Based Compensation Expense Recognized | The total compensation cost recognized in the statements of operations associated with all stock-based compensation awards granted by the Company is as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Research and development $ 779 $ 533 $ 2,723 $ 1,398 General and administrative 997 646 2,950 1,552 Total stock-based compensation expense $ 1,776 $ 1,179 $ 5,673 $ 2,950 |
2019 Plan and 2016 Plan | |
Summary of Restricted Stock Activity | The shares of common stock underlying restricted stock awards typically vest over a four-year period. The shares of common stock are recorded in stockholders’ equity as they vest. The following table summarizes the Company’s restricted stock activity under the 2019 Plan and 2016 Plan since December 31, 2019: Number of Shares Weighted Average Grant Date Fair Value Unvested at December 31, 2019 346,423 $ 3.05 Granted — — Vested (198,343 ) 2.99 Repurchased (24,010 ) 3.02 Unvested at September 30, 2020 124,070 $ 3.15 |
Grants Outside of 2016 Stock Incentive Plan and 2019 Stock Incentive Plan | |
Summary of Restricted Stock Activity | The following table summarizes the Company’s restricted stock activity outside of the 2019 Plan and 2016 Plan since December 31, 2019: Number of Shares Weighted Average Grant Date Fair Value Unvested at December 31, 2019 334,647 $ 2.94 Granted — — Vested (277,504 ) 2.94 Repurchased — — Unvested at September 30, 2020 57,143 $ 2.94 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Commitments And Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Lease Payments | The future minimum lease payments associated with the lease for the Company’s current headquarters as of September 30, 2020, are as follows (in thousands): 2020 (1) $ 579 2021 2,354 2022 2,424 2023 2,497 2024 2,572 Thereafter 9,615 Total minimum lease payments $ 20,041 (1) Amounts are for the three months ending December 31, 2020. |
Net Loss per Share (Tables)
Net Loss per Share (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Earnings Per Share [Abstract] | |
Schedule of Antidilutive Securities Excluded from Calculation of Diluted Net Loss per Share Attributable to Common Stockholders | The following common stock equivalents were excluded from the calculation of diluted net loss per share attributable to common stockholders for the periods indicated because including them would have had an anti-dilutive effect: Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Outstanding stock options 2,868,693 1,981,457 2,868,693 1,981,457 Unvested restricted stock awards 181,213 782,548 181,213 782,548 Total 3,049,906 2,764,005 3,049,906 2,764,005 |
Nature of the Business and Ba_2
Nature of the Business and Basis of Presentation - Additional Information (Details) $ / shares in Units, $ in Thousands | Jun. 09, 2020USD ($)$ / sharesshares | Jul. 22, 2019USD ($)$ / sharesshares | Jul. 05, 2019 | Sep. 30, 2020USD ($)shares | Jun. 30, 2020shares | Mar. 31, 2020shares | Sep. 30, 2019shares | Jun. 30, 2019shares | Mar. 31, 2019shares | Sep. 30, 2020USD ($) | Sep. 30, 2019USD ($) | Dec. 31, 2019USD ($) |
Nature Of Business And Basis Of Presentation [Line Items] | ||||||||||||
Net proceeds of common stock | $ (193) | $ 64,443 | ||||||||||
Gross proceeds of common stock | 64,210 | |||||||||||
Offering costs | $ 34 | |||||||||||
Accumulated deficit | $ 203,900 | $ 203,900 | $ 150,801 | |||||||||
Convertible Preferred Stock | ||||||||||||
Nature Of Business And Basis Of Presentation [Line Items] | ||||||||||||
Convertible preferred stock, share outstanding | shares | 112,500,000 | |||||||||||
Common Stock | ||||||||||||
Nature Of Business And Basis Of Presentation [Line Items] | ||||||||||||
Issuance of common stock, Shares | shares | 54,187 | 401,248 | 138,693 | 116,167 | 148,320 | 134,013 | ||||||
IPO | ||||||||||||
Nature Of Business And Basis Of Presentation [Line Items] | ||||||||||||
Issuance of common stock, Shares | shares | 4,500,000 | |||||||||||
Share price | $ / shares | $ 16 | |||||||||||
Net proceeds of common stock | $ 63,900 | |||||||||||
Reverse stock split | one-for-seven | |||||||||||
Stock split | 0.14285 | |||||||||||
IPO | Common Stock | ||||||||||||
Nature Of Business And Basis Of Presentation [Line Items] | ||||||||||||
Number of preferred stock converted into common stock | shares | 16,071,418 | |||||||||||
Private Placement | Investor | ||||||||||||
Nature Of Business And Basis Of Presentation [Line Items] | ||||||||||||
Issuance of common stock, Shares | shares | 4,029,411 | |||||||||||
Share price | $ / shares | $ 17 | |||||||||||
Gross proceeds of common stock | $ 68,500 | |||||||||||
Offering costs | $ 4,200 | |||||||||||
Private Placement | Common Stock | ||||||||||||
Nature Of Business And Basis Of Presentation [Line Items] | ||||||||||||
Issuance of common stock, Shares | shares | 4,029,411 |
Summary of Fair Value Measureme
Summary of Fair Value Measurements - Financial Assets Measured at Fair Value on Recurring Basis and Level of Fair Value Hierarchy Classification (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Cash equivalents | $ 85,221 | |
Marketable securities | 41,804 | |
Recurring | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Cash equivalents | $ 96,713 | |
Total | 127,025 | |
Recurring | Money Market Funds | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Cash equivalents | 85,221 | 96,713 |
Recurring | US Treasury Securities | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Marketable securities | 14,998 | |
Recurring | Corporate Bonds | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Marketable securities | 13,780 | |
Recurring | Commercial Paper | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Marketable securities | 13,026 | |
Recurring | Level 1 | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Cash equivalents | 96,713 | |
Total | 85,221 | |
Recurring | Level 1 | Money Market Funds | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Cash equivalents | 85,221 | $ 96,713 |
Recurring | Level 2 | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Total | 41,804 | |
Recurring | Level 2 | US Treasury Securities | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Marketable securities | 14,998 | |
Recurring | Level 2 | Corporate Bonds | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Marketable securities | 13,780 | |
Recurring | Level 2 | Commercial Paper | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Marketable securities | $ 13,026 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) | Sep. 30, 2020USD ($) |
Fair Value Disclosures [Abstract] | |
Fair value transfers between levels | $ 0 |
Marketable Securities - Summary
Marketable Securities - Summary of Marketable Securities (Details) $ in Thousands | Sep. 30, 2020USD ($) |
Schedule Of Available For Sale Securities [Line Items] | |
Cash equivalents, Amortized Cost | $ 85,221 |
Cash equivalents, Fair Value | 85,221 |
Marketable securities, Amortized Cost | 41,773 |
Marketable securities, Gross Unrealized Gains | 31 |
Marketable securities, Fair Value | 41,804 |
Total cash equivalents and marketable securities, Amortized Cost | 126,994 |
Total cash equivalents and marketable securities, Gross Unrealized Gains | 31 |
Total cash equivalents and marketable securities, Fair Value | 127,025 |
Money Market Funds | |
Schedule Of Available For Sale Securities [Line Items] | |
Cash equivalents, Amortized Cost | 85,221 |
Cash equivalents, Fair Value | 85,221 |
Commercial Paper | |
Schedule Of Available For Sale Securities [Line Items] | |
Marketable securities, Amortized Cost | 13,026 |
Marketable securities, Fair Value | 13,026 |
US Treasury Securities | |
Schedule Of Available For Sale Securities [Line Items] | |
Marketable securities, Amortized Cost | 14,996 |
Marketable securities, Gross Unrealized Gains | 2 |
Marketable securities, Fair Value | 14,998 |
Corporate Bonds | |
Schedule Of Available For Sale Securities [Line Items] | |
Marketable securities, Amortized Cost | 13,751 |
Marketable securities, Gross Unrealized Gains | 29 |
Marketable securities, Fair Value | $ 13,780 |
Marketable Securities - Additio
Marketable Securities - Additional Information (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2020 | Dec. 31, 2019 | |
Investments Debt And Equity Securities [Abstract] | |||
Marketable securities | $ 0 | ||
Sale of marketable securities | $ 0 | $ 0 | |
Aggregate fair value of securities, unrealized loss position | $ 0 | 0 | |
Securities with other-than-temporary impairment | $ 0 |
Property and Equipment, Net - S
Property and Equipment, Net - Schedule of Property and Equipment, Net (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Property Plant And Equipment [Line Items] | ||
Total property and equipment | $ 13,844 | $ 13,152 |
Less: accumulated depreciation | (5,449) | (3,947) |
Property and equipment, net | 8,395 | 9,205 |
Lab Equipment | ||
Property Plant And Equipment [Line Items] | ||
Total property and equipment | 6,468 | 5,710 |
Furniture and Fixtures | ||
Property Plant And Equipment [Line Items] | ||
Total property and equipment | 594 | 548 |
Computer Equipment | ||
Property Plant And Equipment [Line Items] | ||
Total property and equipment | 373 | 512 |
Software | ||
Property Plant And Equipment [Line Items] | ||
Total property and equipment | 199 | 90 |
Leasehold Improvements | ||
Property Plant And Equipment [Line Items] | ||
Total property and equipment | $ 6,210 | 6,210 |
Construction in Process | ||
Property Plant And Equipment [Line Items] | ||
Total property and equipment | $ 82 |
Property and Equipment, Net - A
Property and Equipment, Net - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Property Plant And Equipment [Abstract] | ||||
Depreciation expense | $ 500 | $ 500 | $ 1,646 | $ 1,534 |
Additional Balance Sheet Deta_3
Additional Balance Sheet Detail - Schedule of Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Balance Sheet Related Disclosures [Abstract] | ||
Prepaid expenses | $ 4,286 | $ 2,796 |
Prepaid sign-on bonuses subject to vesting provisions | 66 | 179 |
Interest income receivable | 71 | 111 |
Other | 72 | 284 |
Total prepaid expenses and other current assets | $ 4,495 | $ 3,370 |
Additional Balance Sheet Deta_4
Additional Balance Sheet Detail - Schedule of Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Balance Sheet Related Disclosures [Abstract] | ||
External research and development | $ 5,954 | $ 2,250 |
Payroll and benefits | 2,255 | 2,239 |
Professional services | 431 | 891 |
Capital lease obligation, current portion | 30 | 50 |
Restricted stock liability, current portion | 9 | 17 |
Other | 64 | 49 |
Total accrued expenses and other current liabilities | $ 8,743 | $ 5,496 |
Preferred Stock - Additional In
Preferred Stock - Additional Information (Details) - USD ($) | Jul. 05, 2019 | Sep. 30, 2020 | Dec. 31, 2019 | Jul. 22, 2019 |
Temporary Equity [Line Items] | ||||
Preferred stock, shares authorized | 5,000,000 | 5,000,000 | 5,000,000 | |
Preferred stock, shares issued | 0 | 0 | ||
Preferred stock, shares outstanding | 0 | 0 | ||
Gross proceeds threshold of automatic conversion of preferred stock eliminated | $ 45,000,000 | |||
IPO | Common Stock | ||||
Temporary Equity [Line Items] | ||||
Number of preferred stock converted into common stock | 16,071,418 | |||
Series B Preferred Stock | ||||
Temporary Equity [Line Items] | ||||
Temporary equity, dividends declared | $ 0 | |||
Convertible Preferred Stock | ||||
Temporary Equity [Line Items] | ||||
Convertible preferred stock, share outstanding | 112,500,000 | |||
Series A Preferred Stock | ||||
Temporary Equity [Line Items] | ||||
Temporary equity, dividends declared | $ 0 | |||
GSK Agreement | Series B Preferred Stock | ||||
Temporary Equity [Line Items] | ||||
Issuance of convertible preferred stock | 12,500,000 |
Common Stock - Additional Infor
Common Stock - Additional Information (Details) | Aug. 11, 2020USD ($) | Sep. 30, 2020USD ($)Vote$ / sharesshares | Sep. 30, 2019USD ($) | Jun. 30, 2020USD ($) | Dec. 31, 2019$ / sharesshares |
Class Of Stock [Line Items] | |||||
Common stock, shares authorized | shares | 200,000,000 | 200,000,000 | |||
Common stock, par value | $ / shares | $ 0.001 | $ 0.001 | |||
Common stock voting rights | Each share of common stock entitles the holder to one vote on all matters submitted to a vote of the Company’s stockholders | ||||
Number of common stock voting rights | Vote | 1 | ||||
Dividends declared or paid | $ | $ 0 | ||||
Proceeds from issuance of common stock under benefit plans, net | $ | $ 897,000 | $ 249,000 | |||
Sale of stock | shares | 27,459,196 | 23,335,514 | |||
Maximum | Sales Agreement [Member] | |||||
Class Of Stock [Line Items] | |||||
Proceeds from issuance of common stock under benefit plans, net | $ | $ 75,000,000 | ||||
Common Stock | Sales Agreement [Member] | |||||
Class Of Stock [Line Items] | |||||
Gross proceeds from issuance of common shares | 3.00% | ||||
Sale of stock | shares | 0 |
Common Stock - Schedule of Pote
Common Stock - Schedule of Potential Conversion of Preferred Stock and Future Issuance of Common Stock (Details) - shares | Sep. 30, 2020 | Dec. 31, 2019 |
Class Of Stock [Line Items] | ||
Shares reserved for conversion of preferred stock and future issuance of common stock | 5,215,168 | 4,142,664 |
Outstanding Stock Options | ||
Class Of Stock [Line Items] | ||
Shares reserved for future issuance | 2,868,693 | 2,023,828 |
2019 Stock Incentive Plan | ||
Class Of Stock [Line Items] | ||
Shares reserved for future issuance | 1,860,978 | 1,866,694 |
2019 Employee Stock Purchase Plan | ||
Class Of Stock [Line Items] | ||
Shares reserved for future issuance | 485,497 | 252,142 |
Stock-based Compensation Expe_3
Stock-based Compensation Expense - Additional Information (Details) - USD ($) | Jan. 01, 2020 | Jul. 02, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | Jul. 17, 2019 |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Unrecognized stock-based compensation expense | $ 16,700,000 | $ 16,700,000 | ||||||
Unrecognized stock-based compensation expense, weighted average period expect to recognized | 2 years 7 months 13 days | |||||||
2019 Employee Stock Purchase Plan | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Shares reserved for future issuance | 252,142 | |||||||
Increase in number of shares reserved for issuance (shares) | 233,355 | 428,571 | ||||||
Increase in number of shares reserved for issuance, percent of common stock outstanding | 1.00% | |||||||
Stock Option | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Shares reserved for future issuance | 2,868,693 | 2,868,693 | 2,023,828 | |||||
2016 Stock Incentive Plan | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Shares reserved for future issuance | 0 | 0 | 0 | |||||
2019 Stock Incentive Plan | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Shares reserved for future issuance | 2,017,142 | 1,860,978 | 1,860,978 | |||||
Increase in number of shares reserved for issuance (shares) | 933,420 | 2,000,000 | ||||||
Increase in number of shares reserved for issuance, percent of common stock outstanding | 4.00% | |||||||
2019 Stock Incentive Plan | Stock Option | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Vesting period | 4 years | |||||||
Contractual term | 10 years | |||||||
2019 Plan and 2016 Plan | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Weighted average grant date fair value | $ 4.84 | $ 10.36 | $ 10.41 | $ 6.97 | ||||
Total intrinsic value of stock options exercised | $ 100,000 | $ 1,200,000 | $ 200,000 | |||||
2019 Plan and 2016 Plan | Maximum | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Total intrinsic value of stock options exercised | $ 100,000 | |||||||
2019 Plan and 2016 Plan | Stock Option | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Contractual term | 8 years 8 months 23 days | 8 years 11 months 8 days | ||||||
Grants Outside of 2016 Stock Incentive Plan and 2019 Stock Incentive Plan | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Aggregate intrinsic value of restricted stock awards vested | $ 700,000 | $ 600,000 | $ 8,300,000 | $ 3,000,000 |
Stock-based Compensation Expe_4
Stock-based Compensation Expense - Summary of Restricted Stock Activity under 2019 Plan and 2016 Plan (Details) - 2019 Plan and 2016 Plan - Restricted Stock | 9 Months Ended |
Sep. 30, 2020$ / sharesshares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Number of Shares, Unvested, Beginning balance | shares | 346,423 |
Number of Shares, Vested | shares | (198,343) |
Number of Shares, Repurchased | shares | (24,010) |
Number of Shares, Unvested, Ending balance | shares | 124,070 |
Weighted Average Grant Date Fair Value, Unvested, Beginning balance | $ / shares | $ 3.05 |
Weighted Average Grant Date Fair Value, Vested | $ / shares | 2.99 |
Weighted Average Grant Date Fair Value, Repurchased | $ / shares | 3.02 |
Weighted Average Grant Date Fair Value, Unvested, Ending balance | $ / shares | $ 3.15 |
Stock-based Compensation Expe_5
Stock-based Compensation Expense - Summary of Stock Option Activity (Details) - 2019 Plan and 2016 Plan - Stock Option - USD ($) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2020 | Dec. 31, 2019 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Number of Shares, Outstanding, Beginning balance | 2,023,828 | |
Number of Shares, Granted | 1,032,506 | |
Number of Shares, Exercised | (118,281) | |
Number of Shares, Cancelled | (69,360) | |
Number of Shares, Outstanding, Ending balance | 2,868,693 | 2,023,828 |
Number of Shares, Exercisable | 733,937 | |
Weighted Average Exercise Price, Outstanding, Beginning balance | $ 9.31 | |
Weighted Average Exercise Price, Granted | 15.73 | |
Weighted Average Exercise Price, Exercised | 7.59 | |
Weighted Average Exercise Price, Cancelled | 12.23 | |
Weighted Average Exercise Price, Outstanding, Ending balance | 11.62 | $ 9.31 |
Weighted Average Exercise Price, Exercisable | $ 10.16 | |
Weighted Average Remaining Contractual Term (in years), Outstanding | 8 years 8 months 23 days | 8 years 11 months 8 days |
Weighted Average Remaining Contractual Term (in years), Exercisable | 8 years 4 months 28 days | |
Aggregate Intrinsic Value, Outstanding | $ 425,192 | $ 2,730,209 |
Aggregate Intrinsic Value, Exercisable | $ 181,578 |
Stock-based Compensation Expe_6
Stock-based Compensation Expense - Summary of Weighted Average Assumptions Used to Calculate Fair Value of Stock Option (Details) - 2019 Plan and 2016 Plan | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Risk-free interest rate | 0.30% | 1.70% | 1.40% | 2.40% |
Expected dividend yield | 0.00% | 0.00% | 0.00% | 0.00% |
Expected term (years) | 6 years | 6 years | 6 years | 6 years |
Expected stock price volatility | 78.10% | 80.10% | 75.90% | 81.00% |
Stock-based Compensation Expe_7
Stock-based Compensation Expense - Summary of Restricted Stock Activity outside of 2019 and 2016 Plan (Details) - Grants Outside of 2016 Stock Incentive Plan and 2019 Stock Incentive Plan - Restricted Stock | 9 Months Ended |
Sep. 30, 2020$ / sharesshares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Number of Shares, Unvested, Beginning balance | shares | 334,647 |
Number of Shares, Vested | shares | (277,504) |
Number of Shares, Unvested, Ending balance | shares | 57,143 |
Weighted Average Grant Date Fair Value, Unvested, Beginning balance | $ 2.94 |
Weighted Average Grant Date Fair Value, Granted | 0 |
Weighted Average Grant Date Fair Value, Vested | 2.94 |
Weighted Average Grant Date Fair Value, Unvested, Ending balance | $ 2.94 |
Stock-based Compensation Expe_8
Stock-based Compensation Expense - Summary of Stock-Based Compensation Expense Recognized (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Stock-based compensation expense | $ 1,776 | $ 1,179 | $ 5,673 | $ 2,950 |
Research and Development | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Stock-based compensation expense | 779 | 533 | 2,723 | 1,398 |
General and Administrative | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Stock-based compensation expense | $ 997 | $ 646 | $ 2,950 | $ 1,552 |
Collaboration and License Agr_2
Collaboration and License Agreements - Additional Information (Details) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | Jul. 31, 2020 | |
Acceleron Collaboration Agreement | ||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||||
Non refundable upfront payment received | $ 10,000,000 | $ 10,000,000 | ||||
Range of tiered royalties on net sales | mid single-digit percentage to a low double-digit percentage | |||||
Change in variable consideration constrained | $ 0 | |||||
Revenues | $ 1,500,000 | $ 0 | 4,300,000 | $ 0 | ||
Deferred revenue current and non-current | 7,400,000 | 7,400,000 | 10,000,000 | |||
Unbilled accounts receivable related to reimbursable research and development cost | 600,000 | 600,000 | ||||
Reimbursement Payment Recieved | 1,100,000 | |||||
Royalty Expense | 0 | |||||
Acceleron Collaboration Agreement | Research Milestones | Maximum | ||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||||
Aggregate amount receivable on achievement of milestone | 18,500,000 | 18,500,000 | ||||
Acceleron Collaboration Agreement | Clinical and Regulatory Milestones | Maximum | ||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||||
Aggregate amount receivable on achievement of milestone | 202,500,000 | 202,500,000 | ||||
Acceleron Collaboration Agreement | Worldwide Net Sales Milestones | Maximum | ||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||||
Aggregate amount receivable on achievement of milestone | 217,500,000 | 217,500,000 | ||||
MyoKardia Collaboration and License Agreement [Member] | ||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||||
Non refundable upfront payment received | 10,000,000 | |||||
Revenues | 300,000 | $ 0 | 300,000 | $ 0 | ||
Deferred revenue current and non-current | 12,200,000 | 12,200,000 | $ 0 | |||
Unbilled accounts receivable related to reimbursable research and development cost | 0 | 0 | ||||
Upfront payment | $ 10,000,000 | |||||
Payment for prepaid research funding | 2,500,000 | |||||
Prepaid research funding payment received | $ 2,500,000 | $ 2,500,000 | ||||
MyoKardia Collaboration and License Agreement [Member] | Maximum | ||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||||
Milestone payment for certain identified targets | 298,500,000 | |||||
Milestone payment for certain other identified targets | $ 150,000,000 |
Asset Acquisition - Additional
Asset Acquisition - Additional Information (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Mar. 31, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Research And Development Assets Acquired Other Than Through Business Combination [Line Items] | ||||
In-process research and development expenses | $ 25,600,000 | $ 25,591,000 | ||
GSK Agreement | ||||
Research And Development Assets Acquired Other Than Through Business Combination [Line Items] | ||||
Specified clinical and regulatory milestones phase two clinical trial | $ 2,500,000 | |||
Direct expenses related to the transaction | $ 100,000 | |||
GSK Agreement | Maximum | ||||
Research And Development Assets Acquired Other Than Through Business Combination [Line Items] | ||||
Specified clinical and regulatory milestones | 37,500,000 | |||
Specified sales milestone | $ 60,000,000 | |||
Series B Convertible Preferred Stock | GSK Agreement | ||||
Research And Development Assets Acquired Other Than Through Business Combination [Line Items] | ||||
Shares issued for asset acquisition | 12,500,000 | |||
Shares issued for asset acquisition, estimated fair value | $ 25,500,000 | |||
Shares issued, price per share | $ 2.04 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2020USD ($) | Sep. 30, 2019USD ($) | Sep. 30, 2020USD ($) | Sep. 30, 2019USD ($) | Dec. 31, 2019USD ($) | Nov. 30, 2017USD ($)ft² | |
Commitments And Contingencies [Line Items] | ||||||
Total commitment | $ 20,041,000 | $ 20,041,000 | ||||
Indemnification Agreement | ||||||
Commitments And Contingencies [Line Items] | ||||||
Accrued liabilities for indemnification agreements | 0 | 0 | $ 0 | |||
Legal Proceedings | ||||||
Commitments And Contingencies [Line Items] | ||||||
Expenses incurred for legal proceedings | 0 | $ 0 | 0 | $ 0 | ||
Cambridge, Massachusetts | Commitment for Office and Laboratory Space Lease of Current Corporate Headquarters | ||||||
Commitments And Contingencies [Line Items] | ||||||
Square feet of office and laboratory space leased under operating lease | ft² | 28,731 | |||||
Total commitment | $ 25,100,000 | |||||
Operating lease term | 10 years | |||||
Letters of credit | $ 1,100,000 | |||||
Rent expense | $ 500,000 | $ 500,000 | $ 1,400,000 | $ 1,400,000 |
Commitments and Contingencies_2
Commitments and Contingencies - Schedule of Future Minimum Lease Payments (Details) $ in Thousands | Sep. 30, 2020USD ($) |
Commitments And Contingencies Disclosure [Abstract] | |
2020 | $ 579 |
2021 | 2,354 |
2022 | 2,424 |
2023 | 2,497 |
2024 | 2,572 |
Thereafter | 9,615 |
Total minimum lease payments | $ 20,041 |
Defined Contribution Plan - Add
Defined Contribution Plan - Additional Information (Details) | 9 Months Ended |
Sep. 30, 2020 | |
Compensation And Retirement Disclosure [Abstract] | |
Defined contribution plan name | 401(k) |
Net Loss per Share - Schedule o
Net Loss per Share - Schedule of Antidilutive Securities Excluded from Calculation of Diluted Net Loss per Share Attributable to Common Stockholders (Details) - shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from calculation of diluted net loss per share | 3,049,906 | 2,764,005 | 3,049,906 | 2,764,005 |
Outstanding Stock Options | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from calculation of diluted net loss per share | 2,868,693 | 1,981,457 | 2,868,693 | 1,981,457 |
Unvested Restricted Stock Awards | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from calculation of diluted net loss per share | 181,213 | 782,548 | 181,213 | 782,548 |
Related-Party Transactions - Ad
Related-Party Transactions - Additional Information (Details) - TRV - USD ($) | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | |
Related Party Transaction [Line Items] | |||
Due to related party | $ 0 | ||
Common stock shares issued in exchange for services | 142,284 | ||
Maximum | |||
Related Party Transaction [Line Items] | |||
Due to related party | $ 100,000 | ||
Maximum | Consulting Services | |||
Related Party Transaction [Line Items] | |||
Fees paid in exchange for consulting services | $ 100,000 |