Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Feb. 16, 2024 | Jun. 30, 2023 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2023 | ||
Document Fiscal Year Focus | 2023 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | KYMR | ||
Entity Registrant Name | KYMERA THERAPEUTICS, INC. | ||
Entity Central Index Key | 0001815442 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
Entity Common Stock, Shares Outstanding | 61,111,678 | ||
Entity Public Float | $ 1,012,800,000 | ||
Document Financial Statement Error Correction [Flag] | false | ||
Entity Shell Company | false | ||
Entity File Number | 001-39460 | ||
Entity Tax Identification Number | 81-2992166 | ||
Entity Address, Address Line One | 200 Arsenal Yards Blvd. | ||
Entity Address, Address Line Two | Suite 230 | ||
Entity Address, City or Town | Watertown | ||
Entity Address, State or Province | MA | ||
Entity Address, Postal Zip Code | 02472 | ||
City Area Code | 857 | ||
Local Phone Number | 285-5300 | ||
Entity Interactive Data Current | Yes | ||
Entity Incorporation, State or Country Code | DE | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Title of 12(b) Security | Common Stock, par value $0.0001 per share | ||
Security Exchange Name | NASDAQ | ||
Documents Incorporated by Reference | Portions of the registrant’s Proxy Statement for its 2024 Annual Meeting of Stockholders, which the registrant intends to file with the Securities and Exchange Commission not later than 120 days after the registrant’s fiscal year ended December 31, 2023, are incorporated by reference into Part III of this Annual Report on Form 10-K | ||
ICFR Auditor Attestation Flag | true | ||
Entity Listing, Par Value Per Share | $ 0.0001 | ||
Auditor Name | Ernst & Young LLP | ||
Auditor Location | Boston, Massachusetts | ||
Auditor Firm ID | 42 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 109,966 | $ 68,395 |
Marketable securities (Note 4) | 264,915 | 338,771 |
Accounts Receivable | 15,000 | 0 |
Contract assets-due from related party | 3,762 | 2,537 |
Prepaid expenses and other current assets | 11,674 | 9,713 |
Total current assets | 405,317 | 419,416 |
Marketable securities, non-current (Note 4) | 61,434 | 152,328 |
Property and equipment, net (Note 6) | 48,134 | 13,334 |
Right-of-use assets, operating leases | 52,945 | 8,909 |
Other non-current assets | 2,118 | 3,017 |
Restricted cash | 5,811 | 6,130 |
Total assets | 575,759 | 603,134 |
Current liabilities: | ||
Accounts payable | 7,075 | 4,335 |
Accrued expenses (Note 8) | 33,864 | 27,502 |
Deferred revenue | 37,883 | 35,260 |
Operating lease liabilities | 5,068 | 2,535 |
Finance lease liabilities | 1,277 | 1,408 |
Other current liabilities | 524 | 303 |
Total current liabilities | 85,691 | 71,343 |
Non-current liabilities | ||
Deferred revenue, net of current portion | 16,768 | 28,000 |
Operating lease liabilities, net of current portion | 77,028 | 12,146 |
Finance lease liabilities, net of current portion | 1,301 | 1,246 |
Other non-current liabilities | 0 | 248 |
Total liabilities | 180,788 | 112,983 |
Commitments and contingencies (Note 9) | ||
Stockholders' equity: | ||
Common stock, $0.0001 par value; 150,000,000 shares authorized at December 31, 2022 and 2021, 55,039,380 and 51,573,924 shares issued at December 31, 2022 and 2021, respectively; 55,039,380 and 51,536,181 shares outstanding at December 31, 2022 and 2021, respectively | 6 | 6 |
Additional paid-in capital | 926,269 | 878,884 |
Accumulated deficit | (530,752) | (383,790) |
Accumulated other comprehensive loss | (552) | (4,949) |
Total stockholders' equity | 394,971 | 490,151 |
Total liabilities and stockholders' equity | $ 575,759 | $ 603,134 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2023 | Dec. 31, 2022 |
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, authorized | 150,000,000 | 150,000,000 |
Common stock, issued | 55,585,305 | 55,039,380 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Collaboration Revenue—from related party | $ 78,592 | $ 46,826 | $ 72,832 |
Revenue from Contract with Customer, Product and Service [Extensible List] | Collaboration Revenues From Related Party [Member] | Collaboration Revenues From Related Party [Member] | Collaboration Revenues From Related Party [Member] |
Operating expenses: | |||
Research and development | $ 189,081 | $ 164,248 | $ 137,017 |
General and administrative | 55,041 | 43,834 | 36,345 |
Total operating expenses | 244,122 | 208,082 | 173,362 |
Loss from operations | (165,530) | (161,256) | (100,530) |
Other income (expense): | |||
Interest and other income | 18,764 | 6,624 | 488 |
Interest and other expense | (196) | (176) | (175) |
Total other income | 18,568 | 6,448 | 313 |
Net loss | (146,962) | (154,808) | (100,217) |
Other comprehensive loss: | |||
Unrealized (loss) gain on marketable securities | 4,397 | (4,289) | (532) |
Total comprehensive loss | (142,565) | (159,097) | (100,749) |
Reconciliation of net loss to net loss attributable to common stockholders: | |||
Net Income (Loss) | (146,962) | (154,808) | (100,217) |
Net loss attributable to common stockholders | $ (146,962) | $ (154,808) | $ (100,217) |
Net loss per share, basic | $ (2.52) | $ (2.87) | $ (2.09) |
Net loss per share, diluted | $ (2.52) | $ (2.87) | $ (2.09) |
Weighted average common shares outstanding, diluted | 58,365,499 | 53,933,229 | 47,989,023 |
Weighted average common shares outstanding, basic | 58,365,499 | 53,933,229 | 47,989,023 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Total | Common Stock | Additional Paid In Capital | Accumulated Deficit | Accumulated Other Comprehensive Income (Loss) | Private Placement | Private Placement Common Stock | Private Placement Additional Paid In Capital | IPO | IPO Common Stock | IPO Additional Paid In Capital |
Beginning Balance at Dec. 31, 2020 | $ 283,888 | $ 4 | $ 412,777 | $ (128,765) | $ (128) | ||||||
Beginning Balance at Dec. 31, 2020 | 44,482,186 | ||||||||||
Exercise of Stock Options | 7,633 | $ 1 | 7,632 | ||||||||
Exercise of Stock Options, Shares | 1,431,271 | ||||||||||
Vesting Restricted Stock, Shares | 72,359 | ||||||||||
Stock-based compensation expense | 24,972 | 24,972 | |||||||||
Unrealized gain on marketable securities | (532) | (532) | |||||||||
Issuance of shares | $ 2,346 | $ 2,346 | $ 240,760 | $ 240,760 | |||||||
Issuance of shares, Shares | 49,928 | 5,468,250 | |||||||||
Net Income (Loss) | (100,217) | (100,217) | |||||||||
Issuance of shares under employee stock purchase plan, Value | 788 | 788 | |||||||||
Issuance of shares under employee stock purchase plan, Share | 19,687 | ||||||||||
Issuance of vested restricted stock to consultants, Share | 12,500 | ||||||||||
Ending Balance at Dec. 31, 2021 | 459,638 | $ 5 | 689,275 | (228,982) | (660) | ||||||
Ending Balance, Shares at Dec. 31, 2021 | 51,536,181 | ||||||||||
Exercise of Stock Options | 3,154 | 3,154 | |||||||||
Exercise of Stock Options, Shares | 601,594 | ||||||||||
Vesting Restricted Stock, Shares | 36,866 | ||||||||||
Stock-based compensation expense | 35,480 | 35,480 | |||||||||
Unrealized gain on marketable securities | (4,289) | (4,289) | |||||||||
Net Income (Loss) | (154,808) | (154,808) | |||||||||
Issuance of shares under employee stock purchase plan, Value | 1,150 | 1,150 | |||||||||
Issuance of shares under employee stock purchase plan, Share | 95,511 | ||||||||||
Issuance of Common Stock and accompanying Pre-Funded Warrants at Private Placement, net of issuance cost of $174 | 149,826 | $ 1 | 149,825 | ||||||||
Issuance of Common Stock at Private Placement, net of issuance cost, shares | 2,769,228 | ||||||||||
Ending Balance at Dec. 31, 2022 | 490,151 | $ 6 | 878,884 | (383,790) | (4,949) | ||||||
Ending Balance, Shares at Dec. 31, 2022 | 55,039,380 | ||||||||||
Exercise of Stock Options | 2,860 | 2,860 | |||||||||
Exercise of Stock Options, Shares | 441,759 | ||||||||||
Vesting Restricted Stock, Shares | 39,511 | ||||||||||
Stock-based compensation expense | 43,118 | 43,118 | |||||||||
Unrealized gain on marketable securities | 4,397 | 4,397 | |||||||||
Net Income (Loss) | (146,962) | (146,962) | |||||||||
Issuance of shares under employee stock purchase plan, Value | 1,407 | 1,407 | |||||||||
Issuance of shares under employee stock purchase plan, Share | 64,655 | ||||||||||
Ending Balance at Dec. 31, 2023 | $ 394,971 | $ 6 | $ 926,269 | $ (530,752) | $ (552) | ||||||
Ending Balance, Shares at Dec. 31, 2023 | 55,585,305 |
Consolidated Statements of St_2
Consolidated Statements of Stockholders' Equity (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Underwriting discounts, offering costs and issuance costs | $ 16,207 | |
Aggregate proceeds from issuance of private placement | $ 174 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Operating activities | |||
Net loss | $ (146,962) | $ (154,808) | $ (100,217) |
Adjustments to reconcile net loss to net cash used in operating activities: | |||
Stock-based compensation expense | 43,118 | 35,480 | 24,972 |
Depreciation and amortization | 3,565 | 2,977 | 2,397 |
Premiums and discounts on available for sale marketable securities | (5,229) | 889 | 5,807 |
Loss on disposal of property and equipment | 0 | 0 | 18 |
Changes in operating assets and liabilities: | |||
Prepaid expenses and other assets | (1,961) | (992) | (4,016) |
Accounts receivable due from related party | (15,000) | 0 | 577 |
Contract asset-due from related party | (1,226) | (2,401) | 721 |
Accounts payable | 2,038 | 253 | 54 |
Accrued expenses and other current liabilities | 3,180 | 4,519 | 12,599 |
Deferred revenue | (8,609) | (37,774) | (69,356) |
Operating lease right-of-use assets | 4,797 | 517 | 419 |
Operating lease liabilities | 18,582 | (1,004) | (1,015) |
Other non-current assets | 909 | (998) | (1,992) |
Other non-current liabilities | (28) | 257 | 86 |
Net cash (used in) provided by operating activities | (102,826) | (153,085) | (128,946) |
Investing activities | |||
Purchase of property and equipment, net | (34,480) | (2,836) | (1,597) |
Purchase of marketable securities | (189,151) | (445,972) | (456,404) |
Maturities of marketable securities | 363,517 | 469,327 | 358,166 |
Net cash provided by (used in) investing activities | 139,886 | 20,519 | (99,835) |
Financing activities | |||
Proceeds from issuance of common stock and accompanying pre-funded warrants from private placement, net of issuance costs | 0 | 149,825 | 0 |
Proceeds from stock option exercises | 2,860 | 3,154 | 7,632 |
Proceeds from employee stock purchase plan | 1,408 | 1,150 | 788 |
Payments of offering costs in connection with initial public offering | 0 | 0 | (397) |
Payments on financing leases | (76) | (1,130) | (849) |
Proceeds from follow-on public offering, net of underwriting discounts and offering costs | 0 | 0 | 240,760 |
Proceeds from concurrent private placement | 0 | 0 | 2,346 |
Net cash provided by financing activities | 4,192 | 152,999 | 250,280 |
Net increase (decrease) in cash, cash equivalents and restricted cash | 41,252 | 20,433 | 21,499 |
Cash, cash equivalents and restricted cash at beginning of period | 74,525 | 54,092 | 32,593 |
Cash, cash equivalents and restricted cash at end of period | 115,777 | 74,525 | 54,092 |
Supplemental disclosure of cash flow activities | |||
Cash paid for interest | 162 | 179 | 158 |
Supplemental disclosure of noncash investing and financing activities | |||
Purchases of property and equipment through finance and lease liabilities | 0 | 1,506 | 1,918 |
Property and equipment purchases included in accounts payable and accrued expenses | 4,016 | 87 | 42 |
Supplemental disclosure of noncash operating activities | |||
Reduction of right-of-use asset and liability due to lease modification | 48,833 | 0 | 0 |
Cash and cash equivalents | 109,966 | 68,395 | 47,976 |
Restricted cash | 5,811 | 6,130 | 6,116 |
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents, Including Disposal Group and Discontinued Operations, Total | $ 115,777 | $ 74,525 | $ 54,092 |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Pay vs Performance Disclosure | |||
Net Income (Loss) | $ (146,962) | $ (154,808) | $ (100,217) |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Dec. 31, 2023 | |
Trading Arrangements, by Individual | |
Material Terms of Trading Arrangement | The following table discloses any officer (as defined in Rule 16a-1(f) under the Securities Exchange Act of 1934, as amended) or director who entered into, modified or terminated a Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement (as such terms are defined in Item 408 of Regulation S-K) during the three months ended December 31, 2023: Name and Title Type of Trading Arrangement Action Taken (Date of Action) Duration or End Date Aggregate Number of Securities to be Sold Description of Trading Arrangement Nello Mainolfi Founder, President, Chief Executive Officer Trading plan intended to satisfy the affirmative defense conditions of Securities Exchange Act Rule 10b5- 1(c) Termination ( December 20, 2023 ) N/A N/A Termination of previously adopted trading plan Bruce Jacobs Chief Financial Officer Trading plan intended to satisfy the affirmative defense conditions of Securities Exchange Act Rule 10b5- 1(c) Termination ( December 22, 2023 ) N/A N/A Termination of previously adopted trading plan |
Nello Mainolfi [Member] | |
Trading Arrangements, by Individual | |
Name | Nello Mainolfi |
Title | Founder, President, Chief Executive Officer |
Rule 10b5-1 Arrangement Terminated | true |
Non-Rule 10b5-1 Arrangement Terminated | false |
Termination Date | December 20, 2023 |
Bruce Jacobs [Member] | |
Trading Arrangements, by Individual | |
Name | Bruce Jacobs |
Title | Chief Financial Officer |
Rule 10b5-1 Arrangement Terminated | true |
Non-Rule 10b5-1 Arrangement Terminated | false |
Termination Date | December 22, 2023 |
Description of Business and Sum
Description of Business and Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2023 | |
Description Of Business And Summary Of Significant Accounting Policies [Abstract] | |
Description of Business and Summary of Significant Accounting Policies | Note 1. Description of Business and Summary of Significant Accounting Policies Kymera Therapeutics, Inc., together with its subsidiary Kymera Securities Corporation, is referred to on a consolidated basis as the “Company”. The Company is a biopharmaceutical company focused on discovering and developing small molecule therapeutics that selectively degrade disease-causing proteins by harnessing the body’s own natural cellular process, a method known as targeted protein degradation. The Company has devoted its efforts principally to research and development since formation. The Company has not yet completed product development, filed for or obtained regulatory approvals for any products, nor verified the market acceptance and demand for such products. As a result, the Company is subject to a number of risks common to emerging companies in the biotech industry. Principal among these risks are the uncertainties of the product discovery and development process, dependence on key individuals, development of the same or similar technological innovations by the Company’s competitors, protection of proprietary technology, compliance with government regulations and approval requirements, the Company’s ability to access capital and uncertainty of market acceptance of products. The Company has hi storical net losses and anticipates that it will continue to incur losses for the foreseeable future and had an accumulated deficit of $ 530.8 million as o f December 31, 2023. The Company has funded these losses principally through issuance of preferred stock, convertible notes, common stock, including its initial public offering and concurrent private placement completed in August 2020, or the IPO, follow-on offering and concurrent private placement completed in July 2021, or Follow-on Offering, August 2022 Private Investment in Public Equity, or PIPE, offering, and from cash proceeds received in connection with the Company’s corporate collaboration agreements with Vertex Pharmaceuticals Incorporated, or Vertex, and Genzyme Corporation, or Sanofi, (see Note 5). The Company expects to continue to incur operating losses and negative operating cash flows until such time as it generates a level of revenue that is sufficient to support its cost structure. As of December 31, 2023, the Company had cash, cash equivalents and marketable securit ies of $ 436.3 million. The Company believes these cash, cash equivalents and marketable securities will be sufficient to fund its operations and capital expenditure requirements through at least twelve months from the issuance of these consolidated financial statements. The Company expects to finance the future research and development costs of its product portfolio with its existing cash, cash equivalents and marketable securities, or through strategic financing opportunities that could include, but are not limited to future offerings of its equity, collaboration agreements, or the incurrence of debt. However, there is no guarantee that any of these strategic or financing opportunities will be executed or realized on favorable terms, if at all, and some could be dilutive to existing stockholders. If the Company fails to obtain additional future capital, it may be unable to complete its planned preclinical studies and clinical trials. 2021 Follow-on Public Offering On July 6, 2021, the Company completed a follow-on offering of its common stock and issued and sold 5,468,250 shares of common stock, including full exercise of the underwriters’ over-allotment option to purchase an additional 713,250 shares, at a public offering price of $ 47.00 per share. The aggregate gross proceeds before deducting underwriting discounts and commissions, and other estimated offering expenses payable by the Company were approximately $ 257.0 million. Concurrent with the follow-on offering, the Company issued and sold 49,928 shares of common stock at $ 47.00 per share in a private placement to Vertex and the aggregate proceeds were $ 2.3 million. Private Investment in Public Equity "PIPE" offering On August 18, 2022, the Company and certain accredited investors entered into a securities purchase agreement pursuant to which the Company agreed to sell and issue to such investors in a private placement (i) an aggregate of 2,769,228 shares of the Company’s common stock at a purchase price of $ 26.00 per share, and (ii) 3,000,000 Pre-Funded Warrants to purchase common stock, at a purchase price of $ 25.9999 per pre-funded warrant, (the “Pre-Funded Warrants”) . The Pre-Funded Warrants will have an exercise price of $ 0.0001 per share of common stock. The offering closed on August 22, 2022, resulting in net proceeds of $ 149.8 million after offering expenses. As the Pre-Funded Warrants are indexed to the Company’s common stock (and otherwise meet the requirements to be classified in equity), the Company recorded the consideration received from the issuance of the Pre-Funded Warrants as additional paid-in capital on the Company’s consolidated balance sheets. The Pre-Funded Warrants are exercisable at any time. The holders of Pre-Funded Warrants may not exercise the warrant if the holder, together with its affiliates, would beneficially own more than 4.99 % of the number of shares of the Common Stock outstanding immediately after giving effect to such exercise. The holders of Pre-Funded Warrants may increase or decrease such percentages not in excess of 19.99 % by providing at least 61 days’ prior notice to the Company. During the twelve months ended December 31, 2023, no Pre-Funded Warrants were exercised. As of December 31, 2023, there were 3,000,000 pre-funded warrants outstanding. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Note 2. Summary of Significant Accounting Policies The accompanying consolidated financial statements reflect the application of certain significant accounting policies as described in this note, and elsewhere in the accompanying consolidated financial statements and notes. Principles of Consolidation The accompanying consolidated financial statements include the accounts of the Company and its wholly owned subsidiary Kymera Securities Corporation. All intercompany transactions and balances have been eliminated in consolidation. Basis of Presentation The accompanying consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, or GAAP. Any reference in these notes to applicable guidance is meant to refer to the authoritative United States generally accepted accounting principles as found in the Accounting Standards Codification, or ASC and Accounting Standards Update, or ASU, of the Financial Accounting Standards Board, or FASB. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and judgments that affect the reported amounts of assets and liabilities and disclosure of contingencies at the date of the financial statements and the reported amounts of expenses during the reporting period. Management’s estimates and judgments are derived and continually evaluated based on available information, historical experience and various other assumptions that are believed to be reasonable under the circumstances. Because the use of estimates is inherent in the financial reporting process, actual results could differ from those estimates. In recording transactions and balances resulting from business operations, management makes estimates based on the best information available at the time the estimate is made. Significant estimates relied upon in preparing these financial statements include revenue recognized under our collaboration agreement with Sanofi and Vertex, accrual for research and development expenses, and equity-based compensation expense. As better information becomes available or actual amounts are determinable, the recorded estimates are revised. Consequently, operating results can be affected by revisions to prior estimates. Segment and Geographic Information Operating segments are defined as components of an enterprise about which separate discrete information is available for evaluation by the chief operating decision maker, or decision-making group, in deciding how to allocate resources and in assessing performance. The Company’s chief operating decision maker is the Chief Executive Officer. The Company views its operations and manages its business in one operating segment. Cash and Cash Equivalents Cash equivalents are highly liquid investments that are readily convertible into cash with original maturities of three months or less when purchased. These assets include investments in money market funds, U.S Treasury securities, U.S Government Agency securities, and corporate securities including commercial paper. The Company maintains its bank accounts at major financial institutions. Restricted Cash Restricted cash represents the cash held to secure letters of credit associated with the Company’s facility leases. Marketable Securities The Company classifies marketable securities with a remaining maturity of greater than three months when purchased as available-for-sale. The Company classifies investments available to fund current operations as current assets on its balance sheets. Marketable securities with a remaining maturity date greater than one year are classified as non-current. Available-for-sale securities are maintained by investment managers and consist of U.S. Treasury securities, U.S Government Agency securities, and corporate bonds. Available-for-sale securities are carried at fair value with the unrealized gains and losses included in other comprehensive income (loss) as a component of stockholders’ equity until realized. Any premium or discount arising at purchase is amortized and/or accreted to interest income and/or expense over the life of the instrument. Realized gains and losses are determined using the specific identification method and are included in other (expense) income, net. At each reporting date, the Company performs an evaluation of impairment to determine if any unrealized losses are the result of credit losses. Impairment is assessed at the individual security level. Factors considered in determining whether a loss resulted from a credit loss or other factors include the Company’s intent and ability to hold the investment until the recovery of its amortized cost basis, the extent to which the fair value is less than the amortized cost basis, the length of time and extent to which fair value has been less than the cost basis, the financial condition of the issuer, any historical failure of the issuer to make scheduled interest or principal payments, any changes to the rating of the security by a rating agency, any adverse legal or regulatory events affecting the issuer or issuer’s industry, and any significant deterioration in economic conditions. Fair Value Measurements Certain assets and liabilities are carried at fair value under GAAP. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. Financial assets and liabilities carried at fair value are to be classified and disclosed in one of the following three levels of the fair value hierarchy, of which the first two are considered observable and the last is considered unobservable: Level 1— Quoted prices in active markets for identical assets Level 2— Observable inputs (other than Level 1 quoted prices), such as quoted prices in active markets for similar assets or liabilities, quoted prices in markets that are not active for identical or similar asset, or other inputs that are observable or can be corroborated by observable market data. Level 3— Unobservable inputs that are supported by little or no market activity and that are significant to determining the fair value of the assets, including pricing models, discounted cash flow methodologies and similar techniques. The carrying values of the Company’s cash equivalents, prepaid expenses, accounts payable, and certain accruals approximate their fair value due to their short-term nature. Leases At the inception of an arrangement, the Company determines whether the arrangement is or contains a lease based on the unique facts and circumstances present. Leases that are economically similar to the purchase of assets are generally classified as finance leases; otherwise the leases are classified as operating leases. The Company has elected not to recognize leases with an original term of one year or less on the balance sheet. Options to renew a lease are not included in the Company’s assessment unless there is reasonable certainty that the Company will renew. Leases with a term greater than one year are recognized on the balance sheet as right-of-use assets, lease liabilities and, if applicable, long-term lease liabilities. Lease liabilities and their corresponding right-of-use assets are recorded based on the present value of lease payments over the expected remaining lease term. However, certain adjustments to the right-of-use asset may be required for items such as incentives received. The Company has elected as an accounting policy to combine lease and non- lease components, such as common area maintenance, for all classes of underlying assets. The interest rate implicit in lease contracts has not historically been readily determinable. As a result, the Company utilizes its incremental borrowing rates, which are the rates incurred to borrow on a collateralized basis over a similar term an amount equal to the lease payments in a similar economic environment. To estimate its incremental borrowing rate, a credit rating applicable to the Company is estimated using synthetic credit rating analysis since the Company does not currently have a rating agency-based credit rating. Property and Equipment Property and equipment are recorded at cost, net of accumulated depreciation. Major additions and betterments are capitalized; maintenance and repairs, which do not improve or extend the life of the respective assets, are charged to operations as incurred. Depreciation expense is recorded using the straight-line method over the estimated useful life of the related asset as follows: Estimated Useful Life (in years) Lab equipment 5 years Furniture and fixtures 5 years Office equipment 5 years Computer equipment 3 years Leasehold improvements Shorter of life of lease or remaining lease term Upon retirement or sale, the cost and related accumulated depreciation of assets disposed of are removed from the accounts and any resulting gain or loss is included in loss from operations. Construction-in-progress is stated at cost, which includes direct costs attributable to the setup or construction of the related asset. Depreciation expense is not recorded on construction-in-progress until the relevant assets are completed and put into use. Impairment of Long-Lived Assets Long-lived assets (including right-of-use assets) to be held and used are tested for recoverability whenever events or changes in business circumstances indicate that the carrying amount of the assets may not be fully recoverable. Factors that the Company considers in deciding when to perform an impairment review include significant underperformance of the business in relation to expectations, significant negative industry or economic trends and significant changes or planned changes in the use of the assets. If an impairment review is performed to evaluate a long-lived asset for recoverability, the Company compares forecasts of undiscounted cash flows expected to result from the use and eventual disposition of the long-lived asset to its carrying value. An impairment loss would be recognized when estimated undiscounted future cash flows expected to result from the use of an asset are less than its carrying amount. The impairment loss would be based on the excess of the carrying value of the impaired asset over its fair value, determined based on discounted cash flows. The Company did no t record any impairment losses on long-lived assets during the years ended December 31, 2023, 2022 and 2021. Warrants The Company determines the accounting classification of warrants that are issued, as either liability or equity, by first assessing whether the warrants meet liability classification in accordance with ASC 480-10, Accounting for Certain Financial Instruments with Characteristics of Both Liabilities and Equity , and then in accordance with ASC 815-40, Accounting for Derivative Financial Instruments Indexed to, and Potentially Settled in, a Company’s Own Stock . Under ASC 480-10, warrants are considered liability classified if the warrants are mandatorily redeemable, obligate the issuer to settle the warrants or the underlying shares by paying cash or other assets, or must or may require settlement by issuing variable number of shares. If warrants do not meet liability classification under ASC 480-10, the Company assesses the requirements under ASC 815-40, which states that contracts that require or may require the issuer to settle the contract for cash are liabilities recorded at fair value, irrespective of the likelihood of the transaction occurring that triggers the net cash settlement feature. If the warrants do not require liability classification under ASC 815-40, in order to conclude equity classification, the Company assesses whether the warrants are indexed to its common stock and whether the warrants are classified as equity under ASC 815-40 or other applicable U.S. GAAP. After all relevant assessments are made, the Company concludes whether the warrants are classified as liability or equity. Liability classified warrants are required to be accounted for at fair value both on the date of issuance and on subsequent accounting period ending dates, with all changes in fair value after the issuance date recorded in the statements of operations as a gain or loss. Equity classified warrants are accounted for at fair value on the issuance date with no changes in fair value recognized after the issuance date. Research and Development Costs Research and development costs consist primarily of costs incurred in connection with the discovery and development of targeted protein degradation therapeutics, including those in the Company’s most advanced clinical stage programs. These research efforts and costs, which also support the development of, and enhancements to, the Company’s Pegasus TM targeted protein degradation platform, include external research costs, personnel costs, supplies, license fees and facility related expenses. The Company expenses research and development costs as incurred. Patent Costs All patent-related costs incurred in connection with filing and prosecuting patent applications are expensed as incurred due to the uncertainty about the recoverability of the expenditure. Amounts incurred are classified as general and administrative expenses. Financing Costs Costs incurred in connection with the issuance of equity units and shares are recorded as a reduction of proceeds to the equity carrying value. The Company capitalizes certain legal, professional accounting and other third-party fees that are directly associated with in-process financings as deferred offering costs until such financings are consummated. After consummation of the financing, these costs are recorded as a reduction of the proceeds received from the financing. If a planned financing is abandoned, the deferred offering costs are expensed immediately as a charge to operating expenses in the consolidated statement of operations and comprehensive loss . There was no deferred offering costs on the Company’s consolidated balance sheet at December 31, 2023 and December 31, 2022. Revenue Recognition Under ASC 606, Topic 606, Revenue from Contracts with Customers, or ASC 606 , the Company recognizes revenue when its customer obtains control of promised goods or services, in an amount that reflects the consideration which the entity expects to receive in exchange for those goods or services. To determine the appropriate amount of revenue to be recognized for arrangements determined to be within the scope of ASC 606, the Company performs the following five steps: (i) identification of the contract(s) with the customer; (ii) identification of the promised goods or services in the contract and determination of whether the promised goods or services are performance obligations; (iii) measurement of the transaction price; (iv) allocation of the transaction price to the performance obligations; and (v) recognition of revenue when (or as) the Company satisfies each performance obligation. The Company only applies the five-step model to contracts when it is probable that the entity will collect consideration it is entitled to in exchange for the goods or services it transfers to the customer. At contract inception, once the contract is determined to be within the scope of ASC 606, the Company assesses the goods or services promised within each contract and determines those that are performance obligations and assesses whether each promised good or service is distinct. The Company then recognizes as revenue the amount of the transaction price that is allocated to the respective performance obligation when (or as) the performance obligation is satisfied. As part of the accounting for these arrangements, the Company must use significant judgment to determine: a) the number of performance obligations based on the determination under step (ii) above and whether those performance obligations are distinct from other performance obligations in the contract; b) the transaction price under step (iii) above; and c) the standalone selling price for each performance obligation identified in the contract for the allocation of transaction price in step (iv) above. The Company uses judgment to determine whether milestones or other variable consideration, except for royalties, should be included in the transaction price as described further below. The transaction price is allocated to each performance obligation on a relative stand-alone selling price basis, for which the Company recognizes revenue as or when the performance obligations under the contract are satisfied. In determining the stand-alone selling price of a license to the Company’s proprietary technology or a material right provided by a customer option, the Company considers market conditions as well as entity-specific factors, including those factors contemplated in negotiating the agreements as well as internally developed estimates that include assumptions related to the market opportunity, estimated development costs, probability of success and the time needed to commercialize a product candidate pursuant to the license. In validating its estimated stand-alone selling prices, the Company evaluates whether changes in the key assumptions used to determine its estimated stand-alone selling prices will have a significant effect on the allocation of arrangement consideration between performance obligations. The Company estimates the transaction price based on the amount of consideration the Company expects to be received for transferring the promised goods or services in the contract. The consideration may include both fixed consideration and variable consideration. At the inception of each arrangement that includes variable consideration, the Company evaluates the amount of the potential payments and the likelihood that the payments will be received. The Company utilizes either the most likely amount method or expected value method to estimate the transaction price based on which method better predicts the amount of consideration expected to be received. If it is probable that a significant revenue reversal would not occur, the variable consideration is included in the transaction price. Performance obligations are promised goods or services in a contract to transfer a distinct good or service to the customer. Promised goods or services are considered distinct when: (i) the customer can benefit from the good or service on its own or together with other readily available resources and (ii) the promised good or service is separately identifiable from other promises in the contract. In assessing whether promised goods or services are distinct, the Company considers factors such as the stage of development of the underlying intellectual property, the capabilities of the customer to develop the intellectual property on their own and whether the required expertise is readily available. For performance obligations which consist of licenses and other promises, the Company utilizes judgment to assess the nature of the combined performance obligation in order to determine whether the combined performance obligation is satisfied over time or at a point in time. The Company receives payments from customers based on billing schedules established in each contract. Up-front payments and fees are recorded as deferred revenue upon receipt or when due until the Company performs its obligations under these arrangements. Amounts expected to be recognized as revenue within the 12 months following the balance sheet date are classified as current portion of deferred revenue in the accompanying consolidated balance sheets. Amounts not expected to be recognized as revenue within the 12 months following the balance sheet date are classified as deferred revenue, net of current portion. Amounts are recorded as accounts receivable when the Company’s right to consideration is unconditional. Amounts recognized as revenue, but not yet received or invoiced are generally recognized as contract assets. Exclusive Licenses —If the license granted in the arrangement is determined to be distinct from the other promises or performance obligations identified in the arrangement, which generally include research and development services, the Company recognizes revenue from non-refundable, upfront fees allocated to the license when the license is transferred to the customer and the customer is able to use and benefit from the license. In assessing whether a license is distinct from the other promises, the Company considers relevant facts and circumstances of each arrangement, including the research and development capabilities of the collaboration partner and the availability of the associated expertise in the general marketplace. In addition, the Company considers whether the collaboration partner can benefit from the license for its intended purpose without the receipt of the remaining promise, whether the value of the license is dependent on the unsatisfied promise, whether there are other vendors that could provide the remaining promise, and whether it is separately identifiable from the remaining promise. For licenses that are combined with other promises, the Company utilizes judgment to assess the nature of the combined performance obligation to determine whether the combined performance obligation is satisfied over time or at a point in time and, if over time, the appropriate method of measuring progress for purposes of recognizing revenue. The Company evaluates the measure of progress each reporting period and, if necessary, adjusts the measure of performance and related revenue recognition based on estimated remaining research and development costs. The calculation of the total remaining estimated research and development costs includes forecasted costs associated with internal employee efforts, materials costs, and third-party contract costs, as well as the assumed timing and duration of these activities. The recognition of revenue pursuant to collaboration arrangements is subject to these judgments made and estimates developed by management and is sensitive to changes in these assumptions. Therefore, the measure of progress, and thereby periods over which revenue should be recognized, are subject to estimates by management and may change over the course of the arrangement. Research and Development Services —The promises under the Company’s collaboration and license agreements generally include research and development services to be performed by the Company on behalf of the collaboration partner. For performance obligations that include research and development services, the Company generally recognizes revenue allocated to such performance obligations based on an appropriate measure of progress. The Company utilizes judgment to determine the appropriate method of measuring progress for purposes of recognizing revenue, which is generally an input measure, such as costs incurred. The Company evaluates the measure of progress each reporting period as described under Exclusive Licenses above. Reimbursements from the partner that are the result of a collaborative relationship with the partner, instead of a customer relationship, such as co-development activities, are generally recorded as a reduction to research and development expense. Customer Options —The Company’s arrangements may provide a collaborator with the right to certain optional purchases, such as the right to license a target either at the inception of the arrangement or within a pre-defined option period. Under these agreements, fees may be due to the Company at the inception of the arrangement as an upfront fee or payment or upon the exercise of an option to acquire a license. If an arrangement is determined to contain customer options that allow the customer to acquire additional goods or services, the goods and services underlying the customer options are not considered to be performance obligations at the outset of the arrangement, as they are contingent upon option exercise. The Company evaluates the customer options for material rights, or options to acquire additional goods or services for free or at a discount. If the customer options are determined to represent a material right, the material right is recognized as a separate performance obligation at the inception of the arrangement. The Company allocates the transaction price to material rights based on the relative stand-alone selling price, which is determined based on the identified discount, and the probability that the customer will exercise the option. Amounts allocated to a material right are not recognized as revenue until, at the earliest, the option is exercised or expires. Milestone Payments —At the inception of each arrangement that includes milestone payments based on certain events, the Company evaluates whether the milestones are considered probable of being achieved and estimates the amount to be included in the transaction price using the most likely amount method. If it is probable that a significant revenue reversal would not occur, the associated milestone value is included in the transaction price. Milestone payments that are not within the control of the Company or the licensee, such as regulatory approvals, are not considered probable of being achieved until those approvals are received. The Company evaluates factors such as the scientific, clinical, regulatory, commercial, and other risks that must be overcome to achieve the particular milestone in making this assessment. There is considerable judgment involved in determining whether it is probable that a significant revenue reversal would not occur. At the end of each subsequent reporting period, the Company reevaluates the probability of achievement of all milestones subject to constraint and, if necessary, adjusts its estimate of the overall transaction price. Any such adjustments are recorded on a cumulative catch-up basis, which would affect revenues and earnings in the period of adjustment. If a milestone or other variable consideration relates specifically to the Company’s efforts to satisfy a single performance obligation or to a specific outcome from satisfying the performance obligation, the Company generally allocates the milestone amount entirely to that performance obligation once it is probable that a significant revenue reversal would not occur. Royalties —For arrangements that include sales-based royalties, including milestone payments based on a level of sales, and the license is deemed to be the predominant item to which the royalties relate, the Company recognizes revenue at the later of (i) when the related sales occur or (ii) when the performance obligation to which some or all of the royalty has been allocated has been satisfied (or partially satisfied). To date, the Company has not recognized any royalty revenue resulting from any of its licensing arrangements. Collaboration revenue— The Company analyzes its collaboration arrangements to assess whether they are within the scope of ASC 808, Collaborative Arrangements, or ASC 808, to determine whether such arrangements involve joint operating activities performed by parties that are both active participants in the activities and exposed to significant risks and rewards dependent on the commercial success of such activities. This assessment is performed throughout the life of the arrangement based on changes in the responsibilities of all parties in the arrangement. For collaboration arrangements within the scope of ASC 808 that contain multiple elements, the Company first determines which elements of the collaboration are deemed to be within the scope of ASC 808 and those that are more reflective of a vendor-customer relationship and therefore within the scope of Topic 606. For elements of collaboration arrangements that are accounted for pursuant to ASC 808, an appropriate recognition method is determined and applied consistently, generally by analogy to Topic 606. For those elements of the arrangement that are accounted for pursuant to Topic 606, the Company applies the five-step model described above. Costs associated with License and Collaborative Arrangements Costs associated with licenses of technology acquired as part of collaborative arrangements are expensed as incurred and are generally included in research and development expense in the consolidated statements of operations. Accounts Receivable The Company extends credit to customers based on its evaluation of the customer’s financial condition. The Company records receivables for all billings when amounts are due under standard terms. Accounts receivable are stated at amounts due net of applicable prompt pay discounts and other contractual adjustments as well as an allowance for doubtful accounts. The Company assesses the need for an allowance for doubtful accounts by considering a number of factors, including the length of time trade accounts receivable are past due, the customer’s ability to pay its obligation and the condition of the general economy and the industry as a whole. The Company will write off accounts receivable when the Company determines that they are uncollectible. In general, the Company has experienced no significant collection issues with its customers . Stock-Based Compensation The Company accounts for all stock-based awards granted to employees, directors, and nonemployees based on their fair value on the date of the grant and recognize compensation expense for those awards over the requisite service period, which is generally the vesting period of the respective award. Stock-based payments include stock options and grants of common stock, including common stock subject to vesting. The measurement date for stock awards is the date of grant, and stock-based compensation costs are recognized as expense over the requisite service period, which is the vesting period, on a straight-line basis. The Company has issued stock options and restricted stock with performance-based vesting conditions and records the expense for these awards if the Company concludes that it is probable that the performance condition will be achieved. Stock-based compensation is classified in the accompanying consolidated statements of operations and comprehensive loss based on the function to which the related services are provided. The Company recognizes stock-based compensation expense for the portion of awards that have vested. Forfeitures are accounted for as they occur. The fair value of each stock option grant is estimated on the date of grant using the Black-Scholes options-pricing model, which requires inputs based on certain subjective assumptions, including the expected stock price volatility, the expected term of the option, the risk-free interest rate for a period that approximates the expected term of the option, and the Company’s expected dividend yield. Prior to the IPO, as there was no active market for the Company’s common stock, the Company estimated the fair value of common stock on the date of grant based on the then current facts and circumstances. Upon becoming a public company, the fair value of the underlying common shares equals the closing price of the Company’s stock on the date of grant. As the Company’s IPO was in 2020, the Company lacks a sufficient period of company-specific historical and implied volatility information. Therefore, it estimates its expected stock volatility based on the historical volatility of a publicly traded set of guideline companies and expects to continue to do so until such time as it has adequate historical data regarding the volatility of its own traded stock price. The expected term of the Company’s stock options has been determined utilizing the “simplified” method for awards that qualify as “plain-vanilla” options. The expected term of stock options granted to non-employees is equal to the contractual term of the option award. The risk-free interest rate is determined by reference to the U.S. Treasury yield curve in effect at the time of grant of the award for time periods approximately equal to the expected term of the award. Expected dividend yield is based on the fact that the Company has never paid cash dividends and does not expect to pay any cash dividends in the foreseeable future. The fair value of each restricted common stock award is estimated on the date of grant based on th |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Note 3. Fair Value Measurements The following table presents information about the Company’s financial assets measured at fair value on a recurring basis and indicates the level of the fair value hierarchy utilized to determine such fair values as of December 31, 2023 and 2022 (in thousands): Fair Value Measurements at Level 1 Level 2 Level 3 Total Assets: Cash equivalents Money market fund $ 78,010 $ — $ — $ 78,010 US treasuries 27,985 — — 27,985 Commercial Paper 997 — — 997 Marketable securities, current US treasuries 23,253 — — 23,253 US government agencies — 114,384 — 114,384 Corporate bonds — 127,278 — 127,278 Marketable securities, non-current US treasuries — — — — US government agencies — 28,307 — 28,307 Corporate bonds — 33,127 — 33,127 Restricted cash 5,811 — — 5,811 Total $ 136,056 $ 303,096 $ — $ 439,152 Fair Value Measurements at Level 1 Level 2 Level 3 Total Assets: Cash equivalents Money market fund $ 50,551 $ — $ — $ 50,551 Marketable securities, current US treasuries 74,045 — — 74,045 US government agencies — 120,467 120,467 Corporate bonds — 144,259 — 144,259 Marketable securities, non-current US treasuries 19,804 — — 19,804 US government agencies — 58,653 58,653 Corporate bonds — 73,871 — 73,871 Restricted cash 6,130 — — 6,130 Total $ 150,530 $ 397,250 $ — $ 547,780 During the years ended December 31, 2023 and 2022, there were no transfers in or out of Level 3 . |
Marketable Securities
Marketable Securities | 12 Months Ended |
Dec. 31, 2023 | |
Marketable Securities [Abstract] | |
Marketable Securities | Note 4. Marketable Securities The following table summarizes the available-for-sale debt securities held at December 31, 2023 and 2022 (in thousands): Description Amortized Unrealized Unrealized Fair December 31, 2023 U.S. treasury securities $ 23,361 $ 5 $ ( 113 ) $ 23,253 US government agency securities 142,948 48 ( 305 ) 142,691 Corporate securities 160,598 113 ( 306 ) 160,405 Total $ 326,907 $ 166 $ ( 724 ) $ 326,349 Description Amortized Unrealized Unrealized Fair December 31, 2022 U.S. treasury securities $ 94,958 $ 3 $ ( 1,111 ) $ 93,850 US government agency securities 180,967 25 ( 1,873 ) $ 179,119 Corporate securities 220,119 25 ( 2,014 ) 218,130 Total $ 496,044 $ 53 $ ( 4,998 ) $ 491,099 As of December 31, 2023, the Company held 109 securities that had been in an unrealized loss position for less than 12 months with an aggregate fair value of $ 229.7 million. As of December 31, 2022, the Company held 149 securities that had been in an unrealized loss position for less than 12 months with an aggregate fair value of $ 330.9 million. As of December 31, 2023, the Company held 16 securities that had been in an unrealized loss position for greater than 12 months with an aggregate fair value of $ 36.6 million. As of December 31, 2022, the Company held 36 securities that had been in an unrealized loss position for greater than 12 months with an aggregate fair value of $ 115.0 million. As of December 31, 2023 the Company had 124 securities with a fair value of $ 264.9 million with a contractual maturity of less than 12 months and 27 securities with a fair value of $ 61.4 million with a contractual maturity of greater than 12 months. As of December 31, 2022 the Company had 118 securities with a fair value of $ 338.8 million with a contractual maturity of less than 12 months and 81 securities with a fair value of $ 152.3 million with a contractual maturity of greater than 12 months. The Company is required to determine whether a decline in the fair value below the amortized cost basis of available-for-sale securities is due to credit-related factors. At each reporting date, the Company performs an evaluation of impairment to determine if any unrealized losses are the result of credit losses. Impairment is assessed at the individual security level. Factors considered in determining whether a loss resulted from a credit loss or other factors include the Company’s intent and ability to hold the investment until the recovery of its amortized cost basis, the extent to which the fair value is less than the amortized cost basis, the length of time and extent to which fair value has been less than the cost basis, the financial condition of the issuer, any historical failure of the issuer to make scheduled interest or principal payments, any changes to the rating of the security by a rating agency, any adverse legal or regulatory events affecting the issuer or issuer’s industry, and any significant deterioration in economic conditions. Unrealized losses on available-for-sale securities presented in the previous table have not been recognized in the condensed consolidated statements of operations because the securities are high credit quality, investment grade securities that the Company does not intend to sell and will not be required to sell prior to their anticipated recovery, and the decline in fair value is attributable to factors other than credit losses. Based on its evaluation, the Company determined it does no t have any credit losses related to its available-for-sale securities as of December 31, 2023 and 2022. |
Collaborations
Collaborations | 12 Months Ended |
Dec. 31, 2023 | |
Topic 606 | |
Collaborations | Note 5. Collaborations Sanofi Collaboration Arrangement Agreement Terms On July 7, 2020, the Company entered into a collaboration agreement, or the Sanofi Agreement, with Sanofi, to co-develop drug candidates directed to two biological targets. Under the Sanofi Agreement, the Company granted to Sanofi a worldwide exclusive license to develop, manufacture and commercialize certain lead compounds generated during the collaboration directed against IRAK4, or Collaboration Target 1, and one additional undisclosed target in an undisclosed field of use, or Collaboration Target 2. Such license is exercisable on a collaboration target-by-collaboration target basis only after specified milestones. For compounds directed against IRAK4, the field of use includes diagnosis, treatment, cure, mitigation or prevention of any diseases, disorders or conditions, excluding oncology and immuno-oncology. Pursuant to the Sanofi Agreement, the Company is responsible for discovery and preclinical research and conducting a Phase 1 clinical trial for at least one degrader directed against IRAK4 plus up to three backup degraders. With respect to both targets, Sanofi is responsible for development, manufacturing, and commercialization of product candidates after a specified development milestone occurs with respect to each collaboration candidate. In addition, pursuant to the Sanofi Agreement, Sanofi will grant to the Company an exclusive option, or Opt-In Right, exercisable on a collaboration target-by-collaboration target basis that will include the right to (i) fund 50% of the United States development costs for collaboration products directed against such target in the applicable field of use and (ii) share equally in the net profits and net losses of commercializing collaboration products directed against such target in the applicable field of use in the United States. In addition, if the Company exercises the Opt-In Right, Sanofi will grant to the Company an exclusive option, applicable to each collaboration target, which upon exercise will allow the Company to conduct certain co-promotion activities in the field in the United States. The Sanofi Agreement, unless earlier terminated, will expire on a product-by-product basis on the date of expiration of all payment obligations under the Sanofi Agreement with respect to such product. The Company or Sanofi may terminate the agreement upon the other party’s material breach or insolvency or for certain patent challenges. In addition, Sanofi may terminate the Sanofi Agreement for convenience or for a material safety event upon advance prior written notice, and the Company may terminate the Sanofi Agreement with respect to any collaboration candidate if, following Sanofi’s assumption of responsibility for the development, commercialization or manufacturing of collaboration candidates with respect to a particular target, Sanofi ceases to exploit any collaboration candidates directed to such target for a specified period. In consideration for the exclusive licenses granted to Sanofi under the Sanofi Agreement, Sanofi paid to the Company an upfront payment of $ 150.0 million. The Company will also be reimbursed for certain research activities for a certain backup degrader under the IRAK4 program as well as contract manufacturing costs for the lead KT-474 program, unless certain criteria are not met for an initial IRAK4 degrader. In addition to the upfront payment and the reimbursements, the Company is eligible to receive certain development milestone payments of up to $ 1.48 billion in the aggregate, of which more than $ 1.0 billion relates to the IRAK4 program, upon the achievement of certain developmental or regulatory events. The Company will be eligible to receive certain commercial milestone payments up to $ 700.0 million in the aggregate, of which $ 400 million relates to the IRAK4 program, which are payable upon the achievement of certain net sales thresholds. The Company will be eligible to receive tiered royalties for each program on net sales ranging from the high single digits to high teens, subject to low-single digits upward adjustments in certain circumstances. On November 15, 2022, we entered into an Amended and Restated Collaboration and License Agreement with Sanofi, or the Amended Sanofi Agreement, which amended the Original Sanofi Agreement to revise certain research terms and responsibilities set forth under the Original Sanofi Agreement. The Amended Sanofi Agreement also specifies details around the timing and number of Phase 2 trials required under the terms of the collaboration. The Amended Sanofi Agreement became effective on December 5, 2022. Additionally with respect to Sanofi, on December 2, 2022, Sanofi provided the Company with written notice of its intention to advance the collaboration target 1 candidate, KT-474, into Phase 2 clinical trials. In the fourth quarter of 2023, the Company achieved two milestones of $ 40.0 million and $ 15.0 million relating to the dosing of the first patient in the Phase 2 clinical trial for the first and second indications, respectively. As of December 31, 2023, the Company has received the $ 40.0 million milestone with the $ 15.0 million included within the accounts receivable on the consolidated balance sheet. In September 2023, the Company and Sanofi mutually agreed to cease activities related to Collaboration Target 2. Accounting Treatment The Company analyzed the discovery and preclinical research activities as well as the exclusive license grants under the Sanofi Agreement and concluded that the arrangement was indicative of a vendor-customer relationship and would be accounted for under ASC 606. The Company identified the following material promises under the arrangement: (1) research services for Collaboration Target 1, (2) research license for Collaboration Target 1, (3) exclusive license for Collaboration Target 1, (4) research services for Collaboration Target 2, (5) research license for Collaboration Target 2, (6) exclusive license for Collaboration Target 2, (7) option to extend the research term, and (8) optional research services during the development period. The Company determined that Collaboration Targets 1 and 2 are distinct from each other. The research associated with degraders directed to each target is at different stages and the licensed field, should development activities be successful, are different from each other. As such, all promises associated with each target are considered distinct from promises associated with the other target. The research and development services for each collaboration target were determined not to be distinct from the research license and the exclusive license and have been combined into a single performance obligation for each collaboration target. That is, two performance obligations were identified, the combined research services, research license and exclusive license for Collaboration Target 1 and the combined research services, research license and exclusive license for Collaboration Target 2. The exclusive license for each target is not distinct from the preclinical and clinical research and development services under the Sanofi Agreement, primarily due to the highly specialized nature of the research and novel technology involved with developing protein degraders – the preclinical activities and studies and first phase 1 clinical trial could not be conducted by another party in the manner required. The option to extend the research term and optional research services during the development period were evaluated as material rights. The fees associated with each option are at or above the standalone selling price. As such, the underlying options are not performance obligations and fees associated with each option are excluded from the transaction price until the underlying option is exercised. The Company determined the total transaction price to be $ 150.0 million, which consists solely of the upfront payment. All milestone payments and option payments were constrained as the achievement of such milestones are contingent upon the success of the underlying research and development activities and are generally outside the control of the Company. The reimbursement of costs for the IRAK4 backup degrader is also treated as constrained variable consideration as the criteria for reimbursement may not always be met, under which circumstances the Company would be responsible for the costs related to the backup degrader. Upon becoming unconstrained, the reimbursement consideration will be added to the transaction price and allocated to Collaboration Target 1. The Company allocated the upfront payment to each performance obligation based on the relative standalone selling price, as follows: • Collaboration Target 1: $ 120.0 million • Collaboration Target 2: $ 30.0 million The Company determined the allocation of the $ 150.0 million transaction price between Collaboration Target 1 and Collaboration Target 2 based on the value of the research and development for the programs from projected research and development costs for each collaboration target plus a developer’s profit and the total potential milestones for each collaboration target. The Company recognizes revenue associated with each performance obligation as the research and development services are provided using an input method, according to costs incurred as related to the research and development activities for each individual program and the costs expected to be incurred in the future to satisfy that individual performance obligation. The transfer of control occurs over this time period and, in management’s judgment, is the best measure of progress towards satisfying each performance obligation. The amounts received that have not yet been recognized as revenue are deferred as a contract liability on the Company’s consolidated balance sheet and will be recognized over the remaining research and development period until the performance obligation is satisfied. Milestone and reimbursement consideration added to the transaction price will be recognized as revenue with a cumulative catch-up upon becoming unconstrained. The performance obligation associated with Collaboration Target 1 has not been fully satisfied as of December 31, 2023. The performance obligation associated with Collaboration Target 2 was fully satisfied as of December 31, 2023. During the year ended December 31, 2023, the Company recognized $ 70.2 million in revenue under the Sanofi Agreement, of which $ 67.7 million was associated with Collaboration Target 1 and $ 2.5 million was associated with Collaboration Target 2. Of the $ 70.2 million of revenue recognized in the year ended December 31, 2023, $ 19.0 million was recognized from amounts that were recorded in deferred revenue as of December 31, 2022. The aggregate amount of the transaction price allocated to the Company’s unsatisfied performance obligations and recorded in deferred revenue at December 31, 2023 is $ 54.7 million. During the year ended December 31, 2022, the Company recognized $ 36.0 million in revenue under the Sanofi Agreement, of which $ 19.4 million was associated with Collaboration Target 1 and $ 16.6 million was associated with Collaboration Target 2. The aggregate amount of the transaction price allocated to the Company’s unsatisfied performance obligations and recorded in deferred revenue at December 31, 2022 was $ 54.9 million. During the year ended December 31, 2021, the Company recognized $ 54.3 million in revenue under the Sanofi Agreement, of which $ 45.5 million was associated with Collaboration Target 1 and $ 8.8 million was associated with Collaboration Target 2. During the years ended December 31, 2023 and 2022, the Company received $ 13.8 million and $ 6.7 million, respectively, in in cost reimbursement payments under the Sanofi Agreement. The Company recorded $ 3.8 million and $ 2.5 million of unbilled accounts receivable related to reimbursable research and development costs under the Sanofi Agreement as of December 31, 2023 and December 31, 2022, respectively. The Company will recognize the deferred revenue related to the performance obligations based on a cost input method, as described, over the remaining research term, which as a result of the amended agreement, is a maximum of approximately 3.0 years as of December 31, 2023. Any additional consideration related to performance-based milestones will be recognized when the risk of probable reversal is resolved, at which point the Company shall adjust the transaction price determined for the agreement accordingly and recognize revenue on a cumulative-catch up basis, reallocating the revised arrangement consideration to the performance obligations. Any consideration related to sales milestone payments and royalties will be recognized when the related milestone events or sales occur and therefore are recognized at the later of when the related sales occur or the relevant performance obligation is satisfied. As part of its evaluation of constraining the 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. In the fourth quarter of 2023, the Company achieved two development milestones r elating to the dosing of the first patient in the KT-474 Phase 2 clinical trials for the first and second indications, respectively. In connection with these milestones the Company unconstrained $ 55.0 million of consideration resulting in a $ 40.3 million cumulative catch up recorded to revenue with the remaining $ 14.7 million recorded as deferred revenue as of December 31, 2023 . Vertex Agreement On May 9, 2019 (the “Effective Date”), the Company entered into a collaboration agreement (the “Vertex Agreement”) with Vertex to advance small molecule protein degraders against up to six targets. Under the Vertex Agreement, Vertex had the exclusive option to license the rights to the product candidates developed for the designated targets at which point Vertex would control development and commercialization. Pursuant to the Vertex Agreement, the Company was only responsible for discovery and preclinical research on the targets, and Vertex was responsible for development, manufacturing, and commercialization of the product candidates after it exercises its option to license. The initial research term of the collaboration was four ( 4 ) years, extendable for an additional one ( 1 ) year period upon mutual agreement by the parties and payment by Vertex of certain per-target fees. The Company was eligible to receive up to $ 170.0 million in payments per target, including development, regulatory and commercial milestones as well as option exercise payments. In addition, Vertex was obligated to pay the Company tiered royalties on future net sales on any products that may result from the Vertex Agreement. None of the payments under the Vertex Agreement are refundable. The term of the Vertex Agreement began on the Effective Date and expired upon the completion of the initial research term on May 9, 2023. Accounting Treatment The Company analyzed the joint research activities required under the Vertex Agreement and concluded that the arrangement was indicative of a vendor-customer relationship and would be accounted for under ASC 606. The Company identified the following material promises under the arrangement: (1) the non-exclusive, royalty-free research license; (2) the research and development services to be performed on up to six targets; and (3) the option to license each of the targets for development, manufacturing, and commercialization efforts. The research and development services were determined not to be distinct from the research and development license and have been combined into a single performance obligation. The Company determined that the option to license the targets in the future was not priced at a discount, and that the option exercise fee for each target is at or above the standalone selling price for research at this stage of development; as such, the options and the underlying licenses are excluded from the performance obligation and the option exercise fees are excluded from the transaction price until the underlying option is exercised. 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. At the commencement of the arrangement, two units of accounting were identified, the issuance of 3,059,695 shares of the Company’s Series B-1 and the research activities the Company will perform over the Research Term. The Company determined the total transaction price to be $ 55.9 million, which consists of $ 5.9 million attributed to the premium from the Series B-1 shares sold to Vertex and the $ 50.0 million upfront payment. To determine the fair value of the Series B-1 issued to Vertex, the Company performed a valuation of the shares of the Company’s common and preferred stock, which took into consideration recent financings, and the Company’s recent development and future exit strategies, as well as a discount for lack of marketability. The Company recognizes revenue associated with the performance obligation as the research and development services are provided using an input method, according to the costs incurred as related to the research and development activities on each program and the costs expected to be incurred in the future to satisfy the performance obligation. The transfer of control occurs over this time period and, in management’s judgment, is the best measure of progress towards satisfying the performance obligation. The Vertex collaboration agreement expired upon completion of the initial research term in May of 2023. Accordingly, the Company fully satisfied its performance obligation and recognized all remaining deferred revenue associated with the Vertex collaboration in May 2023. D uring the years ended December 31, 2023, 2022 and 2021, the Company recognized $ 8.4 million, $ 10.8 million, $ 18.5 million, respectively, in revenue under the Vertex Agreement. All $ 8.4 million revenue recognized during the year ended December 31, 2023 was recognized from amounts that were recorded in deferred revenue as of December 31, 2022 . There were no unsatisfied performance obligations as of December 31, 2023. The aggregate amount of the transaction price allocated to the Company’s unsatisfied performance obligation and recorded in deferred revenue at December 31, 2023 and 2022 is zero and $ 8.4 million, respectively. The following table presents the changes in accounts receivable, contract assets and liabilities for the year ended December 31, 2023 (in thousands) Balance at Additions Deductions Balance at Accounts receivable and contract assets: Billed receivables – Sanofi $ — $ 68,757 $ ( 53,757 ) $ 15,000 Unbilled receivables – Sanofi 2,537 14,982 ( 13,757 ) 3,762 Total accounts receivable and contract assets $ 2,537 $ 83,739 $ ( 67,514 ) $ 18,762 Contract Liabilities: Deferred Revenue – Vertex $ 8,399 $ — $ ( 8,399 ) $ - Deferred Revenue – Sanofi 54,861 69,983 ( 70,193 ) 54,651 Total contract liabilities $ 63,260 $ 69,983 $ ( 78,592 ) $ 54,651 |
Property and Equipment
Property and Equipment | 12 Months Ended |
Dec. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Note 6. Property and equipment Property and equipment consists of the following as of December 31, 2023 and 2022 (in thousands): December 31, 2023 December 31, 2022 Lab and office equipment under finance right-of-use asset $ 6,725 $ 5,475 Lab equipment 5,098 4,383 Computer equipment 582 357 Furniture & fixtures 1,064 1,064 Leasehold improvements 7,802 7,802 Assets not yet in service 37,303 1,146 Total property and equipment 58,574 20,227 Less accumulated depreciation ( 10,440 ) ( 6,893 ) Property and equipment, net $ 48,134 $ 13,334 Depreciation expense for the years ended December 31, 2023, 2022 and 2021 was $ 3.6 million , $ 3.0 million and $ 2.4 million, respectively. Included in property and equipment is lab and office equipment right-of-use assets under financing leases with a cost basis of $ 6.7 million and $ 5.5 million and accumulated amortization expense of $ 4.1 million and $ 2.7 million as of December 31, 2023 and 2022, respectively. Amortization expense related to right-of-use assets wa s $ 1.5 million, $ 1.2 million and $ 0.9 million the years ended December 31, 2023, 2022 and 2021 and is included in depreciation expen se. |
Leases
Leases | 12 Months Ended |
Dec. 31, 2023 | |
Leases [Abstract] | |
Leases | Note 7. Leases In October 2019, the Company entered into a noncancelable facility lease agreement (the “the 2019 Lease”) for 34,522 square feet of research and development and office space in Watertown, Massachusetts. The term of the 2019 Lease is 120 months and expires on March 31, 2030 . The 2019 Lease has an option to be extended for an additional five year s. The lease is not reasonably certain to be extended and as such the additional term is not included in the measurement of the lease. The 2019 Lease includes a rent escalation clause, and rent expense is being recorded on a straight-line basis. The Company received a tenant incentive allowance of $ 5.5 million in 2020 as the tenant improvements were completed all of which has been collected from its landlord as of December 31, 2022. In accordance with the lease agreement, the Company is required to maintain a security deposit and provided a letter of credit to the landlord, which is recorded in restricted cash as of December 31, 2023 and December 31, 2022. The letter of credit totaled $ 1.3 million and $ 1.6 million as of December 31, 2023 and December 31, 2022, respectively. In December 2021, the Company entered into a noncancelable lease (the "2021 Lease") for 100,624 square feet of office and laboratory space in Watertown, Massachusetts, which the Company began occupying in February 2024 . The 2021 Lease is subject to base rent of $ 0.8 million per month beginning two months after the commencement date, plus the Company’s ratable share of taxes, maintenance and other operating expenses. Base rent is subject to a 3 % annual increase over the lease term of approximately 134 months following the commencement date. The Company also has two consecutive options to extend the term of the lease for five years each at then-market rates. The 2021 Lease also includes a tenant improvement allowance of approximately $ 20.1 million. In connection with the signing of the 2021 Lease, the Company issued a letter of credit for $ 4.5 million which is classified as restricted cash as of December 31, 2023 and December 31, 2022. The Company also paid first month’s rent of $ 0.8 million upon execution of the 2021 Lease in December 2021 which is classified as other current assets and other non-current assets as of December 31, 2023 and December 31, 2022 respectively. The 2021 Lease required the landlord to build-out the base building prior to the construction of the Company’s premises. The Company concluded the accounting commencement date occurred when the landlord completed the build-out of the base building and control passed to the Company, which occurred in early January 2023. The Company assessed the classification of the 2021 Lease at the accounting commencement date and concluded the lease should be accounted for as an operating lease. The Company recorded an operating lease liability of $ 48.9 million, measured as the present value of the remaining lease payments discounted using the incremental borrowing rate as of the accounting commencement date. The Company recorded an operating lease right-of-use asset of $ 48.9 million, measured as the present value of the remaining lease payments, net of the tenant incentives. The Company concluded the improvements paid for by the landlord in connection with the tenant improvement allowance represent lessee assets and therefore recorded $ 16.1 million of leasehold improvements in property and equipment. The Company recorded an additional $ 11.1 million of leasehold improvements in excess of the tenant improvement allowance, all of which were not placed in service as of December 31, 2023. The Company’s financing lease obligations consist of certain property and equipment financed through capital leases. The components of the lease costs for the years ended December 31, 2023 and 2022 (in thousands): Year ended December 31, 2023 2022 Operating lease costs $ 9,919 $ 2,095 Financing lease costs: Amortization of right-to-use assets, financing 1,483 1,184 Interest expense for financing lease liabilities 181 179 Variable lease costs 949 1,192 Total lease costs $ 12,532 $ 4,650 Supplemental cash flow information relating to the Company’s leases for the years ended December 31, 2023 and 2022 were as follows (in thousands): Year ended December 31, 2023 2022 Cash paid for amounts included in the measurement Operating cash flows used in operating leases $ 2,659 $ 2,581 Operating cash flows used in finance leases $ 1,363 $ 1,130 Financing cash flows used in finance leases $ 181 $ 179 Weighted average remaining lease terms and discount rates as of December 31, 2023 and 2022 were as follows: Year ended December 31, 2023 2022 Remaining lease term: Operating lease 10.4 years 7.3 years Financing lease 2.4 Years 2.5 Years Discount Rate: Operating lease 8.8 % 10.5 % Financing lease 8.2 % 8.5 % The undiscounted future lease payments for operating and finance leases as of December 31, 2023, were as follows (in thousands): Fiscal Year Operating Financing 2024 5,505 1,318 2025 12,074 882 2026 12,436 533 2027 12,809 100 2028 13,193 Thereafter 74,424 — Total minimum lease payments 130,441 2,833 Less amounts representing interest or imputed interest ( 48,345 ) ( 255 ) Present value of lease liabilities $ 82,096 $ 2,578 The undiscounted future lease payments in 2024 includes approximately $ 4.0 million of future reimbursements related to landlord funded tenant improvements in connection with the 2021 Lease. |
Accrued Expenses
Accrued Expenses | 12 Months Ended |
Dec. 31, 2023 | |
Accrued Liabilities, Current [Abstract] | |
Accrued Expenses | Note 8. Accrued Expenses Accrued expenses consist of the following as of December 31, 2023 and 2022 (in thousands): Year ended December 31, 2023 2022 Research and development expenses $ 15,099 $ 16,975 Payroll and payroll-related 11,227 8,149 Professional fees 3,854 1,971 Other 3,684 407 Accrued expenses $ 33,864 $ 27,502 |
Other Commitments and Contingen
Other Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Other Commitments and Contingencies | Note 9. Other Commitments and Contingencies Legal Proceedings In the ordinary course of business, the Company may be subject to legal proceedings, claims and litigation as the Company operates in an industry susceptible to patent legal claims. The Company accounts for estimated losses with respect to legal proceedings and claims when such losses are probable and estimable. Legal costs associated with these matters are expensed when incurred. The Company is not currently a party to any legal proceedings. Indemnification Arrangements As permitted under Delaware law, the Company has agreements whereby it indemnifies its investors, employees, officers, and directors (collectively, the “Indemnified Parties”) for certain events or occurrences while the Indemnified Parties are, or were serving, at its request in such capacity. The term of the indemnification period is for the Indemnified Parties’ lifetime. The Company believes the estimated fair value of these indemnification agreements is minimal. The Company enters into standard indemnification agreements in the ordinary course of business. Pursuant to these agreements, the Company indemnifies, holds harmless, and agrees to reimburse the indemnified party for losses suffered or incurred by the indemnified party, generally the Company’s business partners or customers, in connection with any U.S. patent or any copyright or other intellectual property infringement claim by any third party with respect to the Company’s products. The maximum potential amount of future payments the Company could be required to make under these indemnification agreements is unlimited. The Company is not aware of any claims under indemnification arrangements, and it has no t accrued any liabilities related to such obligations as of December 31, 2023, 2022 or 2021. |
Equity-Based Compensation
Equity-Based Compensation | 12 Months Ended |
Dec. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Equity-Based Compensation | Note 10. Equity-Based Compensation 2018 Stock Option and Grant Plan In November 2018, the Company adopted, and its stockholders approved, the 2018 Stock Option and Grant Plan (the “2018 Plan”), which provides for the granting of stock options and other equity-based awards at the discretion of the Board of Directors or any subcommittee of the Board of Directors to the Company's employees, officers, directors, and independent contractors. No further grants will be made under the 2018 Plan. However, the 2018 Plan will continue to govern outstanding equity awards granted thereunder. To the extent outstanding options granted under the 2018 Plan are cancelled, forfeited or otherwise terminated without being exercised and would otherwise have been returned to the share reserve under the 2018 Plan, the number of shares underlying such awards will be available for future grant under the 2020 Stock Option and Incentive Plan. 2020 Stock Option and Incentive Plan In August 2020, the Company and its stockholders approved the 2020 Stock Option and Incentive Plan (the “2020 Plan”), which became effective on August 20, 2020. The 2020 Plan replaced the 2018 Plan as the Company’s Board of Directors has determined not to make additional awards under the 2018 Plan following the closing of the Company’s IPO. The 2020 Plan allows the Company to make equity-based and cash-based incentive awards to its officers, employees, directors and consultants. The Company has initially reserved 4,457,370 shares of its common stock for the issuance of awards under the 2020 Plan, which includes the shares of common stock remaining available for issuance under its 2018 Plan as of the business day immediately prior to the effective date of the registration statement. The 2020 Plan provides that the number of shares reserved and available for issuance will automatically increase on January 1, 2021, and each January 1 thereafter, by 4 % of the Company’s outstanding number of shares of common stock on the immediately preceding December 31, or such lesser number of shares as determined by the Company’s compensation committee. These limits are subject to adjustment in the event of a stock split, stock dividend or other change in the Company’s capitalization. As of December 31, 2023, there were an aggrega te of 3,797,548 shares remaining available for future grants. 2020 Employee Stock Purchase Plan In August 2020, the Company and its stockholders approved the 2020 Employee Stock Purchase Plan (the “2020 ESPP”), which became effective August 20, 2020. The 2020 ESPP initially reserves and authorizes the issuance of up to a total of 445,653 shares of common stock to participating employees. The 2020 ESPP provides that the number of shares reserved and available for issuance will automatically increase on January 1, 2021 and each January 1 thereafter through January 1, 2030, by the lessor of (i) 438,898 shares of common stock, (ii) 1 % of the Company’s outstanding number of shares of common stock on the immediately preceding December 31 or (iii) such lesser number of shares of common stock as determined by the administrator of the 2020 ESPP. The number of shares reserved under the 2020 ESPP is subject to adjustment in the event of a stock split, stock dividend or other change in the Company’s capitalization. As of December 31, 2023, there were an aggregate of 1,582,495 shares remaining available for future grants. Stock Options A summary of stock option activity under the 2020 Plan during the year ended December 31, 2023, is as follows (in thousands except share and per share data): Number of Weighted Weighted Aggregate Outstanding at December 31, 2022 6,757,289 $ 27.60 8.01 $ 55,934 Granted 2,597,265 29.93 Exercised ( 441,759 ) 6.47 Forfeited ( 799,631 ) 40.25 Outstanding at December 31, 2023 8,113,164 $ 28.25 7.69 $ 49,622 Exercisable at December 31, 2023 4,886,843 $ 25.66 7.00 $ 45,101 The intrinsic value of stock options exercised during the years ended December 31, 2023, 2022 and 2021 wa s $ 9.1 million, $ 15.8 million and $ 67.6 million, respectively. The weighted-average fair value of options granted during the years ended December 31, 2023, 2022 and 2021 was $ 17.91 , $ 20.18 and $ 29.95 per share, respectively. As of December 31, 2023, the total unrecognized stock-based compensation expense for unvested stock options was $ 55.2 million, which is expected to be recognized over 2.0 years. The following table outlines equity-based compensation expense for stock options for the years ended December 31, 2023, 2022 and 2021: Year ending December 31, 2023 2022 2021 Research and development $ 18,525 $ 16,388 $ 11,161 General and administrative 20,025 16,941 12,628 Total equity-based compensation $ 38,550 $ 33,329 $ 23,789 The weighted-average assumptions that the Company used in the Black-Scholes option pricing model to determine the grant date fair value of stock options granted to employees and non-employees for the years ended December 31, 2023, 2022 and 2021: Year ending December 31, 2023 2022 2021 Expected term (in years) 5.87 5.86 5.87 Volatility 62 % 62 % 66 % Risk-free interest rate 4.1 % 2.1 % 0.9 % Dividend yield 0.0 % 0.0 % 0.0 % Restricted Stock Units The Company has granted shares of restricted stock units with service-based and performance-based vesting conditions. A summary of restricted stock activity during the year ended December 31, 2023, is as follows: Number of Grant Date Unvested at December 31, 2022 281,843 $ 23.64 Granted 404,844 27.84 Vested ( 39,511 ) 34.64 Forfeited ( 54,036 ) 28.20 Unvested at December 31, 2023 593,140 $ 25.36 The Company granted 404,844 , 295,892 , and 12,500 shares of restricted stock during the years ended December 31, 2023, December 31, 2022, and December 31 2021, respectively. The Company granted no shares of restricted stock to consultants for the year ended December 31, 2023, granted no shares of restricted stock to consultants for the year ended December 31, 2022 and granted 12,500 shares of restricted stock to consultants for the year ended December 31, 2021. All shares of restricted stock granted to consultants in 2023, 2022, and 2021 were fully vested as of December 31, 2023. As of December 31, 2023, the total unrecognized stock-based compensation expense for unvested restricted stock was $ 11.2 million, which is expected to be recognized over 2.4 years. During the years ended December 31, 2023, 2022 and 2021 , the Company recorded stock-based compensation expense for restricted stock of $ 3.8 million, $ 1.4 million and $ 0.9 million, respectively. During the years ended December 31, 2023, 2022 and 2021 , the Company recorded stock-based compensation expense related to restricted stock of $ 2.5 million, $ 1.1 million and $ 0.3 million, respectively, within research and development. During the years ended December 31, 2023, 2022 and 2021 , the Company recorded stock-based compensation expense related to restricted stock of $ 1.3 million, $ 0.3 million, and $ 0.6 million, respectively, within general and administrative. Equity-Based Compensation Expense Total equity-based compensation expense recorded as research and development and general and administrative expenses for employees, directors, and non-employees during the years ended December 31, 2023, 2022 and 2021 is as follows (in thousands): Years ending December 31, 2023 2022 2021 Research and development $ 21,555 $ 18,008 $ 11,731 General and administrative 21,563 17,472 13,241 Total equity-based compensation $ 43,118 $ 35,480 $ 24,972 |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2023 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Note 11. Related-Party Transactions Other than the collaborations discussed in Note 5, the Company had no related party transactions for the periods presented in the accompanying consolidated financial statements, which have not otherwise been discussed in these notes to the consolidated financial statements. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 12. Income Taxes The Company records income tax expense related to profits realized by its U.S. operating subsidiaries. For the years ended December 31, 2023, 2022 and 2021, immaterial income tax expense was recorded due the group’s net operating loss (“NOL”) and full valuation allowance. The rate reconciliation of the U.S. statutory income tax rate to the Company’s effective tax rate for the years ended December 31, 2023, 2022 and 2021 are as follows: December 31, 2023 2022 2021 Tax effect at statutory rate 21.0 % 21.0 % 21.0 % State taxes 6.8 6.4 10.6 Stock compensation ( 1.5 ) 0.1 9.6 Permanent differences 0.0 0.0 0.0 Federal research and development credits 4.6 1.5 7.7 Other ( 2.3 ) ( 1.8 ) ( 5.1 ) Change in valuation allowance ( 28.6 ) ( 27.2 ) ( 43.8 ) Total 0.0 % 0.0 % 0.0 % Deferred income taxes reflect the net tax effects of temporary differences between the carrying amount of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of the Company’s net deferred income taxes are as follows (in thousands): December 31, 2023 2022 Deferred Tax Assets: Federal net operating loss carryforwards $ 33,708 $ 32,320 State net operating loss carryforwards 10,194 8,835 Research and development credit carryforwards 25,975 17,581 Lease liabilities 22,443 4,011 Deferred revenue 9,807 16,315 Accruals and reserves, stock and other 13,636 10,350 Capitalized Research and Development 68,340 36,435 Total deferred tax assets $ 184,103 $ 125,847 Valuation allowance $ ( 162,375 ) $ ( 120,096 ) Deferred tax assets $ 21,728 $ 5,751 Fixed and intangible assets ( 1,884 ) ( 2,187 ) Right-of-use assets ( 19,844 ) ( 3,564 ) Net deferred tax asset $ — $ — The Company has had no income tax expense due to operating losses incurred since inception. ASC 740 requires a valuation allowance to reduce the deferred tax assets reported if, based on the weight of the evidence, it is more-likely-than-not that some portion or all the deferred tax assets will not be realized. The Company has evaluated the positive and negative evidence bearing upon the realizability of its deferred tax assets. Based on this, the Company has provided a valuation allowance for the full amount of the net deferred tax assets as the realization of the deferred tax assets is not determined to be more likely than not. During 2023, the valuation allowance increased by $ 42 million primarily due to the increase in the Company's book loss reported in the period and the generation of additional research and development credits. Beginning in 2022, Tax Cuts and Jobs Act (TCJA) amended Section 174 and now requires U.S.-based and non-U.S-based research and experimental (R&E) expenditures to be capitalized and amortized over a period of five or 15 years, respectively, for amounts paid in tax years starting after December 31, 2021. Prior to the TCJA amendment, Section 174 allowed taxpayers to immediately deduct R&E expenditures in the year paid or incurred. The Company has applied this required change in accounting method beginning in 2022 and the computation may be adjusted pending future IRS guidance. As of December 31, 2023, the Company had approximately $ 160.5 million and $ 161.3 million of Federal & State operating loss carryforwards respectively. Of the Federal net operating loss carryovers, $ 151 million are not subject to expiration and the remaining Federal and state NOLs begin to expire in 2036 . These loss carryforwards are available to reduce future federal taxable income, if any. As of December 31, 2023, the Company also has federal and state research and development credit carryforwards and orphan drug credit carryforwards of approximately $ 19.5 million and $ 8.1 million respectively, which can be used to offset future income taxes. These credits will begin to expire beginning in December 2031. These loss carryforwards are subject to review and possible adjustment by the appropriate taxing authorities. The amount of loss carryforwards that may be utilized in any future period may be limited based upon changes in the ownership of the company's ultimate parent. The Company follows the provisions of ASC 740-10, Accounting for Uncertainty in Income Taxes, which specifies how tax benefits for uncertain tax positions are to be recognized, measured, and recorded in financial statements; requires certain disclosures of uncertain tax matters; specifies how reserves for uncertain tax positions should be classified on the balance sheet; and provides transition and interim period guidance, among other provisions. As of December 31, 2023, and 2022, the Company has not recorded tax reserves associated with any unrecognized tax benefits. The Company’s policy is to recognize interest and penalties accrued on any uncertain tax positions as a component of income tax expense, if any, in its statements of income. As of December 31, 2023, and 2022, the Company had no reserves for uncertain tax positions. For the years ended December 31, 2023 and 2022, no estimated interest or penalties were recognized on uncertain tax positions. The Company's federal and Massachusetts income tax returns for the years ended December 31, 2020 to December 31, 2023 remain open and are subject to examination by the Internal Revenue Service and state taxing authorities. In addition, the Company’s tax carryover attributes such as net operating losses or credits from earlier period are also subject to examination. |
Net Loss per Share
Net Loss per Share | 12 Months Ended |
Dec. 31, 2023 | |
Earnings Per Share [Abstract] | |
Net Loss per Share | Note 13. Net Loss per Share Net Loss per Share Basic and diluted loss per share is computed by dividing net loss by the weighted-average common shares outstanding for the period, including the pre-funded warrants given their nominal exercise price (in thousands, except for share and per share data): December 31, 2023 2022 2021 Numerator: Net loss $ ( 146,962 ) $ ( 154,808 ) $ ( 100,217 ) Denominator: Weighted average common shares outstanding, basic 58,365,499 53,933,229 47,989,023 Net loss per share, basic and diluted $ ( 2.52 ) $ ( 2.87 ) $ ( 2.09 ) The Company’s potentially dilutive securities, which include restricted stock, and stock options, have been excluded from the computation of diluted net loss per share as the effect would be to reduce the net loss per share. Therefore, the weighted-average number of common shares outstanding used to calculate both basic and diluted net loss per share attributable to common stockholders is the same. The Company excluded the following from the computation of diluted net loss per share attributable to common stockholders at December 31, 2023, 2022 and 2021 because including them would have had an anti-dilutive effect: December 31, 2023 2022 2021 Unvested Restricted Stock 593,140 281,843 37,745 Options to purchase Common Stock 8,113,164 6,757,289 6,239,182 Total 8,706,304 7,039,132 6,276,927 |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2023 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 14. Subsequent Events On January 9, 2024, the Company completed a follow-on offering of its common stock and, in lieu of common stock to certain investors, pre-funded warrants to purchase shares of its common stock. The Company issued and sold 3,884,158 shares of common stock, including full exercise of the underwriters’ over-allotment option to purchase an additional 1,633,663 shares, at a public offering price of $ 25.25 per share. Additionally, in lieu of common stock to certain investors, the Company issued and sold pre-funded warrants to purchase 8,640,594 shares of its common stock at a public offering price of $ 25.2499 per pre-funded warrant, which represents the per share public offering price of each share of common stock less the $ 0.0001 per share exercise price for each pre-funded warrant. The aggregate gross proceeds before deducting underwriting discounts and commissions, and other estimated offering expenses payable by the Company were approximately $ 316.2 million. On February 7, 2024, pursuant to its sales agreement with Cowen and Company, LLC, the Company completed the sale of 1,519,453 common shares to an institutional investor at an offering price of $ 32.90 resulting in net proceeds of approximately $ 48.7 million. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2023 | |
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 Kymera Securities Corporation. All intercompany transactions and balances have been eliminated in consolidation. |
Basis of Presentation | Basis of Presentation The accompanying consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, or GAAP. Any reference in these notes to applicable guidance is meant to refer to the authoritative United States generally accepted accounting principles as found in the Accounting Standards Codification, or ASC and Accounting Standards Update, or ASU, of the Financial Accounting Standards Board, or FASB. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and judgments that affect the reported amounts of assets and liabilities and disclosure of contingencies at the date of the financial statements and the reported amounts of expenses during the reporting period. Management’s estimates and judgments are derived and continually evaluated based on available information, historical experience and various other assumptions that are believed to be reasonable under the circumstances. Because the use of estimates is inherent in the financial reporting process, actual results could differ from those estimates. In recording transactions and balances resulting from business operations, management makes estimates based on the best information available at the time the estimate is made. Significant estimates relied upon in preparing these financial statements include revenue recognized under our collaboration agreement with Sanofi and Vertex, accrual for research and development expenses, and equity-based compensation expense. As better information becomes available or actual amounts are determinable, the recorded estimates are revised. Consequently, operating results can be affected by revisions to prior estimates. |
Segment and Geographic Information | Segment and Geographic Information Operating segments are defined as components of an enterprise about which separate discrete information is available for evaluation by the chief operating decision maker, or decision-making group, in deciding how to allocate resources and in assessing performance. The Company’s chief operating decision maker is the Chief Executive Officer. The Company views its operations and manages its business in one operating segment. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash equivalents are highly liquid investments that are readily convertible into cash with original maturities of three months or less when purchased. These assets include investments in money market funds, U.S Treasury securities, U.S Government Agency securities, and corporate securities including commercial paper. The Company maintains its bank accounts at major financial institutions. |
Restricted Cash | Restricted Cash Restricted cash represents the cash held to secure letters of credit associated with the Company’s facility leases. |
Marketable Securities | Marketable Securities The Company classifies marketable securities with a remaining maturity of greater than three months when purchased as available-for-sale. The Company classifies investments available to fund current operations as current assets on its balance sheets. Marketable securities with a remaining maturity date greater than one year are classified as non-current. Available-for-sale securities are maintained by investment managers and consist of U.S. Treasury securities, U.S Government Agency securities, and corporate bonds. Available-for-sale securities are carried at fair value with the unrealized gains and losses included in other comprehensive income (loss) as a component of stockholders’ equity until realized. Any premium or discount arising at purchase is amortized and/or accreted to interest income and/or expense over the life of the instrument. Realized gains and losses are determined using the specific identification method and are included in other (expense) income, net. At each reporting date, the Company performs an evaluation of impairment to determine if any unrealized losses are the result of credit losses. Impairment is assessed at the individual security level. Factors considered in determining whether a loss resulted from a credit loss or other factors include the Company’s intent and ability to hold the investment until the recovery of its amortized cost basis, the extent to which the fair value is less than the amortized cost basis, the length of time and extent to which fair value has been less than the cost basis, the financial condition of the issuer, any historical failure of the issuer to make scheduled interest or principal payments, any changes to the rating of the security by a rating agency, any adverse legal or regulatory events affecting the issuer or issuer’s industry, and any significant deterioration in economic conditions. |
Fair Value Measurements | Fair Value Measurements Certain assets and liabilities are carried at fair value under GAAP. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. Financial assets and liabilities carried at fair value are to be classified and disclosed in one of the following three levels of the fair value hierarchy, of which the first two are considered observable and the last is considered unobservable: Level 1— Quoted prices in active markets for identical assets Level 2— Observable inputs (other than Level 1 quoted prices), such as quoted prices in active markets for similar assets or liabilities, quoted prices in markets that are not active for identical or similar asset, or other inputs that are observable or can be corroborated by observable market data. Level 3— Unobservable inputs that are supported by little or no market activity and that are significant to determining the fair value of the assets, including pricing models, discounted cash flow methodologies and similar techniques. The carrying values of the Company’s cash equivalents, prepaid expenses, accounts payable, and certain accruals approximate their fair value due to their short-term nature. |
Leases | Leases At the inception of an arrangement, the Company determines whether the arrangement is or contains a lease based on the unique facts and circumstances present. Leases that are economically similar to the purchase of assets are generally classified as finance leases; otherwise the leases are classified as operating leases. The Company has elected not to recognize leases with an original term of one year or less on the balance sheet. Options to renew a lease are not included in the Company’s assessment unless there is reasonable certainty that the Company will renew. Leases with a term greater than one year are recognized on the balance sheet as right-of-use assets, lease liabilities and, if applicable, long-term lease liabilities. Lease liabilities and their corresponding right-of-use assets are recorded based on the present value of lease payments over the expected remaining lease term. However, certain adjustments to the right-of-use asset may be required for items such as incentives received. The Company has elected as an accounting policy to combine lease and non- lease components, such as common area maintenance, for all classes of underlying assets. The interest rate implicit in lease contracts has not historically been readily determinable. As a result, the Company utilizes its incremental borrowing rates, which are the rates incurred to borrow on a collateralized basis over a similar term an amount equal to the lease payments in a similar economic environment. To estimate its incremental borrowing rate, a credit rating applicable to the Company is estimated using synthetic credit rating analysis since the Company does not currently have a rating agency-based credit rating. |
Property and Equipment | Property and Equipment Property and equipment are recorded at cost, net of accumulated depreciation. Major additions and betterments are capitalized; maintenance and repairs, which do not improve or extend the life of the respective assets, are charged to operations as incurred. Depreciation expense is recorded using the straight-line method over the estimated useful life of the related asset as follows: Estimated Useful Life (in years) Lab equipment 5 years Furniture and fixtures 5 years Office equipment 5 years Computer equipment 3 years Leasehold improvements Shorter of life of lease or remaining lease term Upon retirement or sale, the cost and related accumulated depreciation of assets disposed of are removed from the accounts and any resulting gain or loss is included in loss from operations. Construction-in-progress is stated at cost, which includes direct costs attributable to the setup or construction of the related asset. Depreciation expense is not recorded on construction-in-progress until the relevant assets are completed and put into use. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets Long-lived assets (including right-of-use assets) to be held and used are tested for recoverability whenever events or changes in business circumstances indicate that the carrying amount of the assets may not be fully recoverable. Factors that the Company considers in deciding when to perform an impairment review include significant underperformance of the business in relation to expectations, significant negative industry or economic trends and significant changes or planned changes in the use of the assets. If an impairment review is performed to evaluate a long-lived asset for recoverability, the Company compares forecasts of undiscounted cash flows expected to result from the use and eventual disposition of the long-lived asset to its carrying value. An impairment loss would be recognized when estimated undiscounted future cash flows expected to result from the use of an asset are less than its carrying amount. The impairment loss would be based on the excess of the carrying value of the impaired asset over its fair value, determined based on discounted cash flows. The Company did no t record any impairment losses on long-lived assets during the years ended December 31, 2023, 2022 and 2021. |
Convertible Preferred Stock | Warrants The Company determines the accounting classification of warrants that are issued, as either liability or equity, by first assessing whether the warrants meet liability classification in accordance with ASC 480-10, Accounting for Certain Financial Instruments with Characteristics of Both Liabilities and Equity , and then in accordance with ASC 815-40, Accounting for Derivative Financial Instruments Indexed to, and Potentially Settled in, a Company’s Own Stock . Under ASC 480-10, warrants are considered liability classified if the warrants are mandatorily redeemable, obligate the issuer to settle the warrants or the underlying shares by paying cash or other assets, or must or may require settlement by issuing variable number of shares. If warrants do not meet liability classification under ASC 480-10, the Company assesses the requirements under ASC 815-40, which states that contracts that require or may require the issuer to settle the contract for cash are liabilities recorded at fair value, irrespective of the likelihood of the transaction occurring that triggers the net cash settlement feature. If the warrants do not require liability classification under ASC 815-40, in order to conclude equity classification, the Company assesses whether the warrants are indexed to its common stock and whether the warrants are classified as equity under ASC 815-40 or other applicable U.S. GAAP. After all relevant assessments are made, the Company concludes whether the warrants are classified as liability or equity. Liability classified warrants are required to be accounted for at fair value both on the date of issuance and on subsequent accounting period ending dates, with all changes in fair value after the issuance date recorded in the statements of operations as a gain or loss. Equity classified warrants are accounted for at fair value on the issuance date with no changes in fair value recognized after the issuance date. |
Research and Development Costs | Research and Development Costs Research and development costs consist primarily of costs incurred in connection with the discovery and development of targeted protein degradation therapeutics, including those in the Company’s most advanced clinical stage programs. These research efforts and costs, which also support the development of, and enhancements to, the Company’s Pegasus TM targeted protein degradation platform, include external research costs, personnel costs, supplies, license fees and facility related expenses. The Company expenses research and development costs as incurred. |
Patent Costs | Patent Costs All patent-related costs incurred in connection with filing and prosecuting patent applications are expensed as incurred due to the uncertainty about the recoverability of the expenditure. Amounts incurred are classified as general and administrative expenses. |
Financing Costs | Financing Costs Costs incurred in connection with the issuance of equity units and shares are recorded as a reduction of proceeds to the equity carrying value. The Company capitalizes certain legal, professional accounting and other third-party fees that are directly associated with in-process financings as deferred offering costs until such financings are consummated. After consummation of the financing, these costs are recorded as a reduction of the proceeds received from the financing. If a planned financing is abandoned, the deferred offering costs are expensed immediately as a charge to operating expenses in the consolidated statement of operations and comprehensive loss . There was no deferred offering costs on the Company’s consolidated balance sheet at December 31, 2023 and December 31, 2022. |
Revenue Recognition | Revenue Recognition Under ASC 606, Topic 606, Revenue from Contracts with Customers, or ASC 606 , the Company recognizes revenue when its customer obtains control of promised goods or services, in an amount that reflects the consideration which the entity expects to receive in exchange for those goods or services. To determine the appropriate amount of revenue to be recognized for arrangements determined to be within the scope of ASC 606, the Company performs the following five steps: (i) identification of the contract(s) with the customer; (ii) identification of the promised goods or services in the contract and determination of whether the promised goods or services are performance obligations; (iii) measurement of the transaction price; (iv) allocation of the transaction price to the performance obligations; and (v) recognition of revenue when (or as) the Company satisfies each performance obligation. The Company only applies the five-step model to contracts when it is probable that the entity will collect consideration it is entitled to in exchange for the goods or services it transfers to the customer. At contract inception, once the contract is determined to be within the scope of ASC 606, the Company assesses the goods or services promised within each contract and determines those that are performance obligations and assesses whether each promised good or service is distinct. The Company then recognizes as revenue the amount of the transaction price that is allocated to the respective performance obligation when (or as) the performance obligation is satisfied. As part of the accounting for these arrangements, the Company must use significant judgment to determine: a) the number of performance obligations based on the determination under step (ii) above and whether those performance obligations are distinct from other performance obligations in the contract; b) the transaction price under step (iii) above; and c) the standalone selling price for each performance obligation identified in the contract for the allocation of transaction price in step (iv) above. The Company uses judgment to determine whether milestones or other variable consideration, except for royalties, should be included in the transaction price as described further below. The transaction price is allocated to each performance obligation on a relative stand-alone selling price basis, for which the Company recognizes revenue as or when the performance obligations under the contract are satisfied. In determining the stand-alone selling price of a license to the Company’s proprietary technology or a material right provided by a customer option, the Company considers market conditions as well as entity-specific factors, including those factors contemplated in negotiating the agreements as well as internally developed estimates that include assumptions related to the market opportunity, estimated development costs, probability of success and the time needed to commercialize a product candidate pursuant to the license. In validating its estimated stand-alone selling prices, the Company evaluates whether changes in the key assumptions used to determine its estimated stand-alone selling prices will have a significant effect on the allocation of arrangement consideration between performance obligations. The Company estimates the transaction price based on the amount of consideration the Company expects to be received for transferring the promised goods or services in the contract. The consideration may include both fixed consideration and variable consideration. At the inception of each arrangement that includes variable consideration, the Company evaluates the amount of the potential payments and the likelihood that the payments will be received. The Company utilizes either the most likely amount method or expected value method to estimate the transaction price based on which method better predicts the amount of consideration expected to be received. If it is probable that a significant revenue reversal would not occur, the variable consideration is included in the transaction price. Performance obligations are promised goods or services in a contract to transfer a distinct good or service to the customer. Promised goods or services are considered distinct when: (i) the customer can benefit from the good or service on its own or together with other readily available resources and (ii) the promised good or service is separately identifiable from other promises in the contract. In assessing whether promised goods or services are distinct, the Company considers factors such as the stage of development of the underlying intellectual property, the capabilities of the customer to develop the intellectual property on their own and whether the required expertise is readily available. For performance obligations which consist of licenses and other promises, the Company utilizes judgment to assess the nature of the combined performance obligation in order to determine whether the combined performance obligation is satisfied over time or at a point in time. The Company receives payments from customers based on billing schedules established in each contract. Up-front payments and fees are recorded as deferred revenue upon receipt or when due until the Company performs its obligations under these arrangements. Amounts expected to be recognized as revenue within the 12 months following the balance sheet date are classified as current portion of deferred revenue in the accompanying consolidated balance sheets. Amounts not expected to be recognized as revenue within the 12 months following the balance sheet date are classified as deferred revenue, net of current portion. Amounts are recorded as accounts receivable when the Company’s right to consideration is unconditional. Amounts recognized as revenue, but not yet received or invoiced are generally recognized as contract assets. Exclusive Licenses —If the license granted in the arrangement is determined to be distinct from the other promises or performance obligations identified in the arrangement, which generally include research and development services, the Company recognizes revenue from non-refundable, upfront fees allocated to the license when the license is transferred to the customer and the customer is able to use and benefit from the license. In assessing whether a license is distinct from the other promises, the Company considers relevant facts and circumstances of each arrangement, including the research and development capabilities of the collaboration partner and the availability of the associated expertise in the general marketplace. In addition, the Company considers whether the collaboration partner can benefit from the license for its intended purpose without the receipt of the remaining promise, whether the value of the license is dependent on the unsatisfied promise, whether there are other vendors that could provide the remaining promise, and whether it is separately identifiable from the remaining promise. For licenses that are combined with other promises, the Company utilizes judgment to assess the nature of the combined performance obligation to determine whether the combined performance obligation is satisfied over time or at a point in time and, if over time, the appropriate method of measuring progress for purposes of recognizing revenue. The Company evaluates the measure of progress each reporting period and, if necessary, adjusts the measure of performance and related revenue recognition based on estimated remaining research and development costs. The calculation of the total remaining estimated research and development costs includes forecasted costs associated with internal employee efforts, materials costs, and third-party contract costs, as well as the assumed timing and duration of these activities. The recognition of revenue pursuant to collaboration arrangements is subject to these judgments made and estimates developed by management and is sensitive to changes in these assumptions. Therefore, the measure of progress, and thereby periods over which revenue should be recognized, are subject to estimates by management and may change over the course of the arrangement. Research and Development Services —The promises under the Company’s collaboration and license agreements generally include research and development services to be performed by the Company on behalf of the collaboration partner. For performance obligations that include research and development services, the Company generally recognizes revenue allocated to such performance obligations based on an appropriate measure of progress. The Company utilizes judgment to determine the appropriate method of measuring progress for purposes of recognizing revenue, which is generally an input measure, such as costs incurred. The Company evaluates the measure of progress each reporting period as described under Exclusive Licenses above. Reimbursements from the partner that are the result of a collaborative relationship with the partner, instead of a customer relationship, such as co-development activities, are generally recorded as a reduction to research and development expense. Customer Options —The Company’s arrangements may provide a collaborator with the right to certain optional purchases, such as the right to license a target either at the inception of the arrangement or within a pre-defined option period. Under these agreements, fees may be due to the Company at the inception of the arrangement as an upfront fee or payment or upon the exercise of an option to acquire a license. If an arrangement is determined to contain customer options that allow the customer to acquire additional goods or services, the goods and services underlying the customer options are not considered to be performance obligations at the outset of the arrangement, as they are contingent upon option exercise. The Company evaluates the customer options for material rights, or options to acquire additional goods or services for free or at a discount. If the customer options are determined to represent a material right, the material right is recognized as a separate performance obligation at the inception of the arrangement. The Company allocates the transaction price to material rights based on the relative stand-alone selling price, which is determined based on the identified discount, and the probability that the customer will exercise the option. Amounts allocated to a material right are not recognized as revenue until, at the earliest, the option is exercised or expires. Milestone Payments —At the inception of each arrangement that includes milestone payments based on certain events, the Company evaluates whether the milestones are considered probable of being achieved and estimates the amount to be included in the transaction price using the most likely amount method. If it is probable that a significant revenue reversal would not occur, the associated milestone value is included in the transaction price. Milestone payments that are not within the control of the Company or the licensee, such as regulatory approvals, are not considered probable of being achieved until those approvals are received. The Company evaluates factors such as the scientific, clinical, regulatory, commercial, and other risks that must be overcome to achieve the particular milestone in making this assessment. There is considerable judgment involved in determining whether it is probable that a significant revenue reversal would not occur. At the end of each subsequent reporting period, the Company reevaluates the probability of achievement of all milestones subject to constraint and, if necessary, adjusts its estimate of the overall transaction price. Any such adjustments are recorded on a cumulative catch-up basis, which would affect revenues and earnings in the period of adjustment. If a milestone or other variable consideration relates specifically to the Company’s efforts to satisfy a single performance obligation or to a specific outcome from satisfying the performance obligation, the Company generally allocates the milestone amount entirely to that performance obligation once it is probable that a significant revenue reversal would not occur. Royalties —For arrangements that include sales-based royalties, including milestone payments based on a level of sales, and the license is deemed to be the predominant item to which the royalties relate, the Company recognizes revenue at the later of (i) when the related sales occur or (ii) when the performance obligation to which some or all of the royalty has been allocated has been satisfied (or partially satisfied). To date, the Company has not recognized any royalty revenue resulting from any of its licensing arrangements. Collaboration revenue— The Company analyzes its collaboration arrangements to assess whether they are within the scope of ASC 808, Collaborative Arrangements, or ASC 808, to determine whether such arrangements involve joint operating activities performed by parties that are both active participants in the activities and exposed to significant risks and rewards dependent on the commercial success of such activities. This assessment is performed throughout the life of the arrangement based on changes in the responsibilities of all parties in the arrangement. For collaboration arrangements within the scope of ASC 808 that contain multiple elements, the Company first determines which elements of the collaboration are deemed to be within the scope of ASC 808 and those that are more reflective of a vendor-customer relationship and therefore within the scope of Topic 606. For elements of collaboration arrangements that are accounted for pursuant to ASC 808, an appropriate recognition method is determined and applied consistently, generally by analogy to Topic 606. For those elements of the arrangement that are accounted for pursuant to Topic 606, the Company applies the five-step model described above. |
Costs Associated with License and Collaborative Arrangements | Costs associated with License and Collaborative Arrangements Costs associated with licenses of technology acquired as part of collaborative arrangements are expensed as incurred and are generally included in research and development expense in the consolidated statements of operations. |
Accounts Receivable | Accounts Receivable The Company extends credit to customers based on its evaluation of the customer’s financial condition. The Company records receivables for all billings when amounts are due under standard terms. Accounts receivable are stated at amounts due net of applicable prompt pay discounts and other contractual adjustments as well as an allowance for doubtful accounts. The Company assesses the need for an allowance for doubtful accounts by considering a number of factors, including the length of time trade accounts receivable are past due, the customer’s ability to pay its obligation and the condition of the general economy and the industry as a whole. The Company will write off accounts receivable when the Company determines that they are uncollectible. In general, the Company has experienced no significant collection issues with its customers . |
Stock-Based Compensation | Stock-Based Compensation The Company accounts for all stock-based awards granted to employees, directors, and nonemployees based on their fair value on the date of the grant and recognize compensation expense for those awards over the requisite service period, which is generally the vesting period of the respective award. Stock-based payments include stock options and grants of common stock, including common stock subject to vesting. The measurement date for stock awards is the date of grant, and stock-based compensation costs are recognized as expense over the requisite service period, which is the vesting period, on a straight-line basis. The Company has issued stock options and restricted stock with performance-based vesting conditions and records the expense for these awards if the Company concludes that it is probable that the performance condition will be achieved. Stock-based compensation is classified in the accompanying consolidated statements of operations and comprehensive loss based on the function to which the related services are provided. The Company recognizes stock-based compensation expense for the portion of awards that have vested. Forfeitures are accounted for as they occur. The fair value of each stock option grant is estimated on the date of grant using the Black-Scholes options-pricing model, which requires inputs based on certain subjective assumptions, including the expected stock price volatility, the expected term of the option, the risk-free interest rate for a period that approximates the expected term of the option, and the Company’s expected dividend yield. Prior to the IPO, as there was no active market for the Company’s common stock, the Company estimated the fair value of common stock on the date of grant based on the then current facts and circumstances. Upon becoming a public company, the fair value of the underlying common shares equals the closing price of the Company’s stock on the date of grant. As the Company’s IPO was in 2020, the Company lacks a sufficient period of company-specific historical and implied volatility information. Therefore, it estimates its expected stock volatility based on the historical volatility of a publicly traded set of guideline companies and expects to continue to do so until such time as it has adequate historical data regarding the volatility of its own traded stock price. The expected term of the Company’s stock options has been determined utilizing the “simplified” method for awards that qualify as “plain-vanilla” options. The expected term of stock options granted to non-employees is equal to the contractual term of the option award. The risk-free interest rate is determined by reference to the U.S. Treasury yield curve in effect at the time of grant of the award for time periods approximately equal to the expected term of the award. Expected dividend yield is based on the fact that the Company has never paid cash dividends and does not expect to pay any cash dividends in the foreseeable future. The fair value of each restricted common stock award is estimated on the date of grant based on the fair value of the Company’s common stock on that same date. Compensation expense for discounted purchases under the employee stock purchase plan is measured using the Black-Scholes model to compute the fair value of the lookback provision plus the purchase discount and is recognized as compensation expense over the offering period. |
Income Taxes | Income Taxes The Company records income taxes in accordance with FASB Accounting Standards Codification Topic 740, Income Taxes, or ASC 740, which provides for deferred taxes using an asset and liability approach. Under this method, deferred income tax assets and liabilities are recognized based on future income tax consequences attributable to differences between the financial statement carrying amount of existing assets and liabilities, and their respective income tax basis. Deferred income tax assets and liabilities are measured using enacted income tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect of changes in income tax rates on deferred income tax assets and liabilities is recognized as income or expense in the period that a valuation allowance for any income tax benefits of which future realization is not more likely than not. The Company provides reserves for potential payments of tax to various tax authorities related to uncertain tax positions. The tax benefits recorded are based on a determination of whether and how much of a tax benefit taken by the Company in its tax filings or positions is “more likely than not” to be realized following resolution of any uncertainty related to the tax benefit, assuming that the matter in question will be raised by the tax authorities. |
Off Balance Sheet Risk and Concentration of Credit Risk | Off Balance Sheet Risk and Concentration 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, 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 a portion of its cash equivalents in money market funds that invest in U.S. Treasury securities and U.S. Agency obligations. Cash equivalents are also invested in individual U.S Treasury securities, U.S Government Agency securities, and corporate securities including commercial paper. The Company’s marketable securities primarily consist of corporate bonds, U.S. Agency bonds, U.S. Treasury securities, 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. |
Comprehensive Loss | Comprehensive Loss Comprehensive loss includes net loss as well as unrealized gains and losses on marketable securities and other changes in stockholders’ equity (deficit) that result from transactions and economic events other than those with stockholders. |
Net Loss Per Share | Net Loss Per Share The Company applies the two-class method to compute basic and diluted net income (loss) per share attributable to common stockholders when it has issued shares that meet the definition of participating securities. The two-class method determines net income (loss) per share for each class of common and participating securities according to dividends declared or accumulated and participation rights in undistributed earnings. The two-class method requires income (loss) available to common stockholders for the period to be allocated between common and participating securities based upon their respective rights to share in the earnings as if all income (loss) for the period had been distributed. The Company’s convertible preferred stock participates in any dividends declared by the Company and are therefore considered to be participating securities. The participating securities are not required to participate in the losses of the Company, and therefore during periods of loss there is no allocation required under the two-class method. Basic net income (loss) per share attributable to common stockholders is computed by dividing the net income (loss) attributable to common stockholders by the weighted average number of shares of common stock outstanding for the period, including the pre-funded warrants given their nominal exercise price . Diluted net income (loss) attributable to common stockholders is computed by adjusting net income (loss) per share attributable to common stockholders to reallocate undistributed earnings based on the potential impact of dilutive securities. Diluted net income (loss) per share attributable to common stockholders is computed by dividing the diluted net income (loss) attributable to common stockholders by the weighted average number of shares of common stock outstanding for the period, including potential dilutive common shares. For purpose of this calculation, outstanding options to purchase common stock, unvested restricted stock awards, and shares of convertible preferred stock are considered potential dilutive common shares. The Company has generated a net loss in all periods presented, and therefore the basic and diluted net loss per share attributable to common stockholders are the same as the inclusion of the potentially dilutive securities would be anti-dilutive. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Summary of Estimated Useful Life of Related Asset | Depreciation expense is recorded using the straight-line method over the estimated useful life of the related asset as follows: Estimated Useful Life (in years) Lab equipment 5 years Furniture and fixtures 5 years Office equipment 5 years Computer equipment 3 years Leasehold improvements Shorter of life of lease or remaining lease term |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
Schedule of Assets Measured at Fair Value on Recurring Basis | The following table presents information about the Company’s financial assets measured at fair value on a recurring basis and indicates the level of the fair value hierarchy utilized to determine such fair values as of December 31, 2023 and 2022 (in thousands): Fair Value Measurements at Level 1 Level 2 Level 3 Total Assets: Cash equivalents Money market fund $ 78,010 $ — $ — $ 78,010 US treasuries 27,985 — — 27,985 Commercial Paper 997 — — 997 Marketable securities, current US treasuries 23,253 — — 23,253 US government agencies — 114,384 — 114,384 Corporate bonds — 127,278 — 127,278 Marketable securities, non-current US treasuries — — — — US government agencies — 28,307 — 28,307 Corporate bonds — 33,127 — 33,127 Restricted cash 5,811 — — 5,811 Total $ 136,056 $ 303,096 $ — $ 439,152 Fair Value Measurements at Level 1 Level 2 Level 3 Total Assets: Cash equivalents Money market fund $ 50,551 $ — $ — $ 50,551 Marketable securities, current US treasuries 74,045 — — 74,045 US government agencies — 120,467 120,467 Corporate bonds — 144,259 — 144,259 Marketable securities, non-current US treasuries 19,804 — — 19,804 US government agencies — 58,653 58,653 Corporate bonds — 73,871 — 73,871 Restricted cash 6,130 — — 6,130 Total $ 150,530 $ 397,250 $ — $ 547,780 |
Marketable Securities (Tables)
Marketable Securities (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Marketable Securities [Abstract] | |
Summary of Available-for-Sale Debt Securities | The following table summarizes the available-for-sale debt securities held at December 31, 2023 and 2022 (in thousands): Description Amortized Unrealized Unrealized Fair December 31, 2023 U.S. treasury securities $ 23,361 $ 5 $ ( 113 ) $ 23,253 US government agency securities 142,948 48 ( 305 ) 142,691 Corporate securities 160,598 113 ( 306 ) 160,405 Total $ 326,907 $ 166 $ ( 724 ) $ 326,349 Description Amortized Unrealized Unrealized Fair December 31, 2022 U.S. treasury securities $ 94,958 $ 3 $ ( 1,111 ) $ 93,850 US government agency securities 180,967 25 ( 1,873 ) $ 179,119 Corporate securities 220,119 25 ( 2,014 ) 218,130 Total $ 496,044 $ 53 $ ( 4,998 ) $ 491,099 |
Collaborations (Tables)
Collaborations (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Change in Accounts Receivable, Contract Asset and Liabilities | The following table presents the changes in accounts receivable, contract assets and liabilities for the year ended December 31, 2023 (in thousands) Balance at Additions Deductions Balance at Accounts receivable and contract assets: Billed receivables – Sanofi $ — $ 68,757 $ ( 53,757 ) $ 15,000 Unbilled receivables – Sanofi 2,537 14,982 ( 13,757 ) 3,762 Total accounts receivable and contract assets $ 2,537 $ 83,739 $ ( 67,514 ) $ 18,762 Contract Liabilities: Deferred Revenue – Vertex $ 8,399 $ — $ ( 8,399 ) $ - Deferred Revenue – Sanofi 54,861 69,983 ( 70,193 ) 54,651 Total contract liabilities $ 63,260 $ 69,983 $ ( 78,592 ) $ 54,651 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
Summary of Property and Equipment | Property and equipment consists of the following as of December 31, 2023 and 2022 (in thousands): December 31, 2023 December 31, 2022 Lab and office equipment under finance right-of-use asset $ 6,725 $ 5,475 Lab equipment 5,098 4,383 Computer equipment 582 357 Furniture & fixtures 1,064 1,064 Leasehold improvements 7,802 7,802 Assets not yet in service 37,303 1,146 Total property and equipment 58,574 20,227 Less accumulated depreciation ( 10,440 ) ( 6,893 ) Property and equipment, net $ 48,134 $ 13,334 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Leases [Abstract] | |
Components of Lease Costs | The components of the lease costs for the years ended December 31, 2023 and 2022 (in thousands): Year ended December 31, 2023 2022 Operating lease costs $ 9,919 $ 2,095 Financing lease costs: Amortization of right-to-use assets, financing 1,483 1,184 Interest expense for financing lease liabilities 181 179 Variable lease costs 949 1,192 Total lease costs $ 12,532 $ 4,650 |
Supplemental Cash Flow Information Relating to Leases | Supplemental cash flow information relating to the Company’s leases for the years ended December 31, 2023 and 2022 were as follows (in thousands): Year ended December 31, 2023 2022 Cash paid for amounts included in the measurement Operating cash flows used in operating leases $ 2,659 $ 2,581 Operating cash flows used in finance leases $ 1,363 $ 1,130 Financing cash flows used in finance leases $ 181 $ 179 |
Summary of Weighted Average Remaining Lease Terms and Discount Rates | Weighted average remaining lease terms and discount rates as of December 31, 2023 and 2022 were as follows: Year ended December 31, 2023 2022 Remaining lease term: Operating lease 10.4 years 7.3 years Financing lease 2.4 Years 2.5 Years Discount Rate: Operating lease 8.8 % 10.5 % Financing lease 8.2 % 8.5 % |
Summary of Undiscounted Future Lease Payments for Operating and Finance Leases | The undiscounted future lease payments for operating and finance leases as of December 31, 2023, were as follows (in thousands): Fiscal Year Operating Financing 2024 5,505 1,318 2025 12,074 882 2026 12,436 533 2027 12,809 100 2028 13,193 Thereafter 74,424 — Total minimum lease payments 130,441 2,833 Less amounts representing interest or imputed interest ( 48,345 ) ( 255 ) Present value of lease liabilities $ 82,096 $ 2,578 The undiscounted future lease payments in 2024 includes approximately $ 4.0 million of future reimbursements related to landlord funded tenant improvements in connection with the 2021 Lease. |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Accrued Liabilities, Current [Abstract] | |
Schedule of Accrued Liabilities | Accrued expenses consist of the following as of December 31, 2023 and 2022 (in thousands): Year ended December 31, 2023 2022 Research and development expenses $ 15,099 $ 16,975 Payroll and payroll-related 11,227 8,149 Professional fees 3,854 1,971 Other 3,684 407 Accrued expenses $ 33,864 $ 27,502 |
Equity-Based Compensation (Tabl
Equity-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Summary of Stock Option Activity | A summary of stock option activity under the 2020 Plan during the year ended December 31, 2023, is as follows (in thousands except share and per share data): Number of Weighted Weighted Aggregate Outstanding at December 31, 2022 6,757,289 $ 27.60 8.01 $ 55,934 Granted 2,597,265 29.93 Exercised ( 441,759 ) 6.47 Forfeited ( 799,631 ) 40.25 Outstanding at December 31, 2023 8,113,164 $ 28.25 7.69 $ 49,622 Exercisable at December 31, 2023 4,886,843 $ 25.66 7.00 $ 45,101 |
Summary of Equity-Based Compensation Expense | The following table outlines equity-based compensation expense for stock options for the years ended December 31, 2023, 2022 and 2021: Year ending December 31, 2023 2022 2021 Research and development $ 18,525 $ 16,388 $ 11,161 General and administrative 20,025 16,941 12,628 Total equity-based compensation $ 38,550 $ 33,329 $ 23,789 |
Summary of Weighted-Average Assumptions | The weighted-average assumptions that the Company used in the Black-Scholes option pricing model to determine the grant date fair value of stock options granted to employees and non-employees for the years ended December 31, 2023, 2022 and 2021: Year ending December 31, 2023 2022 2021 Expected term (in years) 5.87 5.86 5.87 Volatility 62 % 62 % 66 % Risk-free interest rate 4.1 % 2.1 % 0.9 % Dividend yield 0.0 % 0.0 % 0.0 % |
Summary of Restricted Stock Activity | A summary of restricted stock activity during the year ended December 31, 2023, is as follows: Number of Grant Date Unvested at December 31, 2022 281,843 $ 23.64 Granted 404,844 27.84 Vested ( 39,511 ) 34.64 Forfeited ( 54,036 ) 28.20 Unvested at December 31, 2023 593,140 $ 25.36 |
Employee Stock Option | |
Summary of Equity-Based Compensation Expense | Total equity-based compensation expense recorded as research and development and general and administrative expenses for employees, directors, and non-employees during the years ended December 31, 2023, 2022 and 2021 is as follows (in thousands): Years ending December 31, 2023 2022 2021 Research and development $ 21,555 $ 18,008 $ 11,731 General and administrative 21,563 17,472 13,241 Total equity-based compensation $ 43,118 $ 35,480 $ 24,972 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Rate Reconciliation of U.S. Statutory Income Tax Rate to Company's Effective Tax Rate | The rate reconciliation of the U.S. statutory income tax rate to the Company’s effective tax rate for the years ended December 31, 2023, 2022 and 2021 are as follows: December 31, 2023 2022 2021 Tax effect at statutory rate 21.0 % 21.0 % 21.0 % State taxes 6.8 6.4 10.6 Stock compensation ( 1.5 ) 0.1 9.6 Permanent differences 0.0 0.0 0.0 Federal research and development credits 4.6 1.5 7.7 Other ( 2.3 ) ( 1.8 ) ( 5.1 ) Change in valuation allowance ( 28.6 ) ( 27.2 ) ( 43.8 ) Total 0.0 % 0.0 % 0.0 % |
Schedule of Significant Components of Net Deferred Income Taxes | Significant components of the Company’s net deferred income taxes are as follows (in thousands): December 31, 2023 2022 Deferred Tax Assets: Federal net operating loss carryforwards $ 33,708 $ 32,320 State net operating loss carryforwards 10,194 8,835 Research and development credit carryforwards 25,975 17,581 Lease liabilities 22,443 4,011 Deferred revenue 9,807 16,315 Accruals and reserves, stock and other 13,636 10,350 Capitalized Research and Development 68,340 36,435 Total deferred tax assets $ 184,103 $ 125,847 Valuation allowance $ ( 162,375 ) $ ( 120,096 ) Deferred tax assets $ 21,728 $ 5,751 Fixed and intangible assets ( 1,884 ) ( 2,187 ) Right-of-use assets ( 19,844 ) ( 3,564 ) Net deferred tax asset $ — $ — |
Net Loss per Share (Tables)
Net Loss per Share (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Earnings Per Share [Abstract] | |
Summary of Basic and Diluted Loss Per Share | December 31, 2023 2022 2021 Numerator: Net loss $ ( 146,962 ) $ ( 154,808 ) $ ( 100,217 ) Denominator: Weighted average common shares outstanding, basic 58,365,499 53,933,229 47,989,023 Net loss per share, basic and diluted $ ( 2.52 ) $ ( 2.87 ) $ ( 2.09 ) |
Schedule of Diluted Net Loss Per Share Attributable to Common Stockholders Anti-Diluted Effect | The Company excluded the following from the computation of diluted net loss per share attributable to common stockholders at December 31, 2023, 2022 and 2021 because including them would have had an anti-dilutive effect: December 31, 2023 2022 2021 Unvested Restricted Stock 593,140 281,843 37,745 Options to purchase Common Stock 8,113,164 6,757,289 6,239,182 Total 8,706,304 7,039,132 6,276,927 |
Description of Business and S_2
Description of Business and Summary of Significant Accounting Policies - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |||
Aug. 18, 2022 | Jul. 06, 2021 | Dec. 31, 2023 | Dec. 31, 2022 | |
Description Of Business And Summary Of Significant Accounting Policies [Line Items] | ||||
Aggregate proceeds from issuance of private placement | $ 174 | |||
Accumulated deficit | $ 530,752 | $ 383,790 | ||
Cash, cash equivalents and marketable securities | 436,300 | |||
Follow-on Offering | ||||
Description Of Business And Summary Of Significant Accounting Policies [Line Items] | ||||
Net proceeds from sale of common stock in public offering | $ 257,000 | |||
Stock Issued During Period, Shares, New Issues | 5,468,250 | |||
Common stock per share | $ 47 | |||
Underwriters | ||||
Description Of Business And Summary Of Significant Accounting Policies [Line Items] | ||||
Stock Issued During Period, Shares, New Issues | 713,250 | |||
Private Placement | Vertex Pharmaceuticals Incorporated | ||||
Description Of Business And Summary Of Significant Accounting Policies [Line Items] | ||||
Aggregate proceeds from issuance of private placement | $ 2,300 | |||
Stock Issued During Period, Shares, New Issues | 49,928 | |||
Common stock per share | $ 47 | |||
Private Investment in Public Equity "PIPE" | ||||
Description Of Business And Summary Of Significant Accounting Policies [Line Items] | ||||
Stock Issued During Period, Shares, New Issues | 2,769,228 | |||
Common stock per share | $ 26 | |||
Pre-funded warrant purchase price | 25.9999 | |||
Pre-funded warrants per share | $ 0.0001 | |||
Offering expenses | $ 149,800 | |||
Minimum pre-funded warrants, exercise | 4.99% | |||
Increase or decrease pre-funded warrants, maximum | 19.99% | |||
Prior notice period, minimum | 61 days | |||
Pre-funded warrants, exercised | $ 0 | |||
Pre-funded warrants outstanding | 3,000,000 | 3,000,000 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Additional Information (Details) | 12 Months Ended | ||
Dec. 31, 2023 USD ($) Segment | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | |
Summary Of Significant Accounting Policies [Line Items] | |||
Number of operating segment | Segment | 1 | ||
Leases original term | 1 year | ||
Impairment losses on long-lived assets | $ 0 | $ 0 | $ 0 |
Deferred offering costs | $ 0 | $ 0 | |
ASU 2016-13 | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Change in accounting principle, accounting standards update, adopted | true | ||
Change in accounting principle, accounting standards update, immaterial effect | true | ||
ASU 2019-12 | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Change in accounting principle, accounting standards update, adopted | true | ||
Change in accounting principle, accounting standards update, immaterial effect | true | ||
Minimum | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Marketable securities, remaining maturity period | 3 months | ||
Marketable securities, remaining maturity period classified as non-current | 1 year |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Summary of Estimated Useful Life of Related Asset (Details) | Dec. 31, 2023 |
Lab Equipment | |
Property Plant And Equipment [Line Items] | |
Estimated useful life of related asset | 5 years |
Furnitures and Fixtures | |
Property Plant And Equipment [Line Items] | |
Estimated useful life of related asset | 5 years |
Office Equipment | |
Property Plant And Equipment [Line Items] | |
Estimated useful life of related asset | 5 years |
Computer Equipment | |
Property Plant And Equipment [Line Items] | |
Estimated useful life of related asset | 3 years |
Useful Life, Lease Term [Member] | |
Property Plant And Equipment [Line Items] | |
Property, Plant, and Equipment, Useful Life, Term, Description [Extensible Enumeration] | Leasehold Improvements |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Assets Measured at Fair Value on Recurring Basis (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Marketable securities | $ 326,349 | $ 491,099 |
Level 2 | US Government Agencies Debt Securities [Member] | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Marketable securities, current | 120,467 | |
Fair Value, Recurring | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Marketable securities, current | 120,467 | |
Restricted cash | 5,811 | 6,130 |
Total | 439,152 | 547,780 |
Fair Value, Recurring | Money Market Fund | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Cash equivalents | 78,010 | 50,551 |
Fair Value, Recurring | Corporate Bonds | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Marketable securities, current | 127,278 | 144,259 |
Marketable securities, non-current | 33,127 | 73,871 |
Fair Value, Recurring | Commercial Paper [Member] | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Cash equivalents | 997 | |
Fair Value, Recurring | US Government Agencies Debt Securities [Member] | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Marketable securities, current | 114,384 | |
Marketable securities, non-current | 28,307 | |
Fair Value, Recurring | US Treasuries | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Cash equivalents | 27,985 | |
Marketable securities, current | 23,253 | 74,045 |
Marketable securities, non-current | 19,804 | |
Fair Value, Recurring | Level 1 | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Marketable securities, non-current | 58,653 | |
Restricted cash | 5,811 | 6,130 |
Total | 136,056 | 150,530 |
Fair Value, Recurring | Level 1 | Money Market Fund | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Cash equivalents | 78,010 | 50,551 |
Fair Value, Recurring | Level 1 | Commercial Paper [Member] | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Cash equivalents | 997 | |
Fair Value, Recurring | Level 1 | US Treasuries | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Cash equivalents | 27,985 | |
Marketable securities, current | 23,253 | 74,045 |
Marketable securities, non-current | 19,804 | |
Fair Value, Recurring | Level 2 | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Total | 303,096 | 397,250 |
Fair Value, Recurring | Level 2 | Corporate Bonds | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Marketable securities, current | 127,278 | 144,259 |
Marketable securities, non-current | 33,127 | 73,871 |
Fair Value, Recurring | Level 2 | US Government Agencies Debt Securities [Member] | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Marketable securities, current | 114,384 | |
Marketable securities, non-current | $ 28,307 | $ 58,653 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
Fair Value Disclosures [Abstract] | ||
Fair value assets, level 1 to level 3 transfers, amount | $ 0 | $ 0 |
Fair value assets, level 3 to level 1 transfers, amount | 0 | 0 |
Fair value assets, level 3 to level 2 transfers, amount | 0 | 0 |
Fair value assets, level 2 to level 3 transfers, amount | $ 0 | $ 0 |
Marketable Securities - Summary
Marketable Securities - Summary of Available-for-Sale Debt Securities (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Marketable Securities [Line Items] | ||
Amortized Cost | $ 326,907 | $ 496,044 |
Unrealized Gains | 166 | 53 |
Unrealized Losses | (724) | (4,998) |
Fair Value | 326,349 | 491,099 |
U.S. Treasury Securities | ||
Marketable Securities [Line Items] | ||
Amortized Cost | 23,361 | 94,958 |
Unrealized Gains | 5 | 3 |
Unrealized Losses | (113) | (1,111) |
Fair Value | 23,253 | 93,850 |
US government agency securities | ||
Marketable Securities [Line Items] | ||
Amortized Cost | 142,948 | 180,967 |
Unrealized Gains | 48 | 25 |
Unrealized Losses | (305) | (1,873) |
Fair Value | 142,691 | 179,119 |
Corporate Securities | ||
Marketable Securities [Line Items] | ||
Amortized Cost | 160,598 | 220,119 |
Unrealized Gains | 113 | 25 |
Unrealized Losses | (306) | (2,014) |
Fair Value | $ 160,405 | $ 218,130 |
Marketable Securities - Additio
Marketable Securities - Additional Information (Details) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 USD ($) Security | Dec. 31, 2022 USD ($) Security | |
Marketable Securities [Abstract] | ||
Number of available-for-sale debt securities, continuous unrealized loss position for less than 12 months | Security | 109 | 149 |
Aggregate fair value of available-for-sale debt securities, continuous unrealized loss position for less than 12 months | $ 229,700 | $ 330,900 |
Aggregate fair value of available-for-sale debt securities, continuous unrealized loss position for greater than 12 months | $ 36,600 | $ 115,000 |
Number of available-for-sale debt securities, contractual maturity of less than 12 months | Security | 124 | 118 |
Fair value of available-for-sale debt securities, contractual maturity of less than 12 months | $ 264,900 | $ 338,800 |
Number of available-for-sale debt securities, contractual maturity of greater than 12 months | Security | 27 | 81 |
Fair value of available-for-sale debt securities, contractual maturity of greater than 12 months | $ 61,434 | $ 152,328 |
Available For Sale Securities Credit Losses | $ 0 | $ 0 |
Number of securities decline in market value for in an unrealized loss position | Security | 16 | 36 |
Collaborations - Additional Inf
Collaborations - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||
Jul. 06, 2021 | Jul. 07, 2020 | May 09, 2019 | Dec. 31, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||
Cost reimbursement payment received | $ 13,800 | $ 6,700 | |||||
Unbilled accounts receivable | $ 3,800 | $ 3,800 | 2,500 | ||||
Remaining research term of collaboration | 3 years | ||||||
Aggregate proceeds from issuance of private placement | 174 | ||||||
Revenue recognized | $ 78,592 | 46,826 | $ 72,832 | ||||
Research and development | 189,081 | 164,248 | 137,017 | ||||
Milestone 2 | |||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||
Revenue recognized recorded in deferred revenue | 40,300 | ||||||
Deferred revenue | 14,700 | 14,700 | |||||
Unconstrained consideration | 55,000 | 55,000 | |||||
Private Placement | Vertex Pharmaceuticals Incorporated | |||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||
Issuance of shares, Shares | 49,928 | ||||||
Common stock per share | $ 47 | ||||||
Aggregate proceeds from issuance of private placement | $ 2,300 | ||||||
Sanofi Agreement | |||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||
Upfront payment | $ 150,000 | ||||||
Collaboration agreement transaction price | 150,000 | ||||||
Revenue recognized recorded in deferred revenue | 70,200 | 36,000 | |||||
Unsatisfied performance obligation | 54,700 | 54,700 | 54,900 | ||||
Revenue recognized | 70,200 | 19,000 | 54,300 | ||||
Sanofi Agreement | Milestone 1 | |||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||
Milestones Revenue Recognized | 40,000 | ||||||
Sanofi Agreement | Milestone 2 | |||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||
Milestones Revenue Recognized | 15,000 | ||||||
Sanofi Agreement | Collaboration Target 1 | |||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||
Collaboration agreement transaction price | 120,000 | ||||||
Revenue recognized recorded in deferred revenue | 67,700 | 19,400 | |||||
Milestone receivable | 15,000 | 15,000 | |||||
Milestones Received Amount | 40,000 | 40,000 | |||||
Revenue recognized | 45,500 | ||||||
Sanofi Agreement | Collaboration Target 2 | |||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||
Collaboration agreement transaction price | 30,000 | ||||||
Revenue recognized recorded in deferred revenue | 2,500 | 16,600 | |||||
Revenue recognized | 8,800 | ||||||
Sanofi Agreement | Minimum | IRAK4 Program | |||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||
Development milestone payments | 1,000,000 | ||||||
Commercial milestone payments | 400,000 | ||||||
Sanofi Agreement | Maximum | |||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||
Development milestone payments | 1,480,000 | ||||||
Commercial milestone payments | $ 700,000 | ||||||
Vertex Agreement | |||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||
Revenue recognized recorded in deferred revenue | 8,400 | ||||||
Unsatisfied performance obligation | $ 0 | 0 | 8,400 | ||||
Initial research term of collaboration | 4 years | ||||||
Extended research term of collaboration | 1 year | ||||||
Revenue recognized | $ 8,400 | $ 10,800 | $ 18,500 | ||||
Vertex Agreement | Series B-1 Convertible Preferred | |||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||
Collaboration agreement transaction price | $ 55,900 | ||||||
Non refundable upfront payment received | $ 50,000 | ||||||
Issuance of shares, Shares | 3,059,695 | ||||||
Preferred stock premium | $ 5,900 | ||||||
Vertex Agreement | Maximum | |||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||
Eligible to receive payments including development, regulatory and commercial milestones | $ 170,000 |
Collaborations - Change in Acco
Collaborations - Change in Accounts Receivable, Contract Asset and Liabilities (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2023 USD ($) | |
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |
Accounts receivable and contract assets, Beginning balance | $ 2,537 |
Accounts receivable and contract assets, Additions | 83,739 |
Accounts receivable and contract assets, Deductions | (67,514) |
Accounts receivable and contract assets, Ending balance | 18,762 |
Contract Liabilities, Beginning balance | 63,260 |
Contract Liabilities, Additions | 69,983 |
Contract Liabilities, Deductions | (78,592) |
Contract Liabilities, Ending balance | 54,651 |
Billed Receivables - Sanofi | |
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |
Accounts receivable and contract assets, Beginning balance | 0 |
Accounts receivable and contract assets, Additions | 68,757 |
Accounts receivable and contract assets, Deductions | (53,757) |
Accounts receivable and contract assets, Ending balance | 15,000 |
Unbilled Receivables - Sanofi | |
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |
Accounts receivable and contract assets, Beginning balance | 2,537 |
Accounts receivable and contract assets, Additions | 14,982 |
Accounts receivable and contract assets, Deductions | (13,757) |
Accounts receivable and contract assets, Ending balance | 3,762 |
Deferred Revenue - Vertex | |
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |
Contract Liabilities, Beginning balance | 8,399 |
Contract Liabilities, Additions | 0 |
Contract Liabilities, Deductions | (8,399) |
Contract Liabilities, Ending balance | 0 |
Deferred Revenue - Sanofi | |
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |
Contract Liabilities, Beginning balance | 54,861 |
Contract Liabilities, Additions | 69,983 |
Contract Liabilities, Deductions | (70,193) |
Contract Liabilities, Ending balance | $ 54,651 |
Property and Equipment - Summar
Property and Equipment - Summary of Property and Equipment (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Property Plant And Equipment [Line Items] | ||
Property, Plant and Equipment, Gross, Total | $ 58,574 | $ 20,227 |
Less accumulated depreciation | (10,440) | (6,893) |
Property and equipment, net | 48,134 | 13,334 |
Lab and office equipment under finance right-of-use asset | ||
Property Plant And Equipment [Line Items] | ||
Property, Plant and Equipment, Gross, Total | 6,725 | 5,475 |
Lab Equipment | ||
Property Plant And Equipment [Line Items] | ||
Property, Plant and Equipment, Gross, Total | 5,098 | 4,383 |
Computer Equipment | ||
Property Plant And Equipment [Line Items] | ||
Property, Plant and Equipment, Gross, Total | 582 | 357 |
Furniture & Fixtures | ||
Property Plant And Equipment [Line Items] | ||
Property, Plant and Equipment, Gross, Total | 1,064 | 1,064 |
Leasehold Improvements | ||
Property Plant And Equipment [Line Items] | ||
Property, Plant and Equipment, Gross, Total | 7,802 | 7,802 |
Assets Not Yet in Service | ||
Property Plant And Equipment [Line Items] | ||
Property, Plant and Equipment, Gross, Total | $ 37,303 | $ 1,146 |
Property and Equipment - Additi
Property and Equipment - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Property Plant And Equipment [Line Items] | |||
Depreciation expense | $ 3,600 | $ 3,000 | $ 2,400 |
Property and equipment right of use assets under financing leases with cost basis | 58,574 | 20,227 | |
Amortization expense related to right-of-use assets | 1,483 | 1,184 | $ 900 |
Lab and office equipment under finance right-of-use asset | |||
Property Plant And Equipment [Line Items] | |||
Property and equipment right of use assets under financing leases with cost basis | 6,725 | 5,475 | |
Accumulated amortization | $ 4,100 | $ 2,700 |
Leases - Additional Information
Leases - Additional Information (Details) $ in Thousands | 1 Months Ended | 12 Months Ended | |||
Dec. 20, 2021 USD ($) ft² | Oct. 31, 2019 ft² | Dec. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) | Dec. 31, 2019 USD ($) | |
Lessee Lease Description [Line Items] | |||||
Operating lease liabilities, net of current portion | $ 77,028 | $ 12,146 | |||
Undiscounted Future Lease Payments | 4,000 | ||||
Land, Buildings and Improvements [Member] | |||||
Lessee Lease Description [Line Items] | |||||
Operating lease liabilities, net of current portion | 48,900 | ||||
Operating Lease, Payments | 48,900 | ||||
landlord [Member] | |||||
Lessee Lease Description [Line Items] | |||||
Tenant Improvement Allowance | 16,100 | ||||
Property And Equipment Improvements | 11,100 | ||||
Two Thousand Nineteen Lease [Member] | Noncancelable Facility Lease Agreement | Restricted Cash | Letter of Credit | |||||
Lessee Lease Description [Line Items] | |||||
Security deposit | 1,300 | 1,600 | |||
Watertown, Massachusetts | |||||
Lessee Lease Description [Line Items] | |||||
Lease term | 134 months | ||||
Watertown, Massachusetts | Noncancelable Facility Lease Agreement | |||||
Lessee Lease Description [Line Items] | |||||
Area of office space | ft² | 100,624 | 34,522 | |||
Lease commencement date | Feb. 29, 2024 | ||||
Lease term | 120 months | ||||
Lease expiration date | Mar. 31, 2030 | ||||
Lease additional term | 5 years | 5 years | |||
Tenant incentive allowance receivable | $ 20,100 | $ 5,500 | |||
Base Rent | $ 800 | ||||
Rent paid | 800 | 800 | |||
Annual increase percentage of rent | 3% | ||||
Watertown, Massachusetts | Two Thousand Twenty One Lease [Member] | Noncancelable Facility Lease Agreement | Restricted Cash | Letter of Credit | |||||
Lessee Lease Description [Line Items] | |||||
Security deposit | $ 4,500 | $ 4,500 |
Leases - Components of Lease Co
Leases - Components of Lease Costs (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Leases [Abstract] | |||
Operating lease costs | $ 9,919 | $ 2,095 | |
Amortization expense related to right-of-use assets | 1,483 | 1,184 | $ 900 |
Interest expense for financing lease liabilities | 181 | 179 | |
Variable lease costs | 949 | 1,192 | |
Total lease costs | $ 12,532 | $ 4,650 |
Leases - Supplemental Cash Flow
Leases - Supplemental Cash Flow Information Relating to Leases (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Leases [Abstract] | ||
Operating cash flows used in operating leases | $ 2,659 | $ 2,581 |
Operating cash flows used in finance leases | 1,363 | 1,130 |
Financing cash flows used in finance leases | $ 181 | $ 179 |
Leases - Summary of Weighted Av
Leases - Summary of Weighted Average Remaining Lease Terms and Discount Rates (Details) | Dec. 31, 2023 | Dec. 31, 2022 |
Leases [Abstract] | ||
Operating lease, remaining lease term | 10 years 4 months 24 days | 7 years 3 months 18 days |
Financing lease, remaining lease term | 2 years 4 months 24 days | 2 years 6 months |
Operating lease, discount rate | 8.80% | 10.50% |
Financing lease, discount rate | 8.20% | 8.50% |
Leases - Summary of Undiscounte
Leases - Summary of Undiscounted Future Lease Payments for Operating and Finance Leases (Details) $ in Thousands | Dec. 31, 2023 USD ($) |
Operating Leases | |
2024 | $ 5,505 |
2025 | 12,074 |
2026 | 12,436 |
2027 | 12,809 |
2028 | 13,193 |
Thereafter | 74,424 |
Total minimum lease payments | 130,441 |
Less amounts representing interest or imputed interest | (48,345) |
Present value of lease liabilities | 82,096 |
Financing Leases | |
2024 | 1,318 |
2025 | 882 |
2026 | 533 |
2027 | 100 |
Thereafter | 0 |
Total minimum lease payments | 2,833 |
Less amounts representing interest or imputed interest | (255) |
Present value of lease liabilities | $ 2,578 |
Accrued Expenses - Schedule of
Accrued Expenses - Schedule of Accrued Expenses (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Accrued Liabilities, Current [Abstract] | ||
Research and development expenses | $ 15,099 | $ 16,975 |
Payroll and payroll-related | 11,227 | 8,149 |
Professional fees | 3,854 | 1,971 |
Other | 3,684 | 407 |
Accrued expenses | $ 33,864 | $ 27,502 |
Other Commitments and Conting_2
Other Commitments and Contingencies - Additional Information (Details) - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Indemnified Parties | |||
Loss Contingencies [Line Items] | |||
Liabilities accrued | $ 0 | $ 0 | $ 0 |
Convertible Preferred Stock - A
Convertible Preferred Stock - Additional Information (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2021 USD ($) | |
Temporary Equity [Line Items] | |
Stock issuance costs | $ 16,207 |
Equity-Based Compensation - Add
Equity-Based Compensation - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Aug. 20, 2020 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Equity-based compensation expense | $ 43,118 | $ 35,480 | $ 24,972 | |
Research and Development Expense | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Equity-based compensation expense | 21,555 | 18,008 | 11,731 | |
General and Administrative Expense | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Equity-based compensation expense | 21,563 | 17,472 | 13,241 | |
Employee Stock Option | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Intrinsic value of stock options exercised | $ 9,100 | $ 15,800 | $ 67,600 | |
Weighted-average fair value of options granted | $ 17.91 | $ 20.18 | $ 29.95 | |
Unrecognized stock-based compensation expense | $ 55,200 | |||
Unrecognized compensation cost, recognition period | 2 years | |||
Equity-based compensation expense | $ 38,550 | $ 33,329 | $ 23,789 | |
Employee Stock Option | Research and Development Expense | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Equity-based compensation expense | 18,525 | 16,388 | 11,161 | |
Employee Stock Option | General and Administrative Expense | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Equity-based compensation expense | $ 20,025 | $ 16,941 | $ 12,628 | |
Restricted Stock | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Unrecognized compensation cost, recognition period | 2 years 4 months 24 days | |||
Granted | 404,844 | 295,892 | 12,500 | |
Unrecognized stock-based compensation expense | $ 11,200 | |||
Equity-based compensation expense | $ 3,800 | $ 1,400 | $ 900 | |
Restricted Stock | Consultants | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Granted | 0 | 0 | ||
Restricted Stock | Research and Development Expense | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Equity-based compensation expense | $ 2,500 | $ 1,100 | 300 | |
Restricted Stock | General and Administrative Expense | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Equity-based compensation expense | $ 1,300 | $ 300 | $ 600 | |
2020 Plan | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Number of shares authorized for issuance under plan | 4,457,370 | |||
Maximum number of shares to be issued, percentage | 4% | |||
Shares remaining available for future grants | 3,797,548 | |||
2020 ESPP | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Number of shares authorized for issuance under plan | 445,653 | |||
Shares remaining available for future grants | 1,582,495 | |||
Share-based compensation, description | The 2020 ESPP provides that the number of shares reserved and available for issuance will automatically increase on January 1, 2021 and each January 1 thereafter through January 1, 2030, by the lessor of (i) 438,898 shares of common stock, (ii) 1% of the Company’s outstanding number of shares of common stock on the immediately preceding December 31 or (iii) such lesser number of shares of common stock as determined by the administrator of the 2020 ESPP. | |||
2020 ESPP | Lesser of Potential Outcome 1 | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Number of additional shares authorized | 438,898 | |||
2020 ESPP | Lesser of Potential Outcome 2 | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Maximum number of shares to be issued, percentage | 1% | |||
2018 Plan | Restricted Stock | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Granted | 404,844 |
Equity-Based Compensation - Sum
Equity-Based Compensation - Summary of Stock Option Activity (Details) - 2020 Plan - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Number of Options Outstanding | ||
Outstanding at beginning of period | 6,757,289 | |
Granted | 2,597,265 | |
Exercised | (441,759) | |
Forfeited | (799,631) | |
Outstanding at end of period | 8,113,164 | 6,757,289 |
Exercisable at December 31, 2022 | 4,886,843 | |
Weighted Average Strike Price Per Option | ||
Outstanding at beginning of period | $ 27.6 | |
Granted | 29.93 | |
Exercised | 6.47 | |
Forfeited | 40.25 | |
Outstanding at end of period | 28.25 | $ 27.6 |
Exercisable at December 31, 2022 | $ 25.66 | |
Weighted Average Remaining Contractual Term (in years) | ||
Outstanding | 7 years 8 months 8 days | 8 years 3 days |
Exercisable at December 31, 2022 | 7 years | |
Aggregate Intrinsic Value | ||
Outstanding at beginning of period | $ 55,934 | |
Outstanding at end of period | 49,622 | $ 55,934 |
Exercisable at December 31, 2022 | $ 45,101 |
Equity-Based Compensation - S_2
Equity-Based Compensation - Summary of Equity-Based Compensation Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | |||
Total equity-based compensation | $ 43,118 | $ 35,480 | $ 24,972 |
Research and Development | |||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | |||
Total equity-based compensation | 21,555 | 18,008 | 11,731 |
General and Administrative | |||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | |||
Total equity-based compensation | 21,563 | 17,472 | 13,241 |
Employee Stock Option | |||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | |||
Total equity-based compensation | 38,550 | 33,329 | 23,789 |
Employee Stock Option | Research and Development | |||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | |||
Total equity-based compensation | 18,525 | 16,388 | 11,161 |
Employee Stock Option | General and Administrative | |||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | |||
Total equity-based compensation | $ 20,025 | $ 16,941 | $ 12,628 |
Equity-Based Compensation - S_3
Equity-Based Compensation - Summary of Weighted-Average Assumptions (Details) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Share-Based Payment Arrangement [Abstract] | |||
Expected term (in years) | 5 years 10 months 13 days | 5 years 10 months 9 days | 5 years 10 months 13 days |
Volatility | 62% | 62% | 66% |
Risk-free interest rate | 4.10% | 2.10% | 0.90% |
Dividend yield | 0% | 0% | 0% |
Equity-Based Compensation - S_4
Equity-Based Compensation - Summary of Restricted Stock Activity (Details) - Restricted Stock - $ / shares | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Number of Units Outstanding | |||
Granted | 404,844 | 295,892 | 12,500 |
2018 Plan | |||
Number of Units Outstanding | |||
Unvested at beginning of period | 281,843 | ||
Granted | 404,844 | ||
Vested | (39,511) | ||
Forfeited | (54,036) | ||
Unvested at end of period | 593,140 | 281,843 | |
Grant Date Fair Value per Share | |||
Unvested at beginning of period | $ 23.64 | ||
Granted | 27.84 | ||
Vested | 34.64 | ||
Forfeited | 28.2 | ||
Unvested at end of period | $ 25.36 | $ 23.64 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Income Tax Disclosure [Line Items] | ||
Increase of valuation allowance | $ 42,000 | |
Federal net operating loss carryforwards | 33,708 | $ 32,320 |
State net operating loss carryforwards | 10,194 | 8,835 |
NOL carryforwards | 151,000 | |
Federal net operating loss carryovers, not subject to expiration | 2,036 | |
Reserves for uncertain tax positions | 0 | 0 |
Estimated interest or penalties recognized on uncertain tax positions | $ 0 | $ 0 |
Earliest Tax Year | ||
Income Tax Disclosure [Line Items] | ||
Open tax year subject to examination | 2020 | |
Latest Tax Year | ||
Income Tax Disclosure [Line Items] | ||
Open tax year subject to examination | 2023 | |
Federal | ||
Income Tax Disclosure [Line Items] | ||
Research and development credit carryforwards | $ 19,500 | |
State | ||
Income Tax Disclosure [Line Items] | ||
Research and development credit carryforwards | 8,100 | |
Federal and State | ||
Income Tax Disclosure [Line Items] | ||
Federal net operating loss carryforwards | 160,500 | |
State net operating loss carryforwards | $ 161,300 |
Income Taxes - Rate Reconciliat
Income Taxes - Rate Reconciliation of U.S. Statutory Income Tax Rate to Company's Effective Tax Rate (Details) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |||
Tax effect at statutory rate | 21% | 21% | 21% |
State taxes | 6.80% | 6.40% | 10.60% |
Stock compensation | (1.50%) | 0.10% | 9.60% |
Permanent differences | 0% | 0% | 0% |
Federal research and development credits | 4.60% | 1.50% | 7.70% |
Other | (2.30%) | (1.80%) | (5.10%) |
Change in valuation allowance | (28.60%) | (27.20%) | (43.80%) |
Total | 0% | 0% | 0% |
Income Taxes - Schedule of Sign
Income Taxes - Schedule of Significant Components of Net Deferred Income Taxes (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Deferred Tax Assets: | ||
Federal net operating loss carryforwards | $ 33,708 | $ 32,320 |
State net operating loss carryforwards | 10,194 | 8,835 |
Research and development credit carryforwards | 25,975 | 17,581 |
Lease liabilities | 22,443 | 4,011 |
Deferred revenue | 9,807 | 16,315 |
Accruals and reserves, stock and other | 13,636 | 10,350 |
Capitalized Research and Development | 68,340 | 36,435 |
Total deferred tax assets | 184,103 | 125,847 |
Valuation allowance | (162,375) | (120,096) |
Deferred tax assets | 21,728 | 5,751 |
Fixed and intangible assets | (1,884) | (2,187) |
Right-of-use assets | (19,844) | (3,564) |
Net deferred tax asset | $ 0 | $ 0 |
Net Loss per Share - Summary of
Net Loss per Share - Summary of Basic and Diluted Loss Per Share (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Earnings Per Share [Abstract] | |||
Net Income (Loss) | $ (146,962) | $ (154,808) | $ (100,217) |
Net loss attributable to common stockholders | $ (146,962) | $ (154,808) | $ (100,217) |
Weighted average common shares outstanding, basic | 58,365,499 | 53,933,229 | 47,989,023 |
Weighted average common shares outstanding, diluted | 58,365,499 | 53,933,229 | 47,989,023 |
Net loss per share, basic | $ (2.52) | $ (2.87) | $ (2.09) |
Net loss per share, diluted | $ (2.52) | $ (2.87) | $ (2.09) |
Net Loss per Share - Schedule o
Net Loss per Share - Schedule of Diluted Net Loss Per Share Attributable to Common Stockholders Anti-Diluted Effect (Detail) - shares | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Anti-dilutive stock | 8,706,304 | 7,039,132 | 6,276,927 |
Unvested Restricted Stock | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Anti-dilutive stock | 593,140 | 281,843 | 37,745 |
Options to Purchase Common Stock | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Anti-dilutive stock | 8,113,164 | 6,757,289 | 6,239,182 |
Subsequent Events (Additional I
Subsequent Events (Additional Information) (Details) - USD ($) $ / shares in Units, $ in Millions | Feb. 07, 2024 | Jan. 09, 2024 | Jul. 06, 2021 | Dec. 31, 2023 | Dec. 31, 2022 |
Subsequent Event [Line Items] | |||||
Common stock, par value | $ 0.0001 | $ 0.0001 | |||
Follow On Offering [Member] | |||||
Subsequent Event [Line Items] | |||||
Sale of Stock, Price Per Share | $ 47 | ||||
Net proceeds from sale of common stock in public offering | $ 257 | ||||
Issuance of shares, Shares | 5,468,250 | ||||
Over-Allotment Option [Member] | |||||
Subsequent Event [Line Items] | |||||
Issuance of shares, Shares | 713,250 | ||||
Subsequent Event [Member] | Follow On Offering [Member] | |||||
Subsequent Event [Line Items] | |||||
Sale of Stock, Price Per Share | $ 25.25 | ||||
Common stock, par value | $ 0.0001 | ||||
Net proceeds from sale of common stock in public offering | $ 316.2 | ||||
Issuance of shares, Shares | 3,884,158 | ||||
Subsequent Event [Member] | Over-Allotment Option [Member] | |||||
Subsequent Event [Line Items] | |||||
Issuance of shares, Shares | 1,633,663 | ||||
Subsequent Event [Member] | Public Offering [Member] | |||||
Subsequent Event [Line Items] | |||||
Sale of Stock, Price Per Share | $ 25.2499 | ||||
Issuance of shares, Shares | 8,640,594 | ||||
Subsequent Event [Member] | Institutional Investor [Member] | |||||
Subsequent Event [Line Items] | |||||
Sale of Stock, Price Per Share | $ 32.9 | ||||
Net proceeds from sale of common stock in public offering | $ 48.7 | ||||
Issuance of shares, Shares | 1,519,453 |