Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2021 | Apr. 30, 2021 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2021 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | CNST | |
Entity Registrant Name | CONSTELLATION PHARMACEUTICALS INC | |
Entity Central Index Key | 0001434418 | |
Entity Current Reporting Status | Yes | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Shell Company | false | |
Entity Emerging Growth Company | false | |
Entity Small Business | false | |
Entity File Number | 001-38584 | |
Entity Tax Identification Number | 26-1741721 | |
Entity Address, Address Line One | 215 First Street | |
Entity Address, Address Line Two | Suite 200 | |
Entity Address, City or Town | Cambridge | |
Entity Address, State or Province | MA | |
Entity Address, Postal Zip Code | 02142 | |
City Area Code | 617 | |
Local Phone Number | 714-0555 | |
Entity Common Stock, Shares Outstanding | 47,914,690 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Title of 12(b) Security | Common Stock, $0.0001 par value per share | |
Security Exchange Name | NASDAQ | |
Entity Incorporation, State or Country Code | DE | |
Entity Interactive Data Current | Yes |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 113,983 | $ 163,693 |
Marketable securities | 268,097 | 257,755 |
Prepaid expenses and other current assets | 7,868 | 7,161 |
Total current assets | 389,948 | 428,609 |
Property and equipment, net | 1,667 | 1,497 |
Restricted cash | 3,233 | 3,233 |
Operating lease, right-of-use assets | 2,811 | 3,541 |
Other assets | 5,000 | 4,974 |
Total assets | 402,659 | 441,854 |
Current liabilities: | ||
Accounts payable | 4,519 | 9,853 |
Accrued expenses and other current liabilities | 17,456 | 17,051 |
Current portion of lease liabilities - operating lease | 3,365 | 3,644 |
Total current liabilities | 25,340 | 30,548 |
Operating lease liabilities, net of current portion | 582 | |
Total liabilities | 25,340 | 31,130 |
Stockholders' equity: | ||
Preferred stock, $0.001 par value; 5,000,000 shares authorized; no shares issued or outstanding at March 31, 2021 and December 31, 2020, respectively | ||
Common stock, $0.0001 par value; 200,000,000 shares authorized at March 31, 2021 and December 31, 2020; 47,913,147 and 47,744,486 shares issued and outstanding at March 31, 2021 and December 31, 2020, respectively | 5 | 5 |
Additional paid-in capital | 863,132 | 856,460 |
Accumulated other comprehensive gain (loss) | (2) | 3 |
Accumulated deficit | (485,816) | (445,744) |
Total stockholders' equity | 377,319 | 410,724 |
Total liabilities and stockholders' equity | $ 402,659 | $ 441,854 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Mar. 31, 2021 | Dec. 31, 2020 |
Statement Of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, shares issued | 47,913,147 | 47,744,486 |
Common stock, shares outstanding | 47,913,147 | 47,744,486 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Operating expenses: | ||
Research and development | $ 30,784 | $ 20,075 |
General and administrative | 9,442 | 5,908 |
Total operating expenses | 40,226 | 25,983 |
Loss from operations | (40,226) | (25,983) |
Other income (expense): | ||
Interest income | 154 | 1,404 |
Interest expense | (850) | |
Total other income (expense), net | 154 | 554 |
Loss before income taxes | (40,072) | (25,429) |
Income tax expense | 15 | |
Net loss | $ (40,072) | $ (25,444) |
Net loss per share attributable to common stockholders, basic and diluted | $ (0.84) | $ (0.61) |
Weighted average number of common shares used in net loss per share attributable to common stockholders, basic and diluted | 47,838,738 | 41,765,635 |
Comprehensive loss: | ||
Net loss | $ (40,072) | $ (25,444) |
Other comprehensive loss: | ||
Unrealized loss on marketable securities | (5) | (84) |
Total other comprehensive loss | (5) | (84) |
Comprehensive loss | $ (40,077) | $ (25,528) |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Preferred Stock and Stockholders' Equity (Deficit) - USD ($) $ in Thousands | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Other Comprehensive Gain (Loss) [Member] | Accumulated Deficit [Member] |
Beginning balance at Dec. 31, 2019 | $ 337,584 | $ 4 | $ 656,973 | $ (6) | $ (319,387) |
Beginning balance, shares at Dec. 31, 2019 | 41,719,039 | ||||
Stock-based compensation expense | 2,559 | 2,559 | |||
Stock option exercises | 911 | 911 | |||
Stock option exercises, shares | 103,025 | ||||
Unrealized gain (loss) on marketable securities | (84) | (84) | |||
Net loss | (25,444) | (25,444) | |||
Ending balance at Mar. 31, 2020 | 315,526 | $ 4 | 660,443 | (90) | (344,831) |
Ending balance, shares at Mar. 31, 2020 | 41,822,064 | ||||
Beginning balance at Dec. 31, 2019 | 337,584 | $ 4 | 656,973 | (6) | (319,387) |
Beginning balance, shares at Dec. 31, 2019 | 41,719,039 | ||||
Net loss | (126,400) | ||||
Ending balance at Dec. 31, 2020 | 410,724 | $ 5 | 856,460 | 3 | (445,744) |
Ending balance, shares at Dec. 31, 2020 | 47,744,486 | ||||
Stock-based compensation expense | 5,437 | 5,437 | |||
Exercise of common stock warrants, shares | 14,165 | ||||
Stock option exercises | 1,235 | 1,235 | |||
Stock option exercises, shares | 154,496 | ||||
Unrealized gain (loss) on marketable securities | (5) | (5) | |||
Net loss | (40,072) | (40,072) | |||
Ending balance at Mar. 31, 2021 | $ 377,319 | $ 5 | $ 863,132 | $ (2) | $ (485,816) |
Ending balance, shares at Mar. 31, 2021 | 47,913,147 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Cash flows from operating activities: | ||
Net loss | $ (40,072) | $ (25,444) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization expense | 202 | 147 |
Stock-based compensation expense | 5,437 | 2,559 |
Non-cash interest expense | 202 | |
Amortization and accretion on marketable securities | 370 | (156) |
Changes in operating assets and liabilities: | ||
Prepaid expenses and other current assets | (707) | 238 |
Operating lease, right-of-use assets | 824 | 642 |
Accounts payable | (5,386) | (3,720) |
Accrued expenses and other current liabilities | 575 | 60 |
Operating lease liabilities | (955) | (558) |
Other assets | (26) | |
Net cash used in operating activities | (39,738) | (26,030) |
Cash flows from investing activities: | ||
Purchase of marketable securities | (123,118) | (135,161) |
Purchases of property and equipment | (490) | (38) |
Proceeds from maturities and sales of marketable securities | 112,401 | 16,450 |
Net cash used in investing activities | (11,207) | (118,749) |
Cash flows from financing activities: | ||
Proceeds from issuance of common stock upon stock option exercises | 1,235 | 911 |
Net cash provided by financing activities | 1,235 | 911 |
Net decrease in cash, cash equivalents and restricted cash | (49,710) | (143,868) |
Cash, cash equivalents and restricted cash at beginning of period | 166,926 | 334,757 |
Cash, cash equivalents and restricted cash at end of period | 117,216 | 190,889 |
Supplemental disclosure of cash flow information: | ||
Interest paid | 648 | |
Supplemental disclosure of noncash investing and financing information: | ||
Purchases of property and equipment included in accounts payable and accrued expenses | $ 106 | $ 5 |
Nature of the Business and Basi
Nature of the Business and Basis of Presentation | 3 Months Ended |
Mar. 31, 2021 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Nature of the Business and Basis of Presentation | 1. Nature of the Business and Basis of Presentation Constellation Pharmaceuticals, Inc. (“Constellation” or the “Company”) is a clinical-stage biopharmaceutical company using its expertise in epigenetics to discover and develop novel therapeutics that address serious unmet medical needs in patients with cancers associated with abnormal gene expression or drug resistance. The Company was incorporated in January 2008 as EpiGenetiX, Inc. under the laws of the State of Delaware. On March 31, 2008, the Company changed its name to Constellation Pharmaceuticals, Inc. The Company is subject to risks and uncertainties common to early-stage companies in the biotechnology industry, including, but not limited to, development by competitors of new technological innovations, dependence on key personnel, protection of proprietary technology, compliance with government regulations and the ability to secure additional capital to fund operations. Product candidates currently under development will require significant additional research and development efforts, including extensive preclinical and clinical testing and regulatory approval prior to commercialization. These efforts require significant amounts of additional capital, adequate personnel and infrastructure and extensive compliance-reporting capabilities. Even if the Company’s drug development efforts are successful, it is uncertain when, if ever, the Company will realize significant revenue from product sales. The accompanying financial statements have been prepared on the basis of continuity of operations, realization of assets and the satisfaction of liabilities and commitments in the ordinary course of business. Since inception, the Company has funded its operations with the proceeds of sales of convertible preferred stock, payments received in connection with collaboration agreements, borrowings under loan agreements, and proceeds from sales of its common stock in public and private offerings. The Company has incurred losses since inception, including net losses of $40.1 million for the three months ended March 31, 2021, and $126.4 million for the year ended December 31, 2020. As of March 31, 2021, the Company had an accumulated deficit of $485.8 million. The Company expects to continue to generate operating losses in the foreseeable future. Based on the Company’s current operating plan, the Company expects that its cash, cash equivalents and marketable securities at March 31, 2021, will be sufficient to fund its operating expenses and capital expenditure requirements for at least 12 months from the issuance date of the interim financial statements. Management’s belief with respect to its ability to fund operations is based on estimates that are subject to risks and uncertainties. If actual results are different from management’s estimates, the Company may need to seek additional funding sooner than would otherwise be expected. There can be no assurance that the Company will be able to obtain additional funding on acceptable terms, if at all. The Company’s financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”). |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Unaudited Interim Consolidated Financial Information The accompanying unaudited condensed consolidated financial statements as of March 31, 2021 and for the three months ended March 31, 2021 and 2020 have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) for interim consolidated financial statements. Certain information and footnote disclosures normally included in the financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. These financial statements should be read in conjunction with the Company’s audited financial statements and the notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2020 (the “Annual Report”). The unaudited condensed consolidated financial statements include the accounts of Constellation Pharmaceuticals, Inc. and its wholly owned subsidiary, Constellation Securities Corporation. All intercompany transactions and balances of the subsidiary have been eliminated in consolidation. In the opinion of management, all adjustments, consisting only of normal recurring adjustments necessary for a fair statement of the Company’s financial position as of March 31, 2021, and results of operations for the three months ended March 31, 2021 and 2020, stockholders’ equity for the three months ended March 31, 2021 and 2020, and cash flows for the three months ended March 31, 2021 and 2020 have been made. The Company’s results of operations for the three months ended March 31, 2021 are not necessarily indicative of the results of operations that may be expected for the year ending December 31, 2021. Concentrations of Credit Risk and of Significant Suppliers Financial instruments that potentially expose the Company to concentrations of credit risk consist primarily of cash, cash equivalents and marketable securities. The Company maintains most of its cash, cash equivalents and marketable securities at two accredited financial institutions in amounts that exceed federally insured limits. Cash equivalents are invested in an institutional money market fund. The Company does not believe that it is subject to unusual credit risk beyond the normal credit risk associated with commercial banking relationships. The Company is dependent on third-party manufacturers to supply products for research and development activities in its programs. In particular, the Company relies and expects to continue to rely on a small number of manufacturers to supply it with its requirements for the active pharmaceutical ingredients and formulated drugs related to these programs. These programs could be adversely affected by a significant interruption in the supply of active pharmaceutical ingredients and formulated drugs. Summary of Significant Accounting Policies The Company’s significant accounting policies are described in Note 2, “Summary of Significant Accounting Policies,” to the Consolidated Financial Statements included in the Annual Report. There have been no material changes to the significant accounting policies previously disclosed in the Annual Report other than as noted below. Cash, Cash Equivalents and Restricted Cash Cash equivalents consists of highly liquid investments that are readily convertible into cash with original maturities of three months or less from the date of purchase. The Company has a policy of making investments only in government securities or with commercial institutions that have at least an investment grade credit rating. As of March 31, 2021, the Company classified $3.2 million as restricted cash related to a letter of credit issued as a security deposit in connection with Company's lease of its corporate office facilities (See Note 10). Cash, cash equivalents and restricted cash consists of the following (in thousands): March 31, 2021 December 31, 2020 Cash and cash equivalents $ 113,983 $ 163,693 Restricted cash 3,233 3,233 Cash, cash equivalents and restricted cash $ 117,216 $ 166,926 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 or liabilities. • 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 assets or liabilities, 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 or liabilities, including pricing models, discounted cash flow methodologies and similar techniques. The Company’s cash equivalents and marketable securities are carried at fair value, determined according to the fair value hierarchy described above (see Note 3). The carrying values of the Company’s accounts payable and accrued expenses approximate their fair values due to the short-term nature of these liabilities. Recently adopted accounting pronouncements In December 2019, the FASB issued ASU 2019-12, Simplifying the Accounting for Income Taxes Income Taxes clarifying and amending existing guidance. The new guidance is effective for the Company for annual periods beginning after December 15, 2020 and interim periods within fiscal years beginning after December 15, 2021. Early adoption of the amendments wa s permitted. The Company adopted ASU 2019-12 on January 1, 2021. The adoption of ASU 2019-12 did not have a material impact on the Company ’s financial position, results of operations or cash flows. |
Fair Value of Financial Assets
Fair Value of Financial Assets and Liabilities | 3 Months Ended |
Mar. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Assets and Liabilities | 3. Fair Value of Financial Assets and Liabilities The following tables present information about the Company’s financial assets and liabilities measured at fair value on a recurring basis and indicate the level of the fair value hierarchy utilized to determine such fair values (in thousands): March 31, 2021 Level 1 Level 2 Level 3 Total Cash equivalents: Money market funds $ 113,983 $ — $ — $ 113,983 $ 113,983 $ — $ — $ 113,983 Marketable securities: Corporate debt securities $ — $ 46,342 $ — $ 46,342 Commercial paper — 126,185 — 126,185 U.S. Government debt securities — 95,570 — 95,570 Total $ — $ 268,097 $ — $ 268,097 December 31, 2020 Level 1 Level 2 Level 3 Total Cash equivalents: Money market funds $ 163,693 $ — $ — $ 163,693 $ 163,693 $ — $ — $ 163,693 Marketable securities: Corporate debt securities $ — $ 52,531 $ — $ 52,531 Commercial paper — 99,865 — 99,865 U.S. Government debt securities — 105,359 — 105,359 Total $ — $ 257,755 $ — $ 257,755 Money market funds were valued by the Company using observable inputs that reflect quoted prices for identical assets in active markets. The Company measures its marketable securities at fair value on a recurring basis and classifies those instruments and some cash equivalents within Level 2 of the fair value hierarchy. During the three months ended March 31, 2021, there were no |
Marketable Securities
Marketable Securities | 3 Months Ended |
Mar. 31, 2021 | |
Cash And Cash Equivalents [Abstract] | |
Marketable Securities | 4. Marketable Securities The following table summarizes the Company’s marketable securities as of March 31, 2021, and December 31, 2020, respectively (in thousands): March 31, 2021 Amortized Cost Unrealized Gains Unrealized Losses Fair Value Marketable securities: Corporate debt securities $ 46,361 $ — $ (19 ) $ 46,342 Commercial paper 126,185 — — 126,185 U.S. Government debt securities 95,553 17 — 95,570 Total marketable securities $ 268,099 $ 17 $ (19 ) $ 268,097 December 31, 2020 Amortized Cost Unrealized Gains Unrealized Losses Fair Value Marketable securities: Corporate debt securities $ 52,529 $ 6 $ (4 ) $ 52,531 Commercial paper 99,865 — — 99,865 U.S. Government debt securities 105,358 6 (5 ) 105,359 Total marketable securities $ 257,752 $ 12 $ (9 ) $ 257,755 |
Accrued Expenses and Other Curr
Accrued Expenses and Other Current Liabilities | 3 Months Ended |
Mar. 31, 2021 | |
Payables And Accruals [Abstract] | |
Accrued Expenses and Other Current Liabilities | 5. Accrued Expenses and Other Current Liabilities Accrued expenses and other current liabilities consisted of the following (in thousands): March 31, 2021 December 31, 2020 Accrued employee compensation and benefits $ 2,278 $ 5,545 Accrued external research and development expenses 14,471 10,698 Accrued professional fees 532 467 Other 175 341 $ 17,456 $ 17,051 |
Collaboration Agreement
Collaboration Agreement | 3 Months Ended |
Mar. 31, 2021 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Collaboration Agreement | 6. Collaboration Agreement The Company has a collaboration agreement (the “LLS Agreement”) with the Leukemia and Lymphoma Society, (“LLS”) pursuant to which LLS committed to provide funding to the Company for research and development services, conditional on (i) the achievement of milestones in accordance with the LLS Agreement and (ii) equal funding being provided by the Company. Through December 31, 2020, the Company received funding totaling $7.3 million from LLS upon the achievement of specified milestones, which were recorded as a reduction of research and development expense. There was no additional funding received in the three months ended March 31, 2021. The LLS Agreement requires the Company to make payments to LLS upon the Company’s achievement of specified milestones that could total up to $25.0 million in aggregate (see Note 11). |
Debt
Debt | 3 Months Ended |
Mar. 31, 2021 | |
Debt Disclosure [Abstract] | |
Debt | 7. Debt On March 20, 2019, the Company entered into a loan agreement with Hercules (the “Loan Agreement”), under a term loan facility, pursuant to which the Company could borrow up to $40.0 million. The Company had borrowed $30.0 million under the Loan Agreement. The term loan bore interest at an annual rate equal to the greater of 8.55% and the prime rate of interest plus 2.55%. The Loan Agreement provided for interest-only payments until April 30, 2021, and repayment of the aggregate outstanding principal balance of the term loan in monthly installments starting on May 1, 2021 and continuing through April 1, 2023 (the “Maturity Date”). In addition, the Company paid a fee of $0.3 million upon closing and were required to pay a fee of 6.35% of the aggregate advances under the Loan Agreement at maturity. On November 3, 2020, the Company repaid in full all principal, accrued and unpaid interest, fees, costs and expenses owed under the Loan Agreement, in an aggregate amount of approximately $32.2 million. |
Equity
Equity | 3 Months Ended |
Mar. 31, 2021 | |
Equity [Abstract] | |
Equity | 8. Equity Preferred Stock The Company has authorized preferred stock amounting to 5,000,000 shares as of March 31, 2021 and December 31, 2020, respectively. The authorized preferred stock was classified under stockholders’ equity at March 31, 2021 and December 31, 2020. Common Stock As of March 31, 2021, the Company’s certificate of incorporation, as amended and restated, authorized the Company to issue 200,000,000 shares of common stock, $0.0001 par value per share. Each share of common stock entitles the holder to one vote on all matters submitted to a vote of the Company’s stockholders. Common stockholders are not entitled to receive dividends, unless declared by the Company’s board of directors. No dividends have been declared or paid by the Company since its inception. At-the-Market Offering In August 2019, the Company entered into an Open Market Sale Agreement SM Warrants to Purchase Common Stock The Company has outstanding warrants to purchase common stock as follows: Number of Common Shares Issuable under Warrant as of Issuance Date Term (in years) Exercise Price March 31, 2021 December 31, 2020 May 23, 2011 10 $ 1.55 16,708 31,761 June 28, 2013 10 $ 13.22 7,569 7,569 September 30, 2014 10 $ 13.22 15,139 15,139 39,416 54,469 In March 2021, the holders of such warrants completed a cashless exercise of the warrants, resulting in the Company’s issuance of 14,165 shares of common stock, whereby 888 shares of common stock were withheld by the Company to pay for the exercise price of the warrants. |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Mar. 31, 2021 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock-Based Compensation | 9. Stock-Based Compensation 2018 Equity Incentive Plan In June 2018, the Company’s stockholders approved the 2018 Plan, which became effective on July 18, 2018. The 2018 Plan provides for the grant of incentive stock options, non-qualified options, stock appreciation rights, restricted stock awards, restricted stock units and other stock-based awards. The number of shares initially reserved for issuance under the 2018 Plan was 3,025,101. The number of shares reserved shall be annually increased on January 1, 2019 and each January 1 thereafter through January 1, 2028 by the least of (i) 2,216,368 shares, (ii) 4% of the number of shares of the Company’s common stock outstanding on the first day of the year or (iii) an amount determined by the Company’s board of directors. The shares of common stock underlying any awards that are expired, forfeited, canceled, held back upon exercise or settlement of an award to satisfy the exercise price or tax withholding, repurchased or are otherwise terminated by the Company under the 2018 Plan or any predecessor plan such as the 2008 Equity Incentive Plan will be added back to the shares of common stock available for issuance under the 2018 Plan. In January 2021, the shares available for issuance under the 2018 Plan were increased by 1,909,779 shares pursuant to the annual increase described above. As of March 31, 2021, 2,189,502 shares remained available for future issuance under the 2018 Plan. 2018 Employee Stock Purchase Plan In June 2018, the Company’s stockholders approved the 2018 Employee Stock Purchase Plan which became effective on July 18, 2018. A total of 272,504 shares of common stock were reserved for issuance under this plan. The number of shares reserved shall be annually increased on each January 1 through January 1, 2028 by the least of (i) 545,008 shares, (ii) 1% of the number of shares of the Company’s common stock outstanding on the first day of the year or (iii) an amount determined by the Company’s board of directors. In January 2021, the shares available for issuance under the 2018 Plan were increased by 477,445 shares pursuant to the annual increase described above. As of March 31, 2021, no offering periods have commenced, and 1,167,139 shares remained available for future issuance under the 2018 Plan. Stock Option Issuances The following is a summary of stock option activity for the three months ended March 31, 2021: Weighted Weighted Average Average Aggregate Number Exercise Contractual Intrinsic of Shares Price Term Value (in years) (in thousands) Outstanding as of December 31, 2020 5,330,917 $ 16.68 8.06 $ 74,259 Granted 1,503,006 $ 34.49 Exercised (154,496 ) $ 8.00 Forfeited (51,213 ) $ 10.76 Outstanding as of March 31, 2021 6,628,214 $ 20.97 8.32 $ 50,093 Vested and expected to vest as of March 31, 2021 6,628,214 $ 20.97 8.32 $ 50,093 Options exercisable as of March 31, 2021 2,332,731 $ 11.56 7.21 $ 31,446 During the three months ended March 31, 2021, the Company granted options to employees for the purchase of 1,503,006 shares of common stock with a weighted average exercise price of $34.49 per share and a weighted average grant-date fair value of $22.76 per share. The Company estimated the fair value of each stock option award using the Black-Scholes option-pricing model based on the following assumptions: Three Months Ended March 31, 2021 2020 Risk-free interest rate 0.74 % 1.46 % Expected volatility 76.22 % 82.17 % Expected dividend yield — — Expected term (in years) 6.07 6.06 As of March 31, 2021, total unrecognized compensation cost related to the unvested stock-based awards was $70.5 million, which is expected to be recognized over a weighted average period of 3.2 years. Stock-Based Compensation The Company recorded stock-based compensation expense in the following expense categories of its statements of operations and comprehensive loss (in thousands): Three Months Ended March 31, 2021 2020 Research and development expenses $ 2,265 $ 1,006 General and administrative expenses 3,172 1,553 Total $ 5,437 $ 2,559 |
Leases
Leases | 3 Months Ended |
Mar. 31, 2021 | |
Leases [Abstract] | |
Leases | 10. Leases The Company has leases for office and laboratory space. The Company occupies approximately 47,546 square feet of office and laboratory space in Cambridge, Massachusetts under a lease (the “Current Lease) that originally expired June 30, 2023. In November 2020, the Company executed a lease in Watertown, Massachusetts for approximately 79,155 square feet of office and laboratory space In connection with entering into the New Lease, in November 2020, the Company also executed an amendment to update the term of the Current Lease to terminate 60 days after the commencement date of the New Lease. The Company determined that these leases are operating leases. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2021 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 11. Commitments and Contingencies Research Agreements The LLS Agreement requires the Company to make certain milestone payments to LLS, that could total up to $25.0 million in the aggregate, upon the receipt of payments by the Company associated with the licensing or transfer of rights to the related compound (or a product) to a third party, upon first regulatory approval of a product in the U.S., or upon the first regulatory approval of a product in Europe or Japan. As of March 31, 2021, and December 31, 2020, no events have occurred that would require payment of the milestones. The Company has several in-license agreements with academic organizations. The Company is obligated to pay annual license maintenance fees of less than $0.1 million per year as well as reimburse certain institutions for costs incurred related to the filing, prosecution and maintenance of patent rights licensed under the agreements. In addition, the Company may be obligated to pay contingent milestone payments of up to a maximum of $15.7 million upon the achievement of certain defined events as well as royalties of low single-digit percentages of sales of licensed products. In certain cases, the maximum payments to the academic organizations are capped. If the Company grants any sublicense rights under the license agreements, the Company has agreed to pay a percentage of sublicense fees received by the Company to the licensors. As of March 31, 2021, and December 31, 2020, no events have occurred that would require payment of the milestones, royalties, or sublicense fees. Indemnification Agreements In the ordinary course of business, the Company may provide indemnification of varying scope and terms to vendors, lessors, business partners and other parties with respect to certain matters including, but not limited to, losses arising out of breach of such agreements or from intellectual property infringement claims made by third parties. In addition, the Company has entered into indemnification agreements with members of its board of directors and its executive officers that will require the Company, among other things, to indemnify them against certain liabilities that may arise by reason of their status or service as directors or officers. The maximum potential amount of future payments the Company could be required to make under these indemnification agreements is, in many cases, unlimited. To date, the Company has not incurred any material costs as a result of such indemnifications. The Company does not believe that the outcome of any claims under indemnification arrangements will have a material effect on its financial position, results of operations or cash flows, and it has not accrued any liabilities related to such obligations in its financial statements as of March 31, 2021 or December 31, 2020. Legal Proceedings The Company is not a party to any material legal proceedings and did not have contingency reserves established for any litigation liabilities as of March 31, 2021 or December 31, 2020. |
Net Loss Per Share
Net Loss Per Share | 3 Months Ended |
Mar. 31, 2021 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | 12. Net Loss Per Share Basic and diluted net loss per share attributable to common stockholders was calculated as follows (in thousands, except share and per share amounts): Three Months Ended March 31, 2021 2020 Numerator: Net loss $ (40,072 ) $ (25,444 ) Net loss attributable to common stockholders $ (40,072 ) $ (25,444 ) Denominator: Weighted average common shares outstanding, basic and diluted 47,838,738 41,765,635 Net loss per share attributable to common stockholders, basic and diluted $ (0.84 ) $ (0.61 ) The Company’s potential dilutive securities 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 potential common shares, presented based on amounts outstanding at each period end, from the computation of diluted net loss per share attributable to common stockholders for the periods indicated because including them would have had an anti-dilutive effect: March 31, 2021 2020 Warrants for the purchase of common stock 39,416 84,576 Options to purchase common stock 6,628,214 4,915,393 Total 6,667,630 4,999,969 |
Retirement Plan
Retirement Plan | 3 Months Ended |
Mar. 31, 2021 | |
Compensation And Retirement Disclosure [Abstract] | |
Retirement Plan | 13. Retirement Plan The Company has a defined-contribution plan under Section 401(k) of the Internal Revenue Code (the “401(k) Plan”). The 401(k) Plan covers all employees who meet defined minimum age and service requirements and allows participants to defer a portion of their annual compensation on a pre-tax basis. As currently established, the Company is not required to make contributions to the 401(k) Plan. The Company made matching contributions of $0.3 million and $0.2 million for each of the three months ended March 31, 2021 and 2020, respectively. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Unaudited interim consolidated financial information | Unaudited Interim Consolidated Financial Information The accompanying unaudited condensed consolidated financial statements as of March 31, 2021 and for the three months ended March 31, 2021 and 2020 have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) for interim consolidated financial statements. Certain information and footnote disclosures normally included in the financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. These financial statements should be read in conjunction with the Company’s audited financial statements and the notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2020 (the “Annual Report”). The unaudited condensed consolidated financial statements include the accounts of Constellation Pharmaceuticals, Inc. and its wholly owned subsidiary, Constellation Securities Corporation. All intercompany transactions and balances of the subsidiary have been eliminated in consolidation. In the opinion of management, all adjustments, consisting only of normal recurring adjustments necessary for a fair statement of the Company’s financial position as of March 31, 2021, and results of operations for the three months ended March 31, 2021 and 2020, stockholders’ equity for the three months ended March 31, 2021 and 2020, and cash flows for the three months ended March 31, 2021 and 2020 have been made. The Company’s results of operations for the three months ended March 31, 2021 are not necessarily indicative of the results of operations that may be expected for the year ending December 31, 2021. |
Concentrations of credit risk and of significant suppliers | Concentrations of Credit Risk and of Significant Suppliers Financial instruments that potentially expose the Company to concentrations of credit risk consist primarily of cash, cash equivalents and marketable securities. The Company maintains most of its cash, cash equivalents and marketable securities at two accredited financial institutions in amounts that exceed federally insured limits. Cash equivalents are invested in an institutional money market fund. The Company does not believe that it is subject to unusual credit risk beyond the normal credit risk associated with commercial banking relationships. The Company is dependent on third-party manufacturers to supply products for research and development activities in its programs. In particular, the Company relies and expects to continue to rely on a small number of manufacturers to supply it with its requirements for the active pharmaceutical ingredients and formulated drugs related to these programs. These programs could be adversely affected by a significant interruption in the supply of active pharmaceutical ingredients and formulated drugs. |
Cash, cash equivalents and restricted cash | Cash, Cash Equivalents and Restricted Cash Cash equivalents consists of highly liquid investments that are readily convertible into cash with original maturities of three months or less from the date of purchase. The Company has a policy of making investments only in government securities or with commercial institutions that have at least an investment grade credit rating. As of March 31, 2021, the Company classified $3.2 million as restricted cash related to a letter of credit issued as a security deposit in connection with Company's lease of its corporate office facilities (See Note 10). Cash, cash equivalents and restricted cash consists of the following (in thousands): March 31, 2021 December 31, 2020 Cash and cash equivalents $ 113,983 $ 163,693 Restricted cash 3,233 3,233 Cash, cash equivalents and restricted cash $ 117,216 $ 166,926 |
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 or liabilities. • 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 assets or liabilities, 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 or liabilities, including pricing models, discounted cash flow methodologies and similar techniques. The Company’s cash equivalents and marketable securities are carried at fair value, determined according to the fair value hierarchy described above (see Note 3). The carrying values of the Company’s accounts payable and accrued expenses approximate their fair values due to the short-term nature of these liabilities. |
Recently adopted accounting pronouncements | Recently adopted accounting pronouncements In December 2019, the FASB issued ASU 2019-12, Simplifying the Accounting for Income Taxes Income Taxes clarifying and amending existing guidance. The new guidance is effective for the Company for annual periods beginning after December 15, 2020 and interim periods within fiscal years beginning after December 15, 2021. Early adoption of the amendments wa s permitted. The Company adopted ASU 2019-12 on January 1, 2021. The adoption of ASU 2019-12 did not have a material impact on the Company ’s financial position, results of operations or cash flows. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Schedule of Cash, Cash Equivalents and Restricted Cash | Cash, cash equivalents and restricted cash consists of the following (in thousands): March 31, 2021 December 31, 2020 Cash and cash equivalents $ 113,983 $ 163,693 Restricted cash 3,233 3,233 Cash, cash equivalents and restricted cash $ 117,216 $ 166,926 |
Fair Value of Financial Asset_2
Fair Value of Financial Assets and Liabilities (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Schedule of Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis | The following tables present information about the Company’s financial assets and liabilities measured at fair value on a recurring basis and indicate the level of the fair value hierarchy utilized to determine such fair values (in thousands): March 31, 2021 Level 1 Level 2 Level 3 Total Cash equivalents: Money market funds $ 113,983 $ — $ — $ 113,983 $ 113,983 $ — $ — $ 113,983 Marketable securities: Corporate debt securities $ — $ 46,342 $ — $ 46,342 Commercial paper — 126,185 — 126,185 U.S. Government debt securities — 95,570 — 95,570 Total $ — $ 268,097 $ — $ 268,097 December 31, 2020 Level 1 Level 2 Level 3 Total Cash equivalents: Money market funds $ 163,693 $ — $ — $ 163,693 $ 163,693 $ — $ — $ 163,693 Marketable securities: Corporate debt securities $ — $ 52,531 $ — $ 52,531 Commercial paper — 99,865 — 99,865 U.S. Government debt securities — 105,359 — 105,359 Total $ — $ 257,755 $ — $ 257,755 |
Marketable Securities (Tables)
Marketable Securities (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Cash And Cash Equivalents [Abstract] | |
Schedule of Marketable Securities and Cash Equivalents | The following table summarizes the Company’s marketable securities as of March 31, 2021, and December 31, 2020, respectively (in thousands): March 31, 2021 Amortized Cost Unrealized Gains Unrealized Losses Fair Value Marketable securities: Corporate debt securities $ 46,361 $ — $ (19 ) $ 46,342 Commercial paper 126,185 — — 126,185 U.S. Government debt securities 95,553 17 — 95,570 Total marketable securities $ 268,099 $ 17 $ (19 ) $ 268,097 December 31, 2020 Amortized Cost Unrealized Gains Unrealized Losses Fair Value Marketable securities: Corporate debt securities $ 52,529 $ 6 $ (4 ) $ 52,531 Commercial paper 99,865 — — 99,865 U.S. Government debt securities 105,358 6 (5 ) 105,359 Total marketable securities $ 257,752 $ 12 $ (9 ) $ 257,755 |
Accrued Expenses and Other Cu_2
Accrued Expenses and Other Current Liabilities (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Payables And Accruals [Abstract] | |
Schedule of Accrued Expenses and Other Current Liabilities | Accrued expenses and other current liabilities consisted of the following (in thousands): March 31, 2021 December 31, 2020 Accrued employee compensation and benefits $ 2,278 $ 5,545 Accrued external research and development expenses 14,471 10,698 Accrued professional fees 532 467 Other 175 341 $ 17,456 $ 17,051 |
Equity (Tables)
Equity (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Equity [Abstract] | |
Schedule of Warrant Activities | The Company has outstanding warrants to purchase common stock as follows: Number of Common Shares Issuable under Warrant as of Issuance Date Term (in years) Exercise Price March 31, 2021 December 31, 2020 May 23, 2011 10 $ 1.55 16,708 31,761 June 28, 2013 10 $ 13.22 7,569 7,569 September 30, 2014 10 $ 13.22 15,139 15,139 39,416 54,469 In March 2021, the holders of such warrants completed a cashless exercise of the warrants, resulting in the Company’s issuance of 14,165 shares of common stock, whereby 888 shares of common stock were withheld by the Company to pay for the exercise price of the warrants. |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Summary of Company's Option Activity | The following is a summary of stock option activity for the three months ended March 31, 2021: Weighted Weighted Average Average Aggregate Number Exercise Contractual Intrinsic of Shares Price Term Value (in years) (in thousands) Outstanding as of December 31, 2020 5,330,917 $ 16.68 8.06 $ 74,259 Granted 1,503,006 $ 34.49 Exercised (154,496 ) $ 8.00 Forfeited (51,213 ) $ 10.76 Outstanding as of March 31, 2021 6,628,214 $ 20.97 8.32 $ 50,093 Vested and expected to vest as of March 31, 2021 6,628,214 $ 20.97 8.32 $ 50,093 Options exercisable as of March 31, 2021 2,332,731 $ 11.56 7.21 $ 31,446 |
Schedule of Weighted Average Basis Assumptions Used in Black-Scholes Option-Pricing Model | The Company estimated the fair value of each stock option award using the Black-Scholes option-pricing model based on the following assumptions: Three Months Ended March 31, 2021 2020 Risk-free interest rate 0.74 % 1.46 % Expected volatility 76.22 % 82.17 % Expected dividend yield — — Expected term (in years) 6.07 6.06 |
Schedule of Stock Based Compensation Expense Related to Statements of Operations and Comprehensive Loss | The Company recorded stock-based compensation expense in the following expense categories of its statements of operations and comprehensive loss (in thousands): Three Months Ended March 31, 2021 2020 Research and development expenses $ 2,265 $ 1,006 General and administrative expenses 3,172 1,553 Total $ 5,437 $ 2,559 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Earnings Per Share [Abstract] | |
Calculations of Basic and Diluted Net Loss per Share | Basic and diluted net loss per share attributable to common stockholders was calculated as follows (in thousands, except share and per share amounts): Three Months Ended March 31, 2021 2020 Numerator: Net loss $ (40,072 ) $ (25,444 ) Net loss attributable to common stockholders $ (40,072 ) $ (25,444 ) Denominator: Weighted average common shares outstanding, basic and diluted 47,838,738 41,765,635 Net loss per share attributable to common stockholders, basic and diluted $ (0.84 ) $ (0.61 ) |
Schedule of Anti-dilutive Securities Excluded from Computation of Diluted Net Loss Per Share | The Company excluded the following potential common shares, presented based on amounts outstanding at each period end, from the computation of diluted net loss per share attributable to common stockholders for the periods indicated because including them would have had an anti-dilutive effect: March 31, 2021 2020 Warrants for the purchase of common stock 39,416 84,576 Options to purchase common stock 6,628,214 4,915,393 Total 6,667,630 4,999,969 |
Nature of the Business and Ba_2
Nature of the Business and Basis of Presentation - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |||
Net losses | $ 40,072 | $ 25,444 | $ 126,400 |
Accumulated deficit | $ 485,816 | $ 445,744 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Additional Information (Detail) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Significant Accounting Policies [Line Items] | ||
Restricted cash | $ 3,233 | $ 3,233 |
Letter of Credit [Member] | ||
Significant Accounting Policies [Line Items] | ||
Restricted cash | $ 3,200 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Schedule of Cash, Cash Equivalents and Restricted Cash (Detail) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 | Mar. 31, 2020 | Dec. 31, 2019 |
Accounting Policies [Abstract] | ||||
Cash and cash equivalents | $ 113,983 | $ 163,693 | ||
Restricted cash | 3,233 | 3,233 | ||
Cash, cash equivalents and restricted cash | $ 117,216 | $ 166,926 | $ 190,889 | $ 334,757 |
Fair Value of Financial Asset_3
Fair Value of Financial Assets and Liabilities - Schedule of Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis (Detail) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Cash equivalents: | ||
Cash and cash equivalents | $ 113,983 | $ 163,693 |
Marketable securities: | ||
Marketable securities | 268,097 | 257,755 |
Commercial Paper [Member] | ||
Marketable securities: | ||
Marketable securities | 126,185 | 99,865 |
Government Securities [Member] | ||
Marketable securities: | ||
Marketable securities | 95,570 | 105,359 |
Money Market Funds [Member] | ||
Cash equivalents: | ||
Cash and cash equivalents | 113,983 | 163,693 |
Corporate Debt Securities [Member] | ||
Marketable securities: | ||
Marketable securities | 46,342 | 52,531 |
Fair Value, Inputs, Level 1 [Member] | ||
Cash equivalents: | ||
Cash and cash equivalents | 113,983 | 163,693 |
Fair Value, Inputs, Level 1 [Member] | Money Market Funds [Member] | ||
Cash equivalents: | ||
Cash and cash equivalents | 113,983 | 163,693 |
Fair Value, Inputs, Level 2 [Member] | ||
Marketable securities: | ||
Marketable securities | 268,097 | 257,755 |
Fair Value, Inputs, Level 2 [Member] | Commercial Paper [Member] | ||
Marketable securities: | ||
Marketable securities | 126,185 | 99,865 |
Fair Value, Inputs, Level 2 [Member] | Government Securities [Member] | ||
Marketable securities: | ||
Marketable securities | 95,570 | 105,359 |
Fair Value, Inputs, Level 2 [Member] | Corporate Debt Securities [Member] | ||
Marketable securities: | ||
Marketable securities | $ 46,342 | $ 52,531 |
Fair Value of Financial Asset_4
Fair Value of Financial Assets and Liabilities - Additional Information (Detail) | Mar. 31, 2021USD ($) |
Fair Value Disclosures [Abstract] | |
Fair value of assets transfers level 1 to level 2 | $ 0 |
Fair value of assets transfers level 2 to level 1 | 0 |
Fair value of liabilities transfers level 1 to level 2 | 0 |
Fair value of liabilities transfers level 2 to level 1 | $ 0 |
Marketable Securities - Schedul
Marketable Securities - Schedule of Marketable Securities and Cash Equivalents (Detail) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Total marketable securities [Member] | ||
Cash And Cash Equivalents [Line Items] | ||
Amortized Cost | $ 268,099 | $ 257,752 |
Unrealized Gains | 17 | 12 |
Unrealized Losses | (19) | (9) |
Fair Value | 268,097 | 257,755 |
U S Government Agencies Debt Securities [Member] | ||
Cash And Cash Equivalents [Line Items] | ||
Amortized Cost | 95,553 | 105,358 |
Unrealized Gains | 17 | 6 |
Unrealized Losses | (5) | |
Fair Value | 95,570 | 105,359 |
Corporate Debt Securities [Member] | ||
Cash And Cash Equivalents [Line Items] | ||
Amortized Cost | 46,361 | 52,529 |
Unrealized Gains | 6 | |
Unrealized Losses | (19) | (4) |
Fair Value | 46,342 | 52,531 |
Commercial Paper [Member] | ||
Cash And Cash Equivalents [Line Items] | ||
Amortized Cost | 126,185 | 99,865 |
Fair Value | $ 126,185 | $ 99,865 |
Accrued Expenses and Other Cu_3
Accrued Expenses and Other Current Liabilities - Schedule of Accrued Expenses and Other Current Liabilities (Detail) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Payables And Accruals [Abstract] | ||
Accrued employee compensation and benefits | $ 2,278 | $ 5,545 |
Accrued external research and development expenses | 14,471 | 10,698 |
Accrued professional fees | 532 | 467 |
Other | 175 | 341 |
Accrued expenses and other current liabilities | $ 17,456 | $ 17,051 |
Collaboration Agreement - Addit
Collaboration Agreement - Additional Information (Detail) - LLS Agreement [Member] - USD ($) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||
Milestone method revenue recognized | $ 0 | $ 7,300,000 |
Milestone payments maximum amount | $ 25,000,000 |
Debt - Additional Information (
Debt - Additional Information (Detail) - Loan Agreement [Member] - USD ($) | Nov. 03, 2020 | Mar. 20, 2019 | Mar. 31, 2021 |
Debt Instrument [Line Items] | |||
Loan amount | $ 30,000,000 | ||
Debt instrument, interest rate terms | The term loan bore interest at an annual rate equal to the greater of 8.55% and the prime rate of interest plus 2.55% | ||
Frequency of periodic payment | The Loan Agreement provided for interest-only payments until April 30, 2021, and repayment of the aggregate outstanding principal balance of the term loan in monthly installments starting on May 1, 2021 and continuing through April 1, 2023 (the “Maturity Date”). | ||
Loan Agreement maturity date | Apr. 1, 2023 | ||
Debt instrument closing fee | $ 300,000 | ||
Debt instrument, fee description | the Company paid a fee of $0.3 million upon closing and were required to pay a fee of 6.35% of the aggregate advances under the Loan Agreement at maturity | ||
Pay off loan agreement, amount paid | $ 32,200,000 | ||
Maximum [Member] | |||
Debt Instrument [Line Items] | |||
Loan amount | $ 40,000,000 |
Equity - Additional Information
Equity - Additional Information (Detail) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Dec. 31, 2020 | |
Class of Stock [Line Items] | ||
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, par value | $ 0.0001 | $ 0.0001 |
Sale of stock | 47,913,147 | 47,744,486 |
Number of common stock | 14,165 | |
Warrants For Purchase Of Common Stock | ||
Class of Stock [Line Items] | ||
Number of common stock | 888 | |
Maximum [Member] | Sales Agreement [Member] | ||
Class of Stock [Line Items] | ||
Gross proceeds from issuance of common shares | $ 50,000,000 | |
Common Stock [Member] | Sales Agreement [Member] | ||
Class of Stock [Line Items] | ||
Commission, percentage of gross proceeds of common stock | 3.00% | |
Sale of stock | 0 |
Equity - Schedule of Warrant Ac
Equity - Schedule of Warrant Activities (Detail) - Common Stock [Member] - $ / shares | 3 Months Ended | |
Mar. 31, 2021 | Dec. 31, 2020 | |
Class of Warrant or Right [Line Items] | ||
Number of Common Shares Issuable under Warrant | 39,416 | 54,469 |
Warrant One [Member] | ||
Class of Warrant or Right [Line Items] | ||
Warrant Issue date | May 23, 2011 | |
Warrant Term | 10 years | |
Warrants exercise price | $ 1.55 | |
Number of Common Shares Issuable under Warrant | 16,708 | 31,761 |
Warrant Two [Member] | ||
Class of Warrant or Right [Line Items] | ||
Warrant Issue date | Jun. 28, 2013 | |
Warrant Term | 10 years | |
Warrants exercise price | $ 13.22 | |
Number of Common Shares Issuable under Warrant | 7,569 | 7,569 |
Warrant Three [Member] | ||
Class of Warrant or Right [Line Items] | ||
Warrant Issue date | Sep. 30, 2014 | |
Warrant Term | 10 years | |
Warrants exercise price | $ 13.22 | |
Number of Common Shares Issuable under Warrant | 15,139 | 15,139 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Millions | 1 Months Ended | 3 Months Ended | |
Jan. 31, 2021 | Jun. 30, 2018 | Mar. 31, 2021 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Unrecognized compensation cost unvested stock-based awards | $ 70.5 | ||
Unvested stock based weighted average period | 3 years 2 months 12 days | ||
Employee Stock Option [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Options granted | 1,503,006 | ||
Weighted average exercise price | $ 34.49 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 22.76 | ||
2018 Plan [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Number of shares reserved for issuance | 3,025,101 | ||
Shares remained available for future issuance | 2,189,502 | ||
Number of shares increased reserved for issuance under plan | 1,909,779 | ||
2018 Plan [Member] | Maximum [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Shares of common stock available for issuance | 2,216,368 | ||
Percentage of shares of common stock available for issuance | 4.00% | ||
ESPP [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Number of shares reserved for issuance | 272,504 | ||
Shares remained available for future issuance | 1,167,139 | ||
Number of shares increased reserved for issuance under plan | 477,445 | ||
ESPP [Member] | Maximum [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Shares of common stock available for issuance | 545,008 | ||
Percentage of shares of common stock available for issuance | 1.00% |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Company's Option Activity (Detail) - Employee Stock Option [Member] - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Number of Shares Outstanding, Beginning Balance | 5,330,917 | |
Number of Shares, Granted | 1,503,006 | |
Number of Shares, Exercised | (154,496) | |
Number of Shares, Forfeited | (51,213) | |
Number of Shares Outstanding, Ending Balance | 6,628,214 | 5,330,917 |
Number of Shares, Vested and expected to vest | 6,628,214 | |
Number of Shares, Options exercisable | 2,332,731 | |
Weighted Average Exercise Price Outstanding, Beginning Balance | $ 16.68 | |
Weighted Average Exercise Price, Granted | 34.49 | |
Weighted Average Exercise Price, Exercised | 8 | |
Weighted Average Exercise Price, Forfeited | 10.76 | |
Weighted Average Exercise Price Outstanding, Ending Balance | 20.97 | $ 16.68 |
Weighted Average Exercise Price, Vested and expected to vest | 20.97 | |
Weighted Average Exercise Price, Options exercisable | $ 11.56 | |
Weighted Average Contractual Term (in years) Outstanding | 8 years 3 months 25 days | 8 years 21 days |
Weighted Average Contractual Term (in years), Vested and expected to vest | 8 years 3 months 25 days | |
Weighted Average Contractual Term (in years), Options exercisable | 7 years 2 months 15 days | |
Aggregate Intrinsic Value Outstanding, Beginning Balance | $ 50,093 | $ 74,259 |
Aggregate Intrinsic Value, Vested and expected to vest | 50,093 | |
Exercisable at March 31, 2021 | $ 31,446 |
Stock-Based Compensation - Sche
Stock-Based Compensation - Schedule of Weighted Average Basis Assumptions Used in Black-Scholes Option-Pricing Model (Detail) - Valuation Technique, Option Pricing Model | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Risk-free interest rate | 0.74% | 1.46% |
Expected volatility | 76.22% | 82.17% |
Expected term (in years) | 6 years 25 days | 6 years 21 days |
Stock-Based Compensation - Stoc
Stock-Based Compensation - Stock-Based Compensation Expense Related to Statements of Operations and Comprehensive Loss (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Stock-based compensation | $ 5,437 | $ 2,559 |
Research and Development Expenses [Member] | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Stock-based compensation | 2,265 | 1,006 |
General and Administrative Expenses [Member] | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Stock-based compensation | $ 3,172 | $ 1,553 |
Leases - Additional Information
Leases - Additional Information (Detail) $ in Millions | 3 Months Ended | |
Mar. 31, 2021USD ($)ft² | Nov. 30, 2020ft² | |
Leases [Line Items] | ||
Office and laboratory space | ft² | 47,546 | 79,155 |
Lease expiration date | Jun. 30, 2023 | |
Description of Lease | In November 2020, the Company executed a lease in Watertown, Massachusetts for approximately 79,155 square feet of office and laboratory space (the “New Lease”), which is expected to commence in or around December 2021 upon the Company taking control of the asset. | |
Lease term | 10 years | |
Lessee, operating lease, option to extend | true | |
Rent expenses | $ 5.6 | |
Percentage increase in base rent of lease | 3.00% | |
Reduced rent duration In lease | 9 months | |
Secured letter of credit against facility lease | $ 2.8 | |
New Lease Term [Member] | ||
Leases [Line Items] | ||
Lessee, operating lease, option to extend | The Company has the option to extend the term by five years. | |
Current Lease Term [Member] | ||
Leases [Line Items] | ||
Lessee, operating lease, option to extend | true | |
Lessee, operating lease, option to extend | In connection with entering into the New Lease, in November 2020, the Company also executed an amendment to update the term of the Current Lease to terminate 60 days after the commencement date of the New Lease |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) - USD ($) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Commitments And Contingencies [Line Items] | |||
License maintenance fees | $ 100,000 | ||
Contingent milestone payments | 15,700,000 | ||
Research and development | 30,784,000 | $ 20,075,000 | |
Contingency reserve for litigation liabilities | 0 | $ 0 | |
License Fees [Member] | Maximum [Member] | |||
Commitments And Contingencies [Line Items] | |||
Research and development | 0 | $ 0 | |
LLS Agreement [Member] | |||
Commitments And Contingencies [Line Items] | |||
Milestone payments maximum amount | $ 25,000,000 |
Net Loss Per Share - Calculatio
Net Loss Per Share - Calculations of Basic and Diluted Net Loss per Share (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Numerator: | |||
Net loss | $ (40,072) | $ (25,444) | $ (126,400) |
Net loss attributable to common stockholders | $ (40,072) | $ (25,444) | |
Denominator: | |||
Weighted average common shares outstanding, basic and diluted | 47,838,738 | 41,765,635 | |
Net loss per share attributable to common stockholders, basic and diluted | $ (0.84) | $ (0.61) |
Net Loss Per Share - Schedule o
Net Loss Per Share - Schedule of Anti-dilutive Securities Excluded from Computation of Diluted Net Loss Per Share (Detail) - shares | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive securities | 6,667,630 | 4,999,969 |
Warrants For Purchase Of Common Stock | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive securities | 39,416 | 84,576 |
Options to purchase common stock [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive securities | 6,628,214 | 4,915,393 |
Retirement Plan - Additional In
Retirement Plan - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Compensation And Retirement Disclosure [Abstract] | ||
Matching contributions made | $ 0.3 | $ 0.2 |