Cover Page
Cover Page - shares | 3 Months Ended | |
Mar. 31, 2024 | May 08, 2024 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2024 | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | ANNX | |
Entity Registrant Name | ANNEXON, INC. | |
Entity Central Index Key | 0001528115 | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Title of 12(b) Security | Common Stock, par value $0.001 per share | |
Security Exchange Name | NASDAQ | |
Entity File Number | 001-39402 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 27-5414423 | |
Entity Address, Address Line One | 1400 Sierra Point Parkway | |
Entity Address, Address Line Two | Bldg C | |
Entity Address, Address Line Three | Suite 200 | |
Entity Address, City or Town | Brisbane | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 94005 | |
City Area Code | 650 | |
Local Phone Number | 822-5500 | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Common Stock [Member] | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 92,412,866 | |
Prefunded Warrant [Member] | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 34,283,052 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Current assets: | ||
Cash and cash equivalents | $ 151,941 | $ 225,110 |
Short-term investments | 113,007 | 34,606 |
Prepaid expenses and other current assets | 5,792 | 4,144 |
Total current assets | 270,740 | 263,860 |
Restricted cash | 1,032 | 1,032 |
Property and equipment, net | 14,235 | 14,773 |
Operating lease right-of-use assets | 17,701 | 18,009 |
Other non-current assets | 361 | |
Total assets | 304,069 | 297,674 |
Current liabilities: | ||
Accounts payable | 3,972 | 5,487 |
Accrued liabilities | 6,857 | 10,235 |
Operating lease liabilities, current | 2,254 | 2,165 |
Other current liabilities | 50 | 41 |
Total current liabilities | 13,133 | 17,928 |
Operating lease liabilities, non-current | 28,531 | 29,190 |
Total liabilities | 41,664 | 47,118 |
Commitments and contingencies (Note 5) | ||
Stockholders’ equity: | ||
Common stock | 90 | 78 |
Additional paid-in capital | 860,092 | 823,029 |
Accumulated other comprehensive loss | (102) | (52) |
Accumulated deficit | (597,675) | (572,499) |
Total stockholders’ equity | 262,405 | 250,556 |
Total liabilities and stockholders’ equity | $ 304,069 | $ 297,674 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Operating expenses: | ||
Research and development | $ 20,963 | $ 32,345 |
General and administrative | 7,609 | 8,897 |
Total operating expenses | 28,572 | 41,242 |
Loss from operations | (28,572) | (41,242) |
Interest and other income, net | 3,396 | 2,566 |
Net loss | $ (25,176) | $ (38,676) |
Net loss per share, basic | $ (0.21) | $ (0.52) |
Net loss per share, diluted | $ (0.21) | $ (0.52) |
Weighted-average shares used in computing net loss per share, basic | 122,673,202 | 73,855,642 |
Weighted-average shares used in computing net loss per share, diluted | 122,673,202 | 73,855,642 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Statement of Comprehensive Income [Abstract] | ||
Net loss | $ (25,176) | $ (38,676) |
Other comprehensive income (loss): | ||
Foreign currency translation adjustment | (12) | (5) |
Unrealized (loss) gain on available-for-sale securities | (38) | 160 |
Comprehensive loss | $ (25,226) | $ (38,521) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Total | Related Party [Member] | Common Stock [Member] | Common Stock [Member] Related Party [Member] | Additional Paid-in Capital [Member] | Additional Paid-in Capital [Member] Related Party [Member] | Accumulated Other Comprehensive Loss [Member] | Accumulated Deficit [Member] |
Beginning Balance, Values at Dec. 31, 2022 | $ 231,194 | $ 48 | $ 669,780 | $ (372) | $ (438,262) | |||
Beginning Balance, Shares at Dec. 31, 2022 | 47,722,995 | |||||||
Exercise of stock options | 111 | 111 | ||||||
Exercise of stock options, Shares | 55,605 | |||||||
Exercise of pre-funded warrants, Value | $ 3 | (3) | ||||||
Exercise of pre-funded warrants, Shares | 2,582,557 | |||||||
Issuance of common stock, net of issuance costs, Value | $ 17,470 | $ 2 | $ 17,468 | |||||
Issuance of common stock, net of issuance costs, Shares | 2,646,458 | |||||||
Restricted stock vested in the period | 73,058 | |||||||
Stock-based compensation | 4,607 | 4,607 | ||||||
Other comprehensive income (loss) | 155 | 155 | ||||||
Net loss | (38,676) | (38,676) | ||||||
Ending Balance, Values at Mar. 31, 2023 | 214,861 | $ 53 | 691,963 | (217) | (476,938) | |||
Ending Balance, Shares at Mar. 31, 2023 | 53,080,673 | |||||||
Beginning Balance, Values at Dec. 31, 2023 | 250,556 | $ 78 | 823,029 | (52) | (572,499) | |||
Beginning Balance, Shares at Dec. 31, 2023 | 78,369,099 | |||||||
Exercise of stock options | $ 217 | 217 | ||||||
Exercise of stock options, Shares | 105,526 | 105,526 | ||||||
Exercise of pre-funded warrants, Value | $ 5 | (5) | ||||||
Exercise of pre-funded warrants, Shares | 5,243,400 | |||||||
Issuance of common stock, net of issuance costs, Value | $ 32,198 | $ 7 | 32,191 | |||||
Issuance of common stock, net of issuance costs, Shares | 6,639,348 | |||||||
Restricted stock vested in the period | 124,695 | |||||||
Stock-based compensation | 4,660 | 4,660 | ||||||
Other comprehensive income (loss) | (50) | (50) | ||||||
Net loss | (25,176) | (25,176) | ||||||
Ending Balance, Values at Mar. 31, 2024 | $ 262,405 | $ 90 | $ 860,092 | $ (102) | $ (597,675) | |||
Ending Balance, Shares at Mar. 31, 2024 | 90,482,068 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Stockholders' Equity (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Stock issuance costs | $ 933 | |
Related Party [Member] | ||
Stock issuance costs | $ 525 |
Condensed Consolidated Statem_5
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | |
Operating activities: | |||
Net loss | $ (25,176) | $ (38,676) | |
Adjustments to reconcile net loss to net cash used in operating activities: | |||
Depreciation and amortization | 538 | 536 | |
Accretion of discount on available-for-sale securities | (1,137) | (902) | |
Stock-based compensation | 4,660 | 4,607 | |
Reduction in the carrying amount of right-of-use assets | 308 | 264 | |
Changes in operating assets and liabilities: | |||
Prepaid expenses and other current assets | (1,629) | 1,070 | |
Other non-current assets | (361) | (12) | |
Accounts payable | (1,531) | 3,035 | |
Accrued liabilities | (3,378) | (2,771) | |
Operating lease liabilities | (570) | (348) | |
Other current liabilities | 9 | 204 | |
Net cash used in operating activities | (28,267) | (32,993) | |
Investing activities: | |||
Purchases of property and equipment | (137) | ||
Purchases of available-for-sale securities | (100,302) | (31,435) | |
Proceeds from maturities of available-for-sale securities | 23,000 | 51,089 | |
Net cash (used in) provided by investing activities | (77,302) | 19,517 | |
Financing activities: | |||
Proceeds from the exercise of common stock options | 198 | 111 | |
Proceeds from the issuance of common stock, including related party of zero and $17,995 for the three months ended March 31, 2024 and 2023, respectively | 33,131 | 17,995 | |
Payment of financing costs | (917) | (525) | |
Net cash provided by financing activities | 32,412 | 17,581 | |
(Decrease) increase in cash, cash equivalents and restricted cash | (73,157) | 4,105 | |
Effect of exchange rate changes on cash, cash equivalents and restricted cash | (12) | (5) | |
Cash, cash equivalents and restricted cash | |||
Beginning of period | 226,142 | 141,052 | $ 141,052 |
End of period | 152,973 | 145,152 | $ 226,142 |
Supplemental disclosure of cash flow information: | |||
Cash paid for amounts included in the measurement of lease liability | 1,216 | 1,175 | |
Non-cash investing and financing activities: | |||
Deferred offering costs included in accounts payable and accrued liabilities | $ 117 | ||
Purchases of property and equipment included in accounts payable and accrued liabilities | $ 5 |
Condensed Consolidated Statem_6
Condensed Consolidated Statements of Cash Flows (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Net Cash Provided by (Used in) Financing Activities [Abstract] | ||
Proceeds from the issuance of common stock including related party | $ 0 | $ 17,995 |
Organization
Organization | 3 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
Organization | 1. Organization Annexon, Inc., or the Company, is a clinical-stage biopharmaceutical company pioneering a new class of complement medicines for people living with devasting inflammatory-related diseases. The Company is located in Brisbane, California and was incorporated in Delaware in March 2011. The Company’s wholly-owned subsidiary, Annexon Biosciences Australia Pty Ltd, or the Subsidiary, is a proprietary limited company incorporated in 2016 and domiciled in Australia. Liquidity Since inception, the Company has been involved primarily in performing research and development activities, conducting clinical trials, hiring personnel, and raising capital to support and expand these activities. The Company has experienced losses and negative cash flows from operations since its inception and, as of March 31, 2024, had an accumulated deficit of $ 597.7 million and cash and cash equivalents and short-term investments of $ 264.9 million. The Company has historically funded its operations through the issuance of shares of its common stock and warrants. Based on projected activities, management projects that existing cash and cash equivalents and short-term investments will enable the Company to fund its operating expenses and capital expenditure requirements for at least twelve months from the date of issuance of these financial statements. The Company’s future viability beyond that point is dependent on its ability to achieve development milestones and obtain additional funding. Management expects to continue to incur losses and negative cash flows from operations for at least the next several years. There are uncertainties associated with the Company’s ability to (1) obtain additional equity or debt financing on terms that are favorable to the Company, (2) enter into collaborative agreements with strategic partners, and (3) succeed in its future operations. If the Company is not able to obtain the required funding for its operations or is not able to obtain funding on terms that are favorable to the Company, it could be forced to delay, reduce or eliminate its research and development programs and its business could be materially harmed. |
Basis of Presentation and Signi
Basis of Presentation and Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Significant Accounting Policies | 2. Basis of Presentation and Significant Accounting Policies Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States, or GAAP, and applicable rules and regulations of the SEC regarding interim financial reporting. The condensed consolidated balance sheet as of March 31, 2024, the condensed consolidated statements of operations, comprehensive loss, stockholders’ equity for the three months ended March 31, 2024 and 2023 and the condensed consolidated statements of cash flows for the three months ended March 31, 2024 and 2023 are unaudited. These unaudited condensed consolidated financial statements have been prepared on the same basis as the annual consolidated financial statements and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary to present fairly the Company’s consolidated financial position, results of operations and cash flows for the interim period presented. The financial data and the other financial information contained in these notes to the condensed consolidated financial statements related to the three-month periods are also unaudited. The results of operations for the three months ended March 31, 2024 are not necessarily indicative of the results to be expected for the year ending December 31, 2024 or for any other future annual or interim period. The condensed consolidated balance sheet as of December 31, 2023 included herein was derived from the audited financial statements as of that date. These unaudited condensed consolidated financial statements should be read in conjunction with the Company's audited consolidated financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023, filed with the SEC on March 26, 2024. Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America, or GAAP, requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported expenses during the reporting period. Management evaluates its estimates, including but not limited to the fair value of investments, operating lease right-of-use assets and liabilities, valuation of deferred tax assets and uncertain tax positions (including valuation allowance), clinical trial accruals and stock-based compensation. The Company evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors and adjusts those estimates and assumptions when facts and circumstances dictate. Actual results could differ from those estimates. Principles of Consolidation The condensed consolidated financial statements include the operations of Annexon, Inc. and its wholly-owned subsidiary and include the results of operations and cash flows of these entities. All intercompany balances and transactions have been eliminated in consolidation. Summary of Significant Accounting Policies Reference is made to Note 2, Summary of Significant Accounting Policies, in the Company’s 2023 Form 10-K filed on March 26, 2024 for a detailed description of significant accounting policies. There have been no significant changes to the Company’s accounting policies as disclosed in its 2023 Form 10-K. Recently Issued Accounting Pronouncements In November 2023, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2023-07, Segment Reporting: Improvements to Reportable Segment Disclosures , which requires disclosure of incremental segment information on an interim and annual basis. This ASU is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal periods beginning after December 15, 2024, and requires retrospective application to all prior periods presented in the financial statements. The Company adopted annual requirements under ASU 2023-07 on January 1, 2024 and plans to adopt interim requirements under ASU 2023-07 on January 1, 2025. The Company will begin including financial statement disclosures in accordance with ASU 2023-07 in its Annual Report on Form 10-K for the year ended December 31, 2024. The Company is evaluating the impact of this guidance on its financial statements and related disclosures. In December 2023, the FASB issued ASU 2023-09, Income Taxes: Improvements to Income Tax Disclosures , which requires enhanced annual disclosures regarding the rate reconciliation and income taxes paid information. ASU 2023-09 is effective for fiscal years beginning after December 15, 2024 and may be adopted on a prospective or retrospective basis. Early adoption is permitted. The Company is evaluating the impact of this guidance on its financial statements and related disclosures. |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2024 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 3. Fair Value Measurements The Company utilizes valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible. The Company determines fair value based on assumptions that market participants would use in pricing an asset or liability in the principal or most advantageous market. When considering market participant assumptions in fair value measurements, the following fair value hierarchy distinguishes between observable and unobservable inputs, which are categorized in one of the following levels: • Level 1 Inputs: Unadjusted quoted prices in active markets for identical assets or liabilities accessible to the reporting entity at the measurement date. • Level 2 Inputs: Other than quoted prices included in Level 1 inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the asset or liability. • Level 3 Inputs: Unobservable inputs for the asset or liability used to measure fair value to the extent that observable inputs are not available, thereby allowing for situations in which there is little, if any, market activity for the asset or liability at measurement date. On a recurring basis, the Company measures certain financial assets and liabilities at fair value. The following tables summarize the fair value of the Company’s financial assets measured at fair value on a recurring basis by level within the fair value hierarchy (in thousands): March 31, 2024 Valuation Amortized Gross Gross Aggregate Assets: Cash equivalents: Money market funds Level 1 $ 40,150 $ — $ — $ 40,150 Commercial paper Level 2 13,980 — — 13,980 Government bonds Level 2 86,360 1 ( 1 ) 86,360 Total cash equivalents 140,490 1 ( 1 ) 140,490 Short-term investments: Government bonds Level 2 113,025 1 ( 19 ) 113,007 Total short-term investments 113,025 1 ( 19 ) 113,007 $ 253,515 $ 2 $ ( 20 ) $ 253,497 December 31, 2023 Valuation Amortized Gross Gross Aggregate Assets: Cash equivalents: Money market funds Level 1 $ 143,933 $ — $ — $ 143,933 Government bonds Level 2 72,689 — — 72,689 Total cash equivalents 216,622 — — 216,622 Short-term investments: Government bonds Level 2 34,596 10 — 34,606 Total short-term investments 34,596 10 — 34,606 $ 251,218 $ 10 $ — $ 251,228 For the three months ended March 31, 2024 and 2023, the Company recognized no material realized gains or losses on financial instruments. |
Balance Sheet Components
Balance Sheet Components | 3 Months Ended |
Mar. 31, 2024 | |
Disclosure Of Balance Sheet Components [Abstract] | |
Balance Sheet Components | 4. Balance Sheet Components Cash, Cash Equivalents and Restricted Cash The Company considers all highly liquid instruments with an original maturity of three months or less at time of purchase to be cash equivalents. Cash equivalents, which include amounts invested in money market funds, are stated at fair value. Restricted cash as of March 31, 2024 relates to the letters of credit established for the Company’s office leases. The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the condensed consolidated balance sheets that sum to the total of the same amounts shown in the condensed consolidated statements of cash flows (in thousands): March 31, December 31, Cash $ 11,451 $ 8,488 Cash equivalents 140,490 216,622 Cash and cash equivalents 151,941 225,110 Restricted cash 1,032 1,032 Cash, cash equivalents and restricted cash $ 152,973 $ 226,142 Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets consisted of the following (in thousands): March 31, December 31, Prepaid research and development costs $ 4,643 $ 2,617 Prepaid insurance 418 704 Other prepaid expenses 708 760 Other current assets 23 63 Total prepaid expenses and other current assets $ 5,792 $ 4,144 Property and Equipment, Net Property and equipment, net, consisted of the following (in thousands): March 31, December 31, Leasehold improvements $ 17,246 $ 17,245 Laboratory equipment 1,832 1,832 Furniture and fixtures 692 692 Computer equipment and software 33 33 Total property and equipment, gross 19,803 19,802 Less: accumulated depreciation ( 5,568 ) ( 5,029 ) Total property and equipment, net $ 14,235 $ 14,773 The Company recognized depreciation for property and equipment of $ 0.5 million for each of the three months ended March 31, 2024 and 2023. Accrued Liabilities Accrued liabilities consisted of the following (in thousands): March 31, December 31, Accrued research and development expenses $ 4,527 $ 4,027 Accrued compensation 1,643 5,607 Accrued professional services 570 501 Other accrued expenses 117 100 Total accrued liabilities $ 6,857 $ 10,235 |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 5. Commitments and Contingencies Leases The Company leases its offices and laboratory in Brisbane, California, or the Brisbane Lease, under a ten-year noncancelable lease agreement that ends in October 2031 with a ten-year renewable option. In November 2021, the Company subleased unoccupied space from December 2021 through November 2023 , for aggregate sublease payments of $ 3.4 million. The sublease income, while it reduces the rent expense, is not considered in the value of the right-of-use assets or lease liabilities. The Company’s sublease income was zero and $ 0.4 million for the three months ended March 31, 2024 and 2023, respectively. As of March 31, 2024, the operating lease right-of-use assets were $ 17.7 million and lease liabilities were $ 30.8 million on the condensed consolidated balance sheet. The weighted-average remaining lease term is 7.6 years. The weighted-average incremental borrowing rate used to measure the operating lease liability is 8.4 %. Operating lease costs were $ 1.0 million and $ 0.5 million for the three months ended March 31, 2024 and 2023, respectively. Variable lease payments were $ 0.5 million and $ 0.4 million for the three months ended March 31, 2024 and 2023, respectively. Future minimum lease payments and related lease liabilities as of March 31, 2024, were as follows: (in thousands) 2024 (remaining nine months) $ 3,677 2025 5,065 2026 5,242 2027 5,425 2028 and thereafter 22,600 Total undiscounted lease payments 42,009 Less: Imputed interest ( 11,224 ) Total $ 30,785 Guarantees and Indemnifications In the normal course of business, the Company enters into agreements that contain a variety of representations and provide for general indemnification. The Company’s exposure under these agreements is unknown because it involves claims that may be made against the Company in the future. To date, the Company has no t paid any claims or been required to defend any action related to its indemnification obligations. As of March 31, 2024, the Company did no t have any material indemnification claims that were probable or reasonably possible and consequently has not recorded related liabilities. |
Stockholder's Equity
Stockholder's Equity | 3 Months Ended |
Mar. 31, 2024 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity | 6. Stockholders’ Equity 2023 Financing In December 2023, the Company raised net proceeds of approximately $ 117.0 million after deducting underwriting discounts and offering expenses through the sale of 25,035,000 shares of the Company’s common stock, par value $ 0.001 per share at a price of $ 2.880 per share and pre-funded warrants to purchase an aggregate of 18,379,861 shares of common stock at a price of $ 2.879 per share, which equals the per share offering price for the shares of common stock less the $ 0.001 exercise price for each pre-funded warrant. An entity related to one of the Company’s directors participated in the public offering and purchased 350,000 shares of common stock for an aggregate price of approximately $ 1.0 million. The pre-funded warrants are immediately exercisable, subject to certain beneficial ownership limitations. The warrants meet the criteria for equity classification and were therefore recorded at fair value as of the grant date as a component of stockholders’ equity within additional paid-in capital in the amount of $ 52.9 million. In February 2024, the Company issued an aggregate of 5,243,400 shares of common stock upon the cashless exercise of pre-funded warrants to purchase 5,244,444 shares of common stock. In April 2024, the Company issued an aggregate of 965,427 shares of common stock upon the exercise of pre-funded warrants. As of March 31, 2024, and as of the date of issuance of these interim condensed financial statements, pre-funded warrants to purchase up to 13,135,417 shares and 12,169,990 shares of common stock remained outstanding from the 2023 financing, respectively. 2022 Financing In July 2022, the Company raised net proceeds of approximately $ 122.5 million after deducting fees and expenses through the sale of an aggregate of 9,013,834 shares of common stock, pre-funded warrants to purchase up to 24,696,206 shares of its common stock and accompanying common warrants to purchase up to 8,427,508 shares of its common stock. The offering price per share and accompanying common warrant was $ 3.87125 per share and the offering price per pre-funded warrant and accompanying common warrant was $ 3.87025 per share, which equals the per share offering price for the shares of common stock less the $ 0.001 exercise price for each such pre-funded warrant. The pre-funded warrants remain exercisable until exercised in full. The common warrants have an exercise price of $ 5.806875 per share and expire on June 30, 2025 . Both the pre-funded and common warrants are immediately exercisable, subject to beneficial ownership limitations. The warrants meet the criteria for equity classification and were therefore recorded at fair value as of the grant date as a component of stockholders’ equity within additional paid-in capital. In March 2023, the Company issued an aggregate of 2,582,557 shares of common stock upon the cashless exercise of pre-funded warrants to purchase 2,583,144 shares of common stock. As of March 31, 2024, pre-funded warrants to purchase up to 22,113,062 shares of common stock and common warrants to purchase up to 8,427,508 shares of common stock remained outstanding from the 2022 financing. 2021 At-the-Market (ATM) Program In August 2021, the Company entered into a sales agreement with Cowen and Company LLC, or TD Cowen, as sales agent, pursuant to which the Company may issue and sell shares of its common stock for an aggregate maximum offering of $ 100.0 million under an at-the-market offering program, or 2021 ATM program. TD Cowen is entitled to compensation up to 3 % of the aggregate gross proceeds for the common stock sold through the 2021 ATM program. During 2023, the Company sold 2,646,458 shares of common stock at a price of $ 6.80 per share under the 2021 ATM program for net proceeds of approximately $ 17.5 million after deducting commissions paid to TD Cowen. During the three months ended March 31, 2024, the Company sold 6,639,348 shares of common stock under the 2021 ATM program for net proceeds of approximately $ 32.2 million. As of March 31, 2024, approximately $ 48.9 million remained available for the offer and sale of shares of common stock under the 2021 ATM program. Subsequent to March 31, 2024 and through the date of issuance of these interim condensed financial statements, net proceeds of approximately $ 6.4 million were raised as a result of the sale of shares of the Company’s common stock through the 2021 ATM program. 2024 ATM Program In March 2024, the Company entered into a sales agreement with TD Cowen, as sales agent, or 2024 ATM program, pursuant to which the Company may issue and sell shares of its common stock for an aggregate maximum offering of $ 100.0 million. TD Cowen is entitled to compensation up to 3 % of the aggregate gross proceeds for the common stock sold through the 2024 ATM program. As of March 31, 2024, the Company has not made any sales under the 2024 ATM program. Common Stock The Company reserved the following shares of common stock for issuance as follows: March 31, December 31, Stock options issued and outstanding 11,859,362 9,208,970 Stock options reserved for 2020 Incentive Award Plan 1,762,992 1,988,340 Unvested restricted stock units outstanding 915,861 495,579 Common stock reserved for 2021 ATM program 25,980,123 2,619,471 Common stock reserved for 2024 ATM program 25,000,000 — Common stock reserved for Employee Stock Purchase 2,122,071 1,338,381 Common stock reserved for 2022 Employment Inducement 1,667,300 758,084 Common stock reserved for pre-funded warrants 35,248,479 40,493,510 Common stock reserved for common warrants 8,427,508 8,427,508 Total common stock reserved 112,983,696 65,329,843 |
Equity Incentive Plans
Equity Incentive Plans | 3 Months Ended |
Mar. 31, 2024 | |
Share-Based Payment Arrangement [Abstract] | |
Equity Incentive Plans | 7. Equity Incentive Plans In July 2020, the Company’s board of directors and stockholders adopted and approved the 2020 Incentive Award Plan, or the 2020 Plan, and the Employee Stock Purchase Plan, or the ESPP, which became effective in connection with the Company’s initial public offering, or the IPO. The Company may not grant any additional awards under the 2011 Equity Incentive Plan, or the 2011 Plan. The 2011 Plan will continue to govern outstanding equity awards granted thereunder. 2020 Equity Incentive Plan The number of shares of common stock reserved for issuance under the 2020 Plan automatically increases on the first day of January, in an amount equal to 4 % of the total number of shares of the Company’s capital stock outstanding on the last day of the preceding year, or a lesser number of shares determined by the Company’s board of directors. Awards granted under the 2020 Plan expire no later than ten years from the date of grant. For Incentive Stock Options, or ISOs, and Nonstatutory Stock Options, or NSOs, the option price shall not be less than 100 % of the estimated fair value on the date of grant. Options granted typically vest over a four-year period but may be granted with different vesting terms. As of March 31, 2024, there were 1,762,992 shares available for issuance under the 2020 Plan. 2022 Employment Inducement Award Plan In July 2022, the Company’s board of directors adopted the Annexon, Inc. 2022 Employment Inducement Award Plan, or the Inducement Plan, and together with the 2011 Plan and the 2020 Plan, the Plans. The Inducement Plan was adopted by the Company’s board of directors without stockholder approval pursuant to Nasdaq Marketplace Rule 5635(c)(4), or Rule 5635(c)(4). In accordance with Rule 5635(c)(4), awards made under the Inducement Plan may only be granted to newly hired employees as an inducement material to the employees entering into employment with the Company. Awards granted under the Inducement Plan expire no later than ten years from the date of grant. An aggregate of 2,850,000 shares of common stock were reserved for issuance under the Inducement Plan. As of March 31, 2024, there were 1,667,300 shares available for issuance under the Inducement Plan. Stock Options The following table presents stock option activity under the Plans for the period: Number of Weighted- Weighted- Aggregate Balances as of December 31, 2023 9,208,970 $ 10.31 7.53 $ 2,930 Stock options granted 3,121,592 $ 5.13 Stock options exercised ( 105,526 ) $ 2.06 Stock options forfeited ( 365,674 ) $ 9.15 Balances as of March 31, 2024 11,859,362 $ 9.05 7.91 $ 18,184 Exercisable as of March 31, 2024 5,469,398 $ 12.11 6.49 $ 5,860 The total intrinsic value of options exercised was $ 0.3 million for each of the three months ended March 31, 2024 and 2023. The intrinsic value is the difference between the fair value of the Company’s common stock at the time of exercise and the exercise price of the stock option. The weighted-average grant date fair value of options granted to employees during the three months ended March 31, 2024 and 2023 was $ 4.06 and $ 4.35 per share, respectively. As of March 31, 2024, the total unrecognized stock-based compensation cost related to outstanding unvested stock options was $ 29.8 million, which the Company expects to recognize over an estimated weighted-average period of 2.6 years. Restricted Stock Units RSUs are share awards that entitle the holder to receive freely tradeable shares of the Company’s common stock upon vesting. The RSUs cannot be transferred and the awards are subject to forfeiture if the holder’s employment terminates prior to the release of the vesting restrictions. The RSUs generally vest over a three-year period in equal amounts on an annual basis, provided the employee remains continuously employed with the Company. The fair value of the RSUs is equal to the closing price of the Company’s common stock on the grant date. A summary of RSU activity under the Company’s equity incentive plan and related information is as follows: Number of Shares Weighted-Average Grant Date Fair Value Per Share Unvested as of December 31, 2023 495,579 $ 5.69 Granted 602,600 5.13 Vested ( 124,695 ) 6.44 Cancelled ( 57,623 ) 5.33 Unvested as of March 31, 2024 915,861 $ 5.24 As of March 31, 2024, unrecognized stock-based compensation expense related to outstanding unvested RSUs was $ 4.3 million, which is expected to be recognized over a weighted-average period of 2.4 years. Employee Stock Purchase Plan The ESPP enables eligible employees to purchase shares of the Company’s common stock at the end of each offering period at a price equal to 85 % of the fair market value of the shares on the first business day or the last business day of the offering period, whichever is lower. Eligible employees generally include all employees. Share purchases are funded through payroll deductions of at least 1 %, and up to 15 % of an employee’s eligible compensation for each payroll period. The number of shares reserved for issuance under the ESPP increase automatically on the first day of each fiscal year, by a number equal to, 1 % of the shares of common stock outstanding on the last day of the immediately preceding fiscal year, or such number of shares determined by the Company’s board of directors. As of March 31, 2024, 2,122,071 shares were available for future purchase. The ESPP generally provides for six-month consecutive offering periods beginning on May 16 th and November 16 th of each year. The ESPP is a compensatory plan as defined by the authoritative guidance for stock compensation. As such, stock-based compensation expense has been recorded for the three months ended March 31, 2024. The stock-based compensation expense related to the ESPP was $ 0.1 million for each of the three months ended March 31, 2024 and 2023. Stock-Based Compensation Expense The total stock-based compensation expense recognized was as follows (in thousands): Three Months Ended 2024 2023 Research and development $ 2,282 $ 2,251 General and administrative 2,378 2,356 Total stock-based compensation expense $ 4,660 $ 4,607 To determine the value of stock option awards for stock-based compensation purposes, the Company uses the Black-Scholes option pricing model and the assumptions discussed below. Each of these inputs is subjective and generally requires significant judgment. Fair Value of Common Stock —The fair value of each share of underlying common stock is based on the closing price of the Company’s common stock as reported on the date of grant on the Nasdaq Global Select Market. Expected Term —The expected term represents the period that the stock-based awards are expected to be outstanding and is determined using the simplified method (based on the mid-point between the vesting date and the end of the contractual term). The Company continues using the simplified method as it does not have sufficient historical exercise data to provide a reasonable basis upon which to estimate expected term due to the limited period of time its equity shares have been publicly traded. Expected Volatility —Beginning in 2024, the expected volatility was estimated based on a weighted volatility using both the Company’s trading history for its common stock and the average volatility for comparable publicly traded life sciences companies over a period equal to the expected term of the stock option grants. Prior to 2024, the expected volatility was estimated based on the average volatility for comparable publicly traded life sciences companies over a period equal to the expected term of the stock option grants. The comparable companies were chosen based on the similar size, stage in life cycle or area of specialty. Risk-Free Interest Rate —The risk-free interest rate is based on the U.S. Treasury zero coupon issues in effect at the time of grant for periods corresponding with the expected term of the option. Dividend Yield —The Company has never paid dividends on its common stock and has no plans to pay dividends on its common stock. Therefore, the Company used an expected dividend yield of zero. The fair value of each stock option issued was estimated on the date of grant using the Black-Scholes option pricing model with the following assumptions: Three Months Ended 2024 2023 Expected term (in years) 6.02 - 6.08 6.02 - 6.08 Expected volatility 95.90 % - 96.20 % 81.20 % - 81.50 % Risk-free interest rate 4.29 % - 4.33 % 3.58 % - 4.02 % Dividend yield — — |
Net Loss Per Share
Net Loss Per Share | 3 Months Ended |
Mar. 31, 2024 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | 8. Net Loss Per Share The Company calculates basic net loss per share by dividing net loss by the weighted-average number of shares of common stock outstanding, excluding restricted common stock. The weighted-average number of shares of common stock used in the basic and diluted net loss per share calculation include pre-funded warrants to purchase up to 35,248,479 shares of common stock, as the pre-funded warrants are exercisable at any time for nominal cash consideration. The Company has generated a net loss in all periods presented, so the basic and diluted net loss per share are the same, as the inclusion of the potentially dilutive securities would be anti-dilutive. The following outstanding potentially dilutive shares have been excluded from the calculation of diluted net loss per share due to their anti-dilutive effect: Three Months Ended 2024 2023 Stock options to purchase common stock 11,859,362 9,389,106 Shares subject to Employee Stock Purchase Plan 79,748 87,983 Unvested restricted stock units 915,861 678,996 Common warrants 8,427,508 8,427,508 Total 21,282,479 18,583,593 |
Basis of Presentation and Sig_2
Basis of Presentation and Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States, or GAAP, and applicable rules and regulations of the SEC regarding interim financial reporting. The condensed consolidated balance sheet as of March 31, 2024, the condensed consolidated statements of operations, comprehensive loss, stockholders’ equity for the three months ended March 31, 2024 and 2023 and the condensed consolidated statements of cash flows for the three months ended March 31, 2024 and 2023 are unaudited. These unaudited condensed consolidated financial statements have been prepared on the same basis as the annual consolidated financial statements and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary to present fairly the Company’s consolidated financial position, results of operations and cash flows for the interim period presented. The financial data and the other financial information contained in these notes to the condensed consolidated financial statements related to the three-month periods are also unaudited. The results of operations for the three months ended March 31, 2024 are not necessarily indicative of the results to be expected for the year ending December 31, 2024 or for any other future annual or interim period. The condensed consolidated balance sheet as of December 31, 2023 included herein was derived from the audited financial statements as of that date. These unaudited condensed consolidated financial statements should be read in conjunction with the Company's audited consolidated financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023, filed with the SEC on March 26, 2024. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America, or GAAP, requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported expenses during the reporting period. Management evaluates its estimates, including but not limited to the fair value of investments, operating lease right-of-use assets and liabilities, valuation of deferred tax assets and uncertain tax positions (including valuation allowance), clinical trial accruals and stock-based compensation. The Company evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors and adjusts those estimates and assumptions when facts and circumstances dictate. Actual results could differ from those estimates. |
Principles of Consolidation | Principles of Consolidation The condensed consolidated financial statements include the operations of Annexon, Inc. and its wholly-owned subsidiary and include the results of operations and cash flows of these entities. All intercompany balances and transactions have been eliminated in consolidation. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In November 2023, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2023-07, Segment Reporting: Improvements to Reportable Segment Disclosures , which requires disclosure of incremental segment information on an interim and annual basis. This ASU is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal periods beginning after December 15, 2024, and requires retrospective application to all prior periods presented in the financial statements. The Company adopted annual requirements under ASU 2023-07 on January 1, 2024 and plans to adopt interim requirements under ASU 2023-07 on January 1, 2025. The Company will begin including financial statement disclosures in accordance with ASU 2023-07 in its Annual Report on Form 10-K for the year ended December 31, 2024. The Company is evaluating the impact of this guidance on its financial statements and related disclosures. In December 2023, the FASB issued ASU 2023-09, Income Taxes: Improvements to Income Tax Disclosures , which requires enhanced annual disclosures regarding the rate reconciliation and income taxes paid information. ASU 2023-09 is effective for fiscal years beginning after December 15, 2024 and may be adopted on a prospective or retrospective basis. Early adoption is permitted. The Company is evaluating the impact of this guidance on its financial statements and related disclosures. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Fair Value Disclosures [Abstract] | |
Summary of Financial Assets Measured at Fair Value on a Recurring Basis | The following tables summarize the fair value of the Company’s financial assets measured at fair value on a recurring basis by level within the fair value hierarchy (in thousands): March 31, 2024 Valuation Amortized Gross Gross Aggregate Assets: Cash equivalents: Money market funds Level 1 $ 40,150 $ — $ — $ 40,150 Commercial paper Level 2 13,980 — — 13,980 Government bonds Level 2 86,360 1 ( 1 ) 86,360 Total cash equivalents 140,490 1 ( 1 ) 140,490 Short-term investments: Government bonds Level 2 113,025 1 ( 19 ) 113,007 Total short-term investments 113,025 1 ( 19 ) 113,007 $ 253,515 $ 2 $ ( 20 ) $ 253,497 December 31, 2023 Valuation Amortized Gross Gross Aggregate Assets: Cash equivalents: Money market funds Level 1 $ 143,933 $ — $ — $ 143,933 Government bonds Level 2 72,689 — — 72,689 Total cash equivalents 216,622 — — 216,622 Short-term investments: Government bonds Level 2 34,596 10 — 34,606 Total short-term investments 34,596 10 — 34,606 $ 251,218 $ 10 $ — $ 251,228 |
Balance Sheet Components (Table
Balance Sheet Components (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Disclosure Of Balance Sheet Components [Abstract] | |
Schedule of Reconciliation of Cash, Cash Equivalents and Restricted Cash | The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the condensed consolidated balance sheets that sum to the total of the same amounts shown in the condensed consolidated statements of cash flows (in thousands): March 31, December 31, Cash $ 11,451 $ 8,488 Cash equivalents 140,490 216,622 Cash and cash equivalents 151,941 225,110 Restricted cash 1,032 1,032 Cash, cash equivalents and restricted cash $ 152,973 $ 226,142 |
Summary of Prepaid Expenses and Other Current Assets | Prepaid expenses and other current assets consisted of the following (in thousands): March 31, December 31, Prepaid research and development costs $ 4,643 $ 2,617 Prepaid insurance 418 704 Other prepaid expenses 708 760 Other current assets 23 63 Total prepaid expenses and other current assets $ 5,792 $ 4,144 |
Summary of Property and Equipment, Net | Property and equipment, net, consisted of the following (in thousands): March 31, December 31, Leasehold improvements $ 17,246 $ 17,245 Laboratory equipment 1,832 1,832 Furniture and fixtures 692 692 Computer equipment and software 33 33 Total property and equipment, gross 19,803 19,802 Less: accumulated depreciation ( 5,568 ) ( 5,029 ) Total property and equipment, net $ 14,235 $ 14,773 |
Summary of Accrued Liabilities | Accrued liabilities consisted of the following (in thousands): March 31, December 31, Accrued research and development expenses $ 4,527 $ 4,027 Accrued compensation 1,643 5,607 Accrued professional services 570 501 Other accrued expenses 117 100 Total accrued liabilities $ 6,857 $ 10,235 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
Future Minimum Lease Payments and Related Lease Liabilities | Future minimum lease payments and related lease liabilities as of March 31, 2024, were as follows: (in thousands) 2024 (remaining nine months) $ 3,677 2025 5,065 2026 5,242 2027 5,425 2028 and thereafter 22,600 Total undiscounted lease payments 42,009 Less: Imputed interest ( 11,224 ) Total $ 30,785 |
Stockholder's Equity (Tables)
Stockholder's Equity (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Stockholders' Equity Note [Abstract] | |
Schedule of Common Stock Reserved for Future Issuance | The Company reserved the following shares of common stock for issuance as follows: March 31, December 31, Stock options issued and outstanding 11,859,362 9,208,970 Stock options reserved for 2020 Incentive Award Plan 1,762,992 1,988,340 Unvested restricted stock units outstanding 915,861 495,579 Common stock reserved for 2021 ATM program 25,980,123 2,619,471 Common stock reserved for 2024 ATM program 25,000,000 — Common stock reserved for Employee Stock Purchase 2,122,071 1,338,381 Common stock reserved for 2022 Employment Inducement 1,667,300 758,084 Common stock reserved for pre-funded warrants 35,248,479 40,493,510 Common stock reserved for common warrants 8,427,508 8,427,508 Total common stock reserved 112,983,696 65,329,843 |
Equity Incentive Plans (Tables)
Equity Incentive Plans (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Share-Based Payment Arrangement [Abstract] | |
Summary of Stock Option Activity | The following table presents stock option activity under the Plans for the period: Number of Weighted- Weighted- Aggregate Balances as of December 31, 2023 9,208,970 $ 10.31 7.53 $ 2,930 Stock options granted 3,121,592 $ 5.13 Stock options exercised ( 105,526 ) $ 2.06 Stock options forfeited ( 365,674 ) $ 9.15 Balances as of March 31, 2024 11,859,362 $ 9.05 7.91 $ 18,184 Exercisable as of March 31, 2024 5,469,398 $ 12.11 6.49 $ 5,860 |
Summary of RSU Activity under 2020 Plan | A summary of RSU activity under the Company’s equity incentive plan and related information is as follows: Number of Shares Weighted-Average Grant Date Fair Value Per Share Unvested as of December 31, 2023 495,579 $ 5.69 Granted 602,600 5.13 Vested ( 124,695 ) 6.44 Cancelled ( 57,623 ) 5.33 Unvested as of March 31, 2024 915,861 $ 5.24 |
Summary of Stock-Based Compensation Expense | The total stock-based compensation expense recognized was as follows (in thousands): Three Months Ended 2024 2023 Research and development $ 2,282 $ 2,251 General and administrative 2,378 2,356 Total stock-based compensation expense $ 4,660 $ 4,607 |
Summary of Fair Value of Each Award Issued Estimated on the Date of Grant Using the Black-Scholes Option Pricing Model | The fair value of each stock option issued was estimated on the date of grant using the Black-Scholes option pricing model with the following assumptions: Three Months Ended 2024 2023 Expected term (in years) 6.02 - 6.08 6.02 - 6.08 Expected volatility 95.90 % - 96.20 % 81.20 % - 81.50 % Risk-free interest rate 4.29 % - 4.33 % 3.58 % - 4.02 % Dividend yield — — |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Earnings Per Share [Abstract] | |
Summary of Outstanding Potentially Dilutive Shares Excluded From Calculation of Diluted Net Loss Per Share | The following outstanding potentially dilutive shares have been excluded from the calculation of diluted net loss per share due to their anti-dilutive effect: Three Months Ended 2024 2023 Stock options to purchase common stock 11,859,362 9,389,106 Shares subject to Employee Stock Purchase Plan 79,748 87,983 Unvested restricted stock units 915,861 678,996 Common warrants 8,427,508 8,427,508 Total 21,282,479 18,583,593 |
Organization - Additional Infor
Organization - Additional Information (Detail) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Accounting Policies [Abstract] | ||
Accumulated deficit | $ 597,675 | $ 572,499 |
Cash and cash equivalents and short-term investments | $ 264,900 |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of Financial Assets Measured at Fair Value on a Recurring Basis (Detail) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Amortized Cost | $ 253,515 | $ 251,218 |
Gross Unrealized Holding Gains | 2 | 10 |
Gross Unrealized Holding Losses | (20) | |
Aggregate Fair Value | 253,497 | 251,228 |
Level 1 [Member] | Cash and Cash Equivalents [Member] | Money Market Funds [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Amortized Cost | 40,150 | 143,933 |
Aggregate Fair Value | 40,150 | 143,933 |
Level 2 [Member] | Cash and Cash Equivalents [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Amortized Cost | 140,490 | 216,622 |
Gross Unrealized Holding Gains | 1 | |
Gross Unrealized Holding Losses | (1) | |
Aggregate Fair Value | 140,490 | 216,622 |
Level 2 [Member] | Cash and Cash Equivalents [Member] | Commercial Paper [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Amortized Cost | 13,980 | |
Aggregate Fair Value | 13,980 | |
Level 2 [Member] | Cash and Cash Equivalents [Member] | Government Bonds [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Amortized Cost | 86,360 | 72,689 |
Gross Unrealized Holding Gains | 1 | |
Gross Unrealized Holding Losses | (1) | |
Aggregate Fair Value | 86,360 | 72,689 |
Level 2 [Member] | Short-Term Investments [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Amortized Cost | 113,025 | 34,596 |
Gross Unrealized Holding Gains | 1 | 10 |
Gross Unrealized Holding Losses | (19) | |
Aggregate Fair Value | 113,007 | 34,606 |
Level 2 [Member] | Short-Term Investments [Member] | Government Bonds [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Amortized Cost | 113,025 | 34,596 |
Gross Unrealized Holding Gains | 1 | 10 |
Gross Unrealized Holding Losses | (19) | |
Aggregate Fair Value | $ 113,007 | $ 34,606 |
Balance Sheet Components - Sche
Balance Sheet Components - Schedule of Reconciliation of Cash, Cash Equivalents and Restricted Cash (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents [Abstract] | ||
Cash | $ 11,451 | $ 8,488 |
Cash equivalents | 140,490 | 216,622 |
Cash and cash equivalents | 151,941 | 225,110 |
Restricted cash | 1,032 | 1,032 |
Cash, cash equivalents and restricted cash | $ 152,973 | $ 226,142 |
Balance Sheet Components - Summ
Balance Sheet Components - Summary of Prepaid Expenses and Other Current Assets (Detail) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Prepaid Expense and Other Assets, Current [Abstract] | ||
Prepaid research and development costs | $ 4,643 | $ 2,617 |
Prepaid insurance | 418 | 704 |
Other prepaid expenses | 708 | 760 |
Other current assets | 23 | 63 |
Total prepaid expenses and other current assets | $ 5,792 | $ 4,144 |
Balance Sheet Components - Su_2
Balance Sheet Components - Summary of Property and Equipment, Net (Detail) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Property Plant And Equipment [Line Items] | ||
Total property and equipment, gross | $ 19,803 | $ 19,802 |
Less: accumulated depreciation | (5,568) | (5,029) |
Total property and equipment, net | 14,235 | 14,773 |
Leasehold Improvements [Member] | ||
Property Plant And Equipment [Line Items] | ||
Total property and equipment, gross | 17,246 | 17,245 |
Laboratory Equipment [Member] | ||
Property Plant And Equipment [Line Items] | ||
Total property and equipment, gross | 1,832 | 1,832 |
Furniture and Fixtures [Member] | ||
Property Plant And Equipment [Line Items] | ||
Total property and equipment, gross | 692 | 692 |
Computer Equipment and Software [Member] | ||
Property Plant And Equipment [Line Items] | ||
Total property and equipment, gross | $ 33 | $ 33 |
Balance Sheet Components - Addi
Balance Sheet Components - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Prepaid Expense and Other Assets, Current [Abstract] | ||
Depreciation expense | $ 0.5 | $ 0.5 |
Balance Sheet Components - Su_3
Balance Sheet Components - Summary of Accrued Liabilities (Detail) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Accrued Liabilities, Current [Abstract] | ||
Accrued research and development expenses | $ 4,527 | $ 4,027 |
Accrued compensation | 1,643 | 5,607 |
Accrued professional services | 570 | 501 |
Other accrued expenses | 117 | 100 |
Total accrued liabilities | $ 6,857 | $ 10,235 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) | 1 Months Ended | 3 Months Ended | 24 Months Ended | ||
Nov. 30, 2021 | Mar. 31, 2024 USD ($) Claim | Mar. 31, 2023 USD ($) | Nov. 30, 2023 USD ($) | Dec. 31, 2023 USD ($) | |
Gain Contingencies [Line Items] | |||||
Lessee, Operating Sublease Commencement Year and Month | 2021-12 | ||||
Lessee operating sublease expiration year and month | 2023-11 | ||||
Aggregate sublease payment receivable | $ 3,400,000 | ||||
Sublease income | $ 0 | $ 400,000 | |||
Operating lease right-of-use asset | 17,701,000 | $ 18,009,000 | |||
Lease liabilities | $ 30,785,000 | ||||
Weighted average incremental borrowing rate | 8.40% | ||||
Operating lease costs | $ 1,000,000 | 500,000 | |||
Variable lease payments | 500,000 | $ 400,000 | |||
Loss contingency accrual | $ 0 | ||||
Indemnification Agreement [Member] | |||||
Gain Contingencies [Line Items] | |||||
Loss contingency pending claims | Claim | 0 | ||||
Brisbane, California [Member] | |||||
Gain Contingencies [Line Items] | |||||
Operating lease, term of contract | 10 years | ||||
Operating lease, expiration month and year | 2031-10 | ||||
Operating lease, renewal term | 10 years | ||||
Operating lease right-of-use asset | $ 17,700,000 | ||||
Lease liabilities | $ 30,800,000 | ||||
Weighted average remaining lease term | 7 years 7 months 6 days |
Commitments and Contingencies_2
Commitments and Contingencies - Future Minimum Lease Payments and Related Lease Liabilities (Detail) $ in Thousands | Mar. 31, 2024 USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2023 (remaining three months) | $ 3,677 |
2024 | 5,425 |
2025 | 5,065 |
2026 | 5,242 |
2027 and thereafter | 22,600 |
Total undiscounted lease payments | 42,009 |
Less: Imputed interest | (11,224) |
Lease liabilities | $ 30,785 |
Stockholder's Equity - Addition
Stockholder's Equity - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||||||
May 13, 2024 | Apr. 30, 2024 | Feb. 29, 2024 | Dec. 31, 2023 | Mar. 31, 2023 | Jul. 31, 2022 | Aug. 31, 2021 | Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | |
Class Of Stock [Line Items] | ||||||||||
Net proceeds from private placement | $ 122,500 | |||||||||
Common stock | $ 78 | $ 90 | $ 78 | |||||||
Net proceeds from sale of common stock | $ 33,131 | $ 17,995 | ||||||||
Common Stock [Member] | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Sale of shares | 6,639,348 | |||||||||
Common stock shares issued for exercise of warrants | 5,243,400 | 2,582,557 | ||||||||
Common Stock [Member] | Subsequent Event [Member] | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Common stock shares issued for exercise of warrants | 965,427 | |||||||||
Pre-funded Warrants [Member] | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Purchase of shares | 5,244,444 | 18,379,861 | 2,583,144 | 2,583,144 | 18,379,861 | |||||
Offering price per share | $ 2.879 | $ 3.87025 | ||||||||
Pre-funded warrants were recorded at fair value | $ 52,900 | |||||||||
Pre-funded Warrants [Member] | Maximum [Member] | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Purchase of shares | 24,696,206 | 13,135,417 | ||||||||
Purchase price per share | $ 0.001 | $ 0.001 | $ 0.001 | |||||||
Warrants or Common Warrants [Member] | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Offering price per share | 3.87125 | |||||||||
Purchase price per share | $ 5.806875 | |||||||||
Warrant expiration date | Jun. 30, 2025 | |||||||||
Warrants or Common Warrants [Member] | Maximum [Member] | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Purchase of shares | 8,427,508 | 8,427,508 | ||||||||
Private Placement [Member] | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Sale of shares | 9,013,834 | |||||||||
Private Placement [Member] | Pre-funded Warrants [Member] | Maximum [Member] | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Purchase of shares | 22,113,062 | |||||||||
Underwriting agreement [Member] | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Sale of shares | 25,035,000 | |||||||||
Common stock, par value per share | $ 0.001 | 0.001 | ||||||||
Common stock shares issued for exercise of warrants | 12,169,990 | |||||||||
Exchange value | $ 1,000 | |||||||||
Shares issued price per share | $ 2.88 | $ 2.88 | ||||||||
Net proceeds from sale of common stock | $ 117,000 | |||||||||
Underwriting agreement [Member] | Director [Member] | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Sale of shares | 350,000 | |||||||||
Sales Agreement with Cowen and Company LLC [Member] | 2021 ATM Program [Member] | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Common stock | $ 100,000 | |||||||||
Percentage of gross proceeds of common stock to be paid | 3% | |||||||||
Common stock, shares issued | 2,646,458 | 6,639,348 | 2,646,458 | |||||||
Shares issued price per share | $ 6.8 | $ 6.8 | ||||||||
Net proceeds from sale of common stock | $ 32,200 | $ 17,500 | ||||||||
Remains available for offer and sales of shares of common stock | 48,900 | |||||||||
Sales Agreement with Cowen and Company LLC [Member] | 2024 ATM Program [Member] | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Common stock | $ 100,000 | |||||||||
Sales Agreement with Cowen and Company LLC [Member] | 2024 ATM Program [Member] | Maximum [Member] | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Percentage of gross proceeds of common stock to be paid | 3% | |||||||||
Cowen Sales Agent [Member] | 2021 ATM Program [Member] | Subsequent Event [Member] | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Net proceeds from sale of common stock | $ 6,400 |
Stockholder's Equity - Schedule
Stockholder's Equity - Schedule of Common Stock Reserved for Future Issuance (Detail) - shares | Mar. 31, 2024 | Dec. 31, 2023 |
Class Of Stock [Line Items] | ||
Common stock reserved | 11,859,362 | 9,208,970 |
Common stock reserved | 1,762,992 | |
Common stock reserved | 112,983,696 | 65,329,843 |
Stock Options Issued and Outstanding [Member] | ||
Class Of Stock [Line Items] | ||
Common stock reserved | 11,859,362 | 9,208,970 |
Stock Options Reserved for 2020 Incentive Award Plan [Member] | ||
Class Of Stock [Line Items] | ||
Common stock reserved | 1,762,992 | 1,988,340 |
Unvested Restricted Stock Units Outstanding [Member] | ||
Class Of Stock [Line Items] | ||
Common stock reserved | 915,861 | 495,579 |
Common Stock Reserved for Employee Stock Purchase Plan [Member] | ||
Class Of Stock [Line Items] | ||
Common stock reserved | 2,122,071 | 1,338,381 |
2022 Employment Inducement Award Plan [Member] | ||
Class Of Stock [Line Items] | ||
Common stock reserved | 1,667,300 | 758,084 |
Pre-Funded Warrants [Member] | ||
Class Of Stock [Line Items] | ||
Common stock reserved | 35,248,479 | 40,493,510 |
Common Warrants [Member] | ||
Class Of Stock [Line Items] | ||
Common stock reserved | 8,427,508 | 8,427,508 |
2021 ATM Program [Member] | ||
Class Of Stock [Line Items] | ||
Common stock reserved | 25,980,123 | 2,619,471 |
2024 ATM Program [Member] | ||
Class Of Stock [Line Items] | ||
Common stock reserved | 25,000,000 |
Equity Incentive Plans - Additi
Equity Incentive Plans - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |||
Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | Jul. 31, 2022 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Percentage of number of shares of capital stock outstanding on last day of preceding year | 4% | |||
Stock option grants description | Awards granted under the 2020 Plan expire no later than ten years from the date of grant. For Incentive Stock Options, or ISOs, and Nonstatutory Stock Options, or NSOs, the option price shall not be less than 100% of the estimated fair value on the date of grant. Options granted typically vest over a four-year period but may be granted with different vesting terms. | |||
Option expiry period | 10 years | |||
Vesting Period | 4 years | |||
Options available for future grant | 1,762,992 | |||
Intrinsic value of options exercised | $ 300 | $ 300 | ||
Weighted- average exercise price per share, Stock options granted | $ 5.13 | |||
Unrecognized stock-based compensation cost expected period for recognition | 2 years 7 months 6 days | |||
Common stock for future issuance | 112,983,696 | 65,329,843 | ||
Total stock-based compensation expense | $ 4,660 | $ 4,607 | ||
Employees [Member] | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Weighted- average exercise price per share, Stock options granted | $ 4.06 | $ 4.35 | ||
2022 Employment Inducement Award Plan [Member] | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Options available for future grant | 1,667,300 | 2,850,000 | ||
Incentive Stock Options, or ISOs, and Nonstatutory Stock Options, or NSOs [Member] | Minimum [Member] | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Purchase of Common stock at end of each offering period at price equal to percentage of fair market value of shares | 100% | |||
Stock Options Issued and Outstanding [Member] | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Unrecognized stock-based compensation cost | $ 29,800 | |||
Restricted Stock Units [Member] | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Unrecognized stock-based compensation cost | $ 4,300 | |||
Unrecognized stock-based compensation cost expected period for recognition | 2 years 4 months 24 days | |||
Employee Stock Purchase Plan [Member] | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Purchase of Common stock at end of each offering period at price equal to percentage of fair market value of shares | 85% | |||
Share purchases funded through payroll deductions minimum percentage of employee's eligible compensation | 1% | |||
Share purchases funded through payroll deductions maximum percentage of employee's eligible compensation | 15% | |||
Common stock for future issuance | 2,122,071 | 1,338,381 | ||
Percentage of shares of common stock outstanding on last day of immediately preceding fiscal year | 1% | |||
Total stock-based compensation expense | $ 100 | $ 100 |
Equity Incentive Plans - Summar
Equity Incentive Plans - Summary of Stock Option Activity (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2024 | Dec. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | ||
Number of shares, Beginning balance | 9,208,970 | |
Number of shares, Stock options granted | 3,121,592 | |
Number of shares, Stock options exercised | (105,526) | |
Number of shares, Stock options forfeited | (365,674) | |
Number of shares, Ending balance | 11,859,362 | 9,208,970 |
Number of shares, Exercisable | 5,469,398 | |
Weighted- average exercise price per share, Beginning balance | $ 10.31 | |
Weighted- average exercise price per share, Stock options granted | 5.13 | |
Weighted- average exercise price per share, Stock options exercised | 2.06 | |
Weighted- average exercise price per share, Stock options forfeited | 9.15 | |
Weighted- average exercise price per share, Ending balance | 9.05 | $ 10.31 |
Weighted- average exercise price per share, Exercisable | $ 12.11 | |
Weighted- average remaining contractual term | 7 years 10 months 28 days | 7 years 6 months 10 days |
Weighted- average remaining contractual term, Exercisable | 6 years 5 months 26 days | |
Aggregate intrinsic value | $ 18,184 | $ 2,930 |
Aggregate intrinsic value, Exercisable | $ 5,860 |
Equity Incentive Plans - Summ_2
Equity Incentive Plans - Summary of RSU Activity under 2020 Plan (Detail) | 3 Months Ended |
Mar. 31, 2024 $ / shares shares | |
Share-Based Payment Arrangement [Abstract] | |
Number of Shares, Unvested as of December 31, 2023 | shares | 495,579 |
Number of Shares, Granted | shares | 602,600 |
Number of Shares, Vested | shares | (124,695) |
Number of Shares, Cancelled | shares | (57,623) |
Number of Shares, Unvested as of March 31, 2024 | shares | 915,861 |
Weighted-Average Grant Date Fair Value Per Share, Granted Unvested as of December 31, 2023 | $ / shares | $ 5.69 |
Weighted-Average Grant Date Fair Value Per Share, Granted | $ / shares | 5.13 |
Weighted-Average Grant Date Fair Value Per Share, Vested | $ / shares | 6.44 |
Weighted-Average Grant Date Fair Value Per Share, Cancelled | $ / shares | 5.33 |
Weighted-Average Grant Date Fair Value Per Share, Granted Unvested as of March 31, 2024 | $ / shares | $ 5.24 |
Equity Incentive Plans - Summ_3
Equity Incentive Plans - Summary of Stock-Based Compensation Expense (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Total stock-based compensation expense | $ 4,660 | $ 4,607 |
Research and Development [Member] | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Total stock-based compensation expense | 2,282 | 2,251 |
General and Administrative [Member] | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Total stock-based compensation expense | $ 2,378 | $ 2,356 |
Equity Incentive Plans - Summ_4
Equity Incentive Plans - Summary of Fair Value of Each Award Issued Estimated on the Date of Grant Using the Black-Scholes Option Pricing Model (Detail) | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Expected volatility, Minimum | 95.90% | 81.20% |
Expected volatility, Maximum | 96.20% | 81.50% |
Risk-free interest rate, Minimum | 4.29% | 3.58% |
Risk-free interest rate, Maximum | 4.33% | 4.02% |
Minimum [Member] | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Expected term (in years) | 6 years 7 days | 6 years 7 days |
Maximum [Member] | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Expected term (in years) | 6 years 29 days | 6 years 29 days |
Net Loss Per Share - Additional
Net Loss Per Share - Additional Information (Detail) - Pre-funded Warrants [Member] - shares | Mar. 31, 2024 | Feb. 29, 2024 | Dec. 31, 2023 | Mar. 31, 2023 | Jul. 31, 2022 |
Class of Warrant or Right [Line Items] | |||||
Warrants exercised | 5,244,444 | 18,379,861 | 2,583,144 | ||
Maximum [Member] | |||||
Class of Warrant or Right [Line Items] | |||||
Warrants exercised | 13,135,417 | 24,696,206 | |||
Maximum [Member] | Common Stock [Member] | |||||
Class of Warrant or Right [Line Items] | |||||
Warrants exercised | 35,248,479 |
Net Loss Per Share - Summary of
Net Loss Per Share - Summary of Outstanding Potentially Dilutive Shares Excluded From Calculation of Diluted Net Loss Per Share (Detail) - shares | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from the computation of diluted net loss per share | 21,282,479 | 18,583,593 |
Shares Subject to Employee Stock Purchase Plan [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from the computation of diluted net loss per share | 79,748 | 87,983 |
Stock Options to Purchase Common Stock [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from the computation of diluted net loss per share | 11,859,362 | 9,389,106 |
Unvested Restricted Stock Units [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from the computation of diluted net loss per share | 915,861 | 678,996 |
Common Warrants [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from the computation of diluted net loss per share | 8,427,508 | 8,427,508 |