Cover
Cover - shares | 6 Months Ended | |
May 31, 2023 | Jun. 30, 2023 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | May 31, 2023 | |
Document Transition Report | false | |
Entity File Number | 001-39398 | |
Entity Registrant Name | NURIX THERAPEUTICS, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 27-0838048 | |
Entity Address, Address Line One | 1700 Owens Street | |
Entity Address, Address Line Two | Suite 205 | |
Entity Address, City or Town | San Francisco | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 94158 | |
City Area Code | 415 | |
Local Phone Number | 660-5320 | |
Title of 12(b) Security | Common Stock, par value $0.001 per share | |
Trading Symbol | NRIX | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 48,200,071 | |
Entity Central Index Key | 0001549595 | |
Current Fiscal Year End Date | --11-30 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | May 31, 2023 | Nov. 30, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 58,958 | $ 64,474 |
Marketable securities, current | 222,219 | 244,667 |
Prepaid expenses and other current assets | 8,837 | 9,308 |
Total current assets | 290,014 | 318,449 |
Marketable securities, non‑current | 27,463 | 63,879 |
Operating lease right-of-use assets | 9,941 | 12,345 |
Property and equipment, net | 18,495 | 17,163 |
Restricted cash | 901 | 901 |
Other assets | 3,810 | 4,022 |
Total assets | 350,624 | 416,759 |
Current liabilities: | ||
Accounts payable | 4,525 | 5,064 |
Accrued expenses and other current liabilities | 18,091 | 22,428 |
Operating lease liabilities, current | 5,583 | 5,530 |
Deferred revenue, current | 44,063 | 37,633 |
Total current liabilities | 72,262 | 70,655 |
Operating lease liabilities, net of current portion | 3,758 | 6,434 |
Deferred revenue, net of current portion | 14,683 | 35,974 |
Total liabilities | 90,703 | 113,063 |
Commitments and contingencies (Note 6) | ||
Stockholdersʼ equity: | ||
Preferred stock, $0.001 par value— 10,000,000 shares authorized as of May 31, 2023 and November 30, 2022; no shares issued and outstanding as of May 31, 2023 and November 30, 2022 | 0 | 0 |
Common stock, $0.001 par value— 500,000,000 shares authorized as of May 31, 2023 and November 30, 2022; 47,631,208 and 47,172,299 shares issued and outstanding as of May 31, 2023 and November 30, 2022, respectively | 48 | 47 |
Additional paid-in capital | 728,038 | 709,220 |
Accumulated other comprehensive loss | (1,903) | (4,319) |
Accumulated deficit | (466,262) | (401,252) |
Total stockholdersʼ equity | 259,921 | 303,696 |
Total liabilities and stockholdersʼ equity | $ 350,624 | $ 416,759 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | May 31, 2023 | Nov. 30, 2022 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in USD per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized (in shares) | 10,000,000 | 10,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in USD per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 500,000,000 | 500,000,000 |
Common stock, shares outstanding (in shares) | 47,631,208 | 47,172,299 |
Common stock, shares issued (in shares) | 47,631,208 | 47,172,299 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
May 31, 2023 | May 31, 2022 | May 31, 2023 | May 31, 2022 | |
Total revenue | $ 30,676 | $ 11,432 | $ 43,361 | $ 21,053 |
Operating expenses: | ||||
Research and development | 45,763 | 47,493 | 91,579 | 90,630 |
General and administrative | 11,678 | 9,654 | 21,499 | 18,882 |
Total operating expenses | 57,441 | 57,147 | 113,078 | 109,512 |
Loss from operations | (26,765) | (45,715) | (69,717) | (88,459) |
Interest and other income, net | 2,488 | 314 | 4,707 | 525 |
Net loss | $ (24,277) | $ (45,401) | $ (65,010) | $ (87,934) |
Net loss per share, basic (in USD per share) | $ (0.45) | $ (1.01) | $ (1.20) | $ (1.96) |
Net loss per share, diluted (in USD per share) | $ (0.45) | $ (1.01) | $ (1.20) | $ (1.96) |
Weighted-average number of shares outstanding, basic (in shares) | 54,259,045 | 44,898,409 | 54,144,909 | 44,797,235 |
Weighted-average number of shares outstanding, diluted (in shares) | 54,259,045 | 44,898,409 | 54,144,909 | 44,797,235 |
Collaboration revenue | ||||
Total revenue | $ 10,676 | $ 11,432 | $ 23,361 | $ 21,053 |
License revenue | ||||
Total revenue | $ 20,000 | $ 0 | $ 20,000 | $ 0 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
May 31, 2023 | May 31, 2022 | May 31, 2023 | May 31, 2022 | |
Statement of Other Comprehensive Income [Abstract] | ||||
Net loss | $ (24,277) | $ (45,401) | $ (65,010) | $ (87,934) |
Other comprehensive income (loss), net of tax: | ||||
Unrealized gain (loss) on available-for-sale marketable securities | 1,344 | (1,019) | 2,416 | (2,477) |
Total comprehensive loss | $ (22,933) | $ (46,420) | $ (62,594) | $ (90,411) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Total | Common stock | Additional paid-in capital | Accumulated other comprehensive income (loss) | Accumulated deficit |
Beginning balance (in shares at Nov. 30, 2021 | 44,664,371 | ||||
Beginning balance at Nov. 30, 2021 | $ 342,302 | $ 45 | $ 563,757 | $ (608) | $ (220,892) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Exercise of stock options (in shares) | 117,870 | ||||
Exercise of stock options | 424 | 424 | |||
Vesting of early exercised stock options | 47 | 47 | |||
Issuance under employee stock purchase plan (in shares) | 71,207 | ||||
Issuance under employee stock purchase plan | 1,064 | 1,064 | |||
Stock-based compensation | 6,071 | 6,071 | |||
Unrealized gain (loss) on available-for-sale marektable securities | (1,458) | (1,458) | |||
Net loss | (42,533) | (42,533) | |||
Ending balance (in shares) at Feb. 28, 2022 | 44,853,448 | ||||
Ending balance at Feb. 28, 2022 | 305,917 | $ 45 | 571,363 | (2,066) | (263,425) |
Beginning balance (in shares at Nov. 30, 2021 | 44,664,371 | ||||
Beginning balance at Nov. 30, 2021 | 342,302 | $ 45 | 563,757 | (608) | (220,892) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net loss | (87,934) | ||||
Ending balance (in shares) at May. 31, 2022 | 45,040,068 | ||||
Ending balance at May. 31, 2022 | 266,739 | $ 45 | 578,605 | (3,085) | (308,826) |
Beginning balance (in shares at Feb. 28, 2022 | 44,853,448 | ||||
Beginning balance at Feb. 28, 2022 | 305,917 | $ 45 | 571,363 | (2,066) | (263,425) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Exercise of stock options (in shares) | 173,155 | ||||
Exercise of stock options | 432 | 432 | |||
Vesting of restricted stock units (in shares) | 13,465 | ||||
Vesting of early exercised stock options | 35 | 35 | |||
Stock-based compensation | 6,775 | 6,775 | |||
Unrealized gain (loss) on available-for-sale marektable securities | (1,019) | (1,019) | |||
Net loss | (45,401) | (45,401) | |||
Ending balance (in shares) at May. 31, 2022 | 45,040,068 | ||||
Ending balance at May. 31, 2022 | 266,739 | $ 45 | 578,605 | (3,085) | (308,826) |
Beginning balance (in shares at Nov. 30, 2022 | 47,172,299 | ||||
Beginning balance at Nov. 30, 2022 | 303,696 | $ 47 | 709,220 | (4,319) | (401,252) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Exercise of stock options (in shares) | 8,768 | ||||
Exercise of stock options | 28 | 28 | |||
Vesting of restricted stock units (in shares) | 98,571 | ||||
Vesting of early exercised stock options | 31 | 31 | |||
Issuance under employee stock purchase plan (in shares) | 165,215 | ||||
Issuance under employee stock purchase plan | 1,453 | 1,453 | |||
Stock-based compensation | 8,505 | 8,505 | |||
Unrealized gain (loss) on available-for-sale marektable securities | 1,072 | 1,072 | |||
Net loss | (40,733) | (40,733) | |||
Ending balance (in shares) at Feb. 28, 2023 | 47,444,853 | ||||
Ending balance at Feb. 28, 2023 | 274,052 | $ 47 | 719,237 | (3,247) | (441,985) |
Beginning balance (in shares at Nov. 30, 2022 | 47,172,299 | ||||
Beginning balance at Nov. 30, 2022 | 303,696 | $ 47 | 709,220 | (4,319) | (401,252) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net loss | (65,010) | ||||
Ending balance (in shares) at May. 31, 2023 | 47,631,208 | ||||
Ending balance at May. 31, 2023 | 259,921 | $ 48 | 728,038 | (1,903) | (466,262) |
Beginning balance (in shares at Feb. 28, 2023 | 47,444,853 | ||||
Beginning balance at Feb. 28, 2023 | 274,052 | $ 47 | 719,237 | (3,247) | (441,985) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Exercise of pre-funded warrants (in shares) | 148,497 | ||||
Exercise of pre-funded warrants | 1 | $ 1 | |||
Exercise of stock options (in shares) | 5,597 | ||||
Exercise of stock options | 24 | 24 | |||
Vesting of restricted stock units (in shares) | 32,261 | ||||
Vesting of early exercised stock options | 31 | 31 | |||
Stock-based compensation | 8,746 | 8,746 | |||
Unrealized gain (loss) on available-for-sale marektable securities | 1,344 | 1,344 | |||
Net loss | (24,277) | (24,277) | |||
Ending balance (in shares) at May. 31, 2023 | 47,631,208 | ||||
Ending balance at May. 31, 2023 | $ 259,921 | $ 48 | $ 728,038 | $ (1,903) | $ (466,262) |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
May 31, 2023 | May 31, 2022 | |
Cash flows from operating activities | ||
Net loss | $ (65,010) | $ (87,934) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 3,648 | 2,273 |
Stock-based compensation | 17,204 | 12,846 |
Net amortization (accretion) of premium (discount) on marketable securities | (1,808) | 993 |
Loss on disposal of property and equipment | 96 | 9 |
Amortization of operating lease right-of-use assets | 2,865 | 2,612 |
Other | 0 | 201 |
Changes in operating assets and liabilities: | ||
Accounts receivable | 0 | 6,000 |
Prepaid expenses and other assets | 515 | (1,515) |
Accounts payable | (1,839) | 1,747 |
Deferred revenue | (14,861) | (13,052) |
Operating lease liabilities | (3,084) | (2,548) |
Accrued expenses and other liabilities | (4,647) | 2,824 |
Net cash used in operating activities | (66,921) | (75,544) |
Cash flows from investing activities | ||
Purchases of marketable securities | (83,353) | (80,031) |
Maturities of marketable securities | 146,609 | 121,558 |
Purchases of property and equipment | (3,357) | (6,261) |
Net cash provided by investing activities | 59,899 | 35,266 |
Cash flows from financing activities | ||
Proceeds from exercise of stock options and pre-funded warrants | 53 | 856 |
Proceeds from issuance under employee stock purchase plan | 1,453 | 1,064 |
Net cash provided by financing activities | 1,506 | 1,920 |
Net decrease in cash, cash equivalents and restricted cash | (5,516) | (38,358) |
Cash, cash equivalents and restricted cash at beginning of period | 65,375 | 80,792 |
Cash, cash equivalents and restricted cash at end of period | 59,859 | 42,434 |
Supplemental disclosures of non-cash investing and financing activities: | ||
Additions to property and equipment included in accounts payable and accrued expenses and other liabilities | 3,045 | 2,693 |
Capitalized stock-based compensation related to internal-use software development | 47 | 0 |
Vesting of early exercised stock options | 62 | 82 |
Reconciliation of cash, cash equivalents and restricted cash: | ||
Cash and cash equivalents | 58,958 | 41,533 |
Restricted cash | 901 | 901 |
Total cash, cash equivalents and restricted cash | $ 59,859 | $ 42,434 |
Organization
Organization | 6 Months Ended |
May 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization | Organization Description of Business Nurix Therapeutics, Inc. (the Company) was incorporated in the state of Delaware on August 27, 2009, and is headquartered in San Francisco, California. The Company is a clinical stage biopharmaceutical company focused on the discovery, development and commercialization of medicines based on the modulation of cellular protein levels as a novel treatment approach for cancer and other challenging diseases. Leveraging the Company’s expertise in E3 ligases together with its proprietary DNA-encoded libraries, the Company has built DELigase, an integrated discovery platform to identify and advance novel drug candidates targeting E3 ligases, a broad class of enzymes that can modulate proteins within the cell. The Company’s drug discovery approach is to either harness or inhibit the natural function of E3 ligases within the ubiquitin-proteasome system to selectively decrease or increase cellular protein levels. The Company’s wholly owned, clinical stage pipeline includes targeted protein degraders of Bruton’s tyrosine kinase, a B-cell signaling protein, and inhibitors of Casitas B-lineage lymphoma proto-oncogene B, an E3 ligase that regulates activation of multiple immune cell types including T cells and NK cells. The Company’s partnered drug discovery pipeline consists of ten programs under collaboration agreements with Sanofi S.A. (Sanofi) and Gilead Sciences, Inc. (Gilead), within which the Company retains options for co-development and co-commercialization rights in the United States for up to four drug candidates, two for each collaboration. Equity Distribution Agreement In August 2021, the Company filed a shelf registration statement on Form S-3 with the Securities and Exchange Commission (SEC), which was amended in February 2023. This shelf registration statement, which includes a base prospectus, allows the Company at any time to offer and sell up to $450.0 million of the Company’s registered common stock, preferred stock, debt securities, warrants, subscriptions rights and or units or any combination of securities described in the prospectus in one or more offerings. In addition, in August 2021, the Company entered into an Equity Distribution Agreement with Piper Sandler & Co. (Piper Sandler) pursuant to which, from time to time, the Company may offer and sell through Piper Sandler up to $150.0 million of the common stock registered under the shelf registration statement pursuant to one or more “at the market” offerings. The Company is not required to sell any shares at any time during the term of the Equity Distribution Agreement. The Company agreed to pay Piper Sandler a commission of 3% of the gross sales price of any shares sold pursuant to the Equity Distribution Agreement. In June 2022, the Company issued and sold 2,000,000 shares of common stock under the Equity Distribution Agreement at a price of $10.0001 per share of common stock for net proceeds of $19.3 million, after deducting offering commissions and expenses paid by the Company. As of May 31, 2023, the Company had $130.0 million of common stock remaining available for sale under the Equity Distribution Agreement. Registered Direct Offerings In July 2022, the Company entered into separate securities purchase agreements with certain purchasers to issue and sell pre‑funded warrants to purchase an aggregate of 6,814,920 shares of the Company’s common stock in registered direct offerings (RDOs) at a price of $13.939 per pre-funded warrant. Net proceeds from the RDOs were $94.8 million, after deducting offering expenses of $0.2 million. Refer to Note 7 for more information regarding the pre-funded warrants issued in the RDOs. Liquidity and Management Plans As of May 31, 2023, the Company had cash, cash equivalents and short-term marketable securities of $281.2 million and an accumulated deficit of $466.3 million. The Company’s operations have historically been financed through the issuance of common stock, redeemable convertible preferred stock and pre-funded warrants and proceeds received under the Company’s collaboration and license agreements. Since inception, the Company has generally incurred significant losses and negative net cash flows from operations. The Company does not expect its existing cash, cash equivalents and marketable securities to be sufficient to fund the completion of its clinical trials through commercialization and will need substantial additional funding to support its continuing operations and pursue its long-term business plan. The Company anticipates incurring additional losses until such time, if ever, that it can generate significant sales of its drug candidates currently in development. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
May 31, 2023 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Presentation The Company’s condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (U.S. GAAP) and applicable rules and regulations of the SEC regarding interim financial reporting. The Company’s condensed consolidated financial statements have been prepared on the same basis as the annual financial statements and reflect, in the opinion of management, all adjustments of a normal and recurring nature that are necessary for the fair statement of the Company’s financial position as of and for the three and six months ended May 31, 2023. The condensed consolidated balance sheet as of November 30, 2022, was derived from the audited annual financial statements as of that date. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted from these interim financial statements. These interim financial statements and related disclosures have been prepared with the presumption that users of the interim financial statements have read or have access to the audited annual financial statements for the preceding fiscal year. Accordingly, these financial statements should be read in conjunction with the audited annual financial statements and notes thereto contained in the Company’s Annual Report on Form 10-K for the year ended November 30, 2022, as filed with the SEC. These interim results are not necessarily indicative of results to be expected for the full fiscal year or any future interim period. Certain prior year amounts have been reclassified for consistency with the current year cash flow presentation. The reclassification did not impact total cash flow from operating, investing or financing activities. Principles of Consolidation The accompanying condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries, including DeCART Therapeutics Inc, which was legally dissolved in July 2022. All intercompany balances and transactions have been eliminated in consolidation. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting period. On an ongoing basis, management evaluates its estimates, including those related to the useful lives of long-lived assets, the measurement of stock-based compensation, accruals for research and development activities, income taxes and revenue recognition. The Company bases its estimates on historical experience and on other relevant assumptions that are reasonable under the circumstances. Actual results could materially differ from those estimates. Refer to Note 3 for more information regarding the estimates related to revenue recognition. Concentration of Credit Risk Financial instruments that potentially subject the Company to concentration of credit risk consist of cash, cash equivalents and marketable securities. The Company invests its cash equivalents in highly rated money market funds. The Company’s marketable securities consist of debt securities issued by highly rated corporate entities, foreign governments, the U.S. federal government or state and local governments. The Company’s exposure to any individual corporate entity is limited by policy, and its ongoing cash management strategy is to maintain diversity in its deposit accounts across financial institutions; however, the Company is exposed to credit risk on deposits in the event of default by the financial institutions to the extent account balances exceed the amount insured by the Federal Deposit Insurance Corporation (FDIC). The Company is closely monitoring ongoing events involving limited liquidity, defaults, non-performance or other adverse developments that affect financial institutions or other companies in the financial services industry or the financial services industry generally, including Silicon Valley Bank (SVB). On March 10, 2023, SVB, where the Company maintained an operating account with a cash balance of less than 1% of the Company's total cash, cash equivalents and marketable securities, was closed by the California Department of Financial Protection and Innovation and the FDIC was appointed as receiver. On March 12, 2023, the U.S. Department of the Treasury, Federal Reserve Board, and FDIC released a joint statement announcing that the FDIC would complete its resolution of SVB in a manner that fully protected all depositors at SVB and that depositors would have access to all of their money starting March 13, 2023. On March 26, 2023, it was announced that First-Citizens Bank & Trust Company would assume all of SVB's deposits and loans as of March 27, 2023. In light of the foregoing, the Company does not believe that it has exposure to loss as a result of SVB’s receivership. During the periods presented, the Company has not experienced any losses on its deposits of cash, cash equivalents or marketable securities. Other Risks and Uncertainties The Company is subject to a number of risks similar to other clinical stage biopharmaceutical companies, including, but not limited to, changes in any of the following areas that the Company believes could have a material adverse effect on its future financial position or results of operations: risks related to the successful discovery and development of its drug candidates, ability to raise additional capital, development of new technological innovations by its competitors and delay or inability to obtain drug substance and finished drug product from the Company’s third-party contract manufacturers necessary for the Company’s drug candidates, protection of intellectual property rights, litigation or claims against the Company based on intellectual property rights and regulatory clearance and market acceptance for any of the Company’s products candidates for which the Company receives marketing approval. Moreover, the Company is subject to risks and uncertainties as a result of macroeconomic events and conditions, including increasing financial market volatility and uncertainty, inflation, increasing interest rates, the federal debt ceiling and budget, instability in the global banking system, the impact of war or military conflict, including the war in Ukraine, and public health pandemics. The extent to which macroeconomic factors, including increasing financial market volatility and uncertainty, will impact the Company’s business will depend on future developments that are highly uncertain and cannot be predicted at this time. The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. The extent to which the increasing financial market volatility and uncertainty may directly or indirectly impact the Company’s financial statements is highly uncertain and subject to change. The Company relies on single source manufacturers and suppliers for the supply of its drug candidates. Disruption from these manufacturers or suppliers would have a negative impact on the Company’s business, financial position and results of operations. Leases The Company determines if an arrangement contains a lease at inception. Lease right-of-use (ROU) assets, current lease liabilities and long-term lease liabilities are recognized at the lease commencement date based on the present value of the future minimum lease payments over the lease term at the commencement date. ROU assets also include any initial direct costs incurred and any lease payments made on or before the lease commencement date, less lease incentives received. The Company uses its incremental borrowing rate based on the information available at the commencement date in determining the lease liabilities as the Company’s leases generally do not provide an implicit rate. The incremental borrowing rate, the ROU asset and the lease liability are reevaluated upon a lease modification. The Company determines its incremental borrowing rate based on the rate of interest that the Company would have to pay to borrow on a collateralized basis over a similar term, in an amount equal to the lease payments in a similar economic environment. Lease terms may include options to extend or terminate the lease when the Company is reasonably certain that the option will be exercised. Lease expense for operating leases is recognized on a straight-line basis over the lease term. The Company does not have any finance leases. The Company elected to apply each of the practical expedients described in Topic 842 which allow companies (i) not to reassess prior conclusions on whether any expired or existing contracts are or contain a lease, lease classification, and initial direct costs, (ii) combine lease and non-lease components for all underlying assets groups, and (iii) not recognize ROU assets or lease liabilities for short-term leases. A short-term lease is a lease that, at the commencement date, has a lease term of 12 months or less and does not include an option to purchase the underlying asset that the lessee is reasonably certain to exercise. Revenue Recognition The Company recognizes revenue when its customer obtains control of promised goods or services, in an amount that reflects the consideration which the Company expects to receive in exchange for those goods or services. To recognize revenue from a contract with a customer, the Company performs the following five steps: (i) identify the contract(s) with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when (or as) the Company satisfies a performance obligation. At contract inception, the Company assesses the goods or services promised within each contract, whether each promised good or service is distinct, and determines those that are performance obligations. The Company then recognizes as revenue the amount of the transaction price that is allocated to the respective performance obligation when or as the performance obligation is satisfied. The Company enters into collaboration agreements under which it may obtain upfront payments, milestone payments, royalty payments and other fees. Promises under these arrangements may include research licenses, research services, including selection campaign research services for certain replacement targets, the obligation to share information during the research and the participation of alliance managers and in joint research committees, joint patent committees and joint steering committees. The Company assesses these promises within the context of the agreements to determine the performance obligations. Exclusive license rights: If a license to the Company’s intellectual property is determined to be distinct from the other promises identified in the arrangement, the Company recognizes revenue from nonrefundable, upfront payments allocated to the license when the license is transferred to the customer and the customer is able to use and benefit from the license and the underlying intellectual property. If the license is the predominant promise, and it is determined that the license represents functional intellectual property, revenue is recognized at the point in time when control of the license is transferred. If it is determined that the license does not represent functional intellectual property, revenue is recognized over time using an appropriate method of measuring progress. Research and collaboration licenses: Collaboration agreements may include research licenses and research and development services to be performed by the Company. For research licenses that are bundled with other promises, the Company utilizes judgment to assess the nature of the combined performance obligation to determine whether the combined performance obligation is satisfied over time or at a point in time and, if over time, the appropriate method of measuring proportional performance for purposes of recognizing revenue from non-refundable, upfront payments. The Company evaluates the measure of proportional performance each reporting period and, if necessary, adjusts the measure of performance and related revenue recognition. Milestone payments: At the inception of each arrangement that includes research, development, or regulatory milestone payments, the Company evaluates whether the milestones are considered probable of being reached and estimates the amount to be included in the transaction price. The Company uses the most likely amount method for research, development and regulatory milestone payments. Under the most likely amount method, an entity considers the single most likely amount in a range of possible consideration amounts. If it is probable that a significant revenue reversal would not occur, the associated milestone amount is included in the transaction price. Sales-based milestones and royalties: For arrangements that include sales-based milestone or royalty payments based on the level of sales, and in which the license is deemed to be the predominant item to which the sales-based milestone or royalties relate to, the Company recognizes revenue in the period in which the sales-based milestone is achieved and in the period in which the sales associated with the royalty occur. To date, the Company has not recognized any sales-based milestone or royalty revenue resulting from its collaboration arrangements. Customer options: Customer options, such as options granted to allow a licensee to extend a license or research term, to select additional research targets or to choose to research, develop and commercialize licensed compounds are evaluated at contract inception to determine whether those options provide a material right (i.e., an optional good or service offered for free or at a discount) to the customer. If the customer options represent a material right, the material right is treated as a separate performance obligation at the outset of the arrangement. The Company allocates the transaction price to material rights based on the standalone selling price. As a practical alternative to estimating the standalone selling price of a material right when the underlying goods or services are both (i) similar to the original goods or services in the contract and (ii) provided in accordance with the terms of the original contract, the Company allocates the total amount of consideration expected to be received from the customer to the total goods or services expected to be provided to the customer. Amounts allocated to any material right are recognized as revenue when or as the related future goods or services are transferred or when the option expires. Deferred revenue, which is a contract liability, represents net amounts received by the Company for which the related revenues have not been recognized because one or more of the revenue recognition criteria have not been met. The current portion of deferred revenue represents the amount to be recognized within one year from the condensed consolidated balance sheet date based on the estimated performance period of the underlying performance obligation. The non-current portion of deferred revenue represents amounts to be recognized after one year through the end of the performance period of the performance obligation. Recently Adopted Accounting Pronouncements There have been no recent accounting pronouncements, changes in accounting pronouncements or recently adopted accounting guidance during the six months ended May 31, 2023 that are of significance or potential significance to the Company. |
Collaboration Agreements
Collaboration Agreements | 6 Months Ended |
May 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Collaboration Agreements | Collaboration Agreements Gilead In June 2019, the Company entered into a global strategic collaboration agreement with Gilead (as subsequently amended, the Gilead Agreement), to discover, develop and commercialize a pipeline of targeted protein degradation drugs for patients with cancer and other challenging diseases using the Company’s DELigase platform to identify novel agents that utilize E3 ligases to induce degradation of five specified drug targets. In August 2019 and September 2022, the Company entered into the First Amendment and the Second Amendment, respectively, to the Gilead Agreement to clarify certain language of the Gilead Agreement. These amendments had no impact on revenue recognition. Under the Gilead Agreement, Gilead has the option to license drug candidates directed to up to five targets resulting from the collaboration and is responsible for the clinical development and commercialization of drug candidates resulting from the collaboration. The Company retains the option to co-develop and co-promote, under a profit share structure, up to two drug candidates in the United States, provided that the Company may only exercise such option once per licensed product and Gilead retains the right to veto the Company’s option selection for any one drug candidate of its choice. The collaboration excludes the Company’s current internal protein degradation programs for which the Company retains all rights, and also excludes the Company’s future internal programs, provided that the Company has distinguished future programs as excluded from the scope of the collaboration. In March 2023, Gilead exercised the option, which did not represent a material right at contract inception, since it was not offered for free or at a discount, to exclusively license one target (Gilead License Option Exercise), the first development candidate resulting from the Gilead Agreement. Pursuant to the Gilead Agreement, the Company received a license option exercise payment of $20.0 million in April 2023 for the Gilead License Option Exercise. The license to the functional intellectual property and all goods and services related to the Gilead License Option Exercise were transferred during the second quarter of fiscal year 2023. Upon signing the Gilead Agreement, Gilead paid the Company an upfront payment of $45.0 million plus $3.0 million in additional fees. In addition, from the signing of the Gilead Agreement to May 31, 2023, the Company has received payments of $41.0 million for research milestones and additional payments. As of May 31, 2023, the Company is eligible to receive up to approximately $2.3 billion in total additional payments based on certain additional fees, payments and the successful completion of certain preclinical, clinical, development and sales milestones. In addition, the Company is eligible to receive tiered royalties from mid-single digit to low tens percentages on annual net sales from any commercial products directed to the optioned collaboration targets, subject to certain reductions and excluding sales in the United States of any products for which the Company exercises its option to co-develop and co-promote, for which the Company and Gilead share profits and losses evenly. The Company re-evaluates the transaction price in each reporting period and as uncertain events are resolved or other changes in circumstances occur. The Company determined that the transaction price at the inception of the Gilead Agreement consisted of the upfront payment of $45.0 million and $3.0 million in additional fees. Upon the achievement of research milestones and additional fees related to target reservations, $41.0 million in variable consideration was added to the transaction price, and a cumulative effect was recorded as revenue in the period the transaction price increased. The transaction price is recognized as collaboration revenue using the cost-based input method over the estimated contract term of five years. For the three and six months ended May 31, 2023, the Company recognized collaboration revenue related to the Gilead Agreement of $5.7 million and $13.1 million, respectively, of which $5.7 million and $8.5 million, respectively, was included in deferred revenue as of November 30, 2022, and zero and $4.1 million, respectively, was related to activities satisfied in previous periods. The Company also recognized $20.0 million in license revenue received pursuant to the Gilead License Option Exercise during the three and six months ended May 31, 2023. For the three and six months ended May 31, 2022, the Company recognized collaboration revenue related to the Gilead Agreement of $6.1 million and $12.3 million, respectively, of which $5.3 million and $8.6 million, respectively, was included in deferred revenue as of November 30, 2021, and $0.6 million and $3.1 million, respectively, was related to activities satisfied in previous periods. As of May 31, 2023, deferred revenue related to the Gilead Agreement was $20.8 million, of which $20.4 million was included as deferred revenue, current. As of November 30, 2022, deferred revenue related to the Gilead Agreement was $27.4 million, of which $18.2 million was included as deferred revenue, current. Sanofi In December 2019, the Company entered into a strategic collaboration with Genzyme Corporation, a subsidiary of Sanofi, which became effective in January 2020 (as subsequently expanded and amended, the Sanofi Agreement), to discover, develop and commercialize a pipeline of targeted protein degradation drugs for patients with challenging diseases in multiple therapeutic areas using the Company’s DELigase platform to identify small molecules designed to induce degradation of three specified initial drug targets. In January 2021, as part of the existing collaboration agreement, Sanofi paid the Company $22.0 million to exercise its option to expand the number of targets in the collaboration agreement from three to a total of five targets. In January 2021, the Company and Sanofi entered into the First Amendment to the Sanofi Agreement to modify the research term on all targets (the First Sanofi Amendment). Over time and subject to certain limitations, Sanofi may elect to replace the drug targets with other reserved targets. In December 2021, the Company and Sanofi entered into the Second Amendment to the Sanofi Agreement to extend the substitution deadline on certain targets. In July 2022, the Company entered into the Third Amendment to the Sanofi Agreement to further extend the substitution deadline on certain targets. The extensions of the substitution deadline had no impact on revenue recognition. Also in July 2022, Sanofi elected to replace certain drug targets, and the substitution extended the research term of those targets by one year to 5.25 years and increased overall forecasted costs, which had an immaterial impact on revenue recognition. In August 2022, the Company entered into the Fourth Amendment to the Sanofi Agreement to modify the research plan for a certain target, which had no impact on revenue recognition. Upon signing the Sanofi Agreement, Sanofi paid the Company an upfront payment of $55.0 million. Subsequently, in January 2021, Sanofi paid the Company an additional $22.0 million to exercise its option to expand the number of targets beyond the initial targets included in the collaboration. In addition, from the signing of the Sanofi Agreement to May 31, 2023, the Company has received payments of $5.0 million for research milestones. As of May 31, 2023, the Company is eligible to receive up to approximately $2.5 billion in total additional payments based on certain additional fees, payments and the successful completion of certain research development, regulatory and sales milestones, as well as tiered royalties ranging from mid-single digit to low teen percentages on annual net sales of any commercial products that may result from the collaboration, subject to certain reductions and excluding sales in the United States of any products for which the Company exercises its option to co-develop and co-promote, for which the parties share profits and losses evenly. The Company re-evaluates the transaction price in each reporting period and as uncertain events are resolved or other changes in circumstances occur. At the inception of the Sanofi Agreement, the Company determined that the transaction price consisted of the upfront payment of $55.0 million for three initial drug targets and $22.0 million for two additional targets. Subsequently, upon the achievement of research milestones, $5.0 million in variable consideration was added to the transaction price and a cumulative effect was recorded as revenue in the period the transaction price increased. Revenue is recognized using the cost-based input method over the research term of 4.25 years, the revised research period that was agreed to in January 2021 in the First Sanofi Amendment for certain targets, and 5.25 years, the revised research period due to the target substitutions in July 2022, for certain other targets. |
Condensed Consolidated Balanc_3
Condensed Consolidated Balance Sheet Components | 6 Months Ended |
May 31, 2023 | |
Balance Sheet Related Disclosures [Abstract] | |
Condensed Consolidated Balance Sheet Components | Condensed Consolidated Balance Sheet Components Property and Equipment, Net Property and equipment, net, consisted of the following (in thousands): May 31, November 30, Laboratory equipment $ 29,483 $ 26,385 Leasehold improvements 5,017 3,825 Computer equipment 898 786 Furniture and fixtures 480 452 Software 4,927 4,688 Software in progress 833 697 Total property and equipment, gross 41,638 36,833 Less: Accumulated depreciation and amortization (23,143) (19,670) Total property and equipment, net $ 18,495 $ 17,163 Accrued Expenses and Other Current Liabilities Accrued expenses and other current liabilities consisted of the following (in thousands): May 31, November 30, Accrued compensation $ 9,070 $ 13,164 Accrued contract research and lab supplies 5,293 6,426 Accrued professional services 2,468 1,250 Accrued taxes 16 85 Other 1,244 1,503 Total accrued expenses and other current liabilities $ 18,091 $ 22,428 |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
May 31, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements In accordance with the authoritative guidance on fair value measurements and disclosures under U.S. GAAP, the Company discloses and recognizes the fair value of its assets and liabilities using a hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to valuations based upon unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to valuations based upon unobservable inputs that are significant to the valuation (Level 3 measurements). The guidance establishes three levels of the fair value hierarchy as follows: Level 1—Inputs that reflect unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date; Level 2—Inputs other than quoted prices included within Level 1 that are observable for the asset or liability either directly or indirectly, including inputs in markets that are not considered to be active; and Level 3—Inputs that are unobservable. Assets and liabilities measured at fair value are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires management to make judgments and considers factors specific to the asset or liability. The following tables present the Company’s investments, which consist of cash equivalents and available-for-sale marketable securities, that are measured at fair value on a recurring basis as of May 31, 2023 and November 30, 2022 (in thousands): May 31, 2023 Level Amortized Unrealized Unrealized Estimated Money market funds Level 1 $ 55,019 $ — $ — $ 55,019 U.S. treasury securities Level 1 107,601 — (291) 107,310 Corporate debt securities Level 2 36,615 — (354) 36,261 U.S. government agency securities Level 2 56,508 — (748) 55,760 Corporate commercial paper Level 2 22,888 — — 22,888 Long-term marketable securities: U.S. government agency securities Level 2 27,974 — (511) 27,463 Total $ 306,605 $ — $ (1,904) $ 304,701 Included in cash and cash equivalents $ 55,019 $ — $ — $ 55,019 Included in marketable securities, current $ 223,612 $ — $ (1,393) $ 222,219 Included in marketable securities, non-current $ 27,974 $ — $ (511) $ 27,463 November 30, 2022 Level Amortized Unrealized Unrealized Estimated Money market funds Level 1 $ 59,452 $ — $ — $ 59,452 U.S. treasury securities Level 1 75,322 — (1,120) 74,202 Corporate debt securities Level 2 81,026 — (1,279) 79,747 U.S. government agency securities Level 2 8,998 — (135) 8,863 Corporate commercial paper Level 2 74,896 — — 74,896 Foreign government securities Level 2 7,051 — (92) 6,959 Long-term marketable securities: U.S. treasury securities Level 1 5,779 — (98) 5,681 Corporate debt securities Level 2 3,492 — (217) 3,275 U.S. government agency securities Level 2 56,301 1 (1,379) 54,923 Total $ 372,317 $ 1 $ (4,320) $ 367,998 Included in cash and cash equivalents $ 59,452 $ — $ — $ 59,452 Included in marketable securities, current $ 247,293 $ — $ (2,626) $ 244,667 Included in marketable securities, non-current $ 65,572 $ 1 $ (1,694) $ 63,879 The accrued interest receivable related to the Company’s marketable securities was $1.0 million and $1.1 million as of May 31, 2023 and November 30, 2022, respectively, and was included in prepaid expenses and other current assets on the condensed consolidated balance sheet. Long-term marketable securities held by the Company generally mature within two years from the balance sheet date. The Company classifies its money market funds and U.S. treasury securities, which are valued based on quoted market prices in active markets with no valuation adjustment, as Level 1 assets within the fair value hierarchy. The Company classifies its marketable securities in corporate debt securities, U.S. government agency securities, corporate commercial paper and foreign government securities as Level 2 assets within the fair value hierarchy. The fair values of these marketable securities are estimated by taking into consideration valuations obtained from third-party pricing services. The pricing services utilize industry standard valuation models, including both income- and market-based approaches, for which all significant inputs are observable, either directly or indirectly, to estimate fair value. These inputs include reported trades of and broker/dealer quotes on the same or similar securities, issuer credit spreads, benchmark securities, prepayment/default projections based on historical data and other observable inputs. There were no transfers of financial instruments between valuation levels during the three and six months ended May 31, 2023 and 2022. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
May 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Legal Proceedings From time to time, the Company may be involved in legal proceedings in the ordinary course of business. The Company accrues a liability for such matters when it is probable that future expenditures will be made and that such expenditures can be reasonably estimated. Significant judgment is required to determine both probability and the estimated amount. Legal fees and other costs associated with such actions are expensed as incurred. As of May 31, 2023, the Company was not a party to any material legal proceedings. Indemnifications In the ordinary course of business, the Company often includes standard indemnification provisions in its arrangements with its partners, suppliers and vendors, among others. Pursuant to these provisions, the Company may be obligated to indemnify such parties for losses or claims suffered or incurred in connection with its service, breach of representations or covenants, intellectual property infringement or other claims made against such parties. These provisions may limit the time within which an indemnification claim can be made. It is not possible to determine the maximum potential amount under these indemnification obligations due to the limited history of prior indemnification claims and the unique facts and circumstances involved in each particular agreement. The Company has not incurred any material costs as a result of such indemnifications and has not accrued any liabilities related to such obligations in these condensed consolidated financial statements as management believes such liability is immaterial. In addition, the Company has entered into indemnification agreements with directors and certain officers and employees that will require the Company, among other things, to indemnify them against certain liabilities that may arise by reason of their status or service as directors, officers or employees. No demands have been made upon the Company to provide indemnification under such agreements, and thus, there are no claims that the Company is aware of that could have a material effect on the Company’s condensed consolidated financial statements. The maximum potential amount of future payments the Company could be required to make under these indemnification agreements is not specified in the agreements. However, the Company currently has directors’ and officers’ insurance that reduces its exposure and may enable the Company to recover a portion of any future amounts paid. Operating Leases The Company leases office and laboratory facilities totaling approximately 57,902 square feet within the same building in San Francisco, California under several lease agreements. The terms of these lease agreements expire on April 30, 2025. In July 2021, the Company entered into a lease agreement for the lease of approximately 19,320 square feet of office space in San Francisco, California, for a research and development laboratory and related uses. The lease will expire on June 30, 2024, unless terminated earlier. In March 2022, the Company entered into a lease agreement for the lease of approximately 46,434 square feet of office space in The Woodlands, Texas, for a research and development laboratory and related uses. The Company obtained access to the premise on August 1, 2022 to commence construction of landlord-owned improvements. The lease is expected to commence in the second half of fiscal year 2023 when the underlying assets become available for use and the Company obtains control and will expire on March 1, 2035, unless terminated earlier. The Company has an option to renew for two additional terms of five years each, and it is not reasonably certain that the Company will exercise this option. The minimum rent payable by the Company under the lease will be approximately $205,000 per month, beginning on March 1, 2023, which amount will increase by 3% per year over the term of the lease; provided that, for the period between March 1, 2023 and February 29, 2024, the minimum rent payable by the Company under the lease will be approximately $154,000 per month. The Company will also be responsible for the payment of the tenant’s proportionate share of the operating expenses as defined in the lease agreement. Operating lease expenses, excluding additional rent charges for utilities, maintenance and real estate taxes, were $1.5 million for each of the three months ended May 31, 2023 and 2022, and $3.0 million and $2.8 million for the six months ended May 31, 2023 and 2022, respectively. Short-term lease expense was not material for all periods presented. Other information related to leases were as follows (in thousands): Six Months Ended May 31, 2023 2022 Cash paid for amounts included in the measurement of lease liabilities: Cash flows from operating leases $ 2,778 $ 3,564 Supplemental disclosures of non-cash investing and financing activities: Right-of-use assets recognized in exchange for lease obligations $ — $ 4,804 |
Common Stock
Common Stock | 6 Months Ended |
May 31, 2023 | |
Stockholders' Equity Attributable to Parent [Abstract] | |
Common Stock | Common Stock The Company’s Restated Certificate of Incorporation authorizes the Company to issue up to 500,000,000 shares of common stock, $0.001 par value per share, as of May 31, 2023 and November 30, 2022. Holders of common stock are entitled to dividends when and if declared by the Company’s board of directors, subject to the prior rights of the holders of shares of preferred stock. The holder of each share of common stock is entitled to one vote. As of May 31, 2023, no dividends have been declared. In July 2022, the Company issued pre-funded warrants to purchase an aggregate of 6,814,920 shares of the Company’s common stock in RDOs at a price of $13.939 per pre-funded warrant. The pre-funded warrants were immediately exercisable, have an exercise price of $0.001 and may be exercised at any time after the date of issuance. A holder of pre-funded warrants may not exercise the warrant if the holder, together with its affiliates, would beneficially own more than 9.99% of the number of shares of the Company’s common stock outstanding immediately after giving effect to such exercise. A holder of the pre-funded warrants may increase or decrease this percentage not in excess of 19.99% by providing at least 61 days’ prior notice to the Company. As of May 31, 2023, there were pre-funded warrants to purchase an aggregate of 6,666,423 shares of the Company's common stock that remained available for exercise. In June 2023, pre-funded warrants to purchase a total of 568,863 shares of the Company’s common stock were exercised. As of June 30, 2023, pre-funded warrants to purchase a total of 6,097,560 shares of the Company’s common stock remained available for exercise. The pre-funded warrants were classified as a component of permanent equity in the Company's condensed consolidated balance sheet as they are freestanding financial instruments that are immediately exercisable, do not embody an obligation for the Company to repurchase its own shares and permit the holders to receive a fixed number of shares of common stock upon exercise. All of the shares underlying the pre-funded warrants have been included in the weighted-average number of shares of common stock used to calculate net loss per share attributable to common stockholders because the shares may be issued for little or no consideration, are fully vested and are exercisable after the original issuance date of the pre-funded warrants. Common stock reserved for future issuance, on an as-if converted basis, as of May 31, 2023 and November 30, 2022, consists of the following: May 31, November 30, Options to purchase common stock issued and outstanding 8,949,950 8,256,957 Restricted stock units issued and outstanding 1,489,429 784,824 Shares available for future equity grants 1,178,387 834,291 Shares available for issuance under employee stock purchase plan 1,632,030 1,325,523 Pre-funded warrants issued and outstanding 6,666,423 6,814,920 Total common stock reserved for future issuance 19,916,219 18,016,515 |
Stock-Based Compensation
Stock-Based Compensation | 6 Months Ended |
May 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation Equity Incentive Plans The Company’s 2020 Equity Incentive Plan (the 2020 Plan) serves as the successor to the Company’s 2012 Equity Incentive Plan (together with the 2020 Plan, the Stock Plans) and provides for the granting of stock options, stock appreciation rights, restricted stock awards, restricted stock units (RSUs), performance awards and stock bonus awards to employees, directors, consultants, independent contractors and advisors of the Company. Option activity under the Stock Plans is set forth below: Number of Weighted- Balances as of November 30, 2022 8,256,957 $ 19.47 Options granted 1,743,900 10.54 Options exercised (14,365) 3.62 Options forfeited (1,036,542) 20.98 Balances as of May 31, 2023 8,949,950 $ 17.58 RSU activity under the Stock Plans is set forth below: Number of RSUs Weighted-average grant date fair value Balances as of November 30, 2022 784,824 $ 18.97 RSUs granted 958,890 10.79 RSUs vested (130,832) 18.48 RSUs forfeited (123,453) 14.29 Balances as of May 31, 2023 1,489,429 $ 14.13 Employee Stock Purchase Plan Under the Company’s 2020 Employee Stock Purchase Plan (the ESPP), eligible employees are entitled to purchase shares of common stock with accumulated payroll deductions. During the six months ended May 31, 2023, the Company issued 165,215 shares of common stock pursuant to the ESPP at a weighted-average price of $8.80 per share. Stock-Based Compensation Stock-based compensation expense related to the Stock Plans and the ESPP that is included in the Company’s condensed consolidated statements of operations is as follows (in thousands): Three Months Ended, Six Months Ended 2023 2022 2023 2022 Research and development $ 4,859 $ 3,996 $ 10,013 $ 7,537 General and administrative 3,864 2,779 7,191 5,309 Total stock-based compensation $ 8,723 $ 6,775 $ 17,204 $ 12,846 As of May 31, 2023, the total compensation cost related to stock-based awards not yet recognized was $70.9 million, which is expected to be amortized on a straight-line basis over the weighted-average remaining vesting period of approximately 2.4 years. |
Defined Contribution Plan
Defined Contribution Plan | 6 Months Ended |
May 31, 2023 | |
Retirement Benefits [Abstract] | |
Defined Contribution Plan | Defined Contribution PlanThe Company sponsors a defined-contribution savings plan under Section 401(k) of the Internal Revenue Code of 1986, as amended (the 401(k) Plan), which provides for the Company to make discretionary matching or discretionary annual contributions to the 401(k) Plan, for its employees. Substantially all of the Company’s employees are eligible to participate in the 401(k) Plan. Employees may contribute a percentage of their annual compensation to the plan, subject to statutory limitations. The Company has made contributions to the 401(k) Plan and recorded contribution expense of $0.2 million during each of the three months ended May 31, 2023 and 2022, and $0.8 million and $0.7 million during the six months ended May 31, 2023 and 2022, respectively. |
Income Taxes
Income Taxes | 6 Months Ended |
May 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes For the three and six months ended May 31, 2023 and 2022, the Company did not record any current income tax expense or provision. Deferred income taxes reflect the net tax effects of loss and credit carryforwards and temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Realization of the deferred tax assets is dependent upon future taxable income, the amount, if any, and timing of which are uncertain. The Company has generated losses since inception and has established a valuation allowance to offset deferred tax assets as of May 31, 2023 and 2022 due to the uncertainty of realizing future tax benefits from its net operating loss carryforwards and other deferred tax assets. Under an Organization for Economic Co-operation and Development Inclusive Framework, more than 140 countries agreed to enact a two-pillar solution to address the challenges arising from the digitalization of the world economy (Pillar Two). Pillar Two introduces a global minimum Effective Tax Rate (ETR) via a system where multinational groups with consolidated revenue over €750M are subject to a minimum ETR of 15% on income arising in low-tax jurisdictions. Rules under Pillar Two are expected to be enacted beginning January 1, 2024. The Company will continue to monitor the impact of Pillar Two; however, the Company has minimal international activity and is not expecting Pillar Two to have an impact on its condensed consolidated financial statements. In January 2019, the California Franchise Tax Board (FTB) initiated an examination of the Company’s California tax return for the tax years ending in 2015, 2016, 2017 and 2018. During the year ended November 30, 2021, the FTB issued proposed audit assessments related to revenue sourcing and R&D credits. The Company does not agree with the FTB assessments and intends to challenge the assessments. Pursuant to a measurement analysis, the Company has not recorded an unrecognized tax benefit related to the FTB’s sourcing position. The Company maintains an unrecognized tax benefit related to its California R&D credits for all years. |
Net Loss Per Share
Net Loss Per Share | 6 Months Ended |
May 31, 2023 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | Net Loss Per Share The following table sets forth the computation of the Company’s basic and diluted net loss per share attributable to common stockholders, which excludes shares which are legally outstanding but subject to repurchase by the Company (in thousands, except share and per share data): Three Months Ended Six Months Ended 2023 2022 2023 2022 Numerator: Net loss $ (24,277) $ (45,401) $ (65,010) $ (87,934) Denominator: Weighted-average number of shares outstanding, basic and diluted (1) 54,259,045 44,898,409 54,144,909 44,797,235 Net loss per share, basic and diluted $ (0.45) $ (1.01) $ (1.20) $ (1.96) (1) The shares underlying the pre-funded warrants to purchase shares of the Company’s common stock have been included in the calculation of the weighted-average number of shares outstanding, basic and diluted, for the three and six months ended May 31, 2023. The following potentially dilutive securities were excluded from the computation of the diluted net loss per share of common stock for the periods presented because their effect would have been anti-dilutive: May 31, 2023 2022 Options to purchase common stock issued and outstanding 8,949,950 6,441,714 Options early exercised subject to vesting 11,893 33,300 Restricted stock units issued and outstanding 1,489,429 678,837 Shares expected to be purchased under employee stock purchase plan 102,506 73,851 Total 10,553,778 7,227,702 |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
May 31, 2023 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party TransactionsThe Company’s Chief Financial Officer is a trustee for the multiple employer welfare association that facilitates the acquisition and administration of the Company’s healthcare plans. Expenses related to the healthcare plan premiums were $1.1 million and $0.9 million for the three months ended May 31, 2023 and 2022, respectively, and $2.3 million and $1.9 million for the six months ended May 31, 2023 and 2022, respectively. As of May 31, 2023 and November 30, 2022, the amount recorded in accounts payable and accrued expenses and other current liabilities in connection with this healthcare plan provider was not material. |
Subsequent Events
Subsequent Events | 6 Months Ended |
May 31, 2023 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent EventsRefer to Note 7 for more information on the exercise of pre-funded warrants. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
May 31, 2023 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The Company’s condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (U.S. GAAP) and applicable rules and regulations of the SEC regarding interim financial reporting. The Company’s condensed consolidated financial statements have been prepared on the same basis as the annual financial statements and reflect, in the opinion of management, all adjustments of a normal and recurring nature that are necessary for the fair statement of the Company’s financial position as of and for the three and six months ended May 31, 2023. The condensed consolidated balance sheet as of November 30, 2022, was derived from the audited annual financial statements as of that date. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted from these interim financial statements. These interim financial statements and related disclosures have been prepared with the presumption that users of the interim financial statements have read or have access to the audited annual financial statements for the preceding fiscal year. Accordingly, these financial statements should be read in conjunction with the audited annual financial statements and notes thereto contained in the Company’s Annual Report on Form 10-K for the year ended November 30, 2022, as filed with the SEC. These interim results are not necessarily indicative of results to be expected for the full fiscal year or any future interim period. Certain prior year amounts have been reclassified for consistency with the current year cash flow presentation. The reclassification did not impact total cash flow from operating, investing or financing activities. |
Principles of Consolidation | Principles of Consolidation The accompanying condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries, including DeCART Therapeutics Inc, which was legally dissolved in July 2022. All intercompany balances and transactions have been eliminated in consolidation. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting period. On an ongoing basis, management evaluates its estimates, including those related to the useful lives of long-lived assets, the measurement of stock-based compensation, accruals for research and development activities, income taxes and revenue recognition. The Company bases its estimates on historical experience and on other relevant assumptions that are reasonable under the circumstances. Actual results could materially differ from those estimates. Refer to Note 3 for more information regarding the estimates related to revenue recognition. |
Concentration of Credit Risk | Concentration of Credit Risk Financial instruments that potentially subject the Company to concentration of credit risk consist of cash, cash equivalents and marketable securities. The Company invests its cash equivalents in highly rated money market funds. The Company’s marketable securities consist of debt securities issued by highly rated corporate entities, foreign governments, the U.S. federal government or state and local governments. The Company’s exposure to any individual corporate entity is limited by policy, and its ongoing cash management strategy is to maintain diversity in its deposit accounts across financial institutions; however, the Company is exposed to credit risk on deposits in the event of default by the financial institutions to the extent account balances exceed the amount insured by the Federal Deposit Insurance Corporation (FDIC). The Company is closely monitoring ongoing events involving limited liquidity, defaults, non-performance or other adverse developments that affect financial institutions or other companies in the financial services industry or the financial services industry generally, including Silicon Valley Bank (SVB). On March 10, 2023, SVB, where the Company maintained an operating account with a cash balance of less than 1% of the Company's total cash, cash equivalents and marketable securities, was closed by the California Department of Financial Protection and Innovation and the FDIC was appointed as receiver. On March 12, 2023, the U.S. Department of the Treasury, Federal Reserve Board, and FDIC released a joint statement announcing that the FDIC would complete its resolution of SVB in a manner that fully protected all depositors at SVB and that depositors would have access to all of their money starting March 13, 2023. On March 26, 2023, it was announced that First-Citizens Bank & Trust Company would assume all of SVB's deposits and loans as of March 27, 2023. In light of the foregoing, the Company does not believe that it has exposure to loss as a result of SVB’s receivership. During the periods presented, the Company has not experienced any losses on its deposits of cash, cash equivalents or marketable securities. |
Other Risks and Uncertainties | Other Risks and Uncertainties The Company is subject to a number of risks similar to other clinical stage biopharmaceutical companies, including, but not limited to, changes in any of the following areas that the Company believes could have a material adverse effect on its future financial position or results of operations: risks related to the successful discovery and development of its drug candidates, ability to raise additional capital, development of new technological innovations by its competitors and delay or inability to obtain drug substance and finished drug product from the Company’s third-party contract manufacturers necessary for the Company’s drug candidates, protection of intellectual property rights, litigation or claims against the Company based on intellectual property rights and regulatory clearance and market acceptance for any of the Company’s products candidates for which the Company receives marketing approval. Moreover, the Company is subject to risks and uncertainties as a result of macroeconomic events and conditions, including increasing financial market volatility and uncertainty, inflation, increasing interest rates, the federal debt ceiling and budget, instability in the global banking system, the impact of war or military conflict, including the war in Ukraine, and public health pandemics. The extent to which macroeconomic factors, including increasing financial market volatility and uncertainty, will impact the Company’s business will depend on future developments that are highly uncertain and cannot be predicted at this time. The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. The extent to which the increasing financial market volatility and uncertainty may directly or indirectly impact the Company’s financial statements is highly uncertain and subject to change. The Company relies on single source manufacturers and suppliers for the supply of its drug candidates. Disruption from these manufacturers or suppliers would have a negative impact on the Company’s business, financial position and results of operations. |
Leases | Leases The Company determines if an arrangement contains a lease at inception. Lease right-of-use (ROU) assets, current lease liabilities and long-term lease liabilities are recognized at the lease commencement date based on the present value of the future minimum lease payments over the lease term at the commencement date. ROU assets also include any initial direct costs incurred and any lease payments made on or before the lease commencement date, less lease incentives received. The Company uses its incremental borrowing rate based on the information available at the commencement date in determining the lease liabilities as the Company’s leases generally do not provide an implicit rate. The incremental borrowing rate, the ROU asset and the lease liability are reevaluated upon a lease modification. The Company determines its incremental borrowing rate based on the rate of interest that the Company would have to pay to borrow on a collateralized basis over a similar term, in an amount equal to the lease payments in a similar economic environment. Lease terms may include options to extend or terminate the lease when the Company is reasonably certain that the option will be exercised. Lease expense for operating leases is recognized on a straight-line basis over the lease term. The Company does not have any finance leases. |
Revenue Recognition | Revenue Recognition The Company recognizes revenue when its customer obtains control of promised goods or services, in an amount that reflects the consideration which the Company expects to receive in exchange for those goods or services. To recognize revenue from a contract with a customer, the Company performs the following five steps: (i) identify the contract(s) with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when (or as) the Company satisfies a performance obligation. At contract inception, the Company assesses the goods or services promised within each contract, whether each promised good or service is distinct, and determines those that are performance obligations. The Company then recognizes as revenue the amount of the transaction price that is allocated to the respective performance obligation when or as the performance obligation is satisfied. The Company enters into collaboration agreements under which it may obtain upfront payments, milestone payments, royalty payments and other fees. Promises under these arrangements may include research licenses, research services, including selection campaign research services for certain replacement targets, the obligation to share information during the research and the participation of alliance managers and in joint research committees, joint patent committees and joint steering committees. The Company assesses these promises within the context of the agreements to determine the performance obligations. Exclusive license rights: If a license to the Company’s intellectual property is determined to be distinct from the other promises identified in the arrangement, the Company recognizes revenue from nonrefundable, upfront payments allocated to the license when the license is transferred to the customer and the customer is able to use and benefit from the license and the underlying intellectual property. If the license is the predominant promise, and it is determined that the license represents functional intellectual property, revenue is recognized at the point in time when control of the license is transferred. If it is determined that the license does not represent functional intellectual property, revenue is recognized over time using an appropriate method of measuring progress. Research and collaboration licenses: Collaboration agreements may include research licenses and research and development services to be performed by the Company. For research licenses that are bundled with other promises, the Company utilizes judgment to assess the nature of the combined performance obligation to determine whether the combined performance obligation is satisfied over time or at a point in time and, if over time, the appropriate method of measuring proportional performance for purposes of recognizing revenue from non-refundable, upfront payments. The Company evaluates the measure of proportional performance each reporting period and, if necessary, adjusts the measure of performance and related revenue recognition. Milestone payments: At the inception of each arrangement that includes research, development, or regulatory milestone payments, the Company evaluates whether the milestones are considered probable of being reached and estimates the amount to be included in the transaction price. The Company uses the most likely amount method for research, development and regulatory milestone payments. Under the most likely amount method, an entity considers the single most likely amount in a range of possible consideration amounts. If it is probable that a significant revenue reversal would not occur, the associated milestone amount is included in the transaction price. Sales-based milestones and royalties: For arrangements that include sales-based milestone or royalty payments based on the level of sales, and in which the license is deemed to be the predominant item to which the sales-based milestone or royalties relate to, the Company recognizes revenue in the period in which the sales-based milestone is achieved and in the period in which the sales associated with the royalty occur. To date, the Company has not recognized any sales-based milestone or royalty revenue resulting from its collaboration arrangements. |
Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements There have been no recent accounting pronouncements, changes in accounting pronouncements or recently adopted accounting guidance during the six months ended May 31, 2023 that are of significance or potential significance to the Company. |
Condensed Consolidated Balanc_4
Condensed Consolidated Balance Sheet Components (Tables) | 6 Months Ended |
May 31, 2023 | |
Balance Sheet Related Disclosures [Abstract] | |
Summary of Property and Equipment | Property and equipment, net, consisted of the following (in thousands): May 31, November 30, Laboratory equipment $ 29,483 $ 26,385 Leasehold improvements 5,017 3,825 Computer equipment 898 786 Furniture and fixtures 480 452 Software 4,927 4,688 Software in progress 833 697 Total property and equipment, gross 41,638 36,833 Less: Accumulated depreciation and amortization (23,143) (19,670) Total property and equipment, net $ 18,495 $ 17,163 |
Schedule of Accrued Expenses and Other Current Liabilities | Accrued expenses and other current liabilities consisted of the following (in thousands): May 31, November 30, Accrued compensation $ 9,070 $ 13,164 Accrued contract research and lab supplies 5,293 6,426 Accrued professional services 2,468 1,250 Accrued taxes 16 85 Other 1,244 1,503 Total accrued expenses and other current liabilities $ 18,091 $ 22,428 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
May 31, 2023 | |
Fair Value Disclosures [Abstract] | |
Summary of Investments Fair Value Measurement on Recurring Basis | The following tables present the Company’s investments, which consist of cash equivalents and available-for-sale marketable securities, that are measured at fair value on a recurring basis as of May 31, 2023 and November 30, 2022 (in thousands): May 31, 2023 Level Amortized Unrealized Unrealized Estimated Money market funds Level 1 $ 55,019 $ — $ — $ 55,019 U.S. treasury securities Level 1 107,601 — (291) 107,310 Corporate debt securities Level 2 36,615 — (354) 36,261 U.S. government agency securities Level 2 56,508 — (748) 55,760 Corporate commercial paper Level 2 22,888 — — 22,888 Long-term marketable securities: U.S. government agency securities Level 2 27,974 — (511) 27,463 Total $ 306,605 $ — $ (1,904) $ 304,701 Included in cash and cash equivalents $ 55,019 $ — $ — $ 55,019 Included in marketable securities, current $ 223,612 $ — $ (1,393) $ 222,219 Included in marketable securities, non-current $ 27,974 $ — $ (511) $ 27,463 November 30, 2022 Level Amortized Unrealized Unrealized Estimated Money market funds Level 1 $ 59,452 $ — $ — $ 59,452 U.S. treasury securities Level 1 75,322 — (1,120) 74,202 Corporate debt securities Level 2 81,026 — (1,279) 79,747 U.S. government agency securities Level 2 8,998 — (135) 8,863 Corporate commercial paper Level 2 74,896 — — 74,896 Foreign government securities Level 2 7,051 — (92) 6,959 Long-term marketable securities: U.S. treasury securities Level 1 5,779 — (98) 5,681 Corporate debt securities Level 2 3,492 — (217) 3,275 U.S. government agency securities Level 2 56,301 1 (1,379) 54,923 Total $ 372,317 $ 1 $ (4,320) $ 367,998 Included in cash and cash equivalents $ 59,452 $ — $ — $ 59,452 Included in marketable securities, current $ 247,293 $ — $ (2,626) $ 244,667 Included in marketable securities, non-current $ 65,572 $ 1 $ (1,694) $ 63,879 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 6 Months Ended |
May 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Other Information Related to Leases | Other information related to leases were as follows (in thousands): Six Months Ended May 31, 2023 2022 Cash paid for amounts included in the measurement of lease liabilities: Cash flows from operating leases $ 2,778 $ 3,564 Supplemental disclosures of non-cash investing and financing activities: Right-of-use assets recognized in exchange for lease obligations $ — $ 4,804 |
Common Stock (Tables)
Common Stock (Tables) | 6 Months Ended |
May 31, 2023 | |
Stockholders' Equity Attributable to Parent [Abstract] | |
Schedule of Common Stock Shares Reserved for Future Issuance | Common stock reserved for future issuance, on an as-if converted basis, as of May 31, 2023 and November 30, 2022, consists of the following: May 31, November 30, Options to purchase common stock issued and outstanding 8,949,950 8,256,957 Restricted stock units issued and outstanding 1,489,429 784,824 Shares available for future equity grants 1,178,387 834,291 Shares available for issuance under employee stock purchase plan 1,632,030 1,325,523 Pre-funded warrants issued and outstanding 6,666,423 6,814,920 Total common stock reserved for future issuance 19,916,219 18,016,515 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 6 Months Ended |
May 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of Activity under 2020 Plan and 2012 Plan | Option activity under the Stock Plans is set forth below: Number of Weighted- Balances as of November 30, 2022 8,256,957 $ 19.47 Options granted 1,743,900 10.54 Options exercised (14,365) 3.62 Options forfeited (1,036,542) 20.98 Balances as of May 31, 2023 8,949,950 $ 17.58 |
Summary of RSU Activity | RSU activity under the Stock Plans is set forth below: Number of RSUs Weighted-average grant date fair value Balances as of November 30, 2022 784,824 $ 18.97 RSUs granted 958,890 10.79 RSUs vested (130,832) 18.48 RSUs forfeited (123,453) 14.29 Balances as of May 31, 2023 1,489,429 $ 14.13 |
Summary of Stock-Based Compensation Expense Related to Stock Options and 2020 ESPP Included in Statements of Operations | Stock-based compensation expense related to the Stock Plans and the ESPP that is included in the Company’s condensed consolidated statements of operations is as follows (in thousands): Three Months Ended, Six Months Ended 2023 2022 2023 2022 Research and development $ 4,859 $ 3,996 $ 10,013 $ 7,537 General and administrative 3,864 2,779 7,191 5,309 Total stock-based compensation $ 8,723 $ 6,775 $ 17,204 $ 12,846 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 6 Months Ended |
May 31, 2023 | |
Earnings Per Share [Abstract] | |
Schedule of Computation of Basic and Diluted Net Loss per Share Attributable to Common Stockholders | The following table sets forth the computation of the Company’s basic and diluted net loss per share attributable to common stockholders, which excludes shares which are legally outstanding but subject to repurchase by the Company (in thousands, except share and per share data): Three Months Ended Six Months Ended 2023 2022 2023 2022 Numerator: Net loss $ (24,277) $ (45,401) $ (65,010) $ (87,934) Denominator: Weighted-average number of shares outstanding, basic and diluted (1) 54,259,045 44,898,409 54,144,909 44,797,235 Net loss per share, basic and diluted $ (0.45) $ (1.01) $ (1.20) $ (1.96) (1) The shares underlying the pre-funded warrants to purchase shares of the Company’s common stock have been included in the calculation of the weighted-average number of shares outstanding, basic and diluted, for the three and six months ended May 31, 2023. |
Schedule of Antidilutive Securities Excluded from Computation of Diluted Net Loss per Share of Common Stock | The following potentially dilutive securities were excluded from the computation of the diluted net loss per share of common stock for the periods presented because their effect would have been anti-dilutive: May 31, 2023 2022 Options to purchase common stock issued and outstanding 8,949,950 6,441,714 Options early exercised subject to vesting 11,893 33,300 Restricted stock units issued and outstanding 1,489,429 678,837 Shares expected to be purchased under employee stock purchase plan 102,506 73,851 Total 10,553,778 7,227,702 |
Organization - Additional Infor
Organization - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | ||||
Jul. 31, 2022 | Jun. 30, 2022 | May 31, 2023 | Nov. 30, 2022 | Aug. 31, 2021 | |
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||||
Common stock, shares issued (in shares) | 47,631,208 | 47,172,299 | |||
Warrants issued to purchase common stock (in shares) | 19,916,219 | 18,016,515 | |||
Cash and short-term investments | $ 281,200 | ||||
Accumulated deficit | $ 466,262 | $ 401,252 | |||
Pre Funded Warrants | |||||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||||
Warrants issued to purchase common stock (in shares) | 6,666,423 | 6,814,920 | |||
Warrant price (in USD per share) | $ 13.939 | ||||
Equity Distribution Agreement | Maximum | |||||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||||
Equity distribution agreement, value of common stock available for Issuance | $ 450,000 | ||||
At the Market Offering | Equity Distribution Agreement | Piper Sandler & Co. | |||||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||||
Common stock, shares issued (in shares) | 0 | ||||
Equity distribution agreement, commission percentage on gross sales price of shares | 3% | ||||
Number of shares issued (in shares) | 2,000,000 | ||||
Stock issued, price per share (in USD per share) | $ 10.0001 | ||||
Net proceeds from offering | $ 19,300 | ||||
At the Market Offering | Equity Distribution Agreement | Piper Sandler & Co. | Maximum | |||||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||||
Equity distribution agreement, value of common stock available for Issuance | $ 130,000 | $ 150,000 | |||
Registered Direct Offerings | Pre Funded Warrants | |||||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||||
Warrants issued to purchase common stock (in shares) | 6,814,920 | ||||
Warrant price (in USD per share) | $ 13.939 | ||||
Net proceeds from warrants | $ 94,800 | ||||
Warrants offering expenses | $ 200 |
Collaboration Agreements - Addi
Collaboration Agreements - Additional Information (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||||||
Jul. 31, 2022 | Jan. 31, 2021 | Dec. 31, 2019 | Jun. 30, 2019 | May 31, 2023 | May 31, 2022 | May 31, 2023 | May 31, 2022 | Nov. 30, 2022 | |
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||
Total revenue | $ 30,676 | $ 11,432 | $ 43,361 | $ 21,053 | |||||
Deferred revenue, current | 44,063 | 44,063 | $ 37,633 | ||||||
License revenue | |||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||
Total revenue | 20,000 | 0 | 20,000 | 0 | |||||
Gilead Agreement | |||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||
Upfront payment | $ 45,000 | ||||||||
Upfront payment of additional fees | $ 3,000 | ||||||||
Research milestones payments received | 41,000 | ||||||||
Variable consideration included in transaction price | $ 41,000 | ||||||||
Collaboration agreement contract term | 5 years | ||||||||
Total revenue | 5,700 | 6,100 | $ 13,100 | 12,300 | |||||
Collaboration revenue recognized from opening contract liability | 5,700 | 5,300 | 8,500 | 8,600 | |||||
Performance obligation satisfied | 0 | 600 | 4,100 | 3,100 | |||||
Recorded deferred revenue | 20,800 | 20,800 | 27,400 | ||||||
Deferred revenue, current | 20,400 | 20,400 | 18,200 | ||||||
Gilead Agreement | License revenue | |||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||
Total revenue | 20,000 | 20,000 | |||||||
Gilead Agreement | Maximum | |||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||
Potential additional payments | 2,300,000 | 2,300,000 | |||||||
Sanofi Agreement | |||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||
Upfront payment | $ 55,000 | ||||||||
Research milestones payments received | 5,000 | ||||||||
Variable consideration included in transaction price | 5,000 | ||||||||
Total revenue | 5,000 | 5,300 | 10,300 | 8,700 | |||||
Collaboration revenue recognized from opening contract liability | 5,000 | 5,300 | 9,800 | 8,200 | |||||
Performance obligation satisfied | 0 | $ 0 | 400 | $ 500 | |||||
Recorded deferred revenue | 37,900 | 37,900 | 46,200 | ||||||
Deferred revenue, current | 23,700 | $ 23,700 | 19,400 | ||||||
Additional payment received to exercise option to expand number of targets | $ 22,000 | ||||||||
Contractual initial research period | 4 years 3 months | ||||||||
Contract assets | $ 1,000 | ||||||||
Sanofi Agreement | Minimum | |||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||
Extended research term | 1 year | ||||||||
Sanofi Agreement | Maximum | |||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||
Extended research term | 5 years 3 months | ||||||||
Milestone potential additional payments | $ 2,500,000 | $ 2,500,000 |
Condensed Consolidated Balanc_5
Condensed Consolidated Balance Sheet Components - Summary of Property and Equipment (Details) - USD ($) $ in Thousands | May 31, 2023 | Nov. 30, 2022 |
Total property and equipment, gross | ||
Total property and equipment, gross | $ 41,638 | $ 36,833 |
Less: Accumulated depreciation and amortization | (23,143) | (19,670) |
Total property and equipment, net | 18,495 | 17,163 |
Laboratory equipment | ||
Total property and equipment, gross | ||
Total property and equipment, gross | 29,483 | 26,385 |
Leasehold improvements | ||
Total property and equipment, gross | ||
Total property and equipment, gross | 5,017 | 3,825 |
Computer equipment | ||
Total property and equipment, gross | ||
Total property and equipment, gross | 898 | 786 |
Furniture and fixtures | ||
Total property and equipment, gross | ||
Total property and equipment, gross | 480 | 452 |
Software | ||
Total property and equipment, gross | ||
Total property and equipment, gross | 4,927 | 4,688 |
Software in progress | ||
Total property and equipment, gross | ||
Total property and equipment, gross | $ 833 | $ 697 |
Condensed Consolidated Balanc_6
Condensed Consolidated Balance Sheet Components - Schedule of Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands | May 31, 2023 | Nov. 30, 2022 |
Balance Sheet Related Disclosures [Abstract] | ||
Accrued compensation | $ 9,070 | $ 13,164 |
Accrued contract research and lab supplies | 5,293 | 6,426 |
Accrued professional services | 2,468 | 1,250 |
Accrued taxes | 16 | 85 |
Other | 1,244 | 1,503 |
Total accrued expenses and other current liabilities | $ 18,091 | $ 22,428 |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of Investments Fair Value Measurement on Recurring Basis (Details) - Fair Value Measurements, Recurring - USD ($) $ in Thousands | May 31, 2023 | Nov. 30, 2022 |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Amortized cost | $ 306,605 | $ 372,317 |
Unrealized gain | 0 | 1 |
Unrealized loss | (1,904) | (4,320) |
Estimated fair value | 304,701 | 367,998 |
Included in cash and cash equivalents | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Amortized cost | 55,019 | 59,452 |
Unrealized gain | 0 | 0 |
Unrealized loss | 0 | 0 |
Estimated fair value | 55,019 | 59,452 |
Included in marketable securities, current | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Amortized cost | 223,612 | 247,293 |
Unrealized gain | 0 | 0 |
Unrealized loss | (1,393) | (2,626) |
Estimated fair value | 222,219 | 244,667 |
Included in marketable securities, non-current | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Amortized cost | 27,974 | 65,572 |
Unrealized gain | 0 | 1 |
Unrealized loss | (511) | (1,694) |
Estimated fair value | 27,463 | 63,879 |
Level 1 | Money market funds | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Amortized cost, short-term | 55,019 | 59,452 |
Unrealized gain, short-term | 0 | 0 |
Unrealized loss, short-term | 0 | 0 |
Estimated fair value, short-term | 55,019 | 59,452 |
Level 1 | U.S. treasury securities | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Amortized cost, short-term | 107,601 | 75,322 |
Amortized cost, long-term | 5,779 | |
Unrealized gain, short-term | 0 | 0 |
Unrealized gain, long-term | 0 | |
Unrealized loss, short-term | (291) | (1,120) |
Unrealized loss, long-term | (98) | |
Estimated fair value, short-term | 107,310 | 74,202 |
Estimated fair value, long-term | 5,681 | |
Level 2 | Corporate debt securities | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Amortized cost, short-term | 36,615 | 81,026 |
Amortized cost, long-term | 3,492 | |
Unrealized gain, short-term | 0 | 0 |
Unrealized gain, long-term | 0 | |
Unrealized loss, short-term | (354) | (1,279) |
Unrealized loss, long-term | (217) | |
Estimated fair value, short-term | 36,261 | 79,747 |
Estimated fair value, long-term | 3,275 | |
Level 2 | U.S. government agency securities | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Amortized cost, short-term | 56,508 | 8,998 |
Amortized cost, long-term | 27,974 | 56,301 |
Unrealized gain, short-term | 0 | 0 |
Unrealized gain, long-term | 0 | 1 |
Unrealized loss, short-term | (748) | (135) |
Unrealized loss, long-term | (511) | (1,379) |
Estimated fair value, short-term | 55,760 | 8,863 |
Estimated fair value, long-term | 27,463 | 54,923 |
Level 2 | Corporate commercial paper | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Amortized cost, short-term | 22,888 | 74,896 |
Unrealized gain, short-term | 0 | 0 |
Unrealized loss, short-term | 0 | 0 |
Estimated fair value, short-term | $ 22,888 | 74,896 |
Level 2 | Foreign government securities | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Amortized cost, short-term | 7,051 | |
Unrealized gain, short-term | 0 | |
Unrealized loss, short-term | (92) | |
Estimated fair value, short-term | $ 6,959 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) | 3 Months Ended | 6 Months Ended | |||
May 31, 2023 USD ($) security | May 31, 2022 USD ($) | May 31, 2023 USD ($) security | May 31, 2022 USD ($) | Nov. 30, 2022 USD ($) security | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||||
Long-term marketable securities maturity (in years) | 2 years | 2 years | |||
Debt securities unrealized loss position, more than12 months number of positions | security | 0 | 0 | 0 | ||
Allowance for credit losses | $ 0 | $ 0 | $ 0 | ||
Impairment losses related to marketable securities | 0 | $ 0 | 0 | $ 0 | |
Prepaid Expenses and Other Current Assets | |||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||||
Accrued interest receivable | $ 1,000,000 | $ 1,000,000 | $ 1,100,000 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||
Mar. 31, 2022 USD ($) ft² | May 31, 2023 USD ($) ft² | May 31, 2023 USD ($) ft² terms | May 31, 2022 USD ($) | Jul. 31, 2021 ft² | |
Commitments and Contingencies Disclosure [Abstract] | |||||
Area of office space leased | ft² | 46,434 | 57,902 | 57,902 | 19,320 | |
Number of renewal options | terms | 2 | ||||
Renewal term | 5 years | 5 years | |||
Rent payable per month | $ 205,000 | ||||
Percentage of increase of rent per year | 3% | ||||
Minimum monthly rent payable, year one | $ 154,000 | ||||
Operating lease expenses, excluding additional rent charges for utilities, maintenance and real estate taxes | $ 1,500,000 | $ 3,000,000 | $ 2,800,000 |
Commitments and Contingencies_2
Commitments and Contingencies - Other Information Related to Leases (Details) - USD ($) $ in Thousands | 6 Months Ended | |
May 31, 2023 | May 31, 2022 | |
Cash paid for amounts included in the measurement of lease liabilities: | ||
Cash flows from operating leases | $ 2,778 | $ 3,564 |
Supplemental disclosures of non-cash investing and financing activities: | ||
Right-of-use assets recognized in exchange for lease obligations | $ 0 | $ 4,804 |
Common Stock - Additional Infor
Common Stock - Additional Information (Details) - $ / shares | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jul. 31, 2022 | May 31, 2023 | May 31, 2023 | Nov. 30, 2022 | |
Class Of Stock [Line Items] | |||||
Common stock, shares authorized to issue (in shares) | 500,000,000 | 500,000,000 | 500,000,000 | ||
Common stock, par value (in USD per share) | $ 0.001 | $ 0.001 | $ 0.001 | ||
Common stock, voting rights | one | ||||
Common stock, dividends declared (in USD per share) | $ 0 | ||||
Warrants issued to purchase common stock (in shares) | 19,916,219 | 19,916,219 | 18,016,515 | ||
Common stock | |||||
Class Of Stock [Line Items] | |||||
Exercise of pre-funded warrants (in shares) | 148,497 | ||||
Common stock | Subsequent Event | |||||
Class Of Stock [Line Items] | |||||
Exercise of pre-funded warrants (in shares) | 568,863 | ||||
Pre Funded Warrants | |||||
Class Of Stock [Line Items] | |||||
Warrants issued to purchase common stock (in shares) | 6,666,423 | 6,666,423 | 6,814,920 | ||
Number of warrants (in shares) | 6,814,920 | 6,666,423 | 6,666,423 | ||
Warrant price (in USD per share) | $ 13.939 | ||||
Exercise price of warrants (in USD per share) | $ 0.001 | ||||
Minimum common stock holding percentage | 9.99% | ||||
Maximum increase or decrease percentage of warrants | 19.99% | ||||
Pre Funded Warrants | Subsequent Event | |||||
Class Of Stock [Line Items] | |||||
Number of warrants (in shares) | 6,097,560 |
Common Stock - Schedule of Comm
Common Stock - Schedule of Common Stock Shares Reserved for Future Issuance (Details) - shares | May 31, 2023 | Nov. 30, 2022 |
Class Of Stock [Line Items] | ||
Total common stock reserved for future issuance (in shares) | 19,916,219 | 18,016,515 |
Pre-funded warrants issued and outstanding | ||
Class Of Stock [Line Items] | ||
Total common stock reserved for future issuance (in shares) | 6,666,423 | 6,814,920 |
Shares available for issuance under employee stock purchase plan | ||
Class Of Stock [Line Items] | ||
Total common stock reserved for future issuance (in shares) | 1,632,030 | 1,325,523 |
Options to purchase common stock issued and outstanding | ||
Class Of Stock [Line Items] | ||
Total common stock reserved for future issuance (in shares) | 8,949,950 | 8,256,957 |
Restricted stock units issued and outstanding | ||
Class Of Stock [Line Items] | ||
Total common stock reserved for future issuance (in shares) | 1,489,429 | 784,824 |
Shares available for future equity grants | ||
Class Of Stock [Line Items] | ||
Total common stock reserved for future issuance (in shares) | 1,178,387 | 834,291 |
Stock-Based Compensation - Sche
Stock-Based Compensation - Schedule of Option Activity under the Stock Plans (Details) - Options to purchase common stock issued and outstanding | 6 Months Ended |
May 31, 2023 $ / shares shares | |
Number of options outstanding | |
Options outstanding, beginning balance (in shares) | shares | 8,256,957 |
Options granted (in shares) | shares | 1,743,900 |
Options exercised (in shares) | shares | (14,365) |
Options forfeited (in shares) | shares | (1,036,542) |
Options outstanding, ending balance (in shares) | shares | 8,949,950 |
Weighted- average exercise price | |
Weighted-average exercise price, beginning balance (in USD per share) | $ / shares | $ 19.47 |
Weighted-average exercise price, options granted (in USD per share) | $ / shares | 10.54 |
Weighted-average exercise price, options exercised (in USD per share) | $ / shares | 3.62 |
Weighted-average exercise price, options forfeited (in USD per share) | $ / shares | 20.98 |
Weighted-average exercise price, ending balance (in USD per share) | $ / shares | $ 17.58 |
Stock-Based Compensation - Sc_2
Stock-Based Compensation - Schedule of RSU Activity (Details) - Restricted stock units issued and outstanding | 6 Months Ended |
May 31, 2023 $ / shares shares | |
Number of RSUs | |
Number of RSUs, beginning balance (in shares) | shares | 784,824 |
RSUs granted (in shares) | shares | 958,890 |
RSUs vested (in shares) | shares | (130,832) |
RSUs forfeited (in shares) | shares | (123,453) |
Number of RSUs, ending balance (in shares) | shares | 1,489,429 |
Weighted-average grant date fair value | |
Weighted-average grant date fair value, beginning balance (in USD per share) | $ / shares | $ 18.97 |
Weighted-average grant date fair value, RSUs granted (in USD per share) | $ / shares | 10.79 |
Weighted-average grant date fair value, RSUs vested (in USD per share) | $ / shares | 18.48 |
Weighted-average grant date fair value, RSUs forfeited (in USD per share) | $ / shares | 14.29 |
Weighted-average grant date fair value, ending balance (in USD per share) | $ / shares | $ 14.13 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Details) $ / shares in Units, $ in Millions | 6 Months Ended |
May 31, 2023 USD ($) $ / shares shares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Total compensation cost related to stock-based awards yet to recognize | $ | $ 70.9 |
Total compensation cost related to stock-based awards, recognition period | 2 years 4 months 24 days |
Shares expected to be purchased under employee stock purchase plan | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Shares issued (in shares) | shares | 165,215 |
Weighted-average price per share (in USD per share) | $ / shares | $ 8.80 |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Stock-Based Compensation Expense Related to Stock Options and ESPP Included in the Statements of Operations (Details) - Stock Plans and ESPP - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
May 31, 2023 | May 31, 2022 | May 31, 2023 | May 31, 2022 | |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Total stock-based compensation | $ 8,723 | $ 6,775 | $ 17,204 | $ 12,846 |
Research and development | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Total stock-based compensation | 4,859 | 3,996 | 10,013 | 7,537 |
General and administrative | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Total stock-based compensation | $ 3,864 | $ 2,779 | $ 7,191 | $ 5,309 |
Defined Contribution Plan - Add
Defined Contribution Plan - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
May 31, 2023 | May 31, 2022 | May 31, 2023 | May 31, 2022 | |
Retirement Benefits [Abstract] | ||||
Contribution expense | $ 0.2 | $ 0.2 | $ 0.8 | $ 0.7 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
May 31, 2023 | May 31, 2022 | May 31, 2023 | May 31, 2022 | |
Income Tax Disclosure [Abstract] | ||||
Current income tax (benefits) expense or provision | $ 0 | $ 0 | $ 0 | $ 0 |
Net Loss Per Share - Schedule o
Net Loss Per Share - Schedule of Computation of Basic and Diluted Net Loss per Share Attributable to Common Stockholders (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
May 31, 2023 | Feb. 28, 2023 | May 31, 2022 | Feb. 28, 2022 | May 31, 2023 | May 31, 2022 | |
Numerator: | ||||||
Net loss | $ (24,277) | $ (40,733) | $ (45,401) | $ (42,533) | $ (65,010) | $ (87,934) |
Denominator: | ||||||
Weighted-average number of shares outstanding, basic (in shares) | 54,259,045 | 44,898,409 | 54,144,909 | 44,797,235 | ||
Weighted-average number of shares outstanding, diluted (in shares) | 54,259,045 | 44,898,409 | 54,144,909 | 44,797,235 | ||
Net loss per share, basic (in USD per share) | $ (0.45) | $ (1.01) | $ (1.20) | $ (1.96) | ||
Net loss per share, diluted (in USD per share) | $ (0.45) | $ (1.01) | $ (1.20) | $ (1.96) |
Net Loss Per Share - Schedule_2
Net Loss Per Share - Schedule of Antidilutive Securities Excluded from Computation of Diluted Net Loss per Share of Common Stock (Details) - shares | 6 Months Ended | |
May 31, 2023 | May 31, 2022 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from computation of diluted net income (loss) per share (in shares) | 10,553,778 | 7,227,702 |
Shares expected to be purchased under employee stock purchase plan | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from computation of diluted net income (loss) per share (in shares) | 102,506 | 73,851 |
Options to purchase common stock issued and outstanding | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from computation of diluted net income (loss) per share (in shares) | 8,949,950 | 6,441,714 |
Options early exercised subject to vesting | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from computation of diluted net income (loss) per share (in shares) | 11,893 | 33,300 |
Restricted stock units issued and outstanding | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from computation of diluted net income (loss) per share (in shares) | 1,489,429 | 678,837 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
May 31, 2023 | May 31, 2022 | May 31, 2023 | May 31, 2022 | |
Healthcare Plan Provider | Chief Financial Officer | ||||
Related Party Transaction [Line Items] | ||||
Expenses related to healthcare plan premiums | $ 1.1 | $ 0.9 | $ 2.3 | $ 1.9 |