Cogent Biosciences (COGT) 10-Q 12 May 21 2021 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2021	May 08, 2021
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Mar. 31, 2021
Document Fiscal Year Focus	2021
Document Fiscal Period Focus	Q1
Entity Registrant Name	Cogent Biosciences, Inc.
Entity Central Index Key	0001622229
Current Fiscal Year End Date	--12-31
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	true
Entity Common Stock, Shares Outstanding		38,410,267
Entity Shell Company	false
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity File Number	001-38443
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	46-5308248
Entity Address, Address Line One	200 Cambridge Park Drive
Entity Address, Address Line Two	Suite 2500
Entity Address, City or Town	Cambridge
Entity Address, State or Province	MA
Entity Address, Postal Zip Code	02140
City Area Code	(617)
Local Phone Number	945-5576
Title of 12(b) Security	Common Stock, $0.001 Par Value
Trading Symbol	COGT
Security Exchange Name	NASDAQ

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Mar. 31, 2021	Dec. 31, 2020
Current assets:
Cash and cash equivalents	$ 230,739	$ 242,190
Prepaid expenses and other current assets	1,330	2,722
Total current assets	232,069	244,912
Operating lease, right-of-use asset	4,169	4,615
Property and equipment, net	117	134
Restricted cash	1,255	1,255
Total assets	237,610	250,916
Current liabilities:
Accounts payable	315	732
Accrued expenses and other current liabilities	2,750	4,779
CVR liability (Note 3)	3,060	5,531
Operating lease liability	2,117	2,052
Total current liabilities	8,242	13,094
Operating lease liability, net of current portion	2,605	3,155
Total liabilities	10,847	16,249
Commitments and contingencies (Note 8)
Stockholders’ equity:
Preferred stock, $0.001 par value; 9,000,000 shares authorized; no shares issued or outstanding
Common stock, $0.001 par value; 150,000,000 shares authorized; 37,194,267 shares and 32,347,905 shares issued and outstanding at March 31, 2021 and December 31, 2020, respectively	37	32
Additional paid-in capital	342,473	322,454
Accumulated deficit	(210,428)	(198,700)
Total stockholders’ equity	226,763	234,667
Total liabilities and stockholders' equity	237,610	250,916
Series A Convertible Preferred Stock [Member]
Stockholders’ equity:
Series A non-voting convertible preferred stock, $0.001 par value; 1,000,000 shares authorized; 113,835 and 132,244 shares issued and outstanding at March 31, 2021 and December 31, 2020, respectively	94,681	110,881
Total stockholders’ equity	$ 94,681	$ 110,881

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Mar. 31, 2021	Dec. 31, 2020
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, shares authorized	9,000,000	9,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, Par value	$ 0.001	$ 0.001
Common stock, Shares authorized	150,000,000	150,000,000
Common stock, Shares issued	37,194,267	32,347,905
Common stock, Shares outstanding	37,194,267	32,347,905
Series A Convertible Preferred Stock [Member]
Non-voting convertible preferred stock, par value	$ 0.001	$ 0.001
Non-voting convertible preferred stock, shares authorized	1,000,000	1,000,000
Non-voting convertible preferred stock, shares issued	113,835	132,244
Non-voting convertible preferred stock, shares outstanding	113,835	132,244

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Income Statement [Abstract]
Collaboration revenue		$ 7,031
Operating expenses:
Research and development	$ 8,213	9,498
General and administrative	4,587	3,674
Total operating expenses	12,800	13,172
Loss from operations	(12,800)	(6,141)
Other income:
Interest income	125	47
Other income	604
Change in fair value of CVR liability	343
Total other income	1,072	47
Net loss and comprehensive loss	(11,728)	(6,094)
Comprehensive loss	$ (11,696)	$ (6,094)
Net loss per share attributable to common shareholders, basic and diluted	$ (0.34)	$ (0.81)
Weighted average common shares outstanding, basic and diluted	34,879,296	7,534,187

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands	Total	LPC [Member]	Series A Non-Voting Convertible Preferred Stock [Member]	Common Stock [Member]	Common Stock [Member]LPC [Member]	Additional Paid-in Capital [Member]	Additional Paid-in Capital [Member]LPC [Member]	Accumulated Deficit [Member]
Beginning Balances at Dec. 31, 2019	$ 31,762			$ 8		$ 155,646		$ (123,892)
Beginning Balances, Shares at Dec. 31, 2019				7,665,763
Issuance of common stock upon exercise of stock options	38					38
Issuance of common stock upon exercise of stock options, Shares				51,823
Issuance of common stock under Employee Stock Purchase Plan	35					35
Issuance of common stock under Employee Stock Purchase Plan, shares				14,252
Issuance of common stock as a commitment fee		$ 262					$ 262
Issuance of common stock as a commitment fee, Shares					181,595
Acquisition and retirement of treasury stock	(808)					(808)
Acquisition and retirement of treasury stock, shares				(207,961)
Stock-based compensation expense	507					507
Net loss	(6,094)							(6,094)
Ending Balances at Mar. 31, 2020	25,702			$ 8		155,680		(129,986)
Ending Balances, Shares at Mar. 31, 2020				7,705,472
Beginning Balances at Dec. 31, 2020	234,667		$ 110,881	$ 32		322,454		(198,700)
Beginning Balances, Shares at Dec. 31, 2020			132,244	32,347,905
Conversion of preferred stock into common stock			$ (16,200)	$ 5		16,195
Conversion of preferred stock into common stock, Shares			(18,409)	4,602,250
Issuance of common stock to settle CVR liability	2,043					2,043
Issuance of common stock to settle CVR liability, Shares				212,429
Issuance of common stock for services	260					260
Issuance of common stock for services, Shares				31,683
Stock-based compensation expense	1,521					1,521
Net loss	(11,728)							(11,728)
Ending Balances at Mar. 31, 2021	$ 226,763		$ 94,681	$ 37		$ 342,473		$ (210,428)
Ending Balances, Shares at Mar. 31, 2021			113,835	37,194,267

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Cash flows from operating activities:
Net loss	$ (11,728)	$ (6,094)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization expense	17	295
Stock-based compensation expense	1,781	769
Noncash consideration received from a customer		(808)
Change in fair value of CVR liability	(343)
Changes in operating assets and liabilities:
Accounts receivable		2,000
Prepaid expenses and other current assets	1,392	(414)
Operating lease, right-of-use asset	446	356
Other assets		427
Accounts payable	(417)	(2,555)
Accrued expenses and other current liabilities	(2,029)	(1,008)
Operating lease liability	(485)	(387)
Deferred revenue		(474)
Net cash used in operating activities	(11,366)	(7,893)
Cash flows from financing activities:
Proceeds from issuance of common stock upon stock option exercises		38
Proceeds from issuance of stock from employee stock purchase plan		35
Payment to CVR Holders	(85)
Net cash provided by (used in) financing activities	(85)	73
Net decrease in cash, cash equivalents and restricted cash	(11,451)	(7,820)
Cash, cash equivalents and restricted cash at beginning of period	243,445	38,679
Cash, cash equivalents and restricted cash at end of period	231,994	$ 30,859
Supplemental disclosure of noncash investing and financing information:
Conversion of Series A non-voting convertible preferred stock into common stock	16,200
Issuance of shares in partial settlement of CVR liability	$ 2,043

Nature of the Business and Basi

Nature of the Business and Basis of Presentation	3 Months Ended
	Mar. 31, 2021
Organization Consolidation And Presentation Of Financial Statements [Abstract]
Nature of the Business and Basis of Presentation	1. Nature of the Business and Basis of Presentation Cogent Biosciences, Inc. (“Cogent” or the “Company”) is a biotechnology company focused on developing precision therapies for genetically defined diseases. Cogent’s approach is to design rational precision therapies that treat the underlying cause of disease and improve the lives of patients. Cogent’s most advanced program is CGT9486, a selective tyrosine kinase inhibitor designed to potently inhibit the KIT D816V mutation as well as other mutations in KIT exon 17. In the vast majority of cases, KIT D816V is responsible for driving Systemic Mastocytosis (“SM”), a serious disease caused by unchecked proliferation of mast cells. Exon 17 mutations are also found in patients with advanced gastrointestinal stromal tumors (“GIST”), a type of cancer with strong dependence on oncogenic KIT signaling. CGT9486 is a highly selective and potent KIT inhibitor with the potential to provide a new treatment option for these patient populations. The Company was incorporated in March 2014 under the laws of the State of Delaware. On October 2, 2020 the Company filed an amendment to its certificate of incorporation to change its name from Unum Therapeutics Inc. to Cogent Biosciences, Inc. The name change became effective on October 6, 2020. In connection with the name change, the Company’s common stock began trading under the ticker symbol “COGT” and the new CUSIP for the Company’s common stock is 19240Q 201. As announced on March 2, 2020, the Company initiated a reduction in force that resulted in the termination of approximately 60% of the Company’s employee workforce, or 43 employees. These reductions were substantially completed by the end of first quarter of 2020 and all were completed by the end of 2020. The reduction in force was approved in connection with the Company’s restructuring plans to prioritize resources towards advancing its legacy preclinical program. On July 6, 2020, the Company completed its asset acquisition of Kiq Bio LLC (“Kiq”) (the “Kiq Acquisition”), in accordance with the terms of the Agreement and Plan of Merger (the “Merger Agreement”), signed and closed on July 6, 2020. Under the terms of the Merger Agreement, at the closing of the Merger, the Company issued the securityholders of Kiq 1,558,975 shares of common stock and 44,687 shares of Series A Preferred Stock. On July 9, 2020, the Company completed a Private Investment in Public Equity (“PIPE”) of 118,638 Series A Non-Voting Convertible Preferred Stock to new and existing investors in exchange for gross proceeds of $104.4 million, or net proceeds of $98.9 million, after deducting commissions and offering costs On August 28, 2020, the Company sold its assets, rights and interests relating to its Bolt-on Chimeric Receptor (“ On December 4, 2020, the Company completed an underwritten public offering of 11,794,872 shares of its common stock at a public offering price of $9.75 per share. This included the exercise in full by the underwriters of their 30-day option to purchase up to 1,538,461 additional shares of common stock. The net proceeds from the offering were approximately $107.7 million, after deducting the underwriting discounts and commissions of $6.9 million and offering expenses of $0.4 million. The Company is subject to risks and uncertainties common to early-stage companies in the biotechnology industry, including, but not limited to, development by competitors of new technological innovations, dependence on key personnel, protection of proprietary technology, the impact of COVID-19, compliance with government regulations and the ability to secure additional capital to fund operations. Product candidates currently under development will require significant additional research and development efforts, including extensive preclinical and clinical testing and regulatory approval prior to commercialization. These efforts require significant amounts of additional capital, adequate personnel and infrastructure and extensive compliance-reporting capabilities. Even if the Company’s drug development efforts are successful, it is uncertain when, if ever, the Company will realize significant revenue from product sales. The accompanying condensed consolidated financial statements have been prepared on the basis of continuity of operations, realization of assets and the satisfaction of liabilities and commitments in the ordinary course of business. The Company has incurred recurring losses since inception, including a net loss of $11.7 million for the three months ended March 31, 2021. As of March 31, 2021, the Company had an accumulated deficit of $210.4 million. The Company expects to continue to generate operating losses in the foreseeable future. As of the issuance date of the interim condensed consolidated financial statements, the Company expects that its cash and cash equivalents will be sufficient to fund its operating expenses and capital expenditure requirements for at least the next 12 months from issuance of the condensed consolidated financial statements. The Company expects that it will continue to incur significant expenses in connection with its ongoing business activities. The Company will need to seek additional funding through equity offerings, debt financings, collaborations, licensing arrangements and other marketing and distribution arrangements, partnerships, joint ventures, combinations or divestitures of one or more of its businesses. The Company may not be able to obtain financing on acceptable terms, or at all, and the Company may not be able to enter into collaborative arrangements or divest its assets. The terms of any financing may adversely affect the holdings or the rights of the Company’s stockholders. Arrangements with collaborators or others may require the Company to relinquish rights to certain of its technologies or product candidates. If the Company is unable to obtain funding, the Company could be forced to delay, reduce or eliminate its research and development programs or commercialization efforts, which could adversely affect its business prospects, or the Company may be unable to continue operations. The Company’s condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”).

Summary of Significant Accounti

Summary of Significant Accounting Policies	3 Months Ended
	Mar. 31, 2021
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	2. Summary of Significant Accounting Policies Unaudited Interim Financial Information The consolidated balance sheet at December 31, 2020 was derived from audited financial statements but does not include all disclosures required by GAAP. The accompanying unaudited condensed consolidated financial statements as of March 31, 2021 and for the three months ended March 31, 2021 and 2020 have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) for interim financial statements. Certain information and footnote disclosures normally included in the financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. These condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and the notes thereto for the year ended December 31, 2020 included in the Company’s Annual Report on Form 10-K Principles of Consolidation The accompanying condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries, Mono, Inc. and Kiq Bio LLC. All intercompany accounts and transactions have been eliminated. Use of Estimates The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenue and expenses during the reporting periods. Significant estimates and assumptions reflected in these condensed consolidated financial statements include, but are not limited to, revenue recognition, the accrual of research and development expenses, the valuation of the CVR liability and the valuation of stock-based awards. The Company bases its estimates on historical experience, known trends and other market-specific or other relevant factors that it believes to be reasonable under the circumstances. On an ongoing basis, management evaluates its estimates, as there are changes in circumstances, facts and experience. Actual results may differ from those estimates or assumptions. Risks and Uncertainties Impact of the COVID-19 Coronavirus The Company is subject to risks and uncertainties as a result of the COVID-19 pandemic. The virus continues to spread globally, has been declared a pandemic by the World Health Organization and has spread to over 100 countries, including the United States. The impact of this pandemic has been and will likely continue to be extensive in many aspects of society, which has resulted in and will likely continue to result in significant disruptions to the global economy, as well as businesses and capital markets around the world. The spread of COVID-19 has caused the Company to modify its business practices, including implementing a work-from-home policy for all employees who are able to perform their duties remotely and restricting all nonessential travel, and it expects to continue to take actions as may be required or recommended by government authorities or as the Company determines are in the best interests of its employees, the patients it serves and other business partners in light of COVID-19. Potential impacts to the Company’s business include temporary closures of its facilities or those of its vendors, disruptions or restrictions on its employees’ ability to travel, disruptions to or delays in ongoing laboratory experiments and operations, the potential diversion of healthcare resources away from the conduct of clinical trials to focus on pandemic concerns, and its ability to raise capital. As of March 31, 2021, there have been no material impacts to the Company. As the impacts of COVID-19 continue to unfold, the Company will continually assess the impacts, as the extent to which the COVID-19 pandemic may materially impact the Company’s financial condition, liquidity or results of operations in the future is uncertain. Recently Adopted Accounting Pronouncements In December 2019, the FASB issued ASU 2019-12 Simplifying the Accounting for Income Taxes, which eliminates the need for an organization to analyze whether the following apply in a given period: (1) exception to the incremental approach for intra-period tax allocation; (2) exceptions to accounting for basis differences when there are ownership changes in foreign investments; and (3) exceptions in interim period income tax accounting for year-to-date losses that exceed anticipated losses. The Company adopted ASU 2019-12 on January 1, 2021. The adoption of this guidance did not have a material impact on the Company’s condensed consolidated financial statements. Recently Issued Accounting Pronouncements Not Yet Adopted In August 2020, the FASB issued ASU 2020-06 Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40) related to the measurement and disclosure requirements for convertible instruments and contracts in an entity’s own equity. The pronouncement simplifies and adds disclosure requirements for the accounting and measurement of convertible instruments and the settlement assessment for contracts in an entity’s own equity. This pronouncement is effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2021 and early adoption is permitted, but no earlier than fiscal years beginning after December 15, 2020, including interim periods within those fiscal years. The Company is currently evaluating the impact that this standard will have on its condensed consolidated financial statements.

Fair Value of Financial Assets

Fair Value of Financial Assets and Liabilities	3 Months Ended
	Mar. 31, 2021
Fair Value Disclosures [Abstract]
Fair Value of Financial Assets and Liabilities	3. Fair Value of Financial Assets and Liabilities The following tables present information about the Company’s assets that are measured at fair value on a recurring basis (in thousands) Fair Value Measurements at March 31, 2021 Using: Level 1 Level 2 Level 3 Total Assets: Cash equivalents: Money market funds $ — $ 486 $ — $ 486 Total Assets $ — $ 486 $ — $ 486 Liabilities: CVR Liability $ — $ — $ 3,060 $ 3,060 Total Liabilities $ — $ — $ 3,060 $ 3,060 Fair Value Measurements at December 31, 2020 Using: Level 1 Level 2 Level 3 Total Assets: Cash equivalents: Money market funds $ — $ 486 $ — $ 486 Total Assets $ — $ 486 $ — $ 486 Liabilities: CVR Liability $ — $ — $ 5,531 $ 5,531 Total Liabilities $ — $ — $ 5,531 $ 5,531 Money market funds were valued by the Company using quoted prices in active markets for similar securities, which represent a Level 2 measurement within the fair value hierarchy. On July 6, 2020, the Company issued a non-transferrable CVR, which was distributed to stockholders of record as of the close of business on July 6, 2020, and prior to the issuance of any shares to acquire Kiq or sold to the PIPE investors. Holders of the CVR are entitled to receive certain stock and/or cash payments from proceeds received by the Company, if any, related to the disposition of its legacy cell therapy assets for a period of three years from July 2020. On August 28, 2020, the Company sold the BOXR Platform and subsequently sold additional fixed assets, triggering the CVR payment and, per the terms of the CVR agreement, the payment will be made in shares or cash, depending on the timing of cash receipt. The Company classifies the CVR as a liability on its condensed consolidated balance sheet. The fair value of the CVR liability was determined using the probability weighted discounted cash flow method to estimate future cash flows associated with the sale of the legacy cell therapy assets, including the BOXR platform, ACTR platform and other fixed assets based on assumptions at the date of the CVR issuance and as of December 31, 2020, less certain permitted deductions. The number of common shares is determined by dividing the proceeds by the closing price of the Company’s stock on July 6, 2020 of $8.80. The closing price of the Company’s common stock at each measurement date was used to determine the fair value of the share payments included in the CVR liability. The liability measured at the date of issuance was recorded as a common stock dividend, returning capital to the legacy stockholders of record as of the close of business on July 6, 2020. Changes in fair value of the liability are recognized as a component of Other income (expense) in the condensed consolidated statement of operations and comprehensive loss for the three month period ended March 31, 2021. The liability was valued based on significant inputs not observable in the market, which represents a Level 3 measurement within the fair value hierarchy. In November 2020, the Company issued 707,938 CVR shares of common stock in partial settlement of the CVR liability. In February 2021, the Company issued an additional 212,429 shares of common stock and paid $0.1 million in partial settlement of the CVR. At March 31, 2020, the Company had no financial liabilities outstanding measured at fair value. The following table sets forth a summary of the changes in the fair value of the Company’s CVR liability: For the Three Months Ended March 31, 2021 Beginning balance $ 5,531 Fair value at CVR issuance — Change in fair value (343 ) CVR settlement (2,128 ) Ending balance $ 3,060 During the three months ended March 31, 2021 and 2020, there were no transfers between Level 1, Level 2 and Level 3

Accrued Expenses and Other Curr

Accrued Expenses and Other Current Liabilities	3 Months Ended
	Mar. 31, 2021
Payables And Accruals [Abstract]
Accrued Expenses and Other Current Liabilities	4. Accrued Expenses and Other Current Liabilities Accrued expenses and other current liabilities consisted of the following (in thousands) March 31, 2021 December 31, 2020 Accrued employee compensation and benefits $ 587 $ 1,443 Accrued external research and development expense 666 2,191 Accrued external manufacturing costs 382 161 Other 1,115 984 $ 2,750 $ 4,779

Collaboration Agreement

Collaboration Agreement	3 Months Ended
	Mar. 31, 2021
Organization Consolidation And Presentation Of Financial Statements [Abstract]
Collaboration Agreement	5. Collaboration Agreement In June 2015, the Company entered into a Collaboration Agreement with Seagen Inc., formerly Seattle Genetics, (“Seagen”) (the “Collaboration Agreement”). Pursuant to the terms of the Collaboration Agreement, the Company and Seagen agreed to jointly develop two product candidates incorporating our ACTR platform and Seagen’s antibodies. On January 16, 2020, the Company and Seagen announced that they entered into an agreement to terminate the Collaboration Agreement (the “Termination Agreement”) effective as of January 16, 2020 (the “Termination Effective Date”), pursuant to which the Parties will cease all research, development, manufacturing and other exploitations of any and all research candidates and development candidates under the Collaboration Agreement, including, without limitation, the development candidate ACTR-BCMA and a research candidate. Pursuant to terms of the Termination Agreement, among other things, (i) Seagen paid the Company $5.75 million, (ii) Seagen surrendered, assigned and transferred to the Company all of its right, title and interest in the 207,961 shares of the Company’s common stock owned by Seagen, (iii) the Company will continue to pay all expenses for the wind-down of the ACTR-BCMA trial and (iv) Seagen paid all research and development costs incurred through the Termination Effective Date. In addition, the exclusivity provisions in the Collaboration Agreement terminate and each party will be free to research, develop and commercialize its individual intellectual property either by themselves or with third parties, subject to the intellectual property rights of the other party. During the three months ended March 31, 2020, the Company adjusted the transaction price to include the Termination Payment of $5.75 million as well as the aggregate fair value of $0.8 million as of January 16, 2020 of the 207,961 shares of common stock received. The aggregate fair value of common stock received has been included as a noncash adjustment to reconcile net loss to net cash used in operating activities within the consolidated statement of cash flows. Under the Collaboration Agreement and Termination Agreement, the Company recognized revenue of $7.0 million for the three months ended March 31, 2020. All performance obligations were completed and all remaining revenue was recognized under the Collaboration Agreement and Termination Agreement in 2020.

Preferred Stock, Series A Non-V

Preferred Stock, Series A Non-Voting Convertible Preferred Stock and Common Stock	3 Months Ended
	Mar. 31, 2021
Equity [Abstract]
Preferred Stock, Series A Non-Voting Convertible Preferred Stock and Common Stock	6. Preferred Stock, Series A Non-Voting Convertible Preferred Stock and Common Stock Our authorized capital stock consists of 150,000,000 shares of common stock, par value $0.001 per share, and 10,000,000 shares of preferred stock, par value $0.001 per share, 1,000,000 of which are designated as Series A Preferred Stock and 9,000,000 of which shares of preferred stock are undesignated. Series A Non-Voting Convertible Preferred Stock On July 6, 2020, the Company filed a Certificate of Designation of Preferences, Rights and Limitations of the Series A Non-Voting Convertible Preferred Stock (“Series A Preferred Stock”) with the Secretary of State of the State of Delaware (the “Certificate of Designation”) in connection with the Merger and the PIPE. The Certificate of Designation provides for the issuance of shares of Series A Preferred Stock, par value $0.001 per share. Holders of Series A Preferred Stock are entitled to receive dividends on shares of Series A Preferred Stock equal, on an as-if-converted-to-common-stock basis, and in the same form as dividends actually paid on shares of the common stock. Except as otherwise required by law, the Series A Preferred Stock does not have voting rights. However, as long as any shares of Series A Preferred Stock are outstanding, the Company will not, without the affirmative vote of the holders of a majority of the then outstanding shares of the Series A Preferred Stock, (a) alter or change adversely the powers, preferences or rights given to the Series A Preferred Stock, (b) alter or amend the Certificate of Designation, (c) amend its certificate of incorporation or other charter documents in any manner that adversely affects any rights of the holders of Series A Preferred Stock, (d) increase the number of authorized shares of Series A Preferred Stock, (e) prior to the stockholder approval of the Conversion Proposal or at any time while at least 40% of the originally issued Series A Preferred Stock remains issued and outstanding, consummate a Fundamental Transaction (as defined in the Certificate of Designation) or (f) enter into any agreement with respect to any of the foregoing. The Series A Preferred Stock does not have a preference upon any liquidation, dissolution or winding-up of the Company. Each share of Series A Preferred Stock is convertible into shares of common stock at any time at the option of the holder thereof, into 250 shares of common stock, subject to certain limitations, including that a holder of Series A Preferred Stock is prohibited from converting shares of Series A Preferred Stock into shares of common stock if, as a result of such conversion, such holder, together with its affiliates, would beneficially own more than a specified percentage (to be established by the holder between 4.9% and 19.9%) of the total number of shares of common stock issued and outstanding immediately after giving effect to such conversion. Cumulatively, through March 31, 2021, 49,490 shares of Series A Preferred Stock, or 30.3% of the issued Series A Preferred Stock, have been converted to 12,372,500 shares of common stock. Subsequent to March 31, 2021, an additional 4,864 shares of Series A Preferred stock have been converted to 1,216,000 shares of common stock. No other classes of preferred stock have been designated and no other preferred shares have been issued or are outstanding as of March 31, 2021. Common Stock Each share of common stock entitles the holder to one vote on all matters submitted to a vote of the Company’s stockholders. Common stockholders are not entitled to receive dividends, unless declared by the board of directors. In the event of our liquidation, dissolution or winding up, holders of our common stock will be entitled to share ratably in all assets remaining after payment of all debts and other liabilities and any liquidation preference of any outstanding preferred stock. The shares to be issued by us in this offering will be, when issued and paid for, validly issued, fully paid and non-assessable. On March 19, 2020, the Company entered into a Purchase Agreement (the “Purchase Agreement”) with Lincoln Park Capital Fund, LLC (“LPC”), pursuant to which the Company may elect to sell to LPC up to $25,000,000 in shares of its common stock, subject to certain limitations and conditions set forth in the Purchase Agreement. Pursuant to the Purchase Agreement, the Company issued 181,595 shares of common stock to LPC as a commitment fee. On September 22, 2020, the Company filed a registration statement on Form S-3 for the registration of (i) 1,558,975 shares of common stock issued in the acquisition of Kiq, (ii) 11,171,750 shares of common stock issuable upon the conversion of 44,687 shares of the Series A Preferred Stock issued in the acquisition of Kiq and (iii) 29,659,500 shares of common stock issuable upon the conversion of 118,638 shares of the Series A Preferred Stock issued in the PIPE, for a total of 42,390,225 shares of common stock. On December 4, 2020, the Company completed an underwritten public offering of 11,794,872 shares of our common stock at a public offering price of $9.75 per share. This included the exercise in full by the underwriters of their 30-day option to purchase up to 1,538,461 additional shares of common stock. The net proceeds from the offering were approximately $107.7 million, after deducting the underwriting discounts and commissions and offering expenses of $7.3 million. On February 8, 2021, the Company filed a shelf registration statement on Form S-3 with the SEC. The shelf registration statement allows the Company to sell from time-to-time up to $200.0 million of common stock, preferred stock, debt securities, warrants or units comprised of any combination of these securities, for its own account in one or more offerings. The terms of any offering under the shelf registration statement will be established at the time of such offering and will be described in a prospectus supplement filed with the SEC prior to the completion of any such offering. Additionally, on February 8, 2021, pursuant to the Form S-3, the Company entered into a Sales Agreement (the “Sales Agreement”) with SVB Leerink LLC (“SVB Leerink”), pursuant to which the Company may issue and sell, from time to time, shares of its common stock having an aggregate offering price of up to $75.0 million through SVB Leerink as the sales agent. As of March 31, 2021, no shares have been sold under the Sales Agreement.

Stock-Based Compensation

Stock-Based Compensation	3 Months Ended
	Mar. 31, 2021
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]
Stock-Based Compensation	7. Stock-Based Compensation 2018 Stock Option and Incentive Plan The Company’s 2018 Stock Option and Incentive Plan, (the “2018 Plan”), which became effective on March 27, 2018, provides for the grant of incentive stock options, nonqualified stock options, stock appreciation rights, restricted stock units, restricted stock awards, unrestricted stock awards, cash-based awards and dividend equivalent rights. The number of shares initially reserved for issuance under the 2018 Plan was 700,180. Additionally, the shares of common stock that remained available for issuance under the previously outstanding 2015 Stock Incentive Plan (the “2015 Plan”) became available under the 2018 Plan. The number of shares reserved for the 2018 Plan automatically increases on each January 1 by 4% of the number of shares of the Company’s common stock outstanding on the immediately preceding December 31 or a lesser number of shares determined by the Company’s board of directors. The shares of common stock underlying any awards that are forfeited, canceled, held back upon exercise or settlement of an award to satisfy the exercise price or tax withholding, repurchased or are otherwise terminated by the Company under the 2018 Plan or the 2015 Plan will be added back to the shares of common stock available for issuance under the 2018 Plan. The number of authorized shares reserved for issuance under the 2018 Plan was increased by 1,293,916 shares effective as of January 1, 2021. On April 21, 2021, the board of directors approved the amendment and restatement of the 2018 Plan to increase the number of shares of common stock issuable under the 2018 Plan, subject to stockholder approval at the 2021 annual stockholder meeting. During the three months ended March 31, 2021, the board of directors approved grants of 2,880,867 options to employees and non-employee directors, of which, 2,782,918 are subject to stockholder approval at the Company’s 2021 annual stockholder meeting. The options have exercise prices ranging from $7.96 to $12.30, which was the closing price of the Company’s common stock on the dates of grant. The options subject to stockholder approval are not exercisable until such approval is obtained. As no grant date has been established for accounting purposes in accordance with ASC 718 Compensation-Stock Compensation, no stock compensation expense has been recorded for the options subject to stockholder approval. Inducement Plan On October 22, 2020, the board of directors adopted the Cogent Biosciences, Inc. 2020 Inducement Plan (the “Inducement Plan”). The board of directors also adopted a form of a form of non-qualified stock option agreement for use with the Inducement Plan. A total of 3,750,000 shares of common stock of Cogent have been reserved for issuance under the Inducement Plan, subject to adjustment for stock dividends, stock splits, or other changes in Cogent’s common stock or capital structure. On November 5, 2020, the Company filed a Registration on Form S-8 related to the 3,750,000 shares of its common stock to be issued pursuant to the Inducement Plan. The Company has issued 2,885,605 options under the inducement plan, of which 1,025,000 were granted in the three months ended March 31, 2021, with exercise prices ranging from $8.78 to $11.16, which was the closing price of the Company’s common stock on the date of grant. As of March 31, 2021, 864,395 shares remain available for issuance. Subsequent to March 31, 2021, the Company issued an additional 135,400 options under the Inducement Plan. 2018 Employee Stock Purchase Plan The Company’s 2018 Employee Stock Purchase Plan (the “ESPP”) became effective on March 28, 2018 at which time a total of 78,500 shares of common stock were reserved for issuance. In addition, the number of shares of common stock that may be issued under the ESPP automatically increases on each January 1 through January 1, 2027, by the least of (i) 125,000 shares of common stock, (ii) 1% of the number of shares of the Company’s common stock outstanding on the immediately preceding December 31 or (iii) such lesser number of shares as determined by the ESPP administrator. The number of authorized shares reserved for issuance under the ESPP was increased by 125,000 shares effective as of January 1, 2021. The first six month offering period was initiated on July 1, 2019. As of March 31, 2021, 332,757 shares remain available for future issuance. Stock-Based Compensation The Company recorded stock-based compensation expense in the following expense categories of its condensed consolidated statements of operations and comprehensive loss (in thousands) Three Months Ended March 31, 2021 2020 Research and development expenses $ 206 $ 237 General and administrative expenses 1,575 532 Total $ 1,781 $ 769 On April 8, 2020, the Company launched a tender offer to certain employee option holders, subject to specified conditions, to exchange some or all of their outstanding options to purchase shares of common stock, par value $0.001 per share, for equivalent number of new options to purchase shares of the Company’s common stock. Pursuant to the exchange offer, all eligible employees elected to exchange outstanding options, and the Company accepted for cancellation options to purchase an aggregate of 542,418 shares of the Company’s common stock. On May 7, 2020, immediately following the expiration of the exchange offer, the Company granted new options to purchase 542,418 shares of common stock, pursuant to the terms of the exchange offer and the Company’s 2018 Plan. As a result, the exercise price was determined to be $1.68, the fair value of the Company’s closing stock price on the grant date. No other terms of the exchanged stock options were modified, and the stock options will continue to vest according to their original vesting schedules and will retain their original expiration dates. The Company accounted for the exchange offer as an option modification and as a result, recorded $0.2 million in incremental stock-based compensation expense during the year ended December 31, 2020. On July 6, 2020, all then outstanding stock options became fully vested in connection with the Kiq Acquisition, resulting in acceleration of stock compensation expense of $2.9 million, which was recognized in the year ended December 31, 2020. As of March 31, 2021, total unrecognized compensation cost related to the unvested stock-based options, excluding options subject to stockholder approval, was $24.5 million, which is expected to be recognized over a weighted average period of 3.55 years.

Commitments and Contingencies

Commitments and Contingencies	3 Months Ended
	Mar. 31, 2021
Commitments And Contingencies Disclosure [Abstract]
Commitments and Contingencies	8. Commitments and Contingencies Operating Leases The Company leases office and laboratory space under a non-cancelable operating lease that expires in April 2023 with the Company’s option to extend for an additional five-year term. The lessee has the right to terminate the lease in the event of the inability to use the space due to substantial damage while the lessor has the right to terminate the lease for tenant’s default of lease financial obligations. Per the terms of the lease agreement, the Company does not have any residual value guarantees. This extension has not been considered in the determination of the lease liability as the Company is not obligated to exercise their option and it is not reasonably certain that the option will be exercised. The lease payments include fixed lease payments that escalate over the term of the lease on an annual basis. The Company’s real estate lease in Cambridge is a net lease, as the non-lease components (i.e. common area maintenance) are paid separately from rent based on actual costs incurred. Therefore, the non-lease component and related payments are not included in the right-of-use asset and liability and are reflected as an expense in the period incurred. The discount rate used in determining the lease liability represents the Company’s incremental borrowing rate as the rate implicit in the lease could not be readily determined. On August 28, 2020, the Company amended this operating lease resulting in increased annual rent payments. No other terms of the lease were changed. The Company determined that the lease modification did not grant an additional right of use and concluded that the modification was not a separate new lease, but rather that it should reassess and remeasure the right-of-use asset and lease liability on the effective date of the modification. The Company increased the right-of-use asset and operating lease liabilities by $0.9 million, respectively. Concurrent with the lease amendment and the BOXR sale, the Company entered into a sublease for the remaining term of the lease. Under the terms of the sublease agreement, the sublessee will lease approximately 70% of the facility and will be responsible for the corresponding percentage of operating lease costs and variable lease costs. Variable lease costs include common area maintenance and other operating charges. The elements of the lease expense, net of sublease income, were as follows (in thousands): Three Months Ended March 31, 2021 Lease cost Operating lease cost $ 594 Variable lease cost (1) 178 Sublease Income (604 ) Total lease cost $ 168 Other information Cash paid for amounts included in the measurement of lease liabilities $ 772 Remaining lease term 2.08 Discount rate 9.50 % (1) The variable lease costs for the three months ended March 31, 2021 include common area maintenance and other operating charges. Future minimum lease payments under the operating lease as of March 31, 2021 are as follows (in thousands): Year Ending December 31, 2021 1,830 2022 2,497 2023 841 Total future minimum lease payments 5,168 Less: imputed interest 446 Total operating lease liability $ 4,722 Included in the consolidated balance sheet: Current operating lease liability $ 2,117 Operating lease liability, net of current portion 2,605 Total operating lease liability $ 4,722 Under the terms of the lease, the Company obtained a $1.3 million letter of credit as collateral for its leased facility. The underlying cash collateralizing this letter of credit has been classified as non-current restricted cash in the accompanying condensed consolidated balance sheets. This is a refundable deposit and not a lease payment. Under the terms of the sublease agreement, the sublessee obtained a letter of credit for $1.3 million for the benefit of the Company. This has been excluded from the undiscounted cash flows above. License Agreements Plexxikon License Agreement In July 2020, with the closing of the Kiq Acquisition, the Company obtained an exclusive, sublicensable, worldwide license (the “License Agreement”) to certain patents and other intellectual property rights to research, develop and commercialize CGT9486 and CGT0206. As initial consideration for the license, Kiq directly paid Plexxikon Inc. an upfront payment of $1.0 million in cash, which was paid prior to the closing of the Kiq Acquisition. Under the terms of the License Agreement, the Company is required to pay Plexxikon aggregate payments of up to $7.5 million upon the satisfaction of certain clinical milestones and up to $25 million upon the satisfaction of certain regulatory milestones. The Company is also required to pay Plexxikon Inc. tiered royalties ranging from a low-single digit percentage to a high-single digit percentage on annual net sales of products. These royalty obligations last on a product-by-product basis and country-by-country basis until the latest of (i) the date on which there is no validate claim of a licensed Plexxikon Inc. patent covering a subject product in such country or (ii) the 10 th The license agreement will expire on a country-by-country and licensed product-by-licensed product basis until the later of the last to expire of the patents covering such licensed products or services or the 10-year anniversary of the date of first commercial sale of the licensed product in such country. The Licensors may terminate the license agreement within 30 days after written notice in the event of a breach of contract. The Licensors may also terminate the agreement upon written notice in the event of the Company’s bankruptcy, liquidation or insolvency. In addition, the Company has the right to terminate this agreement in its entirety at will upon 90 days’ advance written notice to Plexxikon Inc. Indemnification Agreements In the ordinary course of business, the Company may provide indemnification of varying scope and terms to vendors, lessors, business partners and other parties with respect to certain matters including, but not limited to, losses arising out of breach of such agreements or from intellectual property infringement claims made by third parties. In addition, the Company has entered into indemnification agreements with members of its board of directors and its executive officers that will require the Company, among other things, to indemnify them against certain liabilities that may arise by reason of their status or service as directors or officers. The maximum potential amount of future payments the Company could be required to make under these indemnification agreements is, in many cases, unlimited. To date, the Company has not incurred any material costs as a result of such indemnifications. The Company is not aware of any claims under indemnification arrangements that will have a material effect on its financial position, results of operations or cash flows, and it has not accrued any liabilities related to such obligations in its condensed consolidated financial statements as of March 31, 2021 or its consolidated financial statements as of December 31, 2020. Legal Proceedings The Company is not currently party to any material legal proceedings. At each reporting date, the Company evaluates whether or not a potential loss amount or a potential range of loss is probable and reasonably estimable under the provisions of the authoritative guidance that addresses accounting for contingencies. The Company expenses as incurred the costs related to such legal proceedings.

Net Loss Per Share

Net Loss Per Share	3 Months Ended
	Mar. 31, 2021
Earnings Per Share [Abstract]
Net Loss Per Share	9. Net Loss Per Share Basic and diluted net loss per common share was calculated as follows (in thousands, except share and per share amounts) Three Months Ended March 31, 2021 2020 Numerator: Net loss $ (11,728 ) $ (6,094 ) Net loss attributable to common stockholders $ (11,728 ) $ (6,094 ) Denominator: Weighted average common shares outstanding, basic and diluted 34,879,296 7,534,187 Net loss per common share, basic and diluted $ (0.34 ) $ (0.81 ) The Company’s potential dilutive securities have been excluded from the computation of diluted net loss per share as the effect would be anti-dilutive and would result in a reduction to net loss per share. The Company excluded the following potential common shares, presented based on amounts outstanding at each period end, from the computation of diluted net loss per share attributable to common stockholders for the periods indicated above because including them would have had an anti-dilutive effect: March 31, 2021 2020 Stock options to purchase common stock 4,154,361 1,026,452 Series A Preferred Stock 28,458,750 — Unvested restricted common stock units — 88,371 32,613,111 1,026,452 The stock options include only those options considered to be outstanding and not subject to stockholder approval. However, the inclusion of options subject to stockholder approval would increase the potential common shares.

Retirement Plan

Retirement Plan	3 Months Ended
	Mar. 31, 2021
Compensation And Retirement Disclosure [Abstract]
Retirement Plan	10. Retirement Plan The Company has a defined-contribution plan under Section 401(k) of the Internal Revenue Code (the “401(k) Plan”). The 401(k) Plan covers all employees who meet defined minimum age and service requirements and allows participants to defer a portion of their annual compensation on a pre-tax basis. The Company may provide discretionary matching contributions of 100% of the first 4% of elective contributions, which vest immediately. Contributions under the plan were approximately $0.1 million for the three months ended March 31, 2021. The Company did not make any matching contributions during the three months ended March 31, 2020.

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	3 Months Ended
	Mar. 31, 2021
Accounting Policies [Abstract]
Unaudited Interim Financial Information	Unaudited Interim Financial Information The consolidated balance sheet at December 31, 2020 was derived from audited financial statements but does not include all disclosures required by GAAP. The accompanying unaudited condensed consolidated financial statements as of March 31, 2021 and for the three months ended March 31, 2021 and 2020 have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) for interim financial statements. Certain information and footnote disclosures normally included in the financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. These condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and the notes thereto for the year ended December 31, 2020 included in the Company’s Annual Report on Form 10-K
Principles of Consolidation	Principles of Consolidation The accompanying condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries, Mono, Inc. and Kiq Bio LLC. All intercompany accounts and transactions have been eliminated.
Use of Estimates	Use of Estimates The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenue and expenses during the reporting periods. Significant estimates and assumptions reflected in these condensed consolidated financial statements include, but are not limited to, revenue recognition, the accrual of research and development expenses, the valuation of the CVR liability and the valuation of stock-based awards. The Company bases its estimates on historical experience, known trends and other market-specific or other relevant factors that it believes to be reasonable under the circumstances. On an ongoing basis, management evaluates its estimates, as there are changes in circumstances, facts and experience. Actual results may differ from those estimates or assumptions.
Risks and Uncertainties	Risks and Uncertainties Impact of the COVID-19 Coronavirus The Company is subject to risks and uncertainties as a result of the COVID-19 pandemic. The virus continues to spread globally, has been declared a pandemic by the World Health Organization and has spread to over 100 countries, including the United States. The impact of this pandemic has been and will likely continue to be extensive in many aspects of society, which has resulted in and will likely continue to result in significant disruptions to the global economy, as well as businesses and capital markets around the world. The spread of COVID-19 has caused the Company to modify its business practices, including implementing a work-from-home policy for all employees who are able to perform their duties remotely and restricting all nonessential travel, and it expects to continue to take actions as may be required or recommended by government authorities or as the Company determines are in the best interests of its employees, the patients it serves and other business partners in light of COVID-19. Potential impacts to the Company’s business include temporary closures of its facilities or those of its vendors, disruptions or restrictions on its employees’ ability to travel, disruptions to or delays in ongoing laboratory experiments and operations, the potential diversion of healthcare resources away from the conduct of clinical trials to focus on pandemic concerns, and its ability to raise capital. As of March 31, 2021, there have been no material impacts to the Company. As the impacts of COVID-19 continue to unfold, the Company will continually assess the impacts, as the extent to which the COVID-19 pandemic may materially impact the Company’s financial condition, liquidity or results of operations in the future is uncertain.
Recently Adopted and Issued Accounting Pronouncements Not Yet Adopted	Recently Adopted Accounting Pronouncements In December 2019, the FASB issued ASU 2019-12 Simplifying the Accounting for Income Taxes, which eliminates the need for an organization to analyze whether the following apply in a given period: (1) exception to the incremental approach for intra-period tax allocation; (2) exceptions to accounting for basis differences when there are ownership changes in foreign investments; and (3) exceptions in interim period income tax accounting for year-to-date losses that exceed anticipated losses. The Company adopted ASU 2019-12 on January 1, 2021. The adoption of this guidance did not have a material impact on the Company’s condensed consolidated financial statements. Recently Issued Accounting Pronouncements Not Yet Adopted In August 2020, the FASB issued ASU 2020-06 Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40) related to the measurement and disclosure requirements for convertible instruments and contracts in an entity’s own equity. The pronouncement simplifies and adds disclosure requirements for the accounting and measurement of convertible instruments and the settlement assessment for contracts in an entity’s own equity. This pronouncement is effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2021 and early adoption is permitted, but no earlier than fiscal years beginning after December 15, 2020, including interim periods within those fiscal years. The Company is currently evaluating the impact that this standard will have on its condensed consolidated financial statements.

Fair Value of Financial Asset_2

Fair Value of Financial Assets and Liabilities (Tables)	3 Months Ended
	Mar. 31, 2021
Fair Value Disclosures [Abstract]
Schedule of Assets Measured at Fair Value on Recurring Basis	The following tables present information about the Company’s assets that are measured at fair value on a recurring basis (in thousands) Fair Value Measurements at March 31, 2021 Using: Level 1 Level 2 Level 3 Total Assets: Cash equivalents: Money market funds $ — $ 486 $ — $ 486 Total Assets $ — $ 486 $ — $ 486 Liabilities: CVR Liability $ — $ — $ 3,060 $ 3,060 Total Liabilities $ — $ — $ 3,060 $ 3,060 Fair Value Measurements at December 31, 2020 Using: Level 1 Level 2 Level 3 Total Assets: Cash equivalents: Money market funds $ — $ 486 $ — $ 486 Total Assets $ — $ 486 $ — $ 486 Liabilities: CVR Liability $ — $ — $ 5,531 $ 5,531 Total Liabilities $ — $ — $ 5,531 $ 5,531
Summary of Changes in the Fair Value of Company's CVR Liability	The following table sets forth a summary of the changes in the fair value of the Company’s CVR liability: For the Three Months Ended March 31, 2021 Beginning balance $ 5,531 Fair value at CVR issuance — Change in fair value (343 ) CVR settlement (2,128 ) Ending balance $ 3,060

Accrued Expenses and Other Cu_2

Accrued Expenses and Other Current Liabilities (Tables)	3 Months Ended
	Mar. 31, 2021
Payables And Accruals [Abstract]
Schedule of Accrued Expenses and Other Current Liabilities	Accrued expenses and other current liabilities consisted of the following (in thousands) March 31, 2021 December 31, 2020 Accrued employee compensation and benefits $ 587 $ 1,443 Accrued external research and development expense 666 2,191 Accrued external manufacturing costs 382 161 Other 1,115 984 $ 2,750 $ 4,779

Stock-Based Compensation (Table

Stock-Based Compensation (Tables)	3 Months Ended
	Mar. 31, 2021
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]
Schedule of Stock Based Compensation Expense	The Company recorded stock-based compensation expense in the following expense categories of its condensed consolidated statements of operations and comprehensive loss (in thousands) Three Months Ended March 31, 2021 2020 Research and development expenses $ 206 $ 237 General and administrative expenses 1,575 532 Total $ 1,781 $ 769

Commitments and Contingencies (

Commitments and Contingencies (Tables)	3 Months Ended
	Mar. 31, 2021
Commitments And Contingencies Disclosure [Abstract]
Summary of Elements of Lease Expense Net of Sublease Income	The elements of the lease expense, net of sublease income, were as follows (in thousands): Three Months Ended March 31, 2021 Lease cost Operating lease cost $ 594 Variable lease cost (1) 178 Sublease Income (604 ) Total lease cost $ 168 Other information Cash paid for amounts included in the measurement of lease liabilities $ 772 Remaining lease term 2.08 Discount rate 9.50 % (1) The variable lease costs for the three months ended March 31, 2021 include common area maintenance and other operating charges.
Summary of Future Minimum Payments under Operating Lease	Future minimum lease payments under the operating lease as of March 31, 2021 are as follows (in thousands): Year Ending December 31, 2021 1,830 2022 2,497 2023 841 Total future minimum lease payments 5,168 Less: imputed interest 446 Total operating lease liability $ 4,722 Included in the consolidated balance sheet: Current operating lease liability $ 2,117 Operating lease liability, net of current portion 2,605 Total operating lease liability $ 4,722

Net Loss per Share (Tables)

Net Loss per Share (Tables)	3 Months Ended
	Mar. 31, 2021
Earnings Per Share [Abstract]
Schedule of Earnings Per Share Basic and Diluted	Basic and diluted net loss per common share was calculated as follows (in thousands, except share and per share amounts) Three Months Ended March 31, 2021 2020 Numerator: Net loss $ (11,728 ) $ (6,094 ) Net loss attributable to common stockholders $ (11,728 ) $ (6,094 ) Denominator: Weighted average common shares outstanding, basic and diluted 34,879,296 7,534,187 Net loss per common share, basic and diluted $ (0.34 ) $ (0.81 )
Summary of Potential Dilutive Securities	The Company’s potential dilutive securities have been excluded from the computation of diluted net loss per share as the effect would be anti-dilutive and would result in a reduction to net loss per share. The Company excluded the following potential common shares, presented based on amounts outstanding at each period end, from the computation of diluted net loss per share attributable to common stockholders for the periods indicated above because including them would have had an anti-dilutive effect: March 31, 2021 2020 Stock options to purchase common stock 4,154,361 1,026,452 Series A Preferred Stock 28,458,750 — Unvested restricted common stock units — 88,371 32,613,111 1,026,452

Nature of the Business and Ba_2

Nature of the Business and Basis of Presentation - Additional Information (Detail)	Dec. 04, 2020USD ($)$ / sharesshares	Sep. 22, 2020shares	Jul. 09, 2020USD ($)shares	Jul. 06, 2020shares	Mar. 02, 2020Employee	Mar. 31, 2021USD ($)	Mar. 31, 2020USD ($)shares	Dec. 31, 2020USD ($)	Aug. 28, 2020USD ($)
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]
Employee workforce, termination percentage					60.00%
Number of employees expected to be terminated | Employee					43
Net loss						$ (11,728,000)	$ (6,094,000)
Accumulated deficit						$ (210,428,000)		$ (198,700,000)
BOXR Platform [Member] | Disposal Group, Disposed of by Sale, Not Discontinued Operations [Member] | SOTIO [Member]
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]
Disposal group, not discontinued operation, upfront payment									$ 8,100,000
BOXR Platform [Member] | Disposal Group, Disposed of by Sale, Not Discontinued Operations [Member] | SOTIO [Member] | Maximum [Member]
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]
Disposal group, not discontinued operation, cash consideration									11,500,000
Disposal group, not discontinued operation, potential milestone payments upon achievement of specified claims issuance									$ 3,400,000
Underwritten Public Offering [Member]
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]
Shares of common stock issued and sold | shares	11,794,872
Public offering price, per share | $ / shares	$ 9.75
Underwriters exercise period option	30 days
Issuance of common stock upon exercise of stock options, Shares | shares	1,538,461
Proceeds from issuance of common stock to LPC	$ 107,700,000
Underwriting discounts and commissions expenses	6,900,000
Offering expenses	$ 400,000
Common Stock [Member]
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]
Issuance of common stock upon exercise of stock options, Shares | shares							51,823
Kiq LLC [Member] | Common Stock [Member]
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]
Shares of common stock issued and sold | shares		1,558,975		1,558,975
Kiq LLC [Member] | Series A Preferred Stock [Member]
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]
Shares of common stock issued and sold | shares				44,687
Gross proceeds from private placement			$ 104,400,000
Net proceeds from private placement after deducting commissions and offering costs			$ 98,900,000
Kiq LLC [Member] | Series A Preferred Stock [Member] | Private Placement [Member]
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items]
Shares of common stock issued and sold | shares			118,638

Summary of Significant Accoun_3

Summary of Significant Accounting Policies - Additional Information (Detail) - Accounting Standards Update 2019-12 [Member]	Mar. 31, 2021
Summary of Significant Accounting Policies [Line Items]
Change in accounting principle, accounting standards update, adopted [true false]	true
Change in accounting principle, accounting standards update, adoption date	Jan. 1, 2021
Change in accounting principle, accounting standards update, immaterial effect [true false]	true

Fair Value of Financial Asset_3

Fair Value of Financial Assets and Liabilities - Schedule of Assets Measured at Fair Value on Recurring Basis (Detail) - Recurring Basis [Member] - USD ($) $ in Thousands	Mar. 31, 2021	Dec. 31, 2020
Assets:
Total Assets	$ 486	$ 486
Liabilities:
CVR Liability	3,060	5,531
Total Liabilities	3,060	5,531
Level 2 [Member]
Assets:
Total Assets	486	486
Level 3 [Member]
Liabilities:
CVR Liability	3,060	5,531
Total Liabilities	3,060	5,531
Money Market Funds [Member]
Assets:
Cash Equivalents	486	486
Money Market Funds [Member] | Level 2 [Member]
Assets:
Cash Equivalents	$ 486	$ 486

Fair Value of Financial Asset_4

Fair Value of Financial Assets and Liabilities - Additional Information (Detail) - USD ($)	1 Months Ended		3 Months Ended
	Feb. 28, 2021	Nov. 30, 2020	Mar. 31, 2021	Jul. 06, 2020	Mar. 31, 2020
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]
Closing price of stock				$ 8.80
Financial liabilities outstanding, fair value			$ 0
Fair value asset, transfers between Level 1, Level 2 and Level 3, amount			0		$ 0
CVR Liability [Member]
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]
CVR liability, term				3 years
Issuance of common stock	212,429	707,938
Partial settlement	$ 100,000		$ 2,128,000

Fair Value of Financial Asset_5

Fair Value of Financial Assets and Liabilities - Summary of Changes in the Fair Value of Company's CVR Liability (Detail) - CVR Liability [Member] - USD ($) $ in Thousands	1 Months Ended	3 Months Ended
	Feb. 28, 2021	Mar. 31, 2021
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items]
Beginning balance		$ 5,531
Change in fair value		(343)
CVR settlement	$ (100)	(2,128)
Ending balance		$ 3,060

Accrued Expenses and Other Cu_3

Accrued Expenses and Other Current Liabilities - Schedule of Accrued Expenses and Other Current Liabilities (Detail) - USD ($) $ in Thousands	Mar. 31, 2021	Dec. 31, 2020
Payables And Accruals [Abstract]
Accrued employee compensation and benefits	$ 587	$ 1,443
Accrued external research and development expense	666	2,191
Accrued external manufacturing costs	382	161
Other	1,115	984
Total	$ 2,750	$ 4,779

Collaboration Agreement - Addit

Collaboration Agreement - Additional Information (Detail) - USD ($) $ in Thousands	Jan. 16, 2020	Mar. 31, 2020
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items]
Revenue related to research and clinical development activities		$ 7,031
Seagen [Member]
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items]
Collaborative arrangement consideration received upon termination agreement	$ 5,750
Collaborative arrangement common stock surrender	207,961
Collaborative arrangement fair value of common stock surrender	$ 800
Revenue related to research and clinical development activities		$ 7,000

Preferred Stock, Series A Non_2

Preferred Stock, Series A Non-Voting Convertible Preferred Stock and Common Stock - Additional Information (Detail) - USD ($)	Feb. 08, 2021	Dec. 04, 2020	Sep. 22, 2020	Jul. 09, 2020	Jul. 06, 2020	Mar. 31, 2021	Dec. 31, 2020	Mar. 19, 2020
Class Of Stock [Line Items]
Common stock, Shares authorized						150,000,000	150,000,000
Common stock, Par value						$ 0.001	$ 0.001
Preferred stock including temporary equity shares authorized						10,000,000
Preferred stock, par value						$ 0.001	$ 0.001
Preferred stock, shares authorized						9,000,000	9,000,000
Preferred stock, shares issued						0	0
Preferred stock, shares outstanding						0	0
Common stock, Shares issued			42,390,225			37,194,267	32,347,905
Private Placement [Member]
Class Of Stock [Line Items]
Common stock issuable upon the conversion of preferred stock			29,659,500
Underwritten Public Offering [Member]
Class Of Stock [Line Items]
Shares of common stock issued and sold		11,794,872
Public offering price, per share		$ 9.75
Net proceeds from public offering		$ 107,700,000
Underwriting discounts and commissions and offering expenses		$ 7,300
Kiq LLC [Member]
Class Of Stock [Line Items]
Common stock issuable upon the conversion of preferred stock			11,171,750
Lincoln Park Capital Fund [Member]
Class Of Stock [Line Items]
Common stock, Shares authorized								25,000,000
Common stock, Shares issued							2,412,870	181,595
Proceeds from issuance of common stock to LPC							$ 25,000,000
Shares of common stock issued and sold						0
SVB Leerink LLC [Member]
Class Of Stock [Line Items]
Shares of common stock issued and sold						0
Maximum [Member]
Class Of Stock [Line Items]
Proceeds from issuance of equity and debt financing	$ 200,000,000
Maximum [Member] | Underwritten Public Offering [Member]
Class Of Stock [Line Items]
Shares of common stock issued and sold		1,538,461
Maximum [Member] | SVB Leerink LLC [Member]
Class Of Stock [Line Items]
Stock offering cost	$ 75,000,000
Common Stock [Member]
Class Of Stock [Line Items]
Conversion of preferred stock into common stock, Shares						4,602,250
Common stock voting right						Each share of common stock entitles the holder to one vote on all matters submitted to a vote of the Company’s stockholders.
Common Stock [Member] | Kiq LLC [Member]
Class Of Stock [Line Items]
Shares of common stock issued and sold			1,558,975		1,558,975
Series A Preferred Stock [Member]
Class Of Stock [Line Items]
Non-voting convertible preferred stock, shares authorized						1,000,000
Non-voting convertible preferred stock, par value						$ 0.001
Minimum percentage of originally issued shares remain issued and outstanding						40.00%
Convertible preferred stock, common stock issuable upon conversion						250
Conversion of preferred stock into common stock, Shares						49,490
Percentage of preferred stock issued						30.30%
Additional preferred stock shares conversion						4,864
Series A Preferred Stock [Member] | Private Placement [Member]
Class Of Stock [Line Items]
Preferred stock shares issued upon conversion			118,638
Series A Preferred Stock [Member] | Kiq LLC [Member]
Class Of Stock [Line Items]
Shares of common stock issued and sold					44,687
Preferred stock shares issued upon conversion			44,687
Series A Preferred Stock [Member] | Kiq LLC [Member] | Private Placement [Member]
Class Of Stock [Line Items]
Shares of common stock issued and sold				118,638
Series A Preferred Stock [Member] | Minimum [Member]
Class Of Stock [Line Items]
Beneficial ownership limitation percentage for conversion of common stock issued and outstanding						4.90%
Series A Preferred Stock [Member] | Maximum [Member]
Class Of Stock [Line Items]
Beneficial ownership limitation percentage for conversion of common stock issued and outstanding						19.90%
Series A Preferred Stock [Member] | Common Stock [Member]
Class Of Stock [Line Items]
Conversion of preferred stock into common stock, Shares						1,216,000
Cumulative amount of shares conversion						12,372,500

Stock-Based Compensation - Addi

Stock-Based Compensation - Additional Information (Detail) - USD ($)	Jan. 01, 2021	Nov. 05, 2020	May 07, 2020	Mar. 28, 2018	Mar. 27, 2018	May 11, 2021	Mar. 31, 2021	Mar. 31, 2021	Dec. 31, 2020	Oct. 22, 2020	Apr. 08, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common stock, Par value							$ 0.001	$ 0.001	$ 0.001
Stock Option [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of increases in authorized shares											542,418
Stock based compensation expense related to options subject to shareholder approval							$ 0
Common stock, Par value											$ 0.001
Compensation cost related to incremental fair value of stock based awards									$ 200,000
Exercise price			$ 1.68
Unrecognized compensation cost							$ 24,500,000	$ 24,500,000
Unrecognized compensation expenses, recognition period							3 years 6 months 18 days
Stock Option [Member] | Kiq LLC [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock compensation expense due to accelerated vesting of stock options									$ 2,900,000
2020 Inducement Plan [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Options, exercise price range, minimum							$ 8.78
Options, exercise price range, maximum							$ 11.16
Shares reserved for future issuance										3,750,000
Shares of common stock issued and sold		3,750,000
Options issued							1,025,000	2,885,605
Shares available for future issuance							864,395	864,395
2020 Inducement Plan [Member] | Subsequent Event
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Options issued						135,400
2018 Stock Option and Incentive Plan [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of increases in authorized shares					700,180
Percentage applied to the outstanding shares as annual increase in the number of shares authorized for issuance					4.00%
Increased in authorized shares reserved for issuance	1,293,916
Options, exercise price range, minimum							$ 7.96
Options, exercise price range, maximum							$ 12.30
2018 Stock Option and Incentive Plan [Member] | Employees and Non-employee Directors [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Option grants							2,880,867
Number of options granted subject to shareholder approval							2,782,918
2018 Employee Stock Purchase Plan [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Increased in authorized shares reserved for issuance	125,000
Shares reserved for future issuance				78,500
Shares available for future issuance							332,757	332,757
2018 Employee Stock Purchase Plan [Member] | Maximum [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of increases in authorized shares				125,000
Percentage of shares of common stock available for issuance				1.00%
Exchange Offer and 2018 Stock Option and Incentive Plan [Member] | Stock Option [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Option grants			542,418

Stock-Based Compensation - Sche

Stock-Based Compensation - Schedule of Stock Based Compensation Expense (Detail) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Share based compensation expense	$ 1,781	$ 769
Research and Development Expense [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Share based compensation expense	206	237
General and Administrative Expense [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Share based compensation expense	$ 1,575	$ 532

Commitments and Contingencies -

Commitments and Contingencies - Additional Information (Detail) - USD ($) $ in Thousands	1 Months Ended	3 Months Ended
	Jul. 30, 2020	Mar. 31, 2021	Dec. 31, 2020	Aug. 28, 2020
Commitments And Contingencies Disclosure [Line Items]
Lease expiration date		Apr. 30, 2023
Lessee, operating lease, existence of option to extend		true
Operating Lease option to extend		The Company?s option to extend for an additional five-year term.
Right-of-use asset		$ 4,169	$ 4,615	$ 900
Operating lease liabilities		$ 4,722		$ 900
Plexxikon License Agreement [Member]
Commitments And Contingencies Disclosure [Line Items]
Upfront payment	$ 1,000
License agreement expiration terms		The license agreement will expire on a country-by-country and licensed product-by-licensed product basis until the later of the last to expire of the patents covering such licensed products or services or the 10-year anniversary of the date of first commercial sale of the licensed product in such country. The Licensors may terminate the license agreement within 30 days after written notice in the event of a breach of contract. The Licensors may also terminate the agreement upon written notice in the event of the Company’s bankruptcy, liquidation or insolvency. In addition, the Company has the right to terminate this agreement in its entirety at will upon 90 days’ advance written notice to Plexxikon Inc.
Maximum [Member] | Plexxikon License Agreement [Member]
Commitments And Contingencies Disclosure [Line Items]
Aggregate payments received upon satisfaction of clinical milestones	7,500
Aggregate payments received	$ 25,000
Non-current restricted cash [Member] | Letter of Credit [Member] | Collateral [Member]
Commitments And Contingencies Disclosure [Line Items]
Lease deposit		$ 1,300
SOTIO [Member]
Commitments And Contingencies Disclosure [Line Items]
Percentage of sublease facility		70.00%
SOTIO [Member] | Non-current restricted cash [Member] | Letter of Credit [Member] | Collateral [Member]
Commitments And Contingencies Disclosure [Line Items]
Lease deposit		$ 1,300

Commitments and Contingencies_2

Commitments and Contingencies - Summary of Elements of Lease Expense Net of Sublease Income (Detail) $ in Thousands	3 Months Ended
	Mar. 31, 2021USD ($)
Lease cost
Operating lease cost	$ 594
Variable lease cost (1)	178	[1]
Sublease Income	(604)
Total lease cost	168
Other information
Cash paid for amounts included in the measurement of lease liabilities	$ 772
Remaining lease term	2 years 29 days
Discount rate	9.50%
[1]	The variable lease costs for the three months ended March 31, 2021 include common area maintenance and other operating charges.

Commitments and Contingencies_3

Commitments and Contingencies - Summary of Future Minimum Payments under Operating Lease (Detail) - USD ($) $ in Thousands	Mar. 31, 2021	Dec. 31, 2020	Aug. 28, 2020
Leases [Abstract]
2021	$ 1,830
2022	2,497
2023	841
Total future minimum lease payments	5,168
Less: imputed interest	446
Operating lease liabilities	4,722		$ 900
Operating lease liability	2,117	$ 2,052
Operating lease liability, net of current portion	2,605	$ 3,155
Total operating lease liability	$ 4,722		$ 900

Net Loss Per Share - Schedule o

Net Loss Per Share - Schedule of Earnings Per Share Basic and Diluted (Detail) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Earnings Per Share [Abstract]
Net loss	$ (11,728)	$ (6,094)
Net loss attributable to common stockholders	$ (11,728)	$ (6,094)
Weighted average common shares outstanding, basic and diluted	34,879,296	7,534,187
Net loss per share attributable to common shareholders, basic and diluted	$ (0.34)	$ (0.81)

Net Loss Per Share - Summary of

Net Loss Per Share - Summary of Potential Dilutive Securities (Detail) - shares	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Potential dilutive securities excluded from computation of diluted net loss per common share	32,613,111	1,026,452
Stock Options to Purchase Common Stock [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Potential dilutive securities excluded from computation of diluted net loss per common share	4,154,361	1,026,452
Series A Preferred Stock [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Potential dilutive securities excluded from computation of diluted net loss per common share	28,458,750
Unvested Restricted Common Stock Units [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Potential dilutive securities excluded from computation of diluted net loss per common share		88,371

Retirement Plan - Additional In

Retirement Plan - Additional Information (Detail) - USD ($)	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Compensation And Retirement Disclosure [Abstract]
Defined contribution plan, employer matching contribution percentage	100.00%
Defined contribution plan, elective contributions vesting percentage	4.00%
Defined contribution plan, matching amount	$ 100,000	$ 0