Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2022 | Nov. 02, 2022 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2022 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q3 | |
Entity Registrant Name | Imago BioSciences, Inc. | |
Entity Central Index Key | 0001623715 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Entity File Number | 001-40604 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 45-4915810 | |
Entity Address, Address Line One | 303 Twin Dolphin Drive | |
Entity Address, Address Line Two | 6th Floor | |
Entity Address, City or Town | Redwood City | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 94065 | |
City Area Code | 415 | |
Local Phone Number | 529-5055 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 33,822,201 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Title of 12(b) Security | Common Stock, par value $0.0001 per share | |
Trading Symbol | IMGO | |
Security Exchange Name | NASDAQ |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 7,293 | $ 11,226 |
Short-term investments | 171,121 | 206,184 |
Prepaid expenses and other current assets | 3,626 | 3,894 |
Total current assets | 182,040 | 221,304 |
Property and equipment, net | 2 | 2 |
Other long-term assets | 4,415 | 3,480 |
Total assets | 186,457 | 224,786 |
Current liabilities: | ||
Accounts payable | 3,898 | 3,459 |
Accrued research and development expenses | 6,823 | 4,213 |
Accrued and other current liabilities | 3,117 | 2,420 |
Total current liabilities | 13,838 | 10,092 |
Commitments and contingencies (Note 6) | ||
Stockholders' equity (deficit): | ||
Common stock, $0.0001 par value; 300,000,000 shares authorized as of September 30, 2022; and December 31, 2021; 33,815,999 and 33,531,743 shares issued and outstanding as of September 30, 2022 and December 31, 2021, respectively | 3 | 3 |
Additional paid-in capital | 332,996 | 327,387 |
Accumulated other comprehensive loss | (816) | (43) |
Accumulated deficit | (159,564) | (112,653) |
Total stockholders' equity | 172,619 | 214,694 |
Total liabilities and stockholders' equity | $ 186,457 | $ 224,786 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Sep. 30, 2022 | Dec. 31, 2021 |
Common stock, par value per share | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 300,000,000 | 300,000,000 |
Common stock shares issued | 33,815,999 | 33,531,743 |
Common stock shares outstanding | 33,815,999 | 33,531,743 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Operating expenses: | ||||
Research and development | $ 13,453 | $ 8,680 | $ 35,632 | $ 20,551 |
General and administrative | 4,095 | 3,040 | 12,445 | 7,159 |
Total operating expenses | 17,548 | 11,720 | 48,077 | 27,710 |
Loss from operations | (17,548) | (11,720) | (48,077) | (27,710) |
Other income (expense), net: | ||||
Interest income | 194 | 72 | 406 | 241 |
Other income (expense), net | 578 | (22) | 760 | (116) |
Total other income, net | 772 | 50 | 1,166 | 125 |
Net loss | $ (16,776) | $ (11,670) | $ (46,911) | $ (27,585) |
Net loss per share, basic | $ (0.50) | $ (0.44) | $ (1.39) | $ (2.85) |
Net loss per share, diluted | $ (0.50) | $ (0.44) | $ (1.39) | $ (2.85) |
Weighted-average shares used in computing net loss per share, basic | 33,765,515 | 26,671,511 | 33,716,219 | 9,688,747 |
Weighted-average shares used in computing net loss per share, diluted | 33,765,515 | 26,671,511 | 33,716,219 | 9,688,747 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Loss (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Statement of Comprehensive Income [Abstract] | ||||
Net loss | $ (16,776) | $ (11,670) | $ (46,911) | $ (27,585) |
Other comprehensive (loss) income: | ||||
Unrealized (loss) gain on available-for-sale securities | 12 | (1) | (773) | 19 |
Comprehensive loss | $ (16,764) | $ (11,671) | $ (47,684) | $ (27,566) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Convertible Preferred Stock and Stockholders' Equity (Deficit) (Unaudited) - USD ($) $ in Thousands | Total | Convertible Preferred Stock | Common Stock | Additional Paid-in Capital | Accumulated Other Comprehensive (Loss) Income | Accumulated Deficit | Initial Public Offering | Initial Public Offering Convertible Preferred Stock | Initial Public Offering Common Stock | Initial Public Offering Additional Paid-in Capital | Private Placement | Private Placement Common Stock | Private Placement Additional Paid-in Capital |
Temporary equity, beginning balance, shares at Dec. 31, 2020 | 21,435,632 | ||||||||||||
Temporary equity, beginning balance at Dec. 31, 2020 | $ 162,612 | ||||||||||||
Beginning balance, shares at Dec. 31, 2020 | 1,030,023 | ||||||||||||
Beginning balance at Dec. 31, 2020 | $ (68,784) | $ 1,561 | $ (3) | $ (70,342) | |||||||||
Stock-based compensation | 319 | 319 | |||||||||||
Other comprehensive income (loss) | 12 | 12 | |||||||||||
Net loss | (7,109) | (7,109) | |||||||||||
Temporary equity, ending balance, shares at Mar. 31, 2021 | 21,435,632 | ||||||||||||
Temporary equity, ending balance at Mar. 31, 2021 | $ 162,612 | ||||||||||||
Ending balance, shares at Mar. 31, 2021 | 1,030,023 | ||||||||||||
Ending balance at Mar. 31, 2021 | (75,562) | 1,880 | 9 | (77,451) | |||||||||
Temporary equity, beginning balance, shares at Dec. 31, 2020 | 21,435,632 | ||||||||||||
Temporary equity, beginning balance at Dec. 31, 2020 | $ 162,612 | ||||||||||||
Beginning balance, shares at Dec. 31, 2020 | 1,030,023 | ||||||||||||
Beginning balance at Dec. 31, 2020 | (68,784) | 1,561 | (3) | (70,342) | |||||||||
Stock-based compensation | 1,416 | ||||||||||||
Other comprehensive income (loss) | 19 | ||||||||||||
Net loss | (27,585) | ||||||||||||
Ending balance, shares at Sep. 30, 2021 | 33,457,029 | ||||||||||||
Ending balance at Sep. 30, 2021 | 228,364 | $ 3 | 326,272 | 16 | (97,927) | ||||||||
Temporary equity, beginning balance, shares at Mar. 31, 2021 | 21,435,632 | ||||||||||||
Temporary equity, beginning balance at Mar. 31, 2021 | $ 162,612 | ||||||||||||
Beginning balance, shares at Mar. 31, 2021 | 1,030,023 | ||||||||||||
Beginning balance at Mar. 31, 2021 | (75,562) | 1,880 | 9 | (77,451) | |||||||||
Exercise of stock options, shares | 57,036 | ||||||||||||
Exercise of stock options | 107 | 107 | |||||||||||
Stock-based compensation | 434 | 434 | |||||||||||
Other comprehensive income (loss) | 8 | 8 | |||||||||||
Net loss | (8,806) | (8,806) | |||||||||||
Temporary equity, ending balance, shares at Jun. 30, 2021 | 21,435,632 | ||||||||||||
Temporary equity, ending balance at Jun. 30, 2021 | $ 162,612 | ||||||||||||
Ending balance, shares at Jun. 30, 2021 | 1,087,059 | ||||||||||||
Ending balance at Jun. 30, 2021 | (83,819) | 2,421 | 17 | (86,257) | |||||||||
Temporary equity, Conversion of convertible preferred stock to common stock upon initial public offering, shares | (21,435,632) | ||||||||||||
Temporary equity, Conversion of convertible preferred stock to common stock upon initial public offering | $ (162,612) | ||||||||||||
Conversion of convertible preferred stock to common stock upon initial public offering, shares | 21,435,632 | ||||||||||||
Conversion of convertible preferred stock to common stock upon initial public offering | 162,612 | $ 2 | $ 162,610 | ||||||||||
Issuance of common stock, shares | 9,660,000 | 1,250,000 | |||||||||||
Issuance of common stock | $ 140,486 | $ 1 | $ 140,485 | $ 20,000 | $ 20,000 | ||||||||
Exercise of stock options, shares | 24,338 | ||||||||||||
Exercise of stock options | 93 | 93 | |||||||||||
Stock-based compensation | 663 | 663 | |||||||||||
Other comprehensive income (loss) | (1) | (1) | |||||||||||
Net loss | (11,670) | (11,670) | |||||||||||
Ending balance, shares at Sep. 30, 2021 | 33,457,029 | ||||||||||||
Ending balance at Sep. 30, 2021 | $ 228,364 | $ 3 | 326,272 | 16 | (97,927) | ||||||||
Beginning balance, shares at Dec. 31, 2021 | 33,531,743 | 33,531,743 | |||||||||||
Beginning balance at Dec. 31, 2021 | $ 214,694 | $ 3 | 327,387 | (43) | (112,653) | ||||||||
Exercise of stock options, shares | 201,940 | ||||||||||||
Exercise of stock options | 454 | 454 | |||||||||||
Stock-based compensation | 1,351 | 1,351 | |||||||||||
Other comprehensive income (loss) | (593) | (593) | |||||||||||
Net loss | (16,394) | (16,394) | |||||||||||
Ending balance, shares at Mar. 31, 2022 | 33,733,683 | ||||||||||||
Ending balance at Mar. 31, 2022 | $ 199,512 | $ 3 | 329,192 | (636) | (129,047) | ||||||||
Beginning balance, shares at Dec. 31, 2021 | 33,531,743 | 33,531,743 | |||||||||||
Beginning balance at Dec. 31, 2021 | $ 214,694 | $ 3 | 327,387 | (43) | (112,653) | ||||||||
Stock-based compensation | 4,758 | ||||||||||||
Other comprehensive income (loss) | (773) | ||||||||||||
Net loss | $ (46,911) | ||||||||||||
Ending balance, shares at Sep. 30, 2022 | 33,815,999 | 33,815,999 | |||||||||||
Ending balance at Sep. 30, 2022 | $ 172,619 | $ 3 | 332,996 | (816) | (159,564) | ||||||||
Beginning balance, shares at Mar. 31, 2022 | 33,733,683 | ||||||||||||
Beginning balance at Mar. 31, 2022 | 199,512 | $ 3 | 329,192 | (636) | (129,047) | ||||||||
Exercise of stock options, shares | 4,190 | ||||||||||||
Exercise of stock options | 17 | 17 | |||||||||||
Stock-based compensation | 1,742 | 1,742 | |||||||||||
Other comprehensive income (loss) | (192) | (192) | |||||||||||
Net loss | (13,741) | (13,741) | |||||||||||
Ending balance, shares at Jun. 30, 2022 | 33,737,873 | ||||||||||||
Ending balance at Jun. 30, 2022 | 187,338 | $ 3 | 330,951 | (828) | (142,788) | ||||||||
Exercise of stock options, shares | 78,126 | ||||||||||||
Exercise of stock options | 380 | 380 | |||||||||||
Stock-based compensation | 1,665 | 1,665 | |||||||||||
Other comprehensive income (loss) | 12 | 12 | |||||||||||
Net loss | $ (16,776) | (16,776) | |||||||||||
Ending balance, shares at Sep. 30, 2022 | 33,815,999 | 33,815,999 | |||||||||||
Ending balance at Sep. 30, 2022 | $ 172,619 | $ 3 | $ 332,996 | $ (816) | $ (159,564) |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Convertible Preferred Stock and Stockholders' Equity (Deficit) (Parenthetical) (Unaudited) $ in Thousands | 3 Months Ended |
Sep. 30, 2021 USD ($) | |
Initial Public Offering | Common Stock | |
Stock issuance costs | $ 3,255 |
Condensed Consolidated Statem_5
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Cash flows from operating activities: | ||
Net loss | $ (46,911) | $ (27,585) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Stock-based compensation | 4,758 | 1,416 |
Amortization of premium and discounts on available-for-sale investments | (783) | 124 |
Depreciation and amortization | 3 | 3 |
Changes in operating assets and liabilities: | ||
Prepaid expenses and other current assets | 282 | (2,980) |
Other long-term assets | 34 | (1,231) |
Accounts payable | 439 | 501 |
Accrued research and development expenses | 2,610 | 2,241 |
Accrued expenses and other current liabilities | 566 | 1,039 |
Net cash used in operating activities | (39,002) | (26,472) |
Cash flows from investing activities: | ||
Purchases of property and equipment | (2) | |
Purchases of available-for-sale investments | (156,587) | (131,088) |
Proceeds from maturities of available-for-sale investments | 191,660 | 62,903 |
Net cash provided by (used in) investing activities | 35,073 | (68,187) |
Cash flows from financing activities: | ||
Proceeds from exercise of stock options | 837 | 116 |
Proceeds from issuance of common stock upon initial public offering, net of underwriting discounts and commissions | 143,741 | |
Proceeds from issuance of common stock upon Private Placement | 20,000 | |
Net cash provided by (used in) financing activities | (4) | 160,602 |
Net (decrease) increase in cash and cash equivalents | (3,933) | 65,943 |
Cash and cash equivalents at beginning of period | 11,226 | 19,266 |
Cash and cash equivalents at end of period | 7,293 | 85,209 |
Supplemental disclosure of cash information: | ||
Cash paid for taxes | 302 | 61 |
Supplemental disclosure of non-cash information: | ||
Capitalized software costs included in accounts payable | 25 | |
Proceeds from exercise of stock options in prepaid expenses and other current assets | 14 | 84 |
Deferred offering cost included in accrued and other current liabilities and accounts payable | 131 | |
Conversion of convertible preferred stock to common stock upon initial public offering | 162,612 | |
IPO | ||
Cash flows from financing activities: | ||
Payments of offering costs | $ (3,255) | |
At-the-market Offering | ||
Cash flows from financing activities: | ||
Payments of offering costs | $ (841) |
Organization and Description of
Organization and Description of the Business | 9 Months Ended |
Sep. 30, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Description of the Business | 1. Organization and Description of the Business Description of the Business Imago BioSciences, Inc., or Imago, or the Company, was incorporated on March 28, 2012 as a Delaware corporation and is headquartered in South San Francisco, California. The Company is a clinical-stage biopharmaceutical company discovering and developing small molecule product candidates that target lysine-specific demethylase 1, or LSD1, an enzyme that plays a central role in the production of blood cells in the bone marrow. The Company is focused on improving the quality of life for patients with cancer and bone marrow diseases in addition to prolonging their lives. The Company’s lead product candidate is bomedemstat for the treatment of myeloproliferative neoplasms, or MPNs, a family of related, chronic cancers of the bone marrow. The three most common MPNs are myelofibrosis, or MF, essential thrombocythemia, or ET, and polycythemia vera, or PV. The Company is pursuing the development of bomedemstat as a potentially disease-modifying therapy in ET and MF to address the limitations of currently approved therapies. In 2021, the Company completed enrollment in a Phase 2 clinical trial of bomedemstat for the treatment of MF and in 2022, the Company completed enrollment in a Phase 2 clinical trial of bomedemstat for the treatment of ET. To enable the collection of long-term safety and pharmacodynamic data, Imago initiated a Phase 2 Extension Study in 2021 into which patients from our Phase 2 clinical trial in MF have transitioned and patients from our Phase 2 clinical trial in ET have begun to transition. Initial public offering On July 15, 2021, the Company’s registration statement on Form S-1 (File No. 333-257419), relating to its initial public offering, or the IPO, of common stock became effective. The IPO closed on July 20, 2021 at which time the Company issued an aggregate of 8,400,000 shares of its common stock at a price of $ 16.00 per share. Within 30 days following the close, an additional 1,260,000 shares were issued in connection with the full exercise by the underwriters of their option to purchase additional shares of common stock. In connection with the completion of its IPO, on July 20, 2021 the Company’s certificate of incorporation was amended and restated to provide for 300,000,000 authorized shares of common stock with a par value of $ 0.0001 per share and 10,000,000 authorized shares of preferred stock with a par value of $ 0.0001 per share. The Company received net proceeds of approximately $ 140.5 million from the IPO, after deducting underwriting discounts, commissions and offering costs. Concurrent with the IPO, the Company issued 1,250,000 shares of common stock in a private placement, or the Private Placement, for net proceeds of $ 20.0 million. Immediately prior to the completion of the IPO, all shares of convertible preferred stock then outstanding were converted into 21,435,632 shares of common stock. Liquidity and capital resources The Company has incurred net losses and cash out flows from operations since inception and as of September 30, 2022, has an accumulated deficit of $ 159.6 million. As of September 30, 2022, the Company had cash, cash equivalents and short-term investments of $ 178.4 million, which are available to fund future operations. Management expects to incur additional losses in the future to conduct research and development and recognizes the need to raise capital to fully implement its business plan. The Company has historically financed its operations primarily with the proceeds from the issuance of its convertible preferred stock and to a lesser extent debt financing, in each case prior to the IPO and from sale of shares of common stock in the IPO and the concurrent Private Placement. The Company may raise additional capital through additional equity financings, debt financings or other sources. Based on projected activities, management believes that its existing cash, cash equivalents and short-term investments as of September 30, 2022, will be sufficient to support operations for at least the next 12 months following issuance of these unaudited condensed consolidated financial statements. Reverse stock split On July 13, 2021, the Company effected a reverse stock split of the Company’s common stock on an 8.4 -for-1 basis, or the Reverse Stock Split. In connection with the Reverse Stock Split, all common stock and convertible preferred stock share and per share amounts for all periods presented in these unaudited condensed consolidated financial statements have been retroactively adjusted, to reflect this Reverse Stock Split. Authorized shares and par values were not adjusted. Coronavirus pandemic The Company's management continues to closely monitor the global situation for potential effects on the Company's financial condition, liquidity, operations, suppliers, industry and workforce. Given the volatility and evolution of the continuing COVID-19 pandemic and the evolving global responses to curb rates of infection from new strains, such as Omicron, rates of hospitalization and death, and to enhance the global rates of full vaccination and availability of vaccine boosters and COVID-19 treatments, the Company is not able to estimate the effects of the COVID-19 pandemic on its results of operations, financial condition, or liquidity. Although the Company cannot estimate the length or gravity of the impact of the COVID-19 outbreak at this time, if the pandemic continues, it may have a material adverse effect on the Company’s results of operations, financial position and liquidity in 2022. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2022 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Basis of Presentation The unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles, or U.S. GAAP. The unaudited condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated. Use of Estimates The preparation of unaudited condensed consolidated 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 disclosure of contingent assets and liabilities as of the date of the unaudited condensed consolidated financial statements and the reported amounts of expenses during the reporting period. Significant estimates and assumptions made in the accompanying unaudited condensed consolidated financial statements include, but are not limited to, certain prepaid assets and accrued liabilities for research and development activities, valuation of deferred tax assets, the fair values of common and convertible preferred stock prior to the IPO and the fair value of stock options. The Company evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors and adjusts those estimates and assumptions when facts and circumstances dictate. Actual results could differ from those estimates. Unaudited Condensed Consolidated Financial Statements The unaudited condensed consolidated balance sheet as of September 30, 2022, and the interim condensed consolidated statements of operations, comprehensive loss, and stockholders’ equity for the three and nine months ended September 30, 2022 and 2021 and interim condensed consolidated statements of cash flows for the nine months ended September 30, 2022, and 2021 are unaudited. These unaudited condensed consolidated financial statements have been prepared on the same basis as the Company’s annual consolidated financial statements and, in the opinion of management, reflect all adjustments (consisting only of normal recurring adjustments) that are necessary for the fair statement of the Company’s financial position, results of operations and cash flows for the interim periods presented. The financial data and the other financial information disclosed in these notes to the unaudited condensed consolidated financial statements related to the three- and nine-month periods are also unaudited. The condensed results of operations for the three and nine months ended September 30, 2022, are not necessarily indicative of the results to be expected for the year ending December 31, 2022, or for any other future annual or interim period. The condensed consolidated balance sheet as of December 31, 2021, included herein was derived from the audited consolidated financial statements as of that date. These unaudited condensed consolidated financial statements should be read in conjunction with the Company’s audited financial statements included in the Company's Annual Report on Form 10-K for the year ended December 31, 2021 (File No. 001-40604), as filed with the Securities and Exchange Commission, or the SEC, pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. Reclassifications Certain prior year amounts have been reclassified to conform to current year presentation. This includes the reclassification of Accrued research and development expenses from Accrued and other current liabilities within current liabilities on the balance sheet and statement of cash flows. Research and Development Expenses Research and development costs are expensed as incurred. Research and development costs consist of salaries, benefits, and other personnel-related costs, including stock-based compensation, laboratory supplies, clinical studies and related clinical manufacturing costs, fees paid to other entities to conduct certain research and development activities on the Company’s behalf, as well as allocated facility and other related costs. Non-refundable advance payments for goods or services that will be used or rendered for future research and development activities are deferred and capitalized as prepaid expenses until the related goods are delivered or services are performed. The Company estimates preclinical and clinical study research expenses based on the services performed, pursuant to contracts with research institutions and clinical research organizations that conduct and manage preclinical and clinical studies and research services on its behalf. The Company records the costs of research and development activities based upon the estimated amount of services provided but not yet invoiced and includes these costs in accrued and other current liabilities in the unaudited condensed consolidated balance sheets. These costs are a component of the Company’s research and development expenses. The Company accrues for these costs based on factors such as estimates of the work completed and in accordance with agreements established with its third-party service providers under the service agreements. The Company makes significant judgments and estimates in determining the accrued and other current liabilities balance. As actual costs become known, the Company adjusts its accrued expenses. The Company has not experienced any material differences between accrued costs and actual costs incurred. However, the status and timing of actual services performed have varied and may vary in the future from the Company’s estimates, resulting in adjustments to expense in future periods. Changes in these estimates that result in material changes to the Company’s accrued costs could materially affect the Company’s results of operations. Stock-Based Compensation Stock-based compensation is measured at the grant date for all equity awards granted to employees and non-employees based on the fair value of the awards, including stock options and restricted shares. The Company estimates the fair value of stock-based awards on the date of grant using the Black-Scholes option-pricing model. For stock-based awards that vest subject to the satisfaction of a service requirement, the expense is recognized using the straight-line method over the requisite service period, which is generally the vesting period. Forfeitures are accounted for when they occur. Net Loss Per Share Basic net loss per share is calculated by dividing the net loss by the weighted-average number of shares of the Company’s common stock outstanding for the period, without consideration for potential dilutive shares of common stock. As the Company is in a loss position for the periods presented, diluted net loss per share is the same as basic net loss per share, since the effects of potentially dilutive securities are antidilutive. Comprehensive Loss Comprehensive loss includes net loss and certain changes in stockholders’ equity that are excluded from net loss. The Company’s comprehensive loss is comprised of unrealized gains and losses on the Company’s available-for-sale investments. Recently Adopted Accounting Pronouncements In December 2019, the Financial Accounting Standards Board, or the FASB, issued Accounting Standards Update, or ASU, No. 2019-12 , Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes , or ASU 2019-12, which is intended to simplify the accounting for income taxes. The guidance eliminates certain exceptions to the approach for intra period tax allocation, the methodology for calculating income taxes in an interim period and the recognition of deferred tax liabilities for outside basis differences. As an emerging growth company, this new standard was effective for the Company for its fiscal year beginning January 1, 2022. The Company adopted the standard on January 1, 2022 , and the adoption did no t have a material impact on the Company’s consolidated financial statements. Recently Issued Accounting Pronouncements Not Yet Adopted In June 2016, the FASB issued ASU 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments , which replaces the existing incurred loss impairment model with an expected credit loss model and requires a financial asset measured at amortized cost to be presented at the net amount expected to be collected. As an emerging growth company, this new standard will become effective for the Company in the fiscal year beginning January 1, 2023 and must be adopted using a modified retrospective approach, with certain exceptions. The Company is currently evaluating the impact of this standard on its consolidated financial statements and related disclosures. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 3. Fair Value Measurements The Company utilizes valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible. The Company determines fair value based on assumptions that market participants would use in pricing an asset or liability in the principal or most advantageous market. When considering market participant assumptions in fair value measurements, the following fair value hierarchy distinguishes between observable and unobservable inputs, which are categorized in one of the following levels: • Level 1 Inputs: Unadjusted quoted prices in active markets for identical assets or liabilities accessible to the reporting entity at the measurement date. • Level 2 Inputs: Other than quoted prices included in Level 1 inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the asset or liability. • Level 3 Inputs: Unobservable inputs for the asset or liability used to measure fair value to the extent that observable inputs are not available, thereby allowing for situations in which there is little, if any, market activity for the asset or liability at measurement date. Fair value accounting is applied for all financial assets and liabilities that are recognized or disclosed at fair value in the financial statements on a recurring basis (at least annually). As of September 30, 2022, and December 31, 2021 , the carrying amount of prepaid expenses and other current assets, accounts payable and accrued liabilities approximated their estimated fair values due to the short-term nature of these items. The following tables present information about the Company’s financial assets and liabilities measured at fair value on a recurring basis and indicate the level of the fair value hierarchy utilized to determine such fair values: September 30, 2022 Level 1 Level 2 Level 3 Fair Value (in thousands) Assets: Money market funds $ 3,229 $ — $ — $ 3,229 Commercial paper — 147,779 — 147,779 U.S. treasury securities — 23,342 — 23,342 Total financial assets $ 3,229 $ 171,121 $ — $ 174,350 December 31, 2021 Level 1 Level 2 Level 3 Fair Value (in thousands) Assets: Money market funds $ 7,794 $ — $ — $ 7,794 Corporate bonds — 4,499 — 4,499 Commercial paper — 187,749 — 187,749 U.S. treasury securities — 16,024 — 16,024 Total financial assets $ 7,794 $ 208,272 $ — $ 216,066 Money market funds are highly liquid investments and are actively traded. The pricing information on the Company’s money market funds is readily available and can be independently validated as of the measurement date. This approach results in the classification of these securities as Level 1 of the fair value hierarchy. The Company’s short-term investments are classified as cash equivalents if their original maturities are less than three months. The Company’s short-term investments are considered Level 2 financial instruments as their fair values are determined using inputs that are observable in the market or can be derived principally from recently executed transactions, cash flow models with yield curves, and benchmark securities. There were no transfers in or out of Level 3 of the fair value hierarchy during the periods presented. |
Investments
Investments | 9 Months Ended |
Sep. 30, 2022 | |
Investments, Debt and Equity Securities [Abstract] | |
Investments | 4. Investments The following tables summarize the fair value and amortized cost of the Company’s available-for-sale debt securities and cash equivalents by major security type: September 30, 2022 Amortized Gross Gross Aggregate (in thousands) Assets: Money market funds $ 3,229 $ — $ — $ 3,229 Commercial paper 148,379 — ( 600 ) 147,779 U.S. treasury securities 23,558 — ( 216 ) 23,342 Total financial assets $ 175,166 $ — $ ( 816 ) $ 174,350 December 31, 2021 Amortized Gross Gross Aggregate (in thousands) Assets: Money market funds $ 7,794 $ — $ — $ 7,794 Corporate bonds 4,500 — ( 1 ) 4,499 Commercial paper 187,789 17 ( 57 ) 187,749 U.S. treasury securities 16,026 — ( 2 ) 16,024 Total financial assets $ 216,109 $ 17 $ ( 60 ) $ 216,066 The following table summarizes the classification of the Company’s available-for-sale debt securities and cash equivalents at fair value: September 30, December 31, 2022 2021 (in thousands) Cash equivalents $ 3,229 $ 9,882 Short-term investments 171,121 206,184 Total cash equivalents and short-term investments $ 174,350 $ 216,066 There were no impairments of available-for-sale debt securities considered “other-than-temporary” during the three and nine months ended September 30, 2022 as it was more likely than not the Company would hold the securities until maturity or a recovery of the cost basis. All available-for-sale debt securities have a maturity of less than one year as of September 30, 2022 . |
Balance Sheet Components
Balance Sheet Components | 9 Months Ended |
Sep. 30, 2022 | |
Payables and Accruals [Abstract] | |
Balance Sheet Components | 5. Balance Sheet Components Accrued and Other Current Liabilities Accrued and other current liabilities consist of the following: September 30, December 31, 2022 2021 (in thousands) Compensation and related benefits $ 2,472 $ 1,881 Accrued professional service fees 347 207 Other 298 332 Total accrued and other current liabilities $ 3,117 $ 2,420 |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 6. Commitments and Contingencies Operating Leases As of September 30, 2022 and December 31, 2021, the Company has cancellable operating lease agreements with lease terms of less than 12 months. For the three months ended September 30, 2022 and 2021, rent expense was $ 24,000 and $ 21,000 , respectively. For the nine months ended September 30, 2022 and 2021, rent expense was $ 64,000 and $ 71,000 , respectively. As of September 30, 2022 , the Company has one non-cancellable operating lease with a term longer than 12 months that is immaterial. Guarantees and Indemnifications In the normal course of business, the Company enters into agreements that contain a variety of representations and provide for general indemnifications. The Company’s exposure under these agreements is unknown because it involves claims that may be made against the Company in the future. To date, the Company has not paid any claims or been required to defend any action related to its indemnification obligations. As of September 30, 2022, and December 31, 2021 , the Company does not have any material indemnification claims that were probable or reasonably possible and, consequently, has not recorded related liabilities. |
Equity
Equity | 9 Months Ended |
Sep. 30, 2022 | |
Equity [Abstract] | |
Equity | 7. Equity Common Stock The Company reserved the following shares of common stock, on an as-if converted basis, for issuance as follows: September 30, December 31, 2022 2021 Options outstanding under the 2021 Equity Incentive Plan 4,095,428 4,028,461 Options available for future grant 3,998,946 2,673,582 Reserved for employee stock purchase plan 685,317 350,000 Total 8,779,691 7,052,043 At-the-Market Offering In August 2022, the Company entered into an open market sales agreement with Jefferies LLC, or Jefferies, as sales agent, pursuant to which the Company may issue and sell, from time to time, through or to the sales agent, as agent or principal, shares of its common stock having an aggregate maximum offering price of $ 150.0 million under an at-the-market offering program, or 2022 ATM program. Any shares of the Company’s common stock to be offered and sold under the 2022 ATM program will be issued and sold pursuant to the Company’s registration statement on Form S-3 (File No. 333-266963), which was declared effective on August 29, 2022, and the prospectus supplement thereto filed with the SEC on August 29, 2022. Under the 2022 ATM program, the sales agent may sell the shares by any method permitted by law deemed to be an “at-the-market offering” under Rule 415(a)(4) under the Securities Act of 1933, as amended, or the Securities Act. As of September 30, 2022, no shares of common stock have been sold under the 2022 ATM program. The Company incurred $ 1.0 million in offering costs related to the 2022 ATM Program, which are recorded in other long-term assets on the balance sheet. |
Stock-Based Compensation
Stock-Based Compensation | 9 Months Ended |
Sep. 30, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-Based Compensation | 8. Stock-Based Compensation 2012 Equity Incentive Plan In October 2012, the Company adopted the 2012 Equity Incentive Plan, or the 2012 Plan, under which 238,095 shares of the Company’s common stock were initially reserved for issuance to employees, directors, and consultants. 2021 Equity Incentive Plan In July 2021, the Company adopted the 2021 Incentive Award Plan, or 2021 Plan, which became effective in connection with the IPO. The 2012 Plan was terminated in connection with the IPO when the 2021 Plan became effective; however, awards granted under the 2012 Plan that remain outstanding continue to be governed by the 2012 Plan. Shares reserved for issuance under the 2012 Plan but not subject to awards as of the date of the IPO were added to the available shares in the 2021 Plan. Shares subject to awards granted under the 2012 Plan that were or are forfeited to the Company, terminated without exercise, or repurchased for the original purchase price after the IPO have been and will be added to the shares reserved for issuance under the 2021 Plan. Under the terms of the 2021 Plan, the Company may grant stock options, stock appreciation rights, restricted stock awards, restricted stock unit awards, performance bonus awards, performance stock unit awards, dividend equivalents awards or other stock or cash-based awards to individuals who are then employees, consultants, or directors of the Company. Under the terms of the 2021 Plan, options may be granted at an exercise price not less than fair market value. For employees holding more than 10 % of the voting rights of all classes of stock, the exercise prices for incentive and non-statutory stock options may not be less than 110 % of fair market value, as determined by the board of directors. The terms of options granted under the 2021 Plan may not exceed ten years . The vesting schedule of newly issued option grants is generally four years . The Company initially reserved 3,450,000 shares of common stock for issuance under the 2021 Plan. The number of shares initially reserved will be increased by (i) any shares available for issuance under the 2012 Plan as of the day before the IPO, (ii) any shares that are subject to the 2012 Plan that become available for issuance under the 2012 Plan and (iii) the annual increase on January 1 of each year, beginning January 1, 2022 , and continuing through and including January 1, 2031 , by 5 % of the shares of common stock outstanding on the last day of the immediately preceding fiscal year, or a lesser number of shares determined by the Company's board of directors. As of September 30, 2022, there were 3,998,946 shares available for grant under the 2021 Plan. 2021 Employee Stock Purchase Plan In July 2021, the Company adopted the Employee Stock Purchase Plan, or the ESPP, which became effective in connection with the IPO. The purpose of the ESPP is to assist employees of the Company in acquiring a stock ownership interest in the Company, to help such employees provide for their future security and to encourage them to remain in the employment of the Company. The ESPP is intended to qualify as an “employee stock purchase plan” within the meaning of Section 423 of the Code. The compensation committee of the board of directors administers the Company’s ESPP. The maximum aggregate number of shares of common stock that may be issued pursuant to the exercise of purchase rights under the Company’s ESPP that are granted to employees is 4,703,469 shares. Additionally, the number of shares of common stock reserved for issuance under the Company’s ESPP automatically increases each year, beginning on January 1, 2022 , and continuing through and including January 1, 2031 , by 1 % of the total number of shares of common stock outstanding on December 31 of the preceding calendar year, or a lesser number as determined by the board of directors. Shares subject to purchase rights granted under the Company’s ESPP that terminate without having been exercised in full will not reduce the number of shares available for issuance under the Company’s ESPP. As of September 30, 2022 , the Company has reserved 685,317 shares of common stock under the ESPP. There are two ESPP offering periods each year and the first offering period started on June 1, 2022. Each offering period has one purchase period which occurs every six months. There were no shares issued under the ESPP during the three and nine months ended September 30, 2022. Stock Option Activity Stock option activity under the 2012 Plan and the 2021 Plan was as follows: Options Available for Grant Number of Options Outstanding Weighted-Average Exercise Price Per Share Weighted-Average Aggregate Intrinsic Value (in thousands) Outstanding as of January 1, 2022 2,673,582 4,028,461 $ 8.81 8.40 $ 60,089 Authorized 1,676,587 — — Granted ( 704,020 ) 704,020 17.61 Exercised — ( 284,256 ) 2.99 Cancelled 352,797 ( 352,797 ) 13.45 Outstanding as of September 30, 2022 3,998,946 4,095,428 $ 10.33 7.99 $ 28,433 Exercisable as of September 30, 2022 1,622,781 $ 3.93 6.61 $ 18,440 The aggregate intrinsic values of options outstanding and exercisable were calculated as the difference between the exercise price of the options and the closing price of the Company’s common stock of $ 15.05 as of September 30, 2022. The total intrinsic value of options exercised during the three and nine months ended September 30, 2022 was $ 1.0 million and $ 4.9 million , respectively. The total intrinsic value of options exercised during the three and nine months ended September 30, 2021 was $ 0.4 million and $ 0.7 million, respectively . Such intrinsic value of options exercised is the difference between the fair value of Company’s common stock at the time of exercise and the exercise price of the stock option. The weighted-average grant-date fair value per share for stock options granted during the three months ended September 30, 2022 and 2021 was $ 11.86 and $ 9.66 , respectively. The weighted-average grant-date fair value per share for stock options granted during the nine months ended September 30, 2022 and 2021 was $ 12.08 and $ 3.71 , respectively. Determining Fair Value The estimated grant-date fair value of the Company’s stock options was calculated using the Black-Scholes option pricing model, based on the following assumptions: Three Months Ended Nine Months Ended 2022 2021 2022 2021 Expected term (in years) 6.0 - 6.1 5.8 - 6.1 5.5 - 6.1 5.8 - 6.1 Expected volatility 77.6 % 66.0 % - 66.7 % 77.1 % - 78.1 % 66.0 % - 69.9 % Risk-free interest rate 3.1 % - 3.7 % 0.9 % - 1.0 % 1.7 % - 3.7 % 0.6 % - 1.1 % Expected dividend yield —% —% —% —% Each of these inputs is subjective and generally requires significant judgment. Expected Term —The expected term represents the period that the Company’s stock-based awards are expected to be outstanding and is determined using the simplified method, which is based on the mid-point between the contractual term and vesting period. Volatility —The Company determines volatility based on the historical volatilities of comparable publicly traded life science companies over a period equal to the expected term because it does not have sufficient trading history for its common stock price. Comparable companies were chosen based on the similar size, stage in the life cycle, or area of specialty. The Company will continue to apply this process until sufficient historical information regarding volatility on its own stock becomes available. Risk-Free Interest Rate —The risk-free interest rate is determined by reference to the U.S. Treasury yield curve in effect at the time of grant of the award for time periods approximately equal to the expected term of the award. Dividend Yield —The Company has never paid and has no plans to pay any dividends on its common stock. Therefore, the Company has used an expected dividend yield of zero . Stock-Based Compensation Total stock-based compensation recognized for the periods presented is as follows: Three Months Ended Nine Months Ended 2022 2021 2022 2021 (in thousands) Research and development $ 512 $ 206 $ 1,875 $ 394 General and administrative 1,153 457 2,883 1,022 Total stock-based compensation expense $ 1,665 $ 663 $ 4,758 $ 1,416 As of September 30, 2022, total unrecognized stock-based compensation expense is approximately $ 19.3 million , related to unvested stock options to be recognized over the remaining weighted-average vesting period of 2.7 years . |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 9. Income Taxes For the three and nine months ended September 30, 2022 and 2021 , the Company did no t record any income tax expense. The U.S. federal and state deferred tax assets generated from the Company’s net operating losses have been fully reserved, as the Company believes it is not more likely than not that the benefit will be realized. On August 16, 2022, President Biden signed the Inflation Reduction Act (the IRA) into law, which includes implementation of a new alternative minimum tax, an excise tax on stock buybacks, and significant tax incentives for energy and climate initiatives, among other provisions. The Company has evaluated the current legislation and does not anticipate the IRA to have a material impact on its financial statements. |
Net Loss Per Share
Net Loss Per Share | 9 Months Ended |
Sep. 30, 2022 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | 10. Net Loss Per Share The following potentially dilutive shares, including all outstanding stock options, were excluded from the calculation of diluted shares outstanding for the periods presented as the effect would have been anti-dilutive: Three Months Ended Nine Months Ended 2022 2021 2022 2021 Outstanding stock options 4,095,428 3,117,338 4,095,428 3,117,338 ESPP shares 13,493 — 13,493 — Total 4,108,921 3,117,338 4,108,921 3,117,338 |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2022 | |
Subsequent Events [Abstract] | |
Subsequent Events | 11. Subsequent Events The Company did not have any subsequent events as of the filing date of this Quarterly Report on Form 10-Q. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2022 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles, or U.S. GAAP. The unaudited condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated. |
Use of Estimates | Use of Estimates The preparation of unaudited condensed consolidated 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 disclosure of contingent assets and liabilities as of the date of the unaudited condensed consolidated financial statements and the reported amounts of expenses during the reporting period. Significant estimates and assumptions made in the accompanying unaudited condensed consolidated financial statements include, but are not limited to, certain prepaid assets and accrued liabilities for research and development activities, valuation of deferred tax assets, the fair values of common and convertible preferred stock prior to the IPO and the fair value of stock options. The Company evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors and adjusts those estimates and assumptions when facts and circumstances dictate. Actual results could differ from those estimates. |
Unaudited Condensed Consolidated Financial Statements | Unaudited Condensed Consolidated Financial Statements The unaudited condensed consolidated balance sheet as of September 30, 2022, and the interim condensed consolidated statements of operations, comprehensive loss, and stockholders’ equity for the three and nine months ended September 30, 2022 and 2021 and interim condensed consolidated statements of cash flows for the nine months ended September 30, 2022, and 2021 are unaudited. These unaudited condensed consolidated financial statements have been prepared on the same basis as the Company’s annual consolidated financial statements and, in the opinion of management, reflect all adjustments (consisting only of normal recurring adjustments) that are necessary for the fair statement of the Company’s financial position, results of operations and cash flows for the interim periods presented. The financial data and the other financial information disclosed in these notes to the unaudited condensed consolidated financial statements related to the three- and nine-month periods are also unaudited. The condensed results of operations for the three and nine months ended September 30, 2022, are not necessarily indicative of the results to be expected for the year ending December 31, 2022, or for any other future annual or interim period. The condensed consolidated balance sheet as of December 31, 2021, included herein was derived from the audited consolidated financial statements as of that date. These unaudited condensed consolidated financial statements should be read in conjunction with the Company’s audited financial statements included in the Company's Annual Report on Form 10-K for the year ended December 31, 2021 (File No. 001-40604), as filed with the Securities and Exchange Commission, or the SEC, pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. |
Reclassifications | Reclassifications Certain prior year amounts have been reclassified to conform to current year presentation. This includes the reclassification of Accrued research and development expenses from Accrued and other current liabilities within current liabilities on the balance sheet and statement of cash flows. |
Research and Development Expenses | Research and Development Expenses Research and development costs are expensed as incurred. Research and development costs consist of salaries, benefits, and other personnel-related costs, including stock-based compensation, laboratory supplies, clinical studies and related clinical manufacturing costs, fees paid to other entities to conduct certain research and development activities on the Company’s behalf, as well as allocated facility and other related costs. Non-refundable advance payments for goods or services that will be used or rendered for future research and development activities are deferred and capitalized as prepaid expenses until the related goods are delivered or services are performed. The Company estimates preclinical and clinical study research expenses based on the services performed, pursuant to contracts with research institutions and clinical research organizations that conduct and manage preclinical and clinical studies and research services on its behalf. The Company records the costs of research and development activities based upon the estimated amount of services provided but not yet invoiced and includes these costs in accrued and other current liabilities in the unaudited condensed consolidated balance sheets. These costs are a component of the Company’s research and development expenses. The Company accrues for these costs based on factors such as estimates of the work completed and in accordance with agreements established with its third-party service providers under the service agreements. The Company makes significant judgments and estimates in determining the accrued and other current liabilities balance. As actual costs become known, the Company adjusts its accrued expenses. The Company has not experienced any material differences between accrued costs and actual costs incurred. However, the status and timing of actual services performed have varied and may vary in the future from the Company’s estimates, resulting in adjustments to expense in future periods. Changes in these estimates that result in material changes to the Company’s accrued costs could materially affect the Company’s results of operations. |
Stock-Based Compensation | Stock-Based Compensation Stock-based compensation is measured at the grant date for all equity awards granted to employees and non-employees based on the fair value of the awards, including stock options and restricted shares. The Company estimates the fair value of stock-based awards on the date of grant using the Black-Scholes option-pricing model. For stock-based awards that vest subject to the satisfaction of a service requirement, the expense is recognized using the straight-line method over the requisite service period, which is generally the vesting period. Forfeitures are accounted for when they occur. |
Net Loss Per Share | Net Loss Per Share Basic net loss per share is calculated by dividing the net loss by the weighted-average number of shares of the Company’s common stock outstanding for the period, without consideration for potential dilutive shares of common stock. As the Company is in a loss position for the periods presented, diluted net loss per share is the same as basic net loss per share, since the effects of potentially dilutive securities are antidilutive. |
Comprehensive Loss | Comprehensive Loss Comprehensive loss includes net loss and certain changes in stockholders’ equity that are excluded from net loss. The Company’s comprehensive loss is comprised of unrealized gains and losses on the Company’s available-for-sale investments. |
Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements In December 2019, the Financial Accounting Standards Board, or the FASB, issued Accounting Standards Update, or ASU, No. 2019-12 , Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes , or ASU 2019-12, which is intended to simplify the accounting for income taxes. The guidance eliminates certain exceptions to the approach for intra period tax allocation, the methodology for calculating income taxes in an interim period and the recognition of deferred tax liabilities for outside basis differences. As an emerging growth company, this new standard was effective for the Company for its fiscal year beginning January 1, 2022. The Company adopted the standard on January 1, 2022 , and the adoption did no t have a material impact on the Company’s consolidated financial statements. |
Recent Issued Accounting Pronouncements Not Yet Adopted | Recently Issued Accounting Pronouncements Not Yet Adopted In June 2016, the FASB issued ASU 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments , which replaces the existing incurred loss impairment model with an expected credit loss model and requires a financial asset measured at amortized cost to be presented at the net amount expected to be collected. As an emerging growth company, this new standard will become effective for the Company in the fiscal year beginning January 1, 2023 and must be adopted using a modified retrospective approach, with certain exceptions. The Company is currently evaluating the impact of this standard on its consolidated financial statements and related disclosures. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Fair Value Disclosures [Abstract] | |
Summary of Financial Assets and Liabilities Measured at Fair Value on Recurring Basis | The following tables present information about the Company’s financial assets and liabilities measured at fair value on a recurring basis and indicate the level of the fair value hierarchy utilized to determine such fair values: September 30, 2022 Level 1 Level 2 Level 3 Fair Value (in thousands) Assets: Money market funds $ 3,229 $ — $ — $ 3,229 Commercial paper — 147,779 — 147,779 U.S. treasury securities — 23,342 — 23,342 Total financial assets $ 3,229 $ 171,121 $ — $ 174,350 December 31, 2021 Level 1 Level 2 Level 3 Fair Value (in thousands) Assets: Money market funds $ 7,794 $ — $ — $ 7,794 Corporate bonds — 4,499 — 4,499 Commercial paper — 187,749 — 187,749 U.S. treasury securities — 16,024 — 16,024 Total financial assets $ 7,794 $ 208,272 $ — $ 216,066 |
Investments (Tables)
Investments (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Investments, Debt and Equity Securities [Abstract] | |
Schedule of Fair Value and Amortized Cost of Cash Equivalents and Available-for-sale Debt Securities | The following tables summarize the fair value and amortized cost of the Company’s available-for-sale debt securities and cash equivalents by major security type: September 30, 2022 Amortized Gross Gross Aggregate (in thousands) Assets: Money market funds $ 3,229 $ — $ — $ 3,229 Commercial paper 148,379 — ( 600 ) 147,779 U.S. treasury securities 23,558 — ( 216 ) 23,342 Total financial assets $ 175,166 $ — $ ( 816 ) $ 174,350 December 31, 2021 Amortized Gross Gross Aggregate (in thousands) Assets: Money market funds $ 7,794 $ — $ — $ 7,794 Corporate bonds 4,500 — ( 1 ) 4,499 Commercial paper 187,789 17 ( 57 ) 187,749 U.S. treasury securities 16,026 — ( 2 ) 16,024 Total financial assets $ 216,109 $ 17 $ ( 60 ) $ 216,066 |
Summary of Available-For-Sale Debt Securities at Fair Value | The following table summarizes the classification of the Company’s available-for-sale debt securities and cash equivalents at fair value: September 30, December 31, 2022 2021 (in thousands) Cash equivalents $ 3,229 $ 9,882 Short-term investments 171,121 206,184 Total cash equivalents and short-term investments $ 174,350 $ 216,066 |
Balance Sheet Components (Table
Balance Sheet Components (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Payables and Accruals [Abstract] | |
Summary of Accrued and Other Current Liabilities | Accrued and other current liabilities consist of the following: September 30, December 31, 2022 2021 (in thousands) Compensation and related benefits $ 2,472 $ 1,881 Accrued professional service fees 347 207 Other 298 332 Total accrued and other current liabilities $ 3,117 $ 2,420 |
Equity (Tables)
Equity (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Equity [Abstract] | |
Schedule of Common Stock Shares Reserved for Issuance | The Company reserved the following shares of common stock, on an as-if converted basis, for issuance as follows: September 30, December 31, 2022 2021 Options outstanding under the 2021 Equity Incentive Plan 4,095,428 4,028,461 Options available for future grant 3,998,946 2,673,582 Reserved for employee stock purchase plan 685,317 350,000 Total 8,779,691 7,052,043 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions | The estimated grant-date fair value of the Company’s stock options was calculated using the Black-Scholes option pricing model, based on the following assumptions: Three Months Ended Nine Months Ended 2022 2021 2022 2021 Expected term (in years) 6.0 - 6.1 5.8 - 6.1 5.5 - 6.1 5.8 - 6.1 Expected volatility 77.6 % 66.0 % - 66.7 % 77.1 % - 78.1 % 66.0 % - 69.9 % Risk-free interest rate 3.1 % - 3.7 % 0.9 % - 1.0 % 1.7 % - 3.7 % 0.6 % - 1.1 % Expected dividend yield —% —% —% —% |
Schedule of Stock-based Compensation Expense | Total stock-based compensation recognized for the periods presented is as follows: Three Months Ended Nine Months Ended 2022 2021 2022 2021 (in thousands) Research and development $ 512 $ 206 $ 1,875 $ 394 General and administrative 1,153 457 2,883 1,022 Total stock-based compensation expense $ 1,665 $ 663 $ 4,758 $ 1,416 |
2012 and 2021 Plan | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Schedule of Stock Option Activity | Stock option activity under the 2012 Plan and the 2021 Plan was as follows: Options Available for Grant Number of Options Outstanding Weighted-Average Exercise Price Per Share Weighted-Average Aggregate Intrinsic Value (in thousands) Outstanding as of January 1, 2022 2,673,582 4,028,461 $ 8.81 8.40 $ 60,089 Authorized 1,676,587 — — Granted ( 704,020 ) 704,020 17.61 Exercised — ( 284,256 ) 2.99 Cancelled 352,797 ( 352,797 ) 13.45 Outstanding as of September 30, 2022 3,998,946 4,095,428 $ 10.33 7.99 $ 28,433 Exercisable as of September 30, 2022 1,622,781 $ 3.93 6.61 $ 18,440 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Earnings Per Share [Abstract] | |
Schedule of Potentially Dilutive Shares Including All Outstanding Stock Options Were Not Included in Calculation of Diluted Shares Outstanding | The following potentially dilutive shares, including all outstanding stock options, were excluded from the calculation of diluted shares outstanding for the periods presented as the effect would have been anti-dilutive: Three Months Ended Nine Months Ended 2022 2021 2022 2021 Outstanding stock options 4,095,428 3,117,338 4,095,428 3,117,338 ESPP shares 13,493 — 13,493 — Total 4,108,921 3,117,338 4,108,921 3,117,338 |
Organization and Description _2
Organization and Description of the Business - Additional Information (Details) $ / shares in Units, $ in Thousands | 9 Months Ended | ||||
Jul. 20, 2021 USD ($) $ / shares shares | Jul. 13, 2021 | Sep. 30, 2022 USD ($) $ / shares shares | Dec. 31, 2021 USD ($) $ / shares shares | Aug. 20, 2021 shares | |
Organization And Description Of Business [Line Items] | |||||
Common stock shares issued | 33,815,999 | 33,531,743 | |||
Sale of stock price per share | $ / shares | $ 15.05 | ||||
Common stock shares authorized | 300,000,000 | 300,000,000 | |||
Common stock, par value per share | $ / shares | $ 0.0001 | $ 0.0001 | |||
Accumulated deficit | $ | $ 159,564 | $ 112,653 | |||
Cash, cash equivalents and short-term investments | $ | $ 178,400 | ||||
Reverse stock split | common stock on an 8.4-for-1 basis, or the Reverse Stock Split. | ||||
Reverse stock split conversion ratio | 0.119048 | ||||
IPO | |||||
Organization And Description Of Business [Line Items] | |||||
Common stock shares issued | 8,400,000 | ||||
Sale of stock price per share | $ / shares | $ 16 | ||||
Proceeds from issuance of common stock | $ | $ 140,500 | ||||
Common stock shares authorized | 300,000,000 | ||||
Common stock, par value per share | $ / shares | $ 0.0001 | ||||
Preferred stock, authorized | 10,000,000 | ||||
Preferred stock, par value per share | $ / shares | $ 0.0001 | ||||
IPO | Common Stock | |||||
Organization And Description Of Business [Line Items] | |||||
Convertible preferred stock converted into shares of common stock | 21,435,632 | ||||
Private Placement | |||||
Organization And Description Of Business [Line Items] | |||||
Common stock shares issued | 1,250,000 | ||||
Proceeds from issuance of common stock | $ | $ 20,000 | ||||
Underwriters Option to Purchase Additional Shares | |||||
Organization And Description Of Business [Line Items] | |||||
Common stock shares issued | 1,260,000 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies - Additional Information (Details) | 9 Months Ended |
Sep. 30, 2022 | |
Accounting Policies [Abstract] | |
Accounting Standards Update [Extensible Enumeration] | us-gaap:AccountingStandardsUpdate201912Member |
Change in accounting principle, accounting standards update, adoption date | Jan. 01, 2022 |
Change in accounting principle, accounting standards update, adopted [true false] | true |
Change in accounting principle, accounting standards update immaterial effect [true false] | true |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of Financial Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) - Fair Value, Recurring - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Assets: | ||
Financial assets | $ 174,350 | $ 216,066 |
Corporate Bonds | ||
Assets: | ||
Financial assets | 4,499 | |
Money Market Funds | ||
Assets: | ||
Financial assets | 3,229 | 7,794 |
Commercial Paper | ||
Assets: | ||
Financial assets | 147,779 | 187,749 |
U.S. Treasury Securities | ||
Assets: | ||
Financial assets | 23,342 | 16,024 |
Level 1 | ||
Assets: | ||
Financial assets | 3,229 | 7,794 |
Level 1 | Money Market Funds | ||
Assets: | ||
Financial assets | 3,229 | 7,794 |
Level 2 | ||
Assets: | ||
Financial assets | 171,121 | 208,272 |
Level 2 | Corporate Bonds | ||
Assets: | ||
Financial assets | 4,499 | |
Level 2 | Commercial Paper | ||
Assets: | ||
Financial assets | 147,779 | 187,749 |
Level 2 | U.S. Treasury Securities | ||
Assets: | ||
Financial assets | $ 23,342 | $ 16,024 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) - USD ($) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2022 | Dec. 31, 2021 | |
Fair Value Disclosures [Abstract] | ||
Fair value, transfers into level 3 | $ 0 | $ 0 |
Fair value, transfers out of level 3 | $ 0 | $ 0 |
Investments - Summary of Availa
Investments - Summary of Available-For-Sale Debt Securities (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Schedule Of Available For Sale Securities [Line Items] | ||
Cash Equivalents, Amortized Cost | $ 7,293 | $ 11,226 |
Cash Equivalents, Aggregate Fair Value | 3,229 | 9,882 |
Cash Equivalents and Available-for-sale Debt Securities, Amortized Cost | 175,166 | 216,109 |
Cash Equivalents and Available-for-sale Debt Securities, Gross Unrealized Gains | 17 | |
Cash Equivalents and Available-for-sale Debt Securities, Gross Unrealized Losses | (816) | (60) |
Cash Equivalents and Available-for-sale Debt Securities, Aggregate Fair Value | 174,350 | 216,066 |
Money Market Funds | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Cash Equivalents, Amortized Cost | 3,229 | 7,794 |
Cash Equivalents, Aggregate Fair Value | 3,229 | 7,794 |
Corporate Bonds | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Available-for-sale Debt Securities, Amortized Cost | 4,500 | |
Available-for-sale Debt Securities, Gross Unrealized Losses | (1) | |
Available-for-sale Debt Securities, Aggregate Fair Value | 4,499 | |
Commercial Paper | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Available-for-sale Debt Securities, Amortized Cost | 148,379 | 187,789 |
Available-for-sale Debt Securities, Gross Unrealized Gains | 17 | |
Available-for-sale Debt Securities, Gross Unrealized Losses | (600) | (57) |
Available-for-sale Debt Securities, Aggregate Fair Value | 147,779 | 187,749 |
U.S. Treasury Securities | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Available-for-sale Debt Securities, Amortized Cost | 23,558 | 16,026 |
Available-for-sale Debt Securities, Gross Unrealized Losses | (216) | (2) |
Available-for-sale Debt Securities, Aggregate Fair Value | $ 23,342 | $ 16,024 |
Investments - Summary of Avai_2
Investments - Summary of Available-For-Sale Debt Securities at Fair Value (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Investments, Debt and Equity Securities [Abstract] | ||
Cash equivalents | $ 3,229 | $ 9,882 |
Short-term investments | 171,121 | 206,184 |
Total cash equivalents and short-term investments | $ 174,350 | $ 216,066 |
Investments - Additional Inform
Investments - Additional Information (Details) - USD ($) | 3 Months Ended | 9 Months Ended |
Sep. 30, 2022 | Sep. 30, 2022 | |
Investments, Debt and Equity Securities [Abstract] | ||
Other-than-temporary, available-for-sale debt securities | $ 0 | $ 0 |
Balance Sheet Components - Summ
Balance Sheet Components - Summary of Accrued and Other Current Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Payables and Accruals [Abstract] | ||
Compensation and related benefits | $ 2,472 | $ 1,881 |
Accrued professional service expenses | 347 | 207 |
Other | 298 | 332 |
Total accrued and other current liabilities | $ 3,117 | $ 2,420 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 USD ($) Lease | Sep. 30, 2021 USD ($) | Sep. 30, 2022 USD ($) Lease | Sep. 30, 2021 USD ($) | |
Commitments and Contingencies Disclosure [Abstract] | ||||
Rent expense | $ | $ 24,000 | $ 21,000 | $ 64,000 | $ 71,000 |
Number of non-cancellable operating lease | Lease | 1 | 1 | ||
Operating lease term | 12 months | 12 months |
Equity - Schedule of Common Sto
Equity - Schedule of Common Stock Shares Reserved for Issuance (Details) - shares | Sep. 30, 2022 | Dec. 31, 2021 |
Class Of Stock [Line Items] | ||
Common stock, initially reserved for issuance | 8,779,691 | 7,052,043 |
Options Outstanding under 2021 Equity Incentive plan | ||
Class Of Stock [Line Items] | ||
Common stock, initially reserved for issuance | 4,095,428 | 4,028,461 |
Options Available for Future Grant | ||
Class Of Stock [Line Items] | ||
Common stock, initially reserved for issuance | 3,998,946 | 2,673,582 |
Reserved for Employee Stock Purchase Plan | ||
Class Of Stock [Line Items] | ||
Common stock, initially reserved for issuance | 685,317 | 350,000 |
Equity - Additional Information
Equity - Additional Information (Details) - 2022 ATM Program - USD ($) | 9 Months Ended | |
Sep. 30, 2022 | Aug. 31, 2022 | |
Class of Stock [Line Items] | ||
Common stock, maximum aggregate offering price | $ 150,000,000 | |
Common stock sold | 0 | |
Offering costs | $ 1,000,000 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Details) - USD ($) $ / shares in Units, $ in Millions | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||||
Jul. 31, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | Oct. 31, 2012 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Common stock, initially reserved for issuance | 8,779,691 | 8,779,691 | 7,052,043 | ||||
Common stock price per share | $ 15.05 | $ 15.05 | |||||
Total intrinsic value of options exercised | $ 1 | $ 0.4 | $ 4.9 | $ 0.7 | |||
Weighted average grant date fair value for stock options granted | $ 11.86 | $ 9.66 | $ 12.08 | $ 3.71 | |||
Expected dividend yield | 0% | ||||||
Total unrecognized stock-based compensation expense | $ 19.3 | $ 19.3 | |||||
Weighted-average vesting period of unvested stock options | 2 years 8 months 12 days | ||||||
2012 Plan | Employees, Directors and Consultants | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Common stock, initially reserved for issuance | 238,095 | ||||||
2021 Equity Incentive Plan | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Common stock, initially reserved for issuance | 3,450,000 | ||||||
Minimum percentage of voting rights | 10% | ||||||
Minimum percentage of fair market value of exercise price for incentive and non-statutory stock options | 110% | ||||||
Vesting period | 4 years | ||||||
Common stock reserved for issuance, annual increase, beginning date | Jan. 01, 2022 | ||||||
Common stock reserved for issuance, annual increase, end date | Jan. 01, 2031 | ||||||
Percentage of annual increase in shares reserved for issuance based on common stock outstanding | 5% | ||||||
Number of shares available for issuance | 3,998,946 | 3,998,946 | |||||
2021 Equity Incentive Plan | Maximum | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Expiration term | 10 years | ||||||
2021 Employee Stock Purchase Plan | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Common stock, initially reserved for issuance | 685,317 | 685,317 | |||||
Common stock reserved for issuance, annual increase, beginning date | Jan. 01, 2022 | ||||||
Common stock reserved for issuance, annual increase, end date | Jan. 01, 2031 | ||||||
ESPP offering periods description | There are two ESPP offering periods each year and the first offering period started on June 1, 2022. Each offering period has one purchase period which occurs every six months. | ||||||
Percentage of annual increase in shares reserved for issuance based on common stock outstanding | 1% | ||||||
Shares authorized | 4,703,469 | ||||||
Shares issued | 0 | 0 |
Stock-Based Compensation - Sche
Stock-Based Compensation - Schedule of Stock Option Activity (Details) - 2012 and 2021 Plan $ / shares in Units, $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2022 USD ($) $ / shares shares | Dec. 31, 2021 USD ($) $ / shares shares | |
Options Available for Grant | ||
Outstanding at beginning of period | 2,673,582 | |
Authorized | 1,676,587 | |
Granted | (704,020) | |
Cancelled | 352,797 | |
Outstanding at end of period | 3,998,946 | 2,673,582 |
Number of Options Outstanding | ||
Outstanding at beginning of period | 4,028,461 | |
Granted | 704,020 | |
Exercised | (284,256) | |
Cancelled | (352,797) | |
Outstanding at end of period | 4,095,428 | 4,028,461 |
Exercisable at end of period | 1,622,781 | |
Weighted-Average Exercise Price Per Share | ||
Outstanding at beginning of period | $ / shares | $ 8.81 | |
Granted | $ / shares | 17.61 | |
Exercised | $ / shares | 2.99 | |
Cancelled | $ / shares | 13.45 | |
Outstanding at end of period | $ / shares | 10.33 | $ 8.81 |
Exercisable at end of period | $ / shares | $ 3.93 | |
Weighted-Average Remaining Contractual Life (years) | ||
Outstanding | 7 years 11 months 26 days | 8 years 4 months 24 days |
Exercisable | 6 years 7 months 9 days | |
Aggregate Intrinsic Value | ||
Aggregate Intrinsic Value Outstanding | $ | $ 28,433 | $ 60,089 |
Exercisable at end of period | $ | $ 18,440 |
Stock-Based Compensation - Sc_2
Stock-Based Compensation - Schedule of Estimated Grant-Date Fair Value of Stock-Based Awards Calculated Using Black-Scholes Option Pricing Model (Details) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Expected volatility | 77.60% | |||
Expected volatility, minimum | 66% | 77.10% | 66% | |
Expected volatility, maximum | 66.70% | 78.10% | 69.90% | |
Risk-free interest rate, minimum | 3.10% | 0.90% | 1.70% | 0.60% |
Risk-free interest rate, maximum | 3.70% | 1% | 3.70% | 1.10% |
Expected dividend yield | 0% | |||
Minimum | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Expected term (in years) | 6 years | 5 years 9 months 18 days | 5 years 6 months | 5 years 9 months 18 days |
Maximum | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Expected term (in years) | 6 years 1 month 6 days | 6 years 1 month 6 days | 6 years 1 month 6 days | 6 years 1 month 6 days |
Stock-Based Compensation - Sc_3
Stock-Based Compensation - Schedule of Stock-based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Total stock-based compensation expense | $ 1,665 | $ 1,742 | $ 1,351 | $ 663 | $ 434 | $ 319 | $ 4,758 | $ 1,416 |
Research and Development | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Stock-based compensation expense | 512 | 206 | 1,875 | 394 | ||||
General and Administrative | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||
Stock-based compensation expense | $ 1,153 | $ 457 | $ 2,883 | $ 1,022 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Income Tax Disclosure [Abstract] | ||||
Income tax expense | $ 0 | $ 0 | $ 0 | $ 0 |
Net Loss Per Share - Schedule o
Net Loss Per Share - Schedule of Potentially Dilutive Shares Including All Outstanding Stock Options Were Not Included in Calculation of Diluted Shares Outstanding (Details) - shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Potentially dilutive shares | 4,108,921 | 3,117,338 | 4,108,921 | 3,117,338 |
Outstanding Stock Options | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Potentially dilutive shares | 4,095,428 | 3,117,338 | 4,095,428 | 3,117,338 |
ESPP shares | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Potentially dilutive shares | 13,493 | 13,493 |