Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Mar. 23, 2017 | Jun. 30, 2016 | |
Document And Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2016 | ||
Document Fiscal Year Focus | 2,016 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | AGLE | ||
Entity Registrant Name | Aeglea BioTherapeutics, Inc. | ||
Entity Central Index Key | 1,636,282 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Common Stock, Shares Outstanding | 13,452,260 | ||
Entity Public Float | $ 24.6 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Dec. 31, 2016 | Dec. 31, 2015 |
CURRENT ASSETS | ||
Cash and cash equivalents | $ 47,748,000 | $ 29,294,000 |
Marketable securities | 15,754,000 | 3,768,000 |
Restricted cash | 80,000 | |
Accounts receivable - grant | 1,215,000 | 1,697,000 |
Deferred offering costs | 2,535,000 | |
Prepaid expenses and other current assets | 1,707,000 | 912,000 |
Total current assets | 66,424,000 | 38,286,000 |
Property and equipment, net | 599,000 | 348,000 |
Other non-current assets | 40,000 | 20,000 |
TOTAL ASSETS | 67,063,000 | 38,654,000 |
CURRENT LIABILITIES | ||
Accounts payable | 168,000 | 176,000 |
Deferred revenue | 71,000 | 0 |
Accrued and other current liabilities | 3,726,000 | 2,347,000 |
Total current liabilities | 3,965,000 | 2,523,000 |
Other non-current liabilities | 132,000 | 27,000 |
TOTAL LIABILITIES | 4,097,000 | 2,550,000 |
Commitments and Contingencies (Note 14 and 16) | ||
STOCKHOLDERS’ EQUITY (DEFICIT) | ||
Preferred stock, $0.0001 par value; 10,000,000 shares and no shares authorized as of December 31, 2016 and 2015, respectively; no shares issued and outstanding as of December 31, 2016 and 2015, respectively | ||
Common stock, $0.0001 par value; 500,000,000 shares and 25,000,000 shares authorized as of December 31, 2016 and 2015, respectively; 13,430,833 shares and 757,336 shares issued and outstanding as of December 31, 2016 and 2015, respectively | 1,000 | |
Additional paid-in capital | 108,246,000 | 1,373,000 |
Accumulated other comprehensive loss | (4,000) | (1,000) |
Accumulated deficit | (45,277,000) | (23,579,000) |
TOTAL STOCKHOLDERS’ EQUITY (DEFICIT) | 62,966,000 | (22,207,000) |
TOTAL LIABILITIES, CONVERTIBLE PREFERRED STOCK, AND STOCKHOLDERS’ EQUITY (DEFICIT) | $ 67,063,000 | 38,654,000 |
Series A Convertible Preferred Stock | ||
CURRENT LIABILITIES | ||
Convertible preferred stock | 13,573,000 | |
Series B Convertible Preferred Stock | ||
CURRENT LIABILITIES | ||
Convertible preferred stock | $ 44,738,000 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2016 | Dec. 31, 2015 |
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 500,000,000 | 25,000,000 |
Common stock, shares issued | 13,430,833 | 757,336 |
Common stock, shares outstanding | 13,430,833 | 757,336 |
Series A Convertible Preferred Stock | ||
Preferred stock, par value | $ 0.0001 | |
Preferred stock, shares authorized | 0 | 2,172,524 |
Preferred stock, shares issued | 0 | 2,172,520 |
Preferred stock, shares outstanding | 0 | 2,172,520 |
Series B Convertible Preferred Stock | ||
Preferred stock, par value | $ 0.0001 | |
Preferred stock, shares authorized | 0 | 5,008,210 |
Preferred stock, shares issued | 0 | 4,999,976 |
Preferred stock, shares outstanding | 0 | 4,999,976 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Revenues: | |||
Grant | $ 4,628 | $ 6,085 | $ 0 |
Operating expenses: | |||
Research and development | 18,143 | 11,453 | 6,830 |
General and administrative | 8,391 | 5,947 | 2,074 |
Total operating expenses | 26,534 | 17,400 | 8,904 |
Loss from operations | (21,906) | (11,315) | (8,904) |
Other income (expense): | |||
Interest income | 244 | 22 | 1 |
Change in fair value of forward sale contract | (1,444) | ||
Other expense, net | (36) | (2) | |
Total other income (expense) | 208 | 20 | (1,443) |
Net loss | (21,698) | (11,295) | (10,347) |
Deemed dividend to convertible preferred stockholders | (228) | ||
Net loss attributable to common shareholders and stockholders | $ (21,698) | $ (11,523) | $ (10,347) |
Common Stock | |||
Other income (expense): | |||
Basic and diluted net loss per share | $ (2.22) | $ (19.21) | |
Net loss attributable to common shareholders and stockholders | $ (21,698) | $ (11,523) | |
Basic and diluted weighted-average shares outstanding | 9,791,728 | 599,788 | |
Class A-1 Common | |||
Other income (expense): | |||
Basic and diluted net loss per share | $ (20.13) | ||
Net loss attributable to common shareholders and stockholders | $ (3,321) | ||
Basic and diluted weighted-average shares outstanding | 165,000 | ||
Class A Common | |||
Other income (expense): | |||
Basic and diluted net loss per share | $ (17.06) | ||
Net loss attributable to common shareholders and stockholders | $ (5,706) | ||
Basic and diluted weighted-average shares outstanding | 334,522 | ||
Class B Common | |||
Other income (expense): | |||
Basic and diluted net loss per share | $ (40.17) | ||
Net loss attributable to common shareholders and stockholders | $ (1,320) | ||
Basic and diluted weighted-average shares outstanding | 32,861 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Statement Of Income And Comprehensive Income [Abstract] | |||
Net loss | $ (21,698) | $ (11,295) | $ (10,347) |
Other comprehensive loss: | |||
Unrealized loss on marketable securities | (3) | (1) | |
Total comprehensive loss | $ (21,701) | $ (11,296) | $ (10,347) |
Consolidated Statements of Chan
Consolidated Statements of Changes in Convertible Preferred Shares/Stock and Members'/Stockholders' Equity (Deficit) - USD ($) $ in Thousands | Total | Series A Convertible Preferred Shares | Series A Convertible Preferred Stock | Series B Convertible Preferred Stock | Common Stock | Common StockClass A-1 Common | Common StockClass A Common | Common StockClass B Common | Additional Paid-in Capital | Accumulated Deficit | Accumulated Other Comprehensive Loss |
Balances at Dec. 31, 2013 | $ (1,273) | $ 277 | $ 387 | $ (1,937) | |||||||
Balances (in shares) at Dec. 31, 2013 | 165,000 | 335,000 | |||||||||
Temporary Equity Balances at Dec. 31, 2013 | $ 4,458 | ||||||||||
Temporary Equity Balances (in shares) at Dec. 31, 2013 | 972,000 | ||||||||||
Issuance of convertible preferred shares for research and development services | $ 845 | ||||||||||
Issuance of convertible preferred shares for research and development services (in shares) | 133,000 | ||||||||||
Issuance of convertible preferred shares for cash, net in issuance costs | $ 5,575 | ||||||||||
Issuance of convertible preferred shares for cash, net in issuance costs (in shares) | 1,068,000 | ||||||||||
Settlement on forward sale contract of Series A convertible preferred shares | 1,936 | $ 1,936 | |||||||||
Discount on Series A convertible preferred shares | 531 | ||||||||||
Share-based compensation | 147 | $ 147 | |||||||||
Share-based compensation (in shares) | 355,000 | ||||||||||
Net loss | (10,347) | (10,347) | |||||||||
Balances at Dec. 31, 2014 | (11,473) | $ 277 | $ 387 | $ 147 | (12,284) | ||||||
Balances (in shares) at Dec. 31, 2014 | 165,000 | 335,000 | 355,000 | ||||||||
Temporary Equity Balances at Dec. 31, 2014 | $ 13,345 | ||||||||||
Temporary Equity Balances (in shares) at Dec. 31, 2014 | 2,173,000 | ||||||||||
Forfeiture of Common B shares | (1,000) | ||||||||||
Deemed dividend to convertible preferred stockholders | (228) | $ 228 | $ (228) | ||||||||
Issuance of convertible preferred shares for research and development services | $ 1,059 | ||||||||||
Issuance of convertible preferred shares for research and development services (in shares) | 70,000 | ||||||||||
Issuance of convertible preferred shares for cash, net in issuance costs | $ 43,679 | ||||||||||
Issuance of convertible preferred shares for cash, net in issuance costs (in shares) | 4,930,000 | ||||||||||
Share-based compensation | 20 | $ 20 | |||||||||
Stock-based compensation after conversion from an LLC to corporation | 747 | 747 | |||||||||
Issuance of common stock upon exercise of stock options | 23 | 23 | |||||||||
Issuance of common stock upon exercise of stock options (in shares) | 4,000 | ||||||||||
Unrealized loss on marketable securities | (1) | $ (1) | |||||||||
Net loss | (11,295) | (11,295) | |||||||||
Balances at Dec. 31, 2015 | (22,207) | 1,373 | (23,579) | (1) | |||||||
Balances (in shares) at Dec. 31, 2015 | 757,000 | ||||||||||
Temporary Equity Balances at Dec. 31, 2015 | $ 13,573 | $ 44,738 | |||||||||
Temporary Equity Balances (in shares) at Dec. 31, 2015 | 2,172,520 | 4,999,976 | |||||||||
Conversion from LLC to corporation | $ (13,345) | $ 13,345 | $ (277) | $ (387) | $ (167) | 831 | |||||
Conversion from LLC to corporation (in shares) | (2,173,000) | 2,173,000 | 753,000 | (165,000) | (335,000) | (354,000) | |||||
Conversion of preferred stock to common stock upon initial public offering | 58,311 | $ (13,573) | $ (44,738) | $ 1 | 58,310 | ||||||
Conversion of preferred stock to common stock upon initial public offering (in shares) | (2,173,000) | (5,000,000) | 7,173,000 | ||||||||
Issuance of common stock in connection with initial public offering, net of offering costs | 47,266 | 47,266 | |||||||||
Issuance of common stock in connection with initial public offering, net of offering costs (in shares) | 5,482,000 | ||||||||||
Issuance of common stock in connection with employee stock purchase plan | 76 | 76 | |||||||||
Issuance of common stock in connection with employee stock purchase plan (in shares) | 19,000 | ||||||||||
Stock-based compensation after conversion from an LLC to corporation | 1,221 | 1,221 | |||||||||
Unrealized loss on marketable securities | (3) | (3) | |||||||||
Net loss | (21,698) | (21,698) | |||||||||
Balances at Dec. 31, 2016 | $ 62,966 | $ 1 | $ 108,246 | $ (45,277) | $ (4) | ||||||
Balances (in shares) at Dec. 31, 2016 | 13,431,000 | ||||||||||
Temporary Equity Balances (in shares) at Dec. 31, 2016 | 0 | 0 |
Consolidated Statements of Cha7
Consolidated Statements of Changes in Convertible Preferred Shares/Stock and Members'/Stockholders' Equity (Deficit) (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Series A Convertible Preferred Shares | ||
Convertible preferred shares, net of issuance costs | $ 29 | |
Series B Convertible Preferred Stock | ||
Convertible preferred shares, net of issuance costs | $ 321 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
CASH FLOWS FROM OPERATING ACTIVITIES | |||
Net loss | $ (21,698) | $ (11,295) | $ (10,347) |
Adjustments to reconcile net loss to net cash used in operating activities: | |||
Depreciation and amortization | 132 | 89 | 19 |
Purchase premium on marketable securities | (146) | (5) | |
Amortization of premium on marketable securities | 101 | 2 | |
Deferred rent | 12 | 4 | |
Amortization of lease allowance liability | (22) | (23) | |
Share/stock-based compensation | 1,221 | 767 | 147 |
Change in fair value of forward sale contract | 1,444 | ||
Discount on Series A convertible preferred shares | 531 | ||
Research and development services settled with convertible preferred stock | 110 | 812 | 845 |
Changes in operating assets and liabilities: | |||
Accounts receivable - grant | 482 | (1,697) | |
Prepaid expenses and other assets | (924) | (586) | (112) |
Accounts payable | (8) | (169) | (165) |
Deferred revenue | 71 | ||
Accrued and other liabilities | 1,829 | 1,119 | 303 |
Net cash used in operating activities | (18,840) | (10,982) | (7,335) |
CASH FLOWS FROM INVESTING ACTIVITIES | |||
Purchases of property and equipment | (212) | (208) | (181) |
Purchases of marketable securities | (20,390) | (3,766) | |
Proceeds from maturities of marketable securities | 8,446 | ||
Decrease (increase) in restricted cash | 80 | (40) | (40) |
Net cash used in investing activities | (12,076) | (4,014) | (221) |
CASH FLOWS FROM FINANCING ACTIVITIES | |||
Proceeds from issuance of convertible preferred stock, net of offering costs | 43,679 | 5,575 | |
Proceeds from initial public offering, net of (payments of) offering costs | 49,294 | (2,028) | |
Proceeds from employee stock plan purchases and issuance of common stock | 76 | 23 | |
Net cash provided by financing activities | 49,370 | 41,674 | 5,575 |
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | 18,454 | 26,678 | (1,981) |
CASH AND CASH EQUIVALENTS | |||
Beginning of period | 29,294 | 2,616 | 4,597 |
End of period | 47,748 | 29,294 | 2,616 |
Supplemental Disclosure of Non-Cash Investing and Financing Information: | |||
Unpaid amounts related to purchase of property and equipment | 172 | ||
Deemed dividend to Series A convertible preferred stockholders upon conversion from an LLC to corporation | 228 | ||
Convertible preferred stock issued for research and development services to be performed | 232 | ||
Settlement on forward sale contract of Series A convertible preferred shares | $ 1,936 | ||
Series A Convertible Preferred Stock | |||
Supplemental Disclosure of Non-Cash Investing and Financing Information: | |||
Deemed dividend to Series A convertible preferred stockholders upon conversion from an LLC to corporation | $ (228) | ||
Conversion of convertible preferred stock to common stock upon initial public offering | 13,573 | ||
Series B Convertible Preferred Stock | |||
Supplemental Disclosure of Non-Cash Investing and Financing Information: | |||
Conversion of convertible preferred stock to common stock upon initial public offering | $ 44,738 |
The Company and Basis of Presen
The Company and Basis of Presentation | 12 Months Ended |
Dec. 31, 2016 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
The Company and Basis of Presentation | 1. The Company and Basis of Presentation Aeglea BioTherapeutics, Inc. (“Aeglea” or the “Company”) is a clinical-stage biotechnology company committed to developing enzyme-based therapeutics in the field of amino acid metabolism to treat rare genetic diseases and cancer Initial Public Offering On April 6, 2016, the Company’s Registration Statement on Form S-1 (File No. 333-205001) relating to the initial public offering (“IPO”) of its common stock was declared effective by the Securities and Exchange Commission (“SEC”). The IPO closed on April 12, 2016, and 5,481,940 shares of common stock were sold at a public offering price of $10.00 per share, including 481,940 shares of common stock issued upon the partial exercise by the underwriters of their option to purchase additional shares. The Company received $47.3 million in aggregate cash proceeds, net of underwriting discounts and commissions of $3.8 million and offering costs of $3.7 million incurred by the Company. Immediately prior to the closing of the IPO, all shares of outstanding convertible preferred stock were automatically converted, at a ratio of one share of common stock for each share of convertible preferred stock, into 7,172,496 shares of common stock with the related carrying value of $58.3 million reclassified to common stock and additional paid-in capital. In connection with the IPO, the Company amended its Restated Certificate of Incorporation (the “Public Certificate”) to change the authorized capital stock to 510,000,000 shares of which 500,000,000 shares are designated as common stock and 10,000,000 shares are designated as preferred stock, all with a par value of $0.0001 per share. There are no shares of preferred stock outstanding as of December 31, 2016. Reverse Stock Split The Company’s Board of Directors and stockholders approved a 1-for-10.5 reverse stock split of the Company’s common stock and preferred stock. The reverse stock split became effective on March 28, 2016 upon filing an amended Restated Certificate of Incorporation (the “Split Certificate”). The Split Certificate remained in effect until closing of the IPO, at which time the company amended the Restated Certificate of Incorporation and filed the Public Certificate. All share and per share amounts in the consolidated financial statements and notes thereto have been retroactively adjusted for all periods presented to give effect to this reverse stock split, including reclassifying an amount equal to the reduction in par value of common stock to additional paid-in capital. Liquidity As of December 31, 2016, the Company had working capital of $62.5 million, an accumulated deficit of $45.3 million, and cash, cash equivalents, and marketable securities of $63.5 million. The Company has not generated any product revenues and has not achieved profitable operations. There is no assurance that profitable operations will ever be achieved, and, if achieved, could be sustained on a continuing basis. In addition, development activities, clinical and nonclinical research, and commercialization of the Company’s products will require significant additional financing. The Company is subject to a number of risks similar to other life science companies, including, but not limited to, risks related to the successful discovery and development of product candidates, raising additional capital, development of competing drugs and therapies, protection of proprietary technology and market acceptance of the Company’s products. As a result of these and other factors and the related uncertainties, there can be no assurance of the Company’s future success. Based upon the Company’s current operating plan, the Company believes that it has sufficient resources to fund operations through March 31, 2019 with its existing cash, cash equivalents, and marketable securities. The Company will need to secure additional funding in the future, in order to carry out all of its planned research and development activities. If the Company is unable to obtain additional financing or generate license or product revenue, the lack of liquidity could have a material adverse effect on the Company’s future prospects. Basis of Presentation The consolidated financial statements have been prepared in conformity with generally accepted accounting principles in the United States (“U.S. GAAP”) as defined by the Financial Accounting Standards Board (“FASB”) and include the accounts of the Company and its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Such management estimates include those related to accruals of research and development related costs, fair values of preferred and common shares and preferred and common stock, a forward sale contract, share/stock-based compensation, and certain company income tax related items. Management bases its estimates on historical experience and on various other market-specific and relevant assumptions that management believes to be reasonable under the circumstances. Actual results could differ significantly from those estimates. Prior to becoming a public company, the Company utilized significant estimates and assumptions in determining the fair value of its common shares, common stock, and the forward sale contract for Series A convertible preferred shares. The board of directors determined the estimated fair value of common shares and common stock based on a number of objective and subjective factors, including external market conditions affecting the biotechnology industry sector, the price at which the Company sold shares of convertible preferred shares, the superior rights and preferences of securities senior to the Company’s common shares and common stock, and the marketability at the time. The Company utilized valuation methodologies in accordance with the American Institute of Certified Public Accountants Practice Guide, Audit and Accounting Practice Aid Series: Valuation of Privately-Held-Company Securities Issued as Compensation Cash and Cash Equivalents The Company considers all highly liquid investments with original maturities of three months or less from the date of purchase to be cash equivalents. Cash equivalents consist of money market funds and debt securities and are stated at fair value. Marketable Securities All investments have been classified as available-for-sale and are carried at estimated fair value as determined based upon quoted market prices or pricing models for similar securities. Management determines the appropriate classification of its investments in debt securities at the time of purchase. Unrealized gains and losses are excluded from earnings and are reported as a component of accumulated other comprehensive loss. Realized gains and losses and declines in fair value judged to be other than temporary, if any, on available-for-sale securities are included in other income (expense). The cost of securities sold is based on the specific-identification method. There were no realized gains or losses on marketable securities for the years ended December 31, 2016, 2015, and 2014. Interest on marketable securities is included in interest income. Restricted Cash Restricted cash consisted of a money market account held by a financial institution as collateral for the Company’s obligations under a corporate credit card agreement. In September 2016, the collateral requirement was terminated and the restricted cash balance was recorded as cash and cash equivalents. Concentration of Credit Risk Financial instruments that potentially subject the Company to a concentration of credit risk consist of cash, cash equivalents, and marketable securities. The Company’s investment policy limits investments to high credit quality securities issued by the U.S. government, U.S. government-sponsored agencies and FDIC insured bank obligations, subject to certain concentration limits and restrictions on maturities. The Company’s cash, cash equivalents, and marketable securities are held by financial institutions in the United States that management believes are of high credit quality. Amounts on deposit may at times exceed federally insured limits. The Company has not experienced any losses on its deposits of cash and cash equivalents and its accounts are monitored by management to mitigate risk. The Company is exposed to credit risk in the event of default by the financial institutions holding its cash and cash equivalents and bond issuers. Deferred Offering Costs Deferred offering costs, which primarily consists of direct incremental legal, printing, and accounting fees relating to the Company’s IPO of its common stock, are capitalized. At the closing of the IPO, the deferred offering costs were offset against the proceeds from the IPO and recorded to additional paid-in capital. Property and Equipment Property and equipment are stated at cost, net of accumulated depreciation and amortization. Depreciation and amortization are computed using the straight-line method over the estimated useful lives of the assets. Repairs and maintenance that do not extend the life or improve an asset are expensed as incurred. Upon retirement or sale, the cost of disposed assets and their related accumulated depreciation and amortization are removed from the balance sheet. Any gain or loss is credited or charged to operations. The useful lives of the property and equipment are as follows: Laboratory equipment 5 years Furniture and office equipment 5 years Computer equipment 3 years Software 3 years Leasehold improvements Shorter of remaining lease term or estimated useful life Impairment of Long-Lived Assets Long-lived assets are reviewed for indications of possible impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability is measured by comparison of the carrying amounts to the future undiscounted cash flows attributable to these assets. An impairment loss is recognized to the extent an asset group is not recoverable, and the carrying amount exceeds the projected discounted future cash flows arising from these assets. There were no impairments of long-lived assets for the years ended December 31, 2016, 2015, and 2014. Accrued Research and Development Costs The Company records the costs associated with research nonclinical studies, clinical trials, and manufacturing development as incurred. These costs are a significant component of the Company’s research and development expenses, with a substantial portion of the Company’s on-going research and development activities conducted by third-party service providers, including contract research and manufacturing organizations. The Company accrues for expenses resulting from obligations under agreements with contract research organizations (“CROs”), contract manufacturing organizations (“CMOs”), and other outside service providers for which payment flows do not match the periods over which materials or services are provided to the Company. Accruals are recorded based on estimates of services received and efforts expended pursuant to agreements established with CROs, CMOs, and other outside service providers. These estimates are typically based on contracted amounts applied to the proportion of work performed and determined through analysis with internal personnel and external service providers as to the progress or stage of completion of the services. The Company makes significant judgments and estimates in determining the accrual balance in each reporting period. In the event advance payments are made to a CRO, CMO, or outside service provider, the payments will be recorded as a prepaid asset which will be amortized as the contracted services are performed. As actual costs become known, the Company adjusts its accruals. Inputs, such as the services performed, the number of patients enrolled, or the study duration, may vary from the Company’s estimates, resulting in adjustments to research and development expense in future periods. Changes in these estimates that result in material changes to the Company’s accruals could materially affect the Company’s results of operations. The Company has not experienced any material deviations between accrued and actual research and development expenses. Leases The Company entered into a lease agreement for its office facilities. The lease is classified as an operating lease. The Company records rent expense on a straight-line basis over the term of the lease and, accordingly, records the difference between cash rent payments and the recognition of rent expense as a deferred rent liability. Incentives granted under the Company’s facilities leases, including allowances to fund leasehold improvements, are deferred and are recognized as adjustments to rental expense on a straight-line basis over the term of the lease. Fair Value of Financial Instruments The Company uses fair value measurements to record fair value adjustments to certain financial and non-financial assets and liabilities and to determine fair value disclosures. The accounting standards define fair value, establish a framework for measuring fair value, and require disclosures about fair value measurements. Fair value is defined as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required to be recorded at fair value, the principal or most advantageous market in which the Company would transact are considered along with assumptions that market participants would use when pricing the asset or liability, such as inherent risk, transfer restrictions, and risk of nonperformance. The accounting standard for fair value establishes a fair value hierarchy based on three levels of inputs, the first two of which are considered observable and the last unobservable, that requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The three levels of inputs that may be used to measure fair value are as follows: Level 1: Observable inputs, such as quoted prices in active markets for identical assets or liabilities. Level 2: Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3: Valuations based on unobservable inputs to the valuation methodology and including data about assumptions market participants would use in pricing the asset or liability based on the best information available under the circumstances. Financial instruments carried at fair value include cash, cash equivalents, and marketable securities. The carrying amount of accounts receivable, accounts payable and accrued liabilities approximate fair value due to their relatively short maturities. Convertible Preferred Stock The Company recorded the issuance of all convertible preferred stock net of offering costs on the dates of issuance, which represented the carrying value. The conversion feature of the convertible preferred stock was subject to certain anti-dilution provisions, which if triggered, would have required the Company to seek shareholder approval to increase the number of shares of common stock authorized. In the event that the Company could not deliver the conversion shares because it did not have an adequate number of common stock authorized, the convertible preferred stock would have been redeemable. Accordingly, the Company classified the convertible preferred stock in temporary equity. The Company did not adjust the carrying value of the convertible preferred stock to their redemption values, since it was uncertain whether or when a redemption event would occur. The convertible preferred stock outstanding was automatically converted into shares of common stock immediately prior to the completion of the IPO in April 2016 (see Note 1). Forward Sale Contract for Series A Convertible Preferred Shares In connection with the issuance of Series A convertible preferred shares on December 24, 2013, the Company entered into a contract for the forward sale of an additional 837,594 Series A convertible preferred shares at a price of $5.25 per share, contingent upon certain milestones being met. This freestanding financial instrument was classified as a liability because the underlying preferred shares were contingently redeemable. The forward sale contract was carried at fair value on the balance sheet, with changes in fair value recorded in earnings. The liability was settled with the issuance of additional Series A convertible preferred shares on July 15, 2014 (see Note 6). Revenue Recognition The Company’s sole source of revenue is grant revenue related to a $19.8 million research grant received from the Cancer Prevention and Research Institute of Texas (“CPRIT”), covering a four-year period from June 1, 2014 through May 31, 2018. Grant revenue is recognized when qualifying costs are incurred and there is reasonable assurance that the conditions of the award have been met for collection. Proceeds received prior to the costs being incurred or the conditions of the award being met are recognized as deferred revenue until the services are performed and the conditions of the award are met (see Note 8). Research and Development Costs Research and development costs are expensed as incurred. Research and development costs include, but are not limited to, salaries, benefits, travel, share/stock-based compensation, consulting costs, contract research service costs, laboratory supplies, contract manufacturing costs, and costs paid to other third parties that conduct research and development activities on the Company’s behalf. Amounts incurred in connection with license agreements are also included in research and development expense. Certain research and development costs incurred were settled contractually by the Company issuing a variable number of the Company’s shares determined by dividing the fixed monetary amount of costs incurred by the issuance-date fair value of the issuable shares. The Company recorded research and development expense for these costs and accrued for the fixed monetary amount as an accrued liability as the services were rendered until the amount was settled. In June 2015, the remaining Company obligation to settle these costs with Company shares was converted to a cash-based payment through a contract amendment with the service provider. Advance payments for goods or services to be rendered in the future for use in research and development activities are recorded as a prepaid asset and expensed as the related goods are delivered or the services are performed. Share/Stock-Based Compensation The Company recognizes the cost of share/stock-based awards granted to employees based on the estimated grant-date fair values of the awards. The value of the portion of the award that is ultimately expected to vest is recognized as expense ratably over the requisite service period. The Company recognizes the compensation costs for awards that vest over several years on a straight-line basis over the vesting period. The Company recognizes the cost of share/stock-based awards granted to nonemployees at their then-current fair values as services are performed, and are remeasured at each reporting date through the counterparty performance date. Income Taxes Effective January 1, 2015, the Company, for tax purposes, converted from a partnership to a corporation and continues to serve as a holding company for seven wholly-owned subsidiary corporations. Beginning with the year ended December 31, 2015, the Company filed a consolidated corporate federal income tax return. The Company and its subsidiaries use the asset and liability method of accounting for income taxes. Under this method, deferred tax assets and liabilities are recognized for the expected future tax consequences of temporary differences between the financial statements and the tax bases of assets and liabilities. A valuation allowance is established against the deferred tax assets to reduce their carrying value to an amount that is more likely than not to be realized. The deferred tax assets and liabilities are classified as noncurrent along with the related valuation allowance. Due to a lack of earnings history, the net deferred tax assets have been fully offset by a valuation allowance. The Company recognizes benefits of uncertain tax positions if it is more likely than not that such positions will be sustained upon examination based solely on the technical merits, as the largest amount of benefits that is more likely than not to be realized upon the ultimate settlement. The Company’s policy is to recognize interest and penalties related to the unrecognized tax benefits as a component of income tax expense. Comprehensive Loss Comprehensive loss is the change in stockholders’ equity (deficit) from transactions and other events and circumstances other than those resulting from investments by stockholders and distributions to stockholders. The Company’s other comprehensive loss is currently comprised of changes in unrealized gains and losses on available-for-sale securities. Recent Accounting Pronouncements In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) In March 2016, the FASB issued ASU No. 2016-09, Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting The Company elected to early adopt ASU 2016-09 for the three months ended December 31, 2016 using a modified retrospective approach, effective as if adopted the first day of the fiscal year January 1, 2016. The Company elected to account for forfeitures in compensation cost as they occur. The cumulative impact for the change in election was not material and was recognized in the year ended December 31, 2016. Additionally, the Company determined that none of the other provisions of ASU 2016-09 has a significant impact on its consolidated financial statements. |
Cash Equivalents and Marketable
Cash Equivalents and Marketable Securities | 12 Months Ended |
Dec. 31, 2016 | |
Investments Debt And Equity Securities [Abstract] | |
Cash Equivalents and Marketable Securities | 3. Cash Equivalents and Marketable Securities The following tables summarize the estimated fair value of our cash equivalents and marketable securities and the gross unrealized gains and losses (in thousands): December 31, 2016 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Cash equivalents: Money market funds $ 4,584 $ — $ — $ 4,584 Reverse repurchase agreements 39,250 — — 39,250 Total cash equivalents 43,834 — — 43,834 Marketable securities: US government and agency securities 15,758 — (4 ) 15,754 Total marketable securities $ 15,758 $ — $ (4 ) $ 15,754 December 31, 2015 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Cash equivalents: Money market funds $ 3,988 $ — $ — $ 3,988 Reverse repurchase agreements 16,250 — — 16,250 Total cash equivalents 20,238 — — 20,238 Marketable securities: US government and agency securities 3,769 — (1 ) 3,768 Total marketable securities $ 3,769 $ — $ (1 ) $ 3,768 The reverse repurchase agreements are settled in cash nightly, and as such are classified as cash equivalents. All of the cash equivalents and marketable securities held as of December 31, 2016 and 2015 had maturities of less than one year. As of December 31, 2016 and 2015, the Company held nine and five debt securities, respectively, that were in an unrealized loss position for less than one year. The aggregate fair value of debt securities in an unrealized loss position as of December 31, 2016 and 2015 were $15.8 million and $2.5 million, respectively, with no individual securities in a significant unrealized loss position. The Company evaluated its securities for other-than-temporary impairment and considered the decline in market value for the securities to be primarily attributable to current economic and market conditions and would not be required to sell the securities before recovery of the amortized cost basis. Based on this analysis, these marketable securities were not considered to be other-than-temporarily impaired as of December 31, 2016 and 2015. |
Property and Equipment, Net
Property and Equipment, Net | 12 Months Ended |
Dec. 31, 2016 | |
Property Plant And Equipment [Abstract] | |
Property and Equipment, Net | 4. Property and Equipment, Net Property and equipment, net consist of the following (in thousands): December 31, 2016 2015 Laboratory equipment $ 221 $ 138 Furniture and office equipment 202 118 Computer equipment 102 79 Software 44 44 Leasehold improvements 270 77 Property and equipment, gross 839 456 Less: Accumulated depreciation and amortization (240 ) (108 ) Property and equipment, net $ 599 $ 348 Depreciation and amortization expense for the years ended December 31, 2016, 2015, and 2014 was $132,000, $89,000, and $19,000, respectively. All of the Company’s long-lived assets are located in the United States. |
Accrued and Other Current Liabi
Accrued and Other Current Liabilities | 12 Months Ended |
Dec. 31, 2016 | |
Accrued Liabilities And Other Liabilities [Abstract] | |
Accrued and Other Current Liabilities | 5. Accrued and Other Current Liabilities Accrued and other current liabilities consist of the following (in thousands): December 31, 2016 2015 Accrued compensation $ 1,270 $ 571 Accrued contracted research and development costs 1,749 863 Accrued professional and consulting fees 480 863 Accrued and other current liabilities 227 50 Total accrued and other current liabilities $ 3,726 $ 2,347 |
Convertible Preferred Stock
Convertible Preferred Stock | 12 Months Ended |
Dec. 31, 2016 | |
Equity [Abstract] | |
Convertible Preferred Stock | 6. Convertible Preferred Stock On December 24, 2013, the Company raised $5.1 million through the issuance of 971,928 Series A convertible preferred shares at $5.25 per share. The financing arrangement included a contract for the forward sale of an additional 837,594 Series A convertible preferred shares at a price of $5.25 per share, contingent upon certain milestones being met. This freestanding financial instrument was classified as a liability because the underlying preferred share were contingently redeemable. The fair value of the forward sale contract at issuance was $440,000. The fair value of the forward sale contract at settlement on July 15, 2014 was $1.9 million. The change in fair value of the derivative liability was recorded as Other Income (Expense) in the consolidated statements of operations. For the year ended December 31, 2014, the Company recognized $1.4 million in expense due to changes in fair value of the derivative liability. The forward sale contract was settled on July 15, 2014 when the Company issued and received payment for additional Series A convertible preferred shares, and the fair value of the financial instrument on that date was reclassified to Series A convertible preferred shares. On July 15, 2014, the Company raised $5.6 million through the issuance of 1,067,592 Series A convertible preferred shares at $5.25 per share (including 837,594 convertible preferred shares related to the forward sale contract). The Series A convertible preferred shares issued on July 15, 2014 were recorded at their fair value of $7.56 per share (see Note 11). The Company recognized $531,000 in expense for the 229,998 Series A convertible preferred shares that were not covered by the forward sale contract and were issued to an investor providing sponsored research and employees of the company at a discount. The expense was primarily recorded as research and development expense because the counterparties were engaged in such activities on behalf of the Company (see Note 14). On March 10, 2015, the Company converted from a Delaware limited liability company into a Delaware corporation and changed the Company’s name from Aeglea BioTherapeutics Holdings, LLC to Aeglea BioTherapeutics, Inc. In connection with the LLC Conversion, all of the Company’s outstanding common shares and convertible preferred shares were converted into shares of common stock and convertible preferred stock. Further, the outstanding Common B share awards were converted into a combination of vested and unvested restricted common stock and vested and unvested stock options with no changes to the vesting provisions (see Note 9). Upon the LLC Conversion, each then-outstanding Series A convertible preferred share was converted into one share of Series A convertible preferred stock, par value $0.0001 per share. The Company determined that the LLC Conversion resulted in a deemed dividend from stockholders of common stock to stockholders of Series A convertible preferred stock of $0.11 per share of Series A convertible preferred stock. The Company recorded $228,000 as an increase in the carrying amount of the Series A convertible preferred stock and as a reduction of additional paid-in capital. Such dividend was determined by comparing the fair value of the Series A convertible preferred shares immediately prior to the conversion to the fair value of the Series A convertible preferred stock issued in the conversion. Also on March 10, 2015, the Company issued 4,929,948 shares of Series B convertible preferred stock, par value $0.0001 per share, at an issuance price equal to $8.93 per share and received gross proceeds of $44.0 million. In connection with the financing, the Company incurred total offering costs of $321,000. On April 12, 2016, immediately prior to the closing of the IPO, all of the Company’s outstanding convertible preferred stock was automatically converted into an aggregate total of 7,172,496 shares of common stock (see Note 1). As of December 31, 2016, there were no shares of preferred stock outstanding. Convertible preferred stock consisted of the following as of December 31, 2015 (in thousands, except share amounts): December 31, 2015 Preferred Stock Authorized Preferred Stock Issued and Outstanding Liquidation Preference Carrying Value Common Stock Issuable Upon Conversion Series A convertible preferred stock 2,172,524 2,172,520 $ 11,406 $ 13,573 2,172,520 Series B convertible preferred stock 5,008,210 4,999,976 $ 44,625 $ 44,738 4,999,976 Prior to the closing of the IPO, the holders of convertible preferred stock had various rights, privileges, and preferences as follows: Conversion Each share of convertible preferred stock was convertible at any time and at the option of the holder into that number of fully-paid and non-assessable common stock determined by dividing the original issue price of the convertible preferred stock by the conversion price in effect on the date of conversion (a 1:1 ratio at the time of the conversion). The convertible preferred stock was automatically convertible into shares of common stock at the then-current conversion rate upon (i) a vote of 62% of the outstanding Series B convertible preferred stock, or (ii) the closing of a firm commitment underwritten public offering that met aggregate gross proceed and pricing terms. The respective applicable conversion price was subject to adjustment upon any future stock splits or stock combinations, reclassifications or exchanges of similar stock, upon a reorganization, merger or consolidation of the Company, upon the issuance or sale by the Company of common stock for consideration less than the applicable conversion price, or upon the issuance of any share purchase rights that are exercisable at a strike price less than the applicable conversion price. Dividends Each share of convertible preferred stock was entitled to non-cumulative dividends of 8% of the original issue price per share, per annum, if, as and when declared by the Board of Directors. Dividends to Series A and Series B stockholders were to be paid in advance of any distributions to common stockholders. No dividends were declared prior to the conversion of the shares into common stock upon the closing of the IPO. Voting Each share of convertible preferred stock had voting rights equal to an equivalent number of shares of common stock into which it was convertible and voted together as one class along with the common stock. The holders of convertible preferred stock had the right to vote on all significant matters as to which holders of common stock had the right to vote. For as long as at least 342,857 shares of any series of convertible preferred stock (subject to adjustment in the event of a recapitalization affecting the convertible preferred stock) remained outstanding, the Company had to obtain the affirmative vote or written consent by at least 62% of the then-outstanding Series B convertible preferred stock along with Board consent to consummate significant transactions including, but not limited to, the authorization and issuance of additional shares or share classes, amending the certificate of incorporation, and the approval of a deemed liquidation event. Liquidation In the event of any liquidation, dissolution, or winding up of the Company, either voluntary or involuntary, the holders of the Series A and Series B convertible preferred stock were entitled to be paid out of the assets of the Company an amount per share equal to $5.25 and $8.93 respectively, prior to and in preference to any distribution to the holders of common stock. If assets were insufficient to make payments in full to all holders of Series A and Series B convertible preferred stock, then the assets or consideration would be distributed ratably among the convertible preferred stockholders. Prior to the LLC Conversion, distributions were determined based upon the distribution preferences in the LLC agreement discussed further below. Subsequent to the LLC Conversion, remaining assets would be distributed among the holders of convertible preferred stock and holders of common stock on pro rata basis based on the number of shares held, treating all shares of preferred stock as if they had been converted to common stock pursuant to the then-applicable conversion terms. LLC Distributions Prior to the LLC Conversion, the holders of the Series A convertible preferred shares were entitled to receive distributions out of any assets legally available, prior and in preference to any distributions to Common A-1, Common A, and Common B shares, up to the preference amount that equals the original issue price of $5.25 per share adjusted for share splits, share distributions, combinations and reclassifications. After the payment of the preference amount to holders of Series A convertible preferred shares, any remaining amount would be paid to the holders of the Series A convertible preferred shares and Common A-1 shares on a pro rata basis; until the Company had distributed an aggregate of $1.0 million to the Common A-1 shares. Any remaining amount would be paid to the holders of Series A convertible preferred shares and Common A shares on a pro rata basis; until the Company had distributed to Common A shares an aggregate amount equal to the amount Common A-1 shares received. Thereafter, if assets remained in the Company, they would be paid to the holders of the Series A convertible preferred shares, Common A-1 shares, Common A shares and Common B shares on a per share pro rata basis; provided that with respect to all Common B shares having a threshold amount, no distribution would be paid with respect to such Common shares until the aggregate amount of all distributions exceeded the threshold amount. All Common B Shares were issued with an applicable Threshold Amount set by the Board of Directors to qualify the shares as “profits interest” within the meaning of Revenue Procedure 93-27 as clarified by Revenue Procedure 2001-43. To the extent that the amounts available for distribution were insufficient to pay the full amounts to which holders of the shares would otherwise be entitled, the holders of such shares entitled to receive distributions should share ratably in any such distribution in proportion to the respective amounts that would otherwise be payable. No distributions were declared or paid by the Company prior to the LLC Conversion. Redemption The Series A and Series B convertible preferred stock were not mandatorily redeemable as they did not have a set redemption date or date after which the stock could be redeemed by the holders. However, the stock was contingently redeemable upon a deemed liquidation event and the trigger of certain anti-dilution provisions upon conversion to common stock without an adequate number of authorized common stock. |
Common Stock
Common Stock | 12 Months Ended |
Dec. 31, 2016 | |
Equity [Abstract] | |
Common Stock | 7. Common Stock Each holder of common stock is entitled to one vote for each share of common stock held. The Company’s common stock is not entitled to preemptive rights, and is not subject to conversion, redemption or sinking fund provisions. Subject to preferences that may apply to any shares of preferred stock outstanding at the time, the holders of common stock are entitled to receive dividends out of funds legally available if the board of directors, in its discretion, determines to issue dividends and then only at the times and in the amounts that the board of directors may determine. As of December 31, 2016, no common stock dividends had been declared by the board of directors. The Company’s former LLC Agreement authorized Aeglea LLC to issue three classes of common shares, each with no par value: Common A-1 shares, Common A shares, and Common B shares. Upon the LLC Conversion, each outstanding Common A-1 and Common A share was automatically converted into one share of common stock, par value $0.0001 per share. See Note 9 regarding the conversion of outstanding Common B shares. |
Grant Revenues
Grant Revenues | 12 Months Ended |
Dec. 31, 2016 | |
Grant Revenues [Abstract] | |
Grant Revenues | 8. Grant Revenues In June 2015, the Company entered into a Cancer Research Grant Contract (“Grant Contract”) with CPRIT, under which CPRIT awarded a grant not to exceed $19.8 million for use in developing cancer treatments by exploiting the metabolism of cancer cells. The Grant Contract covers a four year period from June 1, 2014 through May 31, 2018. Upon commercialization of the product, the terms of the Grant Contract require the Company to pay tiered royalties in the low to mid-single digit percentages. Such royalties reduce to less than one percent after a mid-single-digit multiple of the grant funds have been paid to CPRIT in royalties. The agreement includes reimbursement for qualified expenditures incurred and recognized in 2014. Upon execution of the Grant Contract, grant revenue was recognized for the accumulated qualified expenditures paid and recognized in the period from June 1, 2014 through June 30, 2015. For the years ended December 31, 2016, 2015, and 2014 the Company recognized $4.6 million, $6.1 million, and $0, respectively, in grant revenues for qualified expenditures under the grant. As of December 31, 2016 and 2015, the Company had an outstanding grant receivable of $1.2 million and $1.7 million, respectively, for the grant expenditures that were paid but had not been reimbursed and deferred revenue of $71,000 and $0, respectively, for proceeds received but the costs had not been incurred or the conditions of the award had not been met. |
Share_Stock-Based Compensation
Share/Stock-Based Compensation | 12 Months Ended |
Dec. 31, 2016 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Share/Stock-Based Compensation | 9. Share/Stock-Based Compensation 2013 Equity Incentive Plan In 2013, the Company adopted the 2013 Equity Incentive Plan (“2013 Plan”). The 2013 Plan provides incentives to employees, consultants and non-employee directors of the Company by providing incentive awards of Common B shares or any other class of equity authorized by the Company and designated by the Board of Directors as incentive equity. The Company classified the incentive awards as equity-classified grants of unvested stock within the scope of ASC 718. The Common B shares were issued upon grant date and held in escrow in the grantee’s name, subject to vesting requirements. Unvested shares could participate in any distributions allocated to the Common B shares and would remain in the custody of the Company until vesting occurred, at which time the funds would be released and voting rights commenced. Prior to the LLC Conversion and for the year ended December 31, 2014, the Company granted 355,156 Common B shares with a weighted average grant date fair value of $1.66 per share. Upon the LLC Conversion, the Company terminated the 2013 Plan and adopted the 2015 Equity Incentive Plan (“2015 Plan”). All Common B shares issued under the 2013 Plan were replaced with stock options and restricted stock issued under the 2015 Plan. Modification of Common B Share Awards As discussed in Note 6, in connection with the LLC Conversion on March 10, 2015, the 355,156 Common B share awards granted, less forfeitures of 1,474 shares, were converted into a combination of 253,232 vested and unvested shares of restricted common stock and 100,446 vested and unvested options to purchase common stock (collectively the “Replacement Awards”) with no changes to the vesting provisions. The conversion ratio for each award was dependent upon the issuance date of the relevant shares with the modification affecting seven employees. In accordance with ASC 718, the Company determined the fair value of the Common B share awards held by employees and nonemployees immediately before the Replacement Awards were issued and compared that amount to the then fair value of the Replacement Awards. Given there was no incremental fair value in connection with the issuance of the Replacement Awards, the Company continues to recognize the compensation expense originally estimated for the Common B shares at the date of grant. The original Common B share values were allocated to stock options and restricted stock awards based on proportionate conversion date fair values. 2015 Equity Incentive Plan The 2015 Plan, administered by the Board of Directors, provides for the Company to sell or issue common stock or restricted common stock, or to grant incentive stock options or nonqualified stock options for the purchase of common stock, to employees, members of the Board of Directors and consultants of the Company. Under the terms of the 2015 Plan, the exercise prices, vesting and other restrictions may be determined at the discretion of the Board of Directors, or their committee if so delegated, except that the exercise price per share of stock options may not be less than 100% of the fair market value of the share of common stock on the date of grant, the term of stock options may not be greater than ten years for all grants, and for grantees holding more than 10% of the total combined voting power of all classes of stock, the term may not be greater than five years. The Company granted options under the 2015 Plan until April 2016 when it was terminated as to future awards, although it continues to govern the terms of options that remain outstanding under the 2015 Plan. As of December 31, 2016, a total of 699,573 shares of common stock are subject to options outstanding under the 2015 Plan and 75,932 shares of unvested restricted stock are outstanding under the 2015 Plan. The shares will become available under the 2016 Equity Incentive Plan (“2016 Plan”) to the extent the options are forfeited or lapse unexercised or the restricted stock is forfeited prior to vesting. 2016 Equity Incentive Plan On April 5, 2016, the day preceding the effectiveness of the Registration Statement, the 2016 Plan became effective and serves as the successor to the 2015 Plan. Under the 2016 Plan, the Company may grant stock options, stock appreciation rights, restricted stock awards, restricted stock units, performance awards, and stock bonuses. The 2016 Plan provides for an initial reserve of 1,100,000 shares of common stock, plus 509,869 shares of common stock remaining under the 2015 Plan, and any share awards that subsequently are forfeited or lapse unexercised under the 2015 Plan. The shares reserved exclude shares of common stock reserved for issuance under the 2015 Plan. As of December 31, 2016, the total number of shares reserved for issuance under the 2016 Plan was 1,624,561, of which 447,362 shares were subject to outstanding option awards. The 2016 Plan allows the Company’s board of directors to approve an annual increase in the number of shares available for issuance thereunder, to be added on the first day of each fiscal year, beginning on January 1, 2017 and continuing through 2023, up to 4% of the outstanding number of shares of the Company’s common stock on the December 31 immediately prior to the date of increase. As a result of the operation of this provision, on January 1, 2017, an additional 537,233 shares became available for issuance under the 2016 Plan. The Company generally grants stock-based awards with service conditions only (“service-based” awards). Awards granted under the 2016 Plan and 2015 Plan generally vest over four or five years and expire after ten years, although awards have been granted with vesting terms less than four years. 2016 Employee Stock Purchase Plan On April 6, 2016, upon the effectiveness of the Registration Statement, the 2016 Employee Stock Purchase Plan (“2016 ESPP”) became effective. A total of 165,000 shares of common stock were reserved for issuance under the 2016 ESPP. Eligible employees may purchase shares of common stock under the 2016 ESPP at 85% of the lower of the fair market value of the Company’s common stock as of the first or the last day of each offering period. Employees are limited to contributing 15% of the employee’s eligible compensation, and may not purchase more than $25,000 of stock during any calendar year or more than 2,000 shares during any one purchase period or a lesser amount determined by the board of directors. The 2016 ESPP will terminate ten years from the first purchase date under the plan, unless terminated earlier by the board of directors. For the year ended December 31, 2016, the Company issued and sold 19,061 shares under the 2016 ESPP. The remaining 145,939 shares are available for issuance as of December 31, 2016. Modification of Stock Options In May 2016, the Company’s board of directors approved the modification of 542,392 outstanding stock options for 21 employees to align the vesting schedule of existing awards with the Company’s planned vesting schedule for future awards. The result was an acceleration of vesting for the modified awards. Stock options with a five year vesting schedule and 25% vesting after year two and 6.25% quarterly thereafter were modified to a four year vesting schedule with 25% vesting after year one and 2.08% monthly thereafter. Stock options with a four year vesting schedule and 25% vesting after year one and 6.25% quarterly thereafter were modified to a similar four year vesting schedule with 25% vesting after year one and 2.08% monthly thereafter. The modified awards have service conditions only. In accordance with ASC 718, the Company determined the fair value of the awards immediately before the modification and compared that amount to the then-fair value of the modified awards. Given there was no incremental fair value in connection with the modification of the awards, the Company will continue to recognize the compensation expense originally estimated for the stock options at the date of grant over the modified service period. The Company recognized $89,000 in cumulative expense as of the modification date related to changes in the service period for the modified awards. The following table summarizes employee and nonemployee stock option activity for the year ended December 31, 2016: Shares Issuable Under Options Weighted Average Exercise Price Weighted Average Remaining Contractual Term Aggregate Intrinsic Value (in years) (in Outstanding as of December 31, 2015 629,848 $ 4.55 9.29 $ 2,833 Granted 731,779 7.04 Exercised — — Forfeited (214,692 ) 7.19 Outstanding as of December 31, 2016 1,146,935 $ 5.64 8.64 $ 440 Options vested and expected to vest as of December 31, 2016 1,137,407 $ 5.66 8.64 $ 431 Options exercisable as of December 31, 2016 390,033 $ 5.07 8.35 $ 213 For the years ended December 31, 2016 and 2015, the weighted-average grant date fair value of non-replacement award options granted was $7.04 and $3.48, respectively. There were no option exercises during the year ended December 31, 2016. The total intrinsic value of options exercised during the year ended December 31, 2015 was $25,000. There were no stock options issued to or vested for non-employees during the year ended December 31, 2016. For the year ended December 31, 2015, the Company issued 25,387 stock options to non-employees with 11,279 options vesting in the period. Restricted Common Stock As part of the LLC Conversion, the Company granted restricted common stock with time-based and performance-based vesting conditions. Unvested shares of restricted common stock may not be sold or transferred by the holder. These restrictions lapse according to the time-based vesting conditions of each award. The Company issued 253,232 restricted stock awards (“RSAs”) during the year ended December 31, 2015 and all are Replacement Awards from the conversion of the Common B share awards as discussed above. The Company allocated the fair value from the Common B shares to the restricted stock at the then-applicable conversion date fair value. The following table summarizes employee and nonemployee restricted stock activity for the year ended December 31, 2016: Shares Weighted Average Grant Date Fair Value Unvested restricted common stock as of December 31, 2015 118,554 $ 1.85 Granted — — Vested (42,622 ) 1.86 Forfeited — — Unvested restricted common stock as of December 31, 2016 75,932 $ 1.96 The fair value of RSAs that vested during the years ended December 31, 2016 and 2015 was $258,000 and $933,000, respectively. There were no RSAs granted to non-employees during the year ended December 31, 2016. The Company issued 61,096 RSAs to non-employees during the year ended December 31, 2015 (and as part of the LLC Conversion) with 32,588 RSAs vesting in the period. Share/Stock-Based Compensation Expense Total share/stock-based compensation expense recognized from the Company’s equity incentive plans and the 2016 ESPP for the years ended December 31, 2016, 2015, and 2014 was as follows (in thousands): Year Ended December 31, 2016 2015 2014 Employees Non-Employees Employees Non-Employees Employees Non-Employees Research and development $ 389 $ — $ 101 $ 340 $ 7 $ 30 General and administrative 832 — 326 — 107 3 Total share/stock-based compensation expense $ 1,221 $ — $ 427 $ 340 $ 114 $ 33 No related tax benefits were recognized for the years ended December 31, 2016, 2015, and 2014. The non-employee awards contain both performance and service-based vesting conditions. No expense was recognized for the unvested non-employee awards with only a performance condition for the years ended December 31, 2016, 2015, and 2014. The performance-based vesting conditions represent counterparty performance conditions. Share/stock-based compensation expense is recognized if the performance condition is considered probable of achievement using management’s best estimates. The lowest potential aggregate fair values of the unvested awards were $0 as of and for the years ended December 31, 2016, 2015, and 2014. As of December 31, 2016, the Company had an aggregate of $3.1 million and $89,000 of unrecognized stock-based compensation expense for options and RSAs outstanding, respectively, which is expected to be recognized over a weighted average period of 2.6 years and 1.1 years, respectively. In determining the fair value of the non-Replacement Award stock-based awards, the Company uses the Black-Scholes option-pricing model and assumptions discussed below. Each of these inputs is subjective and generally requires significant judgment to determine. Expected Term The Company’s expected term represents the period that the Company’s stock-based awards are expected to be outstanding and is determined using the simplified method (based on the mid-point between the vesting date and the end of the contractual term). The Company utilizes this method due to lack of historical exercise data and the plain-vanilla nature of the Company’s stock-based awards. Expected Volatility Since the Company was privately held through April 2016, it alone does not have the relevant company-specific historical data to support its expected volatility. As such, the Company has used an average of expected volatilities based on the volatilities of a representative group of publicly traded biopharmaceutical companies over a period equal to the expected term of the stock option grants. Subsequent to the IPO, the Company began to consider the Company’s own historic volatility. For purposes of identifying comparable companies, the Company selected companies with comparable characteristics to it, including enterprise value, risk profiles, position within the industry, and with historical share price information sufficient to meet the expected life of the stock-based awards. The historical volatility data was computed using the daily closing prices for the selected companies’ shares during the equivalent period of the calculated expected term of the stock-based awards. The Company intends to consistently apply this process using the same similar entities until a sufficient amount of historical information regarding the volatility of the Company’s own share price becomes available or until circumstances change, such that the identified entities are no longer comparable companies. In the latter case, other suitable, similar entities whose share prices are publicly available would be utilized in the calculation. Risk-Free Interest Rate The risk-free interest rate is based on the U.S. Treasury zero coupon issues in effect at the time of grant for periods corresponding with the expected term of option. Expected Dividend The Company has never paid dividends on its common stock and has no plans to pay dividends on its common stock. Therefore, the Company used an expected dividend yield of zero. The fair value of the non-Replacement Award stock options granted under the 2016 Plan and 2015 Plan and the shares available for purchase under the 2016 ESPP were determined using the Black-Scholes option-pricing model. The following table summarizes the weighted-average assumptions used in calculating the fair value of the awards: Year Ended December 31, 2016 2015 2016 Plan and 2015 Plan Expected term 5.99 6.29 Expected volatility 87 % 87 % Risk-free interest 1.28 % 1.37 % Dividend yield 0 % 0 % 2016 ESPP Expected term 0.45 — Expected volatility 82 % — Risk-free interest 0.50 % — Dividend yield 0 % — |
Defined Contribution Plan
Defined Contribution Plan | 12 Months Ended |
Dec. 31, 2016 | |
Compensation And Retirement Disclosure [Abstract] | |
Defined Contribution Plan | 10. Defined Contribution Plan In September 2016, the Company began to sponsor a 401(k) retirement plan in which substantially all of its full-time employees are eligible to participate. Participants may contribute a percentage of their annual compensation to this plan, subject to statutory limitations. During the year ended December 31, 2016, the Company provided $51,000 in contributions to the plan. The Company did not provide any contributions during the years ended December 31, 2015 or 2014. |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 11. The Company measures and reports certain financial instruments as assets and liabilities at fair value on a recurring basis. The following tables sets forth the fair value of the Company’s financial assets and liabilities at fair value on a recurring basis based on the three-tier fair value hierarchy (in thousands): December 31, 2016 Level 1 Level 2 Level 3 Total Financial Assets Money market funds $ 4,584 $ — $ — $ 4,584 Reverse repurchase agreements — 39,250 — 39,250 US government and agency securities — 15,754 — 15,754 Total financial assets $ 4,584 $ 55,004 $ — $ 59,588 December 31, 2015 Level 1 Level 2 Level 3 Total Financial Assets Money market funds $ 3,988 $ — $ — $ 3,988 Reverse repurchase agreements — 16,250 — 16,250 US government and agency securities — 3,768 — 3,768 Total financial assets $ 3,988 $ 20,018 $ — $ 24,006 The Company measures the fair value of money market funds on quoted prices in active markets for identical asset or liabilities. The Level 2 assets include reverse repurchase agreements and U.S. government and agency securities and are valued based on quoted prices for similar assets in active markets and inputs other than quoted prices that are derived from observable market data. The Company evaluates transfers between levels at the end of each reporting period. There were no transfers between Level 1 and Level 2 during the periods presented. The liability for the forward sale contract is considered a Level 3 instrument. The forward sale contract was settled on July 15, 2014 when the Company issued and received payment for additional Series A convertible preferred shares, and the fair value of the financial instrument of $1.9 million was reclassified to Series A convertible preferred shares. Valuation Approach for the Company’s Shares and Related Instruments Prior to the IPO, the Company valued its common stock and common shares by taking into consideration, among other things, its most recent valuation of common stock and common shares prepared by an unrelated third-party valuation firm in accordance with the guidance provided by the American Institute of Certified Public Accountants Practice Guide, Valuation of Privately-Held-Company Equity Securities Issued as Compensation The fair value of the forward sale contract for Series A convertible preferred shares was measured using a probability-weighted discount approach. Inputs used to determine estimated fair value of the forward sale contract include the estimated present and future fair values of the Series A convertible preferred shares, the estimated probability of the milestone being achieved (initially 90%), the discount rate (20%), and an estimated time to the milestone event (initially estimated to be ten months). Increases or decreases in the discount rate generally would result in a directionally opposite impact to the fair value measurement of this forward sale contract. Changes in the estimated fair value of the Series A convertible preferred shares generally would result in a directionally similar impact on the fair value measurement of the forward sale contract. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 12. Income Taxes For the years ended December 31, 2016, 2015, and 2014, the Company recognized no provision or benefit from income taxes. The difference between the Company’s provision for income taxes and the amounts computed by applying the statutory federal income tax rate to income before income taxes is as follows (in thousands): Year Ended December 31, 2016 2015 2014 Tax provision derived by applying the federal statutory rate to income before income taxes $ (7,377 ) $ (3,841 ) $ (3,518 ) Permanent differences and other 333 307 54 Federal tax credits (1,921 ) (321 ) (289 ) State tax credits (404 ) — — Losses of LLC entity attributable to the members — — 730 Conversion of LLC from partnership to corporation — (21 ) — Change in the valuation allowance 9,369 3,876 3,023 Income tax expense /(benefit) $ — $ — $ — The components of the deferred tax assets and liabilities consist of the following (in thousands): December 31, 2016 2015 Deferred tax assets Net operating loss carryforward $ 12,286 $ 6,336 Intangible assets 38 41 Accrued expense 335 184 Stock-based compensation 283 112 Federal tax credits 3,291 624 State tax credits 404 Other 76 36 Total deferred tax assets 16,713 7,333 Deferred tax liabilities Depreciable assets $ (60 ) $ (49 ) Total deferred tax liabilities (60 ) (49 ) Less: Valuation allowance (16,653 ) (7,284 ) Deferred tax assets, net $ — $ — The Company has established a valuation allowance equal to the net deferred tax asset due to uncertainties regarding the realization of the deferred tax asset based on the Company’s lack of earnings history. The valuation allowance increased by approximately $9.4 million, $3.9 million, and $3.0 million during the years ended December 31, 2016, 2015, and 2014, respectively, primarily due to continuing loss from operations. As of December 31, 2016 and 2015, the Company had U.S. net operating loss carryforwards (“NOL”) of approximately $36.1 million and $18.6 million, respectively. As of December 31, 2016 and 2015, the Company had U.S. tax credit carryforwards of approximately $3.3 million and $624,000, respectively, and state tax credit carryforwards of approximately $612,000 and $0, respectively. The net operating loss and tax credit carryforwards will begin to expire in 2033, if not utilized. The net operating loss carryforwards are subject to Internal Revenue Service adjustments until the statute closes on the year the net operating loss is utilized. The Company has not completed a study to assess whether an ownership change has occurred or whether there have been multiple ownership changes since the Company’s formation due to the complexity and cost associated with such a study, and the fact that there may be additional such ownership changes in the future. If the Company has experienced an ownership change at any time since its formation, utilization of the NOL or R&D credit carryforwards would be subject to an annual limitation under Section 382 or 383 of the Internal Revenue Code, which is determined by first multiplying the value of the Company’s stock at the time of the ownership change by the applicable long-term, tax-exempt rate, and then could be subject to additional adjustments, as required. Additionally, the separate return limitation year (“SRLY”) rules may apply to losses of the Company’s seven wholly-owned subsidiary corporations. The SRLY rules limit the consolidated group’s use of a subsidiary corporation’s net operating losses to the amount of income generated by the subsidiary corporation after it becomes a member of the group. Any limitation may result in expiration of a portion of the NOL or R&D credit carryforwards before utilization. Further, until a study is completed and any limitation known, no amounts are being considered as an uncertain tax position or disclosed as an unrecognized tax benefit. Additionally, the Company does not expect any unrecognized tax benefits to change significantly over the next twelve months. Due to the existence of the valuation allowance, future changes in the Company’s unrecognized tax benefits will not impact its effective tax rate. Any carryforwards that will expire prior to utilization as a result of such limitations will be removed from deferred tax assets with a corresponding reduction of the valuation allowance. The Company files income tax returns in the U.S. and state jurisdictions. The Company is subject to examination by taxing authorities in its significant jurisdictions for the 2013 and subsequent years. |
Net Loss Per Share Attributable
Net Loss Per Share Attributable to Common Shareholders and Stockholders | 12 Months Ended |
Dec. 31, 2016 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share Attributable to Common Shareholders and Stockholders | 13. Net Loss Per Share Attributable to Common Shareholders and Stockholders The Company computed net loss attributable per common shareholder and stockholder using the two-class method required for participating securities through the date of the IPO. Immediately prior to the closing of the IPO, all outstanding convertible preferred stock was converted into common stock (see Note 6). The Company considered convertible preferred shares/stock to be participating securities. In the event that the Company had paid out distributions, holders of convertible preferred shares/stock would have participated in the distribution. The two-class method is an earnings (loss) allocation method under which earnings (loss) per share is calculated for each class of common share, common stock, and participating security considering a participating security’s rights to undistributed earnings (loss) as if all such earnings (loss) had been distributed during the period. The convertible preferred shares/stock did not have an obligation to fund losses and are therefore excluded from the calculation of basic net loss per share. Starting in the first quarter of 2015 in connection with the LLC Conversion, the Company’s Series A and B convertible preferred stock were entitled to receive noncumulative dividends and in preference to any dividends on shares of the Company’s common stock. Basic and diluted net loss per share attributable to common shareholders and stockholders is computed by dividing net loss attributable to the applicable class of common share and common stock by the weighted-average number of that class of common share and common stock outstanding during the period. For net loss per share attributable to common stockholders for the year ended December 31, 2015, the effect of the LLC Conversion is presented prospectively from January 1, 2015 as none of the losses for the year ended December 31, 2015 were allocated to the members of Aeglea LLC. For periods in which the Company generated a net loss, the Company does not include the potential impact of dilutive securities in diluted net loss per share, as the impact of these items is anti-dilutive. Additionally, the convertible preferred stock dividend is included in the loss attributable to common stockholders. The following weighted-average equity instruments were excluded from the calculation of diluted net loss per share because their effect would have been anti-dilutive for the periods presented: Year Ended December 31, 2016 2015 2014 Series A convertible preferred shares/stock 611,392 2,172,520 1,557,870 Series B convertible preferred stock 1,407,097 4,047,734 — Unvested restricted common stock 100,634 153,355 — Options to purchase common stock 1,063,778 450,458 — Forward sale contract for Series A convertible preferred shares — — 447,482 Unvested Class B common shares — — 151,936 |
Research and License Agreements
Research and License Agreements | 12 Months Ended |
Dec. 31, 2016 | |
Licensing Agreements [Abstract] | |
Research and License Agreements | 14. Research and License Agreements Contract Research Agreement In December 2013, the Company entered into a contract research agreement with a contract manufacturing organization (“CMO”) under which the CMO provides research and development services to the Company in exchange for cash and convertible preferred shares. For the year ended December 31, 2016, no shares were issued to the CMO. For the years ended December 31, 2015 and 2014, the Company issued 70,028 Series B convertible preferred shares and 133,000 Series A convertible preferred shares to the CMO, respectively, with fair values of $1.1 million and $845,000, respectively. The number of convertible preferred shares contractually issuable to the counterparty was determined by dividing a fixed monetary amount by the issuance-date fair value of the issued shares. These services are expensed as research and development costs in accordance with the fair value of the consideration paid and as the services are rendered. The Company was obligated to issue a variable number of shares of convertible preferred stock upon the completion of certain milestones related to the research and development of the Company’s products. In June 2015, the contract research agreement was amended to convert the remaining unmet milestone awards from share-based payments to cash. As of December 31, 2016 and 2015, all related obligations payable in convertible preferred stock under the agreement have been satisfied. University Research Agreement In December 2013, the Company entered into a research agreement with the University of Texas at Austin (the “University”). Under the terms of this research agreement, the Company engaged the University to perform certain nonclinical research activities related to the systemic depletion of amino acids for cancer and rare genetic disease therapies. Under the research agreement, the Company was required to pay the University an annual amount not to exceed $386,000 during the one-year term of the agreement from the effective date. Pursuant to subsequent amendments to the research agreement, the term and maximum expenditure limitation were extended and increased through August 31, 2017 for a combined $1.8 million, including an amendment in August 2016 which increased the maximum expenditure limitation by $750,000 for additional research to be performed by the University. For the years ended December 31, 2016, 2015, and 2014, the Company paid $832,000, $563,000, and $386,000, respectively, to the University under the research agreement. License Agreements In December 2013, two of the Company’s wholly owned subsidiaries, AECase, Inc. (“AECase”) and AEMase, Inc. (“AEMase”), entered into license agreements with the University under which the University granted to AECase and AEMase exclusive, worldwide, sublicenseable licenses. The University granted the AECase license under a patent application relating to the right to use technology related to the Company’s AEB3103 product candidate. The University granted the AEMase license under a patent relating to the right to use technology related to the Company’s AEB2109 product candidate. For the year ended December 31, 2016, the Company paid $5,000 in annual license fees for each license agreement. For the years ended December 31, 2015 and 2014, there were no license fees due or paid. In January, 2017, the Company entered into an Amended and Restated Patent License Agreement (the “Restated License”) with the University which consolidated the two license agreements, revised certain obligations, and licensed additional patent applications and invention disclosures to the Company. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2016 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 15. Related Party Transactions The spouse of the Company’s Chief Executive Officer provided consulting services to the Company. For the years ended December 31, 2016, 2015, and 2014, the Company paid $399,000, $433,000, and $146,000, respectively, to the spouse in consulting fees, which were recorded in Research and Development expenses. As of December 31, 2016, the Company had no outstanding liability to the related party. As of December 31, 2015, the Company had an outstanding liability of $129,000. One of the founders, a non-employee member of the Company’s Board of Directors, entered into a consulting agreement with the Company in 2014 under which the founder would receive $50,000 per year for a fixed number of hours of consulting and advisory services and receive 57,142 Common B shares (converted into 43,290 restricted stock awards and 13,852 stock options upon the LLC Conversion) with the vesting contingent on time and performance milestones being achieved. For the years ended December 31, 2016, 2015, and 2014, the Company paid $50,000 in each year, respectively, to the Founder under the consulting agreement. As of December 31, 2016 and 2015, the Company had no outstanding liability to the related party. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2016 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 16. Commitments and Contingencies The Company leases office space in Austin, TX under an operating lease that commenced in January 2015. The lease was amended in September 2016 to increase office space and extend the term to December 31, 2020. In addition, the amended lease provides for tenant improvement allowances on both the original space and expansion space totaling $200,000. As provided in the lease amendment, monthly lease payments are subject to annual increases through the lease term. The Company recognizes rent expense on a straight-line basis over the non-cancellable term of the lease. Under the terms of the amended office lease agreement, the security deposit requirement was set at $39,000 until the expiration of the lease. The lessor is entitled to retain all or any part of the security deposit for payment in the event of any uncured default by the Company under the terms of the lease. Future annual minimum lease payments due under non-cancellable operating leases at December 31 of each year are as follows (in thousands): 2017 $ 262 2018 283 2019 291 2020 300 Thereafter — Total minimum lease payments $ 1,136 For the years ended December 31, 2016, 2015, and 2014, the Company incurred $151,000, $140,000, and $17,000 in rent expense under non-cancellable operating leases. In August 2016, the Company amended the research agreement with the University to further extend the period of performance and increase the limitation of funding to perform additional research. Under the terms of the amendment, the performance period was extended to August 31, 2017 with a remaining $375,000 expected to be paid in 2017 (see Note 14). |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Events | 17. Subsequent Events On January 31, 2017, the Company and the University entered into the Restated License. |
Selected Quarterly Financial Da
Selected Quarterly Financial Data (Unaudited) | 12 Months Ended |
Dec. 31, 2016 | |
Selected Quarterly Financial Information [Abstract] | |
Selected Quarterly Financial Data (Unaudited) | 18. Selected Quarterly Financial Data (Unaudited) Selected quarterly results from operations for the years ended December 31, 2016 and 2015 are as follows (in thousands, except per share amounts): 2016 Quarter Ended March 31, June 30, September December Grant revenues $ 859 $ 1,373 $ 1,149 $ 1,247 Loss from operations (4,567 ) (5,495 ) (6,301 ) (5,543 ) Net loss (4,547 ) (5,430 ) (6,238 ) (5,483 ) Basic and diluted net loss per common share $ (7.10 ) $ (0.46 ) $ (0.47 ) $ (0.41 ) 2015 Quarter Ended March 31, June 30, September December Grant revenues $ — $ 3,427 $ 1,073 $ 1,585 Loss from operations (2,469 ) (1,432 ) (3,417 ) (3,997 ) Net loss (2,468 ) (1,427 ) (3,413 ) (3,987 ) Basic and diluted net loss per common share $ (4.71 ) $ (2.44 ) $ (5.57 ) $ (6.36 ) |
Summary of Significant Accoun27
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Such management estimates include those related to accruals of research and development related costs, fair values of preferred and common shares and preferred and common stock, a forward sale contract, share/stock-based compensation, and certain company income tax related items. Management bases its estimates on historical experience and on various other market-specific and relevant assumptions that management believes to be reasonable under the circumstances. Actual results could differ significantly from those estimates. Prior to becoming a public company, the Company utilized significant estimates and assumptions in determining the fair value of its common shares, common stock, and the forward sale contract for Series A convertible preferred shares. The board of directors determined the estimated fair value of common shares and common stock based on a number of objective and subjective factors, including external market conditions affecting the biotechnology industry sector, the price at which the Company sold shares of convertible preferred shares, the superior rights and preferences of securities senior to the Company’s common shares and common stock, and the marketability at the time. The Company utilized valuation methodologies in accordance with the American Institute of Certified Public Accountants Practice Guide, Audit and Accounting Practice Aid Series: Valuation of Privately-Held-Company Securities Issued as Compensation |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly liquid investments with original maturities of three months or less from the date of purchase to be cash equivalents. Cash equivalents consist of money market funds and debt securities and are stated at fair value. |
Marketable Securities | Marketable Securities All investments have been classified as available-for-sale and are carried at estimated fair value as determined based upon quoted market prices or pricing models for similar securities. Management determines the appropriate classification of its investments in debt securities at the time of purchase. Unrealized gains and losses are excluded from earnings and are reported as a component of accumulated other comprehensive loss. Realized gains and losses and declines in fair value judged to be other than temporary, if any, on available-for-sale securities are included in other income (expense). The cost of securities sold is based on the specific-identification method. There were no realized gains or losses on marketable securities for the years ended December 31, 2016, 2015, and 2014. Interest on marketable securities is included in interest income. |
Restricted Cash | Restricted Cash Restricted cash consisted of a money market account held by a financial institution as collateral for the Company’s obligations under a corporate credit card agreement. In September 2016, the collateral requirement was terminated and the restricted cash balance was recorded as cash and cash equivalents. |
Concentration of Credit Risk | Concentration of Credit Risk Financial instruments that potentially subject the Company to a concentration of credit risk consist of cash, cash equivalents, and marketable securities. The Company’s investment policy limits investments to high credit quality securities issued by the U.S. government, U.S. government-sponsored agencies and FDIC insured bank obligations, subject to certain concentration limits and restrictions on maturities. The Company’s cash, cash equivalents, and marketable securities are held by financial institutions in the United States that management believes are of high credit quality. Amounts on deposit may at times exceed federally insured limits. The Company has not experienced any losses on its deposits of cash and cash equivalents and its accounts are monitored by management to mitigate risk. The Company is exposed to credit risk in the event of default by the financial institutions holding its cash and cash equivalents and bond issuers. |
Deferred Offering Costs | Deferred Offering Costs Deferred offering costs, which primarily consists of direct incremental legal, printing, and accounting fees relating to the Company’s IPO of its common stock, are capitalized. At the closing of the IPO, the deferred offering costs were offset against the proceeds from the IPO and recorded to additional paid-in capital. |
Property and Equipment | Property and Equipment Property and equipment are stated at cost, net of accumulated depreciation and amortization. Depreciation and amortization are computed using the straight-line method over the estimated useful lives of the assets. Repairs and maintenance that do not extend the life or improve an asset are expensed as incurred. Upon retirement or sale, the cost of disposed assets and their related accumulated depreciation and amortization are removed from the balance sheet. Any gain or loss is credited or charged to operations. The useful lives of the property and equipment are as follows: Laboratory equipment 5 years Furniture and office equipment 5 years Computer equipment 3 years Software 3 years Leasehold improvements Shorter of remaining lease term or estimated useful life |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets Long-lived assets are reviewed for indications of possible impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability is measured by comparison of the carrying amounts to the future undiscounted cash flows attributable to these assets. An impairment loss is recognized to the extent an asset group is not recoverable, and the carrying amount exceeds the projected discounted future cash flows arising from these assets. There were no impairments of long-lived assets for the years ended December 31, 2016, 2015, and 2014. |
Accrued Research And Development Costs | Accrued Research and Development Costs The Company records the costs associated with research nonclinical studies, clinical trials, and manufacturing development as incurred. These costs are a significant component of the Company’s research and development expenses, with a substantial portion of the Company’s on-going research and development activities conducted by third-party service providers, including contract research and manufacturing organizations. The Company accrues for expenses resulting from obligations under agreements with contract research organizations (“CROs”), contract manufacturing organizations (“CMOs”), and other outside service providers for which payment flows do not match the periods over which materials or services are provided to the Company. Accruals are recorded based on estimates of services received and efforts expended pursuant to agreements established with CROs, CMOs, and other outside service providers. These estimates are typically based on contracted amounts applied to the proportion of work performed and determined through analysis with internal personnel and external service providers as to the progress or stage of completion of the services. The Company makes significant judgments and estimates in determining the accrual balance in each reporting period. In the event advance payments are made to a CRO, CMO, or outside service provider, the payments will be recorded as a prepaid asset which will be amortized as the contracted services are performed. As actual costs become known, the Company adjusts its accruals. Inputs, such as the services performed, the number of patients enrolled, or the study duration, may vary from the Company’s estimates, resulting in adjustments to research and development expense in future periods. Changes in these estimates that result in material changes to the Company’s accruals could materially affect the Company’s results of operations. The Company has not experienced any material deviations between accrued and actual research and development expenses. |
Leases | Leases The Company entered into a lease agreement for its office facilities. The lease is classified as an operating lease. The Company records rent expense on a straight-line basis over the term of the lease and, accordingly, records the difference between cash rent payments and the recognition of rent expense as a deferred rent liability. Incentives granted under the Company’s facilities leases, including allowances to fund leasehold improvements, are deferred and are recognized as adjustments to rental expense on a straight-line basis over the term of the lease. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The Company uses fair value measurements to record fair value adjustments to certain financial and non-financial assets and liabilities and to determine fair value disclosures. The accounting standards define fair value, establish a framework for measuring fair value, and require disclosures about fair value measurements. Fair value is defined as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required to be recorded at fair value, the principal or most advantageous market in which the Company would transact are considered along with assumptions that market participants would use when pricing the asset or liability, such as inherent risk, transfer restrictions, and risk of nonperformance. The accounting standard for fair value establishes a fair value hierarchy based on three levels of inputs, the first two of which are considered observable and the last unobservable, that requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The three levels of inputs that may be used to measure fair value are as follows: Level 1: Observable inputs, such as quoted prices in active markets for identical assets or liabilities. Level 2: Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3: Valuations based on unobservable inputs to the valuation methodology and including data about assumptions market participants would use in pricing the asset or liability based on the best information available under the circumstances. Financial instruments carried at fair value include cash, cash equivalents, and marketable securities. The carrying amount of accounts receivable, accounts payable and accrued liabilities approximate fair value due to their relatively short maturities. |
Convertible Preferred Stock | Convertible Preferred Stock The Company recorded the issuance of all convertible preferred stock net of offering costs on the dates of issuance, which represented the carrying value. The conversion feature of the convertible preferred stock was subject to certain anti-dilution provisions, which if triggered, would have required the Company to seek shareholder approval to increase the number of shares of common stock authorized. In the event that the Company could not deliver the conversion shares because it did not have an adequate number of common stock authorized, the convertible preferred stock would have been redeemable. Accordingly, the Company classified the convertible preferred stock in temporary equity. The Company did not adjust the carrying value of the convertible preferred stock to their redemption values, since it was uncertain whether or when a redemption event would occur. The convertible preferred stock outstanding was automatically converted into shares of common stock immediately prior to the completion of the IPO in April 2016 (see Note 1). |
Forward Sale Contract for Series A Convertible Preferred Shares | Forward Sale Contract for Series A Convertible Preferred Shares In connection with the issuance of Series A convertible preferred shares on December 24, 2013, the Company entered into a contract for the forward sale of an additional 837,594 Series A convertible preferred shares at a price of $5.25 per share, contingent upon certain milestones being met. This freestanding financial instrument was classified as a liability because the underlying preferred shares were contingently redeemable. The forward sale contract was carried at fair value on the balance sheet, with changes in fair value recorded in earnings. The liability was settled with the issuance of additional Series A convertible preferred shares on July 15, 2014 (see Note 6). |
Revenue Recognition | Revenue Recognition The Company’s sole source of revenue is grant revenue related to a $19.8 million research grant received from the Cancer Prevention and Research Institute of Texas (“CPRIT”), covering a four-year period from June 1, 2014 through May 31, 2018. Grant revenue is recognized when qualifying costs are incurred and there is reasonable assurance that the conditions of the award have been met for collection. Proceeds received prior to the costs being incurred or the conditions of the award being met are recognized as deferred revenue until the services are performed and the conditions of the award are met (see Note 8). |
Research and Development Costs | Research and Development Costs Research and development costs are expensed as incurred. Research and development costs include, but are not limited to, salaries, benefits, travel, share/stock-based compensation, consulting costs, contract research service costs, laboratory supplies, contract manufacturing costs, and costs paid to other third parties that conduct research and development activities on the Company’s behalf. Amounts incurred in connection with license agreements are also included in research and development expense. Certain research and development costs incurred were settled contractually by the Company issuing a variable number of the Company’s shares determined by dividing the fixed monetary amount of costs incurred by the issuance-date fair value of the issuable shares. The Company recorded research and development expense for these costs and accrued for the fixed monetary amount as an accrued liability as the services were rendered until the amount was settled. In June 2015, the remaining Company obligation to settle these costs with Company shares was converted to a cash-based payment through a contract amendment with the service provider. Advance payments for goods or services to be rendered in the future for use in research and development activities are recorded as a prepaid asset and expensed as the related goods are delivered or the services are performed. |
Share/Stock-Based Compensation | Share/Stock-Based Compensation The Company recognizes the cost of share/stock-based awards granted to employees based on the estimated grant-date fair values of the awards. The value of the portion of the award that is ultimately expected to vest is recognized as expense ratably over the requisite service period. The Company recognizes the compensation costs for awards that vest over several years on a straight-line basis over the vesting period. The Company recognizes the cost of share/stock-based awards granted to nonemployees at their then-current fair values as services are performed, and are remeasured at each reporting date through the counterparty performance date. |
Income Taxes | Income Taxes Effective January 1, 2015, the Company, for tax purposes, converted from a partnership to a corporation and continues to serve as a holding company for seven wholly-owned subsidiary corporations. Beginning with the year ended December 31, 2015, the Company filed a consolidated corporate federal income tax return. The Company and its subsidiaries use the asset and liability method of accounting for income taxes. Under this method, deferred tax assets and liabilities are recognized for the expected future tax consequences of temporary differences between the financial statements and the tax bases of assets and liabilities. A valuation allowance is established against the deferred tax assets to reduce their carrying value to an amount that is more likely than not to be realized. The deferred tax assets and liabilities are classified as noncurrent along with the related valuation allowance. Due to a lack of earnings history, the net deferred tax assets have been fully offset by a valuation allowance. The Company recognizes benefits of uncertain tax positions if it is more likely than not that such positions will be sustained upon examination based solely on the technical merits, as the largest amount of benefits that is more likely than not to be realized upon the ultimate settlement. The Company’s policy is to recognize interest and penalties related to the unrecognized tax benefits as a component of income tax expense. |
Comprehensive Loss | Comprehensive Loss Comprehensive loss is the change in stockholders’ equity (deficit) from transactions and other events and circumstances other than those resulting from investments by stockholders and distributions to stockholders. The Company’s other comprehensive loss is currently comprised of changes in unrealized gains and losses on available-for-sale securities. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) In March 2016, the FASB issued ASU No. 2016-09, Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting The Company elected to early adopt ASU 2016-09 for the three months ended December 31, 2016 using a modified retrospective approach, effective as if adopted the first day of the fiscal year January 1, 2016. The Company elected to account for forfeitures in compensation cost as they occur. The cumulative impact for the change in election was not material and was recognized in the year ended December 31, 2016. Additionally, the Company determined that none of the other provisions of ASU 2016-09 has a significant impact on its consolidated financial statements. |
Summary of Significant Accoun28
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Schedule Of Estimated Useful Lives Of Property Plant And Equipment | The useful lives of the property and equipment are as follows: Laboratory equipment 5 years Furniture and office equipment 5 years Computer equipment 3 years Software 3 years Leasehold improvements Shorter of remaining lease term or estimated useful life |
Cash Equivalents and Marketab29
Cash Equivalents and Marketable Securities (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Investments Debt And Equity Securities [Abstract] | |
Schedule of Estimated Fair Value of Cash Equivalents and Marketable Securities | The following tables summarize the estimated fair value of our cash equivalents and marketable securities and the gross unrealized gains and losses (in thousands): December 31, 2016 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Cash equivalents: Money market funds $ 4,584 $ — $ — $ 4,584 Reverse repurchase agreements 39,250 — — 39,250 Total cash equivalents 43,834 — — 43,834 Marketable securities: US government and agency securities 15,758 — (4 ) 15,754 Total marketable securities $ 15,758 $ — $ (4 ) $ 15,754 December 31, 2015 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Cash equivalents: Money market funds $ 3,988 $ — $ — $ 3,988 Reverse repurchase agreements 16,250 — — 16,250 Total cash equivalents 20,238 — — 20,238 Marketable securities: US government and agency securities 3,769 — (1 ) 3,768 Total marketable securities $ 3,769 $ — $ (1 ) $ 3,768 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Property Plant And Equipment [Abstract] | |
Schedule of Property and Equipment Net | Property and equipment, net consist of the following (in thousands): December 31, 2016 2015 Laboratory equipment $ 221 $ 138 Furniture and office equipment 202 118 Computer equipment 102 79 Software 44 44 Leasehold improvements 270 77 Property and equipment, gross 839 456 Less: Accumulated depreciation and amortization (240 ) (108 ) Property and equipment, net $ 599 $ 348 |
Accrued and Other Current Lia31
Accrued and Other Current Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Accrued Liabilities And Other Liabilities [Abstract] | |
Accrued and Other Current Liabilities | Accrued and other current liabilities consist of the following (in thousands): December 31, 2016 2015 Accrued compensation $ 1,270 $ 571 Accrued contracted research and development costs 1,749 863 Accrued professional and consulting fees 480 863 Accrued and other current liabilities 227 50 Total accrued and other current liabilities $ 3,726 $ 2,347 |
Convertible Preferred Stock (Ta
Convertible Preferred Stock (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Equity [Abstract] | |
Schedule of Convertible Preferred Stock | Convertible preferred stock consisted of the following as of December 31, 2015 (in thousands, except share amounts): December 31, 2015 Preferred Stock Authorized Preferred Stock Issued and Outstanding Liquidation Preference Carrying Value Common Stock Issuable Upon Conversion Series A convertible preferred stock 2,172,524 2,172,520 $ 11,406 $ 13,573 2,172,520 Series B convertible preferred stock 5,008,210 4,999,976 $ 44,625 $ 44,738 4,999,976 |
Share_Stock-Based Compensation
Share/Stock-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Summary of Employee and Nonemployee Stock Option Activity | The following table summarizes employee and nonemployee stock option activity for the year ended December 31, 2016: Shares Issuable Under Options Weighted Average Exercise Price Weighted Average Remaining Contractual Term Aggregate Intrinsic Value (in years) (in Outstanding as of December 31, 2015 629,848 $ 4.55 9.29 $ 2,833 Granted 731,779 7.04 Exercised — — Forfeited (214,692 ) 7.19 Outstanding as of December 31, 2016 1,146,935 $ 5.64 8.64 $ 440 Options vested and expected to vest as of December 31, 2016 1,137,407 $ 5.66 8.64 $ 431 Options exercisable as of December 31, 2016 390,033 $ 5.07 8.35 $ 213 |
Summary of Employee and Non-Employee Restricted Stock Activity | The following table summarizes employee and nonemployee restricted stock activity for the year ended December 31, 2016: Shares Weighted Average Grant Date Fair Value Unvested restricted common stock as of December 31, 2015 118,554 $ 1.85 Granted — — Vested (42,622 ) 1.86 Forfeited — — Unvested restricted common stock as of December 31, 2016 75,932 $ 1.96 |
Summary of Share/Stock-Based Compensation Expense | Total share/stock-based compensation expense recognized from the Company’s equity incentive plans and the 2016 ESPP for the years ended December 31, 2016, 2015, and 2014 was as follows (in thousands): Year Ended December 31, 2016 2015 2014 Employees Non-Employees Employees Non-Employees Employees Non-Employees Research and development $ 389 $ — $ 101 $ 340 $ 7 $ 30 General and administrative 832 — 326 — 107 3 Total share/stock-based compensation expense $ 1,221 $ — $ 427 $ 340 $ 114 $ 33 |
Summary of Weighted-Average Assumptions Used in Calculating Fair Value of Awards | The following table summarizes the weighted-average assumptions used in calculating the fair value of the awards: Year Ended December 31, 2016 2015 2016 Plan and 2015 Plan Expected term 5.99 6.29 Expected volatility 87 % 87 % Risk-free interest 1.28 % 1.37 % Dividend yield 0 % 0 % 2016 ESPP Expected term 0.45 — Expected volatility 82 % — Risk-free interest 0.50 % — Dividend yield 0 % — |
Fair Value Measurement (Tables)
Fair Value Measurement (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Financial Assets and Liabilities Measured at Fair Value on Recurring Basis | The following tables sets forth the fair value of the Company’s financial assets and liabilities at fair value on a recurring basis based on the three-tier fair value hierarchy (in thousands): December 31, 2016 Level 1 Level 2 Level 3 Total Financial Assets Money market funds $ 4,584 $ — $ — $ 4,584 Reverse repurchase agreements — 39,250 — 39,250 US government and agency securities — 15,754 — 15,754 Total financial assets $ 4,584 $ 55,004 $ — $ 59,588 December 31, 2015 Level 1 Level 2 Level 3 Total Financial Assets Money market funds $ 3,988 $ — $ — $ 3,988 Reverse repurchase agreements — 16,250 — 16,250 US government and agency securities — 3,768 — 3,768 Total financial assets $ 3,988 $ 20,018 $ — $ 24,006 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Summary of Difference Between Provision for Income Taxes and Amounts Computed by Applying Statutory Federal Income Tax Rate to Income Before Income Taxes | The difference between the Company’s provision for income taxes and the amounts computed by applying the statutory federal income tax rate to income before income taxes is as follows (in thousands): Year Ended December 31, 2016 2015 2014 Tax provision derived by applying the federal statutory rate to income before income taxes $ (7,377 ) $ (3,841 ) $ (3,518 ) Permanent differences and other 333 307 54 Federal tax credits (1,921 ) (321 ) (289 ) State tax credits (404 ) — — Losses of LLC entity attributable to the members — — 730 Conversion of LLC from partnership to corporation — (21 ) — Change in the valuation allowance 9,369 3,876 3,023 Income tax expense /(benefit) $ — $ — $ — |
Components of Deferred Tax Assets and Liabilities | The components of the deferred tax assets and liabilities consist of the following (in thousands): December 31, 2016 2015 Deferred tax assets Net operating loss carryforward $ 12,286 $ 6,336 Intangible assets 38 41 Accrued expense 335 184 Stock-based compensation 283 112 Federal tax credits 3,291 624 State tax credits 404 Other 76 36 Total deferred tax assets 16,713 7,333 Deferred tax liabilities Depreciable assets $ (60 ) $ (49 ) Total deferred tax liabilities (60 ) (49 ) Less: Valuation allowance (16,653 ) (7,284 ) Deferred tax assets, net $ — $ — |
Net Loss Per Share Attributab36
Net Loss Per Share Attributable to Common Shareholders and Stockholders (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Earnings Per Share [Abstract] | |
Weighted-Average Equity Instruments Excluded from Calculation of Diluted Net Loss Per Share | The following weighted-average equity instruments were excluded from the calculation of diluted net loss per share because their effect would have been anti-dilutive for the periods presented: Year Ended December 31, 2016 2015 2014 Series A convertible preferred shares/stock 611,392 2,172,520 1,557,870 Series B convertible preferred stock 1,407,097 4,047,734 — Unvested restricted common stock 100,634 153,355 — Options to purchase common stock 1,063,778 450,458 — Forward sale contract for Series A convertible preferred shares — — 447,482 Unvested Class B common shares — — 151,936 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Commitments And Contingencies Disclosure [Abstract] | |
Summary of Future Annual Minimum Lease Payments Due Under Non-cancellable Operating Leases | Future annual minimum lease payments due under non-cancellable operating leases at December 31 of each year are as follows (in thousands): 2017 $ 262 2018 283 2019 291 2020 300 Thereafter — Total minimum lease payments $ 1,136 |
Selected Quarterly Financial 38
Selected Quarterly Financial Data (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Selected Quarterly Financial Information [Abstract] | |
Schedule of Selected Quarterly Results from Operations | Selected quarterly results from operations for the years ended December 31, 2016 and 2015 are as follows (in thousands, except per share amounts): 2016 Quarter Ended March 31, June 30, September December Grant revenues $ 859 $ 1,373 $ 1,149 $ 1,247 Loss from operations (4,567 ) (5,495 ) (6,301 ) (5,543 ) Net loss (4,547 ) (5,430 ) (6,238 ) (5,483 ) Basic and diluted net loss per common share $ (7.10 ) $ (0.46 ) $ (0.47 ) $ (0.41 ) 2015 Quarter Ended March 31, June 30, September December Grant revenues $ — $ 3,427 $ 1,073 $ 1,585 Loss from operations (2,469 ) (1,432 ) (3,417 ) (3,997 ) Net loss (2,468 ) (1,427 ) (3,413 ) (3,987 ) Basic and diluted net loss per common share $ (4.71 ) $ (2.44 ) $ (5.57 ) $ (6.36 ) |
The Company and Basis of Pres39
The Company and Basis of Presentation - Additional Information (Details) $ / shares in Units, $ in Thousands | Apr. 12, 2016USD ($)$ / sharesshares | Dec. 31, 2016USD ($)Segment$ / sharesshares | Dec. 31, 2015USD ($)$ / sharesshares |
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||
Number of operating segments | Segment | 1 | ||
Convertible preferred stock, terms of conversion | The convertible preferred stock was automatically convertible into shares of common stock at the then-current conversion rate upon (i) a vote of 62% of the outstanding Series B convertible preferred stock, or (ii) the closing of a firm commitment underwritten public offering that met aggregate gross proceed and pricing terms. | ||
Capital stock, shares authorized | 510,000,000 | ||
Common stock, shares authorized | 500,000,000 | 500,000,000 | 25,000,000 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 | 10,000,000 |
Common stock, par value | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 |
Preferred stock, par value | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 |
Preferred stock, shares outstanding | 0 | 0 | |
Stock split ratio | 0.095 | ||
Working capital | $ | $ 62,500 | ||
Accumulated deficit | $ | (45,277) | $ (23,579) | |
Cash, cash equivalents and marketable securities | $ | $ 63,500 | ||
Common Stock | |||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||
Number of shares issued | 5,482,000 | ||
Proceeds from issuance of common stock upon initial public offering, net | $ | $ 47,300 | ||
Convertible preferred stock converted into common stock | 7,172,496 | 0 | |
IPO | |||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||
Convertible preferred stock, terms of conversion | Ratio of one share of common stock for each share of convertible preferred stock | ||
Convertible preferred stock converted into common stock | 7,172,496 | ||
Convertible preferred stock reclassified into common stock and additional paid-in-capital | $ | $ 58,300 | ||
IPO | Common Stock | |||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||
Number of shares issued | 5,481,940 | ||
Public offering price | $ / shares | $ 10 | ||
Underwriting discounts and commissions | $ | $ 3,800 | ||
Offering costs | $ | $ 3,700 | ||
Underwriters' Over-allotment Option | Common Stock | |||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||
Number of shares issued | 481,940 |
Summary of Significant Accoun40
Summary of Significant Accounting Policies - Additional Information (Details) | Jun. 30, 2015USD ($) | Jul. 15, 2014$ / shares | Dec. 24, 2013$ / sharesshares | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Jan. 01, 2015Subsidary |
Summary Of Significant Accounting Policies [Line Items] | |||||||
Marketable Securities, Realized Gain (Loss) | $ 0 | $ 0 | $ 0 | ||||
Impairments of long-lived assets | 0 | $ 0 | $ 0 | ||||
Number of subsidiary corporations owned | Subsidary | 7 | ||||||
CPRIT | Maximum | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Research grant contract amount | $ 19,800,000 | $ 19,800,000 | |||||
Series A Convertible Preferred Stock | |||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||
Number of shares issued for forward sale contract | shares | 837,594 | ||||||
Forward sale contract price per share | $ / shares | $ 7.56 | $ 5.25 | |||||
Settlement date of forward sale contract | Jul. 15, 2014 |
Summary of Significant Accoun41
Summary of Significant Accounting Policies - Summary of Useful Lives of Property and Equipment (Details) | 12 Months Ended |
Dec. 31, 2016 | |
Laboratory Equipment | |
Property Plant And Equipment [Line Items] | |
Useful lives of the property and equipment | 5 years |
Furniture and Office Equipment | |
Property Plant And Equipment [Line Items] | |
Useful lives of the property and equipment | 5 years |
Computer Equipment | |
Property Plant And Equipment [Line Items] | |
Useful lives of the property and equipment | 3 years |
Software | |
Property Plant And Equipment [Line Items] | |
Useful lives of the property and equipment | 3 years |
Leasehold Improvements | |
Property Plant And Equipment [Line Items] | |
Useful lives of the property and equipment | Shorter of remaining lease term or estimated useful life |
Cash Equivalents and Marketab42
Cash Equivalents and Marketable Securities - Schedule of Estimated Fair Value of Cash Equivalents and Marketable Securities (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Schedule Of Available For Sale Securities [Line Items] | ||
Cash equivalents, amortized cost | $ 43,834 | $ 20,238 |
Cash equivalents, estimated fair value | 43,834 | 20,238 |
Marketable securities, amortized cost | 15,758 | 3,769 |
Marketable securities, gross unrealized losses | (4) | (1) |
Marketable securities, estimated fair value | 15,754 | 3,768 |
Money market funds | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Cash equivalents, amortized cost | 4,584 | 3,988 |
Cash equivalents, estimated fair value | 4,584 | 3,988 |
Reverse repurchase agreements | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Cash equivalents, amortized cost | 39,250 | 16,250 |
Cash equivalents, estimated fair value | 39,250 | 16,250 |
US government and agency securities | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Marketable securities, amortized cost | 15,758 | 3,769 |
Marketable securities, gross unrealized losses | (4) | (1) |
Marketable securities, estimated fair value | $ 15,754 | $ 3,768 |
Cash Equivalents and Marketab43
Cash Equivalents and Marketable Securities - Additional Information (Details) - US government and agency securities $ in Millions | Dec. 31, 2016USD ($)Security | Dec. 31, 2015USD ($)Security |
Cash Equivalents And Marketable Securities [Line Items] | ||
Number of securities in an unrealized loss position for less than one year | 9 | 5 |
Fair value of debt securities in an unrealized loss position | $ | $ 15.8 | $ 2.5 |
Number of securities in a significant unrealized loss position | 0 | 0 |
Property and Equipment, Net - S
Property and Equipment, Net - Schedule of Property and Equipment Net (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | $ 839 | $ 456 |
Less: Accumulated depreciation and amortization | (240) | (108) |
Property and equipment, net | 599 | 348 |
Laboratory Equipment | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 221 | 138 |
Furniture and Office Equipment | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 202 | 118 |
Computer Equipment | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 102 | 79 |
Software | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 44 | 44 |
Leasehold Improvements | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | $ 270 | $ 77 |
Property and Equipment, Net - A
Property and Equipment, Net - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Property Plant And Equipment [Abstract] | |||
Depreciation and amortization | $ 132 | $ 89 | $ 19 |
Accrued and Other Current Lia46
Accrued and Other Current Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Accrued Liabilities And Other Liabilities [Abstract] | ||
Accrued compensation | $ 1,270 | $ 571 |
Accrued contracted research and development costs | 1,749 | 863 |
Accrued professional and consulting fees | 480 | 863 |
Accrued and other current liabilities | 227 | 50 |
Total accrued and other current liabilities | $ 3,726 | $ 2,347 |
Convertible Preferred Stock - A
Convertible Preferred Stock - Additional Information (Details) - USD ($) | Mar. 10, 2015 | Jul. 15, 2014 | Dec. 24, 2013 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Apr. 12, 2016 | Dec. 31, 2013 |
Class Of Stock [Line Items] | ||||||||
Proceeds from issuance of convertible preferred stock, net of offering costs | $ 43,679,000 | $ 5,575,000 | ||||||
Change in fair value of forward sale contract | $ 1,444,000 | |||||||
Adjustments to additional paid in capital, increase in carrying amount of convertible preferred stock | $ 228,000 | |||||||
Convertible preferred stock conversion ratio | 100.00% | |||||||
Vote of percentage of the outstanding convertible preferred stock | 62.00% | |||||||
Convertible preferred stock, terms of conversion | The convertible preferred stock was automatically convertible into shares of common stock at the then-current conversion rate upon (i) a vote of 62% of the outstanding Series B convertible preferred stock, or (ii) the closing of a firm commitment underwritten public offering that met aggregate gross proceed and pricing terms. | |||||||
Non-cumulative dividend rate | 8.00% | |||||||
Dividends declared prior to converting the shares to common stock | $ 0 | |||||||
Common Stock | ||||||||
Class Of Stock [Line Items] | ||||||||
Number of shares issued | 5,482,000 | |||||||
Conversion of preferred stock, conversion unit | 753,000 | |||||||
Convertible preferred stock converted into common stock | 0 | 7,172,496 | ||||||
Series A Convertible Preferred Stock | ||||||||
Class Of Stock [Line Items] | ||||||||
Proceeds from issuance of convertible preferred stock, net of offering costs | $ 5,600,000 | $ 5,100,000 | ||||||
Number of shares issued | 1,067,592 | 971,928 | ||||||
Preferred stock issuance price | $ 5.25 | $ 5.25 | ||||||
Additional shares offered on forward contract | 837,594 | 837,594 | ||||||
Forward sale contract price per share | $ 7.56 | $ 5.25 | ||||||
Fair value of forward sale contract at issuance | $ 440,000 | |||||||
Fair value of forward sale contract at settlement | $ 1,900,000 | |||||||
Discount on convertible preferred shares | $ 531,000 | |||||||
Number of shares issued at discount | 229,998 | |||||||
Conversion of preferred stock, conversion unit | 2,173,000 | |||||||
Preferred stock, par value | $ 0.0001 | |||||||
Adjustments to additional paid in capital, increase in carrying amount of convertible preferred stock | $ (228,000) | |||||||
Convertible preferred stock converted into common stock | 2,172,520 | |||||||
Preferred stock, shares outstanding | 0 | 2,172,520 | ||||||
Liquidation preference price per share | $ 5.25 | |||||||
Series A Convertible Preferred Shares | ||||||||
Class Of Stock [Line Items] | ||||||||
Conversion of preferred stock, conversion unit | 1 | (2,173,000) | ||||||
Preferred stock, par value | $ 0.0001 | |||||||
Deemed dividend per share | $ 0.11 | |||||||
Adjustments to additional paid in capital, increase in carrying amount of convertible preferred stock | $ 228,000 | |||||||
Preferred stock, shares outstanding | 2,173,000 | 972,000 | ||||||
Series B Convertible Preferred Stock | ||||||||
Class Of Stock [Line Items] | ||||||||
Number of shares issued | 4,929,948 | |||||||
Preferred stock issuance price | $ 8.93 | |||||||
Preferred stock, par value | $ 0.0001 | $ 0.0001 | ||||||
Gross proceeds from issuance of preferred stock | $ 44,000,000 | |||||||
Offering costs | $ 321,000 | |||||||
Convertible preferred stock converted into common stock | 4,999,976 | |||||||
Preferred stock, shares outstanding | 0 | 4,999,976 | ||||||
Liquidation preference price per share | $ 8.93 | |||||||
Series B Convertible Preferred Stock | Minimum | ||||||||
Class Of Stock [Line Items] | ||||||||
Preferred stock, shares outstanding | 342,857 | |||||||
Class A-1 Common | ||||||||
Class Of Stock [Line Items] | ||||||||
Aggregate distribution amount | $ 1,000,000 | |||||||
Class A-1 Common | Common Stock | ||||||||
Class Of Stock [Line Items] | ||||||||
Conversion of preferred stock, conversion unit | (165,000) |
Convertible Preferred Stock - S
Convertible Preferred Stock - Schedule of Convertible Preferred Stock (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Series A Convertible Preferred Stock | ||
Temporary Equity [Line Items] | ||
Preferred Stock Authorized | 0 | 2,172,524 |
Preferred Stock Issued and Outstanding | 2,172,520 | |
Liquidation Preference | $ 11,406 | |
Carrying Value | $ 13,573 | |
Common Stock Issuable Upon Conversion | 2,172,520 | |
Series B Convertible Preferred Stock | ||
Temporary Equity [Line Items] | ||
Preferred Stock Authorized | 0 | 5,008,210 |
Preferred Stock Issued and Outstanding | 4,999,976 | |
Liquidation Preference | $ 44,625 | |
Carrying Value | $ 44,738 | |
Common Stock Issuable Upon Conversion | 4,999,976 |
Common Stock - Additional Infor
Common Stock - Additional Information (Details) | 12 Months Ended | ||
Dec. 31, 2016USD ($)VoteClass$ / shares | Apr. 12, 2016$ / shares | Dec. 31, 2015$ / shares | |
Class Of Stock [Line Items] | |||
Number of common stock holders voting right | Vote | 1 | ||
Common stock voting rights | Each holder of common stock is entitled to one vote for each share of common stock held | ||
Common stock dividends declared | $ | $ 0 | ||
Number of classes of common shares authorized | Class | 3 | ||
Common stock conversion ratio | 100.00% | ||
Common stock, par value | $ 0.0001 | $ 0.0001 | $ 0.0001 |
Common stock conversion basis | each outstanding Common A-1 and Common A share was automatically converted into one share of common stock, par value $0.0001 per share | ||
Class A-1 Common | |||
Class Of Stock [Line Items] | |||
Common stock par value | |||
Class A Common | |||
Class Of Stock [Line Items] | |||
Common stock par value | |||
Class B Common | |||
Class Of Stock [Line Items] | |||
Common stock par value |
Grant Revenues - Additional Inf
Grant Revenues - Additional Information (Details) - USD ($) | Jun. 30, 2015 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Research And Development Arrangement Contract To Perform For Others [Line Items] | |||||||||||
Grant revenues | $ 1,247,000 | $ 1,149,000 | $ 1,373,000 | $ 859,000 | $ 1,585,000 | $ 1,073,000 | $ 3,427,000 | $ 4,628,000 | $ 6,085,000 | $ 0 | |
Outstanding grant receivable | 1,215,000 | 1,697,000 | 1,215,000 | 1,697,000 | |||||||
Deferred revenue | $ 71,000 | $ 0 | 71,000 | $ 0 | |||||||
CPRIT | |||||||||||
Research And Development Arrangement Contract To Perform For Others [Line Items] | |||||||||||
Grant contract term | 4 years | ||||||||||
Grant contract beginning date | Jun. 1, 2014 | ||||||||||
Grant contract expiration date | May 31, 2018 | ||||||||||
CPRIT | Maximum | |||||||||||
Research And Development Arrangement Contract To Perform For Others [Line Items] | |||||||||||
Research grant contract amount | $ 19,800,000 | $ 19,800,000 |
Share_Stock-Based Compensatio51
Share/Stock-Based Compensation - Additional Information (Details) | Apr. 06, 2016USD ($)shares | Apr. 05, 2016shares | Mar. 10, 2015Employeeshares | May 31, 2016USD ($)Employeeshares | Mar. 31, 2016 | Dec. 31, 2016USD ($)$ / sharesshares | Dec. 31, 2015USD ($)$ / sharesshares | Dec. 31, 2014USD ($)$ / sharesshares | Jan. 31, 2017shares |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Number of shares granted | 731,779 | ||||||||
Shares forfeited | 214,692 | ||||||||
Number of vested and unvested shares of restricted common stock converted | 253,232 | ||||||||
Number of vested and unvested shares of option to purchase common stock converted | 100,446 | 1,137,407 | |||||||
Entity number of employees | Employee | 7 | ||||||||
Outstanding option awards | 1,146,935 | 629,848 | |||||||
Tax benefits recognized | $ | $ 0 | $ 0 | $ 0 | ||||||
Lowest potential aggregate fair values of unvested awards | $ | $ 0 | 0 | 0 | ||||||
Expected dividend yield | 0.00% | ||||||||
Non-Employees | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Expense recognized for unvested non-employee awards | $ | $ 0 | $ 0 | $ 0 | ||||||
Stock Options | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Weighted average grant date fair value | $ / shares | $ 7.04 | $ 3.48 | |||||||
Entity number of employees | Employee | 21 | ||||||||
Shares of common stock issued to employees | 542,392 | ||||||||
Recognized stock-based compensation expense | $ | $ 89,000 | ||||||||
Stock option exercised | 0 | ||||||||
Intrinsic value of options exercised | $ | $ 25,000 | ||||||||
Stock option issued | 0 | ||||||||
Stock option vested | 0 | ||||||||
Unrecognized stock-based compensation expense for options | $ | $ 3,100,000 | ||||||||
Weighted average period over which unrecognized compensation is expected to be recognized | 2 years 7 months 6 days | ||||||||
Stock Options | Non-Employees | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Stock option issued | 25,387 | ||||||||
Stock option vested | 11,279 | ||||||||
Four Year Vesting | Stock Options | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Option vesting, year | 4 years | 4 years | |||||||
Stock option vesting rights | 25.00% | 25.00% | |||||||
Stock option vesting quarterly thereafter | 6.25% | ||||||||
Stock option vesting monthly thereafter | 2.08% | ||||||||
Five Year Vesting | Stock Options | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Option vesting, year | 4 years | 5 years | |||||||
Stock option vesting rights | 25.00% | 25.00% | |||||||
Stock option vesting quarterly thereafter | 6.25% | ||||||||
Stock option vesting monthly thereafter | 2.08% | ||||||||
Unvested Restricted Common Stock | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Number of unvested stock outstanding | 75,932 | 118,554 | |||||||
Number of vested shares | 42,622 | ||||||||
RSAs | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Number of vesting fair value | $ | $ 258,000 | $ 933,000 | |||||||
Unrecognized stock-based compensation expense for RSAs | $ | $ 89,000 | ||||||||
Weighted average period over which unrecognized compensation is expected to be recognized | 1 year 1 month 6 days | ||||||||
RSAs | Non-Employees | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Number of stock issued | 253,232 | ||||||||
Shares, Granted | 0 | 61,096 | |||||||
Number of vested shares | 32,588 | ||||||||
Class B Common | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Awards granted, less forfeitures | 355,156 | ||||||||
Shares forfeited | 1,474 | ||||||||
2013 Equity Incentive Plan | Class B Common | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Number of shares granted | 355,156 | ||||||||
Weighted average grant date fair value | $ / shares | $ 1.66 | ||||||||
2015 Equity Incentive Plan | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Awards granted, expiration period | 10 years | ||||||||
Combined voting power of all classes of stock | 10.00% | ||||||||
Option vesting, year | 5 years | ||||||||
Number of common stock to option outstanding | 699,573 | ||||||||
Number of common stock available for issuance | 509,869 | ||||||||
2015 Equity Incentive Plan | Unvested Restricted Common Stock | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Number of unvested stock outstanding | 75,932 | ||||||||
2015 Equity Incentive Plan | Minimum | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Percentage of market value of common stock | 100.00% | ||||||||
2016 Equity Incentive Plan | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Initial reserves of common stock | 1,100,000 | ||||||||
Percentage of outstanding share of common stock | 4.00% | ||||||||
2016 Equity Incentive Plan | Subsequent Event | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Additional number of shares available for issuance | 537,233 | ||||||||
2016 Equity Incentive Plan | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Total number of common stock reserved for issuance | 1,624,561 | ||||||||
Outstanding option awards | 447,362 | ||||||||
2016 Plan and 2015 Plan | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Awards granted, expiration period | 10 years | ||||||||
Expected dividend yield | 0.00% | 0.00% | |||||||
2016 Plan and 2015 Plan | Four Year Vesting | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Option vesting, year | 4 years | ||||||||
2016 Plan and 2015 Plan | Five Year Vesting | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Option vesting, year | 5 years | ||||||||
2016 Plan and 2015 Plan | Maximum | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Option vesting, year | 4 years | ||||||||
2016 Employee Stock Purchase Plan | |||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||
Number of common stock available for issuance | 145,939 | ||||||||
Total number of common stock reserved for issuance | 165,000 | ||||||||
Percentage of discount through payroll deductions to eligible employees to purchase common stock | 15.00% | ||||||||
Percentage of fair market value of common stock | 85.00% | ||||||||
Stock option to purchase an aggregate of common stock shares | 19,061 | ||||||||
Maximum number of shares permitted for per employee | 2,000 | ||||||||
Maximum purchase value per employee under employee stock purchase plan | $ | $ 25,000 | ||||||||
Employee stock purchase plan termination period | 10 years | ||||||||
Expected dividend yield | 0.00% |
Share_Stock-Based Compensatio52
Share/Stock-Based Compensation - Summary of Employee and Nonemployee Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Mar. 10, 2015 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |||
Shares Issuable Under Options, Outstanding | 629,848 | ||
Shares Issuable Under Options, Granted | 731,779 | ||
Shares Issuable Under Options, Forfeited | (214,692) | ||
Shares Issuable Under Options, Outstanding | 1,146,935 | 629,848 | |
Shares Issuable Under Options, Options vested and expected to vest | 1,137,407 | 100,446 | |
Shares Issuable Under Options, Options exercisable | 390,033 | ||
Weighted Average Exercise Price, Outstanding | $ 4.55 | ||
Weighted Average Exercise Price, Granted | 7.04 | ||
Weighted Average Exercise Price, Forfeited | 7.19 | ||
Weighted Average Exercise Price, Outstanding | 5.64 | $ 4.55 | |
Weighted Average Exercise Price, Options vested and expected to vest | 5.66 | ||
Weighted Average Exercise Price, Options exercisable | $ 5.07 | ||
Weighted Average Remaining Contractual Term, Outstanding | 8 years 7 months 21 days | 9 years 3 months 15 days | |
Weighted Average Remaining Contractual Term, Options vested and expected to vest | 8 years 7 months 21 days | ||
Weighted Average Remaining Contractual Term, Options exercisable | 8 years 4 months 6 days | ||
Aggregate Intrinsic Value, Outstanding | $ 440 | $ 2,833 | |
Aggregate Intrinsic Value, Options vested and expected to vest | 431 | ||
Aggregate Intrinsic Value, Options exercisable | $ 213 |
Share_Stock-Based Compensatio53
Share/Stock-Based Compensation - Summary of Employee and Non-Employee Restricted Stock Activity (Details) - Unvested Restricted Common Stock | 12 Months Ended |
Dec. 31, 2016$ / sharesshares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Shares, Unvested restricted common stock, Beginning balance | shares | 118,554 |
Shares, Vested | shares | (42,622) |
Shares, Unvested restricted common stock, Ending balance | shares | 75,932 |
Weighted Average Grant Date Fair Value, Unvested restricted common stock, Beginning balance | $ / shares | $ 1.85 |
Weighted Average Grant Date Fair Value, Vested | $ / shares | 1.86 |
Weighted Average Grant Date Fair Value, Unvested restricted common stock, Ending balance | $ / shares | $ 1.96 |
Share_Stock-Based Compensatio54
Share/Stock-Based Compensation - Summary of Share/Stock-Based Compensation Expense (Details) - 2016 Employee Stock Purchase Plan - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Employees | |||
Employee Service Share Based Compensation Allocation of Recognized Period Costs [Line Items] | |||
Total share/stock-based compensation expense | $ 1,221 | $ 427 | $ 114 |
Non-Employees | |||
Employee Service Share Based Compensation Allocation of Recognized Period Costs [Line Items] | |||
Total share/stock-based compensation expense | 340 | 33 | |
Research and Development | Employees | |||
Employee Service Share Based Compensation Allocation of Recognized Period Costs [Line Items] | |||
Total share/stock-based compensation expense | 389 | 101 | 7 |
Research and Development | Non-Employees | |||
Employee Service Share Based Compensation Allocation of Recognized Period Costs [Line Items] | |||
Total share/stock-based compensation expense | 340 | 30 | |
General and Administrative | Employees | |||
Employee Service Share Based Compensation Allocation of Recognized Period Costs [Line Items] | |||
Total share/stock-based compensation expense | $ 832 | $ 326 | 107 |
General and Administrative | Non-Employees | |||
Employee Service Share Based Compensation Allocation of Recognized Period Costs [Line Items] | |||
Total share/stock-based compensation expense | $ 3 |
Share_Stock-Based Compensatio55
Share/Stock-Based Compensation - Summary of Weighted-Average Assumptions Used in Calculating Fair Value of Awards (Details) | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Employee Service Share Based Compensation Allocation of Recognized Period Costs [Line Items] | ||
Dividend yield | 0.00% | |
2016 Plan and 2015 Plan | ||
Employee Service Share Based Compensation Allocation of Recognized Period Costs [Line Items] | ||
Expected term | 5 years 11 months 27 days | 6 years 3 months 15 days |
Expected volatility | 87.00% | 87.00% |
Risk-free interest | 1.28% | 1.37% |
Dividend yield | 0.00% | 0.00% |
2016 Employee Stock Purchase Plan | ||
Employee Service Share Based Compensation Allocation of Recognized Period Costs [Line Items] | ||
Expected term | 5 months 12 days | |
Expected volatility | 82.00% | |
Risk-free interest | 0.50% | |
Dividend yield | 0.00% |
Defined Contribution Plan - Add
Defined Contribution Plan - Additional Information (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Compensation And Retirement Disclosure [Abstract] | |||
Defined contribution plan, contribution amount | $ 51,000 | $ 0 | $ 0 |
Fair Value Measurements - Finan
Fair Value Measurements - Financial Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Financial Assets | ||
Financial assets, fair value | $ 59,588 | $ 24,006 |
Money market funds | ||
Financial Assets | ||
Financial assets, fair value | 4,584 | 3,988 |
Reverse repurchase agreements | ||
Financial Assets | ||
Financial assets, fair value | 39,250 | 16,250 |
US government and agency securities | ||
Financial Assets | ||
Financial assets, fair value | 15,754 | 3,768 |
Level 1 | ||
Financial Assets | ||
Financial assets, fair value | 4,584 | 3,988 |
Level 1 | Money market funds | ||
Financial Assets | ||
Financial assets, fair value | 4,584 | 3,988 |
Level 2 | ||
Financial Assets | ||
Financial assets, fair value | 55,004 | 20,018 |
Level 2 | Reverse repurchase agreements | ||
Financial Assets | ||
Financial assets, fair value | 39,250 | 16,250 |
Level 2 | US government and agency securities | ||
Financial Assets | ||
Financial assets, fair value | $ 15,754 | $ 3,768 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2016 | Jul. 15, 2014 | |
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | ||
Fair value assets transferred from level 1 to level 2 | $ 0 | |
Fair value inputs, discount rate | 30.00% | |
Fair value assumptions, expected volatility rate | 70.00% | |
Minimum | ||
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | ||
Fair value inputs, probabilities of going public, percentage | 12.50% | |
Fair value inputs, probabilities of going public by term | 6 months 18 days | |
Fair value inputs, discount for lack of marketability | 30.00% | |
Fair value assumptions, expected term | 2 years 9 months 18 days | |
Fair value assumptions, risk free interest rate | 0.80% | |
Maximum | ||
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | ||
Fair value inputs, probabilities of going public, percentage | 80.00% | |
Fair value inputs, probabilities of going public by term | 1 month 17 days | |
Fair value inputs, discount for lack of marketability | 7.50% | |
Fair value assumptions, expected term | 3 years | |
Fair value assumptions, risk free interest rate | 1.10% | |
Series A Convertible Preferred Stock | ||
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | ||
Settlement date of forward sale contract | Jul. 15, 2014 | |
Fair value of forward sale contract at settlement | $ 1,900,000 | |
Fair value inputs, discount rate | 20.00% | |
Fair value assumptions, expected term | 10 months | |
Fair value inputs, estimated probability of milestone being achieved | 90.00% |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Taxes [Line Items] | |||
Provision or benefit from income taxes | $ 0 | $ 0 | $ 0 |
Increase in valuation allowance | 9,400,000 | 3,900,000 | $ 3,000,000 |
Net operating loss carryforwards | 36,100,000 | 18,600,000 | |
Unrecognized tax benefit | 0 | ||
Federal | |||
Income Taxes [Line Items] | |||
Tax credit carryforwards | 3,300,000 | 624,000 | |
State | |||
Income Taxes [Line Items] | |||
Tax credit carryforwards | $ 612,000 | $ 0 | |
Earliest Tax Year | |||
Income Taxes [Line Items] | |||
Net operating loss carryforwards, expiration year | 2,033 | ||
Tax credit carryforwards, expiration year | 2,033 |
Income Taxes - Difference Betwe
Income Taxes - Difference Between Provision for Income Taxes and Amounts Computed by Applying Statutory Federal Income Tax Rate to Income Before Income Taxes (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Taxes [Line Items] | |||
Tax provision derived by applying the federal statutory rate to income before income taxes | $ (7,377,000) | $ (3,841,000) | $ (3,518,000) |
Permanent differences and other | 333,000 | 307,000 | 54,000 |
Losses of LLC entity attributable to the members | 730,000 | ||
Conversion of LLC from partnership to corporation | (21,000) | ||
Change in the valuation allowance | 9,369,000 | 3,876,000 | 3,023,000 |
Income tax expense /(benefit) | 0 | 0 | 0 |
Federal | |||
Income Taxes [Line Items] | |||
Tax credits | (1,921,000) | $ (321,000) | $ (289,000) |
State | |||
Income Taxes [Line Items] | |||
Tax credits | $ (404,000) |
Income Taxes - Components of De
Income Taxes - Components of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Deferred tax assets | ||
Net operating loss carryforward | $ 12,286 | $ 6,336 |
Intangible assets | 38 | 41 |
Accrued expense | 335 | 184 |
Stock-based compensation | 283 | 112 |
Other | 76 | 36 |
Total deferred tax assets | 16,713 | 7,333 |
Deferred tax liabilities | ||
Depreciable assets | (60) | (49) |
Total deferred tax liabilities | (60) | (49) |
Less: Valuation allowance | (16,653) | (7,284) |
Deferred tax assets, net | 0 | 0 |
Federal | ||
Deferred tax assets | ||
Tax credits | 3,291 | $ 624 |
State | ||
Deferred tax assets | ||
Tax credits | $ 404 |
Net Loss Per Share Attributab62
Net Loss Per Share Attributable to Common Shareholders and Stockholders - Weighted-Average Equity Instruments Excluded from Calculation of Diluted Net Loss Per Share (Details) - shares | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Series A Convertible Preferred Shares/Stock | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of earnings per share | 611,392 | 2,172,520 | 1,557,870 |
Series B Convertible Preferred Stock | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of earnings per share | 1,407,097 | 4,047,734 | |
Unvested Class B Common Shares | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of earnings per share | 151,936 | ||
Unvested Restricted Common Stock | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of earnings per share | 100,634 | 153,355 | |
Options to Purchase Common Stock | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of earnings per share | 1,063,778 | 450,458 | |
Forward Sale Contract | Series A Convertible Preferred Shares | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of earnings per share | 447,482 |
Research and License Agreemen63
Research and License Agreements - Additional Information (Detail) | 1 Months Ended | 12 Months Ended | |||
Aug. 31, 2016USD ($) | Dec. 31, 2016USD ($)LicenseAgreementshares | Dec. 31, 2015USD ($)shares | Dec. 31, 2014USD ($)shares | Dec. 31, 2013USD ($) | |
Series B Convertible Preferred Stock | |||||
Research And Development Arrangement Contract To Perform For Others [Line Items] | |||||
Convertible preferred stock, shares issued | shares | 0 | 4,999,976 | |||
Series A Convertible Preferred Stock | |||||
Research And Development Arrangement Contract To Perform For Others [Line Items] | |||||
Convertible preferred stock, shares issued | shares | 0 | 2,172,520 | |||
Contract Research Agreement | |||||
Research And Development Arrangement Contract To Perform For Others [Line Items] | |||||
Convertible preferred stock, shares issued | shares | 0 | ||||
Contract Research Agreement | Series B Convertible Preferred Stock | |||||
Research And Development Arrangement Contract To Perform For Others [Line Items] | |||||
Convertible preferred stock, shares issued | shares | 70,028 | ||||
Convertible preferred stock, fair values | $ 1,100,000 | ||||
Contract Research Agreement | Series A Convertible Preferred Stock | |||||
Research And Development Arrangement Contract To Perform For Others [Line Items] | |||||
Convertible preferred stock, shares issued | shares | 133,000 | ||||
Convertible preferred stock, fair values | $ 845,000 | ||||
University Research Agreement | |||||
Research And Development Arrangement Contract To Perform For Others [Line Items] | |||||
Research agreement date | 2013-12 | ||||
Maximum allowable research and development expenses per year | $ 1,800,000 | $ 386,000 | |||
Research agreement expiration date | Aug. 31, 2017 | ||||
Increasing the maximum research expenditure limit | $ 750,000 | ||||
Payments pursuant to research agreements | $ 375,000 | $ 832,000 | 563,000 | 386,000 | |
License Agreements | |||||
Research And Development Arrangement Contract To Perform For Others [Line Items] | |||||
Research agreement date | 2013-12 | ||||
Annual license fees paid | $ 5,000 | $ 0 | $ 0 | ||
Number of license agreements | LicenseAgreement | 2 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Spouse Of Chief Executive Officer | |||
Related Party Transaction [Line Items] | |||
Outstanding liability to related party | $ 0 | $ 129,000 | |
Spouse Of Chief Executive Officer | Research and Development | |||
Related Party Transaction [Line Items] | |||
Consulting fees | 399,000 | 433,000 | $ 146,000 |
One Of The Founders | |||
Related Party Transaction [Line Items] | |||
Consulting fees | 50,000 | 50,000 | $ 50,000 |
Outstanding liability to related party | 0 | $ 0 | |
Annual consulting fees to company founder | $ 50,000 | ||
One Of The Founders | Stock Option | |||
Related Party Transaction [Line Items] | |||
Shares issued to related party converted into stock options | 13,852 | ||
One Of The Founders | Unvested Restricted Common Stock | |||
Related Party Transaction [Line Items] | |||
Shares issued to related party converted into restricted stock awards | 43,290 | ||
One Of The Founders | Class B Common | |||
Related Party Transaction [Line Items] | |||
Shares issued to related party | 57,142 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) - USD ($) | 1 Months Ended | 12 Months Ended | ||
Aug. 31, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Commitments and Contingencies [Line Items] | ||||
Security deposit of lease agreement | $ 39,000 | |||
Rent expense | $ 151,000 | $ 140,000 | $ 17,000 | |
University Research Agreement | ||||
Commitments and Contingencies [Line Items] | ||||
Research agreement expiration date | Aug. 31, 2017 | |||
Payments pursuant to research agreements | $ 375,000 | $ 832,000 | $ 563,000 | $ 386,000 |
Austin, TX | ||||
Commitments and Contingencies [Line Items] | ||||
Operating lease agreement, commencement date | 2015-01 | |||
Operating lease agreement, amended date | 2016-09 | |||
Operating lease agreement, expiration date | Dec. 31, 2020 | |||
Tenant improvements allowances on both the original space and expansion space | $ 200,000 |
Commitments and Contingencies66
Commitments and Contingencies - Summary of Future Annual Minimum Lease Payments Due Under Non-cancellable Operating Leases (Details) $ in Thousands | Dec. 31, 2016USD ($) |
Commitments And Contingencies Disclosure [Abstract] | |
2,017 | $ 262 |
2,018 | 283 |
2,019 | 291 |
2,020 | 300 |
Total minimum lease payments | $ 1,136 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Details) - Subsequent Event - License Agreements | Jan. 31, 2017USD ($) |
Subsequent Event [Line Items] | |
Maximum future contingent license payment | $ 6,400,000 |
Aggregate potential milestone payments for receipt of regulatory approval | 5,000,000 |
Aggregate potential milestone payments for final regulatory approval of second indication | $ 500,000 |
Minimum | |
Subsequent Event [Line Items] | |
Rate of revenue share | 6.50% |
Maximum | |
Subsequent Event [Line Items] | |
Rate of revenue share | 25.00% |
Selected Quarterly Financial 68
Selected Quarterly Financial Data (Unaudited) - Schedule of Selected Quarterly Results from Operations (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Selected Quarterly Financial Information [Abstract] | |||||||||||
Grant revenues | $ 1,247 | $ 1,149 | $ 1,373 | $ 859 | $ 1,585 | $ 1,073 | $ 3,427 | $ 4,628 | $ 6,085 | $ 0 | |
Loss from operations | (5,543) | (6,301) | (5,495) | (4,567) | (3,997) | (3,417) | (1,432) | $ (2,469) | (21,906) | (11,315) | (8,904) |
Net loss | $ (5,483) | $ (6,238) | $ (5,430) | $ (4,547) | $ (3,987) | $ (3,413) | $ (1,427) | $ (2,468) | $ (21,698) | $ (11,295) | $ (10,347) |
Basic and diluted net loss per common share | $ (0.41) | $ (0.47) | $ (0.46) | $ (7.10) | $ (6.36) | $ (5.57) | $ (2.44) | $ (4.71) |