Cover Page - USD ($) $ in Millions | 12 Months Ended | | |
Dec. 31, 2023 | Mar. 25, 2024 | Jun. 30, 2023 |
Cover [Abstract] | | | |
Document Type | 10-K/A | | |
Amendment Flag | true | | |
Document Period End Date | Dec. 31, 2023 | | |
Document Fiscal Period Focus | FY | | |
Document Fiscal Year Focus | 2023 | | |
Entity Registrant Name | Q32 BIO INC. | | |
Entity Central Index Key | 0001661998 | | |
Entity Voluntary Filers | No | | |
Entity Well-known Seasoned Issuer | No | | |
Entity Current Reporting Status | Yes | | |
Trading Symbol | QTTB | | |
Current Fiscal Year End Date | --12-31 | | |
Entity Filer Category | Non-accelerated Filer | | |
Entity Small Business | true | | |
Entity Emerging Growth Company | false | | |
ICFR Auditor Attestation Flag | false | | |
Entity Shell Company | false | | |
Entity Common Stock, Shares Outstanding | | 11,929,528 | |
Entity Public Float | | | $ 45.8 |
Document Financial Statement Error Correction [Flag] | false | | |
Entity Interactive Data Current | Yes | | |
Title of 12(b) Security | Common Stock, par value $0.0001 per share | | |
Security Exchange Name | NASDAQ | | |
Entity File Number | 001-38433 | | |
Entity Incorporation, State or Country Code | DE | | |
Entity Tax Identification Number | 47-3468154 | | |
Entity Address, Address Line One | 830 Winter Street | | |
Entity Address, City or Town | Waltham | | |
Entity Address, State or Province | MA | | |
Entity Address, Postal Zip Code | 02451 | | |
City Area Code | 781 | | |
Local Phone Number | 999-0232 | | |
Document Annual Report | true | | |
Document Transition Report | false | | |
Amendment Description | This Amendment No. 1 to Annual Report on Form 10-K/A (this “Amendment”), amends the Annual Report on Form 10-K for the fiscal year ended December 31, 2023 (Commission File Number 001-38433), as filed by the registrant with the U.S. Securities and Exchange Commission (the “SEC”) on March 13, 2024 (the “2023 Annual Report”). The principal purpose of this Amendment is to amend Part III of the 2023 Annual Report to include the information that was intended to be incorporated therein by reference to the registrant’s definitive proxy statement for its 2023 annual meeting of shareholders, and to update certain of the information included on the cover page of the 2023 Annual Report and in Item 15 and the Exhibit Index of the 2023 Annual Report. This Amendment hereby amends the cover page, Part III (Items 10 through 14) and Part IV (Item 15) of the 2023 Annual Report. In addition, as required by Rule 12b-15 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), new certifications by the registrant’s principal executive officer and principal financial officer are filed as exhibits to this Amendment. On March 25, 2024, pursuant to that certain Agreement and Plan of Merger by and among Q32 Bio Inc. (now known as Q32 Bio Operations Inc.) (“Legacy Q32”), Kenobi Merger Sub, Inc. (“Merger Sub”), and Homology Medicines, Inc. (now known as Q32 Bio Inc.), dated November 16, 2023 (the “Merger Agreement”), completed the merger of Merger Sub with and into Legacy Q32, with Legacy Q32 surviving as our wholly owned subsidiary (the “Merger”), and the other transactions contemplated thereby in accordance with the terms of the Merger Agreement, and our business became primarily the business conducted by Legacy Q32. In connection with, and immediately prior to the closing of the Merger, we effected a reverse stock split of our common stock at a ratio of 1:18 (the “Reverse Stock Split”). On March 25, 2024, in connection with the completion of the Merger, we changed our name from “Homology Medicines, Inc.” to “Q32 Bio Inc.” All references to “the Company,” “we,” or “us” in this Amendment refer to Q32 Bio Inc. (formerly Homology Medicines, Inc.). All references to “Homology” refer to Homology Medicines, Inc. prior to the completion of the Merger. No attempt has been made in this Amendment to modify or update the other disclosures presented in the 2023 Annual Report. This Amendment does not reflect events occurring after the filing of the 2023 Annual Report (i.e., those events occurring after March 13, 2024) or modify or update those disclosures that may be affected by subsequent events, except the following, which information relates to the Company after the completion of the Merger unless otherwise indicated: (1) Item 10; (2) Item 11 (other than the captions “Homology Executive and Director Compensation,” which relates to Homology, and “Legacy Q32 Executive and Director Compensation,” which relates to Legacy Q32 (except where otherwise indicated)); (3) Item 12 (other than the caption “Securities Authorized for Issuance Under Equity Compensation Plans,” which relates to Homology); (4) Item 13; and (5) Item 15. Accordingly, this Amendment should be read in conjunction with the 2023 Annual Report and the registrant’s other filings with the SEC. | | |