Cover
Cover - shares | 3 Months Ended | |
Mar. 31, 2021 | Apr. 29, 2021 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2021 | |
Document Transition Report | false | |
Entity File Number | 001-39264 | |
Entity Registrant Name | KEROS THERAPEUTICS, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 81-1173868 | |
Entity Address, Address Line One | 99 Hayden Avenue | |
Entity Address, Address Line Two | Suite 120 | |
Entity Address, Address Line Three | Building E | |
Entity Address, City or Town | Lexington | |
Entity Address, State or Province | MA | |
Entity Address, Postal Zip Code | 02421 | |
City Area Code | 617 | |
Local Phone Number | 314-6297 | |
Title of 12(b) Security | Common Stock, $0.0001 par value per share | |
Trading Symbol | KROS | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 23,296,930 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q1 | |
Current Fiscal Year End Date | --12-31 | |
Entity Central Index Key | 0001664710 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
CURRENT ASSETS: | ||
Cash and cash equivalents | $ 255,203 | $ 265,876 |
Prepaid expenses and other current assets | 779 | 1,850 |
Total current assets | 255,982 | 267,726 |
Operating lease right-of-use assets | 779 | 878 |
Property and equipment, net | 854 | 724 |
Restricted cash | 115 | 115 |
TOTAL ASSETS | 257,730 | 269,443 |
CURRENT LIABILITIES: | ||
Accounts payable | 3,008 | 2,149 |
Current portion of operating lease liabilities | 436 | 423 |
Accrued expenses and other current liabilities | 5,506 | 4,612 |
Total current liabilities | 8,950 | 7,184 |
Operating lease liabilities, net of current portion | 361 | 476 |
Other liabilities | 47 | 62 |
Total liabilities | 9,358 | 7,722 |
STOCKHOLDERS' EQUITY: | ||
Common stock, value, issued | 2 | 2 |
Additional paid-in capital | 329,266 | 326,730 |
Accumulated deficit | (80,896) | (65,011) |
Total stockholders' equity | 248,372 | 261,721 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ 257,730 | $ 269,443 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Mar. 31, 2021 | Dec. 31, 2020 |
Statement of Financial Position [Abstract] | ||
Common stock, par value (in USD per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 200,000,000 | 200,000,000 |
Common stock, shares issued (in shares) | 23,271,494 | 23,192,866 |
Common stock, shares outstanding (in shares) | 23,271,494 | 23,192,866 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
OPERATING EXPENSES: | ||
Research and development | $ (11,495) | $ (8,527) |
General and administrative | (4,274) | (1,977) |
Total operating expenses | (15,769) | (10,504) |
LOSS FROM OPERATIONS | (15,769) | (10,504) |
OTHER EXPENSE, NET | ||
Interest expense, net | (1) | (2) |
Change in fair value of preferred stock tranche obligation | 0 | (1,490) |
Other expense, net | (65) | (68) |
Total other expense, net | (66) | (1,560) |
Loss before income taxes | (15,835) | (12,064) |
Income tax (provision) benefit | (50) | 172 |
Net loss | (15,885) | (11,892) |
Net loss attributable to common stockholders—basic and diluted (Note 10) | $ (15,885) | $ (12,698) |
Net loss per share attributable to common stockholders - basic and diluted (in USD per share) | $ (0.68) | $ (5.11) |
Weighted-average common stock outstanding - basic and diluted (in shares) | 23,229,794 | 2,484,057 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Convertible Preferred Stock and Stockholders’ Equity (Deficit) - USD ($) $ in Thousands | Total | Common Stock | ADDITIONAL PAID-IN CAPITAL | ACCUMULATED DEFICIT | Series A preferred stock | Series A-1 preferred stock | Series B-1 preferred stock | Series C preferred stock |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Ending balance (in shares) | 2,429,705 | |||||||
Ending balance | $ (19,446) | $ 1 | $ 203 | $ (19,650) | ||||
Beginning balance (in shares) at Dec. 31, 2019 | 4,607,652 | 368,612 | 1,579,043 | 0 | ||||
Beginning balance at Dec. 31, 2019 | $ 9,891 | $ 944 | $ 9,106 | $ 0 | ||||
Increase (Decrease) in Temporary Equity [Roll Forward] | ||||||||
Issuance of series C convertible preferred stock, net of issuance costs of $219 (in shares) | 4,169,822 | |||||||
Issuance of Series C convertible preferred stock, net of issuance costs of $219 | 0 | $ 55,781 | ||||||
Ending balance at Mar. 31, 2020 | $ 9,891 | $ 944 | $ 9,106 | $ 55,781 | ||||
Ending balance (in shares) at Mar. 31, 2020 | 4,607,652 | 368,612 | 1,579,043 | 4,169,822 | ||||
Beginning balance (in shares) at Dec. 31, 2019 | 2,429,705 | |||||||
Beginning balance at Dec. 31, 2019 | (19,446) | $ 1 | 203 | (19,650) | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Exercise of common stock options (in shares) | 44,686 | |||||||
Exercise of common stock options | 13 | 13 | ||||||
Vesting of restricted stock (in shares) | 17,279 | |||||||
Vesting of restricted stock | 0 | |||||||
Stock-based compensation | 12 | 12 | ||||||
Settlement of preferred stock tranche liability | 6,446 | 6,446 | ||||||
Net loss | (11,892) | (11,892) | ||||||
Ending balance (in shares) | 2,429,705 | |||||||
Ending balance | (19,446) | $ 1 | 203 | (19,650) | ||||
Ending balance (in shares) | 2,491,670 | |||||||
Ending balance | (24,867) | $ 1 | 6,674 | (31,542) | ||||
Ending balance (in shares) | 23,192,866 | |||||||
Ending balance | 261,721 | $ 2 | 326,730 | (65,011) | ||||
Beginning balance (in shares) at Dec. 31, 2020 | 0 | 0 | 0 | 0 | ||||
Beginning balance at Dec. 31, 2020 | $ 0 | $ 0 | $ 0 | $ 0 | ||||
Ending balance at Mar. 31, 2021 | $ 0 | $ 0 | $ 0 | $ 0 | ||||
Ending balance (in shares) at Mar. 31, 2021 | 0 | 0 | 0 | 0 | ||||
Beginning balance (in shares) at Dec. 31, 2020 | 23,192,866 | |||||||
Beginning balance at Dec. 31, 2020 | $ 261,721 | $ 2 | 326,730 | (65,011) | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Exercise of common stock options (in shares) | 78,628 | 78,628 | ||||||
Exercise of common stock options | $ 42 | 42 | ||||||
Stock-based compensation | 2,494 | 2,494 | ||||||
Net loss | (15,885) | (15,885) | ||||||
Ending balance (in shares) | 23,192,866 | |||||||
Ending balance | 261,721 | $ 2 | 326,730 | (65,011) | ||||
Ending balance (in shares) | 23,271,494 | |||||||
Ending balance | $ 248,372 | $ 2 | $ 329,266 | $ (80,896) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Convertible Preferred Stock and Stockholders’ Equity (Deficit) (Parenthetical) - USD ($) $ in Thousands | Mar. 02, 2020 | Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 |
Common stock, par value (in USD per share) | $ 0.0001 | $ 0.0001 | $ 0.0001 | |
Issuance costs | $ 0 | $ 219 | ||
Series A preferred stock | ||||
Par value (in USD per share) | $ 0.0001 | $ 0.0001 | ||
Series A-1 preferred stock | ||||
Par value (in USD per share) | 0.0001 | 0.0001 | ||
Series B-1 preferred stock | ||||
Par value (in USD per share) | 0.0001 | 0.0001 | ||
Series C preferred stock | ||||
Par value (in USD per share) | $ 0.0001 | $ 0.0001 | $ 0.0001 | |
Issuance costs | $ 200 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (15,885) | $ (11,892) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||
Depreciation expense | 80 | 63 |
Stock-based compensation expense | 2,494 | 12 |
Non-cash lease expense | 99 | 89 |
Changes in fair value of preferred stock tranche obligation | 0 | 1,490 |
Changes in operating assets and liabilities: | ||
Research and development incentive receivable | 0 | 117 |
Prepaid expenses and other current assets | 1,071 | (816) |
Deferred IPO costs | 0 | (156) |
Accounts payable | 859 | (193) |
Operating lease liabilities | (102) | (90) |
Deferred revenue | 0 | 0 |
Accrued expenses and other current liabilities | 894 | 3,271 |
Other liabilities | (15) | (15) |
Net cash used in operating activities | (10,505) | (8,120) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchase of property and equipment | (210) | (176) |
Net cash used in investing activities | (210) | (176) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from issuance of Series C preferred stock | 0 | 56,000 |
Payment of Series C preferred stock issuance costs | 0 | (219) |
Proceeds from exercise of stock options | 42 | 13 |
Net cash provided by financing activities | 42 | 55,794 |
NET (DECREASE) INCREASE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH | (10,673) | 47,498 |
Cash, cash equivalents and restricted cash at beginning of period | 265,991 | 7,135 |
Cash, cash equivalents and restricted cash at end of period | 255,318 | 54,633 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: | ||
Deferred IPO costs in accounts payable and accrued expenses | 0 | 1,259 |
Settlement of preferred stock tranche obligation | 0 | 6,446 |
Reconciliation of cash, cash equivalents and restricted cash | ||
Total cash, cash equivalents and restricted cash | $ 255,318 | $ 54,633 |
Nature of Business and Basis of
Nature of Business and Basis of Presentation | 3 Months Ended |
Mar. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Business and Basis of Presentation | NATURE OF BUSINESS AND BASIS OF PRESENTATION Keros Therapeutics, Inc. (“Keros” or the “Company”) was incorporated in 2015 as a Delaware corporation. Its principal offices are in Lexington, Massachusetts. The Company is a clinical-stage biopharmaceutical company focused on the discovery, development and commercialization of novel treatments for patients suffering from hematological and musculoskeletal disorders with high unmet medical need. The accompanying unaudited interim condensed consolidated financial statements are prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and include the accounts of the Company and its wholly owned subsidiaries, Keros Therapeutics Australia Pty Ltd (“Keros Australia”) and Keros Security Corporation, a Massachusetts securities corporation. All significant intercompany transactions and accounts have been eliminated in consolidation. Since its inception in 2015, the Company has devoted the majority of its resources on business planning, research and development of its product candidates, including by conducting clinical trials and preclinical studies, raising capital and recruiting management and technical staff to support these operations. To date, the Company has not generated any revenue from product sales as none of its product candidates have been approved for commercialization. On April 13, 2020, the Company completed an initial public offering (“IPO”) in which the Company issued and sold 6,900,000 shares of its common stock, which includes 900,000 shares issued and sold pursuant to the full exercise of the underwriters’ option to purchase additional shares, at a public offering price of $16.00 per share, for aggregate gross proceeds of $110.4 million. The Company received approximately $100.1 million in net proceeds after deducting underwriting discounts and commissions and offering costs. Upon the closing of the IPO, all of the then-outstanding shares of convertible preferred stock automatically converted into 10,725,129 shares of common stock at the applicable conversion ratio then in effect. Subsequent to the closing of the IPO, there were no shares of convertible preferred stock outstanding. O n November 17, 2020, the Company completed an underwritten public offering in which the Company issued and sold 2,990,000 shares of common stock at a public offering price of $50.00 per share, which included 390,000 shares of common stock issued pursuant to the exercise in full of the underwriters' option to purchase additional shares. The aggregate gross proceeds to the Company from the public offering were approximately $149.5 million. The Company received approximately $140.1 million in net proceeds after deducting underwriting discounts and commissions and offering costs. The Company’s condensed consolidated financial statements have been prepared on the basis of the Company continuing as a going concern for the next 12 months. Management believes that the Company’s existing cash and cash equivalents, will allow the Company to continue its operations for at least the next 12 months. In the absence of a significant source of recurring revenue, the continued viability of the Company is dependent on its ability to continue to raise additional capital to finance its operations. If the Company is unable to obtain additional funding, the Company may be forced to delay, reduce or eliminate some or all of its research and development programs, product portfolio expansion or commercialization efforts, which could adversely affect its business prospects, or the Company may be unable to continue operations. The accompanying unaudited interim condensed consolidated financial statements as of March 31, 2021 and for the three months ended March 31, 2021 and 2020 have been prepared by the Company in conformity with generally accepted accounting principles in the United States of America (“U.S. GAAP”) and, pursuant to the rules and regulations of Article 10 of Regulation S-X of the Securities Act published by the Securities and Exchange Commission (“SEC”) for interim financial statements. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. However, the Company believes the disclosures are adequate. These unaudited interim condensed consolidated financial statements should be read in conjunction with the Company’s audited financial statements and notes thereto for the year ended December 31, 2020 included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2020, filed with the SEC on March 25, 2021 (the “Annual Report”). The unaudited interim condensed consolidated financial statements have been prepared on the same basis as the audited financial statements. In the opinion of management, the accompanying unaudited interim condensed consolidated financial statements contain all adjustments which are necessary for a fair presentation of the Company’s condensed consolidated balance sheets as of March 31, 2021 and December 31, 2020, condensed consolidated statements of operations for the three |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Significant Accounting Policies The significant accounting policies and estimates used in preparation of the unaudited interim condensed consolidated financial statements are described in the Company’s audited consolidated financial statements as of and for the year ended December 31, 2020, and the notes thereto, which are included in the Annual Report. Except as detailed below, there have been no material changes to the Company’s significant accounting policies during the three months ended March 31, 2021. Risks and Uncertainties With the global COVID-19 pandemic continuing throughout 2021, the Company has implemented business continuity plans designed to address and mitigate the impact of the COVID-19 pandemic on its employees and its business operations, including its preclinical studies and clinical trials, supply chains and third-party providers. Additionally, in response to the spread of COVID-19, the Company closed its principal executive office in March 2020, with its administrative employees continuing their work outside of the office, and limited the number of staff in any given research laboratory. The Company anticipates that the COVID-19 pandemic will have an impact on the development timelines for several of its preclinical and clinical programs. The extent to which the COVID-19 pandemic impacts the Company’s business, its clinical development and regulatory efforts, its corporate development objectives and the value of and market for its common stock will depend on future developments which are highly uncertain and cannot be predicted with confidence at this time, such as the ultimate duration of the pandemic, travel restrictions, quarantines, social distancing and business closure requirements in the United States, Australia, New Zealand and other countries and the effectiveness of actions taken globally to contain and treat the disease. The global economic slowdown, the overall disruption of global healthcare systems and the other risks and uncertainties associated with the pandemic could have a material adverse effect on the Company’s business, financial condition, results of operations and growth prospects. As of the date of issuance of these financial statements, the Company is not aware of any specific event or circumstance that would require the Company to update its estimates, assumptions and judgments or revise the carrying value of its assets or liabilities. Actual results could differ from those estimates, and any such differences may be material to the Company’s financial statements. In addition, the Company is subject to other challenges and risks specific to its business and its ability to execute on its business plan and strategy, as well as risks and uncertainties common to companies in the biopharmaceutical industry with research and development operations, including, without limitation, risks and uncertainties associated with: obtaining regulatory approval of its product candidates; delays or problems in obtaining clinical supply, loss of single source suppliers or failure to comply with manufacturing regulations; product development and the inherent uncertainty of clinical success; the challenges of protecting and enhancing its intellectual property rights; the challenges of complying with applicable regulatory requirements; and identifying, acquiring or in-licensing additional products or product candidates. In addition, to the extent the ongoing COVID-19 pandemic adversely affects the Company’s business and results of operations, it may also have the effect of heightening many of the other risks and uncertainties discussed above. Recently Adopted Accounting Pronouncements On January 1, 2021, the Company adopted Financial Accounting Standards Board Accounting Standards Update No. 2019-12, Income Taxes-Simplifying the Accounting for Income Taxes ("ASU No. 2019-12"). ASU No. 2019-12 eliminates certain exceptions related to the approach for intraperiod tax allocation, the methodology for calculating income taxes in an interim period and the recognition of deferred tax liabilities for outside basis differences. ASU No. 2019-12 also simplifies aspects of the accounting for franchise taxes, enacted changes in tax laws or rates and clarifies the accounting for transactions that result in a step-up in the tax basis of goodwill. The adoption of this standard did not have an impact on the Company’s condensed consolidated financial statements and related disclosures. |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | FAIR VALUE MEASUREMENTS The following table presents information about the Company’s financial assets and liabilities measured at fair value on a recurring basis and indicates the level of the fair value hierarchy utilized to determine such fair values (in thousands): DESCRIPTION MARCH 31, 2021 QUOTED PRICES ACTIVE MARKETS FOR IDENTICAL ASSETS SIGNIFICANT OTHER OBSERVABLE INPUTS SIGNIFICANT OTHER OBSERVABLE INPUTS Assets Money market funds $ 249,969 $ 249,969 $ — $ — Total financial assets $ 249,969 $ 249,969 $ — $ — DESCRIPTION DECEMBER 31, 2020 QUOTED PRICES ACTIVE MARKETS FOR IDENTICAL ASSETS (LEVEL 1) SIGNIFICANT OTHER OBSERVABLE INPUTS (LEVEL 2) SIGNIFICANT OTHER OBSERVABLE INPUTS (LEVEL 3) Assets Money market funds $ 262,043 $ 262,043 $ — $ — Total financial assets $ 262,043 $ 262,043 $ — $ — There have been no transfers between fair value levels during the three months ended March 31, 2021. The carrying values of other current assets, accounts payable and accrued expenses approximate their fair values due to the short-term nature of these assets and liabilities. Preferred Stock Tranche Obligation The Company determined that its obligation to issue, and the Company’s investors’ obligation to purchase additional shares of convertible preferred stock at a fixed price (i.e. the issuance price) in subsequent tranches following the initial closings of the series A, series A-1, and series B-1 convertible preferred stock (respectively, the “Series A Preferred Stock,” “Series A-1 Preferred Stock,” and “Series B-1 Preferred Stock”, which are referred to collectively with the series B-2 convertible preferred stock (the “Series B-2 Preferred Stock”) and the series C convertible preferred stock (the “Series C Preferred Stock”) as the “Preferred Stock”) financings represented a freestanding financial instrument (the “Preferred Stock Tranche Obligation”). The freestanding financial instrument was classified as a liability on the Company’s condensed consolidated balance sheets and initially recorded at fair value, with changes in fair value for each reporting period recognized in other expense, net in the condensed consolidated statement of operations. The Board determined it was probable that the milestone would be met, and then the stockholders and the Board subsequently waived the Series B-2 Preferred Stock milestone and the issuance of the Series B-2 Preferred Stock on March 2, 2020. Instead of issuing the Series B-2 Preferred Stock upon this waiver, the Company instead closed its convertible Series C Preferred Stock financing (“Series C financing”). The associated Preferred Stock Tranche Obligation was remeasured prior to settlement, with the associated $1.5 million increase in fair value recorded in the Company’s condensed consolidated statement of operations as other expense, net. As the Series C financing was executed with related parties, the Company recognized the settlement of the Preferred Stock Tranche Obligation of $6.4 million as a capital contribution in additional paid-in capital in the Company’s condensed consolidated balance sheet. The following reflects the significant quantitative inputs used in the valuation of the Preferred Stock Tranche Obligation: MARCH 2, 2020 Stand-alone Series B-1 Preferred Stock price (spot price) $ 7.28 Estimated future value of Series B-2 Preferred Stock $ 8.14 Discount rate 15.50 % Time to liquidity (years) 0.00 Probability of tranche closing 100 % The purchase price of the Preferred Stock at initial issuance, and all subsequent issuances was higher than the fair value of the Company’s common stock. The following table sets forth a summary of changes in the fair value and settlement of the Company’s Preferred Stock Tranche Obligation for which fair value was determined by Level 3 inputs (in thousands): PREFERRED STOCK TRANCHE OBLIGATION Balance as of January 1, 2020 4,956 Change in fair value 1,490 Settlement of Preferred Stock Tranche Obligation (6,446) Balance as of December 31, 2020 $ — Fluctuations in the fair value of the Company’s Preferred Stock is the primary cause for the significant changes in fair value of the Preferred Stock Tranche Obligation. In 2020 and 2019, the enterprise value of the Company was determined using the Market Approach, specifically the Subject Company Transaction Method, which considers all share class rights and preferences, as of the date of the most recent financing. As part of the Company’s strategy, during 2019, the Company began considering the pursuit of longer-term liquidity options including a potential initial public offering, which caused an increase in the value of the Series B-1 Preferred Stock while reducing the value of the Preferred Stock Tranche Obligation. |
Prepaid Expenses and Other Curr
Prepaid Expenses and Other Current Assets | 3 Months Ended |
Mar. 31, 2021 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Prepaid Expenses and Other Current Assets | PREPAID EXPENSES AND OTHER CURRENT ASSETS Prepaid expenses and other current assets consisted of the following (in thousands): MARCH 31, DECEMBER 31, Prepaid service contracts $ 188 $ 501 Income tax credit receivable — 172 Prepaid sales tax 292 188 R&D payroll tax credit — 44 Prepaid insurance 34 785 Other 265 160 Total prepaid expenses and other current assets $ 779 $ 1,850 |
Accrued Expenses and Other Curr
Accrued Expenses and Other Current Liabilities | 3 Months Ended |
Mar. 31, 2021 | |
Payables and Accruals [Abstract] | |
Accrued Expenses and Other Current Liabilities | ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES Accrued expenses and other current liabilities consisted of the following (in thousands): MARCH 31, DECEMBER 31, Accrued external R&D costs $ 472 $ 169 Accrued external manufacturing costs 3,699 2,265 Accrued compensation and benefits 636 1,510 Accrued tax 140 185 Accrued professional fees 352 265 Other 207 218 Total accrued expenses and other current liabilities $ 5,506 $ 4,612 |
Convertible Preferred Stock
Convertible Preferred Stock | 3 Months Ended |
Mar. 31, 2021 | |
Temporary Equity Disclosure [Abstract] | |
Convertible Preferred Stock | CONVERTIBLE PREFERRED STOCK On March 2, 2020, the Company authorized the sale and issuance of up to 9,049,783 shares of Series C Preferred Stock, par value $0.0001 per share, of which 4,169,822 shares were sold at a purchase price of $13.43 per share for gross proceeds of $56.0 million. Issuance costs were approximately $0.2 million. As part of the Company's Series C Preferred Stock issuance, 3,078,968 of the shares were issued to affiliates of members of the Board including entities affiliated with OrbiMed, entities affiliated with Pontifax, Arkin Bio Ventures Limited Partnership, entities affiliated with Partners Innovation Fund and Jasbir Seehra, Ph.D. All issued shares reflect the reverse stock split effected March 31, 2020 while the Board authorized shares reflect the original number of shares authorized pre-split. On April 13, 2020, upon the closing of the Company's IPO, all outstanding shares of Preferred Stock converted into 10,725,129 shares of the Company's common stock. Additionally, effective April 13, 2020, the Company's amended and restated certificate of incorporation authorized the issuance of 10,000,000 shares of preferred stock. There were no outstanding shares of Preferred Stock as of March 31, 2021 and December 31, 2020. The rights and privileges of the Preferred Stockholders were as follows: Conversion: Shares of Preferred Stock were convertible, at the option of the holder, at any time, into shares of common stock. The number of shares was determined by dividing the original issuance price by the conversion price. As such, the shares of Preferred Stock effectively converted on a one-for-one basis. The Preferred Stock would automatically convert to common stock at the closing of an IPO. No fractional shares would be issued. Liquidation Preference: Prior to the closing of the IPO, although the Preferred Stock was not redeemable, the shares were redeemable for cash in certain change of control events that are beyond the control of the Company. In the event of any liquidation or Deemed Liquidation Event (as defined in the Company’s articles of incorporation), the Preferred Stockholders would have been entitled to the greater of (i) the original issue price of the Preferred Stock plus any accrued dividends not yet paid plus any other dividends declared and unpaid or ii) the amount payable had all classes of shares been converted to common stock. In the event of a Deemed Liquidation Event, if the assets of the Company available for distribution were insufficient to pay the Preferred Stockholders in the full amount to which they were entitled, the Preferred Stockholders would have shared ratably in any distribution of the assets available for distribution in proportion to the number of shares of Preferred Stock that they held. Note that in relation to the above, the holders of Series C Preferred Stock were entitled to be paid out prior to the holders of common stock, Series A Preferred Stock, Series A-1 Preferred Stock and Series B-1 Preferred Stock. Dividends: Dividends accrued at a rate of $0.17, $0.22, $0.58263 and $1.07439 per share, per year on the anniversary of the issuance date for Series A Preferred Stock, Series A-1 Preferred Stock, Series B-1 Preferred Stock and Series C Preferred Stock, respectively. Dividends were cumulative; however, accrued dividends would be payable only if and when declared by the Board. Dividends on other classes of the Company’s stock were not to be declared or paid unless the Preferred Stockholders were first paid (i) all dividends accrued and not yet paid plus (ii) the product of (a) dividends declared on an as converted basis and (b) Preferred Stock on an as converted basis. That is, if the Company declared dividends on outstanding common stock, Preferred Stockholders would have received both the dividends owed for the Preferred Stock plus that which would be owed if the Preferred Stock were converted to common stock. No dividends were declared or paid through April 13, 2020, the date on which all of the Preferred Stock was converted to common stock upon the closing of the Company’s IPO. Voting Rights: Each holder of outstanding shares of Preferred Stock was entitled to cast the number of votes equal to the number of whole shares of common stock into which the shares of Preferred Stock held by such holder were convertible as of the record date for determining stockholders entitled to vote on such matter. Preferred Stockholders and common stockholders voted together as a single class. |
Common Stock
Common Stock | 3 Months Ended |
Mar. 31, 2021 | |
Equity [Abstract] | |
Common Stock | COMMON STOCK As of March 31, 2021, the Company’s amended and restated certificate of incorporation authorized the Company to issue 200,000,000 shares of common stock at a par value of $0.0001 per share. In conjunction with the closing of the Company's initial public offering ("IPO") in April 2020, the Company issued and sold 6,900,000 shares of its common stock, including 900,000 shares pursuant to the full exercise of the underwriters' option to purchase additional shares, at a public offering price of $16.00 per share, for aggregate net proceeds of $100.1 million after deducting underwriting discounts and commissions and offering costs. In connection with the IPO, all outstanding shares of Preferred Stock converted into 10,725,129 shares of common stock. In conjunction with the Company's November 2020 public offering closing, the Company issued and sold 2,990,000 shares of its common stock, which included 390,000 shares pursuant to the full exercise of the underwriters' option to purchase additional shares, at a public offering price of $50.00 per share, for aggregate net proceeds of $140.1 million after deducting underwriting discounts and commissions and offering costs. As of March 31, 2021 and December 31, 2020, the Company has reserved the following shares of common stock for potential conversion of outstanding Preferred Stock, the vesting of restricted stock and exercise of stock options: MARCH 31, DECEMBER 31, Options to purchase common stock 2,801,491 2,499,603 |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Mar. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Compensation | STOCK-BASED COMPENSATION 2017 Stock Incentive Plan The Board adopted the 2017 Stock Incentive Plan (the "2017 Plan") in February 2017, and the stockholders approved the 2017 Plan in March 2017. The 2017 Plan was most recently amended in March 2020. As of March 31, 2021, there were an aggregate of 970,384 shares of common stock issuable upon the exercise of outstanding options under the 2017 Plan. Any options or awards outstanding under the 2017 Plan remain outstanding and effective. 2020 Equity Incentive Plan In April 2020, the 2020 Equity Incentive Plan (the "2020 Plan") became effective, and, as a result, no further awards will be made under the 2017 Plan. The 2020 Plan provides for the grant of stock options qualifying as incentive stock options ("ISOs"), to employees and for the grant of nonstatutory stock options ("NSOs"), restricted stock awards, restricted stock unit awards, stock appreciation rights, performance stock awards and other forms of stock compensation to employees, consultants and directors. The 2020 Plan also provides for the grant of performance cash awards to employees, consultants and directors. Any previously granted awards under the 2017 Plan will remain outstanding in accordance with their respective terms. Under the 2020 Plan, there is an annual increase on January 1 of each year from January 1, 2021 continuing through January 1, 2030, by 4.0% of the total number of shares of common stock outstanding on December 31 of the preceding calendar year, or a lesser number of shares as may be determined by the Board. On January 1, 2021, the Company increased the number of shares available for future grant under the 2020 Plan by 927,714 shares. As of March 31, 2021, there were an aggregate of 1,831,107 shares of common stock issuable upon the exercise of outstanding options under the 2020 Plan. Additionally, there were an aggregate of 1,086,637 shares reserved for future issuance under the 2020 Plan. Stock Options A summary of option activity during the three months ended March 31, 2021 is as follows (in thousands except share and per share data): NUMBER OF OPTIONS WEIGHTED-AVERAGE EXERCISE PRICE WEIGHTED-AVERAGE REMAINING CONTRACTUAL TERM (IN YEARS) AGGREGATE INTRINSIC VALUE Outstanding as of December 31, 2020 2,499,603 $ 11.77 8.64 $ 147,103 Granted 407,250 70.10 Exercised (78,628) 0.53 $ 5,059 Expired (26,734) 24.56 Outstanding as of March 31, 2021 2,801,491 $ 20.44 8.62 $ 118,985 Options exercisable as of December 31, 2020 723,130 $ 0.57 7.38 $ 50,599 Options exercisable as of March 31, 2021 969,472 $ 5.23 7.76 $ 54,632 The weighted-average grant date fair value price per share of options granted during the three months ended March 31, 2021 and 2020 was $49.15. As of March 31, 2021, there was $35.7 million of unrecognized stock-based compensation expense related to unvested stock options. The unrecognized stock-based compensation expense is estimated to be recognized over a period of 3.00 years. The total fair value of options vested during the three months ended March 31, 2021 was $3.7 million. Shares of Restricted Common Stock During the three months ended March 31, 2021 and 2020, respectively, there was $0 and less than $1,000 of unrecognized stock-based compensation expense related to unvested restricted stock. There is no unvested restricted stock as of March 31, 2021. Stock-Based Compensation Expense Total stock-based compensation expense recorded for employees, directors and non-employees during the three months ended March 31, 2021 and 2020 was as follows (in thousands): THREE MONTHS ENDED MARCH 31, 2021 2020 Research and development $ 898 $ 8 General and administrative 1,596 4 Total stock-based compensation expense $ 2,494 $ 12 |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | INCOME TAXESOn March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) was signed into law in the United States. The CARES Act provides numerous tax provisions and other stimulus measures, including temporary changes regarding the prior and future utilization of net operating losses and technical corrections from prior tax legislation for tax depreciation of certain qualified improvement property. The Company evaluated the provisions of the CARES Act and as a result, received approximately $0.2 million in February 2021 related to the carryback of our 2019 net operating loss to claim a refund for prior federal tax liabilities. |
Loss Per Share
Loss Per Share | 3 Months Ended |
Mar. 31, 2021 | |
Earnings Per Share [Abstract] | |
Loss Per Share | LOSS PER SHARE Basic and diluted loss per share is computed by dividing net loss attributable to common stockholders by the weighted-average common shares outstanding (in thousands, except share and per share data): THREE MONTHS ENDED MARCH 31, 2021 2020 Numerator: Net loss $ (15,885) $ (11,892) Less: Accruals of dividends of preferred stock — (806) Net loss attributable to common stockholders - basic and diluted $ (15,885) $ (12,698) Denominator: Weighted-average common stock outstanding - basic and diluted 23,229,794 2,484,057 Net loss per share attributable to common stockholders - basic and diluted $ (0.68) $ (5.11) The Company’s potentially dilutive securities, which include Preferred Stock, restricted stock, and stock options, have been excluded from the computation of diluted net loss per share as the effect would be to reduce the net loss per share. Therefore, the weighted-average number of common shares outstanding used to calculate both basic and diluted net loss per share attributable to common stockholders is the same. The Company excluded the following from the computation of diluted net loss per share attributable to common stockholders at March 31, 2021 and 2020 because including them would have had an anti-dilutive effect: MARCH 31, MARCH 31, Preferred Stock — 10,725,129 Unvested restricted stock — 17,278 Options to purchase common stock 2,801,491 1,116,301 Total 2,801,491 11,858,708 |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | SUBSEQUENT EVENTS In May 2021, the Company filed a registration statement on Form S-3, which was automatically effective upon filing. Pursuant to this registration statement, we may issue up to $150.0 million in common stock in sales deemed to be an “at the market offering,” as defined by the Securities Act, and, so long as we qualify as a “well-known seasoned issuer” as defined in Rule 405 of the Securities Act, an unlimited amount of shares of our common stock, preferred stock, debt securities and warrants. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Basis of Accounting | The accompanying unaudited interim condensed consolidated financial statements are prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and include the accounts of the Company and its wholly owned subsidiaries, Keros Therapeutics Australia Pty Ltd (“Keros Australia”) and Keros Security Corporation, a Massachusetts securities corporation. All significant intercompany transactions and accounts have been eliminated in consolidation. |
Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements On January 1, 2021, the Company adopted Financial Accounting Standards Board Accounting Standards Update No. 2019-12, Income Taxes-Simplifying the Accounting for Income Taxes ("ASU No. 2019-12"). ASU No. 2019-12 eliminates certain exceptions related to the approach for intraperiod tax allocation, the methodology for calculating income taxes in an interim period and the recognition of deferred tax liabilities for outside basis differences. ASU No. 2019-12 also simplifies aspects of the accounting for franchise taxes, enacted changes in tax laws or rates and clarifies the accounting for transactions that result in a step-up in the tax basis of goodwill. The adoption of this standard did not have an impact on the Company’s condensed consolidated financial statements and related disclosures. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | The following table presents information about the Company’s financial assets and liabilities measured at fair value on a recurring basis and indicates the level of the fair value hierarchy utilized to determine such fair values (in thousands): DESCRIPTION MARCH 31, 2021 QUOTED PRICES ACTIVE MARKETS FOR IDENTICAL ASSETS SIGNIFICANT OTHER OBSERVABLE INPUTS SIGNIFICANT OTHER OBSERVABLE INPUTS Assets Money market funds $ 249,969 $ 249,969 $ — $ — Total financial assets $ 249,969 $ 249,969 $ — $ — DESCRIPTION DECEMBER 31, 2020 QUOTED PRICES ACTIVE MARKETS FOR IDENTICAL ASSETS (LEVEL 1) SIGNIFICANT OTHER OBSERVABLE INPUTS (LEVEL 2) SIGNIFICANT OTHER OBSERVABLE INPUTS (LEVEL 3) Assets Money market funds $ 262,043 $ 262,043 $ — $ — Total financial assets $ 262,043 $ 262,043 $ — $ — |
Fair Value Measurement Inputs and Valuation Techniques | The following reflects the significant quantitative inputs used in the valuation of the Preferred Stock Tranche Obligation: MARCH 2, 2020 Stand-alone Series B-1 Preferred Stock price (spot price) $ 7.28 Estimated future value of Series B-2 Preferred Stock $ 8.14 Discount rate 15.50 % Time to liquidity (years) 0.00 Probability of tranche closing 100 % |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation | The following table sets forth a summary of changes in the fair value and settlement of the Company’s Preferred Stock Tranche Obligation for which fair value was determined by Level 3 inputs (in thousands): PREFERRED STOCK TRANCHE OBLIGATION Balance as of January 1, 2020 4,956 Change in fair value 1,490 Settlement of Preferred Stock Tranche Obligation (6,446) Balance as of December 31, 2020 $ — |
Prepaid Expenses and Other Cu_2
Prepaid Expenses and Other Current Assets (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Summary of Prepaid Expenses and Other Current Assets | Prepaid expenses and other current assets consisted of the following (in thousands): MARCH 31, DECEMBER 31, Prepaid service contracts $ 188 $ 501 Income tax credit receivable — 172 Prepaid sales tax 292 188 R&D payroll tax credit — 44 Prepaid insurance 34 785 Other 265 160 Total prepaid expenses and other current assets $ 779 $ 1,850 |
Accrued Expenses and Other Cu_2
Accrued Expenses and Other Current Liabilities (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Payables and Accruals [Abstract] | |
Summary of Accrued Expenses and Other Current Liabilities | Accrued expenses and other current liabilities consisted of the following (in thousands): MARCH 31, DECEMBER 31, Accrued external R&D costs $ 472 $ 169 Accrued external manufacturing costs 3,699 2,265 Accrued compensation and benefits 636 1,510 Accrued tax 140 185 Accrued professional fees 352 265 Other 207 218 Total accrued expenses and other current liabilities $ 5,506 $ 4,612 |
Common Stock (Tables)
Common Stock (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Equity [Abstract] | |
Summary of Preferred Stock | As of March 31, 2021 and December 31, 2020, the Company has reserved the following shares of common stock for potential conversion of outstanding Preferred Stock, the vesting of restricted stock and exercise of stock options: MARCH 31, DECEMBER 31, Options to purchase common stock 2,801,491 2,499,603 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Summary of Option Activity | A summary of option activity during the three months ended March 31, 2021 is as follows (in thousands except share and per share data): NUMBER OF OPTIONS WEIGHTED-AVERAGE EXERCISE PRICE WEIGHTED-AVERAGE REMAINING CONTRACTUAL TERM (IN YEARS) AGGREGATE INTRINSIC VALUE Outstanding as of December 31, 2020 2,499,603 $ 11.77 8.64 $ 147,103 Granted 407,250 70.10 Exercised (78,628) 0.53 $ 5,059 Expired (26,734) 24.56 Outstanding as of March 31, 2021 2,801,491 $ 20.44 8.62 $ 118,985 Options exercisable as of December 31, 2020 723,130 $ 0.57 7.38 $ 50,599 Options exercisable as of March 31, 2021 969,472 $ 5.23 7.76 $ 54,632 |
Schedule of Stock-based Compensation Expense | Total stock-based compensation expense recorded for employees, directors and non-employees during the three months ended March 31, 2021 and 2020 was as follows (in thousands): THREE MONTHS ENDED MARCH 31, 2021 2020 Research and development $ 898 $ 8 General and administrative 1,596 4 Total stock-based compensation expense $ 2,494 $ 12 |
Loss Per Share (Tables)
Loss Per Share (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Earnings Per Share [Abstract] | |
Basic and Diluted Loss Per Share Calculation | Basic and diluted loss per share is computed by dividing net loss attributable to common stockholders by the weighted-average common shares outstanding (in thousands, except share and per share data): THREE MONTHS ENDED MARCH 31, 2021 2020 Numerator: Net loss $ (15,885) $ (11,892) Less: Accruals of dividends of preferred stock — (806) Net loss attributable to common stockholders - basic and diluted $ (15,885) $ (12,698) Denominator: Weighted-average common stock outstanding - basic and diluted 23,229,794 2,484,057 Net loss per share attributable to common stockholders - basic and diluted $ (0.68) $ (5.11) |
Schedule of Antidilutive Securities Excluded From Computation of Diluted Net Loss Per Share | The Company excluded the following from the computation of diluted net loss per share attributable to common stockholders at March 31, 2021 and 2020 because including them would have had an anti-dilutive effect: MARCH 31, MARCH 31, Preferred Stock — 10,725,129 Unvested restricted stock — 17,278 Options to purchase common stock 2,801,491 1,116,301 Total 2,801,491 11,858,708 |
Nature of Business and Basis _2
Nature of Business and Basis of Presentation (Details) $ / shares in Units, $ in Millions | Apr. 13, 2020USD ($)$ / sharesshares | Nov. 30, 2020USD ($)$ / sharesshares |
Class of Stock [Line Items] | ||
Issuance of initial public offering | $ | $ 110.4 | $ 149.5 |
Proceeds from initial public offering, net of discounts and offering costs | $ | $ 100.1 | $ 140.1 |
Common Stock | ||
Class of Stock [Line Items] | ||
Conversion of convertible preferred stock upon initial public offering (in shares) | 10,725,129 | |
IPO | ||
Class of Stock [Line Items] | ||
Sale of stock, number of shares issued in transaction (in shares) | 6,900,000 | |
Sale of stock, price per share (in USD per share) | $ / shares | $ 16 | |
Reverse stock split | 0.4607658 | |
Over-Allotment Option | ||
Class of Stock [Line Items] | ||
Sale of stock, number of shares issued in transaction (in shares) | 900,000 | 390,000 |
Public Offering | ||
Class of Stock [Line Items] | ||
Sale of stock, number of shares issued in transaction (in shares) | 2,990,000 | |
Sale of stock, price per share (in USD per share) | $ / shares | $ 50 |
Fair Value Measurements - Asset
Fair Value Measurements - Assets and Liabilities Measured at Fair Value (Details) - Fair Value, Recurring - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Assets | ||
Money market funds | $ 249,969 | $ 262,043 |
Total financial assets | 249,969 | 262,043 |
QUOTED PRICES ACTIVE MARKETS FOR IDENTICAL ASSETS (LEVEL 1) | ||
Assets | ||
Money market funds | 249,969 | 262,043 |
Total financial assets | 249,969 | 262,043 |
SIGNIFICANT OTHER OBSERVABLE INPUTS (LEVEL 2) | ||
Assets | ||
Money market funds | 0 | 0 |
Total financial assets | 0 | 0 |
SIGNIFICANT OTHER OBSERVABLE INPUTS (LEVEL 3) | ||
Assets | ||
Money market funds | 0 | 0 |
Total financial assets | $ 0 | $ 0 |
Fair Value Measurements - Narra
Fair Value Measurements - Narrative (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2019 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |||
Changes in fair value of preferred stock tranche obligation | $ 0 | $ 1,490,000 | |
Preferred Stock Tranche Obligation | |||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |||
Changes in fair value of preferred stock tranche obligation | 1,500,000 | 1,490,000 | |
Settlement of Preferred Stock Tranche Obligation | $ 6,400,000 | 6,446,000 | |
Preferred stock tranche obligation | $ 0 | $ 4,956,000 |
Fair Value Measurements - Signi
Fair Value Measurements - Significant Quantitative Inputs (Details) | Mar. 02, 2020$ / shares |
Stand-alone Series B-1 Preferred Stock price (spot price) | Series B-1 preferred stock | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Preferred stock tranche obligation, measurement input (in USD per share) | $ 7.28 |
Estimated future value of Series B-2 Preferred Stock | Series B-2 preferred stock | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Preferred stock tranche obligation, measurement input (in USD per share) | $ 8.14 |
Discount rate | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Preferred stock tranche obligation, measurement input, percent | 0.1550 |
Time to liquidity (years) | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Preferred stock tranche obligation, measurement input, term | 0 years |
Probability of tranche closing | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Preferred stock tranche obligation, measurement input, percent | 1 |
Fair Value Measurements - Chang
Fair Value Measurements - Changes in Level 3 Fair Value Liabilities (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Change in fair value | $ 0 | $ 1,490,000 |
Preferred Stock Tranche Obligation | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Beginning balance | 4,956,000 | |
Change in fair value | 1,500,000 | 1,490,000 |
Settlement of Preferred Stock Tranche Obligation | $ (6,400,000) | (6,446,000) |
Ending balance | $ 0 |
Prepaid Expenses and Other Cu_3
Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Prepaid service contracts | $ 188 | $ 501 |
Income tax credit receivable | 0 | 172 |
Prepaid sales tax | 292 | 188 |
R&D payroll tax credit | 0 | 44 |
Prepaid insurance | 34 | 785 |
Other | 265 | 160 |
Prepaid expenses and other current assets | $ 779 | $ 1,850 |
Accrued Expenses and Other Cu_3
Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Payables and Accruals [Abstract] | ||
Accrued external R&D costs | $ 472 | $ 169 |
Accrued external manufacturing costs | 3,699 | 2,265 |
Accrued compensation and benefits | 636 | 1,510 |
Accrued tax | 140 | 185 |
Accrued professional fees | 352 | 265 |
Other | 207 | 218 |
Total accrued expenses and other current liabilities | $ 5,506 | $ 4,612 |
Convertible Preferred Stock - N
Convertible Preferred Stock - Narrative (Details) - USD ($) | Mar. 02, 2020 | Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | Apr. 13, 2020 |
Temporary Equity [Line Items] | |||||
Issuance costs | $ 0 | $ 219,000 | |||
Shares authorized, preferred stock (in shares) | 10,000,000 | ||||
Shares outstanding, preferred stock (in shares) | 0 | 0 | |||
Convertible preferred stock, conversion ratio (in shares) | 1 | ||||
Series C preferred stock | |||||
Temporary Equity [Line Items] | |||||
Shares authorized (in shares) | 9,049,783 | ||||
Par value (in USD per share) | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||
Sale of stock, number of shares issued in transaction (in shares) | 4,169,822 | ||||
Sale of stock, price per share (in USD per share) | $ 13.43 | ||||
Gross proceeds from issuance of convertible preferred stock | $ 56,000,000 | ||||
Issuance costs | $ 200,000 | ||||
Preferred stock, dividend rate (in USD per share) | 1.07439 | ||||
Series C preferred stock | Affiliates of the Board | |||||
Temporary Equity [Line Items] | |||||
Sale of stock, number of shares issued in transaction (in shares) | 3,078,968 | ||||
Common Stock | |||||
Temporary Equity [Line Items] | |||||
Common stock issuable upon conversion (in shares) | 10,725,129 | ||||
Series A preferred stock | |||||
Temporary Equity [Line Items] | |||||
Par value (in USD per share) | 0.0001 | 0.0001 | |||
Preferred stock, dividend rate (in USD per share) | 0.17 | ||||
Series A-1 preferred stock | |||||
Temporary Equity [Line Items] | |||||
Par value (in USD per share) | 0.0001 | 0.0001 | |||
Preferred stock, dividend rate (in USD per share) | 0.22 | ||||
Series B-1 preferred stock | |||||
Temporary Equity [Line Items] | |||||
Par value (in USD per share) | 0.0001 | $ 0.0001 | |||
Preferred stock, dividend rate (in USD per share) | $ 0.58263 | ||||
Convertible Preferred Stock | Dividend Declared | |||||
Temporary Equity [Line Items] | |||||
Dividends payable | $ 0 |
Common Stock - Narrative (Detai
Common Stock - Narrative (Details) - USD ($) $ / shares in Units, $ in Millions | Apr. 13, 2020 | Nov. 30, 2020 | Mar. 31, 2021 | Dec. 31, 2020 | Mar. 31, 2020 |
Class of Stock [Line Items] | |||||
Common stock, shares authorized (in shares) | 200,000,000 | 200,000,000 | |||
Common stock, par value (in USD per share) | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||
Proceeds from initial public offering, net of discounts and offering costs | $ 100.1 | $ 140.1 | |||
IPO | |||||
Class of Stock [Line Items] | |||||
Sale of stock, number of shares issued in transaction (in shares) | 6,900,000 | ||||
Sale of stock, price per share (in USD per share) | $ 16 | ||||
Over-Allotment Option | |||||
Class of Stock [Line Items] | |||||
Sale of stock, number of shares issued in transaction (in shares) | 900,000 | 390,000 | |||
Public Offering | |||||
Class of Stock [Line Items] | |||||
Sale of stock, number of shares issued in transaction (in shares) | 2,990,000 | ||||
Sale of stock, price per share (in USD per share) | $ 50 | ||||
Common Stock | |||||
Class of Stock [Line Items] | |||||
Common stock issuable upon conversion (in shares) | 10,725,129 |
Common Stock - Summary of Commo
Common Stock - Summary of Common Stock Reserved for Future Issuance (Details) - shares | Mar. 31, 2021 | Dec. 31, 2020 |
Options to purchase common stock | ||
Class of Stock [Line Items] | ||
Common stock, reserved for future issuance (in shares) | 2,801,491 | 2,499,603 |
Stock-Based Compensation - Narr
Stock-Based Compensation - Narrative (Details) - USD ($) | Jan. 01, 2021 | Mar. 31, 2021 | Mar. 31, 2020 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Granted (in shares) | 407,250 | ||
Weighted-average grant date fair value of options granted during the period (in dollars per share) | $ 49.15 | $ 49.15 | |
Unrecognized stock-based compensation expense related to unvested stock options | $ 35,700,000 | ||
Total fair value of options vested during period | 3,700,000 | ||
Unrecognized stock-based compensation expense related to unvested restricted stock (less than) | $ 0 | $ 1,000 | |
Employee Option | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Unvested award, period for recognition | 3 years | ||
2017 Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of shares authorized (in shares) | 970,384 | ||
2020 Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Annual percentage increase in shares authorized | 4.00% | ||
Number of additional shares authorized (in shares) | 927,714 | ||
Granted (in shares) | 1,831,107 | ||
Number of shares available for future grants (in shares) | 1,086,637 |
Stock-Based Compensation - Stoc
Stock-Based Compensation - Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
NUMBER OF OPTIONS | ||
Outstanding as of beginning of period (in shares) | 2,499,603 | |
Granted (in shares) | 407,250 | |
Exercised (in shares) | (78,628) | |
Expired (in shares) | (26,734) | |
Outstanding as of end of period (in shares) | 2,801,491 | 2,499,603 |
Exercisable (in shares) | 969,472 | 723,130 |
WEIGHTED-AVERAGE EXERCISE PRICE | ||
Outstanding as of beginning of period (in USD per share) | $ 11.77 | |
Granted (in USD per share) | 70.10 | |
Exercised (in USD per share) | 0.53 | |
Expired (in USD per share) | 24.56 | |
Outstanding as of end of period (in USD per share) | 20.44 | $ 11.77 |
Exercisable (in USD per share) | $ 5.23 | $ 0.57 |
WEIGHTED-AVERAGE REMAINING CONTRACTUAL TERM (IN YEARS) | ||
Outstanding | 8 years 7 months 13 days | 8 years 7 months 20 days |
Exercisable | 7 years 9 months 3 days | 7 years 4 months 17 days |
AGGREGATE INTRINSIC VALUE | ||
Outstanding | $ 118,985 | $ 147,103 |
Exercised | 5,059 | |
Exercisable | $ 54,632 | $ 50,599 |
Stock-Based Compensation - St_2
Stock-Based Compensation - Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Total stock-based compensation expense | $ 2,494 | $ 12 |
Research and development | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Total stock-based compensation expense | 898 | 8 |
General and administrative | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Total stock-based compensation expense | $ 1,596 | $ 4 |
Income Taxes (Details)
Income Taxes (Details) $ in Millions | 1 Months Ended |
Feb. 28, 2021USD ($) | |
Income Tax Disclosure [Abstract] | |
Proceeds from income tax refunds | $ 0.2 |
Loss Per Share - Basic and Dilu
Loss Per Share - Basic and Diluted Loss Per Share Calculation (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Numerator: | ||
Net loss | $ (15,885) | $ (11,892) |
Less: Accruals of dividends of preferred stock | 0 | (806) |
Net loss attributable to common stockholders - basic and diluted | $ (15,885) | $ (12,698) |
Denominator: | ||
Weighted-average common stock outstanding - basic and diluted (in shares) | 23,229,794 | 2,484,057 |
Net loss per share attributable to common stockholders - basic and diluted (in USD per share) | $ (0.68) | $ (5.11) |
Loss Per Share - Antidilutive S
Loss Per Share - Antidilutive Securities (Details) - shares | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share (in shares) | 2,801,491 | 11,858,708 |
Preferred Stock | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share (in shares) | 0 | 10,725,129 |
Unvested restricted stock | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share (in shares) | 0 | 17,278 |
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 (in shares) | 2,801,491 | 1,116,301 |
Subsequent Events (Details)
Subsequent Events (Details) $ in Millions | 1 Months Ended |
May 31, 2021USD ($) | |
Forecast | At the Market Offering | |
Subsequent Event [Line Items] | |
Common stock in sales | $ 150 |
Uncategorized Items - kros-2021
Label | Element | Value |
Restricted Cash | us-gaap_RestrictedCash | $ 115,000 |
Restricted Cash | us-gaap_RestrictedCash | $ 115,000 |