Cover Page
Cover Page - shares | 9 Months Ended | |
Sep. 30, 2020 | Nov. 06, 2020 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity Interactive Data Current | Yes | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2020 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q3 | |
Entity Registrant Name | Oncorus, Inc. | |
Entity Central Index Key | 0001671818 | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | No | |
Entity Shell Company | false | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Address, State or Province | MA | |
Entity Incorporation, State or Country Code | DE | |
Title of 12(b) Security | Common Stock | |
Trading Symbol | ONCR | |
Security Exchange Name | NASDAQ | |
Entity Common Stock, Shares Outstanding | 22,615,994 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 54,019 | $ 45,286 |
Prepaid expenses and other current assets | 1,577 | 615 |
Total current assets | 55,596 | 45,901 |
Property and equipment, net | 4,506 | 4,475 |
Deferred offering costs | 1,507 | |
Other assets | 450 | 450 |
Total assets | 62,059 | 50,826 |
Current liabilities: | ||
Accounts payable | 1,470 | 942 |
Accrued expenses | 3,155 | 3,521 |
Deferred rent | 500 | 467 |
Other current liabilities | 8 | 8 |
Total current liabilities | 5,133 | 4,938 |
Series B tranche rights (Note 5) | 1,876 | |
Deferred rent, net of current portion | 1,295 | 1,677 |
Total liabilities | 6,428 | 8,491 |
Commitments and contingencies (Note 9) | ||
Stockholders' deficit: | ||
Common stock, $0.0001 par value, 227,000 shares authorized; 1,072 and 989 shares issued and outstanding at September 30, 2020 and December 31, 2019, respectively | ||
Additional paid-in capital | ||
Accumulated deficit | (118,257) | (74,297) |
Total stockholders' deficit | (118,257) | (74,297) |
Total liabilities, redeemable convertible preferred stock and stockholders' deficit | 62,059 | 50,826 |
Series A-1 redeemable convertible preferred stock [Member] | ||
Redeemable convertible preferred stock: | ||
Redeemable convertible preferred stock | 68,220 | 63,494 |
Series B redeemable convertible preferred stock [Member] | ||
Redeemable convertible preferred stock: | ||
Redeemable convertible preferred stock | $ 105,668 | $ 53,138 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Common Stock, Par or Stated Value Per Share | $ 0.0001 | $ 0.0001 |
Common Stock, Shares Authorized | 227,000,000 | 227,000,000 |
Common Stock, Shares Issued | 1,072,000 | 1,072,000 |
Common Stock, Shares Outstanding | 989,000 | 989,000 |
Series A-1 redeemable convertible preferred stock [Member] | ||
Temporary Equity, Par Value | $ 0.0001 | $ 0.0001 |
Temporary Equity, Shares Authorized | 76,500,000 | 76,500,000 |
Temporary Equity, Shares Issued | 76,500,000 | 76,500,000 |
Temporary Equity, Shares Outstanding | 76,500,000 | 76,500,000 |
Temporary Equity, Liquidation Preference | $ 68,436 | |
Series B redeemable convertible preferred stock [Member] | ||
Temporary Equity, Par Value | $ 0.0001 | $ 0.0001 |
Temporary Equity, Shares Authorized | 104,225,000 | 104,225,000 |
Temporary Equity, Shares Issued | 104,225,000 | 62,535,000 |
Temporary Equity, Shares Outstanding | 104,225,000 | 62,535,000 |
Temporary Equity, Liquidation Preference | $ 94,492 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Operating expenses: | ||||
Research and development | $ 6,927 | $ 6,221 | $ 19,560 | $ 18,183 |
General and administrative | 1,973 | 1,513 | 6,032 | 3,978 |
Total operating expenses | 8,900 | 7,734 | 25,592 | 22,161 |
Loss from operations | (8,900) | (7,734) | (25,592) | (22,161) |
Other income (expense): | ||||
Change in fair value of Series B tranche rights | (10,631) | (11,256) | ||
Other expense | (2) | (3) | (22) | (7) |
Interest income | 2 | 164 | 138 | 331 |
Total other income (expense), net | (10,631) | 161 | (11,140) | 324 |
Net loss and comprehensive loss | (19,531) | (7,573) | (36,732) | (21,837) |
Accretion of discount and dividends on redeemable convertible preferred stock | (2,848) | (1,578) | (8,298) | (1,609) |
Net loss attributable to common stockholders | $ (22,379) | $ (9,151) | $ (45,030) | $ (23,446) |
Net loss per share attributable to common stockholders—basic and diluted | $ (21.73) | $ (9.67) | $ (44.58) | $ (25.48) |
Weighted-average number of common shares outstanding—basic and diluted | 1,030,000 | 946,000 | 1,010,000 | 920,000 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Redeemable Convertible Preferred Stock and Stockholders' Deficit - USD ($) $ in Thousands | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Series A One Redeemable Convertible Preferred Stock [Member] | Series B Redeemable Convertible Preferred Stock [Member] |
Balance at Dec. 31, 2018 | $ 60,893 | |||||
Balance (in shares) at Dec. 31, 2018 | 76,499,992 | |||||
Balance at Dec. 31, 2018 | $ (40,077) | $ 906 | $ (40,983) | |||
Balance (in shares) at Dec. 31, 2018 | 881,376 | |||||
Series A-1 preferred stock accretion | (31) | (31) | $ 31 | |||
Stock-based compensation expense | 210 | 210 | ||||
Vesting of restricted common stock | 38,862 | |||||
Exercise of options to purchase common stock | 28 | 28 | ||||
Exercise of options to purchase common stock (Shares) | 17,443 | |||||
Net loss | (14,264) | (14,264) | ||||
Balance at Jun. 30, 2019 | $ 60,924 | |||||
Balance (in shares) at Jun. 30, 2019 | 76,499,992 | |||||
Balance at Jun. 30, 2019 | (54,134) | 1,113 | (55,247) | |||
Balance (in shares) at Jun. 30, 2019 | 937,681 | |||||
Balance at Dec. 31, 2018 | $ 60,893 | |||||
Balance (in shares) at Dec. 31, 2018 | 76,499,992 | |||||
Balance at Dec. 31, 2018 | (40,077) | 906 | (40,983) | |||
Balance (in shares) at Dec. 31, 2018 | 881,376 | |||||
Series A-1 and Series B preferred stock dividends and accretion | (1,609) | |||||
Net loss | (21,837) | |||||
Balance at Sep. 30, 2019 | $ 61,900 | $ 46,240 | ||||
Balance (in shares) at Sep. 30, 2019 | 76,499,992 | 55,486,215 | ||||
Balance at Sep. 30, 2019 | (63,051) | (63,051) | ||||
Balance (in shares) at Sep. 30, 2019 | 970,640 | |||||
Balance at Jun. 30, 2019 | $ 60,924 | |||||
Balance (in shares) at Jun. 30, 2019 | 76,499,992 | |||||
Balance at Jun. 30, 2019 | (54,134) | 1,113 | (55,247) | |||
Balance (in shares) at Jun. 30, 2019 | 937,681 | |||||
Issuance of Series B preferred stock | $ 45,638 | |||||
Issuance of Series B preferred stock (Shares) | 55,486,215 | |||||
Series A-1 and Series B preferred stock dividends and accretion | $ 976 | $ 602 | ||||
Series A-1 and Series B preferred stock dividends and accretion | (1,578) | (1,347) | (231) | |||
Stock-based compensation expense | 201 | 201 | ||||
Vesting of restricted common stock | 16,225 | |||||
Exercise of options to purchase common stock | 33 | 33 | ||||
Exercise of options to purchase common stock (Shares) | 16,734 | |||||
Net loss | (7,573) | (7,573) | ||||
Balance at Sep. 30, 2019 | $ 61,900 | $ 46,240 | ||||
Balance (in shares) at Sep. 30, 2019 | 76,499,992 | 55,486,215 | ||||
Balance at Sep. 30, 2019 | (63,051) | (63,051) | ||||
Balance (in shares) at Sep. 30, 2019 | 970,640 | |||||
Balance at Dec. 31, 2019 | $ 63,494 | $ 53,138 | ||||
Balance (in shares) at Dec. 31, 2019 | 76,500,000 | 62,535,000 | ||||
Balance at Dec. 31, 2019 | (74,297) | (74,297) | ||||
Balance (in shares) at Dec. 31, 2019 | 988,700 | |||||
Series A-1 and Series B preferred stock dividends and accretion | 5,450 | 624 | (4,826) | $ 3,140 | $ 2,310 | |
Stock-based compensation expense | 619 | 619 | 0 | |||
Vesting of restricted common stock | 14,026 | |||||
Exercise of options to purchase common stock | 5 | 5 | ||||
Exercise of options to purchase common stock (Shares) | 1,562 | |||||
Net loss | (17,201) | (17,201) | ||||
Balance at Jun. 30, 2020 | $ 66,634 | $ 55,448 | ||||
Balance (in shares) at Jun. 30, 2020 | 76,499,992 | 62,535,183 | ||||
Balance at Jun. 30, 2020 | (96,324) | (96,324) | ||||
Balance (in shares) at Jun. 30, 2020 | 1,004,288 | |||||
Balance at Dec. 31, 2019 | $ 63,494 | $ 53,138 | ||||
Balance (in shares) at Dec. 31, 2019 | 76,500,000 | 62,535,000 | ||||
Balance at Dec. 31, 2019 | (74,297) | (74,297) | ||||
Balance (in shares) at Dec. 31, 2019 | 988,700 | |||||
Series A-1 and Series B preferred stock dividends and accretion | $ (8,298) | |||||
Exercise of options to purchase common stock (Shares) | 64,062 | |||||
Net loss | $ (36,732) | |||||
Balance at Sep. 30, 2020 | $ 68,220 | $ 105,668 | ||||
Balance (in shares) at Sep. 30, 2020 | 76,500,000 | 104,225,000 | ||||
Balance at Sep. 30, 2020 | (118,257) | (118,257) | ||||
Balance (in shares) at Sep. 30, 2020 | 1,071,959 | |||||
Balance at Jun. 30, 2020 | $ 66,634 | $ 55,448 | ||||
Balance (in shares) at Jun. 30, 2020 | 76,499,992 | 62,535,183 | ||||
Balance at Jun. 30, 2020 | (96,324) | (96,324) | ||||
Balance (in shares) at Jun. 30, 2020 | 1,004,288 | |||||
Issuance of Series B preferred stock | $ 35,826 | |||||
Issuance of Series B preferred stock (Shares) | 41,690,117 | |||||
Series A-1 and Series B preferred stock dividends and accretion | $ 1,586 | $ 1,262 | ||||
Series A-1 and Series B preferred stock dividends and accretion | (2,848) | (446) | (2,402) | |||
Settlement of Series B tranche rights | 13,132 | |||||
Stock-based compensation expense | 340 | 340 | ||||
Vesting of restricted common stock | 5,171 | |||||
Exercise of options to purchase common stock | 106 | $ 106 | ||||
Exercise of options to purchase common stock (Shares) | 62,500 | |||||
Net loss | (19,531) | (19,531) | ||||
Balance at Sep. 30, 2020 | $ 68,220 | $ 105,668 | ||||
Balance (in shares) at Sep. 30, 2020 | 76,500,000 | 104,225,000 | ||||
Balance at Sep. 30, 2020 | $ (118,257) | $ (118,257) | ||||
Balance (in shares) at Sep. 30, 2020 | 1,071,959 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Operating activities: | ||
Net loss | $ (36,732) | $ (21,837) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 983 | 786 |
Stock-based compensation | 959 | 411 |
Change in fair value of Series B tranche rights | 11,256 | |
Changes in: | ||
Prepaid expenses and other current assets | (962) | (253) |
Accounts payable | 103 | (91) |
Accrued expenses and other current liabilities | (885) | 2,506 |
Deferred rent | (349) | (317) |
Net cash used in operating activities | (25,627) | (18,795) |
Investing Activities | ||
Purchase of property and equipment | (1,014) | (598) |
Net cash used in investing activities | (1,014) | (598) |
Financing activities | ||
Proceeds from issuance of Series B preferred stock and tranche liability | 35,826 | 47,303 |
Payment of deferred offering costs | (563) | |
Proceeds from exercise of options to purchase common stock | 111 | 61 |
Net cash provided by financing activities | 35,374 | 47,364 |
Increase in cash and cash equivalents | 8,733 | 27,971 |
Cash and cash equivalents at beginning of period | 45,286 | 20,079 |
Cash and cash equivalents at end of period | 54,019 | 48,050 |
Non-cash investing and financing activities | ||
Purchase of property and equipment in accrued expenses | 114 | |
Accretion of discount and dividends on preferred stock | 8,298 | $ 1,609 |
Deferred offering costs in accounts payable and accrued expenses | 944 | |
Settlement of Series B tranche rights | $ 13,132 |
Nature of the Business and Basi
Nature of the Business and Basis of Presentation | 9 Months Ended |
Sep. 30, 2020 | |
Accounting Policies [Abstract] | |
Nature of the Business and Basis of Presentation | 1. Nature of the Business and Basis of Presentation Organization Oncorus, Inc. (the “Company”) is a biopharmaceutical company focused on developing next-generation viral immunotherapies to transform outcomes for cancer patients. Using its two platforms, the Company is developing a pipeline of intratumorally and intravenously administered product candidates designed to selectively attack and kill tumor cells. The Company’s operations to date have focused on organization and staffing, business planning, raising capital, acquiring and developing the Company’s technology, establishing the Company’s intellectual property portfolio, identifying potential product candidates and undertaking preclinical studies, clinical trials and manufacturing. The Company does not have any product candidates approved for sale and has not generated any revenue from product sales. The Company’s product candidates are subject to long development cycles and the Company may be unsuccessful in its efforts to develop, obtain regulatory approval for or market its product candidates. On October 6, 2020, the Company completed an initial public offering (“IPO”), in which the Company issued and sold 5,800,000 shares of its common stock at a public offering price of $15.00 per share. On October 14, 2020, the Company sold an additional 757,991 shares of common stock at $15.00 per share pursuant to the underwriters’ partial were and the Company raised million in net proceeds after deducting underwriting discounts and commissions and offering expenses payable by the Company. Upon the closing of the IPO, all of the outstanding shares of convertible preferred stock automatically converted into 14,951,519 shares of common stock at the applicable conversion ratio then in effect. Subsequent to the closing of the IPO, there were no shares of preferred stock outstanding. In connection with the closing of the IPO, the Company filed its amended and restated certificate of incorporation pursuant to which it is d , The Company is subject to risks and uncertainties common to early-stage companies in the biotechnology industry, including, but not limited to, possible failure of preclinical studies or clinical trials, the need to obtain marketing approval for its product candidates, development by competitors of new technological innovations, dependence on key personnel, protection of proprietary technology, compliance with government regulations, the need to successfully commercialize and gain market acceptance of any of the Company’s products that are approved and the ability to secure additional capital to fund operations. Product candidates currently under development will require significant additional research and development efforts, including extensive preclinical and clinical testing, and regulatory approval prior to commercialization. These efforts require significant amounts of additional capital, adequate personnel and infrastructure, and extensive compliance-reporting capabilities. Even if the Company’s drug development efforts are successful, it is uncertain when, if ever, the Company will realize significant revenue from product sales. Basis of Presentation and Liquidity The accompanying unaudited interim condensed consolidated financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“GAAP”). Any reference in these notes to applicable guidance is meant to refer to authoritative United States generally accepted accounting principles as found in the Accounting Standards Codification (“ASC”) and as amended by Accounting Standards Updates (“ASU”) of the Financial Accounting Standards Board (“FASB”). In the opinion of management, the accompanying unaudited interim condensed consolidated financial statements include all normal and recurring adjustments (which consist primarily of accruals and estimates that impact the financial statements) which are considered necessary to present fairly the Company’s financial position as of September 30, 2020, its results of operations for the three and nine months ended September 30, 2020 and 2019, its changes in redeemable preferred convertible preferred stock and stockholders’ deficit for the three and nine months September 30, 2020 and 2019 and its cash flows for the nine months ended September 30, 2020 and 2019. The accompanying unaudited interim condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and the accompanying notes for the year ended December 31, 2019 included in the Company’s final prospectus that forms part of the Company’s Registration Statement on Form S-1 No. 333-248757), The Company’s significant accounting policies are disclosed in the audited consolidated financial statements for the year ended December 31, 2019 included in the Prospectus. Since the date of the audited consolidated financial statements for the year ended December 31, 2019 included in the Prospectus, there have been no changes to its significant accounting policies. On September 23, 2020 and September 25, 2020, the Company’s board of directors and stockholders, respectively , approved one-for-12.0874 unaudited interim paid-in The Company’s unaudited interim condensed consolidated financial statements as of September 30, 2020 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, together with the net proceeds from the IPO, 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. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2020 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies COVID-19 With the ongoing COVID-19 COVID-19 re-organized COVID-19 COVID-19 Principles of Consolidation The accompanying unaudited interim condensed consolidated financial statements of the Company include the accounts of its wholly owned subsidiary, Oncorus Securities Corporation. All intercompany transactions have been eliminated in consolidation. The Company has one operating segment. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. On an ongoing basis, the Company’s management evaluates its estimates, which include, but are not limited to, the estimated fair value of the Company’s common stock and share-based awards utilized for stock-based compensation purposes, the Company’s Series B tranche rights (see Note 5), accrued expenses, and amounts of expenses during the reported period. The Company bases its estimates on historical experience and other market-specific or other relevant assumptions that it believes to be reasonable under the circumstances. Actual results may differ from those estimates or assumptions. Classification and Measurement of Series A-1 Upon the closing of the IPO on October 6, 2020, all shares of preferred stock converted into common stock. Prior to the IPO, the Company classified its Series A-1 A-1”) A-1 A-1 A-1 480-10-S99. A-1 A-1 Deferred Offering Costs The Company capitalizes certain legal, professional, accounting and other third-party fees that are directly associated with in-process the paid-in Concentration of Credit Risk and of Significant Suppliers Financial instruments that potentially expose the Company to concentrations of credit risk consist primarily of cash and cash equivalents. The Company has all of its cash at one financial institution , The Company is dependent upon a third-party contract manufacturer and third-party contract research organizations for the performance of portions of its testing for pre-clinical Fair Value Measurements Certain assets and liabilities of the Company are carried at fair value under GAAP. Financial assets and liabilities carried at fair value are to be classified and disclosed in one of the following three levels of the fair value hierarchy, of which the first two are considered observable and the last is considered unobservable: Level 1 Level 2 Level 3 To the extent a valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair values requires more judgment. Accordingly, the degree of judgment exercised by the Company in determining fair value is greatest for instruments categorized as Level 3. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. The Company’s cash equivalents, classified within Level 1, are valued using net asset value per share for the money market funds. The tranche rights granted to the Series B stockholders (the “Series B Tranche Rights”) were classified within Level 3 of the fair value hierarchy because they were valued using significant inputs not observable in the market. The valuation of the The Company believes that the carrying amounts of prepaid expenses, other current assets, accounts payable, and accrued expenses approximate their fair value due to the short-term nature of those instruments. Research Contract Costs and Accruals The Company has entered into various research service arrangements under which vendors perform various services. The Company records accrued expenses for estimated costs incurred under the arrangements. When evaluating the adequacy of the accrued expenses, the Company analyzes the progress of the studies, trials or other services performed, including invoices received and contracted costs. Judgments and estimates are made in determining the accrued expense balances at the end of each reporting period. Net Loss Per Share Net loss per share attributable to common stockholders is calculated using the two-class A-1 as-converted Diluted net loss per share is computed using the more dilutive of (a) the two-class if-converted A-1, Recently Issued Accounting Pronouncements In February 2016, the FASB issued ASU No. 2016-02, Leases 2016-02”). 2016-02 right-of-use 2016-02, 2016-02 2016-02 right-to-use In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820)—Disclosure Framework 2018-13”), 2018-13 2018-13 |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 3. Fair Value Measurements The following table presents information about the Company’s financial assets and liabilities measured at fair value on a recurring basis (in thousands): FAIR VALUE MEASUREMENTS LEVEL 1 LEVEL 2 LEVEL 3 TOTAL Assets: Money market funds $ 51,555 $ — $ — $ 51,555 $ 51,555 $ — $ — $ 51,555 FAIR VALUE MEASUREMENTS LEVEL 1 LEVEL 2 LEVEL 3 TOTAL Assets: Money market funds $ 38,430 $ — $ — $ 38,430 $ 38,430 $ — $ — $ 38,430 Liabilities: Series B tranche rights $ — $ — $ 1,876 $ 1,876 $ — $ — $ 1,876 $ 1,876 |
Accrued Expenses
Accrued Expenses | 9 Months Ended |
Sep. 30, 2020 | |
Payables and Accruals [Abstract] | |
Accrued Expenses | 4. Accrued Expenses At September 30, 2020 and December 31, 2019, accrued expenses consisted of the following (in thousands): SEPTEMBER 30, DECEMBER 31, Accrued research and development costs $ 890 $ 1,614 Accrued compensation 901 961 Accrued professional fees 1,176 564 Miscellaneous accrued expenses 188 382 Total accrued expenses $ 3,155 $ 3,521 |
Series B Tranche Rights
Series B Tranche Rights | 9 Months Ended |
Sep. 30, 2020 | |
Warrants and Rights Note Disclosure [Abstract] | |
Series B Tranche Rights | 5. Series B Tranche Rights Included in the terms of the purchase agreement for the Series B (“Series B Purchase Agreement”) were Series B Tranche Rights granted to the purchasers of the Series B. The Series B Tranche Rights provided the holders with the right to purchase additional shares of Series B, in a second tranche, upon either the achievement by the Company of certain clinical development milestones for the Company’s primary clinical candidate, as set forth in the Series B Purchase Agreement, or upon the election of certain holders of the Series B prior to August 5, 2021. In the second tranche, the Company had the ability to sell up to 41,690,117 shares of Series B at $0.8597 per share. The Company reached the clinical development milestones set forth in the Series B Purchase Agreement in September 2020 and the Company sold 41,690,177 shares of Series B at $0.8597 per share, resulting in total gross proceeds to the Company of $35.8 million. At the time of issuance, the Series B Tranche Rights met the definition of a freestanding financial instrument, as the Series B Tranche Rights were both legally detachable and separately exercisable from the Series B. In addition, the Company determined at the time of issuance that the Series B Tranche Rights met the definition of a liability (or in some circumstances, an asset) because the Series B Tranche Rights (i) embodied an obligation to repurchase the Company’s equity shares and (ii) may have d re-measured At December 31, 2019 and at the end of each reporting period prior to settlement in September 2020, the estimated fair value of the Series B Tranche Rights was determined using a probability weighted present value model that considered the probability of triggering the Series B Tranche Rights through achievement of the clinical development milestones specified in the Series B Purchase Agreement. The Company converted the future values to their present values using a discount rate it considered to be appropriate for probability adjusted cash flows. The estimates were based, in part, on subjective assumptions. Significant assumptions for the Series B Tranche Rights valuations at December 31, 2019 and in 2020 , prior to settlement, included The Company remeasured the fair value of the tranche rights for a final time at the date of settlement on September 17, 2020. As the clinical development milestones triggering the tranche closing were achieved, the fair value of the tranche rights at settlement was derived based on the implied intrinsic value of the Series B on the day of the second tranche closing event. The fair value of the Series B at settlement was $1.18 per share and was based on the probability of the conversion of the Series B upon an IPO and the expected value of the shares, on a converted basis, in an IPO. The increase in the probability of the achievement of the milestone, as well as the increase in the fair value of the Series B, resulted in an reclassified at settlement A rollforward of the Series B Tranche Rights liability for the nine months ended September SERIES B Balance at December 31, 2019 $ 1,876 Change in fair value 11,256 Reclassification of Series B Tranche Rights upon settlement (13,132 ) Balance at September 30, 2020 $ — |
Redeemable Convertible Preferre
Redeemable Convertible Preferred Stock | 9 Months Ended |
Sep. 30, 2020 | |
Temporary Equity Disclosure [Abstract] | |
Redeemable Convertible Preferred Stock | 6. Redeemable Convertible Preferred Stock At September 30, 2020, the Company had 180,725,292 shares of preferred stock, par value $0.0001 per share, in authorized capital, which consisted of 76,499,992 authorized, issued and outstanding shares of Series A-1 Upon the closing of the IPO on October 6, 2020, all of the outstanding shares of Series A-1 and Series B automatically converted into an aggregate of shares of undesignated preferred Issuance of Series B Redeemable Convertible Preferred Stock In August 2019, the Company authorized and agreed to sell 92,477,021 shares of Series B in two tranches. The first tranche closed on dates between August 5, 2019 and August 27, 2019. On those dates, the Company sold a total of 55,486,215 shares of Series B at $0.8597 per share, for gross proceeds to the Company of $47.7 million. In November 2019, the Company authorized and agreed to sell 11,748,279 additional shares of its Series B to new investors on the same terms and conditions as the previous sale of Series B. The first tranche of this sale occurred on November 27, 2019, in which the Company sold 7,048,968 shares of Series B for gross proceeds of $6.1 million. The Company paid $0.4 million of issuance costs related to these sales. In September 2020, the Company achieved the second tranche milestones related to the clinical development of its lead product candidate, ONCR-177. concluding that there was not, as The following is a description of the rights and privileges of the Series B and A-1 Liquidation In the event of any voluntary or involuntary liquidation, dissolution, or winding-up A-1 A-1 A-1, A-1. A-1 A-1 as-converted A-1 Unless otherwise elected by 68% of the Series B holders, including certain identified Series B holders, a merger or consolidation involving the Company in which the stockholders of the Company did not own a majority of the outstanding shares of the surviving company was considered to be a Deemed Liquidation Event. A sale, lease, transfer, exclusive license or other disposition of all or substantially all of the assets of the Company was also considered a Deemed Liquidation Event. Redemption Upon the demand of the holders of at least 68% of the then outstanding shares of Series B, including certain identified Series B holders, but not prior to August 5, 2026, the Company had the obligation to redeem from each holder of Series B and Series A-1 A-1 A-1 A-1 A-1 A-1 480-10-S99. A-1 Series A-1 Series A-1. Conversion Each share of Series B and Series A-1 non-assessable A-1 A-1 A-1, All outstanding shares of Series B and Series A-1 On A-1 Pay to Play Requirement All Series B holders were subject to a pay-to-play non-participating All Series A-1 pay-to-play non-participating A-1 A-1 A-1 A-1 Voting Rights The holders of Series B were entitled to vote, together with the holders of Series A-1 A-1 A-1 A-1 A-1 Dividends Series B holders were entitled to receive dividends at an annual rate of $0.06877 per share, which accrued from day to day, whether or not such dividends were declared by the Board of Directors, and were cumulative. The dividends were payable only when and if declared by the Board of Directors. The Company could not declare, pay or set aside any dividends on any other shares of capital stock unless the Series B holders first received, or simultaneously received, a dividend in an amount at least equal to the amount of the aggregate accumulated dividends that were accrued but not previously paid, or an amount equal to a formula, which was tied to dividends paid on other classes of stock. Holders of the Series A-1 A-1 A-1 A-1 A-1. A-1 A-1 ed “as-if” A-1 No dividends were paid to the holders of Series B or Series A-1 in |
Common Stock
Common Stock | 9 Months Ended |
Sep. 30, 2020 | |
Statement of Stockholders' Equity [Abstract] | |
Common Stock | 7. Common Stock Each share of common stock is entitled to one vote. The holders of shares of common stock are entitled to receive dividends, if and when declared by the Board of Directors. Prior to the IPO, the voting, dividend, and liquidation rights of the holders of common stock were A-1 Upon the closing of the IPO, Company changed its Restricted Stock The Company issued restricted stock to its founders and certain officers of the Company. In general, the shares of restricted stock vest over a four-year period, with 25% of the shares vesting after one year, followed by monthly vesting over the remaining three years. A summary of non-vested AMOUNT WEIGHTED-AVERAGE Balance at December 31, 2019 41,602 $ 1.57 Repurchases — — Issuances — — Vested (19,197 ) 1.57 Balance at September 30, 2020 22,405 $ 1.57 Common Stock Warrants The Company issued warrants to purchase common stock (the “Common Stock Warrants”) in connection with its Series A financing in March 2016. The Common Stock Warrants allow for the holders to purchase 71,544 shares of common stock at $1.21 per share. As of September 2031 Reserved Shares The Company ha d SEPTEMBER 30, Conversion of Series A-1 6,328,894 Conversion of Series B 8,622,625 Exercise of C S W 71,544 Exercise of options to purchase common stock 2,109,151 Vesting of restricted stock 22,405 Shares available for issuance under the 2016 19,048 Total 17,173,667 |
Equity Incentive Plan
Equity Incentive Plan | 9 Months Ended |
Sep. 30, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Equity Incentive Plan | 8. Equity Incentive Plan The Company adopted the 2016 Equity Incentive Plan , as amended, ( non-employees. On September 23, 2020, the Company adopted the 2020 Equity Incentive Plan (“the 2020 Plan”), which became effective upon the execution of the underwriting agreement related to the IPO and will serve as the successor to the 2016 Plan. The 2020 Plan authorizes the award of stock options, restricted stock awards (“RSAs”), stock appreciation rights (“SARs”), restricted stock units (“RSUs”), cash awards, performance awards and stock bonus awards. Under the 2020 Plan, 2,800,000 shares of common stock, plus any reserved shares not issued or subject to outstanding grants under the 2016 Plan on the effective date of the 2020 Plan are reserved for issuance pursuant to awards granted under the 2020 Plan. The number of shares reserved for issuance under the 2020 Plan will increase automatically on January 1 of each fiscal year, starting on January 1, and ending on and including January 1, , or a lesser number of shares as may be determined by the board of directors (or an authorized committee thereof). Total stock-based compensation (including both stock option awards and restricted stock awards) was as follows: THREE MONTHS ENDED NINE MONTHS ENDED 2020 2019 2020 2019 (in thousands) General and administrative $ 172 $ 112 $ 512 $ 255 Research and development 168 89 447 156 Total stock-based compensation $ 340 $ 201 $ 959 $ 411 Total stock-based compensation by award type was as follows: THREE MONTHS ENDED NINE MONTHS ENDED 2020 2019 2020 2019 (in thousands) Restricted stock $ 8 $ 27 $ 24 $ 89 Stock options 332 174 935 322 Total stock-based compensation $ 340 $ 201 $ 959 $ 411 In November 2018, the Company granted an employee an option to purchase 85,943 shares of the Company’s common stock having an exercise price per share equal to the fair value of the Company’s common stock on the date of the grant. This grant is included in the outstanding options in the summary table below. Vesting of the option is based on certain performance criteria and shall vest as follows: (i) 16.66% of the shares vested upon the first closing of the Company’s Series B stock financing, (ii) 33.33% of the shares vest in 24 equal monthly installments beginning with the first month following the initial closing of the Series B stock financing, (iii) 25% of the shares vested upon the IPO and (iv) 25% of the shares vest in 24 equal monthly installments beginning with the first month following the IPO. Upon the closing of the Series B financing in August 2019, the option vested immediately with respect to 14,323 shares, and an additional 28,647 option shares began vesting over the following 24 months. Upon the closing of the IPO in October 2020, the option vested immediately with respect to 21,485 shares and the remainder began vesting at that time. In September 2020, the Company granted, contingent upon the Company entering into an underwriting agreement related to the IPO, certain employee , are below A summary of option activity is presented below: SHARES WEIGHTED WEIGHTED- AGGREGATE (IN THOUSANDS) Outstanding at December 31, 2019 1,991,066 $ 3.41 Granted 182,147 7.47 Exercised (64,062 ) 1.70 Canceled, expired or forfeited — — Outstanding at September 30, 2020 2,109,151 $ 3.81 8.4 $ 23,604 Vested at September 30, 2020 791,272 $ 2.70 7.8 $ 9,736 The weighted average grant date fair value p er share non-employee The total fair value of restricted shares vested during the nine months ended September 30, 2020 and 2019 was $0.02 million and $0.09 million, respectively. At September 30, 2020, there were 19,048 shares of common stock available for grant under the 2016 On September 23, 2020, the Company adopted the 2020 Employee Stock Purchase Plan, or the ESPP, which became |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 9. Commitments and Contingencies Leases In May 2016, the Company entered into an operating lease agreement for its corporate headquarters in Cambridge, Massachusetts, with a seven-year term that expires in January 2024 January 2017 In connection with this lease, the Company was entitled to cash incentives from the landlord to be used for the construction of leasehold improvements within the facility. The Company received $2.7 million of such incentives, which were recorded as deferred rent on the balance sheet and are being amortized to rent expense over the lease term. The Company recognizes rent expense on a straight-line basis over the lease period and has recorded deferred rent for rent expense incurred but not yet paid. The Company recorded rent expense related to office and lab space under the lease of $0.4 million for each o f month 2019 and each of the months and 2019 Future minimum lease payments for the Company’s operating leases as of September 30, 2020 were as follows (in thousands): YEARS ENDING DECEMBER 31, 2020 (three months remaining) $ 370 2021 1,523 2022 1,569 2023 1,616 2024 48 $ 5,126 License and Royalty Agreements The Company has entered into license and royalty agreements for intellectual property with certain parties. Such arrangements require ongoing payments, including payments upon the achievement of certain development, regulatory and commercial milestones, receipt of sublicense income, as well as royalties on commercial sales. Payments under these arrangements are expensed as incurred. In connection with the first patient dosing in the Company’s clinical trial in June 2020, the Company became obligated certain milestone The Company’s material license and collaboration agreements are summarized below. Ospedale San Raffaele S.r.l. and Fondazione Telethon In December 2015, the Company entered into a license agreement with Ospedale San Raffaele S.r.l. and Fondazione Telethon, as amended, for the use of certain patents and technology. The Company made an initial payment of $0.1 million, which amount was recorded as research and development expense. Under the terms of the license, the Company is required to pay an annual maintenance fee, up to $3.9 million in milestone payments for the first indication, up to $5.7 million in milestone payments for each subsequent indication and a low single digit tiered royalty on net sales of any covered products. The agreement terminates upon the expiration of the last remaining royalty obligation for a licensed product. University of Pittsburgh In March 2016, the Company entered into a license agreement, as amended, with University of Pittsburgh for the use of certain patents and technology. The Company made an initial payment of $0.1 million, which amount was recorded as research and development expense. Under the terms of the license, the Company is required to pay an annual maintenance fee and up to $2.6 million in milestone payments through first commercial product sale and a low single digit royalty on net product revenue, subject to annual minimum amounts, through the expiration of the patent claims. Northwestern University In December 2018, the Company entered into a license agreement with Northwestern University for the use of certain patents and technology. The Company made an initial payment of $0.1 million, which amount was recorded as research and development expense. Under the terms of the license, the Company is required to pay an annual maintenance fee and up to $4.1 million in milestone payments through the first commercial product sale and an annual low single digit royalty on net sales, subject to annual minimum amounts, through the later of ten years from the first commercial sale or the expiration of the patent claims. WuXi Biologics Ireland Limited In July 2019, the Company entered into a license agreement with this entity for the use of certain patents and technology. Under the terms of the license, the Company agreed to an initial license payment of $0.3 million and is required to pay milestone payments for the first product developed, as well as additional products, in addition to royalties on net product revenue. For the first product developed, the Company is required to pay up to $8.0 million in certain clinical milestone payments. For the first three products developed, the Company is also required to pay up to $27.0 million in commercial milestone payments for each product that achieves specified net sales levels along with product approvals in several countries. The Company also agreed to pay tiered royalties on net sales of licensed products ranging in the low-single product-by-licensed country-by-country Related Party License and Royalty Agreements In connection with the prior sale of Series A redeemable convertible A-1, Also in connection with the sale of Series A redeemable convertible preferred stock, the Company entered into a patent assignment agreement with an investor under which that investor would receive $1.0 million upon regulatory approval of a product in the United States and an annual low single-digit royalty on net product revenue. The Company is not currently developing any product candidates using the patent that was assigned to the Company. In September 2016, the Company entered into a sublicense agreement with an entity affiliated with a stockholder of the Company for the use of certain patents and technology. Under the terms of the license, the Company is required to pay up to $7.6 million in milestone payments through first commercial product sale and an annual mid-single Litigation The Company is not currently party to any material legal proceedings. At each reporting date, the Company evaluates whether or not a potential loss amount or a potential range of loss is probable and reasonably estimable under the provisions of the authoritative guidance that addresses accounting for contingencies. The Company expenses as incurred the costs related to such legal proceedings. |
Net Loss Per Share
Net Loss Per Share | 9 Months Ended |
Sep. 30, 2020 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | 10. Net Loss Per Share The following securities that could potentially dilute basic net loss per share in the future were not included in the computation of diluted net loss per share for the periods presented, because to do so would have been antidilutive: THREE MONTHS ENDED NINE MONTHS ENDED 2020 2019 2020 2019 Series A-1 6,328,894 6,328,894 6,328,894 6,328,894 Series B 8,622,625 4,590,404 8,622,625 4,590,404 Outstanding stock options 2,109,151 1,936,493 2,109,151 1,936,493 Restricted stock 22,405 57,828 22,405 57,828 Common stock warrants 71,544 71,544 71,544 71,544 Total 17,154,619 12,985,163 17,154,619 12,985,163 |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Events | 11. Subsequent Events The Company has evaluated subsequent events from the balance sheet date through the date on which these financial statements were issued. Subsequent to the issuance of the financial statements, the following events occurred and required disclosure in, or revision to, the financial statements: On October 6, 2020, the Company completed the partial ere million in net proceeds after deducting underwriting discounts and commissions and offering expenses payable by the Company. Upon into an agg re gate of |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2020 | |
Accounting Policies [Abstract] | |
COVID-19 Pandemic | COVID-19 With the ongoing COVID-19 COVID-19 re-organized COVID-19 COVID-19 |
Principles of Consolidation | Principles of Consolidation The accompanying unaudited interim condensed consolidated financial statements of the Company include the accounts of its wholly owned subsidiary, Oncorus Securities Corporation. All intercompany transactions have been eliminated in consolidation. The Company has one operating segment. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. On an ongoing basis, the Company’s management evaluates its estimates, which include, but are not limited to, the estimated fair value of the Company’s common stock and share-based awards utilized for stock-based compensation purposes, the Company’s Series B tranche rights (see Note 5), accrued expenses, and amounts of expenses during the reported period. The Company bases its estimates on historical experience and other market-specific or other relevant assumptions that it believes to be reasonable under the circumstances. Actual results may differ from those estimates or assumptions. |
Classification and Measurement of Series A-1 and Series B Redeemable Convertible Preferred Stock | Classification and Measurement of Series A-1 Upon the closing of the IPO on October 6, 2020, all shares of preferred stock converted into common stock. Prior to the IPO, the Company classified its Series A-1 A-1”) A-1 A-1 A-1 480-10-S99. A-1 A-1 |
Deferred Offering Costs | Deferred Offering Costs The Company capitalizes certain legal, professional, accounting and other third-party fees that are directly associated with in-process the paid-in |
Concentration of Credit Risk and of Significant Suppliers | Concentration of Credit Risk and of Significant Suppliers Financial instruments that potentially expose the Company to concentrations of credit risk consist primarily of cash and cash equivalents. The Company has all of its cash at one financial institution , The Company is dependent upon a third-party contract manufacturer and third-party contract research organizations for the performance of portions of its testing for pre-clinical |
Fair Value Measurements | Fair Value Measurements Certain assets and liabilities of the Company are carried at fair value under GAAP. Financial assets and liabilities carried at fair value are to be classified and disclosed in one of the following three levels of the fair value hierarchy, of which the first two are considered observable and the last is considered unobservable: Level 1 Level 2 Level 3 To the extent a valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair values requires more judgment. Accordingly, the degree of judgment exercised by the Company in determining fair value is greatest for instruments categorized as Level 3. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. The Company’s cash equivalents, classified within Level 1, are valued using net asset value per share for the money market funds. The tranche rights granted to the Series B stockholders (the “Series B Tranche Rights”) were classified within Level 3 of the fair value hierarchy because they were valued using significant inputs not observable in the market. The valuation of the The Company believes that the carrying amounts of prepaid expenses, other current assets, accounts payable, and accrued expenses approximate their fair value due to the short-term nature of those instruments. |
Research Contract Costs and Accruals | Research Contract Costs and Accruals The Company has entered into various research service arrangements under which vendors perform various services. The Company records accrued expenses for estimated costs incurred under the arrangements. When evaluating the adequacy of the accrued expenses, the Company analyzes the progress of the studies, trials or other services performed, including invoices received and contracted costs. Judgments and estimates are made in determining the accrued expense balances at the end of each reporting period. |
Net Loss Per Share | Net Loss Per Share Net loss per share attributable to common stockholders is calculated using the two-class A-1 as-converted Diluted net loss per share is computed using the more dilutive of (a) the two-class if-converted A-1, |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In February 2016, the FASB issued ASU No. 2016-02, Leases 2016-02”). 2016-02 right-of-use 2016-02, 2016-02 2016-02 right-to-use In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820)—Disclosure Framework 2018-13”), 2018-13 2018-13 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Fair Value Disclosures [Abstract] | |
Summary of Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis | The following table presents information about the Company’s financial assets and liabilities measured at fair value on a recurring basis (in thousands): FAIR VALUE MEASUREMENTS LEVEL 1 LEVEL 2 LEVEL 3 TOTAL Assets: Money market funds $ 51,555 $ — $ — $ 51,555 $ 51,555 $ — $ — $ 51,555 FAIR VALUE MEASUREMENTS LEVEL 1 LEVEL 2 LEVEL 3 TOTAL Assets: Money market funds $ 38,430 $ — $ — $ 38,430 $ 38,430 $ — $ — $ 38,430 Liabilities: Series B tranche rights $ — $ — $ 1,876 $ 1,876 $ — $ — $ 1,876 $ 1,876 |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Payables and Accruals [Abstract] | |
Summary of Accrued Expenses | At September 30, 2020 and December 31, 2019, accrued expenses consisted of the following (in thousands): SEPTEMBER 30, DECEMBER 31, Accrued research and development costs $ 890 $ 1,614 Accrued compensation 901 961 Accrued professional fees 1,176 564 Miscellaneous accrued expenses 188 382 Total accrued expenses $ 3,155 $ 3,521 |
Series B Tranche Rights (Tables
Series B Tranche Rights (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Fair Value Disclosures [Abstract] | |
Summary of Series B Tranche Rights liability | A rollforward of the Series B Tranche Rights liability for the nine months ended September SERIES B Balance at December 31, 2019 $ 1,876 Change in fair value 11,256 Reclassification of Series B Tranche Rights upon settlement (13,132 ) Balance at September 30, 2020 $ — |
Common Stock (Tables)
Common Stock (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Summary of Non-vested Restricted Stock Activity | A summary of non-vested AMOUNT WEIGHTED-AVERAGE Balance at December 31, 2019 41,602 $ 1.57 Repurchases — — Issuances — — Vested (19,197 ) 1.57 Balance at September 30, 2020 22,405 $ 1.57 |
Summary of Reserved Shares of Common Stock | The Company ha d SEPTEMBER 30, Conversion of Series A-1 6,328,894 Conversion of Series B 8,622,625 Exercise of C S W 71,544 Exercise of options to purchase common stock 2,109,151 Vesting of restricted stock 22,405 Shares available for issuance under the 2016 19,048 Total 17,173,667 |
Equity Incentive Plan (Tables)
Equity Incentive Plan (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Summary of Total Stock-based Compensation Including Both Stock Option Awards And Restricted Stock | Total stock-based compensation (including both stock option awards and restricted stock awards) was as follows: THREE MONTHS ENDED NINE MONTHS ENDED 2020 2019 2020 2019 (in thousands) General and administrative $ 172 $ 112 $ 512 $ 255 Research and development 168 89 447 156 Total stock-based compensation $ 340 $ 201 $ 959 $ 411 Total stock-based compensation by award type was as follows: THREE MONTHS ENDED NINE MONTHS ENDED 2020 2019 2020 2019 (in thousands) Restricted stock $ 8 $ 27 $ 24 $ 89 Stock options 332 174 935 322 Total stock-based compensation $ 340 $ 201 $ 959 $ 411 |
Summary of Option Activity | A summary of option activity is presented below: SHARES WEIGHTED WEIGHTED- AGGREGATE (IN THOUSANDS) Outstanding at December 31, 2019 1,991,066 $ 3.41 Granted 182,147 7.47 Exercised (64,062 ) 1.70 Canceled, expired or forfeited — — Outstanding at September 30, 2020 2,109,151 $ 3.81 8.4 $ 23,604 Vested at September 30, 2020 791,272 $ 2.70 7.8 $ 9,736 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Summary of Future Minimum Lease Payments | Future minimum lease payments for the Company’s operating leases as of September 30, 2020 were as follows (in thousands): YEARS ENDING DECEMBER 31, 2020 (three months remaining) $ 370 2021 1,523 2022 1,569 2023 1,616 2024 48 $ 5,126 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Earnings Per Share [Abstract] | |
Summary of Antidilutive Securities Excluded From Computation of Earnings Per Share | The following securities that could potentially dilute basic net loss per share in the future were not included in the computation of diluted net loss per share for the periods presented, because to do so would have been antidilutive: THREE MONTHS ENDED NINE MONTHS ENDED 2020 2019 2020 2019 Series A-1 6,328,894 6,328,894 6,328,894 6,328,894 Series B 8,622,625 4,590,404 8,622,625 4,590,404 Outstanding stock options 2,109,151 1,936,493 2,109,151 1,936,493 Restricted stock 22,405 57,828 22,405 57,828 Common stock warrants 71,544 71,544 71,544 71,544 Total 17,154,619 12,985,163 17,154,619 12,985,163 |
Nature of the Business and Ba_2
Nature of the Business and Basis of Presentation - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Millions | Oct. 14, 2020 | Oct. 06, 2020 | Sep. 25, 2020 | Sep. 23, 2020 | Sep. 30, 2020 | Dec. 31, 2019 |
Accounting Policies [Line Items] | ||||||
Reverse stock split description | one-for-12.0874 | one-for-12.0874 | ||||
Preferred stock, shares outstanding | 0 | |||||
Common stock, shares authorized | 227,000,000 | 227,000,000 | ||||
Preferred stock, shares authorized | 10,000,000 | |||||
Common stock, par or stated value per share | $ 0.0001 | $ 0.0001 | ||||
Preferred stock, par or stated value per share | $ 0.0001 | |||||
Common Stock [Member] | ||||||
Accounting Policies [Line Items] | ||||||
Convertible preferred stock, shares | 14,951,519 | |||||
Subsequent event [Member] | ||||||
Accounting Policies [Line Items] | ||||||
Gross proceeds from issuance initial public offering | $ 98.4 | |||||
Proceeds from issuance of initial public offer | $ 88.2 | |||||
Preferred stock, shares outstanding | 0 | |||||
Common stock, shares authorized | 100,000,000 | |||||
Preferred stock, shares authorized | 10,000,000 | 10,000,000 | ||||
Common stock, par or stated value per share | $ 0.0001 | |||||
Preferred stock, par or stated value per share | $ 0.0001 | $ 0.0001 | ||||
Subsequent event [Member] | Common Stock [Member] | ||||||
Accounting Policies [Line Items] | ||||||
Convertible preferred stock, shares | 14,951,519 | |||||
Subsequent event [Member] | IPO [Member] | ||||||
Accounting Policies [Line Items] | ||||||
Stock issued during period, shares, new issues | 5,800,000 | |||||
Share issue price | $ 15 | |||||
Subsequent event [Member] | Over-Allotment Option [Member] | ||||||
Accounting Policies [Line Items] | ||||||
Stock issued during period, shares, new issues | 757,991 | |||||
Share issue price | $ 15 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies - Additional Information (Detail) $ in Millions | Sep. 30, 2020USD ($) |
Accounting Policies [Abstract] | |
Deferred offering costs | $ 1.5 |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of Financial Assets and Liabilities Measured at Fair Value On a Recurring Basis (Detail) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets | $ 51,555 | $ 38,430 |
Liabilities | 1,876 | |
Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets | 51,555 | 38,430 |
Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Liabilities | 1,876 | |
Series B tranche rights [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Liabilities | 1,876 | |
Series B tranche rights [Member] | Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Liabilities | 1,876 | |
Money market funds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets | 51,555 | 38,430 |
Money market funds [Member] | Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets | $ 51,555 | $ 38,430 |
Accrued Expenses - Summary of A
Accrued Expenses - Summary of Accrued Expenses (Detail) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Payables and Accruals [Abstract] | ||
Accrued research and development costs | $ 890 | $ 1,614 |
Accrued compensation | 901 | 961 |
Accrued professional fees | 1,176 | 564 |
Miscellaneous accrued expenses | 188 | 382 |
Total accrued expenses | $ 3,155 | $ 3,521 |
Series B Tranche Rights - Summa
Series B Tranche Rights - Summary of Series B Tranche Rights Liability (Detail) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Beginning Balance | $ 1,876 | |
Reclassification of Series B Tranche Rights liability upon settlement | (35,826) | $ (47,303) |
Series B tranche rights [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Beginning Balance | 1,876 | |
Change in fair value | 11,256 | |
Reclassification of Series B Tranche Rights liability upon settlement | (13,132) | |
Ending Balance |
Series B Tranche Rights - Addit
Series B Tranche Rights - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | Sep. 01, 2020 | Sep. 30, 2020 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Proceeds from issuance of Series B preferred stock and tranche liability | $ 35,826 | $ 47,303 | ||||
Fair value adjustments of rights liability | $ 10,631 | 11,256 | ||||
Series B Tranche Rights [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Proceeds from issuance of Series B preferred stock and tranche liability | 13,132 | |||||
Settlement of Series B tranche rights liability | $ 13,100 | |||||
Warrant liability fair value per share | $ 1.18 | $ 1.18 | $ 1.18 | |||
Fair value adjustments of rights liability | $ 10,600 | |||||
Series B Tranche Rights [Member] | Measurement Input, Discount Rate [Member] | Minimum [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Warrants and rights outstanding measurement | 0.20% | 0.20% | 0.20% | |||
Series B Tranche Rights [Member] | Measurement Input, Discount Rate [Member] | Maximum [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Warrants and rights outstanding measurement | 1.90% | 1.90% | 1.90% | |||
Series B Tranche Rights [Member] | Measurement Input Probability Of Achievement [Member] | Minimum [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Warrants and rights outstanding measurement | 85.00% | 85.00% | 85.00% | |||
Series B Tranche Rights [Member] | Measurement Input Probability Of Achievement [Member] | Maximum [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Warrants and rights outstanding measurement | 90.00% | 90.00% | 90.00% | |||
Series B [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Issuance of Series B preferred stock (Shares) | 41,690,117 | 55,486,215 | ||||
Share price | $ 0.8597 | $ 0.8597 | $ 0.8597 | |||
Settlement of Series B tranche rights liability | $ 13,132 | |||||
Series B [Member] | Tranche Two [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Issuance of Series B preferred stock (Shares) | 41,690,117 | 41,690,177 | 41,690,117 | |||
Share price | $ 0.8597 | $ 0.8597 | $ 0.8597 | $ 0.8597 | ||
Proceeds from issuance of Series B preferred stock and tranche liability | $ 35,800 | $ 35,800 |
Redeemable Convertible Prefer_2
Redeemable Convertible Preferred Stock - Additional information (Detail) - USD ($) $ / shares in Units, $ in Thousands | Oct. 14, 2020 | Oct. 06, 2020 | Sep. 01, 2020 | Nov. 27, 2019 | Sep. 30, 2020 | Aug. 27, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Jun. 30, 2020 | Dec. 31, 2019 | Nov. 30, 2019 | Aug. 31, 2019 | Jun. 30, 2019 | Dec. 31, 2018 | Sep. 06, 2018 |
Redeemable Noncontrolling Interest [Line Items] | |||||||||||||||||
Preferred stock, shares authorized | 10,000,000 | 10,000,000 | 10,000,000 | ||||||||||||||
Preferred stock, par or stated value per share | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||||||||||||||
Proceeds from issuance of Series B preferred stock and tranche liability | $ 35,826 | $ 47,303 | |||||||||||||||
Payments of stock issuance costs | $ 563 | ||||||||||||||||
Preferred stock, shares outstanding | 0 | 0 | 0 | ||||||||||||||
Common Stock [Member] | |||||||||||||||||
Redeemable Noncontrolling Interest [Line Items] | |||||||||||||||||
Convertible preferred stock, shares | 14,951,519 | 14,951,519 | 14,951,519 | ||||||||||||||
Subsequent Event [Member] | |||||||||||||||||
Redeemable Noncontrolling Interest [Line Items] | |||||||||||||||||
Preferred stock, shares authorized | 10,000,000 | 10,000,000 | |||||||||||||||
Preferred stock, par or stated value per share | $ 0.0001 | $ 0.0001 | |||||||||||||||
Gross proceeds from issuance initial public offering | $ 98,400 | ||||||||||||||||
Preferred stock, shares outstanding | 0 | ||||||||||||||||
Subsequent Event [Member] | Common Stock [Member] | |||||||||||||||||
Redeemable Noncontrolling Interest [Line Items] | |||||||||||||||||
Convertible preferred stock, shares | 14,951,519 | ||||||||||||||||
Subsequent Event [Member] | Minimum [Member] | |||||||||||||||||
Redeemable Noncontrolling Interest [Line Items] | |||||||||||||||||
Gross proceeds from issuance initial public offering | 50,000 | ||||||||||||||||
Market capitalization | $ 200,000 | ||||||||||||||||
Redeemable Convertible Preferred Stock [Member] | |||||||||||||||||
Redeemable Noncontrolling Interest [Line Items] | |||||||||||||||||
Temporary equity, shares authorized | 180,725,292 | 180,725,292 | 180,725,292 | ||||||||||||||
Temporary equity, par value | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||||||||||||||
Temporary equity, liquidation preference per share | $ 0.80 | $ 0.80 | $ 0.80 | ||||||||||||||
Preferred stock voting rights | Each share of Series B and Series A-1 were entitled to the number of votes equal to the number of shares of common stock into which each share of Series B and Series A-1 were convertible at the time of such vote. | ||||||||||||||||
Redeemable Convertible Preferred Stock [Member] | Subsequent Event [Member] | |||||||||||||||||
Redeemable Noncontrolling Interest [Line Items] | |||||||||||||||||
Preferred stock, conversion ratio | 0.0827 | ||||||||||||||||
Series A One Redeemable Convertible Preferred Stock [Member] | |||||||||||||||||
Redeemable Noncontrolling Interest [Line Items] | |||||||||||||||||
Temporary equity, shares authorized | 76,500,000 | 76,500,000 | 76,500,000 | 76,500,000 | |||||||||||||
Temporary equity, par value | $ 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||||||||||||
Temporary equity, shares issued | 76,500,000 | 76,500,000 | 76,500,000 | 76,500,000 | |||||||||||||
Temporary equity, shares outstanding | 76,500,000 | 76,500,000 | 76,499,992 | 76,500,000 | 76,499,992 | 76,499,992 | 76,500,000 | 76,499,992 | 76,499,992 | ||||||||
Convertible preferred stock, shares | 6,328,894 | 6,328,894 | 6,328,894 | ||||||||||||||
Share price | $ 0.80 | $ 0.80 | $ 0.80 | ||||||||||||||
Temporary equity, liquidation preference | $ 68,436 | $ 68,436 | $ 68,436 | ||||||||||||||
Minimum outstanding shares required for voting rights | 2,250,000 | 2,250,000 | 2,250,000 | ||||||||||||||
Preferred stock dividend per share | $ 0.064 | ||||||||||||||||
Series A One Redeemable Convertible Preferred Stock [Member] | Investors [Member] | |||||||||||||||||
Redeemable Noncontrolling Interest [Line Items] | |||||||||||||||||
Temporary equity, shares outstanding | 168,750 | ||||||||||||||||
Convertible preferred stock, shares | 13,959 | ||||||||||||||||
Series B Redeemable Convertible Preferred Stock [Member] | |||||||||||||||||
Redeemable Noncontrolling Interest [Line Items] | |||||||||||||||||
Temporary equity, shares authorized | 104,225,000 | 104,225,000 | 104,225,000 | 104,225,000 | 92,477,021 | ||||||||||||
Temporary equity, par value | $ 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||||||||||||
Temporary equity, shares issued | 104,225,000 | 104,225,000 | 104,225,000 | 62,535,000 | |||||||||||||
Temporary equity, shares outstanding | 104,225,000 | 104,225,000 | 55,486,215 | 104,225,000 | 55,486,215 | 62,535,183 | 62,535,000 | ||||||||||
Convertible preferred stock, shares | 8,622,625 | 8,622,625 | 8,622,625 | ||||||||||||||
Issuance of Series B preferred stock (Shares) | 41,690,117 | 55,486,215 | |||||||||||||||
Share price | $ 0.8597 | $ 0.8597 | $ 0.8597 | ||||||||||||||
Temporary equity, additional shares authorized | 11,748,279 | ||||||||||||||||
Payments of stock issuance costs | $ 400 | ||||||||||||||||
Temporary equity, liquidation preference | $ 94,492 | $ 94,492 | $ 94,492 | ||||||||||||||
Preferred stock, conversion basis | one share of common stock for every 10 shares of Series B | ||||||||||||||||
Preferred stock dividend per share | $ 0.06877 | ||||||||||||||||
Series B Redeemable Convertible Preferred Stock [Member] | Subsequent Event [Member] | Minimum [Member] | |||||||||||||||||
Redeemable Noncontrolling Interest [Line Items] | |||||||||||||||||
Percentage of consent or vote required for conversion of preferred Shares | 68.00% | ||||||||||||||||
Series B Redeemable Convertible Preferred Stock [Member] | Tranche One [Member] | |||||||||||||||||
Redeemable Noncontrolling Interest [Line Items] | |||||||||||||||||
Issuance of Series B preferred stock (Shares) | 7,048,968 | 55,486,215 | |||||||||||||||
Share price | $ 0.8597 | ||||||||||||||||
Proceeds from issuance of Series B preferred stock and tranche liability | $ 6,100 | $ 47,700 | |||||||||||||||
Series B Redeemable Convertible Preferred Stock [Member] | Tranche Two [Member] | |||||||||||||||||
Redeemable Noncontrolling Interest [Line Items] | |||||||||||||||||
Issuance of Series B preferred stock (Shares) | 41,690,117 | 41,690,177 | 41,690,117 | ||||||||||||||
Share price | $ 0.8597 | $ 0.8597 | $ 0.8597 | $ 0.8597 | |||||||||||||
Proceeds from issuance of Series B preferred stock and tranche liability | $ 35,800 | $ 35,800 |
Common Stock - Summary of Non-V
Common Stock - Summary of Non-Vested Restricted Stock Activity (Detail) - $ / shares | 9 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Vested | 20,000 | 90,000 |
Restricted Stock [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Balance at December 31, 2019 | 41,602 | |
Vested | 19,197 | |
Balance at September 30, 2020 | 22,405 | |
Balance at December 31, 2019 | $ 1.57 | |
Vested | 1.57 | |
Balance at September 30, 2020 | $ 1.57 |
Common Stock - Summary of Reser
Common Stock - Summary of Reserved Shares of Common Stock (Detail) - shares | Sep. 30, 2020 | Dec. 31, 2019 |
Exercise of Common Stock Warrants | 71,544 | |
Exercise of options to purchase common stock | 2,109,151 | 1,991,066 |
Shares available for issuance under the 2016 Plan | 19,048 | |
Total | 17,173,667 | |
Exercise of options to purchase common stock [Member] | ||
Exercise of options to purchase common stock | 2,109,151 | |
Restricted Stock [Member] | ||
Vesting of restricted stock | 22,405 | 41,602 |
Conversion of Series A-1 [Member] | ||
Conversion of Series | 6,328,894 | |
Conversion of Series B [Member] | ||
Conversion of Series | 8,622,625 |
Common Stock - Additional Infor
Common Stock - Additional Information (Detail) - $ / shares | 9 Months Ended | ||
Sep. 30, 2020 | Oct. 14, 2020 | Dec. 31, 2019 | |
Common stock, voting rights | Each share of common stock is entitled to one vote. | ||
Common stock, shares authorized | 227,000,000 | 227,000,000 | |
Common stock, par or stated value per share | $ 0.0001 | $ 0.0001 | |
Warrants or rights, number of shares called | 71,544 | ||
Common Stock Warrants [Member] | |||
Warrants or rights, number of shares called | 71,544 | ||
Warrants or rights, exercise price | $ 1.21 | ||
Restricted Stock [Member] | Founders [Member] | |||
Share-based payment award, award vesting percentage | 25.00% | ||
Share based payment award, award vesting period | 4 years | ||
Subsequent Event [Member] | |||
Common stock, shares authorized | 100,000,000 | ||
Common stock, par or stated value per share | $ 0.0001 |
Equity Incentive Plan - Additio
Equity Incentive Plan - Additional Information (Detail) - USD ($) | Jan. 01, 2021 | Sep. 30, 2020 | Sep. 23, 2020 | Sep. 01, 2019 | Nov. 30, 2018 | Mar. 31, 2016 | Oct. 31, 2020 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Common stock reserved for future issuance | 17,173,667 | 17,173,667 | 17,173,667 | ||||||||
Aggregate number of outstanding shares of common stock | 1.00% | ||||||||||
Share based payment awards options granted | 182,147 | ||||||||||
Share based compensation expenses | $ 340,000 | $ 201,000 | $ 959,000 | $ 411,000 | |||||||
Fair value of restricted shares vested | 20,000 | 90,000 | |||||||||
Common stock reserved for future issuance | 19,048 | 19,048 | 19,048 | ||||||||
Share based compensation options vested | 21,485 | ||||||||||
Restricted Stock [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Share based compensation expenses | $ 8,000 | $ 27,000 | $ 24,000 | $ 89,000 | |||||||
Fair value of restricted shares vested | 19,197 | ||||||||||
2016 Plan [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Share based payment awards options granted | 363,150 | ||||||||||
Share based compensation expenses | $ 0 | ||||||||||
Weighted average grant date fair value of options granted | $ 5.36 | $ 3.24 | |||||||||
Unrecognized compensation expense related to stock options | $ 3.8 | $ 3.8 | $ 3.8 | ||||||||
Unrecognized compensation expense related to stock options weighted average period | 3 years | ||||||||||
2016 Plan [Member] | Restricted Stock [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Common stock reserved for future issuance | 2,736,105 | ||||||||||
Share based payment awards options granted | 28,647 | 85,943 | |||||||||
Share based payment awards vestings rights description | This grant is included in the outstanding options in the summary table below. Vesting of the option is based on certain performance criteria and shall vest as follows: (i) 16.66% of the shares vested upon the first closing of the Company’s Series B stock financing, (ii) 33.33% of the shares vest in 24 equal monthly installments beginning with the first month following the initial closing of the Series B stock financing, (iii) 25% of the shares vested upon the IPO and (iv) 25% of the shares vest in 24 equal monthly installments beginning with the first month following the IPO. | ||||||||||
Common stock reserved for future issuance | 19,048 | 19,048 | 19,048 | ||||||||
Share based compensation options vested | 14,323 | ||||||||||
2016 Plan [Member] | Restricted Stock [Member] | Share-based payment arrangement, tranche one [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Share based payment awards vestings rights | 16.66% | ||||||||||
2016 Plan [Member] | Restricted Stock [Member] | Share-based payment arrangement, tranche two [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Share based payment awards vestings rights | 33.33% | ||||||||||
2016 Plan [Member] | Restricted Stock [Member] | Share-based payment arrangement, tranche three [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Share based payment awards vestings rights | 25.00% | ||||||||||
2016 Plan [Member] | Restricted Stock [Member] | Share-based payment arrangement, tranche four [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Share based payment awards vestings rights | 25.00% | ||||||||||
2016 Plan [Member] | Restricted Stock [Member] | Maximum [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Share based payment award, award vesting period | 4 years | ||||||||||
2016 Plan [Member] | Restricted Stock [Member] | Minimum [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Share based payment award, award vesting period | 3 years | ||||||||||
2020 Plan [Member] | Restricted Stock [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Common stock reserved for future issuance | 2,800,000 | ||||||||||
Share based payment award description | The number of shares reserved for issuance under the 2020 Plan will increase automatically on January 1 of each of 2021 through 2030 by the number of shares equal to the lesser of 5% of the aggregate number of outstanding shares of common stock as of the immediately preceding December 31, or a number as may be determined by the board of directors. | ||||||||||
Aggregate number of outstanding shares of common stock | 5.00% | ||||||||||
Employee stock purchase plan [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Common stock reserved for future issuance | 280,000 | ||||||||||
Share based payment award description | The aggregate number of shares reserved for sale under the ESPP will increase automatically on January 1st of each fiscal year starting on January 1, 2021 and ending on and including January 1, 2030, by the number of shares equal to the lesser of (a) 1% of the total number of shares of common stock outstanding on the last day of the fiscal year prior to the date of such automatic increase and (b) 560,000 shares, provided that prior to the date of any such increase, the board of directors may determine a less number of shares for such increase. | ||||||||||
Share based payments shares increase decrease | 560,000 |
Equity Incentive Plan - Summary
Equity Incentive Plan - Summary of Total Stock-based Compensation Including Both Stock Option Awards And Restricted Stock (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Share based compensation expenses | $ 340 | $ 201 | $ 959 | $ 411 |
Restricted Stock [Member] | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Share based compensation expenses | 8 | 27 | 24 | 89 |
Stock options [Member] | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Share based compensation expenses | 332 | 174 | 935 | 322 |
General and administrative [Member] | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Share based compensation expenses | 172 | 112 | 512 | 255 |
Research and development [Member] | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Share based compensation expenses | $ 168 | $ 89 | $ 447 | $ 156 |
Equity Incentive Plan - Summa_2
Equity Incentive Plan - Summary of Option Activity (Detail) - USD ($) $ / shares in Units, $ in Thousands | 9 Months Ended |
Sep. 30, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Shares,Outstanding at December 31, 2019 | 1,991,066 |
Shares, Granted | 182,147 |
Shares, Exercised | 64,062 |
Shares, Outstanding at September 30, 2020 | 2,109,151 |
Shares, Vested at September 30, 2020 | 791,272 |
Weighted average exercise price, Outstanding at December 31, 2019 | $ 3.41 |
Weighted average exercise price, Granted | 7.47 |
Weighted average exercise price, Exercised | 1.70 |
Weighted average exercise price, Outstanding at September 30, 2020 | 3.81 |
Weighted average exercise price, Vested at September 30, 2020 | $ 2.70 |
Weighted- Average remaining contractual term (years), Outstanding at September 30, 2020 | 8 years 4 months 24 days |
Weighted- Average remaining contractual term (years), Vested at September 30, 2020 | 7 years 9 months 18 days |
Aggregate intrinsic value, Outstanding at September 30, 2020 | $ 23,604 |
Aggregate intrinsic value, Vested at September 30, 2020 | $ 9,736 |
Commitments and Contingencies-S
Commitments and Contingencies-Summary OF Future Minimum Lease Payments (Details) $ in Thousands | Sep. 30, 2020USD ($) |
Lessee, Operating Lease, Liability, Payment, Due [Abstract] | |
2020 (three months remaining) | $ 370 |
2021 | 1,523 |
2022 | 1,569 |
2023 | 1,616 |
2024 | 48 |
Total | $ 5,126 |
Commitments and Contingencies -
Commitments and Contingencies -Additional Information (Details) - USD ($) $ in Millions | Sep. 30, 2020 | Jun. 30, 2020 | Jul. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Mar. 31, 2016 |
Operating lease terms of contract | 7 years | ||||||||||
Potential future milestone payments | $ 7.6 | $ 0.8 | |||||||||
Series A One Redeemable Convertible Preferred Stock [Member] | |||||||||||
Percentage of net sales of company products discovered or developed prior to an IPO | 1.00% | ||||||||||
Approval Of Product [Member] | Series A One Redeemable Convertible Preferred Stock [Member] | |||||||||||
Revenue received on approval of product | $ 1 | ||||||||||
Ospedale San Raffaele Srl and Fondazione Telethon [Member] | |||||||||||
Potential future milestone payments | $ 5.7 | ||||||||||
Ospedale San Raffaele Srl and Fondazione Telethon [Member] | Annual Membership Fees [Member] | |||||||||||
Annual maintenance fee | 3.9 | ||||||||||
University of Pittsburgh [Member] | |||||||||||
Potential future milestone payments | $ 2.6 | ||||||||||
Northwestern University [Member] | |||||||||||
Potential future milestone payments | $ 4.1 | ||||||||||
WuXi Biologics Ireland Limited [Member] | |||||||||||
Initial payment made | $ 0.3 | ||||||||||
WuXi Biologics Ireland Limited [Member] | Clinical milestone payments [Member] | |||||||||||
Potential future milestone payments | 8 | ||||||||||
WuXi Biologics Ireland Limited [Member] | Commercial milestone payments [Member] | |||||||||||
Potential future milestone payments | $ 27 | ||||||||||
Office Space [Member] | |||||||||||
Rent expenses for lease | $ 0.4 | $ 0.4 | $ 1.1 | $ 1.1 | |||||||
Lab Space [Member] | |||||||||||
Rent expenses for lease | $ 0.4 | 1.1 | $ 1.1 | ||||||||
Deferred Rent [Member] | |||||||||||
Cash incentives from the landlord | $ 2.7 | ||||||||||
Research and Development Expense [Member] | Ospedale San Raffaele Srl and Fondazione Telethon [Member] | |||||||||||
Initial payment made | $ 0.1 | ||||||||||
Research and Development Expense [Member] | University of Pittsburgh [Member] | |||||||||||
Initial payment made | $ 0.1 | ||||||||||
Research and Development Expense [Member] | Northwestern University [Member] | |||||||||||
Initial payment made | $ 0.1 |
Net Loss Per Share - Summary of
Net Loss Per Share - Summary of Antidilutive Securities Excluded From Computation of Earnings Per Share (Detail) - shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive Securities dilute basic net loss per share | 17,154,619 | 12,985,163 | 17,154,619 | 12,985,163 |
Series A-1 [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive Securities dilute basic net loss per share | 6,328,894 | 6,328,894 | 6,328,894 | 6,328,894 |
Series B [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive Securities dilute basic net loss per share | 8,622,625 | 4,590,404 | 8,622,625 | 4,590,404 |
Outstanding stock options [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive Securities dilute basic net loss per share | 2,109,151 | 1,936,493 | 2,109,151 | 1,936,493 |
Restricted stock [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive Securities dilute basic net loss per share | 22,405 | 57,828 | 22,405 | 57,828 |
Common stock warrants [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive Securities dilute basic net loss per share | 71,544 | 71,544 | 71,544 | 71,544 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Millions | Oct. 14, 2020 | Oct. 06, 2020 | Sep. 30, 2020 | Dec. 31, 2019 |
Subsequent Event [Line Items] | ||||
Common stock, shares authorized | 227,000,000 | 227,000,000 | ||
Preferred stock, shares authorized | 10,000,000 | |||
Common stock, par or stated value per share | $ 0.0001 | $ 0.0001 | ||
Preferred stock, par or stated value per share | $ 0.0001 | |||
Common Stock [Member] | ||||
Subsequent Event [Line Items] | ||||
Convertible preferred stock, shares | 14,951,519 | |||
Subsequent Event [Member] | ||||
Subsequent Event [Line Items] | ||||
Gross proceeds from issuance initial public offering | $ 98.4 | |||
Proceeds from issuance of initial public offer | $ 88.2 | |||
Common stock, shares authorized | 100,000,000 | |||
Preferred stock, shares authorized | 10,000,000 | 10,000,000 | ||
Common stock, par or stated value per share | $ 0.0001 | |||
Preferred stock, par or stated value per share | $ 0.0001 | $ 0.0001 | ||
Subsequent Event [Member] | Common Stock [Member] | ||||
Subsequent Event [Line Items] | ||||
Convertible preferred stock, shares | 14,951,519 | |||
Subsequent Event [Member] | IPO [Member] | ||||
Subsequent Event [Line Items] | ||||
Stock issued during period, shares, new issues | 5,800,000 | |||
Share issue price | $ 15 | |||
Subsequent Event [Member] | Over-Allotment Option [Member] | ||||
Subsequent Event [Line Items] | ||||
Stock issued during period, shares, new issues | 757,991 | |||
Share issue price | $ 15 |