Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2023 | Nov. 09, 2023 | |
Cover [Abstract] | ||
Entity Registrant Name | Spruce Biosciences, Inc. | |
Entity Central Index Key | 0001683553 | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2023 | |
Trading Symbol | SPRB | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q3 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Common Stock, Shares Outstanding | 40,710,692 | |
Entity Shell Company | false | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Small Business | true | |
Entity File Number | 001-39594 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 81-2154263 | |
Entity Address, Address Line One | 611 Gateway Boulevard | |
Entity Address, Address Line Two | Suite 740 | |
Entity Address, City or Town | South San Francisco | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 94080 | |
City Area Code | 415 | |
Local Phone Number | 655-4168 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Title of 12(b) Security | Common Stock, par value $0.0001 per share | |
Security Exchange Name | NASDAQ |
CONDENSED BALANCE SHEETS (Unaud
CONDENSED BALANCE SHEETS (Unaudited) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 98,801 | $ 24,487 |
Short-term investments | 9,231 | 54,590 |
Prepaid expenses | 2,687 | 3,320 |
Other current assets | 419 | 1,211 |
Total current assets | 111,138 | 83,608 |
Right-of-use assets | 1,240 | 1,400 |
Other assets | 607 | 640 |
Total assets | 112,985 | 85,648 |
Current liabilities: | ||
Accounts payable | 3,152 | 1,426 |
Accrued expenses and other current liabilities | 11,616 | 9,399 |
Term loan, current portion | 1,622 | 1,622 |
Deferred revenue, current portion | 7,798 | 0 |
Total current liabilities | 24,188 | 12,447 |
Lease liabilities, net of current portion | 1,083 | 1,261 |
Term loan, net of current portion | 2,113 | 3,293 |
Other liabilities | 220 | 161 |
Total liabilities | 27,604 | 17,162 |
Commitments and contingencies | ||
Stockholders’ equity: | ||
Preferred stock, $0.0001 par value; 10,000,000 shares authorized and no shares issued or outstanding as of Septmber 30, 2023 and December 31, 2022 | 0 | 0 |
Common stock, $0.0001 par value; 200,000,000 shares authorized as of September 30, 2023 and December 31, 2022; 40,710,692 and 23,601,004 shares issued and outstanding as of September 30, 2023 and December 31, 2022, respectively | 4 | 3 |
Additional paid-in capital | 272,662 | 218,354 |
Accumulated other comprehensive loss | (3) | (558) |
Accumulated deficit | (187,282) | (149,313) |
Total stockholders equity | 85,381 | 68,486 |
Total liabilities and stockholders’ equity | $ 112,985 | $ 85,648 |
CONDENSED BALANCE SHEETS (Paren
CONDENSED BALANCE SHEETS (Parenthetical) (Unaudited) - $ / shares | Sep. 30, 2023 | Dec. 31, 2022 |
Statement of Financial Position [Abstract] | ||
Preferred Stock, Par Value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, shares issued | 40,710,692 | 23,601,004 |
Common stock, shares outstanding | 40,710,692 | 23,601,004 |
CONDENSED STATEMENTS OF OPERATI
CONDENSED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Income Statement [Abstract] | ||||
Collaboration revenue | $ 3,073 | $ 0 | $ 7,202 | $ 0 |
Operating expenses: | ||||
Research and development | 13,494 | 8,791 | 38,332 | 26,359 |
General and administrative | 3,237 | 2,766 | 9,699 | 8,814 |
Total operating expenses | 16,731 | 11,557 | 48,031 | 35,173 |
Loss from operations | (13,658) | (11,557) | (40,829) | (35,173) |
Interest expense | (119) | (110) | (377) | (291) |
Interest and other income, net | 1,423 | 266 | 3,237 | 428 |
Net loss | (12,354) | (11,401) | (37,969) | (35,036) |
Other comprehensive gain (loss), net of tax: | ||||
Unrealized gain (loss) on available for sale securities | 52 | (28) | 555 | (689) |
Total comprehensive loss | $ (12,302) | $ (11,429) | $ (37,414) | $ (35,725) |
Net loss per share, basic | $ (0.3) | $ (0.48) | $ (1.01) | $ (1.49) |
Net loss per share, diluted | $ (0.3) | $ (0.48) | $ (1.01) | $ (1.49) |
Weighted-average shares of common stock outstanding, basic | 40,710,692 | 23,560,250 | 37,751,865 | 23,515,651 |
Weighted-average shares of common stock outstanding, diluted | 40,710,692 | 23,560,250 | 37,751,865 | 23,515,651 |
CONDENSED STATEMENT OF STOCKHOL
CONDENSED STATEMENT OF STOCKHOLDERS' EQUITY (Unaudited) - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Loss | Accumulated Deficit |
Balance at Dec. 31, 2021 | $ 111,371 | $ 3 | $ 214,685 | $ (184) | $ (103,133) |
Balance, Shares at Dec. 31, 2021 | 23,491,881 | ||||
Exercise of common stock options | 2 | 2 | |||
Exercise of common stock options, Shares | 992 | ||||
Issuance of common stock related to employee stock purchase plan | 38 | 38 | |||
Issuance of common stock related to employee stock purchase plan, Shares | 25,545 | ||||
Issuance of common stock related to vesting of restricted stock units, net of tax withholdings | (40) | (40) | |||
Issuance of common stock related to vesting of restricted stock units, net of tax withholdings, shares | 41,832 | ||||
Stock-based compensation | 2,829 | 2,829 | |||
Unrealized gain (loss) on available for sale securities | (689) | (689) | |||
Net loss | (35,036) | (35,036) | |||
Balance at Sep. 30, 2022 | 78,475 | $ 3 | 217,514 | (873) | (138,169) |
Balance, Shares at Sep. 30, 2022 | 23,560,250 | ||||
Balance at Jun. 30, 2022 | 89,121 | $ 3 | 216,731 | (845) | (126,768) |
Balance, Shares at Jun. 30, 2022 | 23,560,250 | ||||
Stock-based compensation | 783 | 783 | |||
Unrealized gain (loss) on available for sale securities | (28) | (28) | |||
Net loss | (11,401) | (11,401) | |||
Balance at Sep. 30, 2022 | 78,475 | $ 3 | 217,514 | (873) | (138,169) |
Balance, Shares at Sep. 30, 2022 | 23,560,250 | ||||
Balance at Dec. 31, 2022 | $ 68,486 | $ 3 | 218,354 | (558) | (149,313) |
Balance, Shares at Dec. 31, 2022 | 23,601,004 | 23,601,004 | |||
Exercise of pre-funded warrants | $ 8 | 8 | |||
Exercise of pre-funded warrants, Shares | 800,000 | ||||
Issuance of common stock related to employee stock purchase plan | 99 | 99 | |||
Issuance of common stock related to employee stock purchase plan, Shares | 102,984 | ||||
Issuance of common stock related to vesting of restricted stock units, net of tax withholdings | (94) | (94) | |||
Issuance of common stock related to vesting of restricted stock units, net of tax withholdings, shares | 90,704 | ||||
Issuance of common stock and warrants, net of offering costs, shares | 16,116,000 | ||||
Issuance of common stock and warrants, net of offering costs | 50,895 | $ 1 | 50,894 | ||
Stock-based compensation | 3,401 | 3,401 | |||
Unrealized gain (loss) on available for sale securities | 555 | 555 | |||
Net loss | (37,969) | (37,969) | |||
Balance at Sep. 30, 2023 | $ 85,381 | $ 4 | 272,662 | (3) | (187,282) |
Balance, Shares at Sep. 30, 2023 | 40,710,692 | 40,710,692 | |||
Balance at Jun. 30, 2023 | $ 96,561 | $ 4 | 271,540 | (55) | (174,928) |
Balance, Shares at Jun. 30, 2023 | 40,710,692 | ||||
Stock-based compensation | 1,122 | 1,122 | |||
Unrealized gain (loss) on available for sale securities | 52 | 52 | |||
Net loss | (12,354) | (12,354) | |||
Balance at Sep. 30, 2023 | $ 85,381 | $ 4 | $ 272,662 | $ (3) | $ (187,282) |
Balance, Shares at Sep. 30, 2023 | 40,710,692 | 40,710,692 |
CONDENSED STATEMENT OF STOCKH_2
CONDENSED STATEMENT OF STOCKHOLDERS' EQUITY (Parenthetical) (Unaudited) $ in Thousands | 9 Months Ended |
Sep. 30, 2023 USD ($) | |
Statement of Stockholders' Equity [Abstract] | |
Offering costs | $ 2,721 |
CONDENSED STATEMENTS OF CASH FL
CONDENSED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Operating activities | ||
Net loss | $ (37,969) | $ (35,036) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Stock-based compensation expense | 3,401 | 2,829 |
Depreciation and amortization | 54 | 50 |
Net amortization (accretion) of premium/discount on available-for-sale securities | (570) | 109 |
Non-cash lease expense | 171 | 250 |
Loss on disposal of property and equipment | 2 | 0 |
Changes in operating assets and liabilities: | ||
Prepaid expenses and other current assets | 945 | 140 |
Other assets | 110 | 78 |
Accounts payable | 1,726 | (642) |
Accrued expenses and other current liabilities | 2,394 | 2,506 |
Deferred revenue | 7,798 | 0 |
Other liabilities | (128) | (229) |
Net cash used in operating activities | (22,066) | (29,945) |
Investing activities | ||
Purchase of investments | (11,881) | (33,869) |
Purchases of property and equipment | (7) | (8) |
Proceeds from maturities of investments | 58,365 | 43,000 |
Net cash provided by investing activities | 46,477 | 9,123 |
Financing activities | ||
Proceeds from issuance of common stock and warrants | 53,616 | 0 |
Proceeds from issuance of common stock related to employee stock purchase plan | 99 | 38 |
Proceeds from exercise of pre-funded warrants | 8 | 0 |
Proceeds from exercise of common stock options | 0 | 2 |
Tax withholding payments on restricted stock units | (94) | (40) |
Repayment of term loan | (1,216) | 0 |
Payment of offering costs | (2,721) | (277) |
Net cash provided by (used in) financing activities | 49,692 | (277) |
Net increase in cash, cash equivalents, and restricted cash | 74,103 | (21,099) |
Cash, cash equivalents, and restricted cash at beginning of period | 24,732 | 42,964 |
Cash, cash equivalents, and restricted cash at end of period | 98,835 | 21,865 |
Reconciliation of cash, cash equivalents, and restricted cash | ||
Cash and cash equivalents | 98,801 | 21,649 |
Restricted cash, long-term (included in other assets) | 34 | 216 |
Total cash, cash equivalents and restricted cash | $ 98,835 | $ 21,865 |
Organization and Principal Acti
Organization and Principal Activities | 9 Months Ended |
Sep. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Principal Activities | 1. Organization and Principal Activities Description of Business Spruce Biosciences, Inc. (the “Company”) is a late-stage biopharmaceutical company focused on developing and commercializing novel therapies for rare endocrine disorders with significant unmet medical need. The Company is initially developing its wholly-owned product candidate, tildacerfont, as the potential first non-steroidal therapy for patients suffering from classic congenital adrenal hyperplasia (“CAH”). The Company is also developing tildacerfont for females suffering from polycystic ovary syndrome (“PCOS”). The Company is located in South San Francisco, California and was incorporated in the state of Delaware in April 2016. Private Placement of Common Stock and Warrants In February 2023, the Company entered into a Securities Purchase Agreement (the “Purchase Agreement”) with certain institutional investors (the “Purchasers”), pursuant to which the Company agreed to sell and issue (i) 16,116,000 shares of the Company’s common stock (“Common Stock”), (ii) pre-funded warrants to purchase 800,000 shares of Common Stock (the “Pre-Funded Warrants”) to a Purchaser and (iii) 12,687,000 warrants to purchase Common Stock (the “Standard Warrants” and together with the Pre-Funded Warrants, the “Warrants”) in a private placement transaction (the “Private Placement”). The total gross proceeds to the Company were approximately $ 53.6 million , which does not include any proceeds that may be received upon exercise of the Standard Warrants. Open Market Sales Agreement In February 2022, the U.S. Securities and Exchange Commission (“SEC”) declared effective a registration statement on Form S-3 (the “Shelf Registration”), covering the sale of up to $ 200.0 million of our securities. Also, in February 2022, we entered into an Open Market Sales Agreement SM (the “Sales Agreement”) with Jefferies LLC (“Jefferies”) pursuant to which we may elect to issue and sell, from time to time, shares of Common Stock having an aggregate offering price of up to $ 21.0 million under the Shelf Registration through Jefferies acting as the sales agent and/or principal. As of September 30, 2023, we have not issued any shares of Common Stock under the Sales Agreement. Liquidity and Capital Resources The Company believes that based on its current operating plan, its cash, cash equivalents and investments of $ 108.0 million as of September 30, 2023 will be sufficient to fund its planned operations and debt obligations for at least 12 months following the issuance date of these financial statements. The Company has incurred significant losses and negative cash flows from operations. During the nine months ended September 30, 2023, the Company incurred a net loss of $ 38.0 million and used $ 22.1 million of cash in operations. As of September 30, 2023, the Company had an accumulated deficit of $ 187.3 million and does not expect positive cash flows from operations in the foreseeable future. The Company has funded its operations primarily through the issuance and sale of equity securities, debt and collaboration revenue. The Company anticipates that it will need to raise substantial additional financing in the future to fund its operations. In order to meet these additional cash requirements, the Company may seek to out-license rights to develop and commercialize tildacerfont or sell additional equity or issue debt, convertible debt or other securities that may result in dilution to its stockholders. If the Company raises additional funds through the issuance of debt or convertible debt securities, these securities could have rights senior to those of its shares of Common Stock and could contain covenants that restrict its operations. There can be no assurance that the Company will be able to obtain additional equity or debt financing on terms acceptable to it, if at all. Additional debt financing, if available, would result in increased fixed payment obligations and may involve agreements that include covenants limiting or restricting the Company’s ability to take specific actions such as incurring debt, making capital expenditures or declaring dividends. The Company’s failure to obtain sufficient funds on acceptable terms when needed could have a material adverse effect on its business, results of operations, and financial condition. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Basis of Presentation The financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and applicable rules and regulations of the SEC for interim reporting. As permitted under those rules and regulations, certain notes or other financial information normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. The condensed balance sheet as of September 30, 2023, the condensed statements of operations and comprehensive loss for the three and nine months ended September 30, 2023 and 2022, the condensed statement of stockholders’ equity for the three and nine months ended September 30, 2023 and 2022, and the condensed statements of cash flows for the nine months ended September 30, 2023 and 2022 are unaudited. The interim condensed financial statements have been prepared on the same basis as the annual financial statements and, in the opinion of management, reflect all adjustments, which include only normal, recurring adjustments that are necessary to present fairly the Company’s results for the interim periods presented. The condensed balance sheet as of December 31, 2022 is derived from the Company’s audited financial statements. The results of operations for the three and nine months ended September 30, 2023 are not necessarily indicative of the results to be expected for the year ending December 31, 2023, or for any other future annual or interim period. These interim condensed financial statements should be read in conjunction with the Company’s Annual Report on Form 10-K for the year ended December 31, 2022 filed with the SEC on March 16, 2023 (“Annual Report”). Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and expenses as well as related disclosure of contingent assets and liabilities. Significant estimates and assumptions reflected in these financial statements include, but are not limited to, accrued research and development expenses, revenue recognition, stock-based compensation, and uncertain tax positions. The Company bases its estimates on its historical experience and on assumptions that it believes are reasonable; however, actual results could significantly differ from those estimates. Risks and Uncertainties Any product candidates developed by the Company will require approvals from the U.S. Food and Drug Administration (“FDA”) or foreign regulatory agencies prior to commercial sales. There can be no assurance that the Company’s current and future product candidates will meet desired efficacy and safety requirements to obtain the necessary approvals. If approval is denied or delayed, it may have a material adverse impact on the Company’s business and its financial statements. The Company is subject to a number of risks similar to other late-stage biopharmaceutical companies including, but not limited to, dependency on the clinical success of the Company’s product candidate, tildacerfont, ability to obtain regulatory approval of tildacerfont, the need for substantial additional financing to achieve its goals, uncertainty of broad adoption of its approved products, if any, by physicians and consumers, significant competition, untested manufacturing capabilities, and dependence on key individuals and sole source suppliers. Global economic and business activities continue to face widespread macroeconomic and geopolitical uncertainties, including recent and potential future disruptions in access to bank deposits or lending commitments due to bank failures, labor shortages, inflation and monetary supply shifts, recession risks and potential disruptions from the ongoing wars in Ukraine and Israel and related sanctions. The Company continues to actively monitor the impact of these macroeconomic and geopolitical factors on its financial condition, liquidity, operations, and workforce. The extent of the impact of these factors on the Company’s operational and financial performance, including its ability to execute its business strategies and initiatives in the expected time frame, will depend on future developments, which are uncertain and cannot be predicted; however, any continued or renewed disruption resulting from these factors could negatively impact the Company’s business. Concentration of Credit Risk Financial instruments, which potentially subject the Company to significant concentration of credit risk, consist primarily of cash, cash equivalents and investments. The Company maintains deposits in federally insured financial institutions in excess of federally insured limits. The Company is exposed to credit risk in the event of default by the financial institutions holding its cash and cash equivalents to the extent recorded in the condensed balance sheets. Significant Accounting Policies There have been no significant changes to the significant accounting policies during the three and nine months ended September 30, 2023 , as compared to the significant accounting policies described in the Annual Report, with exception to the below policies. Investments The Company adopted Accounting Standards Update (“ASU”) 2016-13, Measurement of Credit Losses on Financial Instruments , on January 1, 2023. The Company’s investments are classified as available-for-sale and carried at estimated fair values and reported in cash equivalents, short-term investments, or long-term investments. Management determines the appropriate classification of the investments at the time they are acquired and evaluates the appropriateness of such classifications at each balance sheet date. Investments with contractual maturities greater than 12 months are considered long-term investments. For available-for-sale debt securities in an unrealized loss position, the Company first assesses whether it intends to sell, or it is more likely than not that it will be required to sell the security before recovery of its amortized cost basis. If either of the criteria regarding intent or requirement to sell is met, the security’s amortized cost basis is written down to fair value and recognized in interest and other income, net in the statement of operations and comprehensive loss. If neither criteria is met, the Company evaluates whether the decline in fair value is related to credit-related factors or other factors. In making this assessment, management considers the extent to which fair value is less than amortized cost, any changes to the rating of the security by a rating agency, and adverse conditions specifically related to the security, among other factors. Credit-related impairment losses, limited by the amount that the fair value is less than the amortized cost basis, are recorded through an allowance for credit losses in interest and other income, net. Any unrealized losses from declines in fair value below the amortized cost basis as a result of non-credit factors are recognized in accumulated other comprehensive loss, net of tax as a separate component of stockholders’ equity, along with unrealized gains. Realized gains and losses and declines in fair value, if any, on available-for-sale securities are included in interest and other income, net in the statement of operations and comprehensive loss. For purposes of identifying and measuring credit-related impairments, the Company’s policy is to exclude applicable accrued interest from both the fair value and amortized cost basis of the related security. The Company has elected to write-off uncollectible accrued interest receivable balances in a timely manner, which is defined by the Company as when interest due becomes 90 days delinquent. The accrued interest write-off will be recorded by reversing interest income. Accrued interest receivable is recorded in other current assets on the condensed balance sheets. Revenue Recognition The Company recognizes revenues when, or as, the promised goods or services are transferred to customers in an amount that reflects the consideration to which the Company expects to be entitled in exchange for those services. To determine revenue recognition for arrangements, the Company performs the following five steps: (1) identify the contract(s) with a customer; (2) identify the performance obligation(s) in the contract; (3) determine the transaction price; (4) allocate the transaction price to the performance obligation(s) in the contract; and (5) recognize revenue when (or as) the performance obligation(s) are satisfied. The Company has entered into a licensing and collaboration agreement that primarily includes the following: (i) upfront cash consideration; (ii) payments associated with achieving certain milestones; and (iii) royalties based on specified percentages of net product sales, if any. At the initiation of an agreement, the Company analyzes each unit of account within the contract to determine if the counterparty is a customer in the context of the unit of account. At contract inception, the Company assesses the goods or services promised and enforceable in a contract with a customer and identifies those distinct goods and services that represent a performance obligation. If a promised good or service is not distinct, the Company combines that good or service with other promised goods or services until it identifies a bundle of goods or services that is distinct. Promised goods and services that are not material in the context of the contract are not considered performance obligations. Additional goods or services that are exercisable at a customer’s discretion are assessed to determine if they provide a material right to the customer and if so, they are considered performance obligations. The transaction price is the amount of consideration to which the Company expects to be entitled in exchange for transferring promised goods or services to a customer. The consideration promised in a contract with a customer may include fixed amounts, variable amounts, or both. Non-refundable upfront payments are considered fixed consideration and included in the transaction price. At the inception of arrangements that include variable consideration, the Company uses judgment to estimate the amount of variable consideration to include in the transaction price using the most likely method. If it is probable that a significant revenue reversal will not occur, then the estimated amount is included in the transaction price. Milestone payments that are not within the Company’s or the licensee’s control, such as regulatory approvals, are not included in the transaction price until those approvals are received. For arrangements with licenses of intellectual property that include sales-based royalties, including milestone payments based on the level of sales, and if the license is deemed to be the predominant item to which the royalties relate, the Company recognizes royalty revenue and sales-based milestones at the later of (i) when the related sales occur, or (ii) when the performance obligation to which the royalty has been allocated has been satisfied. At the end of each reporting period, the Company re-evaluates the estimated variable consideration included in the transaction price and any related constraint and, as necessary, adjusts the estimate of the overall transaction price. Any adjustments will be recorded on a cumulative catch-up basis, which would affect revenues and earnings in the period of adjustment. If it is determined that multiple performance obligations exist, the transaction price is allocated at the inception of the agreement to all identified performance obligations based on the relative standalone selling prices, unless the consideration is variable and meets the criteria to be allocated entirely to one or more, but not all, performance obligations in the contract. Other components of the transaction price are allocated based on the relative standalone selling price, over which the Company applies significant judgment. The Company develops assumptions that require judgment to determine the standalone selling price for license-related performance obligations under the adjusted market assessment approach, which may include forecasted revenues, development timelines, discount rates and probabilities of success. Revenue is recognized when, or as, the Company satisfies a performance obligation. The Company recognizes revenue over time by measuring the progress toward complete satisfaction of the relevant performance obligation using an appropriate input method based on the nature of the good or service promised to the customer. The Company uses judgment to assess the nature of the performance obligation to determine whether the performance obligation is satisfied over time or at a point in time. The selection of the method to measure progress towards completion requires judgment and is based on the nature of the products or services to be provided. If a customer pays consideration, or the Company has an unconditional right to the consideration, before the satisfaction of the revenue recognition criteria, the amounts are recorded as deferred revenue in the Company’s condensed balance sheet. The current portion of deferred revenue represents the amount of the performance obligation that is expected to be satisfied within the next twelve months. Amounts recognized as revenue prior to receipt or before they are due are recorded as contract assets in the Company’s condensed balance sheet, excluding any amounts presented as accounts receivable. If the Company has an unconditional right to receive consideration, the contract assets are accounted for as accounts receivable and presented separately from contract assets. A net contract asset or liability is presented for each contract with a customer. Emerging Growth Company Status The Company is an emerging growth company (“EGC”) as defined in the Jumpstart Our Business Startups Act of 2012 (“JOBS Act”) and may take advantage of reduced reporting requirements that are otherwise applicable to public companies. Section 107 of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies are required to comply with those standards. The Company has elected to use the extended transition period for complying with new or revised accounting standards. Recently Adopted Accounting Pronouncements In June 2016, the Financial Accounting Standards Board (“FASB”) issued ASU 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”). ASU 2016-13 requires that financial assets measured at amortized cost be presented at the net amount expected to be collected. The measurement of expected credit losses is based on historical experience, current conditions, and reasonable and supportable forecasts that affect collectability. ASU 2016-13 also eliminates the concept of “other-than-temporary” impairment when evaluating available-for-sale debt securities and instead focuses on determining whether any impairment is a result of a credit loss or other factors. An entity will recognize an allowance for credit losses on available-for-sale debt securities rather than an other-than-temporary impairment that reduces the cost basis of the investment. The Company adopted ASU 2016-13 on January 1, 2023 and the adoption did not have any impact on the Company’s financial statements. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 3. Fair Value Measurements Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability, or an exit price, in the principal or most advantageous market for that asset or liability in an orderly transaction between market participants on the measurement date. Fair value measurement establishes a fair value hierarchy that requires an entity to maximize the use of observable inputs, where available, and minimize the use of unobservable inputs when measuring fair value. The Company determined the fair value of financial assets and liabilities using the fair value hierarchy that describes three levels of inputs that may be used to measure fair value, as follows: Level 1 — Quoted prices in active markets for identical assets and liabilities; Level 2 — Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities; and Level 3 — Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. Assets and liabilities measured at fair value are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The Company classifies money market funds, U.S. government treasury securities, and U.S. government agency securities as Level 1 investments as the Company uses quoted prices in active markets for identical assets to determine the fair value. The Company classifies corporate bonds as Level 2 investments as the Company uses quoted prices for similar assets sourced from certain third-party pricing services. The third-party pricing services generally utilize industry standard valuation models for which all significant inputs are observable, either directly or indirectly, to estimate the price or fair value of the securities. The primary input generally includes reported trades of or quotes on the same or similar securities. The Company does not make additional judgments or assumptions made to the pricing data sourced from the third-party pricing services. The following table summarizes the Company’s financial assets measured at fair value on a recurring basis by level within the fair value hierarchy (in thousands): September 30, 2023 Fair Value Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Money market funds Level 1 $ 95,820 $ — $ — $ 95,820 Total cash equivalents 95,820 — — 95,820 U.S. government treasury securities Level 1 4,264 — ( 4 ) 4,260 U.S. government agency securities Level 2 4,970 1 — 4,971 Total short-term investments 9,234 1 ( 4 ) 9,231 Total cash equivalents and investments $ 105,054 $ 1 $ ( 4 ) $ 105,051 December 31, 2022 Fair Value Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Money market funds Level 1 $ 22,496 $ — $ — $ 22,496 Total cash equivalents 22,496 — — 22,496 U.S. government treasury securities Level 1 43,779 1 ( 516 ) 43,264 Corporate bonds Level 2 11,369 — ( 43 ) 11,326 Total short-term investments 55,148 1 ( 559 ) 54,590 Total cash equivalents and investments $ 77,644 $ 1 $ ( 559 ) $ 77,086 There have been no realized gains or losses on available for sale securities for the periods presented. Unrealized gains and losses are included in “accumulated other comprehensive loss” within stockholders’ equity on the condensed balance sheets. Investments that were in an unrealized loss position as of September 30, 2023 and December 31, 2022, consisted of (in thousands): September 30, 2023 Less than 12 months Greater than 12 months Total Fair Value Unrealized Losses Fair Value Unrealized Losses Fair Value Unrealized Losses U.S. government treasury securities $ 4,259 $ ( 4 ) $ - $ - $ 4,259 $ ( 4 ) December 31, 2022 Less than 12 months Greater than 12 months Total Fair Value Unrealized Losses Fair Value Unrealized Losses Fair Value Unrealized Losses U.S. government treasury securities $ 16,743 $ ( 77 ) $ 23,585 $ ( 439 ) $ 40,328 $ ( 516 ) Corporate bonds — — 11,326 ( 43 ) 11,326 ( 43 ) Total short-term investments $ 16,743 $ ( 77 ) $ 34,911 $ ( 482 ) $ 51,654 $ ( 559 ) The Company does not intend to sell the securities in an unrealized loss position and does not expect it will be required to sell the securities before recovery of the unamortized cost basis. Additionally, the Company evaluated its securities for credit losses and considered the decline in market value to be primarily attributable to current economic and market conditions and not credit related. Accordingly, no allowance for credit losses has been recognized as of September 30, 2023. During the three and nine months ended September 30, 2023 and 2022 , the Company did no t recognize any impairment losses related to investments. As of September 30, 2023 and December 31, 2022 , the Company did no t have material accrued interest, which is recorded in other current assets. As of September 30, 2023, the weighted-average remaining contractual maturities of available for sale securities was approximately 2 months . The Company’s cash equivalents and short-term investments are due within one year . The estimated fair value of the term loan was $ 4.0 million and $ 4.9 million as of September 30, 2023 and December 31, 2022, respectively, and was based on market observable interest rates, a Level 2 input. The Company did no t have any financial liabilities recorded at fair value on a recurring or non-recurring basis as of September 30, 2023 and December 31, 2022 . |
Balance Sheet Components
Balance Sheet Components | 9 Months Ended |
Sep. 30, 2023 | |
Text Block [Abstract] | |
Balance Sheet Components | 4. Balance Sheet Components Accrued Expenses and Other Current Liabilities Accrued expenses and other current liabilities consisted of the following (in thousands): September 30, December 31, Accrued research and development expenses $ 8,548 $ 7,449 Accrued compensation and benefits 2,435 1,286 Accrued general and administrative expenses 389 525 Lease liabilities, current portion 244 139 Total accrued expenses and other current liabilities $ 11,616 $ 9,399 Accrued research and development expenses were primarily related to clinical trials and manufacturing of clinical drug supply. |
Leases
Leases | 9 Months Ended |
Sep. 30, 2023 | |
Leases [Abstract] | |
Leases | 5. Leases The Company leases space under a non-cancelable operating lease, which requires the Company to pay base rent, real estate taxes, insurance, general repairs, and maintenance. In December 2022, the Company entered into a non-cancelable operating lease for approximately 6,500 square feet of office space in South San Francisco, California, which commenced in December 2022 and expires in February 2028 (the “South San Francisco Lease”). The Company has an option to extend the lease term of the South San Francisco Lease for an additional three years which has not been included in the lease term as it is not reasonably certain that the Company will exercise this option. |
Term Loan
Term Loan | 9 Months Ended |
Sep. 30, 2023 | |
Debt Disclosure [Abstract] | |
Term Loan | 6. Term Loan In September 2019, the Company entered into a Loan and Security Agreement, as subsequently amended (the “Loan Agreement”) with Silicon Valley Bank (“SVB”) providing for a term loan (the “Term Loan” ) for an aggregate principal amount of $ 4.5 million. In September 2019 and in conn ection with the Loan Agreement, the Company issued a warrant to purchase up to an aggregate of 49,609 shares of Common Stock at $ 1.44 per share. The Company determined the initial fair value of the warrant to be $ 0.1 million using the Black-Scholes option-pricing model. The fair value of the warrant was recorded to equity and as a debt discount, which was being amortized to interest expense using the effective interest method over the term of the Term Loan. In November 2020, the warrant was net-exercised for 46,358 shares of Common Stock. In March 2021, the Company entered into a First Amendment to Loan and Security Agreement (the “First Amendment”), which increased the aggregate principal amount of the Term Loan to $ 30.0 million, of which $ 20.0 million was immediately available under the first tranche (“First Tranche”) and $ 10.0 million was available under the second tranche through December 31, 2022 (“Second Tranche”), subject to the completion of certain clinical or financial milestones. Pursuant to the First Amendment, the Term Loan will mature on January 1, 2026 (the “Maturity Date”). In May 2022, the Company entered into a Second Amendment to Loan and Security Agreement (the “Second Amendment”), which amended the milestones for the Second Tranche, added a liquidity covenant for the Second Tranche and amended the interest and prepayment terms. As of September 30, 2023, the carrying value of the Term Loan was $ 3.7 million , consisting of the outstanding principal under the First Tranche of $ 3.8 million , less unamortized debt discount and issuance costs of $ 49 thousand , w hich are being amortized using the effective interest method over the life of the Term Loan. Commitments available under the Second Tranche of $ 10.0 million expired on December 31, 2022. The Loan Agreement provides for monthly cash interest-only payments following the funding date of each respective tranche and continuing thereafter through December 31, 2022. The Term Loan is subject to a floating per annum interest rate equal to the greater of (a) 0.50 % above the Prime Rate (as defined in the Loan Agreement) or (b) 3.75 %. Following the interest-only period, the outstanding Term Loan balance will be payable in (i) 37 consecutive monthly payments after the end of the interest-only period and continuing on the same day of each month thereafter, in amounts that would fully amortize such Term Loan balance, as of the first business day of the first month following the amended interest-only period, over the repayment period, plus (ii) monthly payments of accrued but unpaid interest. As of September 30, 2023, the stated interest rate of the Term Loan was 9.00 % . The final payment is due on the Maturity Date and includes all outstanding principal plus accrued unpaid interest and an end of term payment totaling $ 0.3 million, which is 6.0 % of the original funded principal amount of the First Tranche (the “Supplemental Final Payment”). The Company may prepay amounts outstanding under the Term Loan at any time provided certain notification conditions are met, in which case, all outstanding principal plus accrued and unpaid interest, the Supplemental Final Payment, a prepayment fee of 1 % or 2 % of the principal amount of the First Tranche, and any bank expenses become due and payable. The Company is subject to customary affirmative and restrictive covenants under the Loan Agreement. The Company’s obligations under the Loan Agreement are secured by a first priority security interest in substantially all of its current and future assets, other than intellectual property. The Company also agreed not to encumber its intellectual property assets, except as permitted by the Loan Agreement . The Loan Agreement also contains customary indemnification obligations and customary events of default, including, among other things, the Company’s failure to fulfill certain obligations under the Loan Agreement and the occurrence of a material adverse change in its business, operations, or condition (financial or otherwise), a material impairment of the prospect of repayment of any portion of the loan, or a material impairment in the perfection or priority of lender’s lien in the collateral or in the value of such collateral. In the event of default by the Company under the Loan Agreement, the lender would be entitled to exercise their remedies thereunder, including the right to accelerate the debt, upon which the Company may be required to repay all amounts then outstanding under the Loan Agreement. As of September 30, 2023, the Company was in compliance with all covenants under the Loan Agreement and there has been no material adverse change. As of September 30, 2023, future payments of principal and interest are as follows (in thousands): Year ending December 31, 2023 (remaining 3 months) $ 488 2024 1,863 2025 1,714 2026 136 Total $ 4,201 Less: interest ( 417 ) Term loan, gross $ 3,784 Less: unamortized debt issuance costs ( 49 ) Less: term loan, current portion ( 1,622 ) Term loan, net of current portion $ 2,113 |
Collaboration and License Agree
Collaboration and License Agreements | 9 Months Ended |
Sep. 30, 2023 | |
Research and Development [Abstract] | |
Collaboration and License Agreements | 7. Collaboration and License Agreements Eli Lily and Company In May 2016, the Company entered into a license agreement (the “Lilly License Agreement”), with Eli Lilly and Company (“Lilly”). Pursuant to the terms of the Lilly License Agreement, Lilly granted the Company an exclusive, worldwide, royalty bearing, sublicensable license under certain technology, patent rights, know-how and proprietary materials related to certain compounds, to research, develop, and commercialize such compounds for all pharmaceutical uses. As partial consideration for the rights granted to the Company under the Lilly License Agreement, the Company made a one-time upfront payment to Lilly of $ 0.8 million during the year ended December 31, 2016, which was recorded as research and development expense as there was no alternative use due to the early stage of the technology. The Company is also required to pay Lilly up to an aggregate of $ 23.0 million upon the achievement, during the time the Lilly License Agreement remains in effect, of certain milestones relating to the clinical development and commercial sales of products licensed under the Lilly License Agreement. Such payments are for predetermined fixed amounts, are paid only upon the first occurrence of each event, and are due shortly after achieving the applicable milestone. In addition, the Company is required to pay Lilly tiered royalties on annual worldwide net sales with rates ranging from mid-single-digits to sub-teens. No additional amounts were paid by the Company to Lilly during any of the periods presented, nor were due as of such dates pursuant to the Lilly License Agreement. The Lilly License Agreement will remain in effect, unless earlier terminated, until the expiration of the royalty payment obligations. Royalties are payable on a product-by-product and country-by-country basis from the first commercial sale of the product until the later of (i) the tenth anniversary of the date of first commercial sale in such country, (ii) the expiration in such country of the last-to-expire licensed patent having a valid claim covering the manufacture, use or sale of the licensed product as commercialized in such country, and (iii) the expiration of any data or regulatory exclusivity period for the licensed product in such country. Kaken Pharmaceutical Co, Ltd. On January 5, 2023, the Company entered into a collaboration and license agreement (the “Kaken License Agreement”) with Kaken Pharmaceutical Co, Ltd. (“Kaken”). Under the terms of the Kaken License Agreement, the Company granted to Kaken the exclusive right to develop, manufacture and commercialize the Company’s product candidate, tildacerfont, for the treatment of CAH in Japan. Pursuant to the Kaken License Agreement, Kaken will be responsible for securing and maintaining regulatory approvals necessary to commercialize tildacerfont in Japan. The Company will retain all rights to tildacerfont in all other geographies. Pursuant to the Kaken License Agreement, Kaken made an upfront payment to the Company of $ 15.0 million in April 2023. In addition to the upfront payment, the Company is entitled to receive up to an aggregate of approximately $ 65.0 million (at exchange rates in effect on the date of the Kaken License Agreement) upon the achievement of specified milestones related to the development, regulatory approval and commercialization of tildacerfont in Japan, including the achievement of specified net sales thresholds, if approved. Kaken has agreed to pay the Company a non-creditable, non-refundable specified purchase price for each unit of Company-manufactured product supplied to Kaken for commercial sale. In addition, the Company will also be entitled to receive a royalty for each unit of non-Company manufactured product sold equal to a range of double-digit percentages up to the mid-twenties based on annual net sales of tildacerfont in Japan. Both the purchase price for each unit and the royalty rate are subject to reduction in certain circumstances as specified in the Kaken License Agreement. Kaken’s obligation to pay royalties will continue for ten years after the first commercial sale in Japan or, if later, until the expiration of regulatory exclusivity of tildacerfont or the expiration of the last valid claim of a Company-licensed patent covering tildacerfont in Japan. The Company identified a combined performance obligation consisting of the license and know-how granted to Kaken as well as certain non-contingent research and development activities. The Company determined that the transaction price at the inception of the Kaken License Agreement consisted of the upfront payment of $ 15.0 million. The transaction price is recognized as revenue using the cost-based input method over the estimated period of its non-contingent research and development obligations, which is approximately two years. During the three and nine months ended September 30, 2023, the Company recognized $ 3.1 million and $ 7.2 million as collaboration revenue, respectively, all of which related to activities satisfied in the current period. As of September 30, 2023, deferred revenue was $ 7.8 million , all of which was current. |
Capital Structure
Capital Structure | 9 Months Ended |
Sep. 30, 2023 | |
Equity [Abstract] | |
Capital Structure | 8. Capital Structure Common Stock As of September 30, 2023 and December 31, 2022, the Company was authorized to issue 200,000,000 shares of Common Stock $ 0.0001 par value per share. Holders of Common Stock are entitled to dividends if and when declared by the board of directors of the Company (“Board of Directors”). The holder of each share of Common Stock is entitled to one vote . As of September 30, 2023 , no dividends were declared. Shares reserved for future issuance Common Stock reserved for future issuance, on an as converted basis, consisted of the following: September 30, December 31, Stock options, issued and outstanding 4,232,373 4,166,194 Restricted stock units, issued and outstanding 2,539,475 1,996,128 Shares available for future issuance under 2020 Equity Incentive Plan 1,371,969 940,061 Shares available for future issuance under 2020 Employee Stock Purchase Plan 734,845 601,819 Common Stock warrants, issued and outstanding 12,687,000 — Total shares reserved 21,565,662 7,704,202 Common Stock Warrants In February 2023, the Company entered into the Purchase Agreement with the Purchasers, pursuant to which the Company agreed to sell and issue (i) 16,116,000 shares of Common Stock, (ii) Pre-Funded Warrants to purchase 800,000 shares of Common Stock to a Purchaser and (iii) 12,687,000 Standard Warrants to purchase Common Stock in the Private Placement. The Pre-Funded Warrants have an exercise price of $ 0.01 per share and the Standard Warrants have an exercise price of $ 3.96 per share, in each case subject to proportional adjustments in the event of stock splits or combinations or similar events. The Warrants will be exercisable for a period of five years following the date of issuance. The Warrants were recorded as a component of stockholders’ equity within additional paid-in-capital. During the nine months ended September 30, 2023, all of the Pre-Funded Warrants were exercised for 800,000 shares of Common Stock. As of September 30, 2023 , no Pre-Funded Warrants remained outstanding. |
Stock-Based Compensation Expens
Stock-Based Compensation Expense | 9 Months Ended |
Sep. 30, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-Based Compensation Expense | 9. Stock-Based Compensation Expense The following table summarizes the components of stock-based compensation expense recognized in the Company’s condensed statements of operations and comprehensive loss during the three and nine months ended September 30, 2023 and 2022 (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Research and development $ 379 $ 197 $ 1,169 $ 742 General and administrative 743 586 2,232 2,087 Total stock-based compensation expense $ 1,122 $ 783 $ 3,401 $ 2,829 Restricted Stock Units During the nine months ended September 30, 2023, the Company granted 896,850 restricted stock units (“RSUs”) with a weighted-average grant date fair value of $ 2.52 per unit. RSU grants in the period included 186,750 RSUs subject to performance-based vesting conditions related to the satisfaction of certain clinical development milestones. As of September 30, 2023, the Company had 1,139,875 RSUs outstanding subject to performance-based vesting conditions, of which 125,063 RSUs are considered probable of achievement. |
Net Loss Per Share
Net Loss Per Share | 9 Months Ended |
Sep. 30, 2023 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | 10. Net Loss Per Share The following table sets forth the computation of the basic and diluted net loss per share (in thousands, except share and per share amounts): Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Numerator: Net loss $ ( 12,354 ) $ ( 11,401 ) $ ( 37,969 ) $ ( 35,036 ) Denominator: Weighted-average shares of Common Stock outstanding 40,710,692 23,560,250 37,751,865 23,515,651 Net loss per share, basic and diluted $ ( 0.30 ) $ ( 0.48 ) $ ( 1.01 ) $ ( 1.49 ) Basic net loss per share was the same as diluted net loss per share for all periods as the inclusion of potentially dilutive securities would have been anti-dilutive. Potentially dilutive securities that were not included in the diluted per share calculations were as follows: September 30, 2023 2022 Shares subject to outstanding common stock options 4,232,373 4,380,668 Shares subject to outstanding RSUs 2,539,475 336,565 Estimated shares issuable under the 2020 Employee Stock Purchase Plan 242,878 228,423 Shares subject to outstanding Standard Warrants 12,687,000 — Total 19,701,726 4,945,656 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and applicable rules and regulations of the SEC for interim reporting. As permitted under those rules and regulations, certain notes or other financial information normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. The condensed balance sheet as of September 30, 2023, the condensed statements of operations and comprehensive loss for the three and nine months ended September 30, 2023 and 2022, the condensed statement of stockholders’ equity for the three and nine months ended September 30, 2023 and 2022, and the condensed statements of cash flows for the nine months ended September 30, 2023 and 2022 are unaudited. The interim condensed financial statements have been prepared on the same basis as the annual financial statements and, in the opinion of management, reflect all adjustments, which include only normal, recurring adjustments that are necessary to present fairly the Company’s results for the interim periods presented. The condensed balance sheet as of December 31, 2022 is derived from the Company’s audited financial statements. The results of operations for the three and nine months ended September 30, 2023 are not necessarily indicative of the results to be expected for the year ending December 31, 2023, or for any other future annual or interim period. These interim condensed financial statements should be read in conjunction with the Company’s Annual Report on Form 10-K for the year ended December 31, 2022 filed with the SEC on March 16, 2023 (“Annual Report”). |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and expenses as well as related disclosure of contingent assets and liabilities. Significant estimates and assumptions reflected in these financial statements include, but are not limited to, accrued research and development expenses, revenue recognition, stock-based compensation, and uncertain tax positions. The Company bases its estimates on its historical experience and on assumptions that it believes are reasonable; however, actual results could significantly differ from those estimates. |
Risks and Uncertainties | Risks and Uncertainties Any product candidates developed by the Company will require approvals from the U.S. Food and Drug Administration (“FDA”) or foreign regulatory agencies prior to commercial sales. There can be no assurance that the Company’s current and future product candidates will meet desired efficacy and safety requirements to obtain the necessary approvals. If approval is denied or delayed, it may have a material adverse impact on the Company’s business and its financial statements. The Company is subject to a number of risks similar to other late-stage biopharmaceutical companies including, but not limited to, dependency on the clinical success of the Company’s product candidate, tildacerfont, ability to obtain regulatory approval of tildacerfont, the need for substantial additional financing to achieve its goals, uncertainty of broad adoption of its approved products, if any, by physicians and consumers, significant competition, untested manufacturing capabilities, and dependence on key individuals and sole source suppliers. Global economic and business activities continue to face widespread macroeconomic and geopolitical uncertainties, including recent and potential future disruptions in access to bank deposits or lending commitments due to bank failures, labor shortages, inflation and monetary supply shifts, recession risks and potential disruptions from the ongoing wars in Ukraine and Israel and related sanctions. The Company continues to actively monitor the impact of these macroeconomic and geopolitical factors on its financial condition, liquidity, operations, and workforce. The extent of the impact of these factors on the Company’s operational and financial performance, including its ability to execute its business strategies and initiatives in the expected time frame, will depend on future developments, which are uncertain and cannot be predicted; however, any continued or renewed disruption resulting from these factors could negatively impact the Company’s business. |
Concentration of Credit Risk | Concentration of Credit Risk Financial instruments, which potentially subject the Company to significant concentration of credit risk, consist primarily of cash, cash equivalents and investments. The Company maintains deposits in federally insured financial institutions in excess of federally insured limits. The Company is exposed to credit risk in the event of default by the financial institutions holding its cash and cash equivalents to the extent recorded in the condensed balance sheets. |
Significant Accounting Policies | Significant Accounting Policies There have been no significant changes to the significant accounting policies during the three and nine months ended September 30, 2023 , as compared to the significant accounting policies described in the Annual Report, with exception to the below policies. |
Investments | Investments The Company adopted Accounting Standards Update (“ASU”) 2016-13, Measurement of Credit Losses on Financial Instruments , on January 1, 2023. The Company’s investments are classified as available-for-sale and carried at estimated fair values and reported in cash equivalents, short-term investments, or long-term investments. Management determines the appropriate classification of the investments at the time they are acquired and evaluates the appropriateness of such classifications at each balance sheet date. Investments with contractual maturities greater than 12 months are considered long-term investments. For available-for-sale debt securities in an unrealized loss position, the Company first assesses whether it intends to sell, or it is more likely than not that it will be required to sell the security before recovery of its amortized cost basis. If either of the criteria regarding intent or requirement to sell is met, the security’s amortized cost basis is written down to fair value and recognized in interest and other income, net in the statement of operations and comprehensive loss. If neither criteria is met, the Company evaluates whether the decline in fair value is related to credit-related factors or other factors. In making this assessment, management considers the extent to which fair value is less than amortized cost, any changes to the rating of the security by a rating agency, and adverse conditions specifically related to the security, among other factors. Credit-related impairment losses, limited by the amount that the fair value is less than the amortized cost basis, are recorded through an allowance for credit losses in interest and other income, net. Any unrealized losses from declines in fair value below the amortized cost basis as a result of non-credit factors are recognized in accumulated other comprehensive loss, net of tax as a separate component of stockholders’ equity, along with unrealized gains. Realized gains and losses and declines in fair value, if any, on available-for-sale securities are included in interest and other income, net in the statement of operations and comprehensive loss. For purposes of identifying and measuring credit-related impairments, the Company’s policy is to exclude applicable accrued interest from both the fair value and amortized cost basis of the related security. The Company has elected to write-off uncollectible accrued interest receivable balances in a timely manner, which is defined by the Company as when interest due becomes 90 days delinquent. The accrued interest write-off will be recorded by reversing interest income. Accrued interest receivable is recorded in other current assets on the condensed balance sheets. |
Revenue Recognition | Revenue Recognition The Company recognizes revenues when, or as, the promised goods or services are transferred to customers in an amount that reflects the consideration to which the Company expects to be entitled in exchange for those services. To determine revenue recognition for arrangements, the Company performs the following five steps: (1) identify the contract(s) with a customer; (2) identify the performance obligation(s) in the contract; (3) determine the transaction price; (4) allocate the transaction price to the performance obligation(s) in the contract; and (5) recognize revenue when (or as) the performance obligation(s) are satisfied. The Company has entered into a licensing and collaboration agreement that primarily includes the following: (i) upfront cash consideration; (ii) payments associated with achieving certain milestones; and (iii) royalties based on specified percentages of net product sales, if any. At the initiation of an agreement, the Company analyzes each unit of account within the contract to determine if the counterparty is a customer in the context of the unit of account. At contract inception, the Company assesses the goods or services promised and enforceable in a contract with a customer and identifies those distinct goods and services that represent a performance obligation. If a promised good or service is not distinct, the Company combines that good or service with other promised goods or services until it identifies a bundle of goods or services that is distinct. Promised goods and services that are not material in the context of the contract are not considered performance obligations. Additional goods or services that are exercisable at a customer’s discretion are assessed to determine if they provide a material right to the customer and if so, they are considered performance obligations. The transaction price is the amount of consideration to which the Company expects to be entitled in exchange for transferring promised goods or services to a customer. The consideration promised in a contract with a customer may include fixed amounts, variable amounts, or both. Non-refundable upfront payments are considered fixed consideration and included in the transaction price. At the inception of arrangements that include variable consideration, the Company uses judgment to estimate the amount of variable consideration to include in the transaction price using the most likely method. If it is probable that a significant revenue reversal will not occur, then the estimated amount is included in the transaction price. Milestone payments that are not within the Company’s or the licensee’s control, such as regulatory approvals, are not included in the transaction price until those approvals are received. For arrangements with licenses of intellectual property that include sales-based royalties, including milestone payments based on the level of sales, and if the license is deemed to be the predominant item to which the royalties relate, the Company recognizes royalty revenue and sales-based milestones at the later of (i) when the related sales occur, or (ii) when the performance obligation to which the royalty has been allocated has been satisfied. At the end of each reporting period, the Company re-evaluates the estimated variable consideration included in the transaction price and any related constraint and, as necessary, adjusts the estimate of the overall transaction price. Any adjustments will be recorded on a cumulative catch-up basis, which would affect revenues and earnings in the period of adjustment. If it is determined that multiple performance obligations exist, the transaction price is allocated at the inception of the agreement to all identified performance obligations based on the relative standalone selling prices, unless the consideration is variable and meets the criteria to be allocated entirely to one or more, but not all, performance obligations in the contract. Other components of the transaction price are allocated based on the relative standalone selling price, over which the Company applies significant judgment. The Company develops assumptions that require judgment to determine the standalone selling price for license-related performance obligations under the adjusted market assessment approach, which may include forecasted revenues, development timelines, discount rates and probabilities of success. Revenue is recognized when, or as, the Company satisfies a performance obligation. The Company recognizes revenue over time by measuring the progress toward complete satisfaction of the relevant performance obligation using an appropriate input method based on the nature of the good or service promised to the customer. The Company uses judgment to assess the nature of the performance obligation to determine whether the performance obligation is satisfied over time or at a point in time. The selection of the method to measure progress towards completion requires judgment and is based on the nature of the products or services to be provided. If a customer pays consideration, or the Company has an unconditional right to the consideration, before the satisfaction of the revenue recognition criteria, the amounts are recorded as deferred revenue in the Company’s condensed balance sheet. The current portion of deferred revenue represents the amount of the performance obligation that is expected to be satisfied within the next twelve months. Amounts recognized as revenue prior to receipt or before they are due are recorded as contract assets in the Company’s condensed balance sheet, excluding any amounts presented as accounts receivable. If the Company has an unconditional right to receive consideration, the contract assets are accounted for as accounts receivable and presented separately from contract assets. A net contract asset or liability is presented for each contract with a customer. |
Emerging Growth Company Status | Emerging Growth Company Status The Company is an emerging growth company (“EGC”) as defined in the Jumpstart Our Business Startups Act of 2012 (“JOBS Act”) and may take advantage of reduced reporting requirements that are otherwise applicable to public companies. Section 107 of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies are required to comply with those standards. The Company has elected to use the extended transition period for complying with new or revised accounting standards. |
Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements In June 2016, the Financial Accounting Standards Board (“FASB”) issued ASU 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”). ASU 2016-13 requires that financial assets measured at amortized cost be presented at the net amount expected to be collected. The measurement of expected credit losses is based on historical experience, current conditions, and reasonable and supportable forecasts that affect collectability. ASU 2016-13 also eliminates the concept of “other-than-temporary” impairment when evaluating available-for-sale debt securities and instead focuses on determining whether any impairment is a result of a credit loss or other factors. An entity will recognize an allowance for credit losses on available-for-sale debt securities rather than an other-than-temporary impairment that reduces the cost basis of the investment. The Company adopted ASU 2016-13 on January 1, 2023 and the adoption did not have any impact on the Company’s financial statements. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Summary of Financial Assets Measured at Fair Value on Recurring Basis | The following table summarizes the Company’s financial assets measured at fair value on a recurring basis by level within the fair value hierarchy (in thousands): September 30, 2023 Fair Value Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Money market funds Level 1 $ 95,820 $ — $ — $ 95,820 Total cash equivalents 95,820 — — 95,820 U.S. government treasury securities Level 1 4,264 — ( 4 ) 4,260 U.S. government agency securities Level 2 4,970 1 — 4,971 Total short-term investments 9,234 1 ( 4 ) 9,231 Total cash equivalents and investments $ 105,054 $ 1 $ ( 4 ) $ 105,051 December 31, 2022 Fair Value Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Money market funds Level 1 $ 22,496 $ — $ — $ 22,496 Total cash equivalents 22,496 — — 22,496 U.S. government treasury securities Level 1 43,779 1 ( 516 ) 43,264 Corporate bonds Level 2 11,369 — ( 43 ) 11,326 Total short-term investments 55,148 1 ( 559 ) 54,590 Total cash equivalents and investments $ 77,644 $ 1 $ ( 559 ) $ 77,086 |
Summary of Investments in an Unrealized Loss Position | Investments that were in an unrealized loss position as of September 30, 2023 and December 31, 2022, consisted of (in thousands): September 30, 2023 Less than 12 months Greater than 12 months Total Fair Value Unrealized Losses Fair Value Unrealized Losses Fair Value Unrealized Losses U.S. government treasury securities $ 4,259 $ ( 4 ) $ - $ - $ 4,259 $ ( 4 ) December 31, 2022 Less than 12 months Greater than 12 months Total Fair Value Unrealized Losses Fair Value Unrealized Losses Fair Value Unrealized Losses U.S. government treasury securities $ 16,743 $ ( 77 ) $ 23,585 $ ( 439 ) $ 40,328 $ ( 516 ) Corporate bonds — — 11,326 ( 43 ) 11,326 ( 43 ) Total short-term investments $ 16,743 $ ( 77 ) $ 34,911 $ ( 482 ) $ 51,654 $ ( 559 ) |
Balance Sheet Components (Table
Balance Sheet Components (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Balance Sheet Related Disclosures [Abstract] | |
Schedule of Accrued Expenses and Other Current Liabilities | Accrued expenses and other current liabilities consisted of the following (in thousands): September 30, December 31, Accrued research and development expenses $ 8,548 $ 7,449 Accrued compensation and benefits 2,435 1,286 Accrued general and administrative expenses 389 525 Lease liabilities, current portion 244 139 Total accrued expenses and other current liabilities $ 11,616 $ 9,399 |
Term Loan (Tables)
Term Loan (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Debt Disclosure [Abstract] | |
Schedule of Future Principal Payments | As of September 30, 2023, future payments of principal and interest are as follows (in thousands): Year ending December 31, 2023 (remaining 3 months) $ 488 2024 1,863 2025 1,714 2026 136 Total $ 4,201 Less: interest ( 417 ) Term loan, gross $ 3,784 Less: unamortized debt issuance costs ( 49 ) Less: term loan, current portion ( 1,622 ) Term loan, net of current portion $ 2,113 |
Capital Structure (Tables)
Capital Structure (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Equity [Abstract] | |
Summary of Common Stock Reserved for Future Issuance | Common Stock reserved for future issuance, on an as converted basis, consisted of the following: September 30, December 31, Stock options, issued and outstanding 4,232,373 4,166,194 Restricted stock units, issued and outstanding 2,539,475 1,996,128 Shares available for future issuance under 2020 Equity Incentive Plan 1,371,969 940,061 Shares available for future issuance under 2020 Employee Stock Purchase Plan 734,845 601,819 Common Stock warrants, issued and outstanding 12,687,000 — Total shares reserved 21,565,662 7,704,202 |
Stock-Based Compensation Expe_2
Stock-Based Compensation Expense (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Summary of Stock-Based Compensation Expense | The following table summarizes the components of stock-based compensation expense recognized in the Company’s condensed statements of operations and comprehensive loss during the three and nine months ended September 30, 2023 and 2022 (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Research and development $ 379 $ 197 $ 1,169 $ 742 General and administrative 743 586 2,232 2,087 Total stock-based compensation expense $ 1,122 $ 783 $ 3,401 $ 2,829 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Earnings Per Share [Abstract] | |
Schedule of Computation of Basic and Diluted Net Loss Per Share | The following table sets forth the computation of the basic and diluted net loss per share (in thousands, except share and per share amounts): Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Numerator: Net loss $ ( 12,354 ) $ ( 11,401 ) $ ( 37,969 ) $ ( 35,036 ) Denominator: Weighted-average shares of Common Stock outstanding 40,710,692 23,560,250 37,751,865 23,515,651 Net loss per share, basic and diluted $ ( 0.30 ) $ ( 0.48 ) $ ( 1.01 ) $ ( 1.49 ) |
Schedule of Potentially Dilutive Securities not Included in Calculation of Diluted Per Share | Basic net loss per share was the same as diluted net loss per share for all periods as the inclusion of potentially dilutive securities would have been anti-dilutive. Potentially dilutive securities that were not included in the diluted per share calculations were as follows: September 30, 2023 2022 Shares subject to outstanding common stock options 4,232,373 4,380,668 Shares subject to outstanding RSUs 2,539,475 336,565 Estimated shares issuable under the 2020 Employee Stock Purchase Plan 242,878 228,423 Shares subject to outstanding Standard Warrants 12,687,000 — Total 19,701,726 4,945,656 |
Organization and Principal Ac_2
Organization and Principal Activities - Additional Information (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||||
Feb. 28, 2023 | Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | Feb. 28, 2022 | |
Organization And Principal Activities [Line Items] | |||||||
Cash, cash equivalents, and short-term investments | $ 108,000 | $ 108,000 | |||||
Net loss | (12,354) | $ (11,401) | (37,969) | $ (35,036) | |||
Cash in operations | 22,100 | ||||||
Accumulated deficit | $ (187,282) | $ (187,282) | $ (149,313) | ||||
Shelf Registration And Sales Agreement | |||||||
Organization And Principal Activities [Line Items] | |||||||
Maximum amount of sale covered in shelf registration statement | $ 200,000 | ||||||
Jefferies LLC | Shelf Registration And Sales Agreement | |||||||
Organization And Principal Activities [Line Items] | |||||||
Maximum amount of offering issuance and sale covered in sales agreement | $ 21,000 | ||||||
Private Placement [Member] | |||||||
Organization And Principal Activities [Line Items] | |||||||
Proceeds from Issuance of Private Placement | $ 53,600 | ||||||
Private Placement [Member] | Common Stock | |||||||
Organization And Principal Activities [Line Items] | |||||||
Number of shares issued | 16,116,000 | ||||||
Private Placement [Member] | Pre Funded Warrants | |||||||
Organization And Principal Activities [Line Items] | |||||||
Number of warrants issued | 800,000 | ||||||
Private Placement [Member] | Standard Warrants | |||||||
Organization And Principal Activities [Line Items] | |||||||
Number of warrants issued | 12,687,000 |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of Financial Assets Measured at Fair Value on Recurring Basis (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Amortized Cost | $ 105,054 | $ 77,644 |
Gross Unrealized Gains | 1 | 1 |
Gross Unrealized Losses | (4) | (559) |
Fair Value | 105,051 | 77,086 |
Short Term Investments | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Amortized Cost | 9,234 | 55,148 |
Gross Unrealized Gains | 1 | 1 |
Gross Unrealized Losses | (4) | (559) |
Fair Value | 9,231 | 54,590 |
Cash and Cash Equivalents | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Amortized Cost | 95,820 | 22,496 |
Fair Value | 95,820 | 22,496 |
Level 1 | Money Market Funds | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Amortized Cost | 95,820 | 22,496 |
Fair Value | 95,820 | 22,496 |
Level 1 | US government Treasury Securities | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Amortized Cost | 4,264 | 43,779 |
Gross Unrealized Gains | 1 | |
Gross Unrealized Losses | (4) | (516) |
Fair Value | 4,260 | 43,264 |
Level 2 | US government Agency Securities | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Amortized Cost | 4,970 | |
Gross Unrealized Gains | 1 | |
Fair Value | $ 4,971 | |
Level 2 | Short-Term Investments , Corporate Bond Securities | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Amortized Cost | 11,369 | |
Gross Unrealized Losses | (43) | |
Fair Value | $ 11,326 |
Fair Value Measurements - Sum_2
Fair Value Measurements - Summary of Investments in an Unrealized Loss Position (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value, less than twelve months | $ 16,743 | |
Gross unrealized losses, less than twelve months | (77) | |
Fair value, twelve months or greater | 34,911 | |
Gross unrealized losses, twelve months or greater | (482) | |
Fair value, total | 51,654 | |
Gross unrealized losses, total | (559) | |
US government Treasury Securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value, less than twelve months | $ 4,259 | 16,743 |
Gross unrealized losses, less than twelve months | (4) | (77) |
Fair value, twelve months or greater | 0 | 23,585 |
Gross unrealized losses, twelve months or greater | 0 | (439) |
Fair value, total | 4,259 | 40,328 |
Gross unrealized losses, total | $ (4) | (516) |
Corporate Bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value, less than twelve months | 0 | |
Gross unrealized losses, less than twelve months | 0 | |
Fair value, twelve months or greater | 11,326 | |
Gross unrealized losses, twelve months or greater | (43) | |
Fair value, total | 11,326 | |
Gross unrealized losses, total | $ (43) |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||||
Accrued interest on investments | $ 0 | $ 0 | $ 0 | ||
Allowance for credit losses | 0 | 0 | |||
Estimated fair value of term loan | 4,000,000 | 4,000,000 | 4,900,000 | ||
Debt securities, available-for-sale, realized gain (loss) | 0 | ||||
Debt securities, available-for-sale, realized gain (loss), excluding other-than-temporary impairment | 0 | $ 0 | $ 0 | $ 0 | |
Cash equivalents and short term investments due term | 1 year | ||||
Weighted-average remaining contractual term maturities available for sale | 2 months | ||||
Fair Value Recurring | |||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||||
Liabilities fair value | $ 0 | $ 0 | |||
Fair Value Non-recurring | |||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||||
Liabilities fair value | $ 0 |
Balance Sheet Components - Sche
Balance Sheet Components - Schedule of Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Balance Sheet Related Disclosures [Abstract] | ||
Accrued research and development expenses | $ 8,548 | $ 7,449 |
Accrued compensation and benefits | 2,435 | 1,286 |
Accrued general and administrative expenses | 389 | 525 |
Lease liabilities, current portion | 244 | 139 |
Total accrued expenses and other current liabilities | $ 11,616 | $ 9,399 |
Leases - Additional Information
Leases - Additional Information (Details) - South San Francisco, California - ft² | 1 Months Ended | 9 Months Ended |
Dec. 31, 2022 | Sep. 30, 2023 | |
Lessee, Lease, Description [Line Items] | ||
Area of office space | 6,500 | |
Operating lease commencement date | 2022-12 | |
Operating lease termination date | 2028-02 | |
Operating Leases, option to renew lease term description | The Company has an option to extend the lease term of the South San Francisco Lease for an additional three years which has not been included in the lease term as it is not reasonably certain that the Company will exercise this option. | |
Operating leases, renew lease term | 3 years |
Term Loan - Additional Informat
Term Loan - Additional Information (Details) $ / shares in Units, $ in Thousands | 1 Months Ended | 9 Months Ended | ||
Nov. 30, 2020 shares | Sep. 30, 2019 USD ($) $ / shares shares | Sep. 30, 2023 USD ($) Installment | Dec. 31, 2022 USD ($) | |
Debt Instrument [Line Items] | ||||
Aggregate principal amount | $ 4,201 | |||
Carrying value of the Term Loan | 3,784 | |||
Term Loan | Silicon Valley Bank | ||||
Debt Instrument [Line Items] | ||||
Aggregate principal amount | $ 4,500 | |||
Amount of total debt available | $ 30,000 | |||
Interest rate of term loan | 9% | |||
Debt instrument, maturity date | Jan. 01, 2026 | |||
Number of Monthly Installments | Installment | 37 | |||
Carrying value of the Term Loan | $ 3,700 | |||
Unamortized debt discount and issuance costs | $ 49 | |||
Term Loan | Silicon Valley Bank | Warrant | ||||
Debt Instrument [Line Items] | ||||
Number of shares issuable upon the exercise of warrant | shares | 49,609 | |||
Warrants exercise price | $ / shares | $ 1.44 | |||
Estimated fair value of the warrant | $ 100 | |||
Term Loan | Silicon Valley Bank | Maximum | ||||
Debt Instrument [Line Items] | ||||
Debt instrument prepayment fee percentage | 2% | |||
Term Loan | Silicon Valley Bank | Minimum | ||||
Debt Instrument [Line Items] | ||||
Debt instrument prepayment fee percentage | 1% | |||
Term Loan | Common Stock | Silicon Valley Bank | Warrant | ||||
Debt Instrument [Line Items] | ||||
Net exercised of common stock | shares | 46,358 | |||
First Tranche Term Loan | Silicon Valley Bank | ||||
Debt Instrument [Line Items] | ||||
Amount of debt available under the first tranche | $ 20,000 | |||
End of term payment, amount | $ 300 | |||
End of term payment, percentage | 6% | |||
Outstanding principal term loan | $ 3,800 | |||
Second Tranche Term Loan | ||||
Debt Instrument [Line Items] | ||||
Commitments | $ 10,000 | |||
Second Tranche Term Loan | Silicon Valley Bank | ||||
Debt Instrument [Line Items] | ||||
Amount of debt available under the second tranche | $ 10,000 | |||
Debt instrument, maturity date | Dec. 31, 2022 | |||
Second Tranche Term Loan | Silicon Valley Bank | Prime Rate | ||||
Debt Instrument [Line Items] | ||||
Floating interest scenario two | 3.75% | |||
Second Tranche Term Loan | Silicon Valley Bank | Prime Rate | Maximum | ||||
Debt Instrument [Line Items] | ||||
Floating interest scenario one | 0.50% |
Term Loan - Future Payments of
Term Loan - Future Payments of Principal and Interest (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Debt Disclosure [Abstract] | ||
2023 (remaining 3 months) | $ 488 | |
2024 | 1,863 | |
2025 | 1,714 | |
2026 | 136 | |
Total | 4,201 | |
Less: interest | (417) | |
Term Loan, gross | 3,784 | |
Less: unamortized debt issuance costs | (49) | |
Less: Term Loan, current portion | (1,622) | $ (1,622) |
Term loan, net of current portion | $ 2,113 | $ 3,293 |
Collaboration and License Agr_2
Collaboration and License Agreements - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2016 | Dec. 31, 2022 | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Research and development | $ 13,494 | $ 8,791 | $ 38,332 | $ 26,359 | ||
Collaboration revenue | 3,073 | $ 0 | 7,202 | $ 0 | ||
Deferred revenue, current portion | 7,798 | 7,798 | $ 0 | |||
Kaken License Agreement | ||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Upfront payments | 15,000 | |||||
Potential additional cash receipt | 65,000 | 65,000 | ||||
Eli Lilly And Company [Member] | Lilly License Agreement | ||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Potential Additional Payment | $ 23,000 | 23,000 | ||||
Research and development arrangement, costs incurred | $ 0 | |||||
Research and development | $ 800 |
Capital Structure - Additional
Capital Structure - Additional Information (Details) - USD ($) | 1 Months Ended | 9 Months Ended | |
Feb. 28, 2023 | Sep. 30, 2023 | Dec. 31, 2022 | |
Class Of Stock [Line Items] | |||
Common stock shares authorized | 200,000,000 | 200,000,000 | |
Common stock, par value | $ 0.0001 | $ 0.0001 | |
Common stockholders voting rights | one vote | ||
Common stock dividends declared | $ 0 | ||
Common stock, shares issued | 40,710,692 | 23,601,004 | |
Securities Purchase Agreement | |||
Class Of Stock [Line Items] | |||
Common stock, shares issued | 16,116,000 | ||
Common stock purchasable under prefunded warrants | 800,000 | ||
Pre Funded Warrants | |||
Class Of Stock [Line Items] | |||
Common stock shares exercised under prefunded warrants | 800,000 | ||
Pre - Funded warrants, outstanding | 0 | ||
Pre Funded Warrants | Securities Purchase Agreement | |||
Class Of Stock [Line Items] | |||
Warrants exercise price | $ 0.01 | ||
Standard Warrants | Securities Purchase Agreement | |||
Class Of Stock [Line Items] | |||
Common stock purchasable under warrants | 12,687,000 | ||
Warrants exercise price | $ 3.96 |
Capital Structure - Summary of
Capital Structure - Summary of Common Stock Reserved for Future Issuance (Details) - shares | Sep. 30, 2023 | Dec. 31, 2022 |
Class Of Stock [Line Items] | ||
Shares reserved for future issuance | 21,565,662 | 7,704,202 |
Shares available for future issuance under 2020 Employee Stock Purchase Plan | ||
Class Of Stock [Line Items] | ||
Shares reserved for future issuance | 734,845 | 601,819 |
Common Stock warrants, issued and outstanding | ||
Class Of Stock [Line Items] | ||
Shares reserved for future issuance | 12,687,000 | 0 |
Stock Options, Issued and Outstanding | ||
Class Of Stock [Line Items] | ||
Shares reserved for future issuance | 4,232,373 | 4,166,194 |
Restricted and Performance Stock Units, Issued and Outstanding [Member] | ||
Class Of Stock [Line Items] | ||
Shares reserved for future issuance | 2,539,475 | 1,996,128 |
Shares available for future issuance under 2020 Equity Incentive Plan | ||
Class Of Stock [Line Items] | ||
Shares reserved for future issuance | 1,371,969 | 940,061 |
Stock-Based Compensation Expe_3
Stock-Based Compensation Expense - Additional Information (Details) - RSU | 9 Months Ended |
Sep. 30, 2023 $ / shares shares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Shares, Granted | 896,850 |
Weighted Average Grant Date Fair Value Per Share | $ / shares | $ 2.52 |
Number of RSUs outstanding | 1,139,875 |
Probable of Achievement | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Shares, Granted | 125,063 |
Clinical Development Milestones | Share Based Compensation Award Tranche Four | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Shares, Granted | 186,750 |
Stock-Based Compensation Expe_4
Stock-Based Compensation Expense - Summary of Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Total stock-based compensation expense | $ 1,122 | $ 783 | $ 3,401 | $ 2,829 |
Research and Development | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Total stock-based compensation expense | 379 | 197 | 1,169 | 742 |
General and Administrative | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Total stock-based compensation expense | $ 743 | $ 586 | $ 2,232 | $ 2,087 |
Net Loss Per Share - Schedule o
Net Loss Per Share - Schedule of Computation of Basic and Diluted Net Loss Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Numerator: | ||||
Net loss | $ (12,354) | $ (11,401) | $ (37,969) | $ (35,036) |
Denominator: | ||||
Weighted-average shares of Common Stock outstanding, basic | 40,710,692 | 23,560,250 | 37,751,865 | 23,515,651 |
Weighted-average shares of Common Stock outstanding, diluted | 40,710,692 | 23,560,250 | 37,751,865 | 23,515,651 |
Net loss per share, basic | $ (0.3) | $ (0.48) | $ (1.01) | $ (1.49) |
Net loss per share, diluted | $ (0.3) | $ (0.48) | $ (1.01) | $ (1.49) |
Net Loss Per Share - Schedule_2
Net Loss Per Share - Schedule of Potentially Dilutive Securities not Included in Calculation of Diluted Per Share (Details) - shares | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Potential dilutive securities excluded from diluted net loss per share | 19,701,726 | 4,945,656 |
Shares subject to outstanding common stock options | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Potential dilutive securities excluded from diluted net loss per share | 4,232,373 | 4,380,668 |
Shares Subject To Outstanding RSUs | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Potential dilutive securities excluded from diluted net loss per share | 2,539,475 | 336,565 |
Estimated shares issuable under the 2020 Employee Stock Purchase Plan | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Potential dilutive securities excluded from diluted net loss per share | 242,878 | 228,423 |
Shares Subject to Outstanding Standard Warrants | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Potential dilutive securities excluded from diluted net loss per share | 12,687,000 | 0 |