Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Feb. 29, 2020 | Jun. 28, 2019 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2019 | ||
Document Fiscal Year Focus | 2019 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | HARP | ||
Entity Registrant Name | Harpoon Therapeutics, Inc. | ||
Entity Central Index Key | 0001708493 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | No | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | true | ||
Entity Ex Transition Period | false | ||
Entity Shell Company | false | ||
Entity Tax Identification Number | 47-3458693 | ||
Entity File Number | 001-38800 | ||
Entity Public Float | $ 125,747,037 | ||
Entity Common Stock, Shares Outstanding | 24,944,089 | ||
Title of 12(b) Security | Common Stock, par value $0.0001 per share | ||
Security Exchange Name | NASDAQ | ||
Entity Address, Address Line One | 131 Oyster Point Blvd | ||
Entity Address, Address Line Two | Suite 300 | ||
Entity Address, City or Town | South San Francisco | ||
Entity Address, State or Province | CA | ||
Entity Address, Postal Zip Code | 94080 | ||
City Area Code | 650 | ||
Local Phone Number | 443-7400 | ||
Entity Incorporation, State or Country Code | DE | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Documents Incorporated by Reference | Portions of the definitive proxy statement, or the Proxy Statement, for the 2020 Annual Meeting of Stockholders of the registrant are incorporated by reference into Part III of this Annual Report on Form 10-K. The Proxy Statement will be filed with the Securities and Exchange Commission within 120 days of the registrant’s fiscal year ended December 31, 2019 |
Balance Sheets
Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Current assets | ||
Cash and cash equivalents | $ 88,736 | $ 89,493 |
Short-term marketable securities | 59,337 | |
Prepaid expenses and other current assets | 2,544 | 730 |
Total current assets | 150,617 | 90,223 |
Property and equipment, net | 11,383 | 2,998 |
Long-term marketable securities | 7,056 | |
Operating lease right-of-use asset | 7,015 | |
Tenant improvement allowance receivable | 5,784 | |
Other assets | 533 | 3,575 |
Total assets | 176,604 | 102,580 |
Current liabilities | ||
Accounts payable | 2,594 | 4,357 |
Accrued liabilities | 7,495 | 3,341 |
Deferred revenue, current | 11,207 | 4,250 |
Operating lease liabilities, current | 1,217 | |
Total current liabilities | 22,513 | 11,948 |
Deferred revenue, noncurrent | 46,144 | 7,792 |
Operating lease liabilities, net of current portion | 13,727 | |
Other long-term liabilities | 6,742 | |
Total liabilities | 82,384 | 26,482 |
Commitments and contingencies (Note 7) | ||
Convertible preferred stock, $0.0001 par value; 10,000,000 shares and 82,000,000 shares authorized at December 31, 2019 and 2018, respectively; no shares and 16,618,448 shares issued and outstanding as of December 31, 2019 and 2018, respectively | 129,577 | |
Stockholders' equity (deficit) | ||
Common stock, $0.0001 par value; 150,000,000 shares and 114,000,000 shares authorized at December 31, 2019 and 2018, respectively; 24,904,848 shares and 1,383,221 shares issued and outstanding at December 31, 2019 and 2018, respectively | 3 | 1 |
Additional paid-in capital | 212,339 | 9,111 |
Accumulated other comprehensive income | 41 | |
Accumulated deficit | (118,163) | (62,591) |
Total stockholders' equity (deficit) | 94,220 | (53,479) |
Total liabilities, convertible preferred stock and stockholders' equity (deficit) | $ 176,604 | $ 102,580 |
Balance Sheets (Parenthetical)
Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2019 | Dec. 31, 2018 |
Convertible preferred stock, authorized | 82,000,000 | |
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, Authorized | 150,000,000 | 114,000,000 |
Common stock, issued | 24,904,848 | 1,383,221 |
Common stock, outstanding | 24,904,848 | 1,383,221 |
Convertible Preferred Stock | ||
Convertible preferred stock, par value | $ 0.0001 | $ 0.0001 |
Convertible preferred stock, authorized | 10,000,000 | 82,000,000 |
Convertible preferred stock, issued | 0 | 16,618,448 |
Convertible preferred stock, outstanding | 0 | 16,618,448 |
Statements of Operation and Com
Statements of Operation and Comprehensive Loss - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Revenue | |||
Total revenue | $ 5,777 | $ 4,750 | $ 708 |
Operating expenses | |||
Research and development | 41,592 | 26,368 | 13,622 |
General and administrative | 22,391 | 6,106 | 3,614 |
Total operating expenses | 63,983 | 32,474 | 17,236 |
Loss from operations | (58,206) | (27,724) | (16,528) |
Interest income | 2,676 | 395 | 78 |
Interest expense | (285) | ||
Other expense | (42) | (37) | (95) |
Net loss | (55,572) | (27,366) | (16,830) |
Other comprehensive loss: | |||
Net unrealized gain on marketable securities | 41 | ||
Comprehensive loss | $ (55,531) | $ (27,366) | $ (16,830) |
Net loss per share, basic and diluted | $ (2.56) | $ (25.65) | $ (18.81) |
Weighted-average common shares used in computing net loss per share, basic and diluted | 21,746,461 | 1,066,877 | 894,901 |
Collaboration and License | |||
Revenue | |||
Total revenue | $ 5,777 | $ 4,750 | $ 708 |
Statements of Convertible Prefe
Statements of Convertible Preferred Stock and Stockholder's Deficit - USD ($) $ in Thousands | Total | 2016 Notes and 2017 Notes | 2017 Notes | Convertible Preferred Stock | Convertible Preferred StockSeries C | Convertible Preferred StockSeries B | Convertible Preferred StockSeries B2016 Notes and 2017 Notes | Common Stock | Additional Paid-In Capital | Additional Paid-In Capital2016 Notes and 2017 Notes | Additional Paid-In Capital2017 Notes | Note Receivable from Stockholder | AOCI Attributable to Parent | Accumulated Deficit |
Beginning balance at Dec. 31, 2016 | $ (10,444) | $ 1 | $ 7,978 | $ (28) | $ (18,395) | |||||||||
Temporary equity, beginning balance, shares at Dec. 31, 2016 | 3,050,329 | |||||||||||||
Temporary equity, beginning balance at Dec. 31, 2016 | $ 14,926 | |||||||||||||
Beginning balance, shares at Dec. 31, 2016 | 821,844 | |||||||||||||
Issuance of convertible preferred stock, net of issuance costs | $ 19,729 | |||||||||||||
Issuance of convertible preferred stock, net of issuance costs, shares | 3,128,541 | |||||||||||||
Issuance of convertible preferred stock upon extinguishment | $ 5,186 | |||||||||||||
Issuance of convertible preferred stock upon extinguishment, shares | 811,103 | |||||||||||||
Capital transaction with a related party upon extinguishment notes | $ (204) | $ (204) | ||||||||||||
Issuance of warrants related to sale of notes | $ 144 | $ 144 | ||||||||||||
Issuance of common stock for exercise of stock options | 4 | 4 | ||||||||||||
Issuance of common stock for exercise of stock options, shares | 7,897 | |||||||||||||
Issuance of common stock | 2 | 2 | ||||||||||||
Issuance of common stock, shares | 3,050 | |||||||||||||
Vesting of early exercised stock options | 18 | 18 | ||||||||||||
Vesting of early exercised stock options, shares | 30,502 | |||||||||||||
Stock-based compensation | 367 | 367 | ||||||||||||
Vesting of Founder's shares, shares | 85,001 | |||||||||||||
Net loss and comprehensive loss | (16,830) | (16,830) | ||||||||||||
Ending balance at Dec. 31, 2017 | $ (26,943) | $ 1 | 8,309 | (28) | (35,225) | |||||||||
Temporary equity, Ending balance , shares at Dec. 31, 2017 | 6,989,973 | |||||||||||||
Temporary equity, Ending balance at Dec. 31, 2017 | $ 39,841 | |||||||||||||
Ending balance , shares at Dec. 31, 2017 | 948,294 | |||||||||||||
Issuance of convertible preferred stock, net of issuance costs | $ 69,744 | |||||||||||||
Issuance of convertible preferred stock, net of issuance costs, shares | 16,618,448 | 6,499,935 | ||||||||||||
Issuance of convertible preferred stock upon extinguishment | $ 19,992 | |||||||||||||
Issuance of convertible preferred stock upon extinguishment, shares | 3,128,540 | |||||||||||||
Issuance of common stock for exercise of stock options | $ 122 | 122 | ||||||||||||
Issuance of common stock for exercise of stock options, shares | 125,533 | |||||||||||||
Vesting of early exercised stock options | 36 | 36 | ||||||||||||
Vesting of early exercised stock options, shares | 56,025 | |||||||||||||
Stock-based compensation | 672 | 644 | $ 28 | |||||||||||
Vesting of Founder's shares, shares | 81,567 | |||||||||||||
Net loss and comprehensive loss | (27,366) | (27,366) | ||||||||||||
Ending balance at Dec. 31, 2018 | (53,479) | $ 1 | 9,111 | (62,591) | ||||||||||
Temporary equity, Ending balance , shares at Dec. 31, 2018 | 16,618,448 | |||||||||||||
Temporary equity, Ending balance at Dec. 31, 2018 | 129,577 | $ 129,577 | ||||||||||||
Ending balance , shares at Dec. 31, 2018 | 1,211,419 | |||||||||||||
Conversion of Series A, B, and C convertible preferred stock into common stock | 129,576 | $ 1 | 129,575 | |||||||||||
Temporary equity, conversion of Series A, B, and C convertible preferred stock into common stock, shares | (16,618,448) | |||||||||||||
Temporary equity, conversion of Series A, B, and C convertible preferred stock into common stock | $ (129,577) | |||||||||||||
Conversion of Series A, B, and C convertible preferred stock into common stock, shares | 16,618,448 | |||||||||||||
Issuance of common stock upon exercise of warrants, shares | 563,043 | |||||||||||||
Issuance of common stock for exercise of stock options | 803 | 803 | ||||||||||||
Issuance of common stock for exercise of stock options, shares | 572,436 | |||||||||||||
Issuance of common stock | 70,647 | $ 1 | 70,646 | |||||||||||
Issuance of common stock, shares | 5,769,201 | |||||||||||||
Vesting of early exercised stock options | 133 | 133 | ||||||||||||
Vesting of early exercised stock options, shares | 93,336 | |||||||||||||
Stock-based compensation | 2,071 | 2,071 | ||||||||||||
Vesting of Founder's shares, shares | 22,181 | |||||||||||||
Net loss and comprehensive loss | (55,572) | (55,572) | ||||||||||||
Other comprehensive income | 41 | $ 41 | ||||||||||||
Ending balance at Dec. 31, 2019 | $ 94,220 | $ 3 | $ 212,339 | $ 41 | $ (118,163) | |||||||||
Temporary equity, Ending balance , shares at Dec. 31, 2019 | 0 | |||||||||||||
Ending balance , shares at Dec. 31, 2019 | 24,850,064 | |||||||||||||
Temporary equity, conversion of Series A, B, and C convertible preferred stock into common stock, shares | 16,618,448 |
Statements of Convertible Pre_2
Statements of Convertible Preferred Stock and Stockholder's Deficit (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Payments of stock issuance costs | $ 1,660 | |
Series B Preferred Stock | ||
Shares issued, price per share | $ 6.39 | |
Payments of stock issuance costs | $ 271 | |
Series B Preferred Stock | 2016 Notes and 2017 Notes | ||
Payments of stock issuance costs | $ 8 | $ 271 |
Shares issued, price per share | $ 6.39 | $ 6.39 |
Series C Preferred Stock | ||
Shares issued, price per share | $ 10.77 | |
Payments of stock issuance costs | $ 256 |
Statements of Cash Flows
Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Cash flows from operating activities | |||
Net loss | $ (55,572) | $ (27,366) | $ (16,830) |
Adjustments to reconcile net loss to net cash (used in) provided by operating activities | |||
Stock-based compensation expense | 2,071 | 672 | 367 |
Depreciation and amortization | 900 | 644 | 366 |
Non cash lease expense | 1,202 | ||
Accrued interest on convertible notes payable | 153 | ||
Net amortization of discounts on marketable securities | (541) | ||
Amortization of debt discount | 132 | ||
Changes in operating assets and liabilities | |||
Prepaid expenses and other assets | (1,814) | (507) | 335 |
Other assets | 3,042 | (138) | |
Accounts payable | (1,761) | 2,555 | 804 |
Accrued liabilities | 4,288 | 1,048 | 257 |
Deferred revenue | 6,957 | (4,250) | 16,292 |
Operating lease liabilities | (15) | ||
Deferred revenue, non current | 38,352 | ||
Other long-term liabilities | 78 | (24) | |
Net cash (used in) provided by operating activities | (2,891) | (27,126) | 1,714 |
Cash flows from investing activities | |||
Purchases of property and equipment | (3,516) | (663) | (2,275) |
Purchases of marketable securities | (141,816) | ||
Proceeds from repayment of note receivable | 6,750 | ||
Maturities of marketable securities | 76,017 | ||
Net cash (used in) provided by investing activities | (69,315) | (663) | 4,475 |
Cash flows from financing activities | |||
Proceeds from initial public offering of common stock, net of commissions | 70,646 | ||
Proceeds from issuance of convertible preferred stock, net of issuance costs | 89,828 | 19,729 | |
Proceeds from issuance of convertible notes, net of issuance costs | 2,496 | ||
Proceeds from issuance of common stock upon exercise of stock options, net | 803 | 158 | 22 |
Proceeds from issuance of common stock | 2 | ||
Payments of deferred initial public offering costs | (10,122) | (1,660) | |
Net cash provided by financing activities | 71,449 | 88,326 | 22,249 |
Net increase (decrease) in cash, cash equivalents, and restricted cash | (757) | 60,537 | 28,438 |
Cash, cash equivalents, and restricted cash at beginning of period | 89,960 | 29,423 | 985 |
Cash, cash equivalents, and restricted cash at end of period | 89,203 | 89,960 | 29,423 |
Supplemental disclosures of non-cash investing and financing information | |||
Conversion of preferred stock to common stock and additional paid-in capital | 129,577 | ||
Capital transaction with a related party upon extinguishment of Notes | (204) | ||
Purchases of property and equipment included in accounts payable | 16 | 28 | |
Deferred initial public offering costs included in accounts payable and accrued liabilities | 1,309 | 78 | |
Reclassification of employee stock liability to equity upon vesting | 133 | ||
Right-of-use asset obtained in exchange for lease obligation | 8,405 | ||
Modification of operating lease | (188) | ||
Tenant improvements provided by landlord | $ 5,784 | 6,648 | |
Series B Convertible Preferred Stock | 2016 Notes and 2017 Notes | |||
Supplemental disclosures of non-cash investing and financing information | |||
Issuance of stock on extinguishment | $ 5,186 | ||
Series C Preferred Stock | |||
Cash flows from financing activities | |||
Payments of deferred initial public offering costs | (256) | ||
Supplemental disclosures of non-cash investing and financing information | |||
Series C preferred stock issuance costs included in accounts payable and accrued liabilities | $ 92 |
Organization
Organization | 12 Months Ended |
Dec. 31, 2019 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Organization | HARPOON THERAPEUTICS, Inc. 1. Description of Business Harpoon Therapeutics, Inc. (the “Company”) is a clinical-stage immunotherapy company developing a novel class of T cell engagers that harness the power of the body’s immune system to treat patients suffering from cancer and other diseases. T cell engagers are engineered proteins that direct a patient’s own T cells to kill target cells that express specific proteins, or antigens, carried by the target cells. Using a proprietary Tri-specific T cell Activating Construct, (“TriTAC”), platform, the Company is developing a pipeline of novel T cell engagers, or TriTACs, initially focused on the treatment of solid tumors and hematologic malignancies. The Company was incorporated in Delaware in March 2015 and is headquartered in South San Francisco, California. Initial Public Offering On February 7, 2019, the Company’s registration statement on Form S-1 relating to its initial public offering (“IPO”) was declared effective by the Securities and Exchange Commission (“SEC”) and the shares of its common stock began trading on the NASDAQ Global Select Market (“Nasdaq”) on February 8, 2019. The public offering price of the shares sold in the IPO was $14.00 per share. The IPO closed in February 2019, pursuant to which the Company sold 5,769,201 shares of common stock, for gross proceeds of approximately $80.8 million, including the exercise in part of the underwriters’ option to purchase additional shares. The Company received net proceeds from the IPO of approximately $70.7 million, after underwriting discounts, commissions and offering costs. Immediately prior to the completion of the IPO on February 12, 2019, all outstanding shares of redeemable convertible preferred stock, including preferred stock warrants, were converted into 17,181,491 shares of common stock and $129.6 million was reclassified from temporary equity to additional paid in capital on the balance sheet. Subsequent to the closing of the IPO, there were no shares of redeemable convertible preferred stock outstanding. Liquidity Since inception, As of December 31, 2019, the Company had cash, cash equivalents, and marketable securities of $155.1 million, which is available to fund future operations. The Company believes that the proceeds from the IPO, along with the Company’s cash, cash equivalents and marketable securities as of December 31, 2019, provide sufficient capital resources to continue its operations for at least 12 months from the issuance date of these financial statements. The Company will need to raise additional capital to support the completion of its research and development activities. The Company’s activities are subject to significant risks and uncertainties, including failing to secure additional funding to continue to operationalize the Company’s current technology and to advance the development of its product candidates. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Basis of Presentation The financial statements have been prepared in accordance with U.S. generally accepted accounting principles. Reverse Stock Split On January 28, 2019, the Company filed an amendment to the Company’s amended and restated certificate of incorporation to effect a reverse split of shares of the Company’s common stock and convertible preferred stock on a 4.9175-for-one basis (the “Reverse Stock Split”). The par value and the authorized number of shares of the convertible preferred stock and common stock were not adjusted in connection with the Reverse Stock Split. All references to common stock, convertible preferred stock, warrants to purchase common stock, options to purchase common stock, early exercised options, restricted stock, share data, per share data and related information contained in the financial statements have been retrospectively adjusted to reflect the effect of the Reverse Stock Split for all periods presented. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Significant estimates and assumptions made in the accompanying financial statements include, but are not limited to, the fair value of common stock, the fair value of stock options, the research period of the collaboration agreements with AbbVie Biotechnology Ltd., operating lease liabilities, income tax uncertainties and certain accruals. The Company evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors and adjusts those estimates and assumptions when facts and circumstances dictate. Actual results could differ from those estimates. Segment Reporting Operating segments are identified as components of an enterprise about which separate discrete financial information is available for evaluation by the Company’s Chief Operating Decision Maker in making decisions regarding resource allocation and assessing performance. To date, the Company has viewed its operations and manages its business as one segment operating primarily in the United States. Cash, Cash Equivalents and Restricted Cash The Company considers all highly liquid investments purchased with original maturities of three months or less from the purchase date to be cash equivalents. Cash equivalents consist primarily of amounts invested in money market accounts and are stated at fair value. The Company maintained restricted cash of $0.5 million and $0.5 million as of December 31, 2019 and 2018, respectively. This amount is included within “Other assets” in the accompanying balance sheets and is comprised solely of a letter of credit required pursuant to the lease for the Company’s corporate headquarters entered into in August 2018 as discussed in Note 7. The following table provides a reconciliation of cash and cash equivalents and restricted cash reported within the balance sheets that sum to the total of the same amounts shown in the statement of cash flows. As of December 31, 2019 2018 2017 (in thousands) Balance Sheets Cash and cash equivalents $ 88,736 $ 89,493 $ 29,423 Restricted cash (included in other assets) 467 467 — Cash, cash equivalents and restricted cash in Statements of Cash Flows $ 89,203 $ 89,960 $ 29,423 Marketable Securities The Company generally invests its excess cash in money market funds and investment grade short- to intermediate-term fixed income securities. Such investments are included in cash and cash equivalents, short-term marketable securities or long-term marketable securities on the balance sheets. Marketable securities with a maturity date greater than 90 days and less than one year at each balance sheet date are classified as short-term. Marketable securities with a maturity date greater than one year at each balance sheet date are classified as long-term. All of the Company’s marketable securities are considered available-for-sale and are reported at fair value with unrealized gains and losses included as a component of stockholders’ equity (deficit). The amortized cost of debt securities is adjusted for amortization of premiums and accretion of discounts to maturity, which is included in interest income, net on the statements of operations. Realized gains and losses and declines in value judged to be other-than-temporary, if any, on marketable securities are included in interest income, net on the statements of operations. The cost of securities sold is determined using specific identification. The Company periodically evaluates whether declines in the fair values of its marketable securities below their amortized cost are other-than-temporary. This evaluation consists of several qualitative and quantitative factors regarding the severity and duration of the unrealized loss, as well as the Company’s ability and intent to hold the marketable security until a forecasted recovery occurs. Additionally, the Company assesses whether it has plans to sell the marketable security or it is more likely than not it will be required to sell any marketable securities before recovery of its amortized cost basis. Factors considered include quoted market prices, recent financial results and operating trends, implied values from any recent transactions or offers of investee securities, credit quality of debt instrument issuers, other publicly available information that may affect the value of the marketable security, duration and severity of the decline in value, and the Company’s strategy and intentions for holding the marketable security. Concentration of Credit Risk The Company is subject to credit risk from its portfolio of cash equivalents and marketable securities. The Company invests in money market funds through a major U.S. bank and is exposed to credit risk in the event of default by the financial institution to the extent of amounts recorded on the consolidated balance sheets. The Company invests in money market funds and investment grade short- to intermediate-term fixed income securities. Under its investment policy, the Company limits amounts invested in such securities by credit rating, maturity, industry group, investment type and issuer, except for securities issued by the U.S. government. The Company is not exposed to any significant concentrations of credit risk from these financial instruments. The goals of the Company’s investment policy, in order of priority, are as follows: preservation of principal; liquidity of investments; fiduciary control of cash and investments; prevention of inappropriate concentrations of investments; obtaining the best yields. The Company minimizes the amount of credit exposure by investing cash that is not required for immediate operating needs in money market funds and marketable securities. Leases The Company evaluates arrangements at inception to determine if an arrangement is or contains a lease. Operating lease assets represent the Company’s right to use an underlying asset for the lease term and operating lease liabilities represent the Company’s obligation to make lease payments arising from the lease. Operating lease assets and liabilities are recognized at the commencement date of the lease based upon the present value of lease payments over the lease term. When determining the lease term, the Company includes options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. The Company uses an incremental borrowing rate that the Company would expect to incur for a fully collateralized loan over a similar term under similar economic conditions to determine the present value of the lease payments. The lease payments used to determine the Company’s operating lease assets may include lease incentives and stated rent increases and are recognized in the Company’s operating lease assets in the balance sheets. Operating lease liabilities are accreted over the term of the lease using the incremental borrowing rate and the associated expense is recorded to operating expenses in the statement of operations and comprehensive loss. The Company recognizes lease expenses on a straight-line basis over the lease term. Variable lease payments are recognized as the associated obligation is incurred. Fair Value Measurement 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, and established 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 measures fair value based on a three-level hierarchy of inputs, of which the first two are considered observable and the last unobservable. Unobservable inputs reflect the Company’s own assumptions about current market conditions. The three-level hierarchy of inputs is as follows: Level 1—Observable inputs such as unadjusted, quoted prices in active markets for identical assets or liabilities at the measurement date; Level 2—Inputs (other than quoted prices included in Level 1) are either directly or indirectly observable for the asset or liability. These include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active; 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. To the extent that the valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised by the Company in determining fair value is greatest for instruments categorized in Level 3. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. The carrying amounts reflected in the accompanying balance sheets for cash and cash equivalents, short-term marketable securities, prepaid expenses, other current assets, accounts payable, accrued expenses and other current liabilities approximate their fair values, due to their short-term nature. Property and Equipment, Net Property and equipment are stated at cost less accumulated depreciation and amortization. Depreciation is computed on a straight-line basis over the estimated useful lives of the related assets, generally three to five years. Leasehold improvements are amortized using the straight-line method over the shorter of the assets’ estimated useful lives or the remaining term of the lease. Depreciation and amortization begin at the time the asset is placed in service. Maintenance and repairs are charged to operations as incurred. Upon sale or retirement of assets, the cost and related accumulated depreciation are removed from the balance sheet and the resulting gain or loss is reflected in operations. Impairment of Long-Lived Assets The Company evaluates its long-lived assets, including property and equipment, for impairment whenever events or changes in business circumstances indicate that the carrying amount of the assets or group of assets may not be fully recoverable. If indicators of impairment exist and the undiscounted future cash flows that the assets are expected to generate are less than the carrying amount of the assets, the Company reduces the carrying amount of the assets through an impairment charge to their estimated fair values based on a discounted cash flow approach or, when available and appropriate, to comparable market values. There were no impairments of long-lived assets for any of the periods presented. Revenue Recognition Effective January 1, 2017, the Company early adopted Accounting Standards Codification (“ASC”) Topic 606, Revenue from Contracts with Customers The Company enters into corporate collaborations under which it may obtain upfront license fees, research and development funding, and development, regulatory and commercial milestone payments and royalty payments. The Company’s performance obligations under these arrangements may include licenses of intellectual property, distribution rights, research and development services, delivery of manufactured product and/or participation on joint steering committees. Licenses of intellectual property: If the license to the Company’s intellectual property is determined to be distinct from the other performance obligations identified in the arrangement, the Company recognizes revenue from upfront license fees allocated to the license when the license is transferred to the customer and the customer is able to use and benefit from the license. For licenses that are bundled with other promises, the Company utilizes judgement to assess the nature of the combined performance obligation to determine whether the combined performance obligation is satisfied over time or at a point in time and, if over time, the appropriate method of measuring proportional performance for purposes of recognizing revenue from non-refundable, up-front fees. The Company evaluates the measure of proportional performance each reporting period and, if necessary, adjusts the measure of performance and related revenue recognition. We recognize collaboration revenue by measuring the progress toward complete satisfaction of the performance obligation using an input measure. In order to recognize revenue over the research and development period, we measure actual costs incurred to date compared to the overall total expected costs to satisfy the performance obligation. Revenues are recognized as the program costs are incurred. We will re-evaluate the estimate of expected costs to satisfy the performance obligation each reporting period and make adjustments for any significant changes. Milestone payments: At the inception of each arrangement that includes development, regulatory or commercial milestone payments, the Company evaluates whether the milestones are considered probable of being reached and estimates the amount to be included in the transaction price. Topic 606 suggests two alternatives to use when estimating the amount of variable consideration: the expected value method and the most likely amount method. Under the expected value method, an entity considers the sum of probability-weighted amounts in a range of possible consideration amounts. Under the most likely amount method, an entity considers the single most likely amount in a range of possible consideration amounts. Whichever method is used, it should be consistently applied throughout the life of the contract; however, it is not necessary for the Company to use the same approach for all contracts. The Company expects to use the most likely amount method for development and regulatory milestone payments. If it is probable that a significant revenue reversal would not occur, the associated milestone value 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 considered probable of being achieved until those approvals are received. The transaction price is then allocated to each performance obligation on a relative stand-alone selling price basis. The Company recognizes revenue as or when the performance obligations under the contract are satisfied. At the end of each subsequent reporting period, the Company re-evaluates the probability or achievement of each such milestone and any related constraint, and if necessary, adjusts its estimates of the overall transaction price. Any such adjustments are recorded on a cumulative catch-up basis, which would affect revenues and earnings in the period of adjustment. Commercial milestones and royalties: For arrangements that include sales-based royalties, including milestone payments based on the level of sales, and in which the license is deemed to be the predominant item to which the royalties relate, the Company recognizes revenue when the related sales occur. To date, the Company has not recognized any royalty revenue resulting from its collaboration arrangements. Upfront payments and fees are recorded as deferred revenue upon receipt or when due, and may require deferral of revenue recognition to a future period until the Company performs its obligations (i.e. research and development services) under these arrangements. Amounts due to the Company are recorded as accounts receivable when the Company’s right to consideration is unconditional. Amounts recognized as revenue prior to receipt are recorded as contract assets included in prepaid expenses and other current assets on the balance sheet. If we expect to have an unconditional right to receive the consideration in the next twelve months, this will be classified in current assets. Research and Development Expenses and Accrued Research and Development Costs The Company expenses research and development costs as incurred. Research and development expenses consist of personnel costs for the Company’s research and product development employees. Also included are non-personnel costs such as professional fees payable to third parties for preclinical studies, clinical trials, research services, production of materials for clinical trials, laboratory supplies and equipment maintenance and depreciation, intellectual property licenses and other consulting costs. The Company estimates preclinical and clinical study and research expenses based on the services performed, pursuant to contracts with research institutions that conduct and manage preclinical studies, clinical trials and research services and manufacturing organizations in connection with the production of materials for clinical trials on its behalf. The Company estimates these expenses based on discussions with internal management personnel and external service providers as to the progress or stage of completion of services and the contracted fees to be paid for such services. The Company records the estimated costs of research and development activities based upon the estimated amount services provided but not yet invoiced, and includes these costs in development expenses. The Company accrues for these costs based on factors such as estimates of the work completed and in accordance with agreements established with its third-party service provides under the service agreements. The Company makes significant judgments and estimates in determining the accrued liabilities balance in each reporting period. As actual costs become known, the Company adjusts its accrued liabilities. The Company has not experienced any material differences between accrued costs and actual costs incurred. However, the status and timing of actual services performed may vary from the Company’s estimates, resulting in adjustments to expense in future periods. Changes in these estimates that result in material changes to the Company’s accruals could materially affect the Company’s results of operations. Payments associated with licensing agreements to acquire exclusive license to develop, use, manufacture and commercialize products that have not reached technological feasibility and do not have alternate future use are expensed as incurred. Payments made to third parties under these arrangements in advance of the performance of the related services by the third parties are recorded as prepaid expenses until the services are rendered. Such payments are evaluated for current or long-term classification based on when such services are expected to be received. Stock-Based Compensation The Company maintains a stock-based compensation plan as a long-term incentive for employees, consultants and members of the Company’s board of directors (the “Board”). The plan allows for the issuance of non-statutory options (“NSOs”) and incentive stock options to employees and NSOs to nonemployees. Share-based payments are measured using fair-value-based measurements and recognized as compensation expense over the service period in which the awards are expected to vest. The Company’s fair-value-based measurements of awards to employees and directors as of the grant date utilize the single-option award-valuation approach, and the Company uses the straight-line method for expense attribution. The fair-value-based measurements of options granted to nonemployees are remeasured at each period end until the options vest and are amortized to expense as earned. The valuation model used for calculating the estimated fair value of stock awards is the Black-Scholes option-pricing model. The Black-Scholes model requires the Company to make assumptions and judgments about the variables used in the calculations, including the expected term (weighted-average period of time that the options granted are expected to be outstanding), the expected volatility of the Company’s common stock, the related risk-free interest rate and the expected dividend. The Company has elected to recognize forfeitures of share-based payment awards as they occur. Effective January 1, 2018, the Company early adopted ASU No. 2018-07, Compensation – Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting Convertible Preferred Stock The Company records all shares of convertible preferred stock at their respective fair values less issuance costs on the dates of issuance. The convertible preferred stock is recorded outside of stockholders’ equity (deficit) because, in the event of certain deemed liquidation events considered not solely within the Company’s control, such as a merger, acquisition and sale of all or substantially all of the Company’s assets, the convertible preferred stock will become redeemable at the option of the holders. Income Taxes Income taxes are accounted for under the asset and liability method. Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates applied to taxable income in the years in which those temporary differences are expected to be realized. The effect on deferred tax assets and liabilities of a change in tax rates is recognized as income in the period that includes the enactment date. A valuation allowance is established when necessary to reduce deferred tax assets to the amount expected to be realized. Financial statement effects of uncertain tax positions are recognized when it is more-likely-than-not, based on the technical merits of the position, that it will be sustained upon examination. Interest and penalties related to unrecognized tax benefits are included as a component of other expense. To date, there have been no interest or penalties charged in relation to the unrecognized tax benefits. The Company accounts for uncertain tax positions in accordance with ASC 740-10, Accounting for Uncertainty in Income Taxes The Company includes any penalties and interest expense related to income taxes as a component of provision for income tax as necessary. To date, there have been no interest or penalties charged in relation to the unrecognized tax benefits. Net Loss Per Share Basic net loss per share is calculated by dividing the net loss by the weighted-average number of shares of common stock outstanding during the period, without consideration for potentially dilutive securities. As discussed in Note 11, the unvested portion of early exercised stock options are excluded from the computation of weighted average shares as the continuing vesting of such shares is contingent on the holders’ continued service to the Company. Diluted net loss per share is the same as basic net loss per share for each period presented, since the effects of potentially dilutive securities are antidilutive given the net loss of the Company. Comprehensive Income (Loss) Comprehensive loss includes net loss and certain changes in stockholders’ equity (deficit) that are excluded from net loss, primarily unrealized gains or losses on the Company’s marketable securities. Deferred Offering Costs At December 31, 2018, the Company had $3.0 million of deferred offering costs included in other assets on the balance sheet, consisting of legal, accounting and other fees and costs directly attributable to the IPO, which was completed in February 2019. The deferred offering costs were offset against the gross proceeds of the IPO in February 2019. Emerging Growth Company Status The Company is an emerging growth company, as defined in the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”). Under the JOBS Act, emerging growth companies can delay adopting new or revised accounting standards issued subsequent to the enactment of the JOBS Act until such time as those standards apply to private companies. The Company has elected to use this extended transition period for complying with new or revised accounting standards that have different effective dates for public and private companies until the earlier of the date that the Company (i) is no longer an emerging growth company or (ii) affirmatively and irrevocably opts out of the extended transition period provided in the JOBS Act. As a result, the accompanying financial statements may not be comparable to companies that comply with the new or revised accounting pronouncements as of public company effective dates. As described in “Recently Adopted Accounting Pronouncements” below, the Company early adopted ASU No. 2014-09, Revenue from Contracts with Customers (Accounting Standards Codification Topic 606), ASU No. 2016-09, Stock Compensation—Improvements to Employee Share-Based Payment Accounting, ASU No. 2018-07, Compensation – Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting, and ASU No. 2016-02, (Topic 842) Leases, as the JOBS Act does not preclude an emerging growth company from adopting a new or revised accounting standard earlier than the time that such standard applies to private companies. The Company expects to use the extended transition period for any other new or revised accounting standards during the period in which it remains an emerging growth company. Recently Adopted Accounting Pronouncements In February 2016, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2016-02 (Topic 842), Leases (“ASU 2016-02”). ASU 2016-02 requires an entity to recognize assets and liabilities arising from a lease for both financing and operating leases. ASU 2016-02 requires new qualitative and quantitative disclosures to help investors and other financial statement users better understand the amount, timing, and uncertainty of cash flows arising from leases. As a result of the Company having elected the extended transition period for complying with new or revised accounting standards pursuant to Section 107(b) of the JOBS Act, ASU 2016-02 is effective for the Company for the year ending December 31, 2020 and all interim periods thereafter. Effective January 1, 2019, the Company early adopted ASU No. 2016-02 using the alternative transition approach provided by ASU No. 2018-11. The Company elected certain practical expedients permitted under the transition guidance, including the election to carryforward historical lease classification. The Company also elected the short-term lease practical expedient, which allowed the Company to not recognize leases with a term of less than 12 months on the balance sheets. In addition, the Company elected the lease and non-lease components practical expedient, which allowed the Company to calculate the present value of the fixed payments without performing an allocation of lease and non-lease components. Adoption of the new standard resulted in recording operating lease right-of-use assets and operating lease liabilities of approximately $8.4 million and $15.1 million, respectively, on the balance sheets as of January 1, 2019. The lease liabilities represent the present value of the remaining lease payments of the Company’s Tizona Lease and Cove Lease (see Note 7), discounted using the Company’s incremental borrowing rate as of January 1, 2019. The corresponding right-of-use lease assets are recorded based on the lease liabilities, adjusted for the unamortized lease incentives received and the cumulative difference between rent expense and amounts paid under the Tizona Lease and Cove Lease. The adoption of ASU 2016-02 did not have a material impact on either the statement of operations or statement of cash flows for the year ended December 31, 2019. In February 2018, the FASB issued ASU No. 2018-02, Income Statement – Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income, which provided amended guidance to allow a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the Tax Cuts and Jobs Act (the “Tax Act”). The Company adopted the new standard on January 1, 2019 and did not have income tax effects of the Tax Act related to unrealized gains and losses on its marketable securities. The adoption of this standard did not have an impact on the Company’s financial statements. Recently Issued Accounting Pronouncements In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments ASU 2018-19 ASU 2019-04 Financial Instruments—Credit Losses (Topic 326), Derivatives and Hedging (Topic 815), and Leases (Topic 842): Effective Dates In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement |
Fair Value Measurement
Fair Value Measurement | 12 Months Ended |
Dec. 31, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurement | 3. The following table presents information about the Company’s financial assets that are measured at fair value and indicates the fair value hierarchy of the valuation: Fair Value Measurements at December 31, 2019 Total Level 1 Level 2 Level 3 (in thousands) Assets Cash Equivalents: Money market funds $ 29,450 $ 29,450 $ — $ — U.S. government agency securities 7,597 — 7,597 — Short-term marketable securities U.S. government treasuries — — — — U.S. government securities 30,066 — 30,066 — Corporate debt securities 15,552 — 15,552 — U.S. government agency securities 13,719 — 13,719 — Long-term marketable securities Corporate debt securities 1,508 — 1,508 — U.S. government securities 5,049 — 5,049 — U.S. government agency securities 499 — 499 — Total cash equivalents and marketable securities $ 103,440 $ 29,450 $ 73,990 $ — Fair Value Measurements at December 31, 2018 Total Level 1 Level 2 Level 3 (in thousands) Assets Money market funds $ 60,396 $ 60,396 $ — $ — Total cash equivalents $ 60,396 $ 60,396 $ — $ — The Company’s Level 2 securities are valued using third-party pricing sources. The pricing services utilize industry standard valuation models, including both income- and market-based approaches, for which all significant inputs are observable, either directly or indirectly. The Company has no Level 3 assets or liabilities as of December 31, 2019 or 2018. There were no transfers between Level 1 and Level 2 during the years ended December 31, 2019 and 2018. The Company did not have any financial liabilities subject to fair value measurements on a recurring basis as of December 31, 2019 and 2018. |
Available-for-Sale Securities
Available-for-Sale Securities | 12 Months Ended |
Dec. 31, 2019 | |
Investments Debt And Equity Securities [Abstract] | |
Available-for-Sale Securities | 4. All marketable securities were considered available-for-sale at December 31, 2019. The amortized cost, gross unrealized holding gains or losses and fair value of the Company’s marketable securities by major security type are summarized in the tables below : December 31, 2019 Amortized Cost Gross Unrealized Gain Gross Unrealized Loss Fair Value (in thousands) Cash equivalents U.S. government agency securities $ 7,597 — — $ 7,597 Money market funds 29,450 — — 29,450 Total cash equivalents 37,047 — — 37,047 Short-term marketable securities: U.S. government treasuries — — — — U.S. government agency securities 13,716 3 — 13,719 U.S. government securities 30,072 — (6 ) 30,066 Corporate debt securities 15,509 43 — 15,552 Total short-term marketable securities 59,297 46 (6 ) 59,337 Long-term marketable securities: U.S. government agency securities 499 — — 499 U.S. government securities 5,045 4 — 5,049 Corporate debt securities 1,511 — (3 ) 1,508 Total long-term marketable securities 7,055 4 (3 ) 7,056 Total $ 103,399 $ 50 $ (9 ) $ 103,440 As of December 31, 2019, some of the Company’s marketable securities were in an unrealized loss position. The Company determined that it did have the ability and intent to hold all marketable securities that have been in a continuous loss position until maturity or recovery, thus there has been no recognition of any other-than-temporary impairment in the year ended December 31, 2019. All marketable securities with unrealized losses at December 31, 2019 balance sheet date have been in a loss position for less than twelve months or the loss is not material. All of the Company’s marketable securities have an effective maturity of less than two years. |
Balance Sheet Components
Balance Sheet Components | 12 Months Ended |
Dec. 31, 2019 | |
Balance Sheet Related Disclosures [Abstract] | |
Balance Sheet Components | 5. Property and Equipment, Net Property and equipment, net consists of the following: December 31, 2019 2018 (in thousands) Laboratory equipment $ 3,757 $ 2,402 Furniture and fixtures 576 312 Computer equipment and software 91 32 Leasehold improvements 8,873 360 Construction in progress — 906 13,297 4,012 Less: Accumulated depreciation and amortization (1,914 ) (1,014 ) Total property and equipment, net $ 11,383 $ 2,998 Depreciation and amortization expense for property and equipment amounted to $1.6 million, $0.7 million and $0.4 million for the years ended December 31, 2019, 2018, and 2017, respectively. Accrued Liabilities Accrued liabilities consist of the following: December 31, 2019 2018 Accrued research and development $ 3,893 $ 504 Accrued personnel costs 2,575 1,593 Accrued professional and consulting fees 684 333 Accrued offering costs — 709 Other 343 202 Total accrued liabilities $ 7,495 $ 3,341 |
Convertible Notes
Convertible Notes | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Convertible Notes | 6. In May 2017, the outstanding principal balance of the Company’s convertible promissory notes issued in November 2016 (the “2016 Notes”) and January 2017 (the “2017 Notes”), and the then-outstanding balance of accrued interest, converted into 811,103 shares of the Company’s Series B convertible preferred stock in conjunction with the Series B preferred stock financing. The conversion of the 2016 Notes and the 2017 Notes into shares of Series B convertible preferred stock was accounted for as an extinguishment. Upon the closing of the IPO, all shares of convertible preferred stock then outstanding were automatically converted into shares of common stock. The Company had no convertible preferred stock outstanding as of December 31, 2019. Warrants Issued with 2016 and 2017 Notes As of December 31, 2018, warrants for the purchase of an aggregate of 565,270 shares of the Company’s common stock were outstanding and exercisable. In connection with the IPO, all of these warrants automatically net exercised at the IPO price of $14.00 per share, resulting in the issuance of 563,043 shares of common stock. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2019 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 7. Leases In February 2017, the Company entered into an operating lease agreement with Tizona Therapeutics, Inc. (“Tizona Lease”) for its headquarters in South San Francisco, California. One member of the Board is also the Executive Chairman of Tizona and, as such, Tizona is deemed to be a related party. The lease term was for 36 months. In June 2019, the Company entered into a sublease termination agreement with Tizona (the “Termination Agreement”) with the purpose of terminating the existing Tizona Lease. Under the Termination Agreement, the Company and Tizona agreed to terminate the obligations, liabilities and benefits under the Tizona Lease as of the reduced lease term date of July 31, 2019. In addition, the Company paid a termination fee of $0.4 million to Tizona in July of 2019. The Company is no longer a subtenant to Tizona under the Tizona Lease as of December 31, 2019. As such, there is no operating lease liability or operating lease right-of-use asset balance related to this lease as of December 31, 2019. In August 2018, the Company entered into a lease agreement for the office and laboratory space in South San Francisco, California (the “Cove Lease”). The lease has an initial term of eight years, beginning on the lease commencement date, with an option to extend the lease for an additional period of eight years. The lease commencement date was July 1, 2019 at which time the Company took occupancy. Pursuant to the terms of the lease, the Company is entitled to a tenant improvement allowance of approximately $5.2 million with the option for an additional tenant improvement allowance of approximately $1.4 million. The additional tenant improvement allowance of $1.4 million, which was exercised in December 2018, is treated as a loan from the landlord and is expected to be paid back (including interest) by the Company through additional rental payments. As of December 31, 2019, the full tenant improvement allowance of $6.6 million was utilized under this lease, which was recorded as leasehold improvements and a reduction to the tenant improvement allowance receivable on the balance sheet. The Cove Lease includes an option to renew, exercisable at the Company’s sole discretion, with a renewal term for an additional period of eight years. As of December 31, 2019, the Company has not determined whether it will exercise its option to extend the lease term. Therefore, the operating lease assets and lease liabilities only contemplate the initial lease terms. The Cove Lease qualifies as an operating lease. The following table summarizes the presentation in the Company’s condensed balance sheets of its operating lease (in thousands): As of December 31, 2019 Assets: Operating lease right-of-use assets $ 7,015 Liabilities Operating lease liabilities $ 1,217 Operating lease liabilities, net of current portion 13,727 Total operating lease liabilities $ 14,944 The Company incurred $0.4 million, $0.2 million and $0.2 million in variable lease costs for each of the years ended December 31, 2019, 2018 and 2017, respectively. F uture minimum lease payments under the Cove Lease as of December 31, 2019 are as follows (in thousands): As of December 31, 2019 Operating Lease Commitments 2020 $ 2,487 2021 2,566 2022 2,647 2023 2,731 2024 2,817 Thereafter 7,433 Total future minimum lease payments 20,681 Less: Present value adjustment for minimum lease commitments (5,737 ) Total $ 14,944 As of December 31, 2019, the weighted average remaining lease term was 7.50 years and the weighted average incremental borrowing rate used to determine the operating lease liability was 8.95%. Rent expense was $2.5 million $1.2 million and $0.8 million for the years ended December 31, 2019, 2018 and 2017, respectively. Amortization of the right-of-use lease assets was $1.2 million, zero and zero for the years ended December 31, 2019, 2018 and 2017, respectively. Indemnification In the ordinary course of business, the Company enters into agreements that may include indemnification provisions. Pursuant to such agreements, the Company may indemnify, hold harmless and defend an indemnified party for losses suffered or incurred by the indemnified party. Some of the provisions will limit losses to those arising from third-party actions. In some cases, the indemnification will continue after the termination of the agreement. The maximum potential amount of future payments the Company could be required to make under these provisions is not determinable. The Company has never incurred material costs to defend lawsuits or settle claims related to these indemnification provisions. The Company has also entered into indemnification agreements with its directors and officers that may require the Company to indemnify its directors and officers against liabilities that may arise by reason of their status or service as directors or officers to the fullest extent permitted by Delaware corporate law. The Company currently has directors’ and officers’ insurance. |
Collaboration & License Agreeme
Collaboration & License Agreements | 12 Months Ended |
Dec. 31, 2019 | |
Collaboration And License Agreements [Abstract] | |
Collaboration & License Agreements | 8. Development and Option with AbbVie On November 20, 2019, the Company entered into a Development and Option Agreement with AbbVie in connection with the Company’s HPN217 program, which targets B cell maturation antigen, BCMA. Pursuant to such agreement, the Company granted to AbbVie an option to a worldwide, exclusive license under the Company’s patents and know-how applicable to the HPN217 program to develop, manufacture, and commercialize products arising from the HPN217 program and targeting BCMA, or HPN217 Products. Under the Development and Option Agreement, the Company filed an IND for HPN217, and will conduct clinical development activities pursuant to a mutually agreed development plan, including conducting a Phase 1/2 clinical trial of HPN217, in order for AbbVie to determine whether it wishes to exercise its option to take a worldwide, exclusive license to such HPN217 program. Under the Development and Option Agreement, AbbVie may exercise its license option at any time during a period commencing on the effective date of the agreement and expiring after a specified period following delivery by the Company of a specified data package arising from the first Phase 1/2 trial for the HPN217 Product. Following AbbVie’s exercise of its option, and except for completion of certain development activities by the Company under the development plan, AbbVie will be solely responsible, at its cost, for the development, manufacture and commercialization of HPN217 Products. AbbVie is required to use commercially reasonable efforts to develop and obtain regulatory approval for one HPN217 Product, for at least one indication, for use in each of the United States and specified European markets. Upon execution of the Development and Option Agreement, the Company received an upfront payment of $30.0 million. Additionally, AbbVie is expected to pay a development milestone payment of up to $50.0 million as a result of dosing the first patient in the Phase 1/2 clinical trial of HPN217 within a specified time period, which the Company expects to occur in the first half of 2020. If AbbVie exercises its option, AbbVie will pay the Company an option exercise fee of $200.0 million. Following option exercise, AbbVie will be required to make further payments to the Company of up to $230.0 million in the aggregate for the achievement of specified development, regulatory and commercial sales milestones for HPN217 Products. The Company will also receive tiered royalties on net sales by AbbVie, its affiliates and sublicensees of HPN217 Products at percentages ranging from the high single digits to the very low double digits, subject to specified offsets and reductions. Royalties will be payable under the Development and Option Agreement on a product-by-product and country-by-country basis commencing on the date of first commercial sale of each HPN217 Product, and ending on the later of expiration of all valid claims of specified licensed patents in such country, expiration of regulatory exclusivity in such country, or ten years following first commercial sale of such HPN217 Product in such country. The Development and Option Agreement will terminate upon the date of the expiration of all AbbVie’s royalty payment obligations in all countries, or upon expiration of the license option period and the failure of AbbVie to exercise its license option. The Development and Option Agreement may be terminated by either party immediately for the insolvency of the other party or on 90 days’ written notice for an uncured material breach of the Development and Option Agreement by the other party. AbbVie may also terminate the Development and Option Agreement in its entirety or on a country-by-country basis for any reason on 90 days’ written notice to the Company. The Company assessed the Development and Option Agreement in accordance with Topic 606 and concluded that AbbVie is a customer under this agreement. The Company identified the following performance obligation at the inception of the Development and Option Agreement consisting of the initial development activities. The Company evaluated AbbVie’s option to obtain a worldwide exclusive license for HPN217 to determine whether it provides AbbVie with any material rights. The Company concluded that the options were not issued at a significant and incremental discount, and therefore do not provide material rights. As such, the option is excluded as a performance obligation at the outset of the arrangement. At the inception of the agreement, the transaction price included the $30.0 million up-front consideration received in December 2019 and a development milestone of up to $50.0 million to be received upon dosing of the first patient in the HPN217 Phase 1/2 clinical trial within a specified time period, for a total transaction price of $80.0 million. The Company has determined that achieving this milestone is probable such that a significant reversal of cumulative revenue would not occur for the $50.0 million development milestone. The remaining development, commercialization, and sales milestones along with sales-based royalties were not included in the transaction price, as these milestone amounts were fully constrained on the probability of achievement. The Company will reevaluate the transaction price at the end of each reporting period and as uncertain events are resolved or other changes in circumstances occur, and, if necessary, adjust its estimate of the transaction price. The transaction price of $80.0 million, was all allocated to a single unit of accounting. The initial development activities are considered a single unit of accounting. The Company recognizes revenue associated with the performance obligation as the initial development activities are performed using an input method, according to the costs incurred as related to the estimated costs for the development and regulatory activities to be performed through the completion of a Phase 1/2 clinical trial of HPN217. The transfer of control occurs over this time period and, in management’s judgment, is the best measure of progress towards satisfying the performance obligation. Such estimates are reviewed by the Company on a periodic basis and, if necessary, the Company will adjust the measure of performance and related revenue recognition. The Company recognized $1.7 million of revenue for the year ended December 31, 2019, of which $1.1 million was recognized as a contract asset, included in prepaid expenses and other current assets on the balance sheet, related to the amount of revenue recognized prior to the receipt of the $50.0 million development milestone noted above. As of December 31, 2019, the Company has recorded $29.3 million in deferred revenue, of which $23.8 million is classified as long-term and $5.6 million as short-term deferred revenue, in the accompanying balance sheet. As of December 31, 2019, the Company will recognize royalty revenue in the period of sale of the related products, if any, based on the underlying contract terms. No such amounts were recognized during the year ended December 31, 2019. Amended and Restated Discovery Collaboration Agreement with AbbVie On November 20, 2019, the Company entered into an Amended and Restated Discovery Collaboration and License Agreement, or the Restated Collaboration Agreement, with AbbVie, which agreement amends and restates the Discovery Collaboration and License Agreement entered into between the Company and AbbVie, dated October 10, 2017 and amended April 3, 2019, or the Original Collaboration Agreement. Pursuant to the Original Collaboration Agreement, the Company granted to AbbVie worldwide exclusive rights to develop and commercialize products that incorporate our proprietary TriTAC technology together with soluble TCRs provided by AbbVie that bind to targets accepted by the parties. Under the terms of the Original Collaboration Agreement, AbbVie was allowed to designate up to two targets, which it selected in 2017 and 2019, respectively. Pursuant to the Restated Collaboration Agreement, the worldwide, exclusive license granted to AbbVie under the Original Collaboration Agreement to develop and commercialize products that incorporate our proprietary Tri-specific T-cell Activating Construct, or TriTAC, platform technology together with soluble T cell receptors, or TCRs, provided by AbbVie has been expanded to cover products that incorporate antibodies provided by AbbVie or by us. The expansion of the collaboration also allows AbbVie to designate up to six additional targets, selected during a specified period following the effective date, to be the subject of activities under the collaboration. During a period of up to four years following the date of AbbVie’s designation of each target for the products, and confirmation of target availability, the Company and AbbVie will conduct certain research and discovery activities under a mutually agreed discovery and research plan in connection with the creation and evaluation of constructs comprising our proprietary TriTAC technology, in conjunction with the soluble TCR or antibody sequences directed at the agreed upon targets of interest. The Company may not, including through any third party, develop or commercialize any competing product that binds to any of the included targets. As was the case under the Original Collaboration Agreement, following the discovery phase, AbbVie will be solely responsible, at its cost, for the development, manufacture and commercialization of the products that arise from the activities under the discovery plan. AbbVie is required to use commercially reasonable efforts to develop and commercialize one such product directed to each target for which the discovery activities were completed in each Major Market (as defined in the Restated Collaboration Agreement). In addition to the upfront payment of $17 million already paid under the Original Collaboration Agreement, under the Restated Collaboration Agreement, the Company received an upfront payment of $20 million for AbbVie’s right to select two additional targets and an option to select up to four further targets. AbbVie will be required to make payments to the Company, upon target selection, of $10 million for each target, up to four further targets selected by AbbVie. For each of the up to eight targets selected, the Company will receive up to $300 million in the aggregate for the achievement of specified development, regulatory and commercial sales milestones for licensed products indicated for human therapeutic or prophylactic use, totaling up to $2.4 billion in the aggregate, if such licensed products are successfully progressed against all-included targets and indications. The Company will also be eligible to receive tiered royalties on net sales by AbbVie, its affiliates and sublicensees of licensed products at percentages in the mid-single digits, subject to specified offsets and reductions. Royalties will be payable under the Restated Collaboration Agreement on a product-by-product and country-by-country basis commencing on the date of first commercial sale of each product, and ending on the later of expiration of all valid claims of specified licensed patents in such country, expiration of regulatory exclusivity in such country or ten years following first commercial sale of such product in such country. If licensed products are developed and commercialized for diagnostic or veterinary use, or certain screening or monitoring uses, the parties have agreed to negotiate an appropriate reduction in the economic terms applicable to such non-therapeutic and prophylactic applications. The Restated Collaboration Agreement will terminate upon the date of the expiration of all AbbVie’s royalty payment obligations in all countries. The Restated Collaboration Agreement may be terminated by either party immediately for the insolvency of the other party or on 90 days’ written notice for an uncured material breach of such agreement by the other party. AbbVie may also terminate the Restated Collaboration Agreement in its entirety or on a target-by-target or country-by-country basis for any reason on 30 days’ written notice to the Company. In addition, AbbVie may terminate the Restated Collaboration Agreement immediately in its entirety or on a target-by-target basis if AbbVie considers in good faith that there has been a failure of the discovery or development efforts with respect to such target, or that further development or commercialization of products directed to such target is not advisable as a result of a serious safety issue. The Company assessed the Collaboration and Restated Collaboration Agreement in accordance with Topic 606 and concluded that AbbVie is a customer under both agreements. The Company concluded that there are multiple promises under both the Collaboration and Restated Collaboration Agreement which include (1) research and development activities; (2) regulatory documentation and know-how; and (3) the license to the related technology. The Company combined these promises into a single performance obligation, as the Company is obliged to render specialized services for the research program, and other promises have either no significant value or are not distinct. The Company estimates that the $17.0 million upfront payment under the Original Collaboration Agreement will be recognized over a period in which ongoing research and development activities are incurred based on the projected activities to be performed over each reporting period relative to the total estimated performance period. Such estimates are reviewed by the Company on a periodic basis and, if necessary, the Company will adjust the measure of performance and related revenue recognition. At the inception of the Original Collaboration Agreement, the Company determined that the transaction price was $17.0 million, which was all allocated to the two initial targets. The Company has evaluated the transaction price and has determined $17.0 million is still appropriate as of December 31, 2019. For the year ended December 31, 2019 and 2018, $4.0 million and $4.3 million of revenue has been recognized in the accompanying statement of operations and comprehensive loss, respectively. At the inception of the Restated Collaboration Agreement, the Company determined that the transaction price included the $20.0 million upfront payment received in December 2019. The Company allocates $10.0 million to each additional target selected. The company estimates that the $20.0 million upfront payment under the Restated Collaboration Agreement will be recognized over a period in which ongoing research and development activities are incurred based on the projected activities to be performed over each reporting period relative to the total estimated performance period. Such estimates are reviewed by the Company on a periodic basis and, if necessary, the Company will adjust the measure of performance and related revenue recognition. As of December 31, 2019, AbbVie has not yet selected a target under the Restated Collaboration Agreement, as such, no revenue was recognized and the upfront payment of $20.0 million is recorded as deferred revenue as of December 31, 2019. As of December 31, 2019, the Company has recorded $28.0 million in deferred revenue, of which $22.4 million is classified as long-term and $5.6 million as short-term deferred revenue, in the accompanying balance sheet. The Company determined that future contingent payments that may be received related to development and regulatory milestones under the Restated Collaboration Agreement are based on the performance of AbbVie and are constrained due to the fact that it was not probable that a significant reversal of cumulative revenue would not occur, as their achievement is highly dependent on the successful completion of the research activities. Accordingly, revenue for the achievement of these milestones will be recognized in the period that it is deemed probable that the milestone will be achieved. Any consideration related to commercialization and sales milestones, and sales-based royalties will be recognized when the related sales occur as they were determined to relate predominantly to the license granted to AbbVie and have been excluded from the transaction price. The Company will re-evaluate the transaction price in each reporting period as uncertain events are resolved or other changes in circumstances occur. As of December 31, 2019, the Company has not recognized or earned any milestone payments under the Original Collaboration and Restated Collaboration Agreement. The Company will recognize royalty revenue in the period of sale of the related products, based on the underlying contract terms. No such amounts were recognized during the year ended December 31, 2019. License Agreement with Werewolf Therapeutics, Inc. In March 2018, the Company entered into an assignment and license agreement (the “Werewolf Agreement”) with Werewolf Therapeutics, Inc. (“Werewolf”). Werewolf is affiliated with a holder of more than 5% of the Company’s capital stock, and one member of the Board was, at the time, also the interim Chief Executive Officer of Werewolf and as such, Werewolf was deemed to be a related party. Pursuant to the Werewolf Agreement, the Company assigned certain patents and granted to Werewolf a non-exclusive, royalty-bearing, sublicensable license under certain other patents. In addition, Werewolf assigned certain patents to the Company. Under the Werewolf Agreement, the Company received an upfront fee of $0.5 million. If Werewolf commercializes products covered by the licensed patents, then beginning on the first sale of such products, the Company will be eligible to receive a royalty on net sales of such products by Werewolf, its affiliates and licensees at a percentage in the low single digits, subject to a minimum annual royalty payment at an amount in the low hundreds of thousands of dollars. The Company assessed the Werewolf Agreement in accordance with Topic 606 and concluded that Werewolf is a customer, and there is only one promise and a performance obligation to deliver intellectual property license. The upfront fee of $0.5 million was recognized upfront during the year ended December 31, 2018 upon delivery of the license to Werewolf and royalties on net sales will be recognized when the underlying sales occur. On December 20, 2019, the Company and Werewolf amended the Werewolf Agreement by entering into a Second Amended and Restated Assignment and License Agreement (the “Amended Werewolf Agreement”) to include the grant to Werewolf of an exclusive, royalty-bearing, sublicensable license under certain patents owned by the Company and relating to certain proteins, to make, use, and commercialize products that are covered by such patents in the field of molecules comprising a certain protein. This license provides Werewolf with certain rights to enforce and defend these licensed patents. If Werewolf commercializes products covered by these licensed patents, then beginning on the first sale of such products, Werewolf will be obligated to pay to the Company a royalty on net sales of such products by Werewolf, its affiliates and licensees at a percentage in the low single digits, and this royalty cannot be added to any other royalty owed to the Company under the Amended Werewolf Agreement. In addition, each party granted to the other a non-exclusive, royalty-free, sublicensable, perpetual license under certain other patents relating to a certain binding domain of a certain protein, to make, use, and commercialize products that are covered by such patents in a field defined by a certain type of molecule for each party. The Amended Werewolf Agreement also includes a mutual release of claims regarding certain patent prosecution matters. No royalty revenue was recognized under the Werewolf Agreement during the year ended December 31, 2019 or 2018. Collaboration and License Revenue For the years ended December 31, 2019, 2018 and 2017, collaboration and license revenue in the accompanying statements of operations and comprehensive loss is comprised of the following: Collaboration and License Revenue 2019 2018 2017 AbbVie Restated Collaboration Agreement $ 4,039 $ 4,250 $ 708 AbbVie Development and Option Agreement 1,738 — — Werewolf License Agreement — 500 — Total collaboration and license revenue $ 5,777 $ 4,750 $ 708 |
Convertible Preferred Stock
Convertible Preferred Stock | 12 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
Convertible Preferred Stock | 9. Convertible Preferred Stock In May 2017, the Company entered into a Series B Preferred Stock Purchase Agreement (the “Series B Agreement”), pursuant to which the Company issued 3,128,540 shares of its Series B convertible preferred stock at a purchase price of $6.39 per share for net proceeds of $19.7 million, of which $7.5 million was sold to related party investors of the Company. In addition, as discussed in Note 6, the Company issued an aggregate of 811,103 shares of Series B convertible preferred stock upon the extinguishment of the 2016 Notes and the 2017 Notes in an aggregate of $5.2 million. In November 2018, the Company entered into a Series C Preferred Stock Purchase Agreement, pursuant to which the Company issued and sold approximately 6,499,935 million shares of its Series C convertible preferred stock at a purchase price of $10.77 per share for net proceeds of approximately $69.7 million, of which approximately $29.0 million was sold to related party investors of the Company. Convertible preferred stock consists of the following: As of December 31, 2018 Shares Issued Aggregate Shares and Carrying Liquidation Authorized Outstanding Value Preference (In thousands, except share data) Series A 15,000,000 3,050,329 $ 14,926 $ 15,008 Series B 35,000,000 7,068,184 44,906 45,166 Series C 32,000,000 6,499,935 69,745 70,004 82,000,000 16,618,448 $ 129,577 $ 130,178 The Company classifies the convertible preferred stock outside of total stockholders’ deficit because, in the event of certain “liquidation events” that are not solely within the control of the Company (including a merger, acquisition or sale of all or substantially all of the Company’s assets), the shares would become redeemable at the option of the holders. The Company did not adjust the carrying values of the convertible preferred stock to the deemed liquidation values of such shares since a liquidation event was not probable at either of the reporting dates. Subsequent adjustments to increase or decrease the carrying values to the ultimate liquidation values will be made only if and when it becomes probable that such a liquidation event will occur. On the completion of the IPO (see Note 1), all outstanding shares of convertible preferred stock were automatically converted into 16,618,448 shares of common stock. As of December 31, 2019, the Company did not have any convertible preferred stock issued or outstanding. |
Equity
Equity | 12 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
Equity | 10. Stock Incentive Plans 2019 Equity Incentive Plan The board of directors adopted, and the Company’s stockholders approved the Company’s 2019 Equity Incentive Plan (the “2019 Plan”) in January 2019, which became effective as of immediately prior to the execution of the underwriting agreement for the Company’s IPO in February 2019, after which, no further grants were made under the Company’s 2015 Plan. Initially, the aggregate number of shares of our common stock that may be issued pursuant to stock awards under our 2019 Plan is 5,656,381, which is the sum of (1) 2,200,000 shares plus (2) the number of shares reserved, and remaining available for issuance, under our 2015 Plan at the time our 2019 Plan became effective and (3) the number of shares subject to stock options or other stock awards granted under our 2015 Plan that would have otherwise returned to our 2015 Plan (such as upon the expiration or termination of a stock award prior to vesting. The number of shares of our common stock reserved for issuance under our 2019 Plan will automatically increase on January 1 of each year, beginning on January 1, 2020 and continuing through and including January 1, 2029, by 5% of the total number of shares of our capital stock outstanding on December 31 of the preceding calendar year, or a lesser number of shares determined by our board of directors. The maximum number of shares that may be issued upon the exercise of incentive stock options under our 2019 Plan is 8,000,000 shares. 2015 Equity Incentive Plan In 2015, the Company adopted the 2015 Equity Incentive Plan (the “2015 Plan”). The 2015 Plan provided for the Company to sell or issue common stock or restricted common stock, or to grant incentive stock options or nonqualified stock options for the purchase of common stock, to employees, members of the Board and consultants of the Company under terms and provisions established by the Board. Under the terms of the 2015 Plan, options may have been granted at an exercise price not less than fair market value. The Company generally grants stock-based awards with service conditions only. Options granted typically vest over a four-year period but may be granted with different vesting terms. In January 2019, the Company’s b oard of directors adopted and stockholders approved the Company’s 2019 Plan (noted above), which became effective immediately prior to the execution of the underwriting agreement for the Company’s IPO in February 2019, at which point the 2015 Plan was terminated and no further grants were made under the Company’s 2015 Plan. However, all outstanding stock awards granted pursuant to the 2015 Plan will continue to be subject to the terms and conditions as set forth in the agreements evidencing such stock award. Stock Option Activity The following summarizes option activity under the 2019 Plan and the 2015 Plan: Weighted Weighted Average Number of Average Remaining Aggregate Outstanding Exercise Contractual Intrinsic Options Price Life Value (in years) (in thousands) Balance as of December 31, 2017 1,791,299 1.13 9.24 881 Options granted 1,762,147 2.06 Options exercised (198,943 ) 1.35 Options cancelled (30,515 ) 1.29 Balance as of December 31, 2018 3,323,988 1.61 9.07 1,675 Options granted 322,412 13.21 Options exercised (572,436 ) 1.40 Options cancelled (88,864 ) 1.89 Balance as of December 31, 2019 2,985,100 2.89 8.27 35,509 Vested and expected to vest as of December 31, 2019 2,985,100 2.89 8.27 35,509 Exercisable as of December 31, 2019 881,790 1.80 7.69 11,456 As of December 31, 2019, 2,098,843 shares were reserved by the Company to grant under the 2019 Plan. The aggregate intrinsic values of options outstanding, vested and exercisable, and vested and expected to vest were calculated as the difference between the exercise price of the options and the estimated fair value of the Company’s common stock, as determined by the Board of Directors. The intrinsic value of options exercised for the years ended December 31, 2019, 2018 and 2017 was $7.6 million, $0.1 million, and zero, respectively. There is no future tax benefit related to options exercised, as the Company has accumulated net operating losses at December 31, 2019, 2018 and 2017. During the years ended December 31, 2019, 2018 and 2017, the estimated weighted-average grant-date fair value of the employee options vested was $0.97, $0.81, and $0.72 per share, respectively, and the estimated weighted-average grant-date fair value of employee options granted was $9.26, $1.41, and $0.92 per share, respectively. Stock-Based Compensation The fair value of employee and director stock option awards was estimated at the date of grant using a Black-Scholes option-pricing model with the following weighted-average assumptions: Year Ended December 31, 2019 2018 2017 Expected term (years) 5.86 6.06 6.33 Expected volatility 77.71% 76.08% 73.39% Risk-free interest rate 2.17% 2.89% 2.03% Expected dividend 0% 0% 0% Prior to our IPO in February 2019, and due to no public market for the Company’s common stock, the fair value of the shares of common stock underlying stock options has historically been determined by the Board based on the fair value of the common stock at the time of grant of the option by considering a number of objective and subjective factors including important developments in the Company’s operations, valuations performed by an independent third party, sales of convertible preferred stock, actual operating results and financial performance, the conditions in the biotechnology industry and the economy in general, the stock price performance and volatility of comparable public companies, and the lack of liquidity of the Company’s common stock, among other factors. Subsequent to the completion of our IPO, the fair value of common stock underlying stock option is based on the closing price of our common stock as reported on the date of grant on the primary stock exchange on which our common stock is traded. The Black-Scholes option-pricing model requires the use of highly subjective assumptions which determine the fair value of stock-based awards. These assumptions include: Expected Term —The expected term represents the period that stock-based awards are expected to be outstanding. The expected term for option grants is determined using the simplified method. The simplified method deems the term to be the average of the time-to-vesting and the contractual life of the stock-based awards. Expected Volatility — The Company uses an average historical stock price volatility of comparable public companies within the biotechnology and pharmaceutical industry that were deemed to be representative of future stock price trends as the Company does not have sufficient trading history for its common stock. The Company will continue to apply this process until a sufficient amount of historical information regarding the volatility of its own stock price becomes available. Risk-Free Interest Rate —The risk-free interest rate is based on the U.S. Treasury zero coupon issues in effect at the time of grant for periods corresponding with the expected term of option. Expected Dividend —The Company has never paid dividends on its common stock and has no plans to pay dividends on its common stock. Therefore, the Company used an expected dividend yield of zero. Total stock-based compensation was as follows: Year Ended December 31, 2019 2018 2017 (in thousands) Research and development $ 656 $ 325 $ 145 General and administrative 1,415 347 222 Total stock-based compensation $ 2,071 $ 672 $ 367 Stock-based compensation related to non-employee awards, which is included in the table above, was $0.2 million, $0.1 million, and $0.1 million for the years ended December 31, 2019, 2018 and 2017, respectively. In addition to the stock-based compensation expense showing in the above table, as of December 31, 2019, there is an additional $3.9 million of unrecognized stock-based compensation related to unvested stock options that is expected to be recognized over a weighted-average period of 2.7 years. 2019 Employee Stock Purchase Plan The board of directors adopted, and the Company’s stockholders approved, the 2019 Employee Stock Purchase Plan, (the “2019 ESPP”) in January 2019. The 2019 ESPP became effective in February 2019. The initial reserve for purchase by participating employees under the 2019 ESPP an aggregate number of shares of common stock shall not exceed 250,000 shares. The maximum aggregate number of shares of common stock that may be issued under the 2019 ESPP is 750,000 shares. Additionally, the number of shares of common stock reserved for issuance under the 2019 ESPP will increase automatically each year, beginning on January 1, 2020 and continuing through and including January 1, 2029, in an amount equal to the lesser of (i) 1% of the total number of shares of the Registrant’s capital stock outstanding on December 31 of the preceding calendar year, (ii) 750,000 shares of Common Stock and (iii) a number of shares of Common Stock designated by action of the Registrant’s board of directors prior to the first day of any calendar year. The board of directors may act prior to the first day of any calendar year to provide that there will be no January 1 increase or that the increase will be for a lesser number of shares than would otherwise occur. Shares subject to purchase rights granted under the 2019 ESPP that terminate without having been exercised in full, the shares of Common Stock not purchased under such Purchase Right will again become available for issuance under the Plan. An employee may not be granted rights to purchase stock under the 2019 ESPP if such employee (i) immediately after the grant would own stock possessing 5% or more of the total combined voting power or value of all classes of stock of the Company or (ii) holds rights to purchase stock under the 2019 ESPP that would accrue at a rate that exceeds $25,000 worth of our stock for each calendar year that the rights remain outstanding. The administrator may approve offerings with a duration of not more than 27 months, and may specify one or more shorter purchase periods within each offering. Each offering will have one or more purchase dates on which shares of common stock will be purchased for the employees who are participating in the offering. The administrator, in its discretion, will determine the terms of offerings under the 2019 ESPP. The 2019 ESPP permits participants to purchase shares of our common stock through payroll deductions with up to 15% of their earnings. The purchase price of the shares will be not less than 85% of the lower of the fair market value of our common stock on the first day of an offering or on the date of purchase. Year Ended December 31, 2019 Expected term (years) 0.5 Expected volatility 64.23% Risk-free interest rate 1.80% Expected dividend 0% Restricted Stock In 2015, the Company issued restricted stock awards to employees and directors under the 2015 Plan at a purchase price of $0.0005 per share. The shares related to restricted stock awards are subject to a lapsing repurchase right upon termination of employment at the original purchase price. In order to vest, the holders are required to provide continued service to the Company. For accounting purposes, unvested restricted stock awards are not considered issued and outstanding and therefore are not reflected as issued and outstanding in the accompanying statements of convertible preferred stock and stockholders’ equity (deficit) until the awards vest. A summary of restricted stock activity is shown in the below table: Number of of Restricted Stock Outstanding Restricted shares- December 31, 2017 113,157 Restricted stock awards vested (81,623 ) Unvested shares repurchased (9,356 ) Restricted shares- December 31, 2018 22,178 Restricted stock awards vested (22,178 ) Unvested shares repurchased — Restricted shares- December 31, 2019 — Early Exercised Stock Options The terms of the 2015 Plan permit option holders to exercise stock options before they are vested, subject to certain limitations. The shares related to early exercised stock options are subject to our lapsing repurchase right upon termination of employment at the original purchase price. In order to vest, the holders are required to provide continued service to the Company. The proceeds are initially recorded in other current liabilities and are reclassified to common stock and paid-in capital as the repurchase right lapses. As of December 31, 2019 and 2018, there was $55,000 and $188,000, respectively, recorded in other current liabilities relating to shares subject to repurchase. For accounting purposes, unvested early exercised shares are not considered issued and outstanding until the awards vest. As a result of early exercises under the 2015 Plan, 56,211, and 149,565 shares had not vested and were subject to repurchase as of December 31, 2019 and 2018, respectively. Note Receivable from Stockholder In August 2016, the Company received a recourse promissory note from our then CEO and President, in connection with this individual’s purchase of 152,516 shares of our common stock at a price of $0.59 per share. The principal amount of the note was approximately $90,000, and accrued simple interest at a rate of 1.22% per year. The note, along with accrued interest, can be prepaid without penalty and is due on the earlier of (i) August 29, 2022, (ii) the pricing of an IPO or the closing of an acquisition of the Company, in either case if the note’s existence would violate any applicable law, (iii) the date the Company determines that any change in the Company’s status or the individual’s status would cause the note to be deemed a prohibited extension of credit under Section 402 of the Sarbanes-Oxley Act of 2002, as amended, or any applicable law or (iv) on demand by the Company in certain circumstances. In 2016, upon the individual ceasing to be employed by the Company, the Company repurchased 105,067 shares of common stock at a price per share of $0.59 per share for a total cash payment of $62,000. As of December 31, 2016 and 2017, the outstanding loan balance was $28,000, which is recorded as a component of total stockholders’ deficit in the accompanying balance sheets. As of December 31, 2018 the outstanding balance of $28,000 was cancelled and the cancellation was recorded as stock-based compensation on the Company’s statement of operations and comprehensive loss. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 11. December 31, 2019 2018 Computed expected tax benefit (at federal statutory income tax rate of 21%) $ (11,584 ) $ (5,747 ) State tax (4,599 ) (2,686 ) Stock compensation (490 ) 87 Tax credits 587 1,802 Change in valuation allowance 16,059 6,497 Other 27 47 Federal rate change (pursuant to the Tax Act) — — Total provision for income taxes $ — $ — Since inception, the Company has only generated pretax losses. For the years ended December 31, 2019 and 2018, the Company recorded no provision for income taxes due to the losses incurred. December 31, 2019 2018 (in thousands) Deferred tax assets: Net operating loss carry forwards $ 26,730 $ 10,351 Stock-based compensation 368 91 Deferred revenue 2,239 3,370 Tax credits — — Lease liability 4,190 — Other 674 469 Total deferred tax assets 34,201 14,281 Less: valuation allowance (32,113 ) (14,173 ) Net deferred tax assets 2,088 108 Fixed assets (125 ) (108 ) Right-of-use asset (1,963 ) — Net deferred tax assets $ — $ — The Company’s accounting for deferred taxes involves the evaluation of a number of factors concerning the realizability of its net deferred tax assets. The Company primarily considered such factors as its history of operating losses, the nature of the Company’s deferred tax assets, and the timing, likelihood and amount, if any, of future taxable income during the periods in which those temporary differences and carryforwards become deductible. At present, the Company does not believe that it is more likely than not that the deferred tax assets will be realized; accordingly, a full valuation allowance has been established and no deferred tax asset is shown in the accompanying balance sheets. The valuation allowance increased by approximately $17.9 million and $6.5 million during the years ended December 31, 2019 and 2018. The Company has net operating carryforwards for federal and California income tax purposes of approximately $190.9 million and $74.0 million as of December 31, 2019 and 2018. The federal net operating loss carryforwards of $23.1 million, if not utilized, will expire beginning in 2035 and $72.5 million is carryforward indefinitely with the yearly net operating loss utilization limited to 80 percent of taxable income. The state net operating loss carryforwards of $95.3 million, if not utilized, will expire beginning in 2035. The Company has research and development credit carryforwards for federal and California income tax purposes of approximately $6.4 million and $3.8 million as of December 31, 2019 and 2018. The federal credit carryforwards of $3.9 million, if not utilized, will expire beginning in 2035. The state credit carryforwards indefinitely. Federal and California tax laws impose significant restrictions on the utilization of net operating loss carryforwards in the event of a change in ownership of the Company, as defined by Internal Revenue Code Section 382 (“Section 382”). The Company believes a change in ownership, as defined by Section 382, has occurred but a formal study has not been completed. In addition, in the future the Company may experience ownership changes, which may limit the utilization of net operating loss carryforwards or other tax attributes. The Company has not reflected any benefit of such net operating loss carryforwards in the accompanying financial statements. The Company has established a full valuation allowance against its deferred tax assets due to the uncertainty surrounding the realization of such assets. Uncertain Tax Benefits The Company recognizes uncertain tax positions when it is more likely than not, based on the technical merits, that the position will not be sustained upon examination. No liability related to uncertain tax positions is recorded on the financial statements related to uncertain tax positions. A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows: December 31, 2019 2018 2017 (in thousands) Unrecognized tax benefits at January 1 $ 3,438 $ 422 $ 197 Additions for tax positions taken in the current year 2,656 3,016 225 Reductions for tax positions taken in the prior year (250 ) — — Unrecognized tax benefits at December 31 $ 5,844 $ 3,438 $ 422 The Company does not anticipate any significant changes to unrecognized tax benefits over the next 12 months. The Company recognizes interest and penalties related to uncertain tax positions in income tax expense. To the extent accrued interest and penalties do not ultimately become payable, amounts accrued will be reduced and reflected as a reduction of the provision for income taxes in the period that such determination is made. Interest and penalties have not been accrued for 2019, 2018 and 2017. The Company files income tax returns in the United States and California. The years 2015 through 2019 remain open to U.S. federal and state examination to the extent of the utilization of net operating loss and credit carryovers. As of December 31, 2019, the Company is not under examination by the Internal Revenue Services or any state tax jurisdiction. |
Net Loss Per Share
Net Loss Per Share | 12 Months Ended |
Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | 12. The following outstanding potentially dilutive common stock equivalents have been excluded from the calculation of diluted net loss per share for the periods presented due to their anti-dilutive effect: As of December 31, 2019 2018 2017 Convertible preferred stock (as converted) — 16,618,448 6,989,973 Common stock options issued and outstanding 2,985,100 3,323,988 1,791,299 ESPP shares issuable and outstanding 11,523 — — Restricted Stock subject to future vesting — 22,178 113,157 Early exercised stock options subject to future vesting 56,211 149,565 132,180 Warrants to purchase shares of common stock — 565,270 565,270 Total 3,052,834 20,679,449 9,591,879 The following table summarizes the computation of basic and diluted net loss per share attributable to common stockholders of the Company (in thousands, except per share data): As of December 31, 2019 2018 2017 Net loss (55,572 ) (27,366 ) (16,830 ) Weighted-average shares used to compute basic and diluted net loss per share 21,746,461 1,066,877 894,901 Basic and diluted net loss per common share (2.56 ) (25.65 ) (18.81 ) |
Quarterly Results (Unaudited)
Quarterly Results (Unaudited) | 12 Months Ended |
Dec. 31, 2019 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Results (Unaudited) | 13. Quarterly Results (Unaudited) The following table is in thousands, except per share amounts: Quarters Ended March 31, June 30, September 30, December 31, 2019 2019 2019 2019 Statement of operations data: Revenue Collaboration and license revenue $ 1,063 $ 1,063 $ 1,417 $ 2,234 Total revenue 1,063 1,063 1,417 2,234 Operating expenses Research and development 9,382 9,971 9,533 12,706 General and administrative 5,832 3,734 8,493 4,333 Total operating expenses 15,214 13,705 18,026 17,039 Loss from operations (14,151 ) (12,642 ) (16,609 ) (14,805 ) Interest income 576 840 728 532 Other expense (4 ) (15 ) (26 ) 4 Net loss $ (13,579 ) $ (11,817 ) $ (15,907 ) $ (14,269 ) Other comprehensive loss: Net unrealized gain (loss) on marketable securities 26 84 (25 ) (42 ) Comprehensive loss $ (13,553 ) $ (11,733 ) $ (15,932 ) $ (14,311 ) Net loss per share, basic and diluted (1.01 ) (0.49 ) (0.65 ) (0.58 ) Weighted-average common shares used in computing net loss per share, basic and diluted 13,475,222 24,294,211 24,457,402 24,606,894 Quarters Ended March 31, June 30, September 30, December 31, 2018 2018 2018 2018 Statement of operations data: Revenue Collaboration and license revenue $ 1,561 $ 1,063 $ 1,063 $ 1,063 Total revenue 1,561 1,063 1,063 1,063 Operating expenses Research and development 5,533 6,151 5,967 8,717 General and administrative 982 967 1,942 2,215 Total operating expenses 6,515 7,118 7,909 10,932 Loss from operations (4,954 ) (6,055 ) (6,846 ) (9,869 ) Interest income 73 66 108 148 Other expense (2 ) (5 ) (22 ) (8 ) Net loss $ (4,883 ) $ (5,994 ) $ (6,761 ) $ (9,729 ) Net loss per share, basic and diluted (5.04 ) (5.89 ) (6.23 ) (8.15 ) Weighted-average common shares used in computing net loss per share, basic and diluted 969,235 1,017,336 1,084,477 1,193,797 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The financial statements have been prepared in accordance with U.S. generally accepted accounting principles. |
Reverse Stock Split | Reverse Stock Split On January 28, 2019, the Company filed an amendment to the Company’s amended and restated certificate of incorporation to effect a reverse split of shares of the Company’s common stock and convertible preferred stock on a 4.9175-for-one basis (the “Reverse Stock Split”). The par value and the authorized number of shares of the convertible preferred stock and common stock were not adjusted in connection with the Reverse Stock Split. All references to common stock, convertible preferred stock, warrants to purchase common stock, options to purchase common stock, early exercised options, restricted stock, share data, per share data and related information contained in the financial statements have been retrospectively adjusted to reflect the effect of the Reverse Stock Split for all periods presented. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Significant estimates and assumptions made in the accompanying financial statements include, but are not limited to, the fair value of common stock, the fair value of stock options, the research period of the collaboration agreements with AbbVie Biotechnology Ltd., operating lease liabilities, income tax uncertainties and certain accruals. The Company evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors and adjusts those estimates and assumptions when facts and circumstances dictate. Actual results could differ from those estimates. |
Segment Reporting | Segment Reporting Operating segments are identified as components of an enterprise about which separate discrete financial information is available for evaluation by the Company’s Chief Operating Decision Maker in making decisions regarding resource allocation and assessing performance. To date, the Company has viewed its operations and manages its business as one segment operating primarily in the United States. |
Cash, Cash Equivalents and Restricted Cash | Cash, Cash Equivalents and Restricted Cash The Company considers all highly liquid investments purchased with original maturities of three months or less from the purchase date to be cash equivalents. Cash equivalents consist primarily of amounts invested in money market accounts and are stated at fair value. The Company maintained restricted cash of $0.5 million and $0.5 million as of December 31, 2019 and 2018, respectively. This amount is included within “Other assets” in the accompanying balance sheets and is comprised solely of a letter of credit required pursuant to the lease for the Company’s corporate headquarters entered into in August 2018 as discussed in Note 7. The following table provides a reconciliation of cash and cash equivalents and restricted cash reported within the balance sheets that sum to the total of the same amounts shown in the statement of cash flows. As of December 31, 2019 2018 2017 (in thousands) Balance Sheets Cash and cash equivalents $ 88,736 $ 89,493 $ 29,423 Restricted cash (included in other assets) 467 467 — Cash, cash equivalents and restricted cash in Statements of Cash Flows $ 89,203 $ 89,960 $ 29,423 |
Marketable Securities | Marketable Securities The Company generally invests its excess cash in money market funds and investment grade short- to intermediate-term fixed income securities. Such investments are included in cash and cash equivalents, short-term marketable securities or long-term marketable securities on the balance sheets. Marketable securities with a maturity date greater than 90 days and less than one year at each balance sheet date are classified as short-term. Marketable securities with a maturity date greater than one year at each balance sheet date are classified as long-term. All of the Company’s marketable securities are considered available-for-sale and are reported at fair value with unrealized gains and losses included as a component of stockholders’ equity (deficit). The amortized cost of debt securities is adjusted for amortization of premiums and accretion of discounts to maturity, which is included in interest income, net on the statements of operations. Realized gains and losses and declines in value judged to be other-than-temporary, if any, on marketable securities are included in interest income, net on the statements of operations. The cost of securities sold is determined using specific identification. The Company periodically evaluates whether declines in the fair values of its marketable securities below their amortized cost are other-than-temporary. This evaluation consists of several qualitative and quantitative factors regarding the severity and duration of the unrealized loss, as well as the Company’s ability and intent to hold the marketable security until a forecasted recovery occurs. Additionally, the Company assesses whether it has plans to sell the marketable security or it is more likely than not it will be required to sell any marketable securities before recovery of its amortized cost basis. Factors considered include quoted market prices, recent financial results and operating trends, implied values from any recent transactions or offers of investee securities, credit quality of debt instrument issuers, other publicly available information that may affect the value of the marketable security, duration and severity of the decline in value, and the Company’s strategy and intentions for holding the marketable security. |
Concentration of Credit Risk | Concentration of Credit Risk The Company is subject to credit risk from its portfolio of cash equivalents and marketable securities. The Company invests in money market funds through a major U.S. bank and is exposed to credit risk in the event of default by the financial institution to the extent of amounts recorded on the consolidated balance sheets. The Company invests in money market funds and investment grade short- to intermediate-term fixed income securities. Under its investment policy, the Company limits amounts invested in such securities by credit rating, maturity, industry group, investment type and issuer, except for securities issued by the U.S. government. The Company is not exposed to any significant concentrations of credit risk from these financial instruments. The goals of the Company’s investment policy, in order of priority, are as follows: preservation of principal; liquidity of investments; fiduciary control of cash and investments; prevention of inappropriate concentrations of investments; obtaining the best yields. The Company minimizes the amount of credit exposure by investing cash that is not required for immediate operating needs in money market funds and marketable securities. |
Leases | Leases The Company evaluates arrangements at inception to determine if an arrangement is or contains a lease. Operating lease assets represent the Company’s right to use an underlying asset for the lease term and operating lease liabilities represent the Company’s obligation to make lease payments arising from the lease. Operating lease assets and liabilities are recognized at the commencement date of the lease based upon the present value of lease payments over the lease term. When determining the lease term, the Company includes options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. The Company uses an incremental borrowing rate that the Company would expect to incur for a fully collateralized loan over a similar term under similar economic conditions to determine the present value of the lease payments. The lease payments used to determine the Company’s operating lease assets may include lease incentives and stated rent increases and are recognized in the Company’s operating lease assets in the balance sheets. Operating lease liabilities are accreted over the term of the lease using the incremental borrowing rate and the associated expense is recorded to operating expenses in the statement of operations and comprehensive loss. The Company recognizes lease expenses on a straight-line basis over the lease term. Variable lease payments are recognized as the associated obligation is incurred. |
Fair Value Measurement | Fair Value Measurement 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, and established 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 measures fair value based on a three-level hierarchy of inputs, of which the first two are considered observable and the last unobservable. Unobservable inputs reflect the Company’s own assumptions about current market conditions. The three-level hierarchy of inputs is as follows: Level 1—Observable inputs such as unadjusted, quoted prices in active markets for identical assets or liabilities at the measurement date; Level 2—Inputs (other than quoted prices included in Level 1) are either directly or indirectly observable for the asset or liability. These include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active; 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. To the extent that the valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised by the Company in determining fair value is greatest for instruments categorized in Level 3. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. The carrying amounts reflected in the accompanying balance sheets for cash and cash equivalents, short-term marketable securities, prepaid expenses, other current assets, accounts payable, accrued expenses and other current liabilities approximate their fair values, due to their short-term nature. |
Property and Equipment, Net | Property and Equipment, Net Property and equipment are stated at cost less accumulated depreciation and amortization. Depreciation is computed on a straight-line basis over the estimated useful lives of the related assets, generally three to five years. Leasehold improvements are amortized using the straight-line method over the shorter of the assets’ estimated useful lives or the remaining term of the lease. Depreciation and amortization begin at the time the asset is placed in service. Maintenance and repairs are charged to operations as incurred. Upon sale or retirement of assets, the cost and related accumulated depreciation are removed from the balance sheet and the resulting gain or loss is reflected in operations. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets The Company evaluates its long-lived assets, including property and equipment, for impairment whenever events or changes in business circumstances indicate that the carrying amount of the assets or group of assets may not be fully recoverable. If indicators of impairment exist and the undiscounted future cash flows that the assets are expected to generate are less than the carrying amount of the assets, the Company reduces the carrying amount of the assets through an impairment charge to their estimated fair values based on a discounted cash flow approach or, when available and appropriate, to comparable market values. There were no impairments of long-lived assets for any of the periods presented. |
Revenue Recognition | Revenue Recognition Effective January 1, 2017, the Company early adopted Accounting Standards Codification (“ASC”) Topic 606, Revenue from Contracts with Customers The Company enters into corporate collaborations under which it may obtain upfront license fees, research and development funding, and development, regulatory and commercial milestone payments and royalty payments. The Company’s performance obligations under these arrangements may include licenses of intellectual property, distribution rights, research and development services, delivery of manufactured product and/or participation on joint steering committees. Licenses of intellectual property: If the license to the Company’s intellectual property is determined to be distinct from the other performance obligations identified in the arrangement, the Company recognizes revenue from upfront license fees allocated to the license when the license is transferred to the customer and the customer is able to use and benefit from the license. For licenses that are bundled with other promises, the Company utilizes judgement to assess the nature of the combined performance obligation to determine whether the combined performance obligation is satisfied over time or at a point in time and, if over time, the appropriate method of measuring proportional performance for purposes of recognizing revenue from non-refundable, up-front fees. The Company evaluates the measure of proportional performance each reporting period and, if necessary, adjusts the measure of performance and related revenue recognition. We recognize collaboration revenue by measuring the progress toward complete satisfaction of the performance obligation using an input measure. In order to recognize revenue over the research and development period, we measure actual costs incurred to date compared to the overall total expected costs to satisfy the performance obligation. Revenues are recognized as the program costs are incurred. We will re-evaluate the estimate of expected costs to satisfy the performance obligation each reporting period and make adjustments for any significant changes. Milestone payments: At the inception of each arrangement that includes development, regulatory or commercial milestone payments, the Company evaluates whether the milestones are considered probable of being reached and estimates the amount to be included in the transaction price. Topic 606 suggests two alternatives to use when estimating the amount of variable consideration: the expected value method and the most likely amount method. Under the expected value method, an entity considers the sum of probability-weighted amounts in a range of possible consideration amounts. Under the most likely amount method, an entity considers the single most likely amount in a range of possible consideration amounts. Whichever method is used, it should be consistently applied throughout the life of the contract; however, it is not necessary for the Company to use the same approach for all contracts. The Company expects to use the most likely amount method for development and regulatory milestone payments. If it is probable that a significant revenue reversal would not occur, the associated milestone value 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 considered probable of being achieved until those approvals are received. The transaction price is then allocated to each performance obligation on a relative stand-alone selling price basis. The Company recognizes revenue as or when the performance obligations under the contract are satisfied. At the end of each subsequent reporting period, the Company re-evaluates the probability or achievement of each such milestone and any related constraint, and if necessary, adjusts its estimates of the overall transaction price. Any such adjustments are recorded on a cumulative catch-up basis, which would affect revenues and earnings in the period of adjustment. Commercial milestones and royalties: For arrangements that include sales-based royalties, including milestone payments based on the level of sales, and in which the license is deemed to be the predominant item to which the royalties relate, the Company recognizes revenue when the related sales occur. To date, the Company has not recognized any royalty revenue resulting from its collaboration arrangements. Upfront payments and fees are recorded as deferred revenue upon receipt or when due, and may require deferral of revenue recognition to a future period until the Company performs its obligations (i.e. research and development services) under these arrangements. Amounts due to the Company are recorded as accounts receivable when the Company’s right to consideration is unconditional. Amounts recognized as revenue prior to receipt are recorded as contract assets included in prepaid expenses and other current assets on the balance sheet. If we expect to have an unconditional right to receive the consideration in the next twelve months, this will be classified in current assets. |
Research and Development Expenses and Accrued Research and Development Costs | Research and Development Expenses and Accrued Research and Development Costs The Company expenses research and development costs as incurred. Research and development expenses consist of personnel costs for the Company’s research and product development employees. Also included are non-personnel costs such as professional fees payable to third parties for preclinical studies, clinical trials, research services, production of materials for clinical trials, laboratory supplies and equipment maintenance and depreciation, intellectual property licenses and other consulting costs. The Company estimates preclinical and clinical study and research expenses based on the services performed, pursuant to contracts with research institutions that conduct and manage preclinical studies, clinical trials and research services and manufacturing organizations in connection with the production of materials for clinical trials on its behalf. The Company estimates these expenses based on discussions with internal management personnel and external service providers as to the progress or stage of completion of services and the contracted fees to be paid for such services. The Company records the estimated costs of research and development activities based upon the estimated amount services provided but not yet invoiced, and includes these costs in development expenses. The Company accrues for these costs based on factors such as estimates of the work completed and in accordance with agreements established with its third-party service provides under the service agreements. The Company makes significant judgments and estimates in determining the accrued liabilities balance in each reporting period. As actual costs become known, the Company adjusts its accrued liabilities. The Company has not experienced any material differences between accrued costs and actual costs incurred. However, the status and timing of actual services performed may vary from the Company’s estimates, resulting in adjustments to expense in future periods. Changes in these estimates that result in material changes to the Company’s accruals could materially affect the Company’s results of operations. Payments associated with licensing agreements to acquire exclusive license to develop, use, manufacture and commercialize products that have not reached technological feasibility and do not have alternate future use are expensed as incurred. Payments made to third parties under these arrangements in advance of the performance of the related services by the third parties are recorded as prepaid expenses until the services are rendered. Such payments are evaluated for current or long-term classification based on when such services are expected to be received. |
Stock-Based Compensation | Stock-Based Compensation The Company maintains a stock-based compensation plan as a long-term incentive for employees, consultants and members of the Company’s board of directors (the “Board”). The plan allows for the issuance of non-statutory options (“NSOs”) and incentive stock options to employees and NSOs to nonemployees. Share-based payments are measured using fair-value-based measurements and recognized as compensation expense over the service period in which the awards are expected to vest. The Company’s fair-value-based measurements of awards to employees and directors as of the grant date utilize the single-option award-valuation approach, and the Company uses the straight-line method for expense attribution. The fair-value-based measurements of options granted to nonemployees are remeasured at each period end until the options vest and are amortized to expense as earned. The valuation model used for calculating the estimated fair value of stock awards is the Black-Scholes option-pricing model. The Black-Scholes model requires the Company to make assumptions and judgments about the variables used in the calculations, including the expected term (weighted-average period of time that the options granted are expected to be outstanding), the expected volatility of the Company’s common stock, the related risk-free interest rate and the expected dividend. The Company has elected to recognize forfeitures of share-based payment awards as they occur. Effective January 1, 2018, the Company early adopted ASU No. 2018-07, Compensation – Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting |
Convertible Preferred Stock | Convertible Preferred Stock The Company records all shares of convertible preferred stock at their respective fair values less issuance costs on the dates of issuance. The convertible preferred stock is recorded outside of stockholders’ equity (deficit) because, in the event of certain deemed liquidation events considered not solely within the Company’s control, such as a merger, acquisition and sale of all or substantially all of the Company’s assets, the convertible preferred stock will become redeemable at the option of the holders. |
Income Taxes | Income Taxes Income taxes are accounted for under the asset and liability method. Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates applied to taxable income in the years in which those temporary differences are expected to be realized. The effect on deferred tax assets and liabilities of a change in tax rates is recognized as income in the period that includes the enactment date. A valuation allowance is established when necessary to reduce deferred tax assets to the amount expected to be realized. Financial statement effects of uncertain tax positions are recognized when it is more-likely-than-not, based on the technical merits of the position, that it will be sustained upon examination. Interest and penalties related to unrecognized tax benefits are included as a component of other expense. To date, there have been no interest or penalties charged in relation to the unrecognized tax benefits. The Company accounts for uncertain tax positions in accordance with ASC 740-10, Accounting for Uncertainty in Income Taxes The Company includes any penalties and interest expense related to income taxes as a component of provision for income tax as necessary. To date, there have been no interest or penalties charged in relation to the unrecognized tax benefits. |
Net Loss Per Share | Net Loss Per Share Basic net loss per share is calculated by dividing the net loss by the weighted-average number of shares of common stock outstanding during the period, without consideration for potentially dilutive securities. As discussed in Note 11, the unvested portion of early exercised stock options are excluded from the computation of weighted average shares as the continuing vesting of such shares is contingent on the holders’ continued service to the Company. Diluted net loss per share is the same as basic net loss per share for each period presented, since the effects of potentially dilutive securities are antidilutive given the net loss of the Company. |
Comprehensive Income (Loss) | Comprehensive Income (Loss) Comprehensive loss includes net loss and certain changes in stockholders’ equity (deficit) that are excluded from net loss, primarily unrealized gains or losses on the Company’s marketable securities. |
Deferred Offering Costs | Deferred Offering Costs At December 31, 2018, the Company had $3.0 million of deferred offering costs included in other assets on the balance sheet, consisting of legal, accounting and other fees and costs directly attributable to the IPO, which was completed in February 2019. The deferred offering costs were offset against the gross proceeds of the IPO in February 2019. |
Emerging Growth Company Status | Emerging Growth Company Status The Company is an emerging growth company, as defined in the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”). Under the JOBS Act, emerging growth companies can delay adopting new or revised accounting standards issued subsequent to the enactment of the JOBS Act until such time as those standards apply to private companies. The Company has elected to use this extended transition period for complying with new or revised accounting standards that have different effective dates for public and private companies until the earlier of the date that the Company (i) is no longer an emerging growth company or (ii) affirmatively and irrevocably opts out of the extended transition period provided in the JOBS Act. As a result, the accompanying financial statements may not be comparable to companies that comply with the new or revised accounting pronouncements as of public company effective dates. As described in “Recently Adopted Accounting Pronouncements” below, the Company early adopted ASU No. 2014-09, Revenue from Contracts with Customers (Accounting Standards Codification Topic 606), ASU No. 2016-09, Stock Compensation—Improvements to Employee Share-Based Payment Accounting, ASU No. 2018-07, Compensation – Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting, and ASU No. 2016-02, (Topic 842) Leases, as the JOBS Act does not preclude an emerging growth company from adopting a new or revised accounting standard earlier than the time that such standard applies to private companies. The Company expects to use the extended transition period for any other new or revised accounting standards during the period in which it remains an emerging growth company. |
Recently Adopted Accounting Pronouncements | In February 2016, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2016-02 (Topic 842), Leases (“ASU 2016-02”). ASU 2016-02 requires an entity to recognize assets and liabilities arising from a lease for both financing and operating leases. ASU 2016-02 requires new qualitative and quantitative disclosures to help investors and other financial statement users better understand the amount, timing, and uncertainty of cash flows arising from leases. As a result of the Company having elected the extended transition period for complying with new or revised accounting standards pursuant to Section 107(b) of the JOBS Act, ASU 2016-02 is effective for the Company for the year ending December 31, 2020 and all interim periods thereafter. Effective January 1, 2019, the Company early adopted ASU No. 2016-02 using the alternative transition approach provided by ASU No. 2018-11. The Company elected certain practical expedients permitted under the transition guidance, including the election to carryforward historical lease classification. The Company also elected the short-term lease practical expedient, which allowed the Company to not recognize leases with a term of less than 12 months on the balance sheets. In addition, the Company elected the lease and non-lease components practical expedient, which allowed the Company to calculate the present value of the fixed payments without performing an allocation of lease and non-lease components. Adoption of the new standard resulted in recording operating lease right-of-use assets and operating lease liabilities of approximately $8.4 million and $15.1 million, respectively, on the balance sheets as of January 1, 2019. The lease liabilities represent the present value of the remaining lease payments of the Company’s Tizona Lease and Cove Lease (see Note 7), discounted using the Company’s incremental borrowing rate as of January 1, 2019. The corresponding right-of-use lease assets are recorded based on the lease liabilities, adjusted for the unamortized lease incentives received and the cumulative difference between rent expense and amounts paid under the Tizona Lease and Cove Lease. The adoption of ASU 2016-02 did not have a material impact on either the statement of operations or statement of cash flows for the year ended December 31, 2019. In February 2018, the FASB issued ASU No. 2018-02, Income Statement – Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income, which provided amended guidance to allow a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the Tax Cuts and Jobs Act (the “Tax Act”). The Company adopted the new standard on January 1, 2019 and did not have income tax effects of the Tax Act related to unrealized gains and losses on its marketable securities. The adoption of this standard did not have an impact on the Company’s financial statements. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments ASU 2018-19 ASU 2019-04 Financial Instruments—Credit Losses (Topic 326), Derivatives and Hedging (Topic 815), and Leases (Topic 842): Effective Dates Fair Value Measurement (Topic 820): Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Schedule of Reconciliation of Cash and Cash Equivalents and Restricted Cash | The following table provides a reconciliation of cash and cash equivalents and restricted cash reported within the balance sheets that sum to the total of the same amounts shown in the statement of cash flows. As of December 31, 2019 2018 2017 (in thousands) Balance Sheets Cash and cash equivalents $ 88,736 $ 89,493 $ 29,423 Restricted cash (included in other assets) 467 467 — Cash, cash equivalents and restricted cash in Statements of Cash Flows $ 89,203 $ 89,960 $ 29,423 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Fair Value Disclosures [Abstract] | |
Summary of Financial Assets Measured at Fair Value and Fair Value Hierarchy of Valuation | The following table presents information about the Company’s financial assets that are measured at fair value and indicates the fair value hierarchy of the valuation: Fair Value Measurements at December 31, 2019 Total Level 1 Level 2 Level 3 (in thousands) Assets Cash Equivalents: Money market funds $ 29,450 $ 29,450 $ — $ — U.S. government agency securities 7,597 — 7,597 — Short-term marketable securities U.S. government treasuries — — — — U.S. government securities 30,066 — 30,066 — Corporate debt securities 15,552 — 15,552 — U.S. government agency securities 13,719 — 13,719 — Long-term marketable securities Corporate debt securities 1,508 — 1,508 — U.S. government securities 5,049 — 5,049 — U.S. government agency securities 499 — 499 — Total cash equivalents and marketable securities $ 103,440 $ 29,450 $ 73,990 $ — Fair Value Measurements at December 31, 2018 Total Level 1 Level 2 Level 3 (in thousands) Assets Money market funds $ 60,396 $ 60,396 $ — $ — Total cash equivalents $ 60,396 $ 60,396 $ — $ — |
Available-for-Sale Securities (
Available-for-Sale Securities (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Investments Debt And Equity Securities [Abstract] | |
Schedule of Available-for-Sale Securities at Fair Value | All marketable securities were considered available-for-sale at December 31, 2019. The amortized cost, gross unrealized holding gains or losses and fair value of the Company’s marketable securities by major security type are summarized in the tables below : December 31, 2019 Amortized Cost Gross Unrealized Gain Gross Unrealized Loss Fair Value (in thousands) Cash equivalents U.S. government agency securities $ 7,597 — — $ 7,597 Money market funds 29,450 — — 29,450 Total cash equivalents 37,047 — — 37,047 Short-term marketable securities: U.S. government treasuries — — — — U.S. government agency securities 13,716 3 — 13,719 U.S. government securities 30,072 — (6 ) 30,066 Corporate debt securities 15,509 43 — 15,552 Total short-term marketable securities 59,297 46 (6 ) 59,337 Long-term marketable securities: U.S. government agency securities 499 — — 499 U.S. government securities 5,045 4 — 5,049 Corporate debt securities 1,511 — (3 ) 1,508 Total long-term marketable securities 7,055 4 (3 ) 7,056 Total $ 103,399 $ 50 $ (9 ) $ 103,440 |
Balance Sheet Components (Table
Balance Sheet Components (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Balance Sheet Related Disclosures [Abstract] | |
Property and Equipment, Net | Property and equipment, net consists of the following: December 31, 2019 2018 (in thousands) Laboratory equipment $ 3,757 $ 2,402 Furniture and fixtures 576 312 Computer equipment and software 91 32 Leasehold improvements 8,873 360 Construction in progress — 906 13,297 4,012 Less: Accumulated depreciation and amortization (1,914 ) (1,014 ) Total property and equipment, net $ 11,383 $ 2,998 |
Accrued Liabilities | Accrued liabilities consist of the following: December 31, 2019 2018 Accrued research and development $ 3,893 $ 504 Accrued personnel costs 2,575 1,593 Accrued professional and consulting fees 684 333 Accrued offering costs — 709 Other 343 202 Total accrued liabilities $ 7,495 $ 3,341 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Commitments And Contingencies Disclosure [Abstract] | |
Summary of Operating Leases in Condensed Balance Sheets | The following table summarizes the presentation in the Company’s condensed balance sheets of its operating lease (in thousands): As of December 31, 2019 Assets: Operating lease right-of-use assets $ 7,015 Liabilities Operating lease liabilities $ 1,217 Operating lease liabilities, net of current portion 13,727 Total operating lease liabilities $ 14,944 |
Schedule of Future Minimum Lease Payments Under Tizona Lease and Cove Lease | As of December 31, 2019 Operating Lease Commitments 2020 $ 2,487 2021 2,566 2022 2,647 2023 2,731 2024 2,817 Thereafter 7,433 Total future minimum lease payments 20,681 Less: Present value adjustment for minimum lease commitments (5,737 ) Total $ 14,944 |
Collaboration & License Agree_2
Collaboration & License Agreements (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Collaboration And License Agreements [Abstract] | |
Schedule of Collaboration and License Revenue | For the years ended December 31, 2019, 2018 and 2017, collaboration and license revenue in the accompanying statements of operations and comprehensive loss is comprised of the following: Collaboration and License Revenue 2019 2018 2017 AbbVie Restated Collaboration Agreement $ 4,039 $ 4,250 $ 708 AbbVie Development and Option Agreement 1,738 — — Werewolf License Agreement — 500 — Total collaboration and license revenue $ 5,777 $ 4,750 $ 708 |
Convertible Preferred Stock (Ta
Convertible Preferred Stock (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
Schedule of Convertible Preferred Stock | Convertible preferred stock consists of the following: As of December 31, 2018 Shares Issued Aggregate Shares and Carrying Liquidation Authorized Outstanding Value Preference (In thousands, except share data) Series A 15,000,000 3,050,329 $ 14,926 $ 15,008 Series B 35,000,000 7,068,184 44,906 45,166 Series C 32,000,000 6,499,935 69,745 70,004 82,000,000 16,618,448 $ 129,577 $ 130,178 |
Equity (Tables)
Equity (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
Summary of Option Activity Under Equity Incentive Plan | The following summarizes option activity under the 2019 Plan and the 2015 Plan: Weighted Weighted Average Number of Average Remaining Aggregate Outstanding Exercise Contractual Intrinsic Options Price Life Value (in years) (in thousands) Balance as of December 31, 2017 1,791,299 1.13 9.24 881 Options granted 1,762,147 2.06 Options exercised (198,943 ) 1.35 Options cancelled (30,515 ) 1.29 Balance as of December 31, 2018 3,323,988 1.61 9.07 1,675 Options granted 322,412 13.21 Options exercised (572,436 ) 1.40 Options cancelled (88,864 ) 1.89 Balance as of December 31, 2019 2,985,100 2.89 8.27 35,509 Vested and expected to vest as of December 31, 2019 2,985,100 2.89 8.27 35,509 Exercisable as of December 31, 2019 881,790 1.80 7.69 11,456 |
Summary of Fair Value of Employee and Director Stock Option Awards using a Black-Scholes Option-Pricing Model | The fair value of employee and director stock option awards was estimated at the date of grant using a Black-Scholes option-pricing model with the following weighted-average assumptions: Year Ended December 31, 2019 2018 2017 Expected term (years) 5.86 6.06 6.33 Expected volatility 77.71% 76.08% 73.39% Risk-free interest rate 2.17% 2.89% 2.03% Expected dividend 0% 0% 0% |
Summary of Stock-based Compensation | Total stock-based compensation was as follows: Year Ended December 31, 2019 2018 2017 (in thousands) Research and development $ 656 $ 325 $ 145 General and administrative 1,415 347 222 Total stock-based compensation $ 2,071 $ 672 $ 367 |
Schedule of Fair Value of Common Stock, Employee Stock Purchase Plan, Activity | Year Ended December 31, 2019 Expected term (years) 0.5 Expected volatility 64.23% Risk-free interest rate 1.80% Expected dividend 0% |
Summary of Restricted Stock Activity | A summary of restricted stock activity is shown in the below table: Number of of Restricted Stock Outstanding Restricted shares- December 31, 2017 113,157 Restricted stock awards vested (81,623 ) Unvested shares repurchased (9,356 ) Restricted shares- December 31, 2018 22,178 Restricted stock awards vested (22,178 ) Unvested shares repurchased — Restricted shares- December 31, 2019 — |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes Rate Reconciliation | December 31, 2019 2018 Computed expected tax benefit (at federal statutory income tax rate of 21%) $ (11,584 ) $ (5,747 ) State tax (4,599 ) (2,686 ) Stock compensation (490 ) 87 Tax credits 587 1,802 Change in valuation allowance 16,059 6,497 Other 27 47 Federal rate change (pursuant to the Tax Act) — — Total provision for income taxes $ — $ — |
Components of Deferred Tax Assets and Liabilities | Significant components of the Company’s deferred tax assets and liabilities as of December 31, 2019 and 2018 consisted of the following: December 31, 2019 2018 (in thousands) Deferred tax assets: Net operating loss carry forwards $ 26,730 $ 10,351 Stock-based compensation 368 91 Deferred revenue 2,239 3,370 Tax credits — — Lease liability 4,190 — Other 674 469 Total deferred tax assets 34,201 14,281 Less: valuation allowance (32,113 ) (14,173 ) Net deferred tax assets 2,088 108 Fixed assets (125 ) (108 ) Right-of-use asset (1,963 ) — Net deferred tax assets $ — $ — |
Schedule of Reconciliation of Beginning and Ending Amounts of Unrecognized Tax Benefits | A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows: December 31, 2019 2018 2017 (in thousands) Unrecognized tax benefits at January 1 $ 3,438 $ 422 $ 197 Additions for tax positions taken in the current year 2,656 3,016 225 Reductions for tax positions taken in the prior year (250 ) — — Unrecognized tax benefits at December 31 $ 5,844 $ 3,438 $ 422 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |
Summary of Outstanding Potentially Dilutive Common Stock Equivalents Excluded from Calculation of Diluted Net Loss Per Share | The following outstanding potentially dilutive common stock equivalents have been excluded from the calculation of diluted net loss per share for the periods presented due to their anti-dilutive effect: As of December 31, 2019 2018 2017 Convertible preferred stock (as converted) — 16,618,448 6,989,973 Common stock options issued and outstanding 2,985,100 3,323,988 1,791,299 ESPP shares issuable and outstanding 11,523 — — Restricted Stock subject to future vesting — 22,178 113,157 Early exercised stock options subject to future vesting 56,211 149,565 132,180 Warrants to purchase shares of common stock — 565,270 565,270 Total 3,052,834 20,679,449 9,591,879 |
Summary of Computation of Basic and Diluted Net Loss Per Share Attributable to Common Stockholders | The following table summarizes the computation of basic and diluted net loss per share attributable to common stockholders of the Company (in thousands, except per share data): As of December 31, 2019 2018 2017 Net loss (55,572 ) (27,366 ) (16,830 ) Weighted-average shares used to compute basic and diluted net loss per share 21,746,461 1,066,877 894,901 Basic and diluted net loss per common share (2.56 ) (25.65 ) (18.81 ) |
Quarterly Results (Unaudited) (
Quarterly Results (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of Quarterly Results | The following table is in thousands, except per share amounts: Quarters Ended March 31, June 30, September 30, December 31, 2019 2019 2019 2019 Statement of operations data: Revenue Collaboration and license revenue $ 1,063 $ 1,063 $ 1,417 $ 2,234 Total revenue 1,063 1,063 1,417 2,234 Operating expenses Research and development 9,382 9,971 9,533 12,706 General and administrative 5,832 3,734 8,493 4,333 Total operating expenses 15,214 13,705 18,026 17,039 Loss from operations (14,151 ) (12,642 ) (16,609 ) (14,805 ) Interest income 576 840 728 532 Other expense (4 ) (15 ) (26 ) 4 Net loss $ (13,579 ) $ (11,817 ) $ (15,907 ) $ (14,269 ) Other comprehensive loss: Net unrealized gain (loss) on marketable securities 26 84 (25 ) (42 ) Comprehensive loss $ (13,553 ) $ (11,733 ) $ (15,932 ) $ (14,311 ) Net loss per share, basic and diluted (1.01 ) (0.49 ) (0.65 ) (0.58 ) Weighted-average common shares used in computing net loss per share, basic and diluted 13,475,222 24,294,211 24,457,402 24,606,894 Quarters Ended March 31, June 30, September 30, December 31, 2018 2018 2018 2018 Statement of operations data: Revenue Collaboration and license revenue $ 1,561 $ 1,063 $ 1,063 $ 1,063 Total revenue 1,561 1,063 1,063 1,063 Operating expenses Research and development 5,533 6,151 5,967 8,717 General and administrative 982 967 1,942 2,215 Total operating expenses 6,515 7,118 7,909 10,932 Loss from operations (4,954 ) (6,055 ) (6,846 ) (9,869 ) Interest income 73 66 108 148 Other expense (2 ) (5 ) (22 ) (8 ) Net loss $ (4,883 ) $ (5,994 ) $ (6,761 ) $ (9,729 ) Net loss per share, basic and diluted (5.04 ) (5.89 ) (6.23 ) (8.15 ) Weighted-average common shares used in computing net loss per share, basic and diluted 969,235 1,017,336 1,084,477 1,193,797 |
Organization - Additional Infor
Organization - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | Feb. 07, 2019 | Dec. 31, 2019 | Mar. 14, 2019 | Dec. 31, 2018 |
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||
Month and year of incorporation | 2015-03 | |||
Common stock shares sold | 24,904,848 | 1,383,221 | ||
Gross proceeds from issuance of common stock | $ 70,646 | |||
Convertible shares of common stock | 16,618,448 | |||
Accumulated deficit | $ 118,163 | $ 62,591 | ||
Cash, cash equivalents and marketable securities | $ 155,100 | |||
Redeemable Convertible Preferred Stock | ||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||
Convertible shares of common stock | 17,181,491 | |||
Reclassified from temporary equity to additional paid in capital | $ 129,600 | |||
Convertible preferred stock, outstanding | 0 | |||
IPO | ||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | ||||
Public offering price per share | $ 14 | |||
Common stock shares sold | 5,769,201 | |||
Gross proceeds from issuance of common stock | $ 80,800 | |||
Net proceeds after deducting underwriting discounts, commissions and offering costs | $ 70,700 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Additional Information (Details) | Jan. 28, 2019 | Dec. 31, 2019USD ($)Segment | Jan. 01, 2019USD ($) | Dec. 31, 2018USD ($) |
Summary Of Significant Accounting Policy [Line Items] | ||||
Highly liquid investments purchased with maximum original maturities | 3 months | |||
Restricted cash | $ 467,000 | $ 467,000 | ||
Impairment of long-lived assets | 0 | |||
Interest or penalties charged related to unrecognized tax benefits | 0 | |||
Deferred offering costs | $ 3,000,000 | |||
Operating lease right-of-use asset | 7,015,000 | |||
Operating lease liabilities | 14,944,000 | |||
ASC 740-10 | ||||
Summary Of Significant Accounting Policy [Line Items] | ||||
Interest or penalties charged related to unrecognized tax benefits | $ 0 | |||
ASU 2016-02 | ||||
Summary Of Significant Accounting Policy [Line Items] | ||||
Operating lease right-of-use asset | $ 8,400,000 | |||
Operating lease liabilities | $ 15,100,000 | |||
Minimum | ||||
Summary Of Significant Accounting Policy [Line Items] | ||||
Property and equipment, estimated useful life | 3 years | |||
Maximum | ||||
Summary Of Significant Accounting Policy [Line Items] | ||||
Property and equipment, estimated useful life | 5 years | |||
United States | ||||
Summary Of Significant Accounting Policy [Line Items] | ||||
Number of operating segments | Segment | 1 | |||
Common Stock | Convertible Preferred Stock | ||||
Summary Of Significant Accounting Policy [Line Items] | ||||
Reverse split of shares | 4.9175 | |||
Reverse split of shares, description | 4.9175-for-one basis |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Schedule of Reconciliation of Cash and Cash Equivalents and Restricted Cash (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Accounting Policies [Abstract] | ||||
Cash and cash equivalents | $ 88,736 | $ 89,493 | $ 29,423 | |
Restricted cash (included in other assets) | 467 | 467 | ||
Cash, cash equivalents and restricted cash in Statements of Cash Flows | $ 89,203 | $ 89,960 | $ 29,423 | $ 985 |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of Financial Assets Measured at Fair Value and Fair Value Hierarchy of Valuation (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Assets | ||
Assets fair value | $ 103,440 | $ 60,396 |
Cash Equivalents | Money Market Funds | ||
Assets | ||
Assets fair value | 29,450 | 60,396 |
Cash Equivalents | U.S. government agency securities | ||
Assets | ||
Assets fair value | 7,597 | |
Short-term marketable securities | U.S. government agency securities | ||
Assets | ||
Assets fair value | 13,719 | |
Short-term marketable securities | U.S. government securities | ||
Assets | ||
Assets fair value | 30,066 | |
Short-term marketable securities | Corporate debt securities | ||
Assets | ||
Assets fair value | 15,552 | |
Long-term marketable securities | U.S. government agency securities | ||
Assets | ||
Assets fair value | 499 | |
Long-term marketable securities | U.S. government securities | ||
Assets | ||
Assets fair value | 5,049 | |
Long-term marketable securities | Corporate debt securities | ||
Assets | ||
Assets fair value | 1,508 | |
Level 1 | ||
Assets | ||
Assets fair value | 29,450 | 60,396 |
Level 1 | Cash Equivalents | Money Market Funds | ||
Assets | ||
Assets fair value | 29,450 | 60,396 |
Level 2 | ||
Assets | ||
Assets fair value | 73,990 | |
Level 2 | Cash Equivalents | U.S. government agency securities | ||
Assets | ||
Assets fair value | 7,597 | |
Level 2 | Short-term marketable securities | U.S. government agency securities | ||
Assets | ||
Assets fair value | 13,719 | |
Level 2 | Short-term marketable securities | U.S. government securities | ||
Assets | ||
Assets fair value | 30,066 | |
Level 2 | Short-term marketable securities | Corporate debt securities | ||
Assets | ||
Assets fair value | 15,552 | |
Level 2 | Long-term marketable securities | U.S. government agency securities | ||
Assets | ||
Assets fair value | 499 | |
Level 2 | Long-term marketable securities | U.S. government securities | ||
Assets | ||
Assets fair value | 5,049 | |
Level 2 | Long-term marketable securities | Corporate debt securities | ||
Assets | ||
Assets fair value | 1,508 | |
Level 3 | ||
Assets | ||
Assets fair value | $ 0 | $ 0 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) - USD ($) | Dec. 31, 2019 | Dec. 31, 2018 |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Fair value, assets | $ 103,440,000 | $ 60,396,000 |
Fair value, assets, level 1 to level 2 transfers, amount | 0 | 0 |
Financial liabilities fair value measurements | 0 | 0 |
Level 3 | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Fair value, assets | 0 | 0 |
Fair value, liabilities | $ 0 | $ 0 |
Available-for-Sale Securities -
Available-for-Sale Securities - Schedule of Available-for-Sale Securities at Fair Value (Details) $ in Thousands | Dec. 31, 2019USD ($) |
Schedule Of Available For Sale Securities [Line Items] | |
Amortized Cost | $ 103,399 |
Gross Unrealized Gain | 50 |
Gross Unrealized Loss | (9) |
Fair Value | 103,440 |
Cash Equivalents | |
Schedule Of Available For Sale Securities [Line Items] | |
Amortized Cost | 37,047 |
Fair Value | 37,047 |
Cash Equivalents | U.S. government agency securities | |
Schedule Of Available For Sale Securities [Line Items] | |
Amortized Cost | 7,597 |
Fair Value | 7,597 |
Cash Equivalents | Money Market Funds | |
Schedule Of Available For Sale Securities [Line Items] | |
Amortized Cost | 29,450 |
Fair Value | 29,450 |
Short-term marketable securities | |
Schedule Of Available For Sale Securities [Line Items] | |
Amortized Cost | 59,297 |
Gross Unrealized Gain | 46 |
Gross Unrealized Loss | (6) |
Fair Value | 59,337 |
Short-term marketable securities | U.S. government agency securities | |
Schedule Of Available For Sale Securities [Line Items] | |
Amortized Cost | 13,716 |
Gross Unrealized Gain | 3 |
Fair Value | 13,719 |
Short-term marketable securities | U.S. government securities | |
Schedule Of Available For Sale Securities [Line Items] | |
Amortized Cost | 30,072 |
Gross Unrealized Loss | (6) |
Fair Value | 30,066 |
Short-term marketable securities | Corporate debt securities | |
Schedule Of Available For Sale Securities [Line Items] | |
Amortized Cost | 15,509 |
Gross Unrealized Gain | 43 |
Fair Value | 15,552 |
Long-term marketable securities | |
Schedule Of Available For Sale Securities [Line Items] | |
Amortized Cost | 7,055 |
Gross Unrealized Gain | 4 |
Gross Unrealized Loss | (3) |
Fair Value | 7,056 |
Long-term marketable securities | U.S. government agency securities | |
Schedule Of Available For Sale Securities [Line Items] | |
Amortized Cost | 499 |
Fair Value | 499 |
Long-term marketable securities | U.S. government securities | |
Schedule Of Available For Sale Securities [Line Items] | |
Amortized Cost | 5,045 |
Gross Unrealized Gain | 4 |
Fair Value | 5,049 |
Long-term marketable securities | Corporate debt securities | |
Schedule Of Available For Sale Securities [Line Items] | |
Amortized Cost | 1,511 |
Gross Unrealized Loss | (3) |
Fair Value | $ 1,508 |
Available-for-Sale Securities_2
Available-for-Sale Securities - Additional Information (Detail) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Schedule Of Available For Sale Securities [Line Items] | |
Recognition of other-than-temporary impairment | $ 0 |
Maximum | |
Schedule Of Available For Sale Securities [Line Items] | |
Marketable securities maturity period | 2 years |
Balance Sheet Components - Prop
Balance Sheet Components - Property and Equipment, Net (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Property Plant And Equipment [Line Items] | ||
Property and equipment | $ 13,297 | $ 4,012 |
Less: Accumulated depreciation and amortization | (1,914) | (1,014) |
Total property and equipment, net | 11,383 | 2,998 |
Laboratory Equipment | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment | 3,757 | 2,402 |
Furniture and Fixtures | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment | 576 | 312 |
Computer Equipment and Software | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment | 91 | 32 |
Leasehold Improvements | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment | $ 8,873 | 360 |
Construction in Progress | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment | $ 906 |
Balance Sheet Components - Addi
Balance Sheet Components - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Balance Sheet Related Disclosures [Abstract] | |||
Depreciation and amortization expense | $ 1.6 | $ 0.7 | $ 0.4 |
Balance Sheet Components - Accr
Balance Sheet Components - Accrued Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Balance Sheet Related Disclosures [Abstract] | ||
Accrued research and development | $ 3,893 | $ 504 |
Accrued personnel costs | 2,575 | 1,593 |
Accrued professional and consulting fees | 684 | 333 |
Accrued offering costs | 709 | |
Other | 343 | 202 |
Total accrued liabilities | $ 7,495 | $ 3,341 |
Convertible Notes - Additional
Convertible Notes - Additional Information (Details) - $ / shares | 1 Months Ended | 12 Months Ended | ||||
May 31, 2017 | Dec. 31, 2018 | Dec. 31, 2019 | Feb. 12, 2019 | Dec. 31, 2017 | Dec. 31, 2016 | |
Convertible Preferred Stock | ||||||
Convertible Notes [Line Items] | ||||||
Convertible preferred stock | 16,618,448 | 0 | 6,989,973 | 3,050,329 | ||
2016 Notes and 2017 Notes | ||||||
Convertible Notes [Line Items] | ||||||
Warrants exercisable | 565,270 | |||||
Class of Warrant or Right, Outstanding | 565,270 | |||||
2016 Notes and 2017 Notes | IPO | ||||||
Convertible Notes [Line Items] | ||||||
Warrants exercise price | $ 14 | |||||
2016 Notes and 2017 Notes | IPO | Warrant | ||||||
Convertible Notes [Line Items] | ||||||
Warrants converted into shares of common stock | 563,043 | |||||
2016 Notes and 2017 Notes | Series B | Convertible Preferred Stock | ||||||
Convertible Notes [Line Items] | ||||||
Accrued interest converted into shares | 811,103 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | |||||
Jul. 31, 2019 | Dec. 31, 2018 | Aug. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Feb. 28, 2017 | |
Commitments And Contingencies [Line Items] | |||||||
Operating lease liability | $ 14,944 | ||||||
Operating lease right-of-use asset | 7,015 | ||||||
Variable lease costs | $ 400 | $ 200 | $ 200 | ||||
Weighted average remaining lease term | 7 years 6 months | ||||||
Weighted average incremental borrowing rate | 8.95% | ||||||
Rent expense | $ 2,500 | 1,200 | 800 | ||||
Amortization of right-of-use lease assets | 1,200 | $ 0 | $ 0 | ||||
Office and Laboratory Space | |||||||
Commitments And Contingencies [Line Items] | |||||||
Lease term | 8 years | ||||||
Lessee operating lease, option to extend, description | The lease has an initial term of eight years, beginning on the lease commencement date, with an option to extend the lease for an additional period of eight years. | ||||||
Lease term option to extend period | 8 years | ||||||
Lease commencement date | Jul. 1, 2019 | ||||||
Tenant improvement allowance entitled | $ 5,200 | ||||||
Additional tenant improvement allowance | $ 1,400 | ||||||
Additional tenant improvement allowance exercised | $ 1,400 | ||||||
Tenant improvement allowance utilized under lease recorded as leasehold improvements | $ 6,600 | ||||||
Office Space | |||||||
Commitments And Contingencies [Line Items] | |||||||
Lessee operating lease, option to extend, description | The Cove Lease includes an option to renew, exercisable at the Company’s sole discretion, with a renewal term for an additional period of eight years. | ||||||
Lease term option to extend period | 8 years | ||||||
Tizona Sublease Termination Agreement | |||||||
Commitments And Contingencies [Line Items] | |||||||
Lease termination fees | $ 400 | ||||||
Operating lease liability | $ 0 | ||||||
Operating lease right-of-use asset | $ 0 | ||||||
Tizona Therapeutics, Inc. | |||||||
Commitments And Contingencies [Line Items] | |||||||
Lease term | 36 months |
Commitments and Contingencies_2
Commitments and Contingencies - Summary of Operating Leases in Condensed Balance Sheets (Details) $ in Thousands | Dec. 31, 2019USD ($) |
Assets | |
Operating lease right-of-use asset | $ 7,015 |
Liabilities | |
Operating lease liabilities | 1,217 |
Operating lease liabilities, net of current portion | 13,727 |
Total operating lease liabilities | $ 14,944 |
Commitments and Contingencies_3
Commitments and Contingencies - Schedule of Future Minimum Payments Under Tizona Lease and Cove Lease (Details) $ in Thousands | Dec. 31, 2019USD ($) |
Commitments And Contingencies Disclosure [Abstract] | |
2020 | $ 2,487 |
2021 | 2,566 |
2022 | 2,647 |
2023 | 2,731 |
2024 | 2,817 |
Thereafter | 7,433 |
Total future minimum lease payments | 20,681 |
Less: Present value adjustment for minimum lease commitments | (5,737) |
Operating lease liabilities | $ 14,944 |
Collaboration & License Agree_3
Collaboration & License Agreements - Additional Information (Detail) - USD ($) | 1 Months Ended | 12 Months Ended | |
Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | |
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||
Deferred revenue, noncurrent | $ 46,144,000 | $ 7,792,000 | |
Deferred revenue, current | $ 11,207,000 | 4,250,000 | |
Collaborative Agreement | |||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||
Collaboration termination notice period | 90 days | ||
AbbVie Inc. | Abb Vie Restated Collaboration Agreement | |||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||
Collaboration agreement upfront payment amount. | $ 20,000,000 | ||
Milestone payments under collaboration agreement | 2,400,000,000 | ||
Transaction price | 20,000,000 | ||
Collaboration agreement additional payment for target selection | 10,000,000 | ||
AbbVie Inc. | Phase 1/2 clininical trial of HPN217 | |||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||
Collaboration agreement upfront payment amount. | 30,000,000 | ||
Option exercise fee | 200,000,000 | ||
AbbVie Inc. | Phase 1/2 clininical trial of HPN217 | Inception of Agreement | |||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||
Transaction price | 80,000,000 | ||
Up-front consideration received | 30,000,000 | ||
AbbVie Inc. | Phase 1/2 clininical trial of HPN217 | Maximum | |||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||
Milestone payments under collaboration agreement | 50,000,000 | ||
AbbVie Inc. | Phase 1/2 clininical trial of HPN217 | Maximum | Inception of Agreement | |||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||
Development milestone to be received | 50,000,000 | ||
AbbVie Inc. | Development, Regulatory, and Commercial Sale Milestones For Licensed Products | |||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||
Collaboration agreement upfront payment amount. | 300,000,000 | ||
AbbVie Inc. | Development, Regulatory, and Commercial Sale Milestones For Licensed Products | Maximum | |||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||
Collaboration agreement upfront payment amount. | 230,000,000 | ||
AbbVie Inc. | Collaborative Agreement | |||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||
Collaboration agreement upfront payment amount. | 17,000,000 | ||
Milestone payments under collaboration agreement | 0 | ||
Revenue | 1,700,000 | ||
Contract asset | 1,100,000 | ||
Deferred revenue recognized | 50,000,000 | ||
Deferred revenue | 29,300,000 | ||
Deferred revenue, noncurrent | 23,800,000 | ||
Deferred revenue, current | $ 5,600,000 | ||
Collaboration termination notice period | 30 days | ||
Recognize royalty revenue | $ 0 | ||
AbbVie Inc. | Collaborative Agreement | Abb Vie Restated Collaboration Agreement | |||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||
Collaboration agreement upfront payment amount. | 20,000,000 | ||
Transaction price | 17,000,000 | ||
Revenue | 4,300,000 | 4,000,000 | |
Deferred revenue | 28,000,000 | ||
Deferred revenue, noncurrent | 22,400,000 | ||
Deferred revenue, current | 5,600,000 | ||
Collaborative Arrangements additional payments | 10,000,000 | ||
Deferred revenue | 20,000,000 | ||
AbbVie Inc. | Research and Development Activities | |||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||
Collaboration agreement upfront payment amount. | $ 17,000,000 | ||
Estimated period to recognize upfront payment | 4 years | ||
Werewolf Therapeutics, Inc. | Licensing Agreements | |||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||
Recognize royalty revenue | $ 0 | $ 0 | |
Ownership interest in the company's capital stock | 5.00% | ||
Upfront fee received | $ 500,000 |
Collaboration & License Agree_4
Collaboration & License Agreements - Schedule of Collaboration and License Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||
Collaboration and license revenue | $ 2,234 | $ 1,417 | $ 1,063 | $ 1,063 | $ 1,063 | $ 1,063 | $ 1,063 | $ 1,561 | $ 5,777 | $ 4,750 | $ 708 |
Collaboration and License | |||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||
Collaboration and license revenue | $ 2,234 | $ 1,417 | $ 1,063 | $ 1,063 | $ 1,063 | $ 1,063 | $ 1,063 | $ 1,561 | 5,777 | 4,750 | 708 |
Collaboration and License | Abb Vie Restated Collaboration Agreement | |||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||
Collaboration and license revenue | 4,039 | 4,250 | $ 708 | ||||||||
Collaboration and License | AbbVie Development And Option Agreement | |||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||
Collaboration and license revenue | $ 1,738 | ||||||||||
Collaboration and License | Werewolf License Agreement | |||||||||||
Collaborative Arrangements And Noncollaborative Arrangement Transactions [Line Items] | |||||||||||
Collaboration and license revenue | $ 500 |
Convertible Preferred Stock - A
Convertible Preferred Stock - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 12 Months Ended | ||||
Nov. 30, 2018 | May 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2019 | Dec. 31, 2016 | |
Class Of Stock [Line Items] | ||||||
Net proceeds from issuance of convertible preferred stock | $ 89,828 | $ 19,729 | ||||
Convertible shares of common stock | 16,618,448 | |||||
Series B Preferred Stock | ||||||
Class Of Stock [Line Items] | ||||||
Stock price | $ 6.39 | |||||
Series B Preferred Stock | Series B Agreement | ||||||
Class Of Stock [Line Items] | ||||||
Convertible preferred stock, shares issued | 3,128,540 | |||||
Stock price | $ 6.39 | |||||
Net proceeds from issuance of convertible preferred stock | $ 19,700 | |||||
Net proceeds from issuance of convertible preferred stock to related party investors | $ 7,500 | |||||
Series B Preferred Stock | Series B Agreement | Tranche Rights | ||||||
Class Of Stock [Line Items] | ||||||
Convertible preferred stock, shares issued | 3,128,540 | |||||
Stock price | $ 6.39 | |||||
Series B Preferred Stock | 2016 Notes and 2017 Notes | Series B Agreement | ||||||
Class Of Stock [Line Items] | ||||||
Convertible preferred stock, shares issued | 811,103 | |||||
Net proceeds from issuance of convertible preferred stock | $ 5,200 | |||||
Series C Preferred Stock | ||||||
Class Of Stock [Line Items] | ||||||
Stock price | $ 10.77 | |||||
Series C Preferred Stock | Series C Agreement | ||||||
Class Of Stock [Line Items] | ||||||
Convertible preferred stock, shares issued | 6,499,935 | |||||
Stock price | $ 10.77 | |||||
Net proceeds from issuance of convertible preferred stock | $ 69,700 | |||||
Series C Preferred Stock | Series C Agreement | Related Party | ||||||
Class Of Stock [Line Items] | ||||||
Net proceeds from issuance of convertible preferred stock | $ 29,000 | |||||
Convertible Preferred Stock | ||||||
Class Of Stock [Line Items] | ||||||
Convertible preferred stock, issued | 16,618,448 | 0 | ||||
Convertible preferred stock, outstanding | 16,618,448 | 6,989,973 | 0 | 3,050,329 |
Convertible Preferred Stock - S
Convertible Preferred Stock - Schedule of Convertible Preferred Stock (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2018USD ($)shares | |
Temporary Equity [Line Items] | |
Convertible preferred stock, authorized | shares | 82,000,000 |
Shares Issued and Outstanding | shares | 16,618,448 |
Carrying Value | $ | $ 129,577 |
Aggregate Liquidation Preference | $ | $ 130,178 |
Series A Preferred Stock | |
Temporary Equity [Line Items] | |
Convertible preferred stock, authorized | shares | 15,000,000 |
Shares Issued and Outstanding | shares | 3,050,329 |
Carrying Value | $ | $ 14,926 |
Aggregate Liquidation Preference | $ | $ 15,008 |
Series B Preferred Stock | |
Temporary Equity [Line Items] | |
Convertible preferred stock, authorized | shares | 35,000,000 |
Shares Issued and Outstanding | shares | 7,068,184 |
Carrying Value | $ | $ 44,906 |
Aggregate Liquidation Preference | $ | $ 45,166 |
Series C Preferred Stock | |
Temporary Equity [Line Items] | |
Convertible preferred stock, authorized | shares | 32,000,000 |
Shares Issued and Outstanding | shares | 6,499,935 |
Carrying Value | $ | $ 69,745 |
Aggregate Liquidation Preference | $ | $ 70,004 |
Equity - Additional Information
Equity - Additional Information (Details) - USD ($) | 1 Months Ended | 12 Months Ended | |||||
Aug. 31, 2016 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2015 | Feb. 28, 2019 | Dec. 31, 2016 | |
Class Of Stock [Line Items] | |||||||
Common stock, issued | 24,904,848 | 1,383,221 | |||||
Expected dividend yield | 0.00% | ||||||
Stock-based compensation expense | $ 2,071,000 | $ 672,000 | $ 367,000 | ||||
Common Stock | |||||||
Class Of Stock [Line Items] | |||||||
Issuance of common stock | 5,769,201 | 3,050 | |||||
Recourse Promissory Note | |||||||
Class Of Stock [Line Items] | |||||||
Principal amount | $ 90,000,000 | ||||||
Accrued simple interest | 1.22% | ||||||
Outstanding loans balance | 28,000,000 | $ 28,000,000 | $ 28,000,000 | ||||
Recourse Promissory Note | Common Stock | |||||||
Class Of Stock [Line Items] | |||||||
Issuance of common stock | 152,516 | ||||||
Shares issued, price per share | $ 0.59 | ||||||
Repurchase of common stock, shares | 105,067 | ||||||
Repurchase of common stock | $ 62,000,000 | ||||||
Non-employee Awards | |||||||
Class Of Stock [Line Items] | |||||||
Stock-based compensation expense | $ 200,000 | 100,000 | 100,000 | ||||
Early Exercised Stock Options - 2015 Plan | |||||||
Class Of Stock [Line Items] | |||||||
Other current liabilities relating to shares subject to repurchase | $ 55,000 | $ 188,000 | |||||
Early exercised shares repurchased | 56,211 | 149,565 | |||||
2015 Notes | |||||||
Class Of Stock [Line Items] | |||||||
Awards granted | 0 | ||||||
2019 Equity Incentive Plan | |||||||
Class Of Stock [Line Items] | |||||||
Awards granted | 0 | ||||||
Share-based compensation, common stock issued | 0 | ||||||
Shares reserved for future issuance | 2,098,843 | ||||||
Common stock, issued | 2,200,000 | ||||||
Percentage of capital stock outstanding | 5.00% | ||||||
Aggregate intrinsic value of options exercisable | $ 7,600,000 | $ 100,000 | 0 | ||||
Future tax benefit related to options exercised | $ 0 | $ 0 | $ 0 | ||||
Expected dividend yield | 0.00% | ||||||
2019 Equity Incentive Plan | Employee Stock Option | |||||||
Class Of Stock [Line Items] | |||||||
Weighted average grant date fair value of options vested | $ 0.97 | $ 0.81 | $ 0.72 | ||||
Weighted average grant date fair value of options granted | $ 9.26 | $ 1.41 | $ 0.92 | ||||
Unrecognized stock based compensation expense | $ 3,900,000 | ||||||
Weighted-average period for unrecognized compensation cost to recognize | 2 years 8 months 12 days | ||||||
2019 Equity Incentive Plan | Maximum | |||||||
Class Of Stock [Line Items] | |||||||
Share-based compensation, common stock issued | 8,000,000 | ||||||
Shares reserved for future issuance | 5,656,381 | ||||||
2015 Plan | |||||||
Class Of Stock [Line Items] | |||||||
Awards granted | 0 | ||||||
Stockbased award, vesting period | 4 years | ||||||
Share-based compensation purchase price of restricted stock awards | $ 0.0005 | ||||||
2019 Employee Stock Purchase Plan | |||||||
Class Of Stock [Line Items] | |||||||
Shares reserved for future issuance | 750,000 | ||||||
Percentage of capital stock outstanding | 1.00% | ||||||
Share-based compensation arrangement by share-based payment award, percentage of combined voting power owned | 5.00% | ||||||
Share-based compensation arrangement by share based payment award rights to purchase stock remains outstanding | $ 25,000,000 | ||||||
Share-based compensation arrangement by share based payment award offerings of purchase periods | 27 months | ||||||
Share-based compensation percentage of payroll deductions on purchase shares of common stock | 15.00% | ||||||
Share -based compensation arrangement by share based payment award stock price percentage of fair market value | 85.00% | ||||||
2019 Employee Stock Purchase Plan | Maximum | |||||||
Class Of Stock [Line Items] | |||||||
Share-based compensation, common stock issued | 750,000 | ||||||
Shares reserved for future issuance | 250,000 |
Equity - Summary of Option Acti
Equity - Summary of Option Activity Under Equity Incentive Plan (Details) - 2015 Plan - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Number of Outstanding Options | |||
Outstanding Options, Beginning Balance | 3,323,988 | 1,791,299 | |
Options granted | 322,412 | 1,762,147 | |
Options exercised | (572,436) | (198,943) | |
Options cancelled | (88,864) | (30,515) | |
Outstanding Options, Ending Balance | 2,985,100 | 3,323,988 | 1,791,299 |
Vested and expected to vest as of December 31, 2019 | 2,985,100 | ||
Exercisable as of December 31, 2019 | 881,790 | ||
Weighted Average Exercise Price | |||
Outstanding Options, Weighted Average Exercise Price | $ 1.61 | $ 1.13 | |
Options granted, Weighted Average Exercise Price | 13.21 | 2.06 | |
Options exercised, Weighted Average Exercise Price | 1.40 | 1.35 | |
Options cancelled, Weighted Average Exercise Price | 1.89 | 1.29 | |
Outstanding Options, Weighted Average Exercise Price | 2.89 | $ 1.61 | $ 1.13 |
Vested and expected to vest as of December 31, 2019 | 2.89 | ||
Exercisable as of December 31, 2019 | $ 1.80 | ||
Weighted Average Remaining Contractual Life (in years) | |||
Outstanding Options, Weighted Average Remaining Contractual Life | 8 years 3 months 7 days | 9 years 25 days | 9 years 2 months 26 days |
Vested and expected to vest as of December 31, 2019 | 8 years 3 months 7 days | ||
Exercisable as of December 31, 2019 | 7 years 8 months 8 days | ||
Aggregate Intrinsic Value | |||
Options Outstanding, Aggregate Intrinsic Value | $ 35,509 | $ 1,675 | $ 881 |
Vested and expected to vest as of December 31, 2019 | 35,509 | ||
Exercisable as of December 31, 2019 | $ 11,456 |
Equity - Summary of Fair Value
Equity - Summary of Fair Value of Employee and Director Stock Option Awards using a Black-Scholes Option-Pricing Model (Details) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Expected dividend | 0.00% | ||
Employee Stock Option | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Expected term (years) | 5 years 10 months 9 days | 6 years 21 days | 6 years 3 months 29 days |
Expected volatility | 77.71% | 76.08% | 73.39% |
Risk-free interest rate | 2.17% | 2.89% | 2.03% |
Expected dividend | 0.00% | 0.00% | 0.00% |
Equity - Total Stock-based Comp
Equity - Total Stock-based Compensation (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Total stock-based compensation | $ 2,071 | $ 672 | $ 367 |
Research and development | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Total stock-based compensation | 656 | 325 | 145 |
General and administrative | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Total stock-based compensation | $ 1,415 | $ 347 | $ 222 |
Equity - Schedule of Fair Value
Equity - Schedule of Fair Value of Common Stock, Employee Stock Purchase Plan, Activity (Details) | 12 Months Ended |
Dec. 31, 2019 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Expected dividend | 0.00% |
2019 Equity Incentive Plan | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Expected term (years) | 6 months |
Expected volatility | 64.23% |
Risk-free interest rate | 1.80% |
Expected dividend | 0.00% |
Equity - Summary of Restricted
Equity - Summary of Restricted Stock Activity (Details) - Restricted Stock - shares | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Restricted shares, Beginning Balance | 22,178 | 113,157 |
Restricted stock awards vested | (22,178) | (81,623) |
Unvested shares repurchased | (9,356) | |
Restricted shares, Ending Balance | 22,178 |
Income Taxes - Income Taxes Rat
Income Taxes - Income Taxes Rate Reconciliation (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | ||
Computed expected tax benefit (at federal statutory income tax rate of 21%) | $ (11,584,000) | $ (5,747,000) |
State tax | (4,599,000) | (2,686,000) |
Stock compensation | (490,000) | 87,000 |
Tax credits | 587,000 | 1,802,000 |
Change in valuation allowance | 16,059,000 | 6,497,000 |
Other | 27,000 | 47,000 |
Total provision for income taxes | $ 0 | $ 0 |
Income Taxes - Income Taxes R_2
Income Taxes - Income Taxes Rate Reconciliation (Parenthetical) (Details) | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Federal statutory income tax rate | 21.00% |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) | 12 Months Ended | ||||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2020 | Dec. 31, 2017 | Dec. 31, 2016 | |
Income Taxes [Line Items] | |||||
Income tax provision | $ 0 | $ 0 | |||
Deferred tax assets | 0 | 0 | |||
Increase in valuation allowance | 17,900,000 | 6,500,000 | |||
Liability for uncertain tax positions | 0 | ||||
Unrecognized tax benefits | 5,844,000 | 3,438,000 | $ 422,000 | $ 197,000 | |
Income tax examination, penalties and interest accrued | $ 0 | 0 | $ 0 | ||
Income tax examination, description | The Company files income tax returns in the United States and California. The years 2015 through 2019 remain open to U.S. federal and state examination to the extent of the utilization of net operating loss and credit carryovers. As of December 31, 2019, the Company is not under examination by the Internal Revenue Services or any state tax jurisdiction. | ||||
Scenario Forecast | |||||
Income Taxes [Line Items] | |||||
Unrecognized tax benefits | $ 0 | ||||
Federal and California | |||||
Income Taxes [Line Items] | |||||
Net operating carryforwards | $ 190,900,000 | 74,000,000 | |||
Federal and California | Research Tax Credit Carryforward | |||||
Income Taxes [Line Items] | |||||
Research and development credit carryforwards | 6,400,000 | $ 3,800,000 | |||
Net operating loss carryforwards, subject to expiration | $ 3,900,000 | ||||
Net operating loss carryforwards, expiration year | 2035 | ||||
Federal | |||||
Income Taxes [Line Items] | |||||
Net operating loss carryforwards, subject to expiration | $ 23,100,000 | ||||
Net operating loss carryforwards, expiration year | 2035 | ||||
State | |||||
Income Taxes [Line Items] | |||||
Net operating loss carryforwards, subject to expiration | $ 95,300,000 | ||||
Net operating loss carryforwards, expiration year | 2035 | ||||
Limitation on operating losses carryforward, percentage | 80.00% | ||||
Net operating loss carryforwards, not subject to expiration | $ 72,500,000 |
Income Taxes - Components of De
Income Taxes - Components of Deferred Tax Assets and Liabilities (Details) - USD ($) | Dec. 31, 2019 | Dec. 31, 2018 |
Deferred tax assets: | ||
Net operating loss carry forwards | $ 26,730,000 | $ 10,351,000 |
Stock-based compensation | 368,000 | 91,000 |
Deferred revenue | 2,239,000 | 3,370,000 |
Lease liability | 4,190,000 | |
Other | 674,000 | 469,000 |
Total deferred tax assets | 34,201,000 | 14,281,000 |
Less: valuation allowance | (32,113,000) | (14,173,000) |
Net deferred tax assets | 2,088,000 | 108,000 |
Fixed assets | (125,000) | (108,000) |
Right-of-use asset | (1,963,000) | |
Net deferred tax assets | $ 0 | $ 0 |
Income Taxes - Schedule of Reco
Income Taxes - Schedule of Reconciliation of Beginning and Ending Amounts of Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |||
Unrecognized tax benefits at January 1 | $ 3,438 | $ 422 | $ 197 |
Additions for tax positions taken in the current year | 2,656 | 3,016 | 225 |
Reductions for tax positions taken in the prior year | (250) | ||
Unrecognized tax benefits at December 31 | $ 5,844 | $ 3,438 | $ 422 |
Net Loss Per Share - Summary of
Net Loss Per Share - Summary of Outstanding Potentially Dilutive Common Stock Equivalents Excluded from Calculation of Diluted Net Loss Per Share (Details) - shares | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Outstanding potentially dilutive common stock equivalents | 3,052,834 | 20,679,449 | 9,591,879 |
Convertible Preferred Stock | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Outstanding potentially dilutive common stock equivalents | 16,618,448 | 6,989,973 | |
Common Stock Options Issued and Outstanding | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Outstanding potentially dilutive common stock equivalents | 2,985,100 | 3,323,988 | 1,791,299 |
ESPP Shares Issuable and Outstanding | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Outstanding potentially dilutive common stock equivalents | 11,523 | ||
Restricted Stock | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Outstanding potentially dilutive common stock equivalents | 22,178 | 113,157 | |
Early Exercised Stock Options Subject To Future Vesting | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Outstanding potentially dilutive common stock equivalents | 56,211 | 149,565 | 132,180 |
Warrants to Purchase Shares of Common Stock | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Outstanding potentially dilutive common stock equivalents | 565,270 | 565,270 |
Net Loss Per Share - Summary _2
Net Loss Per Share - Summary of Computation of Basic and Diluted Net Loss Per Share Attributable to Common Stockholders (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Earnings Per Share [Abstract] | |||||||||||
Net loss | $ (14,269) | $ (15,907) | $ (11,817) | $ (13,579) | $ (9,729) | $ (6,761) | $ (5,994) | $ (4,883) | $ (55,572) | $ (27,366) | $ (16,830) |
Weighted-average common shares used in computing net loss per share, basic and diluted | 24,606,894 | 24,457,402 | 24,294,211 | 13,475,222 | 1,193,797 | 1,084,477 | 1,017,336 | 969,235 | 21,746,461 | 1,066,877 | 894,901 |
Net loss per share, basic and diluted | $ (0.58) | $ (0.65) | $ (0.49) | $ (1.01) | $ (8.15) | $ (6.23) | $ (5.89) | $ (5.04) | $ (2.56) | $ (25.65) | $ (18.81) |
Quarterly Results (Unaudited) -
Quarterly Results (Unaudited) - Schedule of Quarterly Results (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Revenue | |||||||||||
Total revenue | $ 2,234 | $ 1,417 | $ 1,063 | $ 1,063 | $ 1,063 | $ 1,063 | $ 1,063 | $ 1,561 | $ 5,777 | $ 4,750 | $ 708 |
Operating expenses | |||||||||||
Research and development | 12,706 | 9,533 | 9,971 | 9,382 | 8,717 | 5,967 | 6,151 | 5,533 | 41,592 | 26,368 | 13,622 |
General and administrative | 4,333 | 8,493 | 3,734 | 5,832 | 2,215 | 1,942 | 967 | 982 | 22,391 | 6,106 | 3,614 |
Total operating expenses | 17,039 | 18,026 | 13,705 | 15,214 | 10,932 | 7,909 | 7,118 | 6,515 | 63,983 | 32,474 | 17,236 |
Loss from operations | (14,805) | (16,609) | (12,642) | (14,151) | (9,869) | (6,846) | (6,055) | (4,954) | (58,206) | (27,724) | (16,528) |
Interest income | 532 | 728 | 840 | 576 | 148 | 108 | 66 | 73 | 2,676 | 395 | 78 |
Other expense | 4 | (26) | (15) | (4) | (8) | (22) | (5) | (2) | |||
Net loss | (14,269) | (15,907) | (11,817) | (13,579) | $ (9,729) | $ (6,761) | $ (5,994) | $ (4,883) | (55,572) | (27,366) | (16,830) |
Other comprehensive loss: | |||||||||||
Net unrealized gain on marketable securities | (42) | (25) | 84 | 26 | 41 | ||||||
Comprehensive loss | $ (14,311) | $ (15,932) | $ (11,733) | $ (13,553) | $ (55,531) | $ (27,366) | $ (16,830) | ||||
Net loss per share, basic and diluted | $ (0.58) | $ (0.65) | $ (0.49) | $ (1.01) | $ (8.15) | $ (6.23) | $ (5.89) | $ (5.04) | $ (2.56) | $ (25.65) | $ (18.81) |
Weighted-average common shares used in computing net loss per share, basic and diluted | 24,606,894 | 24,457,402 | 24,294,211 | 13,475,222 | 1,193,797 | 1,084,477 | 1,017,336 | 969,235 | 21,746,461 | 1,066,877 | 894,901 |
Collaboration and License | |||||||||||
Revenue | |||||||||||
Total revenue | $ 2,234 | $ 1,417 | $ 1,063 | $ 1,063 | $ 1,063 | $ 1,063 | $ 1,063 | $ 1,561 | $ 5,777 | $ 4,750 | $ 708 |