Cover
Cover - shares | 3 Months Ended | |
Mar. 31, 2024 | May 06, 2024 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2024 | |
Document Transition Report | false | |
Entity File Number | 001-40693 | |
Entity Registrant Name | RALLYBIO CORPORATION | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 85-1083789 | |
Entity Address, Address Line One | 234 Church Street | |
Entity Address, Address Line Two | Suite 1020 | |
Entity Address, City or Town | New Haven | |
Entity Address, State or Province | CT | |
Entity Address, Postal Zip Code | 06510 | |
City Area Code | 203 | |
Local Phone Number | 859-3820 | |
Title of 12(b) Security | Common Stock, par value $0.0001 per share | |
Trading Symbol | RLYB | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity Bankruptcy Proceedings, Reporting Current | true | |
Entity Common Stock, Shares Outstanding (in shares) | 41,449,297 | |
Entity Central Index Key | 0001739410 | |
Document Fiscal Year Focus | 2024 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Current assets: | ||
Cash and cash equivalents | $ 19,301 | $ 24,494 |
Marketable securities | 74,874 | 85,435 |
Prepaid expenses and other current assets | 4,370 | 4,860 |
Total current assets | 98,545 | 114,789 |
Property and equipment, net | 211 | 246 |
Operating lease right-of-use assets | 299 | 346 |
Investment in joint venture | 304 | 239 |
Total assets | 99,359 | 115,620 |
Current liabilities: | ||
Accounts payable | 470 | 976 |
Accrued expenses | 9,393 | 8,068 |
Operating lease liabilities | 223 | 219 |
Total current liabilities | 10,086 | 9,263 |
Operating lease liabilities, noncurrent | 116 | 173 |
Total liabilities | 10,202 | 9,436 |
Commitments and contingencies (Note 7) | ||
Stockholders' equity | ||
Common stock, $0.0001 par value per share; 200,000,000 shares authorized as of March 31, 2024 and December 31, 2023, respectively; and 37,811,970 and 37,829,565 shares issued and outstanding as of March 31, 2024 and December 31, 2023, respectively | 4 | 4 |
Preferred stock, $0.0001 par value per share; 50,000,000 shares authorized as of March 31, 2024 and December 31, 2023, respectively; no shares issued or outstanding as of March 31, 2024 and December 31, 2023, respectively | 0 | 0 |
Additional paid-in capital | 343,498 | 341,410 |
Accumulated other comprehensive loss | (71) | 15 |
Accumulated deficit | (254,274) | (235,245) |
Total stockholders' equity | 89,157 | 106,184 |
Total liabilities and stockholders' equity | $ 99,359 | $ 115,620 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Mar. 31, 2024 | Dec. 31, 2023 |
Statement of Financial Position [Abstract] | ||
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 200,000,000 | 200,000,000 |
Common stock, shares issued (in shares) | 37,811,970 | 37,829,565 |
Common stock, shares outstanding (in shares) | 37,811,970 | 37,829,565 |
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized (in shares) | 50,000,000 | 50,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Operating expenses: | ||
Research and development | $ 12,936 | $ 11,202 |
General and administrative | 6,851 | 7,172 |
Total operating expenses | 19,787 | 18,374 |
Loss from operations | (19,787) | (18,374) |
Other income: | ||
Interest income | 1,276 | 1,546 |
Other income | 167 | 73 |
Total other income, net | 1,443 | 1,619 |
Loss before equity in losses of joint venture | (18,344) | (16,755) |
Loss on investment in joint venture | 685 | 563 |
Net loss | $ (19,029) | $ (17,318) |
Net loss per common share, basic (in dollars per share) | $ (0.47) | $ (0.43) |
Net loss per common share, diluted (in dollars per share) | $ (0.47) | $ (0.43) |
Weighted-average common shares outstanding, basic (in shares) | 40,773,615 | 40,248,893 |
Weighted-average common shares outstanding, diluted (in shares) | 40,773,615 | 40,248,893 |
Other comprehensive (loss) gain: | ||
Net unrealized (loss) gain on marketable securities | $ (86) | $ 153 |
Other comprehensive (loss) gain | (86) | 153 |
Comprehensive loss | $ (19,115) | $ (17,165) |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Changes in Stockholders' Equity - USD ($) $ in Thousands | Total | COMMON | ADDITIONAL PAID-IN CAPITAL | ACCUMULATED DEFICIT | ACCUMULATED OTHER COMPREHENSIVE GAIN (LOSS) |
Beginning Balance (in shares) at Dec. 31, 2022 | 37,837,369 | ||||
Beginning balance at Dec. 31, 2022 | $ 169,317 | $ 4 | $ 330,208 | $ (160,681) | $ (214) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Share-based compensation expense | 3,045 | 3,045 | |||
Forfeiture of restricted common stock (in shares) | (91,155) | ||||
Net loss | (17,318) | (17,318) | |||
Other comprehensive gain (loss) | 153 | 153 | |||
Ending Balance (in shares) at Mar. 31, 2023 | 37,746,214 | ||||
Ending balance at Mar. 31, 2023 | 155,197 | $ 4 | 333,253 | (177,999) | (61) |
Beginning Balance (in shares) at Dec. 31, 2023 | 37,829,565 | ||||
Beginning balance at Dec. 31, 2023 | 106,184 | $ 4 | 341,410 | (235,245) | 15 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Share-based compensation expense | 2,088 | 2,088 | |||
Forfeiture of restricted common stock (in shares) | (17,595) | ||||
Net loss | (19,029) | (19,029) | |||
Other comprehensive gain (loss) | (86) | (86) | |||
Ending Balance (in shares) at Mar. 31, 2024 | 37,811,970 | ||||
Ending balance at Mar. 31, 2024 | $ 89,157 | $ 4 | $ 343,498 | $ (254,274) | $ (71) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Cash Flows Used in Operating Activities: | ||
Net loss | $ (19,029) | $ (17,318) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 35 | 39 |
Net accretion of discounts/premiums on debt securities | (539) | (895) |
Stock-based compensation | 2,088 | 3,045 |
Loss on investment in joint venture | 685 | 563 |
Changes in operating assets and liabilities: | ||
Prepaid expenses, right-of-use assets and other assets | 537 | (340) |
Accounts payable | (506) | (295) |
Accrued expenses and operating lease liabilities | 1,272 | (3,564) |
Net cash used in operating activities | (15,457) | (18,765) |
Cash Flows Provided By Investing Activities: | ||
Purchases of marketable securities | (10,736) | (29,285) |
Proceeds from maturities of marketable securities | 21,750 | 31,500 |
Investment in joint venture | (750) | (750) |
Net cash provided by investing activities | 10,264 | 1,465 |
Cash Flows Used In Financing Activities: | ||
Payments of offering costs | 0 | (139) |
Net cash used in financing activities | 0 | (139) |
Net decrease in cash and cash equivalents | (5,193) | (17,439) |
Cash and cash equivalents —beginning of period | 24,494 | 56,958 |
Cash and cash equivalents —end of period | $ 19,301 | $ 39,519 |
BUSINESS AND LIQUIDITY
BUSINESS AND LIQUIDITY | 3 Months Ended |
Mar. 31, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
BUSINESS AND LIQUIDITY | BUSINESS AND LIQUIDITY Rallybio Corporation and subsidiaries ("Rallybio", the "Company", "we", "our", or "us") is a clinical-stage biotechnology company comprised of experienced biopharma industry leaders with extensive research, development, and rare disease expertise with a mission to develop and commercialize life-transforming therapies for patients with severe and rare diseases. Since our launch in January 2018, we have built a broad pipeline of promising product candidates aimed at addressing diseases with unmet medical need in the areas of maternal fetal health, complement dysregulation, hematology, and metabolic disorders. Our two most advanced programs are in clinical development: RLYB212, an anti-HPA-1a antibody for the prevention of fetal and neonatal alloimmune thrombocytopenia (“FNAIT”) and RLYB116, an inhibitor of complement component 5 (“C5”), with the potential to treat several diseases of complement dysregulation. Both programs have completed Phase 1 clinical studies, and we currently plan to initiate a Phase 2 clinical trial of RLYB212 in the second half of 2024. The Company had cash, cash equivalents and marketable securities of $94.2 million as of March 31, 2024. The Company currently expects that its cash, cash equivalents and marketable securities will be sufficient to fund its operating expenses and capital requirements for more than 12 months from the date these condensed consolidated financial statements are issued. However, we do not anticipate that the current cash, cash equivalents and marketable securities as of March 31, 2024 will be sufficient for us to fund any of our product candidates through regulatory approval, and we will need to raise substantial additional capital to complete the development and commercialization of our product candidates, if approved. We may satisfy our future cash needs through the sale of equity securities, debt financings, corporate collaborations or license agreements, working capital lines of credit, grant funding, interest income earned on invested cash balances or a combination of one or more of these sources. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES BASIS OF PRESENTATION AND PRINCIPLES OF CONSOLIDATION | 3 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES BASIS OF PRESENTATION AND PRINCIPLES OF CONSOLIDATION | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES BASIS OF PRESENTATION AND PRINCIPLES OF CONSOLIDATION Unaudited Financial Information — The unaudited condensed consolidated financial statements of the Company have been prepared in conformity with accounting principles generally accepted in the United States of America ("GAAP"), and pursuant to the rules and regulations of the Securities and Exchange Commission (the "SEC"). Any reference in these notes to applicable guidance is meant to refer to GAAP as found in the Accounting Standards Codification (“ASC”) and Accounting Standards Updates (“ASU”) promulgated by the Financial Accounting Standards Board (“FASB”). In the opinion of the Company, the information furnished reflects all adjustments, all of which are of a normal and recurring nature, necessary for a fair presentation of the financial position and results of operations for the reported interim periods. The Company considers events or transactions that occur after the balance sheet date but before the financial statements are issued to provide additional evidence relative to certain estimates or to identify matters that require additional disclosure. The results of operations for interim periods are not necessarily indicative of results to be expected for the full year or any other interim period. The accompanying unaudited condensed consolidated financial statements include the accounts of Rallybio Corporation and its subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. These accompanying unaudited condensed consolidated financial statements and notes should be read in conjunction with our Annual Report on Form 10-K for the year ended December 31, 2023 (our "Annual Report"). Our significant accounting policies are described in Note 2 of the Notes to the consolidated financial statements included in our Annual Report. There have been no new accounting policies, including the adoption of new accounting standards during the three months ended March 31, 2024, unless otherwise noted below, which could be expected to materially impact the Company's unaudited condensed consolidated financial statements. Significant Accounting Policies — Restructuring The Company accounts for restructuring charges in accordance with ASC Subtopic 420-10, Exit or Disposal Cost Obligations. |
MARKETABLE SECURITIES
MARKETABLE SECURITIES | 3 Months Ended |
Mar. 31, 2024 | |
Investments, Debt and Equity Securities [Abstract] | |
MARKETABLE SECURITIES | MARKETABLE SECURITIES MARCH 31, 2024 (in thousands) Fair Value Hierarchy Level Amortized Cost Gross Unrealized Holding Gains Gross Unrealized Holding Losses Fair Value Money market funds Level 1 $ 10,127 $ — $ — $ 10,127 U.S. treasury securities Level 1 38,095 4 (27) 38,072 U.S. government agency securities Level 2 36,850 4 (52) 36,802 $ 85,072 $ 8 $ (79) $ 85,001 DECEMBER 31, 2023 (in thousands) Fair Value Hierarchy Level Amortized Cost Gross Unrealized Holding Gains Gross Unrealized Holding Losses Fair Value Money market funds Level 1 $ 14,538 $ — $ — $ 14,538 U.S. treasury securities Level 1 35,976 48 (6) 36,018 U.S. government agency securities Level 2 51,434 31 (58) 51,407 $ 101,948 $ 79 $ (64) $ 101,963 The fair values of marketable securities by classification in the condensed consolidated balance sheets was as follows as of March 31, 2024 and December 31, 2023: (in thousands) MARCH 31, 2024 DECEMBER 31, 2023 Cash and cash equivalents $ 10,127 $ 16,528 Marketable securities 74,874 85,435 $ 85,001 $ 101,963 The fair values of available-for-sale debt securities as of March 31, 2024 and December 31, 2023, by contractual maturity, are summarized as follows: (in thousands) MARCH 31, 2024 DECEMBER 31, 2023 Due in one year or less $ 85,001 $ 98,110 Due after one year through two years — 3,853 $ 85,001 $ 101,963 The aggregate fair value of available-for-sale debt securities in an unrealized loss position as of March 31, 2024 and December 31, 2023 was $58.4 million and $40.0 million, respectively. As of March 31, 2024, we did not have any investments in a continuous unrealized loss position for more than twelve months. As of March 31, 2024, we believe that the cost basis of our available-for-sale debt securities is recoverable. No allowance for credit losses was recorded as of March 31, 2024 and December 31, 2023. |
BALANCE SHEET COMPONENTS
BALANCE SHEET COMPONENTS | 3 Months Ended |
Mar. 31, 2024 | |
Balance Sheet Related Disclosures [Abstract] | |
BALANCE SHEET COMPONENTS | BALANCE SHEET COMPONENTS Prepaid expenses and other current assets consisted of the following as of March 31, 2024 and December 31, 2023: (in thousands) MARCH 31, DECEMBER 31, Research and development $ 2,936 $ 2,067 Insurance 252 446 Other prepaids 414 293 Other current assets 768 2,054 $ 4,370 $ 4,860 Accrued Expenses— Accrued expenses consisted of the following as of March 31, 2024 and December 31, 2023: (in thousands) MARCH 31, DECEMBER 31, Research and development $ 4,563 $ 4,123 Compensation and related expenses 3,884 3,166 Professional fees 580 332 Other 366 447 $ 9,393 $ 8,068 |
STOCKHOLDERS' EQUITY
STOCKHOLDERS' EQUITY | 3 Months Ended |
Mar. 31, 2024 | |
Equity [Abstract] | |
STOCKHOLDERS' EQUITY | STOCKHOLDERS' EQUITY The Company had 200,000,000 shares of common stock authorized as of March 31, 2024 and December 31, 2023, of which 37,811,970 and 37,829,565 shares were issued and outstanding as of March 31, 2024 and December 31, 2023, respectively. Preferred Stock The Company had 50,000,000 shares of preferred stock authorized as of March 31, 2024 and December 31, 2023, of which no shares were outstanding as of March 31, 2024 and December 31, 2023. Pre-Funded Warrants In connection with the November 2022 follow-on offering, the Company entered into an agreement with certain investors for pre-funded warrants in lieu of common stock to purchase up to an aggregate of 3,333,388 shares of common stock at a price of $5.9999, which represents the per share public offering price at the November 2022 follow-on offering for common stock less a $0.0001 per share exercise price for each pre-funded warrant. The Company may not effect the exercise of any pre-funded warrant, and a holder will not be entitled to exercise any portion of any pre-funded warrant if, upon giving effect to such exercise, the aggregate number of shares of common stock beneficially owned by the holder (together with its affiliates) would exceed 9.99% of the number of shares of common stock outstanding immediately after giving effect to the exercise, which percentage may be increased or decreased at the holder’s election upon 61 days’ notice to the Company subject to the terms of such pre-funded warrants, provided that such percentage may in no event exceed 19.99%. The Company's pre-funded warrant is a freestanding instrument that does not meet the definition of a liability pursuant to ASC 480, Distinguishing Liabilities from Equity, and does not meet the definition of a derivative pursuant to ASC 815, Derivatives and Hedging . The pre-funded warrant is indexed to the Company’s common stock and meets all other conditions for equity classification under ASC 480 and ASC 815. Accordingly, the pre-funded warrant was classified as equity and accounted for as a component of additional paid-in capital at the time of issuance. All of the pre-funded warrants related to our November 2022 follow-on offering remain outstanding and unexercised as of March 31, 2024. Share-based Compensation Share-based compensation expense is comprised of the Company's stock options, restricted stock awards, restricted stock units and shares issued pursuant to the employee stock purchase plan, and is classified in the condensed consolidated statements of operations and comprehensive loss for the three months ended March 31, 2024 and 2023 as follows: FOR THE THREE MONTHS ENDED MARCH 31, (in thousands) 2024 2023 Research and development $ 769 $ 1,063 General and administrative 1,319 1,982 $ 2,088 $ 3,045 2021 Equity Incentive Plan In 2021, the board of directors adopted the Rallybio Corporation 2021 Equity Incentive Plan (the "2021 Plan"). The 2021 Plan initially reserved 5,440,344 shares of the Company's common stock that have been issued in respect of outstanding equity awards granted prior to the Company’s IPO, and for future issuances of shares to employees, directors and consultants in the form of stock options, SARs, restricted and unrestricted stock and stock units, performance awards and other awards that are convertible into or otherwise based on the Company's common stock. Dividend equivalents may also be provided in connection with awards under the 2021 Plan. The share pool will automatically increase on January 1st of each year until 2031, by the lesser of (i) five percent of the number of shares of the Company's common stock outstanding as of such date and (ii) the number of shares of the Company's common stock determined by the board of directors on or prior to such date. On January 1, 2024 and January 1, 2023, the 2021 Plan share pool was automatically increased by 1,891,478 and 1,891,868 shares, respectively. As of March 31, 2024, the total number of shares of common stock that were issuable under the 2021 Plan was 8,684,099 shares, of which 3,467,863 shares remained available for future issuance. The following table summarizes stock option activity for the three months ended March 31, 2024: Stock Options Number of Option Shares Weighted-Average Exercise Weighted-Average Contractual Aggregate Intrinsic Value Outstanding at December 31, 2023 4,270,544 $ 9.98 8.5 $ — Granted 987,039 $ 1.89 Forfeited (427,421) $ 9.60 Expired (17,801) $ 12.54 Exercised — $ — Outstanding at March 31, 2024 4,812,361 $ 8.35 8.1 $ — Options exercisable at March 31, 2024 1,899,175 $ 11.08 6.8 $ — The aggregate intrinsic value is calculated as the difference between the exercise price of the underlying stock options and the estimated fair value of the Company's common stock. Options outstanding and exercisable with an exercise price above the closing price as of March 31, 2024 are considered to have no intrinsic value. Using the Black-Scholes option pricing model, the weighted-average grant date fair value of stock options granted during the three months ended March 31, 2024 and 2023 was $1.47 per share and $4.99 per share, respectively. As of March 31, 2024, there was unrecognized share-based compensation expense related to unvested stock options of $13.4 million which the Company expects to recognize over a weighted-average period of approximately 2.5 years. The fair value of the stock options granted during the three months ended March 31, 2024 and 2023 was determined using the Black-Scholes option pricing model with the following assumptions: FOR THE THREE MONTHS ENDED MARCH 31, 2024 2023 Expected volatility 89.41% - 94.48% 89.37% - 92.27% Expected term (years) 5.50 - 6.02 5.50 - 6.08 Risk free interest rate 3.93% - 4.22% 3.68% - 4.52% Expected dividend yield — — Exercise price $1.86 - $2.40 $6.19 - $7.83 A summary of the status of the Company's unvested restricted common stock awards at March 31, 2024 and changes during the three months ended March 31, 2024 was as follows: Restricted Stock Awards Shares Weighted-Average Grant Date Fair Value Per Share Unvested restricted stock awards at December 31, 2023 354,394 $ 4.10 Granted — $ — Vested (102,849) $ 3.50 Forfeited (17,595) $ 8.49 Outstanding unvested restricted stock awards at March 31, 2024 233,950 $ 4.04 As of March 31, 2024, there was unrecognized share-based compensation expense related to unvested restricted stock awards of $0.8 million, which the Company expects to recognize over a weighted-average period of approximately 1.0 year. A summary of the status of the Company's unvested restricted common stock units at March 31, 2024 and changes during the three months ended March 31, 2024 was as follows: Restricted Stock Units Shares Weighted-Average Grant Date Fair Value Per Share Unvested restricted stock units at December 31, 2023 220,250 $ 8.55 Granted 266,700 $ 1.83 Forfeited (83,075) $ 8.40 Vested — $ — Outstanding unvested restricted stock units at March 31, 2024 403,875 $ 4.14 As of March 31, 2024, there was unrecognized share-based compensation expense related to unvested restricted stock units of $1.0 million, which the Company expects to recognize over a weighted-average period of approximately 3.1 years. 2021 Employee Stock Purchase Plan In connection with the Company's IPO, the board of directors adopted the Rallybio Corporation 2021 Employee Stock Purchase Plan (the "2021 ESPP"), which initially reserved 291,324 shares of the Company's common stock for future issuances. The share pool will automatically increase on January 1st of each year until 2031, by the lesser of (i) one percent of the number of shares of the Company's common stock outstanding as of such date, (ii) 582,648 shares of the Company’s common stock and (iii) the number of shares of the Company's common stock determined by the board of directors on or prior to such date. The 2021 ESPP share pool did not increase on January 1, 2024. On January 1, 2023, the 2021 ESPP share pool was automatically increased by 378,373 shares. As of March 31, 2024, the total number of shares of the Company's common stock that were available for future issuance under the 2021 ESPP was 872,878 shares. During the three months ended March 31, 2024 and 2023, the Company did not issue any shares under the 2021 ESPP. The 2021 ESPP allows eligible participants to purchase shares of our common stock through authorized payroll deductions. Pursuant to the 2021 ESPP, the purchase price of the shares will be 85% of the lower of the fair market value of our common stock on the date on which the relevant option was (i) granted and (ii) deemed exercised. |
INVESTMENT IN JOINT VENTURE
INVESTMENT IN JOINT VENTURE | 3 Months Ended |
Mar. 31, 2024 | |
Equity Method Investments and Joint Ventures [Abstract] | |
INVESTMENT IN JOINT VENTURE | INVESTMENT IN JOINT VENTURE For the three months ended March 31, 2024 and 2023, the Company recorded its allocable share of REV-I’s losses, which totaled $0.7 million and $0.6 million, respectively, as a loss on investment in joint venture within the condensed consolidated statements of operations and comprehensive loss. After recognition of its share of losses for the period, the carrying value and maximum exposure to risk of the REV-I investment as of March 31, 2024 and December 31, 2023 was $0.3 million and $0.2 million, respectively, which was recorded in investment in joint venture in the accompanying condensed consolidated balance sheets. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 3 Months Ended |
Mar. 31, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES |
NET LOSS PER COMMON SHARE
NET LOSS PER COMMON SHARE | 3 Months Ended |
Mar. 31, 2024 | |
Earnings Per Share [Abstract] | |
NET LOSS PER COMMON SHARE | NET LOSS PER COMMON SHARE FOR THE THREE MONTHS ENDED (in thousands except share and per share amounts) 2024 2023 Net loss $ (19,029) $ (17,318) Weighted-average number of common shares outstanding, basic and diluted 40,773,615 40,248,893 Net loss per common share, basic and diluted $ (0.47) $ (0.43) |
RESTRUCTURING
RESTRUCTURING | 3 Months Ended |
Mar. 31, 2024 | |
Restructuring and Related Activities [Abstract] | |
RESTRUCTURING | RESTRUCTURING On February 6, 2024, the Company announced a prioritization of its portfolio and a workforce reduction to focus resources primarily on the continued development of RLYB212. As part of this effort, the Company eliminated approximately 45% of its positions. As a result of these actions, the Company incurred charges of approximately $3.3 million. The charges related to the workforce reduction are cash-based expenditures related primarily to severance and benefit payments. The Company recognized all such charges during the three months ended March 31, 2024. During the three months ended March 31, 2024, $2.0 million was recorded in research and development expenses and $1.3 million was recorded in general and administrative expenses, with such amounts reflected in the condensed consolidated statements of operations and comprehensive loss. The accrued restructuring liability is included in accrued expenses on the condensed consolidated balance sheets as of March 31, 2024. Substantially all restructuring payments are expected to be completed by December 31, 2024. The following table summarizes the restructuring accrual activity for the three months ended March 31, 2024: (in thousands) MARCH 31, Beginning accrued severance $ — Incurred during the period 3,279 Severance paid during the period 246 $ 3,033 |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 3 Months Ended |
Mar. 31, 2024 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTS On April 9, 2024, the Company entered into a collaboration agreement (the “Collaboration Agreement”) with Johnson & Johnson, through its wholly-owned subsidiary, Momenta Pharmaceuticals, Inc. (“J&J”), pursuant to which the Company and J&J will support the development of complementary therapeutic approaches aimed at reducing the risk of FNAIT. Under the Collaboration Agreement, the Company will share certain aggregated, anonymized data with J&J, collected from the Company's FNAIT natural history study and its planned RLYB212 Phase 2 clinical trial that will be restricted to collection of certain natural history data in support of the natural history study. The Company also agreed to disseminate information to its FNAIT study sites related to J&J’s and its affiliates’ research and development of complementary therapeutic approaches aimed at reducing the risk of FNAIT. As part of the Collaboration Agreement, J&J provided the Company with an upfront payment $0.5 million and the Company is eligible to receive additional payments of up to an aggregate of $3.7 million, based upon certain triggers related to the FNAIT studies and its activities under the Collaboration Agreement. On April 10, 2024, the Company entered into a Securities Purchase Agreement with Johnson & Johnson Innovation – JJDC, Inc. ("JJDC"), pursuant to which the Company sold to JJDC, in an unregistered offering, 3,636,363 shares of its common stock, at a price of $1.82 per share, which represents a 10% premium on the Company’s closing stock price on April 9, 2024, for aggregate gross proceeds of approximately $6.6 million, before deducting estimated offering expenses. The Company agreed, among other things, to file with the SEC a registration statement covering the resale of the shares within 120 days following the closing of the offering. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Pay vs Performance Disclosure | ||
Net loss | $ (19,029) | $ (17,318) |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Mar. 31, 2024 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES BASIS OF PRESENTATION AND PRINCIPLES OF CONSOLIDATION (Policies) | 3 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
Unaudited Financial Information | Unaudited Financial Information — The unaudited condensed consolidated financial statements of the Company have been prepared in conformity with accounting principles generally accepted in the United States of America ("GAAP"), and pursuant to the rules and regulations of the Securities and Exchange Commission (the "SEC"). Any reference in these notes to applicable guidance is meant to refer to GAAP as found in the Accounting Standards Codification (“ASC”) and Accounting Standards Updates (“ASU”) promulgated by the Financial Accounting Standards Board (“FASB”). In the opinion of the Company, the information furnished reflects all adjustments, all of which are of a normal and recurring nature, necessary for a fair presentation of the financial position and results of operations for the reported interim periods. The Company considers events or transactions that occur after the balance sheet date but before the financial statements are issued to provide additional evidence relative to certain estimates or to identify matters that require additional disclosure. The results of operations for interim periods are not necessarily indicative of results to be expected for the full year or any other interim period. The accompanying unaudited condensed consolidated financial statements include the accounts of Rallybio Corporation and its subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. These accompanying unaudited condensed consolidated financial statements and notes should be read in conjunction with our Annual Report on Form 10-K for the year ended December 31, 2023 (our "Annual Report"). Our significant accounting policies are described in Note 2 of the Notes to the consolidated financial statements included in our Annual Report. There have been no new accounting policies, including the adoption of new accounting standards during the three months ended March 31, 2024, unless otherwise noted below, which could be expected to materially impact the Company's unaudited condensed consolidated financial statements. |
Restructuring | Restructuring The Company accounts for restructuring charges in accordance with ASC Subtopic 420-10, Exit or Disposal Cost Obligations. |
MARKETABLE SECURITIES (Tables)
MARKETABLE SECURITIES (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Investments, Debt and Equity Securities [Abstract] | |
Schedule of Fair Value of Marketable Securities by Type of Security | MARCH 31, 2024 (in thousands) Fair Value Hierarchy Level Amortized Cost Gross Unrealized Holding Gains Gross Unrealized Holding Losses Fair Value Money market funds Level 1 $ 10,127 $ — $ — $ 10,127 U.S. treasury securities Level 1 38,095 4 (27) 38,072 U.S. government agency securities Level 2 36,850 4 (52) 36,802 $ 85,072 $ 8 $ (79) $ 85,001 DECEMBER 31, 2023 (in thousands) Fair Value Hierarchy Level Amortized Cost Gross Unrealized Holding Gains Gross Unrealized Holding Losses Fair Value Money market funds Level 1 $ 14,538 $ — $ — $ 14,538 U.S. treasury securities Level 1 35,976 48 (6) 36,018 U.S. government agency securities Level 2 51,434 31 (58) 51,407 $ 101,948 $ 79 $ (64) $ 101,963 |
Schedule of Marketable Securities by Balance Sheet Location Classification | The fair values of marketable securities by classification in the condensed consolidated balance sheets was as follows as of March 31, 2024 and December 31, 2023: (in thousands) MARCH 31, 2024 DECEMBER 31, 2023 Cash and cash equivalents $ 10,127 $ 16,528 Marketable securities 74,874 85,435 $ 85,001 $ 101,963 |
Schedule of Fair Values of Available-for-Sale Debt Securities by Contractual Maturity | The fair values of available-for-sale debt securities as of March 31, 2024 and December 31, 2023, by contractual maturity, are summarized as follows: (in thousands) MARCH 31, 2024 DECEMBER 31, 2023 Due in one year or less $ 85,001 $ 98,110 Due after one year through two years — 3,853 $ 85,001 $ 101,963 |
BALANCE SHEET COMPONENTS (Table
BALANCE SHEET COMPONENTS (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Balance Sheet Related Disclosures [Abstract] | |
Schedule of Prepaid Expenses and Other Current Assets | Prepaid expenses and other current assets consisted of the following as of March 31, 2024 and December 31, 2023: (in thousands) MARCH 31, DECEMBER 31, Research and development $ 2,936 $ 2,067 Insurance 252 446 Other prepaids 414 293 Other current assets 768 2,054 $ 4,370 $ 4,860 |
Schedule of Accrued Expenses | Accrued expenses consisted of the following as of March 31, 2024 and December 31, 2023: (in thousands) MARCH 31, DECEMBER 31, Research and development $ 4,563 $ 4,123 Compensation and related expenses 3,884 3,166 Professional fees 580 332 Other 366 447 $ 9,393 $ 8,068 |
STOCKHOLDERS' EQUITY (Tables)
STOCKHOLDERS' EQUITY (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Equity [Abstract] | |
Summary of Share-based Compensation | Share-based compensation expense is comprised of the Company's stock options, restricted stock awards, restricted stock units and shares issued pursuant to the employee stock purchase plan, and is classified in the condensed consolidated statements of operations and comprehensive loss for the three months ended March 31, 2024 and 2023 as follows: FOR THE THREE MONTHS ENDED MARCH 31, (in thousands) 2024 2023 Research and development $ 769 $ 1,063 General and administrative 1,319 1,982 $ 2,088 $ 3,045 |
Summary of Stock Option Activity | The following table summarizes stock option activity for the three months ended March 31, 2024: Stock Options Number of Option Shares Weighted-Average Exercise Weighted-Average Contractual Aggregate Intrinsic Value Outstanding at December 31, 2023 4,270,544 $ 9.98 8.5 $ — Granted 987,039 $ 1.89 Forfeited (427,421) $ 9.60 Expired (17,801) $ 12.54 Exercised — $ — Outstanding at March 31, 2024 4,812,361 $ 8.35 8.1 $ — Options exercisable at March 31, 2024 1,899,175 $ 11.08 6.8 $ — |
Summary of Assumptions of Fair Value of Option Pricing Granted | The fair value of the stock options granted during the three months ended March 31, 2024 and 2023 was determined using the Black-Scholes option pricing model with the following assumptions: FOR THE THREE MONTHS ENDED MARCH 31, 2024 2023 Expected volatility 89.41% - 94.48% 89.37% - 92.27% Expected term (years) 5.50 - 6.02 5.50 - 6.08 Risk free interest rate 3.93% - 4.22% 3.68% - 4.52% Expected dividend yield — — Exercise price $1.86 - $2.40 $6.19 - $7.83 |
Summary of Unvested Restricted Common Stock Awards | A summary of the status of the Company's unvested restricted common stock awards at March 31, 2024 and changes during the three months ended March 31, 2024 was as follows: Restricted Stock Awards Shares Weighted-Average Grant Date Fair Value Per Share Unvested restricted stock awards at December 31, 2023 354,394 $ 4.10 Granted — $ — Vested (102,849) $ 3.50 Forfeited (17,595) $ 8.49 Outstanding unvested restricted stock awards at March 31, 2024 233,950 $ 4.04 |
Summary of Unvested Restricted Common Stock Units | A summary of the status of the Company's unvested restricted common stock units at March 31, 2024 and changes during the three months ended March 31, 2024 was as follows: Restricted Stock Units Shares Weighted-Average Grant Date Fair Value Per Share Unvested restricted stock units at December 31, 2023 220,250 $ 8.55 Granted 266,700 $ 1.83 Forfeited (83,075) $ 8.40 Vested — $ — Outstanding unvested restricted stock units at March 31, 2024 403,875 $ 4.14 |
NET LOSS PER COMMON SHARE (Tabl
NET LOSS PER COMMON SHARE (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Earnings Per Share [Abstract] | |
Summary of Basic and Diluted Loss Per Common Share | FOR THE THREE MONTHS ENDED (in thousands except share and per share amounts) 2024 2023 Net loss $ (19,029) $ (17,318) Weighted-average number of common shares outstanding, basic and diluted 40,773,615 40,248,893 Net loss per common share, basic and diluted $ (0.47) $ (0.43) |
RESTRUCTURING (Tables)
RESTRUCTURING (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Restructuring and Related Activities [Abstract] | |
Schedule of Restructuring and Related Costs | The following table summarizes the restructuring accrual activity for the three months ended March 31, 2024: (in thousands) MARCH 31, Beginning accrued severance $ — Incurred during the period 3,279 Severance paid during the period 246 $ 3,033 |
BUSINESS AND LIQUIDITY (Details
BUSINESS AND LIQUIDITY (Details) $ in Millions | Mar. 31, 2024 USD ($) |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Cash, cash equivalents and marketable securities | $ 94.2 |
MARKETABLE SECURITIES - Schedul
MARKETABLE SECURITIES - Schedule of Fair Value of Marketable Securities by Type of Security (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Debt Securities, Available-for-Sale [Line Items] | ||
Amortized Cost | $ 85,072 | $ 101,948 |
Gross Unrealized Holding Gains | 8 | 79 |
Gross Unrealized Holding Losses | (79) | (64) |
Fair Value | 85,001 | 101,963 |
Level 1 | Money market funds | ||
Debt Securities, Available-for-Sale [Line Items] | ||
Amortized Cost | 10,127 | 14,538 |
Gross Unrealized Holding Gains | 0 | 0 |
Gross Unrealized Holding Losses | 0 | 0 |
Fair Value | 10,127 | 14,538 |
Level 1 | U.S. treasury securities | ||
Debt Securities, Available-for-Sale [Line Items] | ||
Amortized Cost | 38,095 | 35,976 |
Gross Unrealized Holding Gains | 4 | 48 |
Gross Unrealized Holding Losses | (27) | (6) |
Fair Value | 38,072 | 36,018 |
Level 2 | U.S. government agency securities | ||
Debt Securities, Available-for-Sale [Line Items] | ||
Amortized Cost | 36,850 | 51,434 |
Gross Unrealized Holding Gains | 4 | 31 |
Gross Unrealized Holding Losses | (52) | (58) |
Fair Value | $ 36,802 | $ 51,407 |
MARKETABLE SECURITIES - Sched_2
MARKETABLE SECURITIES - Schedule of Marketable Securities by Balance Sheet Location Classification (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Debt Securities, Available-for-Sale [Line Items] | ||
Debt securities, available-for-sale | $ 85,001 | $ 101,963 |
Cash and cash equivalents | ||
Debt Securities, Available-for-Sale [Line Items] | ||
Debt securities, available-for-sale | 10,127 | 16,528 |
Marketable securities | ||
Debt Securities, Available-for-Sale [Line Items] | ||
Debt securities, available-for-sale | $ 74,874 | $ 85,435 |
MARKETABLE SECURITIES - Sched_3
MARKETABLE SECURITIES - Schedule of Fair Values of Available-for-Sale Debt Securities by Contractual Maturity (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Investments, Debt and Equity Securities [Abstract] | ||
Due in one year or less | $ 85,001 | $ 98,110 |
Due after one year through two years | 0 | 3,853 |
Total available-for-sale debt securities by contractual maturity | $ 85,001 | $ 101,963 |
MARKETABLE SECURITIES - Additio
MARKETABLE SECURITIES - Additional Information (Details) - USD ($) | Mar. 31, 2024 | Dec. 31, 2023 |
Investments, Debt and Equity Securities [Abstract] | ||
Aggregate fair value of available-for-sale debt securities in an unrealized loss position | $ 58,400,000 | $ 40,000,000 |
Allowance for credit losses | $ 0 | $ 0 |
BALANCE SHEET COMPONENTS - Sche
BALANCE SHEET COMPONENTS - Schedule of Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Balance Sheet Related Disclosures [Abstract] | ||
Research and development | $ 2,936 | $ 2,067 |
Insurance | 252 | 446 |
Other prepaids | 414 | 293 |
Other current assets | 768 | 2,054 |
Prepaid expenses and other assets | $ 4,370 | $ 4,860 |
BALANCE SHEET COMPONENTS - Sc_2
BALANCE SHEET COMPONENTS - Schedule of Accrued Expenses (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Balance Sheet Related Disclosures [Abstract] | ||
Research and development | $ 4,563 | $ 4,123 |
Compensation and related expenses | 3,884 | 3,166 |
Professional fees | 580 | 332 |
Other | 366 | 447 |
Accrued expenses | $ 9,393 | $ 8,068 |
STOCKHOLDERS' EQUITY - Addition
STOCKHOLDERS' EQUITY - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||
Jan. 01, 2024 | Jan. 01, 2023 | Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2021 | Dec. 31, 2023 | Nov. 30, 2022 | |
Class of Stock [Line Items] | |||||||
Common stock, shares authorized (in shares) | 200,000,000 | 200,000,000 | |||||
Common stock, shares outstanding (in shares) | 37,811,970 | 37,829,565 | |||||
Common stock, shares issued (in shares) | 37,811,970 | 37,829,565 | |||||
Preferred stock, shares authorized (in shares) | 50,000,000 | 50,000,000 | |||||
Preferred stock, shares outstanding (in shares) | 0 | 0 | |||||
Weighted average grant date fair value (in dollars per share) | $ 1.47 | $ 4.99 | |||||
Unrecognized share-based compensation expense | $ 13,400 | ||||||
Total unrecognized compensation costs, weighted average period for recognition | 2 years 6 months | ||||||
Total stock-based compensation | $ 2,088 | $ 3,045 | |||||
Restricted Stock Awards | |||||||
Class of Stock [Line Items] | |||||||
Total unrecognized compensation costs, weighted average period for recognition | 1 year | ||||||
Unrecognized share-based compensation expense, restricted stock awards | $ 800 | ||||||
Restricted Stock Units (RSUs) | |||||||
Class of Stock [Line Items] | |||||||
Total unrecognized compensation costs, weighted average period for recognition | 3 years 1 month 6 days | ||||||
Unrecognized share-based compensation expense, restricted stock units | $ 1,000 | ||||||
2021 Equity Incentive Plan | |||||||
Class of Stock [Line Items] | |||||||
Common stock issuable (in shares) | 8,684,099 | 5,440,344 | |||||
Percentage of number of shares of common stock outstanding | 5% | ||||||
Additional shares authorized (in shares) | 1,891,478 | 1,891,868 | |||||
Shares available for future issuance (in shares) | 3,467,863 | ||||||
2021 Employee Stock Purchase Plan | |||||||
Class of Stock [Line Items] | |||||||
Percentage of number of shares of common stock outstanding | 1% | ||||||
Additional shares authorized (in shares) | 0 | 378,373 | |||||
Shares available for future issuance (in shares) | 872,878 | ||||||
Common stock issuable (in shares) | 291,324 | ||||||
Common stock shares outstanding (in shares) | 582,648 | ||||||
Share-based compensation arrangement by share-based payment award, purchase price of common stock, percent | 85% | ||||||
Total stock-based compensation | $ 42 | $ 60 | |||||
Pre-Funded Warrants | Follow on Offering | |||||||
Class of Stock [Line Items] | |||||||
Number of securities called by warrants or rights (in shares) | 3,333,388 | 3,333,388 | 3,333,388 | ||||
Offering price (in dollars per share) | $ 5.9999 | ||||||
Pre-funded warrants exercise price (in dollars per share) | $ 0.0001 | ||||||
Exceed limit percentage with exercise to aggregate share of common stock beneficially owned | 9.99% | ||||||
Days of notice | 61 days | ||||||
Percentage of common stock beneficially owned not exceed | 19.99% | ||||||
COMMON | |||||||
Class of Stock [Line Items] | |||||||
Shares issued (in shares) | 0 | 0 |
STOCKHOLDERS' EQUITY - Summary
STOCKHOLDERS' EQUITY - Summary of Share-based Compensation (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Total stock-based compensation | $ 2,088 | $ 3,045 |
Research and development | ||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Total stock-based compensation | 769 | 1,063 |
General and administrative | ||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Total stock-based compensation | $ 1,319 | $ 1,982 |
STOCKHOLDERS' EQUITY - Summar_2
STOCKHOLDERS' EQUITY - Summary of Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2024 | Dec. 31, 2023 | |
Number of Option Shares | ||
Outstanding at beginning of period (in shares) | 4,270,544 | |
Granted (in shares) | 987,039 | |
Forfeited (in shares) | (427,421) | |
Expired (in shares) | (17,801) | |
Exercised (in shares) | 0 | |
Outstanding at ending of period (in shares) | 4,812,361 | 4,270,544 |
Options exercisable at ending of period (in shares) | 1,899,175 | |
Weighted-Average Exercise Price | ||
Outstanding at beginning of period (in dollars per share) | $ 9.98 | |
Granted (in dollars per share) | 1.89 | |
Forfeited (in dollars per share) | 9.60 | |
Expired (in dollars per share) | 12.54 | |
Exercised (in dollars per share) | 0 | |
Outstanding at ending of period (in dollars per share) | 8.35 | $ 9.98 |
Options exercisable at ending of period (in dollars per share) | $ 11.08 | |
Weighted-Average Contractual Term (in years) and Aggregate Intrinsic Value (in thousands) | ||
Outstanding, Weighted-Average Contractual Term (in years) | 8 years 1 month 6 days | 8 years 6 months |
Options exercisable, Outstanding, Weighted-Average Contractual Term (in years) | 6 years 9 months 18 days | |
Outstanding, Aggregate Intrinsic Value | $ 0 | $ 0 |
Options exercisable, Aggregate Intrinsic Value | $ 0 |
STOCKHOLDERS' EQUITY - Summar_3
STOCKHOLDERS' EQUITY - Summary of Assumptions of Fair Value of Option Pricing Granted (Details) - Employee Stock Options - 2021 Equity Incentive Plan - $ / shares | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Expected volatility, minimum | 89.41% | 89.37% |
Expected volatility, maximum | 94.48% | 92.27% |
Risk free interest rate, minimum | 3.93% | 3.68% |
Risk free interest rate, maximum | 4.22% | 4.52% |
Expected dividend yield | 0% | 0% |
Minimum | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Expected term (years) | 5 years 6 months | 5 years 6 months |
Exercise price (in dollars per share) | $ 1.86 | $ 6.19 |
Maximum | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Expected term (years) | 6 years 7 days | 6 years 29 days |
Exercise price (in dollars per share) | $ 2.40 | $ 7.83 |
STOCKHOLDERS' EQUITY - Summar_4
STOCKHOLDERS' EQUITY - Summary of Unvested Restricted Common Stock Awards (Details) - Restricted Stock Awards | 3 Months Ended |
Mar. 31, 2024 $ / shares shares | |
Shares | |
Outstanding, beginning balance (in shares) | shares | 354,394 |
Granted (in shares) | shares | 0 |
Vested (in shares) | shares | (102,849) |
Forfeited (in shares) | shares | (17,595) |
Outstanding, ending balance (in shares) | shares | 233,950 |
Weighted-Average Grant Date Fair Value Per Share | |
Outstanding, beginning balance (in dollars per share) | $ / shares | $ 4.10 |
Granted (in dollars per share) | $ / shares | 0 |
Vested (in dollars per share) | $ / shares | 3.50 |
Forfeited (in dollars per share) | $ / shares | 8.49 |
Outstanding, ending balance (in dollars per share) | $ / shares | $ 4.04 |
STOCKHOLDERS' EQUITY - Summar_5
STOCKHOLDERS' EQUITY - Summary of Unvested Restricted Common Stock Units (Details) - Restricted Stock Units (RSUs) | 3 Months Ended |
Mar. 31, 2024 $ / shares shares | |
Shares | |
Outstanding, beginning balance (in shares) | shares | 220,250 |
Granted (in shares) | shares | 266,700 |
Forfeited (in shares) | shares | (83,075) |
Vested (in shares) | shares | 0 |
Outstanding, ending balance (in shares) | shares | 403,875 |
Weighted-Average Grant Date Fair Value Per Share | |
Outstanding, beginning balance (in dollars per share) | $ / shares | $ 8.55 |
Granted (in dollars per share) | $ / shares | 1.83 |
Forfeited (in dollars per share) | $ / shares | 8.40 |
Vested (in dollars per share) | $ / shares | 0 |
Outstanding, ending balance (in dollars per share) | $ / shares | $ 4.14 |
INVESTMENT IN JOINT VENTURE (De
INVESTMENT IN JOINT VENTURE (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | |
Schedule of Equity Method Investments [Line Items] | |||
Investment in joint venture | $ 750,000 | $ 750,000 | |
Allocable share of losses recorded | (685,000) | (563,000) | |
Investment in joint venture | $ 304,000 | $ 239,000 | |
RE Ventures I, LLC | |||
Schedule of Equity Method Investments [Line Items] | |||
Percentage of interest of joint venture entity | 50% | ||
Investment in joint venture | $ 800,000 | 800,000 | |
Additional financial support outside of capital contribution | 0 | 0 | |
Allocable share of losses recorded | 700,000 | $ 600,000 | |
Investment in joint venture | $ 300,000 | $ 200,000 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details) - USD ($) | Mar. 31, 2024 | Dec. 31, 2023 |
Commitments and Contingencies Disclosure [Abstract] | ||
Termination charges | $ 0 | $ 0 |
NET LOSS PER COMMON SHARE - Sum
NET LOSS PER COMMON SHARE - Summary of Basic and Diluted Loss Per Common Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Earnings Per Share [Abstract] | ||
Net loss | $ (19,029) | $ (17,318) |
Weighted-average number of common shares outstanding, basic (in shares) | 40,773,615 | 40,248,893 |
Weighted-average number of common shares outstanding, diluted (in shares) | 40,773,615 | 40,248,893 |
Net loss per common share, basic (in dollars per share) | $ (0.47) | $ (0.43) |
Net loss per common share, diluted (in dollars per share) | $ (0.47) | $ (0.43) |
NET LOSS PER COMMON SHARE - Add
NET LOSS PER COMMON SHARE - Additional Information (Details) - shares | 3 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | Nov. 30, 2022 | |
Stock Options and Unvested Restricted Share | |||
Antidilutive Units | |||
Antidilutive securities excluded from computation of earnings per share, amount (in shares) | 5,500,000 | 5,100,000 | |
Pre-Funded Warrants | Follow on Offering | |||
Antidilutive Units | |||
Number of securities called by warrants or rights (in shares) | 3,333,388 | 3,333,388 | 3,333,388 |
RESTRUCTURING - Narrative (Deta
RESTRUCTURING - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | |
Feb. 06, 2024 | Mar. 31, 2024 | |
Restructuring Cost and Reserve [Line Items] | ||
Positions eliminated (as a percent) | 45% | |
Expected restructuring cost | $ 3.3 | |
Research and development | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, incurred cost | $ 2 | |
General and administrative | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, incurred cost | $ 1.3 |
RESTRUCTURING - Schedule of Res
RESTRUCTURING - Schedule of Restructuring and Related Costs (Details) - Employee Severance $ in Thousands | 3 Months Ended |
Mar. 31, 2024 USD ($) | |
Restructuring Reserve [Roll Forward] | |
Beginning balance | $ 0 |
Incurred during the period | 3,279 |
Severance paid during the period | 246 |
Ending balance | $ 3,033 |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) - Johnson & Johnson - Subsequent Event - USD ($) $ / shares in Units, $ in Millions | Apr. 10, 2024 | Apr. 09, 2024 |
Securities Purchase Agreement | ||
Subsequent Event [Line Items] | ||
Sale of stock, number of shares issued in transaction (in shares) | 3,636,363 | |
Sale of stock, price per share (in dollars per share) | $ 1.82 | |
Gross proceeds | $ 6.6 | |
Sale Of Stock, Premium On Stock Price, Percentage | 10% | |
Collaborative Arrangement | ||
Subsequent Event [Line Items] | ||
Collaboration agreement upfront payment | $ 0.5 | |
Collaboration agreement additional payments receivable upon triggers | $ 3.7 |