Income taxes | 10. Income taxes During the years ended December 31, 2022 and 2021, the Company recorded no income tax benefits for the net operating losses incurred or for the research and development tax credits generated in each period due to its uncertainty of realizing a benefit from those items. All of the Company’s operating losses since inception have been generated in the United States. A summary of the Company’s current and deferred tax provision is as follows: Year Ended December 31, 2022 2021 Current income tax provision: Federal $ — $ — State — — Total current income tax provision — — Deferred income tax benefit: Federal 27,269 23,352 State 14,568 7,274 Total deferred income tax benefit 41,837 30,626 Change in deferred tax asset valuation allowance ( 41,837 ) ( 30,626 ) Total provision for income taxes $ — $ — A reconciliation of the U.S. federal statutory income tax rate to the Company’s effective income tax rate is as follows: Year Ended December 31, 2022 2021 Federal statutory income tax rate 21.0 % 21.0 % State income taxes, net of federal benefit 13.0 7.2 Research and development tax credits 2.4 2.0 Other permanent differences 0.8 ( 0.1 ) Change in deferred tax asset valuation allowance ( 37.2 ) ( 30.1 ) Effect of Section 382 limitation - - Effective income tax rate - % - % Net deferred tax assets as of December 31, 2022 and 2021 consisted of the following: December 31, 2022 2021 Deferred tax assets: Net operating loss carry forwards $ 68,450 $ 56,128 Research and development tax credit carry forwards 7,704 4,522 License fees 3,355 3,523 Stock based compensation 8,974 3,716 Capitalized research and experimentation costs 20,803 — Accruals, reserves and other 191 151 109,477 68,040 Valuation allowance ( 108,690 ) ( 66,853 ) Net deferred tax assets 787 1,187 Deferred tax liabilities: Prepaid expenses ( 787 ) ( 1,187 ) Net deferred tax liabilities ( 787 ) ( 1,187 ) As of December 31, 2022, the Company had U.S. federal and state net operating loss carryforwards of $ 248,406 and $ 235,472 , respectively, which may be available to offset future taxable income and begin to expire in 2037. The federal net operating loss carryforwards include $ 245,963 , which may be carried forward indefinitely. As of December 31, 2022, the Company also had U.S. federal and state research and development tax credit carryforwards of $ 8,827 and $ 1,249 , respectively, which may be available to offset future tax liabilities and begin to expire in 2033. During the year ended December 31, 2022, gross deferred tax assets, before valuation allowance, increased by $ 41,837 , due to the operating loss incurred by the Company during that period. Utilization of the U.S. federal and state net operating loss carryforwards and research and development tax credit carryforwards may be subject to a substantial annual limitation under Sections 382 and 383 of the Internal Revenue Code of 1986, and corresponding provisions of state law, due to ownership changes that have occurred previously or that could occur in the future. These ownership changes may limit the amount of carryforwards that can be utilized annually to offset future taxable income or tax liabilities. In general, an ownership change, as defined by Section 382, results from transactions increasing the ownership of certain stockholders or public groups in the stock of a corporation by more than 50% over a three‑year period. The annual limitation is determined by multiplying the value of the Company's stock at the time of such ownership change by the applicable long-term tax-exempt rate. Such limitations may result in expiration of a portion of the NOL carryforwards before utilization. As of December 31, 2022, the Company determined that ownership changes occurred on March 24, 2017, June 7, 2018 and July 8, 2020. As a result of the ownership changes, approximately $ 2,118 and $ 3,632 of the NOLs will expire unutilized for federal and state purposes, respectively. The ability of the Company to use its remaining NOL carryforwards may be further limited if the Company experiences a Code Section 382 ownership change as a result of future changes in its stock ownership. The Company’s research and development credits are subject to Code Section 383 and are limited due to the ownership changes that the Company has experienced. As of December 31, 2022, the Company has derecognized approximately $ 87 and $ 43 of gross federal and state research and development credits, respectively. The Company has not derecognized any of the California research and development credit-related deferred tax assets because the credits do not expire. The Company has evaluated the positive and negative evidence bearing upon its ability to realize its deferred tax assets at each reporting period. In doing so, the Company has considered its history of cumulative net losses incurred and its lack of commercialization of any products or generation of any revenue from product sales and has concluded that it is more likely than not that the Company will not realize the benefits of the deferred tax assets. Accordingly, a full valuation allowance has been recorded against the net deferred tax assets as of December 31, 2022 and 2021. Management reevaluates the positive and negative evidence at each reporting period. Changes in the valuation allowance for deferred tax assets during the years ended December 31, 2022 and 2021 related primarily to the increase in net operating loss carryforwards and research and development tax credit carryforwards and were as follows: 2022 2021 Valuation allowance as of January 1, $ ( 66,853 ) $ ( 36,227 ) Increases recorded to income tax provision — — Decreases recorded as a benefit to income tax provision ( 41,837 ) ( 30,626 ) Valuation allowance as of December 31, $ ( 108,690 ) $ ( 66,853 ) As of December 31, 2022, the Company had gross unrecognized tax benefits of $ 2,110 , none of which if recognized, would reduce the effective tax rate in a future period, due to the Company's full valuation allowance on U.S. net deferred tax assets. The Company’s policy is to record interest and penalties related to income taxes as part of its income tax provision. As of December 31, 2022, the Company had no t accrued interest or penalties related to uncertain tax positions and no amounts had been recognized in the Company’s consolidated statements of operations and comprehensive loss. For the year ended December 31, 2022, the Company will file income tax returns in the U.S., California, Connecticut, Florida, Illinois, Massachusetts, Maryland, New York, New Jersey, North Carolina, Pennsylvania and Virginia, as prescribed by the tax laws of the jurisdictions in which it operates. The Company is subject to examination by federal and state jurisdictions, where applicable. There are currently no pending tax examinations. The Company is open to future tax examination under statute from 2018 to the present. A reconciliation of the beginning and ending unrecognized tax benefits for the years ended December 31, 2022 and 2021 is as follows Balance at December 31, 2020 $ 644 Increases related to prior year tax positions 66 Increases related to current year tax positions 603 Balance at December 31, 2021 1,313 Increases related to prior year tax positions 51 Increases related to current year tax positions 746 Balance at December 31, 2022 $ 2,110 On March 27, 2020, the “Coronavirus Aid, Relief and Economic Security (CARES) Act” (the “Act”) was signed into law. The Act includes provisions relating to refundable payroll tax credits, deferment of the employer portion of certain payroll taxes, net operating loss carryback periods, alternative minimum tax credit refunds, modifications to the net interest deduction limitations and technical corrections to tax depreciation methods for qualified improvement property. The Company analyzed the provisions of the Act and determined there was no significant impact to its income taxes for the year ended December 31, 2022. On June 29, 2020, California Governor signed Assembly Bill 85 (“A.B. 85”), which now becomes California law. A.B. 85, which includes several tax measures, provides for a three-year suspension of the use of net operating losses for medium and large businesses and a three-year cap on the use of business incentive tax credits to offset no more than $ 5,000 of tax per year. Generally, A.B. 85 suspends the use of net operating losses for taxable years 2020, 2021, and 2022 for taxpayers with taxable income of $ 1,000 or more.” On February 9, 2022, the California Governor signed into law CA SB 113 which shortens the previously enacted suspension on the use of NOLs and R&D credits. Accordingly, SB 113 restored NOL utilization and removes the R&D credit limitation for 2022, and as such no impact to the Company for the period ended December 31, 2022. The Tax Cuts and Jobs Act (“TCJA”) included a change in the treatment of research and development expenditures for tax purposes under Section 174. Effective for tax years beginning after December 31, 2021, specified R&D expenditures must undergo a 5-year amortization period for domestic spend and a 15-year amortization period for foreign spend, beginning with the midpoint of the taxable year in which such expenditures are paid or incurred. Prior to the effective date (2021 tax year and prior), taxpayers were able to immediately expense R&D costs under Section 174(a) or had the option to capitalize and amortize R&D expenditures over a 5-year recovery period under Section 174(b). Accordingly, the Company is estimating 2022 capitalization of U.S R&D expenditures net of 2022 amortization of approximately $ 57,658 (an addback to estimated 2022 US taxable income). Additionally, the requirement to capitalize and amortize foreign R&D expenses over 15 years resulted in 2022 capitalization of R&D expenditures (net of amortization) of $ 14,728 . On August 16, 2022, the IRA was signed into law. The IRA includes implementation of a new alternative minimum tax, an excise tax on stock buybacks, and significant tax incentives for energy and climate initiatives, among other provisions. The Company is evaluating the provisions included under the IRA and does not expect the provisions to have a material impact to the Company’s consolidated financial statements. All tax returns will remain open for examination by the federal and state taxing authorities for three and four years, respectively, from the date of utilization of any net operating loss carryforwards or research and development credits. |