Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2022 | Nov. 10, 2022 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2022 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q3 | |
Entity Registrant Name | ELIEM THERAPEUTICS, INC. | |
Entity Central Index Key | 0001768446 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Shell Company | false | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity File Number | 001-40708 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 82-2273741 | |
Entity Address, Address Line One | 23515 NE Novelty Hill Road | |
Entity Address, Address Line Two | Suite B221 #125 | |
Entity Address, City or Town | Redmond | |
Entity Address, State or Province | WA | |
Entity Address, Postal Zip Code | 98053 | |
City Area Code | 425 | |
Local Phone Number | 276-2300 | |
Document Transition Report | false | |
Title of 12(b) Security | Common Stock, par value $0.0001 per share | |
Trading Symbol | ELYM | |
Security Exchange Name | NASDAQ | |
Document Quarterly Report | true | |
Entity Common Stock, Shares Outstanding | 26,567,681 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 35,944 | $ 46,922 |
Short-term marketable securities | 86,675 | 89,558 |
Prepaid expenses and other current assets | 10,552 | 11,772 |
Total current assets | 133,171 | 148,252 |
Operating Lease, Right-of-Use Asset | 585 | 0 |
Long-term marketable securities | 6,961 | 24,919 |
Other long term assets | 141 | 70 |
Total assets | 140,858 | 173,241 |
Current liabilities: | ||
Accounts payable | 1,494 | 1,404 |
Accrued expenses | 4,434 | 4,627 |
Operating lease liabilities | 352 | 0 |
Total current liabilities | 6,280 | 6,031 |
Other long-term liabilities | 0 | 7 |
Operating lease liabilities, net of current portion | 219 | 0 |
Total liabilities | 6,499 | 6,038 |
Commitments and contingencies (Note 6) | ||
Stockholders' equity | ||
Common stock, $0.0001 par value per share, 250,000,000 shares authorized; 26,567,681 shares issued and outstanding at September 30, 2022 and December 31, 2021, respectively | 3 | 3 |
Additional paid-in capital | 248,035 | 242,939 |
Accumulated other comprehensive loss | (581) | (123) |
Accumulated deficit | (113,098) | (75,616) |
Total stockholders' equity | 134,359 | 167,203 |
Total liabilities and stockholders' equity | $ 140,858 | $ 173,241 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Sep. 30, 2022 | Dec. 31, 2021 |
Statement of Financial Position [Abstract] | ||
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 250,000,000 | 250,000,000 |
Common stock, shares issued | 26,567,681 | 26,567,681 |
Common stock, shares outstanding | 26,567,681 | 26,567,681 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Operating expenses: | ||||
Research and development | $ 4,258 | $ 5,989 | $ 21,287 | $ 16,443 |
General and administrative | 4,490 | 3,394 | 14,294 | 8,526 |
Total operating expenses | 8,748 | 9,383 | 35,581 | 24,969 |
Loss from operations | (8,748) | (9,383) | (35,581) | (24,969) |
Other income (expense): | ||||
Change in fair value of redeemable convertible preferred stock tranche liability | 0 | 0 | 0 | (11,718) |
Foreign currency loss | (1,317) | (252) | (2,516) | (268) |
Other income, net | 383 | 20 | 615 | 20 |
Total other income (expense) | (934) | (232) | (1,901) | (11,966) |
Net loss | (9,682) | (9,615) | (37,482) | (36,935) |
Accretion of redeemable convertible preferred stock to redemption value and cumulative preferred stock dividends | 0 | (1,322) | 0 | (4,548) |
Net loss attributable to common stockholders | $ (9,682) | $ (10,937) | $ (37,482) | $ (41,483) |
Net loss per share attributable to common stockholders, Basic | $ (0.37) | $ (0.70) | $ (1.43) | $ (5.49) |
Net loss per share attributable to common stockholders, Diluted | $ (0.37) | $ (0.70) | $ (1.43) | $ (5.49) |
Weighted-average number of shares outstanding used to compute net loss per share attributable to common stockholders, basic | 26,336,029 | 15,585,611 | 26,290,868 | 7,554,300 |
Weighted-average number of shares outstanding used to compute net loss per share attributable to common stockholders, diluted | 26,336,029 | 15,585,611 | 26,290,868 | 7,554,300 |
Comprehensive loss: | ||||
Net loss | $ (9,682) | $ (9,615) | $ (37,482) | $ (36,935) |
Other comprehensive loss | ||||
Unrealized gain (loss) on investments | 23 | 18 | (458) | (18) |
Comprehensive loss | $ (9,659) | $ (9,633) | $ (37,940) | $ (36,953) |
Statement - Condensed Consolida
Statement - Condensed Consolidated Statements of Operations and Comprehensive Loss - Parenthetical - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Other Comprehensive Income (Loss), Tax [Abstract] | ||||
Amount of income tax | $ 0 | $ 0 | $ 0 | $ 0 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Redeemable Convertible Preferred Stock and Stockholder's Deficit (Unaudited) - USD ($) $ in Thousands | Total | Redeemable Convertible Preferred Stock | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Deficit [Member] | Accumulated Other Comprehensive Loss [Member] |
Beginning balance at Dec. 31, 2020 | $ 46,551 | |||||
Beginning balance (in shares) at Dec. 31, 2020 | 7,140,157 | |||||
Beginning balance at Dec. 31, 2020 | $ (24,983) | $ 1 | $ 3,152 | $ (28,136) | $ 0 | |
Beginning balance, shares at Dec. 31, 2020 | 3,418,751 | |||||
Series A-1 Preferred Stock Issuance (net of issuance costs and tranche liability) | $ 33,978 | |||||
Series A-1 Preferred Stock Issuance (net of issuance costs and tranche liability), shares | 4,358,972 | |||||
Reclassification of redeemable convertible preferred stock tranche liability upon settlement | $ 12,269 | |||||
Exercise of stock options and release of restricted stock awards | 105 | 105 | ||||
Exercise of stock options and release of restricted stock awards, shares | 64,047 | |||||
Stock-based compensation | 297 | 297 | ||||
Net loss | (18,601) | (18,601) | 0 | |||
Ending balance at Mar. 31, 2021 | (43,182) | $ 1 | 3,554 | (46,737) | ||
Ending balance, shares at Mar. 31, 2021 | 3,482,798 | |||||
Ending balance at Mar. 31, 2021 | $ 92,798 | |||||
Ending balance (in shares) at Mar. 31, 2021 | 11,499,129 | |||||
Beginning balance at Dec. 31, 2020 | $ 46,551 | |||||
Beginning balance (in shares) at Dec. 31, 2020 | 7,140,157 | |||||
Beginning balance at Dec. 31, 2020 | (24,983) | $ 1 | 3,152 | (28,136) | 0 | |
Beginning balance, shares at Dec. 31, 2020 | 3,418,751 | |||||
Reclassification of redeemable convertible preferred stock tranche liability upon settlement | (12,269) | |||||
Net loss | (36,935) | |||||
Ending balance at Sep. 30, 2021 | 176,661 | $ 3 | 241,747 | (65,071) | (18) | |
Ending balance, shares at Sep. 30, 2021 | 26,199,262 | |||||
Beginning balance at Mar. 31, 2021 | $ 92,798 | |||||
Beginning balance (in shares) at Mar. 31, 2021 | 11,499,129 | |||||
Beginning balance at Mar. 31, 2021 | (43,182) | $ 1 | 3,554 | (46,737) | ||
Beginning balance, shares at Mar. 31, 2021 | 3,482,798 | |||||
Series A-1 Preferred Stock Issuance (net of issuance costs and tranche liability) | $ 59,961 | |||||
Series A-1 Preferred Stock Issuance (net of issuance costs and tranche liability), shares | 3,846,150 | |||||
Exercise of stock options and release of restricted stock awards | 6 | 6 | ||||
Exercise of stock options and release of restricted stock awards, shares | 7,158 | |||||
Stock-based compensation | 1,050 | 1,050 | ||||
Net loss | (8,719) | (8,719) | ||||
Ending balance at Jun. 30, 2021 | (50,845) | $ 1 | 4,610 | (55,456) | 0 | |
Ending balance, shares at Jun. 30, 2021 | 3,489,956 | |||||
Ending balance at Jun. 30, 2021 | $ 152,759 | |||||
Ending balance (in shares) at Jun. 30, 2021 | 15,345,279 | |||||
Vesting Of Restricted Stock Awards Shares | 4,027 | |||||
Proceeds from issuance of common stock in initial public offering | 83,144 | $ 1 | 83,143 | |||
Proceeds from issuance of common stock in initial public offering, Shares | 7,360,000 | |||||
Conversion of redeemable convertible preferred stock to common stock upon initial public offering | 152,759 | $ (152,759) | $ 1 | 152,758 | ||
Conversion of redeemable convertible preferred stock to common stock upon initial public offering, Shares | (15,345,279) | 15,345,279 | ||||
Stock-based compensation | 1,236 | 1,236 | ||||
Other comprehensive loss | (18) | (18) | ||||
Net loss | (9,615) | (9,615) | ||||
Ending balance at Sep. 30, 2021 | 176,661 | $ 3 | 241,747 | (65,071) | (18) | |
Ending balance, shares at Sep. 30, 2021 | 26,199,262 | |||||
Beginning balance (in shares) at Dec. 31, 2021 | 0 | |||||
Beginning balance at Dec. 31, 2021 | 167,203 | $ 3 | 242,939 | (75,616) | (123) | |
Beginning balance, shares at Dec. 31, 2021 | 26,235,317 | |||||
Vesting Of Restricted Stock Awards Shares | 9,451 | |||||
Stock-based compensation | 1,541 | 1,541 | ||||
Other comprehensive loss | (398) | (398) | ||||
Net loss | (13,204) | (13,204) | ||||
Ending balance at Mar. 31, 2022 | 155,142 | $ 3 | 244,480 | (88,820) | (521) | |
Ending balance, shares at Mar. 31, 2022 | 26,244,768 | |||||
Beginning balance (in shares) at Dec. 31, 2021 | 0 | |||||
Beginning balance at Dec. 31, 2021 | 167,203 | $ 3 | 242,939 | (75,616) | (123) | |
Beginning balance, shares at Dec. 31, 2021 | 26,235,317 | |||||
Net loss | (37,482) | |||||
Ending balance at Sep. 30, 2022 | 134,359 | $ 3 | 248,035 | (113,098) | (581) | |
Ending balance, shares at Sep. 30, 2022 | 26,348,371 | |||||
Ending balance (in shares) at Sep. 30, 2022 | 0 | |||||
Beginning balance at Mar. 31, 2022 | 155,142 | $ 3 | 244,480 | (88,820) | (521) | |
Beginning balance, shares at Mar. 31, 2022 | 26,244,768 | |||||
Vesting Of Restricted Stock Awards Shares | 82,633 | |||||
Stock-based compensation | 1,772 | 1,772 | ||||
Other comprehensive loss | (83) | (83) | ||||
Net loss | (14,596) | (14,596) | ||||
Ending balance at Jun. 30, 2022 | 142,235 | $ 3 | 246,252 | (103,416) | (604) | |
Ending balance, shares at Jun. 30, 2022 | 26,327,401 | |||||
Vesting Of Restricted Stock Awards Shares | 20,970 | |||||
Stock-based compensation | 1,783 | 1,783 | ||||
Other comprehensive loss | 23 | 23 | ||||
Net loss | (9,682) | (9,682) | ||||
Ending balance at Sep. 30, 2022 | $ 134,359 | $ 3 | $ 248,035 | $ (113,098) | $ (581) | |
Ending balance, shares at Sep. 30, 2022 | 26,348,371 | |||||
Ending balance (in shares) at Sep. 30, 2022 | 0 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Redeemable Convertible Preferred Stock and Stockholder's Deficit (Unaudited) (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | ||
Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | |
Series A1 Preferred Stock [Member] | |||
Stock issuance cost | $ 22 | ||
Series B Preferred Stock [Member] | |||
Stock issuance cost | $ 39 | ||
Common Stock [Member] | |||
Stock issuance cost | $ 8,856 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Cash flows from operating activities: | ||
Net loss | $ (37,482) | $ (36,935) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Stock-based compensation | 5,096 | 2,583 |
Non-cash operating lease expense | 329 | 0 |
Change in fair value of redeemable convertible preferred stock tranche liability | 0 | 11,718 |
Amortization of premiums and accretion of discounts on investments | 223 | 83 |
Foreign currency loss (gain) from remeasurement | 2,220 | (245) |
Changes in operating assets and liabilities: | ||
Prepaid expenses and other assets | 1,219 | (11,103) |
Long-term assets | (72) | (2,633) |
Accounts payable | 91 | 1,287 |
Accrued liabilities | (188) | 1,791 |
Operating lease liabilities | (356) | 0 |
Net cash used in operating activities | (28,920) | (28,188) |
Cash flows from investing activities: | ||
Purchase of marketable securities | (81,249) | (106,919) |
Proceeds from maturities of marketable securities | 101,411 | 0 |
Net cash provided by investing activities | 20,162 | (106,919) |
Cash flows from financing activities | ||
Proceeds from issuance of common stock sold in initial public offering, net issuance costs | 83,144 | |
Proceeds from issuance of redeemable convertible preferred stock, net of issuance costs | 0 | 93,939 |
Proceeds from the exercise of stock options | 0 | 111 |
Net cash provided by financing activities | 0 | 177,194 |
Effect of exchange rate changes on cash and cash equivalents | (2,220) | 245 |
Net change in cash and cash equivalents | (10,978) | 42,332 |
Cash and cash equivalents at beginning of period | 46,922 | 20,487 |
Cash and cash equivalents at end of period | 35,944 | 62,819 |
Supplemental disclosure of cash operating activities: | ||
Conversion of redeemable convertible preferred stock to common stock | 152,759 | |
Cash paid for leases included in operating cash outflows | 345 | 0 |
Supplemental disclosure of non-cash investing and financing activities: | ||
Right-of-use assets obtained in exchange for lease liabilities | $ 915 | $ 0 |
Description of Organization and
Description of Organization and Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2022 | |
Accounting Policies [Abstract] | |
Description of Organization and Summary of Significant Accounting Policies | 1. Description of Organization and Summary of Significant Accounting Policies Organization Eliem Therapeutics, Inc. (the Company) is a clinical-stage biotechnology company focused on developing novel therapies for neuronal excitability disorders to address unmet needs in neuropsychiatry, epilepsy, chronic pain, and other disorders of the peripheral and central nervous systems. Headquartered in Redmond, Washington, the Company was incorporated on October 18, 2018 as a Delaware corporation. Basis of Presentation and Principles of Consolidation The accompanying interim condensed consolidated financial statements of the Company and its wholly owned subsidiary have been prepared in conformity with accounting principles generally accepted in the United States (U.S. GAAP). All intercompany transactions and balances have been eliminated in consolidation. The accompanying condensed consolidated balance sheet as of September 30, 2022, and condensed consolidated statements of operations and comprehensive loss, condensed consolidated statements of cash flows, and condensed consolidated statements of redeemable convertible preferred stock and stockholders’ equity (deficit) for the three and nine months ended September 30, 2022 and 2021, are unaudited. The consolidated balance sheet as of December 31, 2021 was derived from the audited financial statements as of and for the year ended December 31, 2021, but does not include all disclosures required by U.S. GAAP. The unaudited interim condensed financial statements have been prepared on a basis consistent with the audited annual financial statements as of and for the year ended December 31, 2021, and, in the opinion of management, reflect all adjustments, consisting solely of normal recurring adjustments, necessary for the fair statement of the Company’s financial position as of September 30, 2022, the condensed results of its operations as of the three and nine months ended September 30, 2022 and 2021, and its cash flows for the nine months ended September 30, 2022 and 2021. The financial data and other information disclosed in these notes related to the three and nine months ended September 30, 2022 and 2021 are also unaudited. The condensed results of operations for the three and nine months ended September 30, 2022 are not necessarily indicative of the results to be expected for the full year ending December 31, 2022 or any other period. These interim condensed consolidated financial statements should be read in conjunction with the Company’s audited financial statements included in the Company's Annual Report on Form 10-K filed with the Securities and Exchange Commission, or SEC, on March 7, 2022. Initial Public Offering On August 12, 2021, the Company completed its initial public offering (IPO) of 7,360,000 shares of common stock, including the underwriters' full exercise of their over-allotment option at the IPO price of $ 12.50 per share. Gross proceeds from the IPO were $ 92.0 million, and the net proceeds were $ 83.1 million, after deducting underwriting discounts of $ 6.4 million and $ 2.5 million of offering costs payable by the Company. At the closing of the IPO, all of the Company's then outstanding redeemable convertible preferred stock was automatically converted into an aggregate of 15,345,279 shares of common stock. The related carrying value of the redeemable convertible preferred stock of $ 152.8 million was reclassified to common stock and additional paid-in capital. Liquidity Since inception, the Company has experienced recurring losses from operations and generated negative cash flows from operations. The Company has an accumulated deficit of $ 113.1 million as of September 30, 2022 and expects to incur additional losses from operations in the future. The Company estimates the available cash, cash equivalents, and short- and long-term marketable securities of $ 129.6 million as of September 30, 2022 will be sufficient to meet its projected operating requirements for at least the next twelve months from the filing date of these unaudited condensed consolidated financial statements. The Company will need to obtain substant ial additional funding to develop and commercialize the Company's clinical programs as currently contemplated. The Company expects to finance future cash needs through equity offerings, debt financings, collaborations, strategic alliances, licensing arrangements and other marketing and distribution arrangements. In addition, the Company expects to continue to rely on capital markets, and to a lesser extent, United Kingdom (U.K.) research and development tax credits and incentives for funding. There are no assurances that the Company will be able to raise sufficient amounts of funding in the future on acceptable terms, or at all. Use of Estimates The preparation of the interim condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect reported amounts and disclosures. Accordingly, actual results could differ from those estimates. Key management estimates include those related to the accrual of research and development expenses, the valuation of stock-based awards, the valuation of common stock and redeemable convertible preferred stock, and the valuation of redeemable convertible preferred stock tranche liabilities. 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. The three months ended as of September 30, 2022 included a reversal of $ 1.5 million of clinical expenses due to actual results differing from prior quarter estimates. Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash, cash equivalents, and short- and long-term marketable securities. The Company’s cash is held by two financial institutions in the United States (U.S.) and two financial institutions in the U.K. The Company does not believe that it is subject to unusual credit risk beyond the normal credit risk associated with commercial banking relationships. The Company’s deposits held in the U.S. and U.K. may exceed the Federal Depository Insurance Corporation and Financial Services Compensation Scheme, respectively, insured limits. The Company has investments in money market funds, U.S. government debt securities, commercial paper, and corporate bonds with high-quality accredited financial institutions. Risks and Uncertainties The Company is subject to risks and uncertainties common to early-stage companies in the biotechnology industry, including, but not limited to, development by competitors of new technological innovations, protection of proprietary technology, dependence on key personnel, reliance on single-source vendors and collaborators, availability of raw materials, patentability of the Company’s products and processes and clinical efficacy and safety of the Company’s products under development, compliance with government regulations and the need to obtain additional financing to fund operations. Product candidates currently under development will require significant additional research and development efforts, including extensive preclinical studies, clinical trials, and regulatory approval, prior to commercialization. These efforts will require significant amounts of additional capital, adequate personnel infrastructure and extensive compliance and reporting. There can be no assurance that the Company’s research and development will be successfully completed, that adequate protection for the Company’s intellectual property will be obtained or maintained, that any products developed will obtain necessary government regulatory approval or that any approved products will be commercially viable. Even if the Company’s product development efforts are successful, it is uncertain when, if ever, the Company will generate revenue from product sales. The Company operates in an environment of rapid technological change and substantial competition from other pharmaceutical and biotechnology companies. In addition, the Company is dependent upon the services of its employees, consultants and other third parties. Moreover, the ongoing COVID-19 pandemic, which is impacting worldwide economic activity, poses risk that the Company or its employees, contractors, suppliers, and other partners may be prevented from conducting business activities for an indefinite period of time which may increase costs and could delay the start-up and conduct of the Company’s clinical trials, and negatively impact manufacturing and testing activities performed by third parties. Any significant delays may impact the use and sufficiency of the Company’s existing cash reserves, and the Company may be required to raise additional capital earlier than it had previously planned. The Company may be unable to raise additional capital if and when needed, which may result in delays or suspension of its development plans. The extent to which the pandemic will impact the Company’s business will depend on future developments that are highly uncertain and cannot be predicted at this time. Segments Operating segments are identified as components of an enterprise about which separate discrete financial information is available for evaluation by the chief operating decision-maker (the CODM). The Company’s CODM is its chief executive officer who reviews financial information together with certain operating metrics principally to make decisions about how to allocate resources and to measure the Company’s performance. Management has determined that the Company operates as a single operating and reportable segment. The Company’s CODM evaluates financial information on a consolidated basis. As the Company operates as one operating segment, all required segment financial information is found in the interim condensed consolidated financial statements. Fair Value Measurement Assets and liabilities recorded at fair value on a recurring basis in the balance sheet are categorized based upon the level of judgment associated with the inputs used to measure their fair values. Fair value is defined as the exchange price that would be received for an asset or an exit price that would be paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. The Company measures fair value based on a three-tier hierarchy, which prioritizes the inputs used in the valuation methodologies in measuring fair value 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 assets or liabilities. 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. 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. In determining fair value, the Company utilizes quoted market prices, or valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible as well as considers counterparty credit risk in its assessment of fair value. There were no transfers into or out of Level 3 for any of the periods presented. The Company’s fair value measurements as of September 30, 2022 and December 31, 2021 were as follows (in thousands): September 30, 2022 Level 1 Level 2 Level 3 Balance Assets: Cash equivalents: Money market funds $ 22,751 $ — $ — $ 22,751 Marketable securities: U.S. government debt securities 35,304 — — 35,304 Commercial paper — 30,318 — 30,318 Corporate bonds — 28,014 — 28,014 Total marketable securities 35,304 58,332 — 93,636 Total assets $ 58,055 $ 58,332 $ — $ 116,387 December 31, 2021 Level 1 Level 2 Level 3 Balance Assets: Cash equivalents: Money market funds $ 30,557 $ — $ — $ 30,557 Marketable securities: U.S. government debt securities 3,979 — — 3,979 Commercial paper — 54,363 — 54,363 Corporate bonds — 56,135 — 56,135 Total marketable securities 3,979 110,498 — 114,477 Total assets $ 34,536 $ 110,498 $ — $ 145,034 Summary of Significant Accounting Policies Leases The Company adopted ASU No. 2016-02, Leases (Topic 842) on January 1, 2022, as discussed below in the section titled “Recently Adopted Accounting Standards”. Under Accounting Standards Codification (ASC) Topic 842, Leases, the Company determines if an arrangement is a lease at inception. The Company leases office space in the U.S. and the U.K. under non-cancelable operating leases. Operating lease right-of-use (ROU) assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized based on the present value of lease payments over the lease term at the commencement date of the lease. ROU assets also include any initial direct costs incurred and any lease payments made at or before the lease commencement date, less any lease incentive received. The Company uses the rate implicit in the lease in determining the present value of lease payments and, if that rate is not readily determinable, the Company uses its incremental borrowing rate commensurate with the lease term based on the information available at the date of lease commencement. The incremental borrowing rate reflects the rate of interest that a lessee would have to pay to borrow, on a collateralized basis over a similar term, an amount equal to the lease payments in a similar economic environment. The Company’s lease terms may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. Short-term leases with an initial term of 12 months or less are not recorded on the balance sheet. The Company does not have material short-term lease costs. Lease expense for lease payments is recognized on a straight-line basis over the lease term. For real estate leases, the Company does not separate lease and non-lease components. The Company’s lease agreements do not contain any material residual value guarantees or material restrictive covenants. The Company’s non-lease components are primarily related to property taxes, insurance, and common area maintenance, which vary based on future outcomes, and are recognized as rent expense when incurred. There have been no other significant changes in the Company’s accounting policies during the nine months ended September 30, 2022 . Recently Adopted Accounting Pronouncements On January 1, 2022, the Company adopted ASU No. 2016-02, Leases (Topic 842) using the modified retrospective transition method (which permitted the Company to not restate the comparative period presented) and elected the package of practical expedients to not reassess whether any expired or existing contracts are or contain leases, carry forward its historical lease classification and not reassess initial direct costs for existing leases. The Company elected to not separate non-lease components from the associated lease components and to not recognize ROU assets and lease liabilities for leases with a term of twelve months or less. Upon adoption of ASC 842, the Company recorded operating ROU assets of $ 0.9 million, operating lease liabilities of $ 0.9 million, and derecognized deferred rent and other lease liabilities of $ 12,000 . There was no material impact to the Company’s statements of operations and comprehensive loss upon adoption. Results and disclosures for the three and nine months ended September 30, 2022 are presented under ASC 842. Prior period amounts before January 1, 2022 have not been adjusted and continue to be reported in accordance with the Company’s historical accounting under previous lease guidance, ASC 840: Leases (Topic 840). Recently Issued Accounting Pronouncements Not Yet Adopted In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. The standard changes how entities will measure credit losses for most financial assets, including accounts and notes receivables. The standard will replace today’s “incurred loss” approach with an “expected loss” model, under which companies will recognize allowances based on expected rather than incurred losses. Entities will apply the standard’s provisions as a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is effective. The effective date of this update for non-public companies is for fiscal years beginning after December 15, 2022 and interim periods therein. The Company estimates that adoption will not have a material impact on its consolidated financial statements. In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes. The standard simplifies the accounting for income taxes by removing certain exceptions to the general principles in Topic 740 and also improves consistent application by clarifying and amending existing guidance. The effective date of this update for non-public companies is for fiscal years beginning after December 15, 2021 and interim periods within fiscal years beginning after December 15, 2022. The Company estimates that adoption will not have a material impact on its consolidated financial statements. In August 2020, the FASB issued ASU 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging — Contracts in Entity’s Own Equity (Subtopic 815-40)—Accounting For Convertible Instruments and Contracts in an Entity’s Own Equity. The standard simplifies accounting for convertible instruments by removing major separation models required under current GAAP. Consequently, more convertible debt instruments will be reported as a single liability instrument with no separate accounting for embedded conversion features. ASU 2020-06 removes certain settlement conditions that are required for equity contracts to qualify for the derivative scope exception, which will permit more equity contracts to qualify for it. The standard also simplifies the diluted net income per share calculation in certain areas. The effective date of this update for non-public companies is for fiscal years beginning after December 15, 2023, including interim periods therein. Early adoption is permitted for fiscal years beginning after December 15, 2020 and interim periods therein. The Company is currently evaluating the impact that this new guidance will have on its consolidated financial statements. There were no other significant updates to the recently issued accounting standards other than as disclosed herewith for the nine months ended September 30, 2022. Although there are several other new accounting pronouncements issued or proposed by the FASB, the Company does not believe any of those accounting pronouncements have had or will have a material impact on its financial position or operating results. Reclassifications The Company reclassified certain prior period balances on its condensed consolidated balance sheet, statements of operations and comprehensive loss, and statement of cash flows to conform to the current period presentation. These balances related to amounts incurred from related party transactions with Carnot Pharma, LLC. The services related to these transactions have been completed and the Company's services agreement with Carnot Pharma, LLC has been terminated. These reclassifications had no effect on total liabilities, loss from operations, or net cash used in operating activities. |
Investments
Investments | 9 Months Ended |
Sep. 30, 2022 | |
Investments [Abstract] | |
Investments | 2. Investments Investments consists of available-for-sale securities as follows (in thousands): September 30, 2022 Amortized Cost Unrealized Gain Unrealized Loss Estimated Fair Value Short-term marketable securities: Commercial paper $ 30,318 $ — $ — $ 30,318 U.S. government debt securities 35,531 — ( 227 ) 35,304 Corporate bonds 21,367 — ( 314 ) 21,053 Total short-term marketable securities $ 87,216 $ — $ ( 541 ) $ 86,675 Long-term marketable securities: U.S. government debt securities $ — $ — $ — $ — Corporate bonds 7,001 — ( 40 ) 6,961 Total long-term marketable securities $ 7,001 $ — $ ( 40 ) $ 6,961 December 31, 2021 Amortized Cost Unrealized Gain Unrealized Loss Estimated Fair Value Short-term marketable securities: Commercial paper $ 54,363 $ — $ ( 1 ) $ 54,362 Corporate bonds 35,231 — ( 35 ) 35,196 Total short-term marketable securities $ 89,594 $ — $ ( 36 ) $ 89,558 Long-term marketable securities: U.S. government debt securities $ 3,996 $ — $ ( 17 ) $ 3,979 Corporate bonds 21,010 — ( 70 ) 20,940 Total long-term marketable securities $ 25,006 $ — $ ( 87 ) $ 24,919 All the commercial paper, U.S. government debt securities, and corporate bonds designated as short-term marketable securities have a contractual maturity date that is equal to or less than one year from the respective balance sheet date. Those that are designated as long-term marketable securities have a contractual maturity date that is more than one year from the respective balance sheet date. Accrued interest receivable is excluded from the amortized cost and estimated fair value of the Company's marketable securities. Accrued interest receivable of $ 0.2 million and $ 0.5 million is presented separately within the prepaid expenses and other current assets line items in the Company's unaudited condensed consolidated balance sheet as of September 30, 2022 and December 31, 2021, respectively. Investments in a continual unrealized loss position for less than 12 months consist of the following (in thousands): September 30, 2022 December 31, 2021 Fair Value Fair Value Corporate bonds $ 15,425 $ 60,114 U.S. government debt securities 26,508 — Commercial paper — 3,995 Total available-for-sale securities $ 41,933 $ 64,109 Investments in a continual unrealized loss position for greater than 12 months consist of the following (in thousands): September 30, 2022 December 31, 2021 Fair Value Fair Value Corporate bonds $ 12,589 $ — U.S. government debt securities 3,910 — Total available-for-sale securities $ 16,499 $ — As of September 30, 2022, the Company did not intend, nor was the Company more likely than not to be required, to sell its available-for-sale investments before the recovery of the amortized cost basis, which may be maturity. Therefore, the Company believes it is more likely than not that its marketable securities in an unrealized loss position will be held until maturity or the recovery of the cost basis of the investment. Based on the Company's assessment, it concluded that none of the available-for-sale investments held as of September 30, 2022 were considered to be impaired, as such, no impairment loss related to other-than-temporary declines in market value was recorded for the three and nine months ended September 30, 2022 . There was no realized gain or loss on available-for-sale securities in the periods presented. |
Certain Balance Sheet Accounts
Certain Balance Sheet Accounts | 9 Months Ended |
Sep. 30, 2022 | |
Balance Sheet Related Disclosures [Abstract] | |
Certain Balance Sheet Accounts | 3. Certain Balance Sheet Accounts Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets consist of the following (in thousands): September 30, 2022 December 31, 2021 Recoverable research and development tax credits $ 5,066 $ 6,523 Prepaid research and development expenses 3,033 2,906 Prepaid expenses 1,898 1,491 Other assets 555 852 Total prepaid expenses and other current assets $ 10,552 $ 11,772 Accrued Expenses Accrued expenses consist of the following (in thousands): September 30, 2022 December 31, 2021 Accrued payroll expenses $ 2,149 $ 2,220 Accrued research and development expenses 1,897 2,159 Other accrued expenses 388 248 Total accrued expenses $ 4,434 $ 4,627 |
Redeemable Convertible Preferre
Redeemable Convertible Preferred Stock | 9 Months Ended |
Sep. 30, 2022 | |
Temporary Equity Disclosure [Abstract] | |
Redeemable Convertible Preferred Stock | 4. Redeemable Convertible Preferred Stock Upon completion of the IPO on August 12, 2021, all of the Company’s then outstanding shares of redeemable convertible preferred stock were converted into an aggregate of 15,345,279 shares of common stock. As of September 30, 2022 and December 31, 2021, the Company had no redeemable convertible preferred stock outstanding. Prior to conversion, the holders of the Series A, Series A-1, and Series B redeemable convertible preferred stock had various rights, preferences, privileges, and restrictions, with respect to voting, dividends, liquidation, and conversion, which are further described in Note 5 Redeemable Convertible Preferred Stock to the consolidated financial statements in the Company's Annual Report on Form 10-K filed with the SEC on March 7, 2022. In March 2021, Series A-1 preferred stockholders exercised their tranche rights in connection with milestone achievements related to Phase 1 clinical trial results of ETX-155. As a result, the Company issued an additional 4,358,972 shares of Series A-1 redeemable convertible preferred shares for gross proceeds of $ 34.0 million. Upon exercise of the tranche rights, the Company reclassified the $ 12.3 million in preferred stock tranche liability to Series A-1 redeemable convertible preferred stock on the consolidated balance sheet. In May 2021, the Company issued 3,846,150 shares of Series B redeemable convertible preferred stock for gross proceeds of $ 60.0 million. As of September 30, 2022 and 2021, the Company had no dividends in arrears as all shares of redeemable convertible preferred stock converted to common stock upon the completion of the IPO. |
Redeemable Convertible Prefer_2
Redeemable Convertible Preferred Stock Tranche Liability | 9 Months Ended |
Sep. 30, 2022 | |
Temporary Equity Disclosure [Abstract] | |
Redeemable Convertible Preferred Stock Tranche Liability | 5. Redeemable Convertible Preferred Stock Tranche Liability Upon issuance in October 2020, the purchasers of Series A-1 redeemable convertible preferred stock also received tranche rights (Series A-1 Tranche Rights), which provided them the right to purchase additional shares of Series A-1 redeemable convertible preferred stock in an additional future tranche. This tranche was for the purchase of Series A-1 and was valued based upon the Company achieving certain future milestones and utilized a valuation model that reflected both potential outcomes of success or failure to meet the milestone. The Series A-1 redeemable convertible preferred tranche liability was valued at $ 0.86 per share upon issuance. There was no change in value from the date of issuance and December 31, 2020. The Company estimated the fair value of the Series A-1 Tranche Rights using a probability-weighted present value model that considered the probability of triggering the Series A-1 Tranche Rights through achievement of the clinical development milestones specified in the Series A-1 Purchase Agreement. These estimates were based, in part, on subjective assumptions. Changes to these assumptions could have had a significant impact on the reported fair value of the Series A-1 Tranche Rights. The following reflects the significant quantitative inputs used in the valuation of the redeemable convertible preferred stock tranche liability: Series A-1 Estimated fair value of redeemable convertible preferred stock $ 6.94 - $ 11.10 Discount rate 0.10 % Dividend yield 0 % Expected term (years) 0.25 - 0.45 Expected volatility N/A Probability of milestone achievement 80 % - 100 % Strike price $ 7.80 Fair value of each tranche feature $ 0.86 - $ 3.32 The Series A-1 redeemable convertible preferred tranche liability was settled on March 9, 2021 with the achievement of milestones set forth in the Series A-1 stock purchase agreement. The fair value of the liability was remeasured prior to settlement, resulting in the Company recognizing a loss in the condensed consolidated statement of operations and comprehensive loss of $ 11.7 million during the nine months ended September 30, 2021 . Immediately thereafter, the balance of the redeemable convertible preferred stock tranche liability of $ 12.3 million was reclassified to Series A-1 redeemable convertible preferred stock. A rollforward of the redeemable convertible preferred stock tranche liability is as follows (in thousands): Balance at December 31, 2020 $ 551 Change in fair value 11,718 Settlement upon issuance of Series A-1 redeemable convertible preferred stock ( 12,269 ) Balance at September 30, 2021 $ — |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 6. Commitments and Contingencies Facility Leases The Company leases office space in the U.S. and U.K. under non-cancelable operating leases. In May 2021, the Company entered into an agreement for office space in Cambridge, U.K. The term of this lease is for a period of 24 months, which commenced on July 1, 2021. In November 2021, the Company entered into an agreement to lease approximately 5,000 square feet of office space in Bellevue, Washington. The term of this lease is for a period of 39 months, which commenced on November 1, 2021. The lease contains rent escalation clauses and an option to extend the term of the lease for an additional 3-year period at a market rate determined according to the lease. At the inception of the lease and as of September 30, 2022, the Company was not reasonably certain that it will exercise its option to extend the lease, therefore, the period covered by this option is not included within the lease term. As of September 30, 2022, the remaining weighted-average lease term was 1.8 years and the weighted-average incremental borrowing rate used to determine the operating lease liability was 7.5 %. For each of the three months ended September 30, 2022 and 2021, the Company incurred $ 0.1 million in rent expense. For the nine months ended September 30, 2022 and 2021, the Company incurred $ 0.4 million and $ 0.1 million in rent expense, respectively. As of September 30, 2022, the annual future minimum lease payments due under the Company's non-cancelable operating leases are as follows: Amount (In thousands) 2022 (remaining 3 months) $ 112 2023 309 2024 172 2025 15 Total undiscounted lease payments $ 608 Present value adjustment ( 37 ) Total operating lease liabilities $ 571 Legal Proceedings From time to time, the Company may have certain contingent liabilities that arise in the ordinary course of its business activities. The Company accrues a liability for such matters when it is probable that future expenditures will be made and that such expenditures can be reasonably estimated. Significant judgment is required to determine both probability and the estimated amount. As of the date of these condensed consolidated financial statements, the Company is not party to any material legal matters or claims. 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 intends to enter 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 coverage that reduces its exposure and enables the Company to recover a portion of any future amounts paid. The Company believes the estimated fair value of these indemnification agreements in excess of applicable insurance coverage is immaterial. |
Stock-Based Compensation
Stock-Based Compensation | 9 Months Ended |
Sep. 30, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-Based Compensation | 7. Stock-Based Compensation 2019 Plan In 2019, the Company adopted the 2019 Equity Incentive Plan (the 2019 Plan). The 2019 Plan provides for the Company to grant qualified stock options, non-qualified stock options, and restricted stock awards to employees, non-employee directors and consultants of the Company under terms and provisions established by the Company's board of directors. Under the terms of the 2019 Plan, options are granted at an exercise price no less than fair value of the Company’s common stock on the grant date, except in certain cases related to employees outside of the U.S. However, for any employee who is a 10% or greater stockholder, options are granted at an exercise price no less than 110 % of the fair value of the Company’s common stock on the grant date. Option awards granted typically have 10-year terms measured from the option grant date. However, if any employee is a 10% or greater stockholder, the awards have 5-year terms measured from the option grant date. While no s hares are available for future issuance under the 2019 Plan, it continues to govern outstanding equity awards granted thereunder. 2021 Plan and ESPP The compensation committee of the Company's board of directors adopted and the Company's stockholders approved the 2021 Equity Incentive Plan (2021 Plan) and the 2021 Employee Stock Purchase Plan (the ESPP), which became effective immediately prior to the effectiveness of the Company's IPO. The 2021 Plan provides for the grant of incentive stock options, non-statutory stock options, restricted stock awards, restricted stock units, stock appreciation rights and other stock-based awards. The Company's employees, officers, directors and consultants are eligible to receive awards under the 2021 Plan. Under the terms of the 2021 Plan, options are granted at an exercise price no less than fair value of the Company’s common stock on the grant date, except in certain cases related to significant corporate transactions. Option awards granted typically have 10-year terms measured from the option grant date. As of September 30, 2022, the total number of shares authorized for issuance under the 2021 Plan was 3,887,174 . In addition, the number of shares of common stock reserved for issuance under the 2021 Plan will automatically increase on January 1 of each year, beginning on January 1, 2022, and continuing through and including January 1, 2031, by 5 % of the total number of shares of common stock outstanding on December 31 of the immediately preceding calendar year, or a lesser number of shares determined by the Company's board of directors prior to the applicable January 1st. The ESPP allows employees, including executive officers, to contribute up to 15 % of their earnings, subject to certain limitations, for the purchase of the Company's common stock at a price per share equal to the lower of (a) 85 % of the fair market value of a share of common stock on the first day of the offering period, or (b) 85 % of the fair market value of a share of common stock on the last day of the offering period. As of September 30, 2022 , there were 521,555 shares of common stock reserved for future issuance under the ESPP. The number of shares of common stock reserved for issuance under the ESPP will automatically increase on January 1 of each calendar year, beginning on January 1, 2022 and continuing through and including January 1, 2031, by the lesser of (1) 1 % of the total number of shares of the Company's common stock outstanding on December 31 of the preceding calendar year or (2) a number of shares determined by the Company's board of directors. Shares subject to purchase rights granted under the ESPP that terminate without having been exercised in full will not reduce the number of shares available for issuance under the ESPP. As of September 30, 2022 , no shares have been granted or purchased under the ESPP. Stock Options Awards with vesting conditions under both plans typically include either (i) vesting 25 % on the first anniversary of the grant date with the remainder vesting monthly over the following three years or (ii) monthly vesting over four years . The activity for stock options is as follows: Options Weighted Weighted Aggregate Balance as of December 31, 2021 2,922,135 $ 3.62 9.14 $ 21,144 Options granted 1,673,932 7.80 Options cancelled and forfeited ( 62,646 ) 4.18 Options exercised — — — Balance as of September 30, 2022 4,533,421 $ 5.16 8.71 $ 4,285 Vested and expected to vest, September 30, 2022 (1) 4,488,421 $ 5.13 8.71 $ 4,285 Options exercisable as of September 30, 2022 1,499,959 $ 3.25 8.27 $ 2,338 (1) Excludes 45,000 stock options awards outstanding for the period ended September 30, 2022, subject to only performance conditions that have been assessed and deemed not probable. The aggregate intrinsic value disclosed in the above table is based on the difference between the exercise price of stock options and the fair value of the Company’s common stock as of the respective period-end dates. The weighted-average grant date fair value of stock options granted during the nine months ended September 30, 2022, was $ 5.31 per share. The Black-Scholes option pricing model for employee and nonemployee stock options incorporates the following assumptions: • Fair Value of Common Stock — Prior to the completion of the Company's IPO, the fair value of the Company's common stock was determined by using straight-line interpolation between the value of common stock derived from valuations performed by independent third party specialists, further described in Note 2 to the consolidated financial statements Summary of Significant Accounting Policies – Fair Value of Common Stock in the Company's Annual Report on Form 10-K filed with the SEC on March 7, 2022. After the completion of the Company's IPO, the fair value of each share of common stock is based on the closing price of the Company's common stock on the date of grant as reported on the Nasdaq Global Market. • Volatility — The expected stock price volatilities are estimated based on the historical and implied volatilities of comparable publicly traded companies as the Company does not have sufficient history of trading its common stock. • Risk-free Interest Rate — The risk-free interest rates are based on US Treasury yields in effect at the grant date for notes with comparable terms as the awards. • Expected Term — The expected term represents the period that the Company’s stock options are expected to be outstanding and is determined using the simplified method (based on the mid-point between the vesting date and the end of the contractual term). • Dividend Yield — The expected dividend yield assumption is based on the Company’s current expectations about its anticipated dividend policy. The fair value of the Company’s stock option awards was estimated at the date of grant using a Black-Scholes option pricing model with the following assumptions for the nine months ended September 30, 2022: Expected term (in years) 5.50 - 6.50 Expected volatility 77.33 % - 80.54 % Risk-free interest rate 1.69 % - 3.03 % Expected dividend yield 0.00 % Restricted Stock The Company has restricted stock awards with service conditions that vest 25 % on the first anniversary of the grant date and monthly thereafter. The restricted stock awards are subject to repurchase by the Company at the original purchase price in the event that the award recipient’s employment or relationship is terminated prior to the shares vesting. In 2018, the Company granted restricted stock awards with performance conditions that vested upon the Company’s initiation of a registrational clinical trial to study the efficacy of ETX-810. The probability of achieving performance conditions is assessed each reporting period. As of December 31, 2021, 21,750 of these awards were still outstanding, and the Company recognized no stock-based compensation expense relating to these awards, as the performance condition was assessed and deemed not probable. In January 2022, the Company’s board of directors approved a modification to the vesting terms of these awards, such that the awards will vest in full on October 24, 2022. The incremental stock-based compensation expense related to the modification of these awards is $ 0.2 million, which is being recognized prospectively from the modification date through the vesting date. The activity for restricted stock awards is as follows: Number of Shares Weighted-Average Unvested at December 31, 2021 (1) 332,364 $ 7.30 Granted — — Vested ( 113,054 ) 7.95 Forfeited — — Unvested at September 30, 2022 219,310 $ 7.46 (1) Includes 21,750 restricted stock awards granted in 2018 and still outstanding at December 31, 2021, subject to only performance conditions. Stock-Based Compensation The following table sets forth stock-based compensation for stock options, restricted stock awards, and performance awards included in the Company’s condensed consolidated statements of operations and comprehensive loss (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2022 2021 2022 2021 Research and development expense $ 657 $ 297 $ 1,872 $ 626 General and administrative expense 1,126 939 3,224 1,957 Total stock-based compensation expense $ 1,783 $ 1,236 $ 5,096 $ 2,583 As of September 30, 2022, there was $ 16.1 million of total unrecognized compensation cost related to unvested stock options and unvested restricted stock awards granted and $ 1.6 million of unrecognized compensation cost related to unvested restricted stock awards granted, which is expected to be recognized over a weighted average period of 2.74 years and 2.53 years, respectively. |
Net Loss Per Share Attributable
Net Loss Per Share Attributable to Common Stockholders | 9 Months Ended |
Sep. 30, 2022 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share Attributable to Common Stockholders | 8. Net Loss Per Share Attributable to Common Stockholders The following table shows the computation of basic and diluted net loss per share (in thousands, except share and per share data): Three Months Ended September 30, Nine Months Ended September 30, 2022 2021 2022 2021 Net loss $ ( 9,682 ) $ ( 9,615 ) $ ( 37,482 ) $ ( 36,935 ) Accretion of redeemable convertible preferred stock to redemption value and cumulative preferred stock dividends — ( 1,322 ) — ( 4,548 ) Net loss attributable to common stockholders ( 9,682 ) ( 10,937 ) ( 37,482 ) ( 41,483 ) Weighted-average common shares used to compute net loss per share attributable to common stockholders, basic and diluted 26,336,029 15,585,611 26,290,868 7,554,300 Net loss per share attributable to common stockholders, basic and diluted $ ( 0.37 ) $ ( 0.70 ) $ ( 1.43 ) $ ( 5.49 ) All outstanding shares of redeemable convertible preferred stock were converted on a 1-for-1 basis to shares of common stock on August 12, 2021, the date of the Company's IPO (see Note 1). The cumulative preferred stock dividend was therefore eliminated upon conversion of the redeemable convertible preferred stock. The following outstanding shares of potentially dilutive securities were excluded from the computation of the diluted net loss per share attributable to common stockholders for the periods presented because their effect would have been anti-dilutive: Three and Nine Months Ended September 30, 2022 2021 Common stock options 4,533,421 2,737,315 Unvested restricted stock awards 219,310 348,639 Total potentially dilutive shares 4,752,731 3,085,954 |
Description of Organization a_2
Description of Organization and Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2022 | |
Accounting Policies [Abstract] | |
Organization | Organization Eliem Therapeutics, Inc. (the Company) is a clinical-stage biotechnology company focused on developing novel therapies for neuronal excitability disorders to address unmet needs in neuropsychiatry, epilepsy, chronic pain, and other disorders of the peripheral and central nervous systems. Headquartered in Redmond, Washington, the Company was incorporated on October 18, 2018 as a Delaware corporation. |
Basis of Presentation and Principles of Consolidation | Basis of Presentation and Principles of Consolidation The accompanying interim condensed consolidated financial statements of the Company and its wholly owned subsidiary have been prepared in conformity with accounting principles generally accepted in the United States (U.S. GAAP). All intercompany transactions and balances have been eliminated in consolidation. The accompanying condensed consolidated balance sheet as of September 30, 2022, and condensed consolidated statements of operations and comprehensive loss, condensed consolidated statements of cash flows, and condensed consolidated statements of redeemable convertible preferred stock and stockholders’ equity (deficit) for the three and nine months ended September 30, 2022 and 2021, are unaudited. The consolidated balance sheet as of December 31, 2021 was derived from the audited financial statements as of and for the year ended December 31, 2021, but does not include all disclosures required by U.S. GAAP. The unaudited interim condensed financial statements have been prepared on a basis consistent with the audited annual financial statements as of and for the year ended December 31, 2021, and, in the opinion of management, reflect all adjustments, consisting solely of normal recurring adjustments, necessary for the fair statement of the Company’s financial position as of September 30, 2022, the condensed results of its operations as of the three and nine months ended September 30, 2022 and 2021, and its cash flows for the nine months ended September 30, 2022 and 2021. The financial data and other information disclosed in these notes related to the three and nine months ended September 30, 2022 and 2021 are also unaudited. The condensed results of operations for the three and nine months ended September 30, 2022 are not necessarily indicative of the results to be expected for the full year ending December 31, 2022 or any other period. These interim condensed consolidated financial statements should be read in conjunction with the Company’s audited financial statements included in the Company's Annual Report on Form 10-K filed with the Securities and Exchange Commission, or SEC, on March 7, 2022. |
Initial Public Offering | Initial Public Offering On August 12, 2021, the Company completed its initial public offering (IPO) of 7,360,000 shares of common stock, including the underwriters' full exercise of their over-allotment option at the IPO price of $ 12.50 per share. Gross proceeds from the IPO were $ 92.0 million, and the net proceeds were $ 83.1 million, after deducting underwriting discounts of $ 6.4 million and $ 2.5 million of offering costs payable by the Company. At the closing of the IPO, all of the Company's then outstanding redeemable convertible preferred stock was automatically converted into an aggregate of 15,345,279 shares of common stock. The related carrying value of the redeemable convertible preferred stock of $ 152.8 million was reclassified to common stock and additional paid-in capital. |
Liquidity | Liquidity Since inception, the Company has experienced recurring losses from operations and generated negative cash flows from operations. The Company has an accumulated deficit of $ 113.1 million as of September 30, 2022 and expects to incur additional losses from operations in the future. The Company estimates the available cash, cash equivalents, and short- and long-term marketable securities of $ 129.6 million as of September 30, 2022 will be sufficient to meet its projected operating requirements for at least the next twelve months from the filing date of these unaudited condensed consolidated financial statements. The Company will need to obtain substant ial additional funding to develop and commercialize the Company's clinical programs as currently contemplated. The Company expects to finance future cash needs through equity offerings, debt financings, collaborations, strategic alliances, licensing arrangements and other marketing and distribution arrangements. In addition, the Company expects to continue to rely on capital markets, and to a lesser extent, United Kingdom (U.K.) research and development tax credits and incentives for funding. There are no assurances that the Company will be able to raise sufficient amounts of funding in the future on acceptable terms, or at all. |
Use of Estimates | Use of Estimates The preparation of the interim condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect reported amounts and disclosures. Accordingly, actual results could differ from those estimates. Key management estimates include those related to the accrual of research and development expenses, the valuation of stock-based awards, the valuation of common stock and redeemable convertible preferred stock, and the valuation of redeemable convertible preferred stock tranche liabilities. 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. The three months ended as of September 30, 2022 included a reversal of $ 1.5 million of clinical expenses due to actual results differing from prior quarter estimates. |
Concentration of Credit Risk | Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash, cash equivalents, and short- and long-term marketable securities. The Company’s cash is held by two financial institutions in the United States (U.S.) and two financial institutions in the U.K. The Company does not believe that it is subject to unusual credit risk beyond the normal credit risk associated with commercial banking relationships. The Company’s deposits held in the U.S. and U.K. may exceed the Federal Depository Insurance Corporation and Financial Services Compensation Scheme, respectively, insured limits. The Company has investments in money market funds, U.S. government debt securities, commercial paper, and corporate bonds with high-quality accredited financial institutions. |
Risks and Uncertainties | Risks and Uncertainties The Company is subject to risks and uncertainties common to early-stage companies in the biotechnology industry, including, but not limited to, development by competitors of new technological innovations, protection of proprietary technology, dependence on key personnel, reliance on single-source vendors and collaborators, availability of raw materials, patentability of the Company’s products and processes and clinical efficacy and safety of the Company’s products under development, compliance with government regulations and the need to obtain additional financing to fund operations. Product candidates currently under development will require significant additional research and development efforts, including extensive preclinical studies, clinical trials, and regulatory approval, prior to commercialization. These efforts will require significant amounts of additional capital, adequate personnel infrastructure and extensive compliance and reporting. There can be no assurance that the Company’s research and development will be successfully completed, that adequate protection for the Company’s intellectual property will be obtained or maintained, that any products developed will obtain necessary government regulatory approval or that any approved products will be commercially viable. Even if the Company’s product development efforts are successful, it is uncertain when, if ever, the Company will generate revenue from product sales. The Company operates in an environment of rapid technological change and substantial competition from other pharmaceutical and biotechnology companies. In addition, the Company is dependent upon the services of its employees, consultants and other third parties. Moreover, the ongoing COVID-19 pandemic, which is impacting worldwide economic activity, poses risk that the Company or its employees, contractors, suppliers, and other partners may be prevented from conducting business activities for an indefinite period of time which may increase costs and could delay the start-up and conduct of the Company’s clinical trials, and negatively impact manufacturing and testing activities performed by third parties. Any significant delays may impact the use and sufficiency of the Company’s existing cash reserves, and the Company may be required to raise additional capital earlier than it had previously planned. The Company may be unable to raise additional capital if and when needed, which may result in delays or suspension of its development plans. The extent to which the pandemic will impact the Company’s business will depend on future developments that are highly uncertain and cannot be predicted at this time. |
Segments | Segments Operating segments are identified as components of an enterprise about which separate discrete financial information is available for evaluation by the chief operating decision-maker (the CODM). The Company’s CODM is its chief executive officer who reviews financial information together with certain operating metrics principally to make decisions about how to allocate resources and to measure the Company’s performance. Management has determined that the Company operates as a single operating and reportable segment. The Company’s CODM evaluates financial information on a consolidated basis. As the Company operates as one operating segment, all required segment financial information is found in the interim condensed consolidated financial statements. |
Fair Value Measurement | Fair Value Measurement Assets and liabilities recorded at fair value on a recurring basis in the balance sheet are categorized based upon the level of judgment associated with the inputs used to measure their fair values. Fair value is defined as the exchange price that would be received for an asset or an exit price that would be paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. The Company measures fair value based on a three-tier hierarchy, which prioritizes the inputs used in the valuation methodologies in measuring fair value 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 assets or liabilities. 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. 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. In determining fair value, the Company utilizes quoted market prices, or valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible as well as considers counterparty credit risk in its assessment of fair value. There were no transfers into or out of Level 3 for any of the periods presented. The Company’s fair value measurements as of September 30, 2022 and December 31, 2021 were as follows (in thousands): September 30, 2022 Level 1 Level 2 Level 3 Balance Assets: Cash equivalents: Money market funds $ 22,751 $ — $ — $ 22,751 Marketable securities: U.S. government debt securities 35,304 — — 35,304 Commercial paper — 30,318 — 30,318 Corporate bonds — 28,014 — 28,014 Total marketable securities 35,304 58,332 — 93,636 Total assets $ 58,055 $ 58,332 $ — $ 116,387 December 31, 2021 Level 1 Level 2 Level 3 Balance Assets: Cash equivalents: Money market funds $ 30,557 $ — $ — $ 30,557 Marketable securities: U.S. government debt securities 3,979 — — 3,979 Commercial paper — 54,363 — 54,363 Corporate bonds — 56,135 — 56,135 Total marketable securities 3,979 110,498 — 114,477 Total assets $ 34,536 $ 110,498 $ — $ 145,034 |
Leases | The Company adopted ASU No. 2016-02, Leases (Topic 842) on January 1, 2022, as discussed below in the section titled “Recently Adopted Accounting Standards”. Under Accounting Standards Codification (ASC) Topic 842, Leases, the Company determines if an arrangement is a lease at inception. The Company leases office space in the U.S. and the U.K. under non-cancelable operating leases. Operating lease right-of-use (ROU) assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized based on the present value of lease payments over the lease term at the commencement date of the lease. ROU assets also include any initial direct costs incurred and any lease payments made at or before the lease commencement date, less any lease incentive received. The Company uses the rate implicit in the lease in determining the present value of lease payments and, if that rate is not readily determinable, the Company uses its incremental borrowing rate commensurate with the lease term based on the information available at the date of lease commencement. The incremental borrowing rate reflects the rate of interest that a lessee would have to pay to borrow, on a collateralized basis over a similar term, an amount equal to the lease payments in a similar economic environment. The Company’s lease terms may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. Short-term leases with an initial term of 12 months or less are not recorded on the balance sheet. The Company does not have material short-term lease costs. Lease expense for lease payments is recognized on a straight-line basis over the lease term. For real estate leases, the Company does not separate lease and non-lease components. The Company’s lease agreements do not contain any material residual value guarantees or material restrictive covenants. The Company’s non-lease components are primarily related to property taxes, insurance, and common area maintenance, which vary based on future outcomes, and are recognized as rent expense when incurred. There have been no other significant changes in the Company’s accounting policies during the nine months ended September 30, 2022 . |
Recent Accounting Procurement | Recently Adopted Accounting Pronouncements On January 1, 2022, the Company adopted ASU No. 2016-02, Leases (Topic 842) using the modified retrospective transition method (which permitted the Company to not restate the comparative period presented) and elected the package of practical expedients to not reassess whether any expired or existing contracts are or contain leases, carry forward its historical lease classification and not reassess initial direct costs for existing leases. The Company elected to not separate non-lease components from the associated lease components and to not recognize ROU assets and lease liabilities for leases with a term of twelve months or less. Upon adoption of ASC 842, the Company recorded operating ROU assets of $ 0.9 million, operating lease liabilities of $ 0.9 million, and derecognized deferred rent and other lease liabilities of $ 12,000 . There was no material impact to the Company’s statements of operations and comprehensive loss upon adoption. Results and disclosures for the three and nine months ended September 30, 2022 are presented under ASC 842. Prior period amounts before January 1, 2022 have not been adjusted and continue to be reported in accordance with the Company’s historical accounting under previous lease guidance, ASC 840: Leases (Topic 840). Recently Issued Accounting Pronouncements Not Yet Adopted In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. The standard changes how entities will measure credit losses for most financial assets, including accounts and notes receivables. The standard will replace today’s “incurred loss” approach with an “expected loss” model, under which companies will recognize allowances based on expected rather than incurred losses. Entities will apply the standard’s provisions as a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is effective. The effective date of this update for non-public companies is for fiscal years beginning after December 15, 2022 and interim periods therein. The Company estimates that adoption will not have a material impact on its consolidated financial statements. In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes. The standard simplifies the accounting for income taxes by removing certain exceptions to the general principles in Topic 740 and also improves consistent application by clarifying and amending existing guidance. The effective date of this update for non-public companies is for fiscal years beginning after December 15, 2021 and interim periods within fiscal years beginning after December 15, 2022. The Company estimates that adoption will not have a material impact on its consolidated financial statements. In August 2020, the FASB issued ASU 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging — Contracts in Entity’s Own Equity (Subtopic 815-40)—Accounting For Convertible Instruments and Contracts in an Entity’s Own Equity. The standard simplifies accounting for convertible instruments by removing major separation models required under current GAAP. Consequently, more convertible debt instruments will be reported as a single liability instrument with no separate accounting for embedded conversion features. ASU 2020-06 removes certain settlement conditions that are required for equity contracts to qualify for the derivative scope exception, which will permit more equity contracts to qualify for it. The standard also simplifies the diluted net income per share calculation in certain areas. The effective date of this update for non-public companies is for fiscal years beginning after December 15, 2023, including interim periods therein. Early adoption is permitted for fiscal years beginning after December 15, 2020 and interim periods therein. The Company is currently evaluating the impact that this new guidance will have on its consolidated financial statements. There were no other significant updates to the recently issued accounting standards other than as disclosed herewith for the nine months ended September 30, 2022. Although there are several other new accounting pronouncements issued or proposed by the FASB, the Company does not believe any of those accounting pronouncements have had or will have a material impact on its financial position or operating results. Reclassifications The Company reclassified certain prior period balances on its condensed consolidated balance sheet, statements of operations and comprehensive loss, and statement of cash flows to conform to the current period presentation. These balances related to amounts incurred from related party transactions with Carnot Pharma, LLC. The services related to these transactions have been completed and the Company's services agreement with Carnot Pharma, LLC has been terminated. These reclassifications had no effect on total liabilities, loss from operations, or net cash used in operating activities. |
Reclassifications | Reclassifications The Company reclassified certain prior period balances on its condensed consolidated balance sheet, statements of operations and comprehensive loss, and statement of cash flows to conform to the current period presentation. These balances related to amounts incurred from related party transactions with Carnot Pharma, LLC. The services related to these transactions have been completed and the Company's services agreement with Carnot Pharma, LLC has been terminated. These reclassifications had no effect on total liabilities, loss from operations, or net cash used in operating activities. |
Description of Organization a_3
Description of Organization and Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Accounting Policies [Abstract] | |
Schedule of Fair Value Measurements | The Company’s fair value measurements as of September 30, 2022 and December 31, 2021 were as follows (in thousands): September 30, 2022 Level 1 Level 2 Level 3 Balance Assets: Cash equivalents: Money market funds $ 22,751 $ — $ — $ 22,751 Marketable securities: U.S. government debt securities 35,304 — — 35,304 Commercial paper — 30,318 — 30,318 Corporate bonds — 28,014 — 28,014 Total marketable securities 35,304 58,332 — 93,636 Total assets $ 58,055 $ 58,332 $ — $ 116,387 December 31, 2021 Level 1 Level 2 Level 3 Balance Assets: Cash equivalents: Money market funds $ 30,557 $ — $ — $ 30,557 Marketable securities: U.S. government debt securities 3,979 — — 3,979 Commercial paper — 54,363 — 54,363 Corporate bonds — 56,135 — 56,135 Total marketable securities 3,979 110,498 — 114,477 Total assets $ 34,536 $ 110,498 $ — $ 145,034 |
Investments (Tables)
Investments (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Investments [Abstract] | |
Investments consists of available-for-sale securities | Investments consists of available-for-sale securities as follows (in thousands): September 30, 2022 Amortized Cost Unrealized Gain Unrealized Loss Estimated Fair Value Short-term marketable securities: Commercial paper $ 30,318 $ — $ — $ 30,318 U.S. government debt securities 35,531 — ( 227 ) 35,304 Corporate bonds 21,367 — ( 314 ) 21,053 Total short-term marketable securities $ 87,216 $ — $ ( 541 ) $ 86,675 Long-term marketable securities: U.S. government debt securities $ — $ — $ — $ — Corporate bonds 7,001 — ( 40 ) 6,961 Total long-term marketable securities $ 7,001 $ — $ ( 40 ) $ 6,961 December 31, 2021 Amortized Cost Unrealized Gain Unrealized Loss Estimated Fair Value Short-term marketable securities: Commercial paper $ 54,363 $ — $ ( 1 ) $ 54,362 Corporate bonds 35,231 — ( 35 ) 35,196 Total short-term marketable securities $ 89,594 $ — $ ( 36 ) $ 89,558 Long-term marketable securities: U.S. government debt securities $ 3,996 $ — $ ( 17 ) $ 3,979 Corporate bonds 21,010 — ( 70 ) 20,940 Total long-term marketable securities $ 25,006 $ — $ ( 87 ) $ 24,919 |
Investments in a continual unrealized loss position | Investments in a continual unrealized loss position for less than 12 months consist of the following (in thousands): September 30, 2022 December 31, 2021 Fair Value Fair Value Corporate bonds $ 15,425 $ 60,114 U.S. government debt securities 26,508 — Commercial paper — 3,995 Total available-for-sale securities $ 41,933 $ 64,109 Investments in a continual unrealized loss position for greater than 12 months consist of the following (in thousands): September 30, 2022 December 31, 2021 Fair Value Fair Value Corporate bonds $ 12,589 $ — U.S. government debt securities 3,910 — Total available-for-sale securities $ 16,499 $ — |
Certain Balance Sheet Accounts
Certain Balance Sheet Accounts (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Balance Sheet Related Disclosures [Abstract] | |
Summary of Prepaid Expenses and Other Current Assets | Prepaid expenses and other current assets consist of the following (in thousands): September 30, 2022 December 31, 2021 Recoverable research and development tax credits $ 5,066 $ 6,523 Prepaid research and development expenses 3,033 2,906 Prepaid expenses 1,898 1,491 Other assets 555 852 Total prepaid expenses and other current assets $ 10,552 $ 11,772 |
Summary of Accrued Expenses | Accrued expenses consist of the following (in thousands): September 30, 2022 December 31, 2021 Accrued payroll expenses $ 2,149 $ 2,220 Accrued research and development expenses 1,897 2,159 Other accrued expenses 388 248 Total accrued expenses $ 4,434 $ 4,627 |
Redeemable Convertible Prefer_3
Redeemable Convertible Preferred Stock Tranche Liability (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Temporary Equity Disclosure [Abstract] | |
Schedule of Valuation of the Redeemable Convertible Preferred Stock Tranche Liability | The following reflects the significant quantitative inputs used in the valuation of the redeemable convertible preferred stock tranche liability: Series A-1 Estimated fair value of redeemable convertible preferred stock $ 6.94 - $ 11.10 Discount rate 0.10 % Dividend yield 0 % Expected term (years) 0.25 - 0.45 Expected volatility N/A Probability of milestone achievement 80 % - 100 % Strike price $ 7.80 Fair value of each tranche feature $ 0.86 - $ 3.32 |
Schedule of the Rollforward Redeemable Convertible Preferred Stock Tranche Liability | A rollforward of the redeemable convertible preferred stock tranche liability is as follows (in thousands): Balance at December 31, 2020 $ 551 Change in fair value 11,718 Settlement upon issuance of Series A-1 redeemable convertible preferred stock ( 12,269 ) Balance at September 30, 2021 $ — |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Leases [Abstract] | |
Future Minimum Lease Payments Under Non-Cancelable Operating Leases | As of September 30, 2022, the annual future minimum lease payments due under the Company's non-cancelable operating leases are as follows: Amount (In thousands) 2022 (remaining 3 months) $ 112 2023 309 2024 172 2025 15 Total undiscounted lease payments $ 608 Present value adjustment ( 37 ) Total operating lease liabilities $ 571 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Summary of Stock Option Activities | The activity for stock options is as follows: Options Weighted Weighted Aggregate Balance as of December 31, 2021 2,922,135 $ 3.62 9.14 $ 21,144 Options granted 1,673,932 7.80 Options cancelled and forfeited ( 62,646 ) 4.18 Options exercised — — — Balance as of September 30, 2022 4,533,421 $ 5.16 8.71 $ 4,285 Vested and expected to vest, September 30, 2022 (1) 4,488,421 $ 5.13 8.71 $ 4,285 Options exercisable as of September 30, 2022 1,499,959 $ 3.25 8.27 $ 2,338 |
Summary of Assumptions Used in Black-Scholes Model | The fair value of the Company’s stock option awards was estimated at the date of grant using a Black-Scholes option pricing model with the following assumptions for the nine months ended September 30, 2022: Expected term (in years) 5.50 - 6.50 Expected volatility 77.33 % - 80.54 % Risk-free interest rate 1.69 % - 3.03 % Expected dividend yield 0.00 % |
Summary of Restricted Stock Awards | The activity for restricted stock awards is as follows: Number of Shares Weighted-Average Unvested at December 31, 2021 (1) 332,364 $ 7.30 Granted — — Vested ( 113,054 ) 7.95 Forfeited — — Unvested at September 30, 2022 219,310 $ 7.46 |
Summary of Share-based Compensation Expense | The following table sets forth stock-based compensation for stock options, restricted stock awards, and performance awards included in the Company’s condensed consolidated statements of operations and comprehensive loss (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2022 2021 2022 2021 Research and development expense $ 657 $ 297 $ 1,872 $ 626 General and administrative expense 1,126 939 3,224 1,957 Total stock-based compensation expense $ 1,783 $ 1,236 $ 5,096 $ 2,583 |
Net Loss Per Share Attributab_2
Net Loss Per Share Attributable to Common Stockholders (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Earnings Per Share [Abstract] | |
Schedule of Basic and Diluted Net Loss Per Share | The following table shows the computation of basic and diluted net loss per share (in thousands, except share and per share data): Three Months Ended September 30, Nine Months Ended September 30, 2022 2021 2022 2021 Net loss $ ( 9,682 ) $ ( 9,615 ) $ ( 37,482 ) $ ( 36,935 ) Accretion of redeemable convertible preferred stock to redemption value and cumulative preferred stock dividends — ( 1,322 ) — ( 4,548 ) Net loss attributable to common stockholders ( 9,682 ) ( 10,937 ) ( 37,482 ) ( 41,483 ) Weighted-average common shares used to compute net loss per share attributable to common stockholders, basic and diluted 26,336,029 15,585,611 26,290,868 7,554,300 Net loss per share attributable to common stockholders, basic and diluted $ ( 0.37 ) $ ( 0.70 ) $ ( 1.43 ) $ ( 5.49 ) |
Schedule of Antidilutive Securities Excluded from Computation of Net Loss Per Share Attributable to Common Stockholders | The following outstanding shares of potentially dilutive securities were excluded from the computation of the diluted net loss per share attributable to common stockholders for the periods presented because their effect would have been anti-dilutive: Three and Nine Months Ended September 30, 2022 2021 Common stock options 4,533,421 2,737,315 Unvested restricted stock awards 219,310 348,639 Total potentially dilutive shares 4,752,731 3,085,954 |
Description of Organization a_4
Description of Organization and Summary of Significant Accounting Policies - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Jan. 01, 2022 | Aug. 12, 2021 | Sep. 30, 2022 | Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | |
Subsidiary Sale Of Stock [Line Items] | ||||||
Proceeds from issuance initial public offering | $ 83,144 | |||||
Convertible preferred stock, shares issued upon conversion | 152,800,000 | 152,800,000 | ||||
Accumulated deficit | $ (113,098) | $ (113,098) | $ (75,616) | |||
Right-of-use assets obtained in exchange for lease liabilities | $ 900 | 915 | $ 0 | |||
Total operating lease liabilities | 900 | 571 | $ 571 | |||
Derecognized deferred rent and other lease liabilities | $ 12,000 | |||||
Entity incorporation date | Oct. 18, 2018 | |||||
Cash, cash equivalents and marketable securities | 129,600 | $ 129,600 | ||||
Change in estimate | 1,500 | |||||
Fair Value Inputs Level 1, 2 and 3 [Member] | ||||||
Subsidiary Sale Of Stock [Line Items] | ||||||
Fair value transfer amount | $ 0 | $ 0 | ||||
IPO [Member] | ||||||
Subsidiary Sale Of Stock [Line Items] | ||||||
Proceeds from issuance of common stock in initial public offering, Shares | 7,360,000 | |||||
Shares issued price per share | $ 12.50 | |||||
Proceeds from issuance initial public offering | $ 92,000 | |||||
Proceeds from issuance initial public offering net | $ 83,100 | |||||
Convertible preferred stock, shares issued upon conversion | 15,345,279 | |||||
Deferred offering costs | $ 2,500 | |||||
Underwriting Discount | $ 6,400 |
Description of Organization a_5
Description of Organization and Summary of Significant Accounting Policies - Schedule of Fair Value Measurements (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Assets: | ||
Assets, Fair Value Disclosure | $ 116,387 | $ 145,034 |
Money Market Funds [Member] | ||
Assets: | ||
Assets, Fair Value Disclosure | 22,751 | 30,557 |
US Government Debt Securities [Member] | ||
Assets: | ||
Assets, Fair Value Disclosure | 35,304 | 3,979 |
Corporate Bonds [Member] | ||
Assets: | ||
Assets, Fair Value Disclosure | 28,014 | 56,135 |
Commercial Paper [Member] | ||
Assets: | ||
Assets, Fair Value Disclosure | 30,318 | 54,363 |
Total Marketable Securities [Member] | ||
Assets: | ||
Assets, Fair Value Disclosure | 93,636 | 114,477 |
Level 1 [Member] | ||
Assets: | ||
Assets, Fair Value Disclosure | 58,055 | 34,536 |
Level 1 [Member] | Money Market Funds [Member] | ||
Assets: | ||
Assets, Fair Value Disclosure | 22,751 | 30,557 |
Level 1 [Member] | US Government Debt Securities [Member] | ||
Assets: | ||
Assets, Fair Value Disclosure | 35,304 | 3,979 |
Level 1 [Member] | Corporate Bonds [Member] | ||
Assets: | ||
Assets, Fair Value Disclosure | 0 | 0 |
Level 1 [Member] | Commercial Paper [Member] | ||
Assets: | ||
Assets, Fair Value Disclosure | 0 | 0 |
Level 1 [Member] | Total Marketable Securities [Member] | ||
Assets: | ||
Assets, Fair Value Disclosure | 35,304 | 3,979 |
Level 2 [Member] | ||
Assets: | ||
Assets, Fair Value Disclosure | 58,332 | 110,498 |
Level 2 [Member] | Money Market Funds [Member] | ||
Assets: | ||
Assets, Fair Value Disclosure | 0 | 0 |
Level 2 [Member] | US Government Debt Securities [Member] | ||
Assets: | ||
Assets, Fair Value Disclosure | 0 | 0 |
Level 2 [Member] | Corporate Bonds [Member] | ||
Assets: | ||
Assets, Fair Value Disclosure | 28,014 | 56,135 |
Level 2 [Member] | Commercial Paper [Member] | ||
Assets: | ||
Assets, Fair Value Disclosure | 30,318 | 54,363 |
Level 2 [Member] | Total Marketable Securities [Member] | ||
Assets: | ||
Assets, Fair Value Disclosure | 58,332 | 110,498 |
Level 3 [Member] | ||
Assets: | ||
Assets, Fair Value Disclosure | 0 | 0 |
Level 3 [Member] | Money Market Funds [Member] | ||
Assets: | ||
Assets, Fair Value Disclosure | 0 | 0 |
Level 3 [Member] | US Government Debt Securities [Member] | ||
Assets: | ||
Assets, Fair Value Disclosure | 0 | 0 |
Level 3 [Member] | Corporate Bonds [Member] | ||
Assets: | ||
Assets, Fair Value Disclosure | 0 | 0 |
Level 3 [Member] | Commercial Paper [Member] | ||
Assets: | ||
Assets, Fair Value Disclosure | 0 | 0 |
Level 3 [Member] | Total Marketable Securities [Member] | ||
Assets: | ||
Assets, Fair Value Disclosure | $ 0 | $ 0 |
Investments - Investments consi
Investments - Investments consists of available-for-sale securities (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2022 | Dec. 31, 2021 | |
Short Term Marketable Securities [Member] | ||
Debt Securities, Available-for-Sale [Line Items] | ||
Amortized Cost | $ 87,216 | $ 89,594 |
Unrealized Loss | (541) | (36) |
Estimated Fair Value | 86,675 | 89,558 |
Long Term Marketable Securities [Member] | ||
Debt Securities, Available-for-Sale [Line Items] | ||
Amortized Cost | 7,001 | 25,006 |
Unrealized Loss | (40) | (87) |
Estimated Fair Value | 6,961 | 24,919 |
US Government Debt Securities [Member] | Short Term Marketable Securities [Member] | ||
Debt Securities, Available-for-Sale [Line Items] | ||
Amortized Cost | 35,531 | |
Unrealized Loss | (227) | |
Estimated Fair Value | 35,304 | |
US Government Debt Securities [Member] | Long Term Marketable Securities [Member] | ||
Debt Securities, Available-for-Sale [Line Items] | ||
Amortized Cost | 0 | 3,996 |
Unrealized Loss | 0 | (17) |
Estimated Fair Value | 0 | 3,979 |
Corporate Bonds [Member] | Short Term Marketable Securities [Member] | ||
Debt Securities, Available-for-Sale [Line Items] | ||
Amortized Cost | 21,367 | 35,231 |
Unrealized Loss | (314) | (35) |
Estimated Fair Value | 21,053 | 35,196 |
Corporate Bonds [Member] | Long Term Marketable Securities [Member] | ||
Debt Securities, Available-for-Sale [Line Items] | ||
Amortized Cost | 7,001 | 21,010 |
Unrealized Loss | (40) | (70) |
Estimated Fair Value | 6,961 | 20,940 |
Commercial Paper [Member] | Short Term Marketable Securities [Member] | ||
Debt Securities, Available-for-Sale [Line Items] | ||
Amortized Cost | 30,318 | 54,363 |
Unrealized Loss | 0 | (1) |
Estimated Fair Value | $ 30,318 | $ 54,362 |
Investments (Additional Informa
Investments (Additional Information) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2022 | Dec. 31, 2021 | |
Summary of Investment Holdings [Line Items] | |||
Impairment loss on available for sale investment | $ 0 | $ 0 | |
Realized gain or loss on available-for-sale securities | 0 | 0 | |
Continuous unrealized loss position, less than 12 months | 41,933 | 41,933 | $ 64,109 |
Continuous unrealized loss position, 12 months or longer | 16,499 | 16,499 | 0 |
Corporate Bonds [Member] | |||
Summary of Investment Holdings [Line Items] | |||
Continuous unrealized loss position, less than 12 months | 15,425 | 15,425 | 60,114 |
Continuous unrealized loss position, 12 months or longer | 12,589 | 12,589 | 0 |
Prepaid Expenses and Other Current Assets [Member] | |||
Summary of Investment Holdings [Line Items] | |||
Accrued interest receivable | $ 200 | $ 200 | $ 500 |
Investments - Investments in a
Investments - Investments in a continual unrealized loss position (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Debt Securities, Available-for-Sale [Line Items] | ||
Total available-for-sale securities | $ 41,933 | $ 64,109 |
Continuous unrealized loss position, 12 months or longer | 16,499 | 0 |
Corporate Bonds [Member] | ||
Debt Securities, Available-for-Sale [Line Items] | ||
Total available-for-sale securities | 15,425 | 60,114 |
Continuous unrealized loss position, 12 months or longer | 12,589 | 0 |
US Government Debt Securities [Member] | ||
Debt Securities, Available-for-Sale [Line Items] | ||
Total available-for-sale securities | 26,508 | 0 |
Continuous unrealized loss position, 12 months or longer | 3,910 | 0 |
Commercial Paper [Member] | ||
Debt Securities, Available-for-Sale [Line Items] | ||
Total available-for-sale securities | $ 0 | $ 3,995 |
Certain Balance Sheet Account_2
Certain Balance Sheet Accounts - Summary of Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Balance Sheet Related Disclosures [Abstract] | ||
Recoverable research and development tax credits | $ 5,066 | $ 6,523 |
Prepaid research and development expenses | 3,033 | 2,906 |
Prepaid expenses | 1,898 | 1,491 |
Other assets | 555 | 852 |
Total prepaid expenses and other current assets | $ 10,552 | $ 11,772 |
Certain Balance Sheet Account_3
Certain Balance Sheet Accounts - Summary of Other Long-Term Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Balance Sheet Related Disclosures [Abstract] | ||
Total other long-term assets | $ 141 | $ 70 |
Certain Balance Sheet Account_4
Certain Balance Sheet Accounts - Summary of Accrued Expenses (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Balance Sheet Related Disclosures [Abstract] | ||
Accrued research and development expenses | $ 1,897 | $ 2,159 |
Accrued payroll expenses | 2,149 | 2,220 |
Other accrued expenses | 388 | 248 |
Total accrued expenses | $ 4,434 | $ 4,627 |
Redeemable Convertible Prefer_4
Redeemable Convertible Preferred Stock - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 9 Months Ended | ||||||
May 31, 2021 | Mar. 31, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | Aug. 12, 2021 | Jun. 30, 2021 | Dec. 31, 2020 | |
Temporary Equity [Line Items] | ||||||||
Proceeds from issuance of redeemable convertible preferred stock and related tranche rights, net of issuance costs | $ 0 | $ 93,939 | ||||||
Redeemable convertible preferred stock tranche liability | $ 0 | $ 551 | ||||||
Common stock | 26,567,681 | 26,567,681 | ||||||
Series A1 Redeemable Convertible Preferred Stock [Member] | ||||||||
Temporary Equity [Line Items] | ||||||||
Stock issued during period shares new issues | 4,358,972 | |||||||
Proceeds from issuance of redeemable convertible preferred stock and related tranche rights, net of issuance costs | $ 34,000 | |||||||
Redeemable convertible preferred stock tranche liability | $ 12,300 | |||||||
Series B Redeemable Convertible Preferred Stock [Member] | ||||||||
Temporary Equity [Line Items] | ||||||||
Stock issued during period shares new issues | 3,846,150 | |||||||
Proceeds from issuance of redeemable convertible preferred stock and related tranche rights, net of issuance costs | $ 60,000 | |||||||
Redeemable Convertible Preferred Stock [Member] | ||||||||
Temporary Equity [Line Items] | ||||||||
Temporary Equity, Shares Outstanding | 11,499,129 | 0 | 0 | 15,345,279 | 15,345,279 | 7,140,157 | ||
Preferred dividend, per share | $ 0 | $ 0 |
Redeemable Convertible Prefer_5
Redeemable Convertible Preferred Stock Tranche Liability - Additional Information - (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Oct. 31, 2020 | |
Temporary Equity [Line Items] | |||||
Change in fair value of redeemable convertible preferred stock tranche liability | $ 0 | $ 0 | $ 0 | $ 11,718 | |
Series A 1 Redeemable Convertible Preferred Tranche Liability | |||||
Temporary Equity [Line Items] | |||||
Temporary equity, par value | $ 0.86 | ||||
Change in fair value of redeemable convertible preferred stock tranche liability | $ 11,700 | ||||
Series A - 1 Preferred Stock | |||||
Temporary Equity [Line Items] | |||||
Change in fair value of redeemable convertible preferred stock tranche liability | $ 12,300 |
Redeemable Convertible Prefer_6
Redeemable Convertible Preferred Stock Tranche Liability - Schedule of Valuation of The Redeemable Convertible Preferred Stock Tranche Liability (Details) - Series A 1 Tranche Call Option [Member] | 9 Months Ended |
Sep. 30, 2022 $ / shares | |
Temporary Equity [Line Items] | |
Discount rate | 0.10% |
Dividend yield | 0% |
Strike price | $ 7.80 |
Minimum [Member] | |
Temporary Equity [Line Items] | |
Estimated fair value of redeemable convertible preferred stock | $ 6.94 |
Expected term (years) | 3 months |
Probability of milestone achievement | 80% |
Fair value of each tranche feature | $ 0.86 |
Maximum [Member] | |
Temporary Equity [Line Items] | |
Estimated fair value of redeemable convertible preferred stock | $ 11.10 |
Expected term (years) | 5 months 12 days |
Probability of milestone achievement | 100% |
Fair value of each tranche feature | $ 3.32 |
Redeemable Convertible Prefer_7
Redeemable Convertible Preferred Stock Tranche Liability - Schedule of The Rollforward Redeemable Convertible Preferred Stock Tranche Liability (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Temporary Equity Disclosure [Abstract] | ||||
Beginning Balance | $ 551 | |||
Change in fair value of redeemable convertible preferred stock tranche liability | $ 0 | $ 0 | $ 0 | 11,718 |
Reclassification of redeemable convertible preferred stock tranche liability upon settlement | (12,269) | |||
Ending Balance | $ 0 | $ 0 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) $ in Millions | 1 Months Ended | 3 Months Ended | 9 Months Ended | |||
Nov. 30, 2021 SquareFeet | Sep. 30, 2022 USD ($) | Sep. 30, 2021 USD ($) | Sep. 30, 2022 USD ($) | Sep. 30, 2021 USD ($) | May 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | ||||||
Rent expense | $ | $ 0.1 | $ 0.1 | $ 0.4 | $ 0.1 | ||
Operating lease, term of contract | 39 months | 24 months | ||||
Operating lease, total space of the office | SquareFeet | 5,000 | |||||
Additional Lessee Operating Lease Term Of Contract | 3 years | |||||
Operating weighted average lease term | 1 year 9 months 18 days | 1 year 9 months 18 days | ||||
Weighted-average incremental borrowing rate | 7.50% | 7.50% |
Commitments and Contingencies_2
Commitments and Contingencies - future minimum lease payments (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Jan. 01, 2022 |
Leases [Abstract] | ||
2022 (remaining 3 months) | $ 112 | |
2023 | 309 | |
2024 | 172 | |
2025 | 15 | |
Total undiscounted lease payments | 608 | |
Present value adjustment | (37) | |
Total operating lease liabilities | $ 571 | $ 900 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2018 | Dec. 31, 2021 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Employees Including Executive Officers Earning Contribution | 15% | |||||
Option Granted | 1,673,932 | |||||
Share-Based Payment Arrangement, Expense | $ 1,783 | $ 1,236 | $ 5,096 | $ 2,583 | ||
Percentage of fair market value, common stock | 85% | 85% | ||||
Number of shares, Granted | 21,750 | |||||
Restricted Stock | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Share-based payment award, award vesting rights, percentage | 25% | |||||
Share-Based Payment Arrangement, Expense | $ 200 | |||||
Common stock reserved for future issuance | 21,750 | |||||
Number of shares, Granted | 0 | |||||
Stock Options | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Share-based payment award, award vesting rights, percentage | 25% | |||||
Share-based payment award, option vesting period | 4 years | |||||
Options grants in period, weighted average grant date fair value | $ 5.31 | |||||
Unrecognized compensation cost | $ 16,100 | $ 16,100 | ||||
Unrecognized compensation, weighted average amortization period | 2 years 8 months 26 days | |||||
Unvested Restricted Stock Awards [Member] | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Unrecognized compensation cost | $ 1,600 | $ 1,600 | ||||
Unrecognized compensation, weighted average amortization period | 2 years 6 months 10 days | |||||
2019 Equity Incentive Plan | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Share-based payment award, description | Under the terms of the 2019 Plan, options are granted at an exercise price no less than fair value of the Company’s common stock on the grant date, except in certain cases related to employees outside of the U.S. However, for any employee who is a 10% or greater stockholder, options are granted at an exercise price no less than 110% of the fair value of the Company’s common stock on the grant date. Option awards granted typically have 10-year terms measured from the option grant date. However, if any employee is a 10% or greater stockholder, the awards have 5-year terms measured from the option grant date. While no shares are available for future issuance under the 2019 Plan, it continues to govern outstanding equity awards granted thereunder. | |||||
Share based payment award, purchase price of common stock, percent | 110% | |||||
Share-based payment award, expiration period | 10 years | |||||
2019 Equity Incentive Plan | Employee is 10% or Greater Stockholder [Member] | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Share-based payment award, expiration period | 5 years | |||||
2021 Equity Incentive Plan | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Share-based payment award, expiration period | 10 years | |||||
Share-based payment award, number of shares authorized | 3,887,174 | 3,887,174 | ||||
Number of Shares of Common Stock Outstanding Percentage | 5% | |||||
ESPP | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Share-based payment award, description | The ESPP allows employees, including executive officers, to contribute up to 15% of their earnings, subject to certain limitations, for the purchase of the Company's common stock at a price per share equal to the lower of (a) 85% of the fair market value of a share of common stock on the first day of the offering period, or (b) 85% of the fair market value of a share of common stock on the last day of the offering period. As of September 30, 2022, there were 521,555 shares of common stock reserved for future issuance under the ESPP. The number of shares of common stock reserved for issuance under the ESPP will automatically increase on January 1 of each calendar year, beginning on January 1, 2022 and continuing through and including January 1, 2031, by the lesser of (1) 1% of the total number of shares of the Company's common stock outstanding on December 31 of the preceding calendar year or (2) a number of shares determined by the Company's board of directors. Shares subject to purchase rights granted under the ESPP that terminate without having been exercised in full will not reduce the number of shares available for issuance under the ESPP.As of September 30, 2022, no shares have been granted or purchased under the ESPP. | |||||
Common stock reserved for future issuance | 521,555 | 521,555 | ||||
Number of Shares of Common Stock Outstanding Percentage | 1% | |||||
Number of shares, Granted | 0 |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Stock Option Activities (Details) - USD ($) $ / shares in Units, $ in Thousands | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2022 | Dec. 31, 2021 | ||
Share-Based Payment Arrangement [Abstract] | |||
Number of options outstanding, beginning of period | 2,922,135 | ||
Number of options granted | 1,673,932 | ||
Number of options, cancelled and forfeited | (62,646) | ||
Number of options exercised | 0 | ||
Number of options outstanding, ending of period | 4,533,421 | 2,922,135 | |
Number of options, vested and expected to vest | [1] | 4,488,421 | |
Number of options exercisable, end of period | 1,499,959 | ||
Weighted average exercise price outstanding, beginning of period | $ 3.62 | ||
Weighted average exercise price, options granted | 7.80 | ||
Weighted average exercise price, options cancelled and forfeited | 4.18 | ||
Weighted average exercise price, options exercised | 0 | ||
Weighted average exercise price outstanding, end of period | 5.16 | $ 3.62 | |
Weighted average exercise price, options vested and expected to vest | [1] | 5.13 | |
Weighted average exercise price, options exercisable | $ 3.25 | ||
Weighted average remaining contracted terms (in years) outstanding, beginning of period | 9 years 1 month 20 days | ||
Weighted average remaining contracted terms (in years) outstanding, end of period | 8 years 8 months 15 days | ||
Weighted average remaining contracted terms (in years), vested and expected to vest | [1] | 8 years 8 months 15 days | |
Weighted average remaining contracted terms (in years), exercisable at end of period | 8 years 3 months 7 days | ||
Aggregate intrinsic value outstanding, beginning of period | $ 21,144 | ||
Aggregate intrinsic value options exercised | 0 | ||
Aggregate intrinsic value outstanding, end of period | 4,285 | $ 21,144 | |
Aggregate intrinsic value options vested and expected to vest | [1] | 4,285 | |
Aggregate intrinsic value options exercisable | $ 2,338 | ||
[1] (1) Excludes 45,000 stock options awards outstanding for the period ended September 30, 2022, subject to only performance conditions that have been assessed and deemed not probable. |
Stock-Based Compensation - Su_2
Stock-Based Compensation - Summary of Stock Option Activities (Parenthetical) (Details) | 9 Months Ended |
Sep. 30, 2022 shares | |
Performance Shares [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Stock Option Award Outstanding | 45,000 |
Stock-Based Compensation - Su_3
Stock-Based Compensation - Summary of Assumptions Used in Black-Scholes Model (Details) | 9 Months Ended |
Sep. 30, 2022 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Risk-free interest rate, Minimum | 1.69% |
Risk-free interest rate, Maximum | 3.03% |
Dividend yield | 0% |
Minimum [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Expected term (in years) | 5 years 6 months |
Expected volatility, Minimum | 77.33% |
Maximum [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Expected term (in years) | 6 years 6 months |
Expected volatility, Maximum | 80.54% |
Stock-Based Compensation - Su_4
Stock-Based Compensation - Summary of Restricted Stock Awards (Details) - $ / shares | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2022 | Dec. 31, 2018 | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Number of shares, Granted | 21,750 | ||
Restricted Stock [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Number of shares, Unvested | [1] | 332,364 | |
Number of shares, Granted | 0 | ||
Number of shares, Vested | (113,054) | ||
Number of shares, Forfeited | 0 | ||
Number of shares, Unvested | 219,310 | ||
Unvested, weighted average grant date fair value per share, beginning balance | [1] | $ 7.30 | |
Granted, weighted average grant date fair value | 0 | ||
Vested, weighted average grant date fair value per share | 7.95 | ||
Forfeited, weighted average grant date fair value per share | 0 | ||
Unvested, weighted average grant date fair value per share, ending balance | $ 7.46 | ||
[1] (1) Includes 21,750 restricted stock awards granted in 2018 and still outstanding at December 31, 2021, subject to only performance conditions. |
Stock-Based Compensation - Su_5
Stock-Based Compensation - Summary of Share-based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Total stock-based compensation expense | $ 1,783 | $ 1,236 | $ 5,096 | $ 2,583 |
Research and Development Expense [Member] | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Total stock-based compensation expense | 657 | 297 | 1,872 | 626 |
General and Administrative Expense [Member] | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Total stock-based compensation expense | $ 1,126 | $ 939 | $ 3,224 | $ 1,957 |
Net Loss Per Share Attributab_3
Net Loss Per Share Attributable to Common Stockholders - Schedule of Basic and Diluted Net Loss Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Earnings Per Share [Abstract] | ||||
Net loss | $ (9,682) | $ (9,615) | $ (37,482) | $ (36,935) |
Accretion of redeemable convertible preferred stock to redemption value and cumulative preferred stock dividends | 0 | (1,322) | 0 | (4,548) |
Net loss attributable to common stockholders | $ (9,682) | $ (10,937) | $ (37,482) | $ (41,483) |
Weighted-average number of shares outstanding used to compute net loss per share attributable to common stockholders, basic | 26,336,029 | 15,585,611 | 26,290,868 | 7,554,300 |
Weighted-average number of shares outstanding used to compute net loss per share attributable to common stockholders, diluted | 26,336,029 | 15,585,611 | 26,290,868 | 7,554,300 |
Net loss per share attributable to common stockholders, Basic | $ (0.37) | $ (0.70) | $ (1.43) | $ (5.49) |
Net loss per share attributable to common stockholders, Diluted | $ (0.37) | $ (0.70) | $ (1.43) | $ (5.49) |
Net Loss Per Share Attributab_4
Net Loss Per Share Attributable to Common Stockholders - Additional Information (Details) | 9 Months Ended |
Sep. 30, 2022 | |
Earnings Per Share [Abstract] | |
Unit conversion ratio | 1-for-1 |
Net Loss Per Share Attributab_5
Net Loss Per Share Attributable to Common Stockholders - Schedule of Antidilutive Securities Excluded from Computation of Net Loss Per Share Attributable to Common Stockholders (Details) - shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Redeemable convertible preferred stock | 4,752,731 | 3,085,954 | 4,752,731 | 3,085,954 |
Common Stock Options [Member] | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Redeemable convertible preferred stock | 4,533,421 | 2,737,315 | 4,533,421 | 2,737,315 |
Unvested Restricted Stock Awards [Member] | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Redeemable convertible preferred stock | 219,310 | 348,639 | 219,310 | 348,639 |