Karuna Therapeutics (KRTX) 10-K 22 Feb 24 2023 FY Annual report Financial data

Document and Entity Information

Document and Entity Information - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Feb. 15, 2024	Jun. 30, 2023
Cover [Abstract]
Document Type	10-K
Amendment Flag	false
Document Period End Date	Dec. 31, 2023
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	FY
Trading Symbol	KRTX
Entity Registrant Name	Karuna Therapeutics, Inc.
Entity Central Index Key	0001771917
Current Fiscal Year End Date	--12-31
Entity File Number	001-38958
Entity Tax Identification Number	27-0605902
Entity Address, Address Line One	99 High Street
Entity Address, Address Line Two	26th Floor
Entity Address, City or Town	Boston
Entity Address, State or Province	MA
Entity Address, Postal Zip Code	02110
City Area Code	857
Local Phone Number	449-2244
Entity Current Reporting Status	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Common Stock, Shares Outstanding		38,147,652
Entity Shell Company	false
Document Annual Report	true
Document Transition Report	false
Entity Interactive Data Current	Yes
Title of 12(b) Security	Common Stock, $0.0001 Par Value
Security Exchange Name	NASDAQ
Entity Incorporation, State or Country Code	DE
Entity Well-known Seasoned Issuer	Yes
Entity Voluntary Filers	No
Document Financial Statement Error Correction [Flag]	false
Entity Public Float			$ 5,872.6
ICFR Auditor Attestation Flag	true
Documents Incorporated by Reference	Portions of the registrant’s Proxy Statement for its 2024 Annual Meeting of Stockholders, which the registrant intends to file with the Securities and Exchange Commission not later than 120 days after the registrant’s fiscal year ended December 31, 2023, are incorporated by reference into Part III of this Annual Report on Form 10-K.
Auditor Firm ID	185
Auditor Name	KPMG LLP
Auditor Location	Boston, Massachusetts

CONSOLIDATED BALANCE SHEETS

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Current assets:
Cash and cash equivalents	$ 185,823	$ 248,329
Investment securities, available-for-sale	1,074,957	875,715
Short-term investments, other	2,033	0
Accounts receivable	0	57
Prepaid expenses	39,993	29,106
Other current assets	12,507	1,562
Total current assets	1,315,313	1,154,769
Restricted cash	0	261
Right-of-use lease assets - operating, net	15,090	4,674
Property and equipment, net	5,424	3,201
Other non-current assets	382	429
Total assets	1,336,209	1,163,334
Current liabilities:
Accounts payable	6,783	2,379
Accrued expenses	41,609	29,285
Current portion of operating lease liability	2,843	2,282
Other current liabilities	16,894	0
Total current liabilities	68,129	33,946
Operating lease liability, net of current portion	13,845	3,046
Other non-current liabilities	0	104
Total liabilities	81,974	37,096
Commitments and Contingencies (Note 10)
Stockholders’ equity:
Preferred stock, $0.0001 par value; 10,000,000 shares authorized and 0 shares outstanding as of December 31, 2023 and 2022	0	0
Common stock, $0.0001 par value; 150,000,000 shares authorized as of December 31, 2023 and 2022; 38,091,829 and 34,473,905 shares issued as of December 31, 2023 and 2022; 38,077,525 and 34,473,905 shares outstanding as of December 31, 2023 and 2022, respectively	4	3
Additional paid-in capital	2,256,431	1,693,732
Accumulated deficit	(997,887)	(564,207)
Accumulated other comprehensive (loss) income	211	(3,290)
Treasury stock at cost, 14,304 and 0 shares as of December 31, 2023 and 2022, respectively	(4,524)	0
Total stockholders’ equity	1,254,235	1,126,238
Total liabilities and stockholders’ equity	$ 1,336,209	$ 1,163,334

CONSOLIDATED BALANCE SHEETS (Pa

CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Dec. 31, 2023	Dec. 31, 2022
Statement of Financial Position [Abstract]
Preferred stock, par value	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	10,000,000	10,000,000
Preferred stock, shares outstanding	0	0
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares authorized	150,000,000	150,000,000
Common stock, shares issued	38,091,829	34,473,905
Common stock, shares outstanding	38,077,525	34,473,905
Treasury Stock Shares	14,304	0

CONSOLIDATED STATEMENTS OF OPER

CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Income Statement [Abstract]
License and other revenue	$ 654	$ 10,637	$ 36,964
Operating expenses:
Research and development	364,101	224,247	128,200
General and administrative	131,330	76,066	52,617
Total operating expenses	495,431	300,313	180,817
Loss from operations	(494,777)	(289,676)	(143,853)
Other income, net:
Interest income	61,179	14,178	502
Sublease income	588	580	254
Impairment loss on right-of-use assets	0	0	(702)
Total other income, net	61,767	14,758	54
Net loss before income taxes	(433,010)	(274,918)	(143,799)
Income tax provision	(670)	(1,418)	(6)
Net loss attributable to common stockholders	$ (433,680)	$ (276,336)	$ (143,805)
Net loss per share, basic	$ (11.73)	$ (8.74)	$ (4.94)
Net loss per share, diluted	$ (11.73)	$ (8.74)	$ (4.94)
Weighted average common shares outstanding used in computing net loss per share, basic	36,959,049	31,629,013	29,138,915
Weighted average common shares outstanding used in computing net loss per share, diluted	36,959,049	31,629,013	29,138,915

CONSOLIDATED STATEMENTS OF COMP

CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Statement of Comprehensive Income [Abstract]
Net loss	$ (433,680)	$ (276,336)	$ (143,805)
Other comprehensive income (loss):
Unrealized gains (losses) on available-for-sale investments	3,501	(2,793)	(536)
Comprehensive loss	$ (430,179)	$ (279,129)	$ (144,341)

CONSOLIDATED STATEMENTS OF STOC

CONSOLIDATED STATEMENTS OF STOCK HOLDERS' EQUITY - USD ($) $ in Thousands	Total	Initial Public Offering	Common Stock	Treasury Stock	Additional Paid In Capital	Accumulated Deficit	Accumulated Other Comprehensive Income
Beginning balance at Dec. 31, 2020	$ 338,931		$ 3		$ 482,955	$ (144,066)	$ 39
Beginning balance, shares at Dec. 31, 2020			26,988,458
Issuance of common stock	270,017				270,017
Issuance of common stock, shares			2,395,834
Public offering costs		$ (233)
Stock-based compensation expense	29,811				29,811
Exercise of common options	7,608				7,608
Exercise of common options, shares			386,266
Other comprehensive loss	(536)						(536)
Net loss	(143,805)					(143,805)
Ending balance at Dec. 31, 2021	502,026		$ 3		790,391	(287,871)	(497)
Ending balance, shares at Dec. 31, 2021			29,770,558
Issuance of common stock	819,047				819,047
Issuance of common stock, shares			4,011,628
Public offering costs		(328)
Stock-based compensation expense	47,451				47,451
Exercise of common options	36,843				36,843
Exercise of common options, shares			691,719
Other comprehensive loss	(2,793)						(2,793)
Net loss	(276,336)					(276,336)
Ending balance at Dec. 31, 2022	1,126,238		$ 3		1,693,732	(564,207)	(3,290)
Ending balance, shares at Dec. 31, 2022			34,473,905
Issuance of common stock	436,720		$ 1		436,719
Issuance of common stock, shares			2,851,299
Public offering costs		$ (281)
Stock-based compensation expense	74,599				74,599
Exercise of common options	$ 51,381				51,381
Exercise of common options, shares	733,300		733,300
Vesting of restricted stock units, shares			19,021
Shares to cover employee payroll tax withholdings on stock issued under benefit plans, Shares				14,304
Shares to cover employee payroll tax withholdings on stock issued under benefit plans, Value	$ (4,524)			$ (4,524)
Other comprehensive loss	3,501						3,501
Net loss	(433,680)					(433,680)
Ending balance at Dec. 31, 2023	$ 1,254,235		$ 4	$ (4,524)	$ 2,256,431	$ (997,887)	$ 211
Ending balance, shares at Dec. 31, 2023			38,077,525	14,304

CONSOLIDATED STATEMENTS OF ST_2

CONSOLIDATED STATEMENTS OF STOCK HOLDERS' EQUITY (Parenthetical) - Initial Public Offering - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Underwriting discounts and commissions	$ 23,000	$ 43,125	$ 17,250
Offering cost	$ 281	$ 328	$ 233

CONSOLIDATED STATEMENTS OF CASH

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Cash flows from operating activities
Net loss	$ (433,680)	$ (276,336)	$ (143,805)
Adjustments to reconcile net loss to net cash used in operating activities:
Stock-based compensation expense	74,599	47,451	29,811
Impairment loss of right-of-use assets	0	0	702
Amortization of premiums and accretion of discounts on investment securities	(37,966)	(5,007)	1,063
Depreciation and amortization expense	1,701	1,112	506
Changes in operating assets and liabilities:
Accrued interest on investment securities	(2,404)	(983)	261
Accounts receivable	57	1,693	(1,750)
Prepaid expenses	(10,887)	(8,040)	283
Other current assets	(10,741)	(922)	443
Right-of-use assets	2,903	1,779	1,305
Other non-current assets	47	102	(531)
Accounts payable	4,347	243	1,071
Accrued expenses	11,374	13,077	10,881
Other current liabilities	16,894	0	0
Operating lease liability	(1,959)	(2,175)	(1,222)
Other non-current liabilities	(104)	0	104
Net cash used in operating activities	(385,819)	(228,006)	(100,878)
Cash flows from investing activities
Purchases of investment securities	(1,518,495)	(930,280)	(400,829)
Purchase of short-term investments (certificates of deposit)	(2,033)	0	0
Maturities of investment securities	1,363,124	344,800	372,223
Sales of investment securities	0	0	8,990
Acquisition of property and equipment	(2,917)	(915)	(3,072)
Net cash used in investing activities	(160,321)	(586,395)	(22,688)
Cash flows from financing activities
Proceeds from public offering, net of underwriting discounts and commissions	436,720	819,375	270,250
Payment of offering costs	(204)	(441)	(283)
Purchase of shares to cover employee payroll tax withholdings on stock issued under benefit plans	(4,524)	0	0
Proceeds from exercise of stock options	51,381	36,843	7,608
Net cash provided by financing activities	483,373	855,777	277,575
Net increase (decrease) in cash, cash equivalents and restricted cash	(62,767)	41,376	154,009
Cash, cash equivalents and restricted cash at beginning of period	248,590	207,214	53,205
Cash, cash equivalents and restricted cash at end of period	185,823	248,590	207,214
Supplemental disclosures of cash flows information
Lease liabilities arising from obtaining right-of-use assets	13,319	0	6,040
Purchases of property and equipment included in accounts payable and accrued expenses	$ 1,007	$ 306	$ 77

Nature of the Business

Nature of the Business	12 Months Ended
	Dec. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Nature of the Business	Note 1. Nature of the Business Description of the Business Karuna Therapeutics, Inc. (the “Company”) was incorporated under the laws of the State of Delaware in July 2009 as Karuna Pharmaceuticals, Inc. and is headquartered in Boston, Massachusetts. In March 2019, the Company changed its name to Karuna Therapeutics, Inc. The Company is a clinical-stage biopharmaceutical company driven to discover, develop, and deliver transformative medicines for people living with psychiatric and neurological conditions. Since the Company’s inception, it has focused substantially all of its efforts and financial resources on organizing and staffing the Company, acquiring and developing its technology, raising capital, building its intellectual property portfolio, undertaking preclinical studies and clinical trials, preparing for the potential commercialization of KarXT, and providing general and administrative support for these activities. The Company has not generated any product revenue related to its primary business purpose to date and is subject to a number of risks similar to those of other early stage companies, including dependence on key individuals, regulatory approval of products, uncertainty of market acceptance of products, competition from substitute products and larger companies, compliance with government regulations, protection of proprietary technology, dependence on third parties, product liability, and the need to obtain adequate additional financing to fund the development of its product candidates. On July 2, 2020, the Company filed an automatically effective registration statement on Form S-3 (the “Registration Statement”) with the SEC which registers the offering, issuance and sale of an unspecified amount of common stock, preferred stock, debt securities, warrants and/or units of any combination thereof. The Company simultaneously entered into an equity distribution agreement with Goldman Sachs & Co. LLC, as sales agent, to provide for the issuance and sale by the Company of up to $ 150.0 million of common stock from time to time in “at-the-market” offerings under the Registration Statement and related prospectus filed with the Registration Statement (the “ATM Program”). On June 21, 2023, the Company and Goldman Sachs & Co. LLC mutually terminated the Equity Distribution Agreement between the parties dated July 2, 2020 (the “Distribution Agreement”) in connection with the upcoming expiration of the Company's automatic shelf Registration Statement on Form S-3 (File No. 333-239657) filed with the Securities and Exchange Commission on July 2, 2020 (the “Existing Form S-3”). As of December 31, 2023 , no sales had been made pursuant to the ATM Program. On March 4, 2021, the Company completed a follow-on public offering under the Registration Statement and a related prospectus supplement in which it issued and sold 2,395,834 shares of common stock, including full exercise of the underwriters’ over-allotment option to purchase an additional 312,500 shares of common stock, at a public offering price of $ 120 per share. The aggregate net proceeds to the Company from the offering, inclusive of proceeds from the over-allotment exercise, were $ 270.0 million after deducting underwriting discounts and commissions of $ 17.3 million and offering expenses of $ 0.2 million. On August 9, 2022, the Company completed a follow-on public offering under the Registration Statement and a related prospectus supplement in which it issued and sold 4,011,628 shares of common stock, including full exercise of the underwriters’ over-allotment option to purchase an additional 523,255 shares of common stock, at a public offering price of $ 215 per share. The aggregate net proceeds to the Company from the offering, inclusive of proceeds from the over-allotment exercise, were $ 819.1 million after deducting underwriting discounts and commissions of $ 43.1 million and offering expenses of $ 0.3 million. On March 21, 2023, the Company completed a follow-on public offering under the Registration Statement and a related prospectus supplement in which it issued and sold 2,851,299 shares of common stock, which included the full exercise of the underwriters’ option to purchase an additional 371,908 shares of common stock, at a public offering price of $ 161.33 per share. The aggregate net proceeds to the Company from the offering, inclusive of proceeds from the option exercise, were $ 436.7 million after deducting underwriting discounts and commissions of $ 23.0 million and offering expenses of $ 0.3 million. On June 21, 2023, the Company filed an automatically effective registration statement on Form S-3 (the "2023 Registration Statement"), with the SEC which registers the offering, issuance and sale of an unspecified amount of common stock, preferred stock, debt securities, warrants and/or units of any combination thereof. The Company simultaneously entered into an equity distribution agreement (the "2023 Distribution Agreement"), with Goldman Sachs & Co. LLC and Leerink Partners (f/k/a SVB Securities LLC), as sales agents, to provide for the issuance and sale by the Company of up to $ 400.0 million of common stock from time to time in “at-the-market” offerings under the 2023 Registration Statement and related prospectus (the "2023 ATM Program"). The Company may sell common stock pursuant to the 2023 Distribution Agreement from time to time in varying amounts, which may be limited, based upon factors including (among others) market conditions, investor demand, the trading price of our common stock, and determinations by us of our need for, and appropriate sources of, additional capital. As of December 31, 2023, no sales had been made pursuant to the 2023 ATM Program. The Company’s consolidated financial statements have been prepared on the basis of continuity of operations, realization of assets and the satisfaction of liabilities in the ordinary course of business. The Company experienced negative operating cash flows of $ 385.8 million for the year ended December 31, 2023 and had an accumulated deficit of $ 997.9 million as of December 31, 2023. The Company expects to continue to generate negative operating cash flows for the foreseeable future. The Company expects that its cash, cash equivalents and available-for-sale investments of $ 1,260.8 million as of December 31, 2023 will be sufficient to fund its operating expenses and capital expenditure requirements through at least 12 months from the date of issuance of these consolidated financial statements. Proposed Transaction with Bristol-Myers Squibb Company On December 22, 2023, the Company entered into an Agreement and Plan of Merger ("Merger Agreement") with Bristol-Myers Squibb Company ("Bristol Myers Squibb"), and Miramar Merger Sub Inc., a wholly owned subsidiary of Bristol Myers Squibb ("Merger Sub"), pursuant to which, on the terms and subject to the conditions set forth in the Merger Agreement, Merger Sub will merge with and into the Company, with the Company continuing as the surviving corporation in such merger (the "Merger") as a wholly owned subsidiary of Bristol Myers Squibb. On the terms and subject to the conditions set forth in the Merger Agreement, at the effective time of the Merger ("Effective Time"), and as a result of the Merger, each share of the Company's common stock that is issued and outstanding immediately prior to the Effective Time (other than (i) shares of our common Stock owned by Bristol Myers Squibb, Merger Sub or any other wholly owned subsidiary of Bristol Myers Squibb, immediately prior to the Effective Time and shares of the Company's common stock owned by the Company immediately prior the Effective Time, including shares of the Company's common stock held in treasury by the Company, and in each case not held on behalf of third parties, and (ii) shares of the Company's common stock for which appraisal rights have been properly exercised in accordance with Section 262 of the Delaware General Corporation Law and perfected and not withdrawn) will be converted into the right to receive $ 330 in cash, without interest, and less any applicable withholding taxes (the “Merger Consideration”). Immediately prior to the Effective Time, each outstanding and unexercised option to purchase shares of the Company's common stock (an “Option”), whether granted under a Company stock plan or otherwise, will, automatically and without any required action on the part of the holder thereof, become immediately vested and be cancelled and will only entitle the holder of such Option to receive (without interest), at or promptly after the Effective Time, a one-time lump sum payment in an amount in cash equal to (i) the total number of shares of common stock subject to such Option multiplied by (ii) the excess, if any, of the Merger Consideration over the exercise price per share of the common stock under such Option, less applicable taxes required to be withheld with respect to such payment. For the avoidance of doubt, any Option which has a per share exercise price that is greater than or equal to the Merger Consideration shall be cancelled at the Effective Time for no consideration or payment and shall have no further force or effect. Immediately prior to the Effective Time, each outstanding restricted stock unit (“Company RSU”), whether granted under a Company stock plan or otherwise, shall, automatically and without any required action on the part of the holder thereof, become immediately vested and be cancelled and shall only entitle the holder of such Company RSU to receive (without interest), at or promptly after the Effective Time, a one-time lump sum payment in an amount in cash equal to (i) the total number of shares of common stock subject to such Company RSU immediately prior to the Effective Time multiplied by (ii) the Merger Consideration, less applicable taxes required to be withheld with respect to such payment. Consummation of the Merger is subject to certain customary conditions, including (i) the approval of the Merger by the holders of a majority of the outstanding shares of the Company's common stock, (ii) the absence of any law prohibiting or order preventing the consummation of the Merger, (iii) the receipt of certain regulatory approvals, to the extent required, including the expiration or early termination of the applicable waiting period (or any extension thereof) under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, and (iv) compliance in all material respects on the part of each of the Company, Bristol Myers Squibb and Merger Sub with such party’s covenants under the Merger Agreement. The obligation of each party to consummate the Merger is also conditioned upon the other party’s representations and warranties being true and correct (subject to certain materiality exceptions), and upon no “Material Adverse Effect” (as defined in the Merger Agreement) having occurred with respect to the Company since the signing of the Merger Agreement. Subject to the satisfaction of such closing conditions, the Company anticipates the Merger and the other transactions contemplated by the Merger Agreement to close in the first half of 2024. Following completion of the Merger, the Company's common stock will no longer be publicly listed. The Company and Bristol Myers Squibb have certain customary termination rights pursuant to the Merger Agreement, including the Company's right to terminate the Merger Agreement to accept a “Superior Proposal” (as defined in the Merger Agreement) subject to compliance with certain procedures specified in the Merger Agreement. If the Merger Agreement is terminated under certain specified circumstances set forth in the Merger Agreement, the Company will be required to pay Bristol Myers Squibb a termination fee of $ 490 million. If the Merger Agreement is terminated under other specified circumstances set forth in the Merger Agreement, Bristol Myers Squibb will be required to pay the Company a termination fee of $ 600 million.

Summary of Significant Accounti

Summary of Significant Accounting Policies	12 Months Ended
	Dec. 31, 2023
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	Note 2. Summary of Significant Accounting Policies Basis of Presentation and Use of Estimates The accompanying consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”). Any reference in these notes to applicable guidance is meant to refer to the authoritative United States generally accepted accounting principles as found in the Accounting Standards Codification (“ASC”) and Accounting Standards Updates (“ASUs”) of the Financial Accounting Standards Board (“FASB”). The consolidated financial statements include the accounts of Karuna Therapeutics, Inc. and its wholly owned subsidiary, Karuna Securities Corporation, a Massachusetts corporation. All inter-company transactions and balances have been eliminated in consolidation. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting periods. Significant estimates and assumptions reflected in these consolidated financial statements include, but are not limited to, the accrual of research and development expenses and revenue. Estimates are perio dically reviewed in light of changes in circumstances, facts and experience. Actual results could differ from the Company’s estimates. Cash and Cash Equivalents The Company considers all short-term, highly liquid investments with maturities of 90 days or less at acquisition date to be cash equivalents. Investment Securities The Company’s investment securities are classified as available-for-sale and are carried at fair value with the unrealized gains and losses reported as a component of accumulated other comprehensive (loss) income in stockholders’ equity. The cost of investment securities classified as available-for-sale is adjusted for amortization of premiums and accretion of discounts to maturity. Such amortization and accretion are included in interest income. Realized gains and losses are included as a component of other income, net based on the specific identification method. When the fair value of an available-for-sale debt security falls below the amortized cost basis it is evaluated to determine if any of the decline in value is attributable to credit loss. Decreases in fair value attributable to credit loss are recorded directly to earnings with a corresponding allowance for credit losses, limited to the amount that the fair value is less than the amortized cost basis. If the credit quality subsequently improves the allowance is reversed up to a maximum of the previously recorded credit losses. When the Company intends to sell an impaired available-for-sale debt security, or if it is more likely than not that the Company will be required to sell the security prior to recovering the amortized cost basis, the entire fair value adjustment will immediately be recognized in earnings with no corresponding allowance for credit losses. Concentration of Manufacturing Risk The Company is dependent on third-party manufacturers to supply products for research and development activities in its programs. In particular, the Company relies and expects to continue to rely on a small number of manufacturers to supply it with its requirements for the active pharmaceutical ingredients and formulated drugs related to these programs. These programs could be adversely affected by a significant interruption in the supply of active pharmaceutical ingredients and formulated drugs. Deferred Offering Costs The Company capitalizes certain legal, professional accounting and other third-party fees that are directly associated with in-process equity financings as deferred offering costs until such financings are consummated. After consummation of the equity financing, these costs are recorded in stockholders’ equity as a reduction of additional paid-in capital generated as a result of the offering. Should the in-process equity financing be abandoned, the deferred offering costs will be expensed immediately as a charge to operating expenses in the statement of operations. Deferred offering costs associated with the Company's ATM Programs were $ 0.2 million and $ 0.6 million as of December 31, 2023 and 2022, respectively. All other deferred offering costs accumulated during the years ended December 31, 2023 and 2022 and associated with the Company’s public offerings were recorded as a reduction of additional paid-in capital upon the close of the Company’s public offerings on March 21, 2023 and August 9, 2022, respectively. Fair Value of Financial Instruments The Company’s financial instruments consist of cash equivalents, investment securities, accounts receivable, prepaid expenses, other current assets, accounts payable, accrued expenses and other current liabilities. The carrying amount of accounts receivable, prepaid expenses, other current assets, accounts payable, accrued expenses and other current liabilities are considered a reasonable estimate of their fair value, due to the short-term maturity of these instruments. The Company’s cash equivalents and investment securities are carried at fair value, determined according to the fair value hierarchy described below (see Note 9). The Company follows the guidance in FASB ASC 820, Fair Value Measurements and Disclosures , which defines fair value and establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy are described below: Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date. Level 2: Valuations based on quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly. Level 3: Prices or valuations that require inputs that are both significant to the fair value measurement and unobservable. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised by the Company in determining fair value is greatest for instruments categorized in Level 3. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. Fair value is a market-based measure considered from the perspective of a market participant rather than an entity-specific measure. Therefore, even when market assumptions are not readily available, the Company’s own assumptions reflect those that market participants would use in pricing the asset or liability at the measurement date. The Company uses prices and inputs that are current as of the measurement date, including during periods of market dislocation. In periods of market dislocation, the observability of prices and inputs may be reduced for many instruments. This condition could cause an instrument to be reclassified from Level 1 to Level 2 or Level 2 to Level 3. Property and Equipment Property and equipment are recorded at cost and depreciated over their estimated useful lives using the straight-line method. Leasehold improvements are amortized over the shorter of their estimated useful lives or the term of the lease by use of the straight-line method. Maintenance and repair costs are expensed as incurred. When assets are retired or sold, the assets and accumulated depreciation are removed from the respective accounts and any gain or loss is recognized. Impairment of Long-Lived Assets The Company continually evaluates long-lived assets for potential impairment when events or changes in circumstances indicate the carrying value of the assets may not be recoverable. Recoverability is measured by comparing the carrying values of the assets to the expected future net undiscounted cash flows that the assets are expected to generate. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the book values of the assets exceed their fair value. Leases Effective January 1, 2020, the Company adopted ASU 2016-02, Leases (Topic 842) (“ASU 2016-02” or “ASC 842”), using the modified retrospective transition approach and utilizing the effective date as the date of initial application. At the inception of an arrangement, the Company determines whether the arrangement is or contains a lease based on the unique facts and circumstances present in the arrangement. Operating leases are recognized on the balance sheet as right-of-use (“ROU”) lease assets, current portion of operating lease liability, and operating lease liability, net of current portion. The Company does not have financing leases. Operating lease liabilities and their corresponding ROU lease assets are initially recorded based on the present value of lease payments over the expected remaining lease term. Certain adjustments to the ROU lease asset may be required for items such as incentives received. The interest rate implicit in lease contracts is typically not readily determinable. As a result, the Company utilizes its incremental borrowing rate to discount lease payments, which reflects the fixed rate at which the Company could borrow on a collateralized basis the amount of the lease payments in the same currency, for a similar term, in a similar economic environment. To estimate the Company's incremental borrowing rate, a credit rating applicable to the Company is estimated using a synthetic credit rating analysis since the Company does not currently have a rating agency-based credit rating. Prospectively, the Company will adjust the ROU lease assets for straight-line rent expense or any incentives received and remeasure the lease liability at the net present value using the same incremental borrowing rate that was in effect as of the lease commencement or transition date. The Company has elected not to recognize leases with an original term of one year or less on the balance sheet. The Company typically only includes an initial lease term in its assessment of a lease arrangement. Options to renew a lease are not included in the Company's assessment unless there is reasonable certainty that it will renew. Assumptions that the Company made at the commencement date are re-evaluated upon occurrence of certain events, including a lease modification. Lease modifications are accounted for as a separate contract or are treated as a change in accounting for the existing lease. A lease modification results in a separate contract when the modification grants the lessee an additional right of use not included in the original lease and when lease payments increase commensurate with the standalone price for the additional right of use. When a lease modification results in a separate contract, it is accounted for in the same manner as a new lease. Sublease income is recognized on a straight-line basis over the term of the sublease agreement and is recorded within other income, net, on the consolidated statements of operations. Treasury Stock The Company may repurchase shares of its common stock from employees to satisfy payroll tax withholdings upon vesting of awards in connection with the Company's equity incentive plans. Repurchases of common stock are recorded in treasury stock at cost. Revenue The Company recognizes revenue in accordance with FASB ASC 606, Revenue from Contracts with Customers ("ASC 606"). This standard applies to all contracts with customers, except for contracts that are within the scope of other standards, such as leases, insurance, collaboration arrangements and financial instruments. Under ASC 606, an entity recognizes revenue when its customer obtains control of promised goods or services, in an amount that reflects the consideration that the entity expects to receive in exchange for those goods or services. To determine revenue recognition for arrangements within the scope of ASC 606, the entity performs the following five steps: (i) identify the contract(s) with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price, including variable consideration, if any; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when (or as) the entity satisfies a performance obligation. The Company only applies the five-step model to contracts when it is probable that the entity will collect the consideration to which it is entitled in exchange for the goods or services it transfers to the customer. At contract inception, once the contract is determined to be within the scope of ASC 606, the Company assesses the goods or services promised within each contract and determines those that are performance obligations. Arrangements that include rights to additional goods or services that are exercisable at a customer’s discretion are generally considered options. The Company assesses if these options provide a material right to the customer and, if so, they are considered performance obligations. The Company then recognizes as revenue the amount of the transaction price that is allocated to the respective performance obligation when (or as) the performance obligation is satisfied. The Company assesses whether each promised good or service is distinct for the purpose of identifying the performance obligations in the contract. This assessment involves subjective determinations and requires management to make judgments about the individual promised goods or services and whether they are separable from the other aspects of the contractual relationship. Promised goods and services are considered distinct provided that: (i) the customer can benefit from the good or service either on its own or together with other resources that are readily available to the customer (that is, the good or service is capable of being distinct) and (ii) the entity’s promise to transfer the good or service to the customer is separately identifiable from other promises in the contract (that is, the promise to transfer the good or service is distinct within the context of the contract). In assessing whether a promised good or service is distinct in the context of a collaboration or licensing arrangement, the Company considers factors such as the research, manufacturing and commercialization capabilities of a collaboration partner and the availability of the associated expertise in the general marketplace (see discussion of license agreement in Note 10). The Company also considers the intended benefit of the contract in assessing whether a promised good or service is separately identifiable from other promises in the contract. If a promised good or service is not distinct, an entity is required to combine that good or service with other promised goods or services until it identifies a bundle of goods or services that is distinct. The transaction price is then determined and allocated to the identified performance obligations in proportion to their stand-alone selling prices ("SSP") on a relative SSP basis. SSP is determined at contract inception and is not updated to reflect changes between contract inception and when the performance obligations are satisfied. Determining the SSP for performance obligations requires significant judgment. In developing the SSP for a performance obligation, the Company considers applicable market conditions and relevant entity-specific factors, including factors that were contemplated in negotiating the agreement with the customer and estimated costs. If the consideration promised in a contract includes a variable amount, the Company estimates the amount of consideration to which it will be entitled in exchange for transferring the promised goods or services to a customer. The Company determines the amount of variable consideration by using the expected value method or the most likely amount method. The Company includes the unconstrained amount of estimated variable consideration in the transaction price. The amount included in the transaction price is limited to the amount for which it is probable that a significant reversal of cumulative revenue recognized will not occur. At the end of each subsequent reporting period, the Company re-evaluates the estimated variable consideration included in the transaction price and any related constraint, and if necessary, adjusts its estimate of the overall transaction price. Any such adjustments are recorded on a cumulative catch-up basis in the period of adjustment. If an arrangement includes development and regulatory milestone payments, the Company evaluates whether the milestones are considered probable of being achieved and estimates the amount to be included in the transaction price using the most likely amount method. If it is probable that a significant revenue reversal would not occur, the associated milestone value is included in the transaction price. Milestone payments that are not within the Company’s control or the licensee’s control, such as regulatory approvals, are generally not considered probable of being achieved until those approvals are received. For arrangements with licenses of intellectual property that include sales-based royalties, including milestone payments based on the level of sales, and the license is deemed to be the predominant item to which the royalties relate, the Company recognizes royalty revenue and sales-based milestones at the later of (i) when the related sales occur, or (ii) when the performance obligation to which the royalty has been allocated has been satisfied. In determining the transaction price, the Company adjusts consideration for the effects of the time value of money if the timing of payments provides the Company with a significant benefit of financing. The Company does not assess whether a contract has a significant financing component if the expectation at contract inception is such that the period between payment by the licensees and the transfer of the promised goods or services to the licensees will be one year or less. The Company then recognizes as revenue the amount of the transaction price that is allocated to the respective performance obligation when (or as) each performance obligation is satisfied, either at a point in time or over time. If over time, recognition is based on the use of either an output or an input method, such that the method used best depicts the transfer of control to the customer. Amounts received from a customer prior to revenue recognition are recorded as deferred revenue. Amounts received from a customer that are expected to be recognized as revenue within the 12 months following the balance sheet date are classified as a current liability in the accompanying consolidated balance sheets. Acquired In-Process Research and Development ("IPR&D") and Development Milestones Acquired IPR&D and development milestones include the initial costs of externally developed IPR&D projects, acquired directly in a transaction other than a business combination, that do not have an alternative future use. Prior to regulatory approval of the compound, initial costs are expensed when incurred, and milestone payment obligations related to these transactions are expensed when the event triggering an obligation to pay the milestone occurs. Milestone payments made upon or after regulatory approval are capitalized and amortized over the remaining useful life of the related asset. Research and Development Costs Research and development costs are expensed as incurred. Research and development costs include salaries and bonuses, stock-based compensation, employee benefits, consulting costs and external contract research and development and manufacturing expenses. Upfront payments and milestone payments made for the licensing of technology are expensed as research and development in the period in which they are incurred. Advance payments for goods or services to be received in the future for use in research and development activities are recorded as prepaid expenses. The prepaid amounts are expensed as the related goods are delivered or the services are performed. Research and Development Contract Costs and Accruals The Company accrues for estimated costs of research and development activities conducted by third-party service providers, which include the conduct of discovery and preclinical studies, clinical trials, and contract manufacturing activities. The Company records the estimated costs of research and development activities based upon the estimated amount of services provided and includes these costs in accrued expenses (or prepaid expenses, as appropriate) in the balance sheets and within research and development expense in the statements of operations. When evaluating the future utility of prepaid expenses and the adequacy of accrued expenses, the Company analyzes progress of the research studies or clinical trials and manufacturing activities, including the phase or completion of events, invoices received and contracted costs. Significant judgments and estimates may be made in determining the prepaid or accrued balances at the end of any reporting period. Actual results could differ from the Company’s estimates. The Company’s historical prepaid and accrual estimates have not been materially different from the actual costs. Stock-Based Compensation The Company measures all stock options and other stock-based awards to employees, directors and non-employees based on the fair value on the date of the grant and recognizes compensation expense of those awards over the requisite service period, which is generally the vesting period of the respective award. The Company has mainly issued stock options with service-based vesting conditions and records the expense for these awards using the straight-line method. The Company has also issued stock options with performance-based vesting conditions and records the expense for these awards at the time that the achievement of the performance becomes highly probable or complete. The Company recognizes adjustments to stock-based compensation expense for forfeitures as they occur. The Company classifies stock-based compensation expense in its statements of operations in the same manner in which the award recipient’s payroll costs are classified or in which the award recipients’ service payments are classified. The fair value of each stock option grant is estimated on the date of grant using the Black-Scholes option-pricing model. The Company had historically been a private company and lacks company-specific historical and implied volatility information. Therefore, expected stock volatility has been calculated based on the historical volatility of a publicly traded set of peer companies. The Company expects to continue to use such methodology until such time as it has adequate historical data regarding the volatility of its own publicly traded stock. The expected term of the Company’s stock options has been determined utilizing the “simplified” method for awards that qualify as “plain-vanilla” options. The risk-free interest rate is determined by reference to the U.S. Treasury yield curve in effect at the time of grant of the award for time periods approximately equal to the expected term of the award. Expected dividend yield is based on the fact that the Company has never paid cash dividends and does not expect to pay any cash dividends in the foreseeable future. The fair value for each restricted common stock award is estimated on the date of grant based on the fair value of the Company’s common stock on that same date. Net Income (Loss) Per Share Basic net income (loss) per share attributable to common stockholders is computed by dividing the net income (loss) attributable to common stockholders by the weighted average number of shares of common stock outstanding for the period. Diluted net income attributable to common stockholders is computed by adjusting income attributable to common stockholders to reallocate undistributed earnings based on the potential impact of dilutive securities, including outstanding stock options. Diluted net income per share attributable to common stockholders is computed by dividing the diluted net income attributable to common stockholders by the weighted average number of common shares outstanding for the period, including potential dilutive common shares assuming the dilutive effect of outstanding stock options. In periods in which the Company reports a net loss attributable to common stockholders, diluted net loss per share attributable to common stockholders is the same as basic net loss per share attributable to common stockholders, since dilutive common shares are not assumed to have been issued if their effect is anti-dilutive. The Company reported a net loss attributable to common stockholders for the years ended December 31, 2023, 2022 and 2021 . Comprehensive Income (Loss) Comprehensive income (loss) includes net loss as well as other changes in stockholders’ equity that result from transactions and economic events other than those with stockholders. For the years ended December 31, 2023, 2022 and 2021 , the Company’s only element of other comprehensive loss was unrealized gains (losses) on available-for-sale investments. Recently Issued Accounting Pronouncements In November 2023, the FASB issued Accounting Standards Update ("ASU") 2023-07, Segment Reporting (Topic 280), Improvements to Reportable Segment Disclosures , which is intended to provide enhanced segment disclosures. The standard will require disclosures about significant segment expenses and other segment items and identifying the Chief Operating Decision Maker and how they use the reported segment profitability measures to assess segment performance and allocate resources. These enhanced disclosures are required for all public entities on an interim and annual basis, even if they have only a single reportable segment. The standard is effective for years beginning after December 15, 2023, and interim periods within annual periods beginning after December 15, 2024. Early adoption is permitted. The Company is evaluating this standard to determine if adoption will have a material impact on the Company's consolidated financial statements.

Property and Equipment, Net

Property and Equipment, Net	12 Months Ended
	Dec. 31, 2023
Property, Plant and Equipment [Abstract]
Property and Equipment, Net	Note 3. Property and Equipment, Net Property and equipment, net, consisted of the following (in thousands): December 31, 2023 2022 Leasehold improvements $ 1,376 $ 1,367 Furniture and fixtures 1,035 1,020 Computer equipment 1,576 999 Office equipment 1,046 673 Software 1,679 596 Assets not yet in service 1,818 226 Total property and equipment 8,530 4,881 Less: accumulated depreciation ( 3,106 ) ( 1,680 ) Property and equipment, net $ 5,424 $ 3,201 Depreciation expense was $ 1.7 million for the year ended December 31, 2023 , $ 1.1 million for the year ended December 31, 2022 , and $ 0.5 million for the year ended December 31, 2021 .

Current Assets and Current Liab

Current Assets and Current Liabilities	12 Months Ended
	Dec. 31, 2023
Prepaid Expenses And Other Current Assets And Accrued Expenses [Abstract]
Current Assets and Current Liabilities	Note 4. Current Assets and Current Liabilities Prepaid expenses consisted of the following (in thousands): December 31, 2023 2022 Research and development expenses $ 35,868 $ 25,285 Insurance 1,863 2,472 Other 2,262 1,349 Total prepaid expenses $ 39,993 $ 29,106 As of December 31, 2023, other current assets included a receivable of $ 4.9 million in connection with the acquisition of rights to a general unsecured claim against Goldfinch Bio, Inc. ("Goldfinch Bio"), $ 3.5 million in refunds due from vendors representing payments in excess of services provided, and a refundable regulatory fee of $ 3.2 million paid in connection with the Company's New Drug Application ("NDA") submission. As of December 31, 2022 , other current assets included interest receivable on our investment securities of $ 0.7 million. Accrued expenses consisted of the following (in thousands): December 31, 2023 2022 Research and development expenses $ 16,172 11,962 Payroll and related expenses 15,145 $ 11,950 Professional fees 5,451 2,943 Other 4,841 2,430 Total accrued expenses $ 41,609 $ 29,285 As of December 31, 2023 , other current liabilities included $ 17.1 million in tax liability related to payroll tax withholdings on option exercises and stock issued under benefit plans. As of December 31, 2022 , there were no other current liabilities.

Stockholders' Equity

Stockholders' Equity	12 Months Ended
	Dec. 31, 2023
Equity [Abstract]
Stockholders' Equity	Note 5. Stockholders’ Equity Preferred Stock On July 2, 2019, in connection with the closing of the Company’s IPO, the Company filed its amended and restated Certificate of Incorporation, which authorizes the Company to issue up to 10,000,000 shares of preferred stock, $ 0.0001 par value per share. Through December 31, 2023 , no preferred stock has been issued. Common Stock As of December 31, 2023 , the Company’s amended and restated Certificate of Incorporation authorized the Company to issue 150,000,000 shares of common stock, $ 0.0001 par value per share. Holders of the common stock are entitled to one vote for each share of common stock held at all meetings of stockholders and written actions in lieu of meetings. The holders of common stock are entitled to receive dividends out of funds legally available, as declared by the board of directors. These dividends are subject to the preferential dividend rights of the holders of the Company’s preferred stock. Through December 31, 2023 , no cash dividends have been declared or paid. As of December 31, 2023, there were 38,077,525 shares of common stock outstanding. Treasury Stock During the year ended December 31, 2023 , the Company repurchased 14,304 common shares of the 33,325 restricted stock units ("RSUs") vested in connection with the Company's equity incentive plans to cover employee payroll tax withholdings. T reasury stock is recorded at cost in the Company's balance sheet as of December 31, 2023 .

Zai License Agreement

Zai License Agreement	12 Months Ended
	Dec. 31, 2023
Research and Development [Abstract]
Zai License Agreement	Note 6. Zai License Agreement Terms of Agreement On November 8, 2021, the Company and Zai Lab (Shanghai) Co., Ltd. ("Zai") entered into a license agreement (the "Zai License Agreement"), pursuant to which Karuna granted to Zai the right to exclusively develop, manufacture and commercialize KarXT in Greater China, including mainland China, Hong Kong, Macau, and Taiwan (the “Licensed Territory”). Zai will fund substantially all development, regulatory, and commercialization activities in the Licensed Territory. Under the terms of the Zai License Agreement, the Company received a non-refundable $ 35.0 million upfront payment and payment of certain taxes on its behalf. The Zai License Agreement also provides that the Company is eligible to receive total development and regulatory milestone payments of up to $ 80.0 million, total sales milestone payments of up to $ 72.0 million and low double-digit to high-teens tiered royalties based on annual net sales of KarXT in the Licensed Territory, subject to reduction under specified circumstances. Receipt of sales milestone payments and royalties are not contingent on any further participation by the Company in the development of KarXT in the Licensed Territory. The Zai License Agreement will expire upon the latest of the following dates with respect to the last licensed product in any region in the Licensed Territory: (i) the date of expiration of the last valid claim covering such licensed product in such region, (ii) the date that is a specific period after the date of the first commercial sale of such licensed product in such region and (iii) the expiration date of any regulatory exclusivity for such licensed product in such region. Zai may terminate the Zai License Agreement for convenience, subject to the terms thereto, by providing written notice to the Company, which termination will be effective following a prescribed notice period. In addition, the Company may terminate the Zai License Agreement under specified circumstances if Zai or certain other parties challenge the Company's patent rights or if Zai or its affiliates fail to complete certain development activities with respect to the licensed product for a specified period of time, subject to specified exceptions. Either party may terminate the Zai License Agreement for the other party’s uncured material breach, with a customary notice and cure period, or insolvency. After termination or expiration, the Company is entitled to retain a worldwide, exclusive, and perpetual license from Zai to exploit the licensed product, which would be non-exclusive after expiration (but not termination), subject to a reasonable royalty to be agreed by the parties if terminated for the Company's uncured material breach. Revenue Recognition The Company concluded that the distinct units of account within the agreement are reflective of a vendor-customer relationship and therefore within the scope of Revenue from Contracts with Customers ("ASC 606"). Under the provisions of ASC 606, the Company identified one performance obligation. The Company provided an exclusive license to intellectual property, bundled with the associated know-how and certain professional services that are not substantive. Under the terms of the Zai License Agreement, Zai has the sole right to manufacture, or have manufactured, KarXT for use in development and commercialization in the Licensed Territory. At the election of Zai, the Company may supply KarXT to Zai at the fully burdened manufacturing cost plus a specified margin, as defined within the Zai License Agreement. This provision was determined to be an option to acquire additional goods or services at a price that approximates the stand-alone selling price for that good or service, and therefore does not represent a material right, or separate performance obligation, within the context of the Zai License Agreement. For the years ended December 31, 2023 and 2022, the Company recognized $ 0.7 million and less than $ 0.1 million, respectively, in revenue associated with sales of clinical drug supply to Zai. For the year ended December 31, 2021, no revenue was recognized for sales of clinical drug supply. The Company determined the transaction price of the Zai License Agreement was equal to $ 37.0 million, which includes the upfront fee of $ 35.0 million and payments to taxing authorities on the Company's behalf. In estimating the stand-alone selling price, the Company determined that there were no significant financing components, noncash consideration or amounts that may be refunded to the customer, and as such the total unconstrained consideration of $ 37.0 million was included in the total transaction price . License of Intellectual Property. The license to the Company's intellectual property represents a distinct performance obligation. The license and associated know-how was transferred to Zai in the fourth quarter of 2021 to satisfy this performance obligation. The Company allocated the full transaction price to the license of the Company's intellectual property and accordingly recognized revenue of $ 37.0 million as license revenue in its Consolidated Statement of Operations for the year ended December 31, 2021. Milestone Payments. The potential development and regulatory milestone payments, as well as sales milestone payments, are paid upon achievement of certain milestones as defined in the Zai License Agreement. For the year ended December 31, 2022 , the Company recognized $ 10.6 million in license revenue for certain development milestones and related payments to taxing authorities on the Company's behalf, and recorded $ 1.1 million in foreign tax expense to income tax provision. For the years ended December 31, 2023 and 2021 , no revenue was recognized for development and regulatory milestones. For all remaining development and regulatory milestones, which, as of December 31, 2023 , can total up to $ 70.0 million, it was determined that their achievement is highly dependent on factors outside of the Company's control. These payments have been fully constrained until the Company concludes that achievement of the milestone is probable, and that recognition of revenue related to the milestone will not result in a significant reversal in amounts recognized in future periods, and as such have been excluded from the transaction price. At the end of each subsequent reporting period, the Company will re-evaluate the probability of achievement of each milestone and any related constraint and, if necessary, adjust its estimate of the overall transaction price. As of December 31, 2023, the Company has not recognized any revenue associated with sales milestones. Royalties. Any consideration related to royalties will be recognized if and when the related sales occur, as they were determined to relate predominantly to the license granted to Zai and, therefore, have also been excluded from the transaction price. No royalty revenue was recognized during the years ended December 31, 2023, 2022, or 2021. There was no deferred revenue as of December 31, 2023 or 2022 related to the Zai License Agreement

Net Loss per Share

Net Loss per Share	12 Months Ended
	Dec. 31, 2023
Earnings Per Share [Abstract]
Net Loss per Share	Note 7. Net Loss per Share Net Loss per Share The following table sets forth the computation of basic and diluted net loss per share of common stock for the years ended December 31, 2023, 2022 and 2021 (in thousands, except share and per share data): Year Ended December 31, 2023 2022 2021 Net Loss $ ( 433,680 ) $ ( 276,336 ) $ ( 143,805 ) Weighted-average shares used in computing net loss per share 36,959,049 31,629,013 29,138,915 Net loss per share, basic and diluted $ ( 11.73 ) $ ( 8.74 ) ( 4.94 ) The Company’s potentially dilutive securities, which consist of stock options and restricted stock units ("RSUs"), have been excluded from the computation of diluted net loss per share because including them would have had an anti-dilutive impact. Therefore, the weighted average number of common shares outstanding used to calculate both basic and diluted net loss per share attributable to common stockholders is the same. The following common stock equivalents, presented based on amounts o utstanding at each period end, have been excluded from the calculation of diluted net loss per share: Year Ended December 31, 2023 2022 2021 Stock options to purchase common stock 5,236,749 5,570,355 5,323,162 Restricted stock units 318,381 — — 5,555,130 5,570,355 5,323,162

Stock-based Compensation

Stock-based Compensation	12 Months Ended
	Dec. 31, 2023
Share-Based Payment Arrangement [Abstract]
Stock-based Compensation	Note 8. Stock-based Compensation In September 2009, the Company’s board of directors approved the 2009 Stock Incentive Plan (the “2009 Plan”), which provided for the grant of incentive stock options to employees and non-statutory stock options to directors, consultants, and non-employees of the Company. The 2009 Plan terminated in July 2019 effective upon the completion of the Company’s IPO. No additional options will be granted under the 2009 Plan. At December 31, 2023 , there were 1,850,177 options outstanding under the 2009 Plan. In May 2019, the Company’s board of directors approved the 2019 Stock Option and Incentive Plan (the “2019 Plan”), which became effective on June 26, 2019, the date immediately prior to the date on which the registration statement related to the IPO was declared effective by the SEC. The 2019 Plan will expire in May 2029 . Under the 2019 Plan, the Company may grant incentive stock options, non-statutory stock options, restricted stock awards, RSUs and other stock-based awards. There were 1,709,832 shares of the Company’s common stock initially reserved for issuance under the 2019 Plan. The number of shares of common stock underlying awards that expire, or are terminated, surrendered, canceled or forfeited without having been fully exercised under the 2009 Plan will be added to the shares of common stock available for issuance under the 2019 Plan. In addition, the number of shares of common stock that may be issued under the 2019 Plan automatically increases on January 1 of each calendar year, commencing on January 1, 2020, by 4 % of the number of shares of common stock outstanding on the immediately preceding December 31 or such lesser amount determined by the Company’s board of directors or the compensation committee of the board of directors. As of December 31, 2023 , there were 1,653,433 common shares available for issuance, 3,386,572 options outstanding, and 318,381 RSUs outstanding under the 2019 Plan. Stock Options Options under the 2019 Plan generally vest based on the grantee’s continued service with the Company during a specified period following a grant as determined by the board of directors and expire ten years from the grant date. Awards typically vest in four years , but vesting conditions can vary based on the discretion of the Company’s board of directors. A summary of the Company’s stock option activity and related information is as follows: Number of Weighted- Weighted- Aggregate Outstanding as of December 31, 2022 5,570,355 $ 63.82 7.2 $ 744,097 Granted 707,004 192.92 Exercised ( 733,300 ) 70.07 Forfeited ( 304,384 ) 143.65 Expired ( 2,926 ) 123.93 Outstanding as of December 31, 2023 5,236,749 $ 75.70 6.5 $ 1,261,077 Options vested and expected to vest as of 5,236,749 $ 75.70 6.5 $ 1,261,077 Options exercisable as of December 31, 2023 3,724,615 $ 42.63 5.6 $ 1,020,087 The aggregate intrinsic values of options outstanding, exercisable, vested and expected to vest were calculated as the difference between the exercise price of the options and the publicly traded stock price of the Company’s common stock as of December 31, 2023. As of December 31, 2023 , there was $ 121.2 million of unrecognized compensation cost, which is expected to be recognized over a weighted-average period of 2.6 years. The weighted-average fair values of options granted during the years ended December 31, 2023, 2022 and 2021 was $ 113.15 , $ 79.63 , and $ 71.40 , respectively. The intrinsic value of options exercised during the years ended December 31, 2023, 2022 and 2021 was $ 116.8 million, $ 106.3 million and $ 40.5 million, respectively. The fair value of options granted was estimated at the date of grant using the Black-Scholes model with the following assumptions: Year Ended December 31, 2023 2022 2021 Expected term (in years) 5.50 - 7.00 5.50 - 7.00 5.50 - 7.00 Expected volatility 51.53 % - 56.17 % 56.25 % - 60.39 % 56.57 % - 60.21 % Risk-free interest rate 3.44 % - 4.71 % 1.47 % - 4.19 % 0.57 % - 1.37 % Expected dividend yield 0.00 % 0.00 % 0.00 % Restricted Stock Units RSUs are granted to certain employees and are payable in shares of the Company's common stock. RSU shares are accounted for at fair value based upon the closing stock price on the date of the grant. The corresponding expense is amortized over the vesting period, which is typically four years. A summary of the Company's restricted stock unit activity and related information is as follows: Number of Weighted- Unvested as of December 31, 2022 — $ — Granted 371,369 194.90 Vested ( 33,325 ) 199.90 Forfeited ( 19,663 ) 190.23 Unvested as of December 31, 2023 318,381 $ 194.67 As of December 31, 2023 , the total remaining unrecognized compensation cost related to nonvested RSUs was $ 52.4 million, which will be amortized over the weighted-average remaining requisite service period of 3.3 years. Stock-based Compensation Expense Stock-based compensation expense is classified in the statements of operations for the years ended December 31, 2023, 2022 and 2021 as follows (in thousands): Year Ended December 31, 2023 2022 2021 General and administrative $ 33,451 $ 26,509 $ 18,175 Research and development 41,148 20,942 11,636 Total stock-based compensation expense $ 74,599 $ 47,451 $ 29,811

Fair Value of Financial Assets

Fair Value of Financial Assets and Liabilities	12 Months Ended
	Dec. 31, 2023
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Abstract]
Fair Value of Financial Assets and Liabilities	Note 9. Fair Value of Financial Assets and Liabilities Cash Equivalents and Investment Securities The following table presents information about the Company’s assets as of December 31, 2023 and 2022 that are measured at fair value on a recurring basis and indicates the level of the fair value hierarchy utilized to determine such fair values (in thousands): Fair Value Measurement at December 31, 2023 Using Level 1 Level 2 Level 3 Total Cash equivalents: Money market fund $ 126,368 $ — $ — $ 126,368 Commercial paper — 8,543 — 8,543 Short-term investments, other: Certificate of deposit — 2,033 — 2,033 Investment securities: US Treasuries 649,936 — — 649,936 US government agencies 168,739 — — 168,739 Corporate debt securities — 23,003 — 23,003 Commercial paper — 233,279 — 233,279 Total $ 945,043 $ 266,858 $ — $ 1,211,901 Fair Value Measurement at December 31, 2022 Using Level 1 Level 2 Level 3 Total Cash equivalents: Money market fund $ 160,158 $ — $ — $ 160,158 Commercial paper — 61,277 — 61,277 Investment securities: US Treasuries 423,688 — — 423,688 US government agencies 210,188 — — 210,188 Corporate debt securities — 63,728 — 63,728 Commercial paper — 178,111 — 178,111 Total $ 794,034 $ 303,116 $ — $ 1,097,150 The fair values of the Company’s commercial paper and corporate debt securities are based on prices obtained from independent pricing sources. Securities with validated quotes from pricing services are reflected within Level 2, as they are primarily based on observable pricing for similar assets or other market observable inputs. Typical inputs used by these pricing services include, but are not limited to, reported trades, benchmark yields, issuer spreads, bids, offers or estimates of cash flow, prepayment spreads and default rates. Certificates of deposit are held for investment with an original maturity greater than three months and less than twelve months are carried at amortized cost and reported as short-term investments on the Company's consolidated balance sheet, which approximates their fair value based on Level 2 inputs. The Company does not hold any securities classified as Level 3, which are securities valued using unobservable inputs. The Company has not transferred any investment securities between the classification levels. The estimated fair value and amortized cost of the Company’s available-for-sale investments, by contractual maturity and security type, are summarized as follows (in thousands): December 31, 2023 Amortized Unrealized Unrealized Fair Value US Treasuries (due within one year) $ 524,402 $ 245 $ ( 413 ) $ 524,234 US Treasuries (due after one year and less than three 125,126 722 ( 146 ) 125,702 US government agencies (due within one year) 123,546 2 ( 175 ) 123,373 US government agencies (due after one year and less 45,445 — ( 79 ) 45,366 Corporate debt securities (due within one year) 20,088 — ( 54 ) 20,034 Corporate debt securities (due after one year and less 2,980 — ( 11 ) 2,969 Commercial paper (due within one year) 233,159 164 ( 44 ) 233,279 Total $ 1,074,746 $ 1,133 $ ( 922 ) $ 1,074,957 December 31, 2022 Amortized Unrealized Unrealized Fair Value US Treasuries (due within one year) $ 329,533 $ 17 $ ( 2,044 ) $ 327,506 US Treasuries (due after one year and less than three 96,802 — ( 620 ) 96,182 US government agencies (due within one year) 178,319 54 ( 108 ) 178,265 US government agencies (due after one year and less 32,104 — ( 181 ) 31,923 Corporate debt securities (due within one year) 51,952 1 ( 170 ) 51,783 Corporate debt securities (due after one year and less 11,983 — ( 38 ) 11,945 Commercial paper (due within one year) 178,312 16 ( 217 ) 178,111 Total $ 879,005 $ 88 $ ( 3,378 ) $ 875,715 The Company has classified all of its available-for-sale investment securities, including those with maturities beyond one year, as current assets on its consolidated balance sheets based on the highly liquid nature of the investment securities and because these investment securities are considered available for use in current operations. The Company is required to determine whether a decline in the fair value below the amortized cost basis of available-for-sale securities is due to credit-related factors. At each reporting date, the Company performs an evaluation of impairment to determine if any unrealized losses are the result of credit losses. Impairment is assessed at the individual security level. Factors considered in determining whether a loss resulted from a credit loss or other factors include the Company’s intent and ability to hold the investment until the recovery of its amortized cost basis, the extent to which the fair value is less than the amortized cost basis, the length of time and extent to which fair value has been less than the cost basis, the financial condition of the issuer, any historical failure of the issuer to make scheduled interest or principal payments, any changes to the rating of the security by a rating agency, any adverse legal or regulatory events affecting the issuer or issuer’s industry, and any significant deterioration in economic conditions. Unrealized losses on available-for-sale securities presented in the previous table have not been recognized in the consolidated statements of operations because the securities are high credit quality, investment grade securities that the Company does not intend to sell and will not be required to sell prior to their anticipated recovery, and the decline in fair value is attributable to factors other than credit losses. Based on its evaluation, the Company determined its year-to-date credit losses related to its available-for-sale securities were immaterial at December 31, 2023 and 2022 .

Commitments and Contingencies

Commitments and Contingencies	12 Months Ended
	Dec. 31, 2023
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Note 10. Commitments and Contingencies Leases The Company has 25,445 square feet of office space on High Street in Boston, Massachusetts ("High Street Sublease"). The term of the High Street Sublease extends from April 1, 2021 through December 31, 2025 , and provides for escalating annualized base rent payments starting at approximately $ 1.5 million and increasing to $ 1.6 million in the final year of the sublease. In April 2023, the Company entered into an agreement ("High Street Lease") to lease approximately 50,890 square feet of additional office space located at 99 High Street in Boston, Massachusetts. The Company took possession of the premises in June 2023. The initial term of the lease is ten years from the date alterations are substantially complete, estimated to occur no later than December 2024, with the option to renew for an additional five-year term. Annual base rent under the lease is approximately $ 3.5 million and is subject to annual increases in accordance with the terms of the lease agreement. Lease payments begin on the earlier of January 1, 2025 or nine months from the date alterations are substantially complete. The Company recognized a right-of-use ("ROU") asset and corresponding lease liability of approximately $ 11.7 million and $ 11.4 million, respectively, on its consolidated balance sheet as of June 8, 2023 upon commencement of the High Street Lease. The lease provides for a tenant improvement allowance of up to $ 9.2 million, which was recognized as a reduction in the ROU asset and lease liability at commencement, as the Company is reasonably certain to incur reimbursable costs related to alterations equal to or exceeding this amount. The option to renew the lease for an additional five-year term was excluded from the determination of lease liabilities arising from obtaining the ROU assets, as it was not considered reasonably certain of being exercised at commencement. Upon signing of the High Street Lease, the Company was also required to pay the first full monthly installment of base rent of $ 0.3 million, which was included as an adjustment to the ROU asset recognized upon commencement of the lease. The agreement requires a security deposit of $ 2.0 million, which is in the form of a line of credit collateralized by a certificate of deposit with a six month maturity, which will be continually reinvested for the duration of the lease term. This certificate of deposit has been recorded within "short-term investments, other" on the consolidated balance sheet as of December 31, 2023. In October 2023, the Company entered into an amended temporary use and occupancy agreement ("High Street Temporary Lease") for approximately 24,353 square feet of additional office space located at 99 High Street in Boston, Massachusetts. The term of the agreement is from November 1, 2023 through December 31, 2024 , and provides for escalating rent starting at an annualized rate of approximately $ 0.7 million through December 31, 2023 and increasing to an annualized rate of $ 1.3 million starting in January 2024. Remaining payments from January 1, 2024 through the end of the agreement total $ 1.3 million. The Company also had office space at 33 Arch Street in Boston, Massachusetts ("Arch Street Lease"), which expired in December 2023. The associated space was entirely subleased to third parties through the end of the lease term ("Arch Street Subleases"). The Company additionally has office space in Carmel, Indiana. For each of the lease agreements entered into or modified, the Company identified certain non-lease components. Lease and non-lease components were combined into a single lease component. In addition, all identified leases were assessed as operating leases. As the Company’s leases do not provide an implicit rate, the Company used its incremental borrowing rate, which is the rate incurred to borrow on a collateralized basis over a term equal to the lease payments in a similar economic environment, in determining the present value of lease payments for each identified lease at the lease commencement date. The components of lease cost were as follows (dollar amounts in thousands): Year Ended December 31, 2023 2022 2021 Lease Cost: Operating lease cost $ 3,920 $ 2,150 $ 1,829 Sublease income ( 588 ) ( 580 ) ( 254 ) Total lease cost $ 3,332 $ 1,570 $ 1,575 There were no short-term lease costs for the years ended December 31, 2023, 2022, and 2021. Other Information: Cash paid for amounts included in the measurement of lease liabilities $ 2,976 $ 2,547 $ 1,618 Operating lease liabilities arising from obtaining right-of-use assets 13,319 — 6,040 Weighted-average remaining lease term 8.53 years 2.65 years 3.50 years Weighted-average discount rate 10.54 % 5.87 % 5.90 % The following is a maturity analysis of the annual undiscounted cash flows of the operating lease liabilities and a reconciliation to present value of lease liabilities as of December 31, 2023 (in thousands): Year ended: December 31, 2024 $ 3,044 December 31, 2025 4,818 December 31, 2026 3,591 December 31, 2027 3,698 December 31, 2028 3,809 Thereafter 25,379 Total future minimum lease payments 44,339 Less lease incentive ( 9,184 ) Less imputed interest ( 18,467 ) Present value of lease liabilities $ 16,688 Cash inflows related to the $ 9.2 million lease incentive under the High Street Lease are expected to be received in the year ended December 31, 2024 and are expected to exceed cash outflows relating to our operating leases during those years. Historically, all Company assets and liabilities belonged to a single corporate office asset group. The Arch Street Subleases triggered a reassessment of asset grouping, such that the ROU assets associated with the Arch Street Lease Agreement had their own separately identifiable cash flows and therefore their own separate asset grouping. Sublease income associated with the Arch Street Subleases was projected to be lower than lease payments owed by the Company for this space, and therefore impairment was indicated for this new asset group. The carrying value of these ROU assets immediately before impairment was $ 2.0 million, and the fair value of these operating lease ROU assets immediately subsequent to the impairment, calculated as the present value of the estimated future cash flows attributable to the assets, was $ 1.3 million. The Company recognized $ 0.7 million in impairment losses on ROU assets within other income, net, on the statement of operations for the year ended December 31, 2021. Acquisition of KAR-2618 and other TRPC4/5 candidates In January 2023, the Company entered into an exclusive license agreement (the "GFB Agreement"), with GFB (ABC), LLC ("GFB"), assignee of the assignment estate of Goldfinch Bio, pursuant to which GFB granted to the Company the exclusive right and license to develop, manufacture, and commercialize GFB’s TRPC4/5 candidates (the "GFB Compounds"), including the lead clinical-stage candidate known as KAR-2618. The Company agreed to use commercially reasonable efforts to develop, obtain regulatory approval for, and commercialize at least one licensed product that contains or comprises a GFB Compound in at least two indications in the United States. Under the terms of the GFB Agreement, the Company paid to GFB a $ 15.0 million upfront payment, and agreed to pay a total of up to $ 520.0 million for each GFB Compound upon the achievement of certain development, regulatory and commercial milestones with respect to such GFB Compound, of which $ 110.0 million, $ 150.0 million, and $ 260.0 million are related to development, regulatory, and commercial sales milestones, respectively. The Company also agreed to pay GFB a flat low-single digit royalty on aggregate net sales of each licensed product on a country-by-country basis until the expiration of the applicable royalty term, which ends on the later of (i) the expiration date of the last valid claim covering the licensed product in such country, (ii) the expiration date of regulatory exclusivity with respect to such licensed product in such country, and (iii) the date that is a specific period after the first commercial sale of such licensed product in such country. The royalty rate is subject to reduction on a licensed product-by-licensed product and country-by-country basis under certain circumstances. In the event that the Company sublicenses to a third party any of the rights to the licensed intellectual property granted under the GFB Agreement, the Company will be obligated to pay GFB royalties within the range of 25 % to 35 % on any consideration the Company receives from the sublicensee, excluding royalties and certain other payments. Unless earlier terminated, the GFB Agreement will expire on the expiration of the last to expire royalty term. Unless the GFB Agreement is earlier terminated, on expiration of each applicable royalty term, the Company will have a fully paid-up, irrevocable and perpetual license to develop, manufacture and commercialize each applicable licensed product in the applicable country. Either party may terminate the GFB Agreement for the other party’s material breach, following a customary notice and cure period, or insolvency. The Company may terminate the GFB Agreement for any reason upon 90 days written notice to GFB. The upfront payment of $ 15.0 million was accounted for as an asset acquisition and recorded within research and development expense in the consolidated statement of operations for the year ended December 31, 2023, as KAR-2618 is prior to regulatory approval and has no alternative future use. The Company did not incur or recognize any milestone payments under the GFB Agreement during the year ended December 31, 2023. Intellectual Property License with Eli Lilly and Company In May 2012, the Company entered into an exclusive license agreement (the “Lilly License Agreement”) with Eli Lilly and Company ("Eli Lilly"), pursuant to which Eli Lilly assigned to the Company all of its rights to certain patents (now expired), regulatory documentation, data records and materials related to xanomeline. The Company is also entitled to sublicense or otherwise transfer the rights granted in connection with the Lilly License Agreement. Under the Lilly License Agreement, the Company is obligated to use commercially reasonable efforts to develop, manufacture, commercialize and seek and maintain regulatory approval for xanomeline, in any formulation, for use in humans. The Company paid Eli Lilly an upfront payment of $ 0.1 million and has agreed to make milestone payments to Eli Lilly of up to an aggregate of $ 16.0 million upon the achievement of specified regulatory milestones and up to an aggregate of $ 54.0 million in commercial milestones. In addition, the Company is obligated to pay Eli Lilly tiered royalties, at rates in the low to mid single-digit percentages, on the worldwide net sales of any commercialized product on a country-by-country basis until the expiration of the applicable royalty term, which is the longer of six years from the date of first commercial sale of each licensed product within a country or data package exclusivity in such country. During the royalty term, Eli Lilly is prohibited from granting any third-party rights to the patents, regulatory documentation, data records and materials that have been licensed to the Company under the Lilly License Agreement. The Lilly License Agreement will expire on the later of (i) the expiration of the last-to-expire royalty term on a licensed product-by-licensed product basis or (ii) the date on which the Company has made all milestone payments pursuant to the terms of the Lilly License Agreement, unless terminated earlier by the parties. In no event will the term of the Lilly License Agreement exceed 15 years past the anniversary of the first commercial sale of a xanomeline product. The Company may terminate the Lilly License Agreement for any reason with proper prior notice to Eli Lilly. Either party may terminate the Lilly License Agreement upon an uncured material breach by the other party. The initial upfront payment of $ 0.1 million was expensed when incurred in May 2012. As of December 31, 2023, no milestones have been reached, and accordingly, no milestone payments have been made. Intellectual Property License with PureTech Health In March 2011, the Company entered into an exclusive license agreement (the “Patent License Agreement”) with PureTech Health, pursuant to which PureTech Health granted the Company an exclusive license to patent rights relating to combinations of a muscarinic activator with a muscarinic inhibitor for the treatment of central nervous system disorders. In connection with the Patent License Agreement, the Company has agreed to make milestone payments to PureTech Health of up to an aggregate of $ 10.0 million upon the achievement of specified development and regulatory milestones. In addition, the Company is obligated to pay PureTech Health low single-digit royalties on the worldwide net sales of any commercialized product covered by the licenses granted under the Patent License Agreement. In the event that the Company sublicenses any of the patent rights granted under the Patent License Agreement, the Company will be obligated to pay PureTech Health royalties within the range of 15 % to 25 % on any income the Company receives from the sublicensee, excluding royalties. The Company may terminate the Patent License Agreement for any reason with proper prior notice to PureTech Health. Either party may terminate the Patent License Agreement upon an uncured material breach by the other party. The Company incurred no expenses related to the Patent License Agreement during the years ended December 31, 2023 and December 31, 2022. During the year ended December 31, 2021, the Company paid less than $ 0.1 million in sublicense income associated with the Zai License Agreement to PureTech Health. As of December 31, 2023 , the remaining development and regulatory milestone payments under the Patent License Agreement total up to $ 8.0 million. The Company had no outstanding liabilities to PureTech Health related to the Patent License Agreement at December 31, 2023 and 2022. Other Funding Commitments The Company enters into contracts in the normal course of business with CROs, CMOs and other third parties for clinical trials, preclinical research studies and testing and manufacturing services, which are generally cancelable upon prior written notice. Payments due upon cancellation may consist of payments for services provided or expenses incurred, including noncancelable obligations of our service providers, up to the date of cancellation, and may also include termination penalties. As of December 31, 2023 and 2022, we had no outstanding liabilities related to such items. Indemnification In the normal course of business, the Company enters into contracts and agreements that contain a variety of representations and warranties and provide for general indemnifications. The Company’s exposure under these agreements is unknown because it involves claims that may be made against the Company in the future but have not yet been made. To date, the Company has not paid any claims or been required to defend any action related to its indemnification obligations. However, the Company may incur charges in the future as a result of these indemnification obligations. Contingencies 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 such expenditures can be reasonably estimated. Litigation The Company is not a party to any litigation and does no t have contingency reserves established for any litigation liabilities as of December 31, 2023 .

Income Taxes

Income Taxes	12 Months Ended
	Dec. 31, 2023
Income Tax Disclosure [Abstract]
Income Taxes	Note 11. Income Taxes The Company recorded incom e tax expense of $ 0.7 million during the year ended December 31, 2023 , $ 1.4 million during the year ended December 31, 2022 and less than $ 0.1 million during year ended December 31, 2021. The Company did not recognize any significant deferred tax expense for the years ended December 31, 2023, 2022, or 2021 as the Company was subject to a full valuation allowance. A reconciliation of the differences between the effective tax rates of the Company and the U.S. federal statutory tax rate are as follows: Year Ended December 31, 2023 2022 2021 Statutory tax rate 21.0 % 21.0 % 21.0 % State taxes, net of federal benefit 4.9 % 7.3 % 5.3 % Share-based compensation 3.7 % 5.6 % 3.6 % Foreign withholding tax 0.0 % - 0.3 % 0.0 % Tax credits 5.0 % 8.2 % 5.2 % Change in valuation allowance - 34.0 % - 42.2 % - 35.1 % Other - 0.7 % - 0.1 % 0.0 % Effective income tax rate - 0.2 % - 0.5 % 0.0 % Significant components of the Company’s deferred tax assets and liabilities at December 31, 2023 and 2022 are as follows (in thousands): December 31, 2023 2022 Deferred tax assets: Operating tax losses $ 149,855 $ 105,911 Capitalized research and development expenses 124,697 59,654 Tax credit carryforwards 63,377 38,840 Share-based compensation 25,535 18,457 Accrued expenses 5,640 2,745 Lease liability 4,154 1,371 Charitable contributions 182 188 Depreciation and amortization 3,569 10 Deferred tax assets 377,009 227,176 Valuation allowance ( 373,253 ) ( 225,973 ) Deferred tax liabilities: ROU assets ( 3,756 ) ( 1,203 ) Deferred tax liabilities ( 3,756 ) ( 1,203 ) Net Deferred Tax Asset / (Liability) $ — $ — Deferred income taxes reflect the net tax effect of temporary differences between the carrying amount of assets and liabilities for financial reporting purposes and the amount used for income tax purposes. The Company applied the separate return method for allocation of current and deferred tax expense. The Company was historically a subsidiary of PureTech Health. As of August 1, 2018, PureTech no longer held 80 % of the outstanding shares of the Company. Therefore, from that date onward, the Company was required to file a separate U.S. federal income tax return. As of July 2, 2019, PureTech no longer held 50 % of the outstanding shares of the Company. As such, the Company has filed separate state income tax returns subsequent to this date. At December 31, 2023, on a separate return method, the Company has federal net operating loss carryforwards totaling $ 573.3 million, of which $ 9.8 million begin to expire in 2029 and the remaining $ 563.5 million can be carried forward indefinitely. In addition, the Company had state net operating loss carryforwards totaling $ 466.5 million which begin to expire in 2030. Lastly, the Company has federal research credits of $ 56.6 million and state research credits of $ 8.6 million which begin to expire in 2031 . Because the Company had historically been a subsidiary of PureTech Health, $ 572.8 million and $ 444.3 million of the federal and state net operating loss carryforwards, respectively, can be used to offset income on the Company's future tax returns. In addition, $ 56.5 million and $ 8.6 million of the federal and state tax credit carryforwards, respectively, can be used to offset tax due on the Company's future tax returns. The Company's net operating loss and tax credit carryforwards could, in whole or in part, expire unused and be unavailable to offset future income tax liabilities. Management has evaluated the positive and negative evidence bearing upon the realizability of its deferred tax assets, which are comprised principally of net operating loss carryforwards, research and development expenses capitalized under Internal Revenue Code Section 174, and tax credit carryforwards. Under the applicable accounting standards, management has considered the Company's history of losses and concluded that it is more likely than not that the Company will not recognize the benefits of deferred tax assets. Accordingly, a full valuation allowance has been established against the net deferred tax assets at December 31, 2023. The valuation allowance increased by $ 147.3 million during the year ended December 31, 2023, which primarily relates to the current year operating loss, expenses capitalized under Section 174, and tax credits generated. Under the provisions of the Internal Revenue Code, the net operating loss and tax credit carryforwards are subject to review and possible adjustment by the Internal Revenue Service and state tax authorities. Net operating loss and tax credit carryforwards may become subject to an annual limitation in the event of certain cumulative changes in the ownership interest of significant shareholders over a three-year period in excess of 50 %, as defined under Sections 382 and 383 of the Internal Revenue Code, respectively, as well as similar state provisions. This could limit the amount of tax attributes that can be utilized annually to offset future taxable income or tax liabilities. The amount of the annual limitation is determined based on the value of the Company immediately prior to the ownership change. Subsequent ownership changes may further affect the limitation in future years. The Company assessed its potential Section 382 limitations during the year ended December 31, 2023, and while certain tax attributes are subject to annual limitations, none are expected to be restricted in their future utilization if the Company earns sufficient future profits to utilize the tax attributes. Future transactions involving the issuance or transfer of the Company’s stock could result in additional ownership changes which may limit the amount of tax attributes available to offset future tax liabilities. On March 27, 2020, the Coronavirus Aid, Relief and Economic Security (“CARES”) Act was enacted and signed into law. Among other things, the CARES Act allows for a five-year carryback of Federal net operating losses generated in tax years beginning in 2018, 2019, or 2020 and removes the 80 % taxable income limitation for net operating loss deductions for tax years beginning before January 1, 2021. The Company has evaluated the income tax ramifications of the CARES Act and has determined that there is no material impact to its overall income tax position. The Company accounts for uncertain tax positions pursuant to ASC 740, which prescribes a recognition threshold and measurement process for financial statement recognition of uncertain tax positions taken or expected to be taken in a tax return. If the tax position meets this threshold, the benefit to be recognized is measured as the tax benefit having the highest likelihood of being realized upon ultimate settlement with the taxing authority. As of December 31, 2023 , the Company has no t recorded any unrecognized tax benefits. The Company does not expect any material change in unrecognized tax benefits within the next twelve months. The Company’s policy is to record interest and penalties as a component of income tax expense. As of December 31, 2023 , the Company has no t accrued interest or penalties related to any uncertain tax positions. The Company is subject to taxation in the United States federal and certain state jurisdictions. The Company has incurred operating losses since inception, and therefore, the losses in all periods may be adjusted by taxing jurisdictions in future periods in which they are utilized.

401(k) Savings Plan

401(k) Savings Plan	12 Months Ended
	Dec. 31, 2023
Retirement Benefits [Abstract]
401(k) Savings Plan	Note 12. 401(k) Savings Plan The Company has a 401(k) retirement plan in which substantially all U.S. employees are eligible to participate. Eligible employees may elect to contribute up to the maximum limits, as set by the Internal Revenue Service, of their eligible compensation. The Company contributes to eligible employees' 401(k) accounts; the total contribution expense for the Company was $ 2.0 million for the year ended December 31, 2023 , $ 1.0 million for the year ended December 31, 2022 and $ 0.5 million for the year ended December 31, 2021 .

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	12 Months Ended
	Dec. 31, 2023
Accounting Policies [Abstract]
Basis of Presentation and Use of Estimates	Basis of Presentation and Use of Estimates The accompanying consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”). Any reference in these notes to applicable guidance is meant to refer to the authoritative United States generally accepted accounting principles as found in the Accounting Standards Codification (“ASC”) and Accounting Standards Updates (“ASUs”) of the Financial Accounting Standards Board (“FASB”). The consolidated financial statements include the accounts of Karuna Therapeutics, Inc. and its wholly owned subsidiary, Karuna Securities Corporation, a Massachusetts corporation. All inter-company transactions and balances have been eliminated in consolidation. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting periods. Significant estimates and assumptions reflected in these consolidated financial statements include, but are not limited to, the accrual of research and development expenses and revenue. Estimates are perio dically reviewed in light of changes in circumstances, facts and experience. Actual results could differ from the Company’s estimates.
Cash and Cash Equivalents	Cash and Cash Equivalents The Company considers all short-term, highly liquid investments with maturities of 90 days or less at acquisition date to be cash equivalents.
Investment Securities	Investment Securities The Company’s investment securities are classified as available-for-sale and are carried at fair value with the unrealized gains and losses reported as a component of accumulated other comprehensive (loss) income in stockholders’ equity. The cost of investment securities classified as available-for-sale is adjusted for amortization of premiums and accretion of discounts to maturity. Such amortization and accretion are included in interest income. Realized gains and losses are included as a component of other income, net based on the specific identification method. When the fair value of an available-for-sale debt security falls below the amortized cost basis it is evaluated to determine if any of the decline in value is attributable to credit loss. Decreases in fair value attributable to credit loss are recorded directly to earnings with a corresponding allowance for credit losses, limited to the amount that the fair value is less than the amortized cost basis. If the credit quality subsequently improves the allowance is reversed up to a maximum of the previously recorded credit losses. When the Company intends to sell an impaired available-for-sale debt security, or if it is more likely than not that the Company will be required to sell the security prior to recovering the amortized cost basis, the entire fair value adjustment will immediately be recognized in earnings with no corresponding allowance for credit losses.
Concentration of Manufacturing Risk	Concentration of Manufacturing Risk The Company is dependent on third-party manufacturers to supply products for research and development activities in its programs. In particular, the Company relies and expects to continue to rely on a small number of manufacturers to supply it with its requirements for the active pharmaceutical ingredients and formulated drugs related to these programs. These programs could be adversely affected by a significant interruption in the supply of active pharmaceutical ingredients and formulated drugs.
Deferred Offering Costs	Deferred Offering Costs The Company capitalizes certain legal, professional accounting and other third-party fees that are directly associated with in-process equity financings as deferred offering costs until such financings are consummated. After consummation of the equity financing, these costs are recorded in stockholders’ equity as a reduction of additional paid-in capital generated as a result of the offering. Should the in-process equity financing be abandoned, the deferred offering costs will be expensed immediately as a charge to operating expenses in the statement of operations. Deferred offering costs associated with the Company's ATM Programs were $ 0.2 million and $ 0.6 million as of December 31, 2023 and 2022, respectively. All other deferred offering costs accumulated during the years ended December 31, 2023 and 2022 and associated with the Company’s public offerings were recorded as a reduction of additional paid-in capital upon the close of the Company’s public offerings on March 21, 2023 and August 9, 2022, respectively.
Fair Value of Financial Instruments	Fair Value of Financial Instruments The Company’s financial instruments consist of cash equivalents, investment securities, accounts receivable, prepaid expenses, other current assets, accounts payable, accrued expenses and other current liabilities. The carrying amount of accounts receivable, prepaid expenses, other current assets, accounts payable, accrued expenses and other current liabilities are considered a reasonable estimate of their fair value, due to the short-term maturity of these instruments. The Company’s cash equivalents and investment securities are carried at fair value, determined according to the fair value hierarchy described below (see Note 9). The Company follows the guidance in FASB ASC 820, Fair Value Measurements and Disclosures , which defines fair value and establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy are described below: Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date. Level 2: Valuations based on quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly. Level 3: Prices or valuations that require inputs that are both significant to the fair value measurement and unobservable. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised by the Company in determining fair value is greatest for instruments categorized in Level 3. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. Fair value is a market-based measure considered from the perspective of a market participant rather than an entity-specific measure. Therefore, even when market assumptions are not readily available, the Company’s own assumptions reflect those that market participants would use in pricing the asset or liability at the measurement date. The Company uses prices and inputs that are current as of the measurement date, including during periods of market dislocation. In periods of market dislocation, the observability of prices and inputs may be reduced for many instruments. This condition could cause an instrument to be reclassified from Level 1 to Level 2 or Level 2 to Level 3.
Property and Equipment	Property and Equipment Property and equipment are recorded at cost and depreciated over their estimated useful lives using the straight-line method. Leasehold improvements are amortized over the shorter of their estimated useful lives or the term of the lease by use of the straight-line method. Maintenance and repair costs are expensed as incurred. When assets are retired or sold, the assets and accumulated depreciation are removed from the respective accounts and any gain or loss is recognized.
Impairment of Long-Lived Assets	Impairment of Long-Lived Assets The Company continually evaluates long-lived assets for potential impairment when events or changes in circumstances indicate the carrying value of the assets may not be recoverable. Recoverability is measured by comparing the carrying values of the assets to the expected future net undiscounted cash flows that the assets are expected to generate. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the book values of the assets exceed their fair value.
Leases	Leases Effective January 1, 2020, the Company adopted ASU 2016-02, Leases (Topic 842) (“ASU 2016-02” or “ASC 842”), using the modified retrospective transition approach and utilizing the effective date as the date of initial application. At the inception of an arrangement, the Company determines whether the arrangement is or contains a lease based on the unique facts and circumstances present in the arrangement. Operating leases are recognized on the balance sheet as right-of-use (“ROU”) lease assets, current portion of operating lease liability, and operating lease liability, net of current portion. The Company does not have financing leases. Operating lease liabilities and their corresponding ROU lease assets are initially recorded based on the present value of lease payments over the expected remaining lease term. Certain adjustments to the ROU lease asset may be required for items such as incentives received. The interest rate implicit in lease contracts is typically not readily determinable. As a result, the Company utilizes its incremental borrowing rate to discount lease payments, which reflects the fixed rate at which the Company could borrow on a collateralized basis the amount of the lease payments in the same currency, for a similar term, in a similar economic environment. To estimate the Company's incremental borrowing rate, a credit rating applicable to the Company is estimated using a synthetic credit rating analysis since the Company does not currently have a rating agency-based credit rating. Prospectively, the Company will adjust the ROU lease assets for straight-line rent expense or any incentives received and remeasure the lease liability at the net present value using the same incremental borrowing rate that was in effect as of the lease commencement or transition date. The Company has elected not to recognize leases with an original term of one year or less on the balance sheet. The Company typically only includes an initial lease term in its assessment of a lease arrangement. Options to renew a lease are not included in the Company's assessment unless there is reasonable certainty that it will renew. Assumptions that the Company made at the commencement date are re-evaluated upon occurrence of certain events, including a lease modification. Lease modifications are accounted for as a separate contract or are treated as a change in accounting for the existing lease. A lease modification results in a separate contract when the modification grants the lessee an additional right of use not included in the original lease and when lease payments increase commensurate with the standalone price for the additional right of use. When a lease modification results in a separate contract, it is accounted for in the same manner as a new lease. Sublease income is recognized on a straight-line basis over the term of the sublease agreement and is recorded within other income, net, on the consolidated statements of operations.
Treasury Stock	Treasury Stock The Company may repurchase shares of its common stock from employees to satisfy payroll tax withholdings upon vesting of awards in connection with the Company's equity incentive plans. Repurchases of common stock are recorded in treasury stock at cost.
Revenue	Revenue The Company recognizes revenue in accordance with FASB ASC 606, Revenue from Contracts with Customers ("ASC 606"). This standard applies to all contracts with customers, except for contracts that are within the scope of other standards, such as leases, insurance, collaboration arrangements and financial instruments. Under ASC 606, an entity recognizes revenue when its customer obtains control of promised goods or services, in an amount that reflects the consideration that the entity expects to receive in exchange for those goods or services. To determine revenue recognition for arrangements within the scope of ASC 606, the entity performs the following five steps: (i) identify the contract(s) with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price, including variable consideration, if any; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when (or as) the entity satisfies a performance obligation. The Company only applies the five-step model to contracts when it is probable that the entity will collect the consideration to which it is entitled in exchange for the goods or services it transfers to the customer. At contract inception, once the contract is determined to be within the scope of ASC 606, the Company assesses the goods or services promised within each contract and determines those that are performance obligations. Arrangements that include rights to additional goods or services that are exercisable at a customer’s discretion are generally considered options. The Company assesses if these options provide a material right to the customer and, if so, they are considered performance obligations. The Company then recognizes as revenue the amount of the transaction price that is allocated to the respective performance obligation when (or as) the performance obligation is satisfied. The Company assesses whether each promised good or service is distinct for the purpose of identifying the performance obligations in the contract. This assessment involves subjective determinations and requires management to make judgments about the individual promised goods or services and whether they are separable from the other aspects of the contractual relationship. Promised goods and services are considered distinct provided that: (i) the customer can benefit from the good or service either on its own or together with other resources that are readily available to the customer (that is, the good or service is capable of being distinct) and (ii) the entity’s promise to transfer the good or service to the customer is separately identifiable from other promises in the contract (that is, the promise to transfer the good or service is distinct within the context of the contract). In assessing whether a promised good or service is distinct in the context of a collaboration or licensing arrangement, the Company considers factors such as the research, manufacturing and commercialization capabilities of a collaboration partner and the availability of the associated expertise in the general marketplace (see discussion of license agreement in Note 10). The Company also considers the intended benefit of the contract in assessing whether a promised good or service is separately identifiable from other promises in the contract. If a promised good or service is not distinct, an entity is required to combine that good or service with other promised goods or services until it identifies a bundle of goods or services that is distinct. The transaction price is then determined and allocated to the identified performance obligations in proportion to their stand-alone selling prices ("SSP") on a relative SSP basis. SSP is determined at contract inception and is not updated to reflect changes between contract inception and when the performance obligations are satisfied. Determining the SSP for performance obligations requires significant judgment. In developing the SSP for a performance obligation, the Company considers applicable market conditions and relevant entity-specific factors, including factors that were contemplated in negotiating the agreement with the customer and estimated costs. If the consideration promised in a contract includes a variable amount, the Company estimates the amount of consideration to which it will be entitled in exchange for transferring the promised goods or services to a customer. The Company determines the amount of variable consideration by using the expected value method or the most likely amount method. The Company includes the unconstrained amount of estimated variable consideration in the transaction price. The amount included in the transaction price is limited to the amount for which it is probable that a significant reversal of cumulative revenue recognized will not occur. At the end of each subsequent reporting period, the Company re-evaluates the estimated variable consideration included in the transaction price and any related constraint, and if necessary, adjusts its estimate of the overall transaction price. Any such adjustments are recorded on a cumulative catch-up basis in the period of adjustment. If an arrangement includes development and regulatory milestone payments, the Company evaluates whether the milestones are considered probable of being achieved and estimates the amount to be included in the transaction price using the most likely amount method. If it is probable that a significant revenue reversal would not occur, the associated milestone value is included in the transaction price. Milestone payments that are not within the Company’s control or the licensee’s control, such as regulatory approvals, are generally not considered probable of being achieved until those approvals are received. For arrangements with licenses of intellectual property that include sales-based royalties, including milestone payments based on the level of sales, and the license is deemed to be the predominant item to which the royalties relate, the Company recognizes royalty revenue and sales-based milestones at the later of (i) when the related sales occur, or (ii) when the performance obligation to which the royalty has been allocated has been satisfied. In determining the transaction price, the Company adjusts consideration for the effects of the time value of money if the timing of payments provides the Company with a significant benefit of financing. The Company does not assess whether a contract has a significant financing component if the expectation at contract inception is such that the period between payment by the licensees and the transfer of the promised goods or services to the licensees will be one year or less. The Company then recognizes as revenue the amount of the transaction price that is allocated to the respective performance obligation when (or as) each performance obligation is satisfied, either at a point in time or over time. If over time, recognition is based on the use of either an output or an input method, such that the method used best depicts the transfer of control to the customer. Amounts received from a customer prior to revenue recognition are recorded as deferred revenue. Amounts received from a customer that are expected to be recognized as revenue within the 12 months following the balance sheet date are classified as a current liability in the accompanying consolidated balance sheets. Acquired In-Process Research and Development ("IPR&D") and Development Milestones Acquired IPR&D and development milestones include the initial costs of externally developed IPR&D projects, acquired directly in a transaction other than a business combination, that do not have an alternative future use. Prior to regulatory approval of the compound, initial costs are expensed when incurred, and milestone payment obligations related to these transactions are expensed when the event triggering an obligation to pay the milestone occurs. Milestone payments made upon or after regulatory approval are capitalized and amortized over the remaining useful life of the related asset.
Research and Development Costs	Research and Development Costs Research and development costs are expensed as incurred. Research and development costs include salaries and bonuses, stock-based compensation, employee benefits, consulting costs and external contract research and development and manufacturing expenses. Upfront payments and milestone payments made for the licensing of technology are expensed as research and development in the period in which they are incurred. Advance payments for goods or services to be received in the future for use in research and development activities are recorded as prepaid expenses. The prepaid amounts are expensed as the related goods are delivered or the services are performed.
Research and Development Contract Costs and Accruals	Research and Development Contract Costs and Accruals The Company accrues for estimated costs of research and development activities conducted by third-party service providers, which include the conduct of discovery and preclinical studies, clinical trials, and contract manufacturing activities. The Company records the estimated costs of research and development activities based upon the estimated amount of services provided and includes these costs in accrued expenses (or prepaid expenses, as appropriate) in the balance sheets and within research and development expense in the statements of operations. When evaluating the future utility of prepaid expenses and the adequacy of accrued expenses, the Company analyzes progress of the research studies or clinical trials and manufacturing activities, including the phase or completion of events, invoices received and contracted costs. Significant judgments and estimates may be made in determining the prepaid or accrued balances at the end of any reporting period. Actual results could differ from the Company’s estimates. The Company’s historical prepaid and accrual estimates have not been materially different from the actual costs.
Share-Based Compensation	Stock-Based Compensation The Company measures all stock options and other stock-based awards to employees, directors and non-employees based on the fair value on the date of the grant and recognizes compensation expense of those awards over the requisite service period, which is generally the vesting period of the respective award. The Company has mainly issued stock options with service-based vesting conditions and records the expense for these awards using the straight-line method. The Company has also issued stock options with performance-based vesting conditions and records the expense for these awards at the time that the achievement of the performance becomes highly probable or complete. The Company recognizes adjustments to stock-based compensation expense for forfeitures as they occur. The Company classifies stock-based compensation expense in its statements of operations in the same manner in which the award recipient’s payroll costs are classified or in which the award recipients’ service payments are classified. The fair value of each stock option grant is estimated on the date of grant using the Black-Scholes option-pricing model. The Company had historically been a private company and lacks company-specific historical and implied volatility information. Therefore, expected stock volatility has been calculated based on the historical volatility of a publicly traded set of peer companies. The Company expects to continue to use such methodology until such time as it has adequate historical data regarding the volatility of its own publicly traded stock. The expected term of the Company’s stock options has been determined utilizing the “simplified” method for awards that qualify as “plain-vanilla” options. The risk-free interest rate is determined by reference to the U.S. Treasury yield curve in effect at the time of grant of the award for time periods approximately equal to the expected term of the award. Expected dividend yield is based on the fact that the Company has never paid cash dividends and does not expect to pay any cash dividends in the foreseeable future. The fair value for each restricted common stock award is estimated on the date of grant based on the fair value of the Company’s common stock on that same date.
Net Income (Loss) Per Share	Net Income (Loss) Per Share Basic net income (loss) per share attributable to common stockholders is computed by dividing the net income (loss) attributable to common stockholders by the weighted average number of shares of common stock outstanding for the period. Diluted net income attributable to common stockholders is computed by adjusting income attributable to common stockholders to reallocate undistributed earnings based on the potential impact of dilutive securities, including outstanding stock options. Diluted net income per share attributable to common stockholders is computed by dividing the diluted net income attributable to common stockholders by the weighted average number of common shares outstanding for the period, including potential dilutive common shares assuming the dilutive effect of outstanding stock options. In periods in which the Company reports a net loss attributable to common stockholders, diluted net loss per share attributable to common stockholders is the same as basic net loss per share attributable to common stockholders, since dilutive common shares are not assumed to have been issued if their effect is anti-dilutive. The Company reported a net loss attributable to common stockholders for the years ended December 31, 2023, 2022 and 2021 .
Comprehensive Income (Loss)	Comprehensive Income (Loss) Comprehensive income (loss) includes net loss as well as other changes in stockholders’ equity that result from transactions and economic events other than those with stockholders. For the years ended December 31, 2023, 2022 and 2021 , the Company’s only element of other comprehensive loss was unrealized gains (losses) on available-for-sale investments.
Recently Issued Accounting Pronouncements	Recently Issued Accounting Pronouncements In November 2023, the FASB issued Accounting Standards Update ("ASU") 2023-07, Segment Reporting (Topic 280), Improvements to Reportable Segment Disclosures , which is intended to provide enhanced segment disclosures. The standard will require disclosures about significant segment expenses and other segment items and identifying the Chief Operating Decision Maker and how they use the reported segment profitability measures to assess segment performance and allocate resources. These enhanced disclosures are required for all public entities on an interim and annual basis, even if they have only a single reportable segment. The standard is effective for years beginning after December 15, 2023, and interim periods within annual periods beginning after December 15, 2024. Early adoption is permitted. The Company is evaluating this standard to determine if adoption will have a material impact on the Company's consolidated financial statements.

Property and Equipment, Net (Ta

Property and Equipment, Net (Tables)	12 Months Ended
	Dec. 31, 2023
Property, Plant and Equipment [Abstract]
Summary of Property and Equipment	Property and equipment, net, consisted of the following (in thousands): December 31, 2023 2022 Leasehold improvements $ 1,376 $ 1,367 Furniture and fixtures 1,035 1,020 Computer equipment 1,576 999 Office equipment 1,046 673 Software 1,679 596 Assets not yet in service 1,818 226 Total property and equipment 8,530 4,881 Less: accumulated depreciation ( 3,106 ) ( 1,680 ) Property and equipment, net $ 5,424 $ 3,201

Current Assets and Current Li_2

Current Assets and Current Liabilities (Tables)	12 Months Ended
	Dec. 31, 2023
Prepaid Expenses And Other Current Assets And Accrued Expenses [Abstract]
Schedule of Prepaid Expenses and Other Current Assets	Prepaid expenses consisted of the following (in thousands): December 31, 2023 2022 Research and development expenses $ 35,868 $ 25,285 Insurance 1,863 2,472 Other 2,262 1,349 Total prepaid expenses $ 39,993 $ 29,106
Schedule of Accrued Expenses	Accrued expenses consisted of the following (in thousands): December 31, 2023 2022 Research and development expenses $ 16,172 11,962 Payroll and related expenses 15,145 $ 11,950 Professional fees 5,451 2,943 Other 4,841 2,430 Total accrued expenses $ 41,609 $ 29,285

Net Loss per Share (Tables)

Net Loss per Share (Tables)	12 Months Ended
	Dec. 31, 2023
Earnings Per Share [Abstract]
Schedule of Computation of Basic and Diluted Net Loss Per Share of Common Stock	The following table sets forth the computation of basic and diluted net loss per share of common stock for the years ended December 31, 2023, 2022 and 2021 (in thousands, except share and per share data): Year Ended December 31, 2023 2022 2021 Net Loss $ ( 433,680 ) $ ( 276,336 ) $ ( 143,805 ) Weighted-average shares used in computing net loss per share 36,959,049 31,629,013 29,138,915 Net loss per share, basic and diluted $ ( 11.73 ) $ ( 8.74 ) ( 4.94 )
Schedule of Anti-Dilutive Securities Excluded from Calculation of Diluted Net Loss Per Share	The following common stock equivalents, presented based on amounts o utstanding at each period end, have been excluded from the calculation of diluted net loss per share: Year Ended December 31, 2023 2022 2021 Stock options to purchase common stock 5,236,749 5,570,355 5,323,162 Restricted stock units 318,381 — — 5,555,130 5,570,355 5,323,162

Stock-based Compensation (Tabl

Stock-based Compensation (Tables)	12 Months Ended
	Dec. 31, 2023
Share-Based Payment Arrangement [Abstract]
Summary of Stock Option Activity	A summary of the Company’s stock option activity and related information is as follows: Number of Weighted- Weighted- Aggregate Outstanding as of December 31, 2022 5,570,355 $ 63.82 7.2 $ 744,097 Granted 707,004 192.92 Exercised ( 733,300 ) 70.07 Forfeited ( 304,384 ) 143.65 Expired ( 2,926 ) 123.93 Outstanding as of December 31, 2023 5,236,749 $ 75.70 6.5 $ 1,261,077 Options vested and expected to vest as of 5,236,749 $ 75.70 6.5 $ 1,261,077 Options exercisable as of December 31, 2023 3,724,615 $ 42.63 5.6 $ 1,020,087
Summary of Fair Value of Option Activity Estimated at Date of Grant Using Black-Scholes Model	The fair value of options granted was estimated at the date of grant using the Black-Scholes model with the following assumptions: Year Ended December 31, 2023 2022 2021 Expected term (in years) 5.50 - 7.00 5.50 - 7.00 5.50 - 7.00 Expected volatility 51.53 % - 56.17 % 56.25 % - 60.39 % 56.57 % - 60.21 % Risk-free interest rate 3.44 % - 4.71 % 1.47 % - 4.19 % 0.57 % - 1.37 % Expected dividend yield 0.00 % 0.00 % 0.00 %
Share-Based Payment Arrangement, Restricted Stock and Restricted Stock Unit, Activity	A summary of the Company's restricted stock unit activity and related information is as follows: Number of Weighted- Unvested as of December 31, 2022 — $ — Granted 371,369 194.90 Vested ( 33,325 ) 199.90 Forfeited ( 19,663 ) 190.23 Unvested as of December 31, 2023 318,381 $ 194.67
Summary of Stock-based Compensation Expense	Stock-based compensation expense is classified in the statements of operations for the years ended December 31, 2023, 2022 and 2021 as follows (in thousands): Year Ended December 31, 2023 2022 2021 General and administrative $ 33,451 $ 26,509 $ 18,175 Research and development 41,148 20,942 11,636 Total stock-based compensation expense $ 74,599 $ 47,451 $ 29,811

Fair Value of Financial Asset_2

Fair Value of Financial Assets and Liabilities (Tables)	12 Months Ended
	Dec. 31, 2023
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Abstract]
Schedule of Fair Value Measurement on Recurring Basis and Indicates the level of Fair Value Hierarchy Utilized	The following table presents information about the Company’s assets as of December 31, 2023 and 2022 that are measured at fair value on a recurring basis and indicates the level of the fair value hierarchy utilized to determine such fair values (in thousands): Fair Value Measurement at December 31, 2023 Using Level 1 Level 2 Level 3 Total Cash equivalents: Money market fund $ 126,368 $ — $ — $ 126,368 Commercial paper — 8,543 — 8,543 Short-term investments, other: Certificate of deposit — 2,033 — 2,033 Investment securities: US Treasuries 649,936 — — 649,936 US government agencies 168,739 — — 168,739 Corporate debt securities — 23,003 — 23,003 Commercial paper — 233,279 — 233,279 Total $ 945,043 $ 266,858 $ — $ 1,211,901 Fair Value Measurement at December 31, 2022 Using Level 1 Level 2 Level 3 Total Cash equivalents: Money market fund $ 160,158 $ — $ — $ 160,158 Commercial paper — 61,277 — 61,277 Investment securities: US Treasuries 423,688 — — 423,688 US government agencies 210,188 — — 210,188 Corporate debt securities — 63,728 — 63,728 Commercial paper — 178,111 — 178,111 Total $ 794,034 $ 303,116 $ — $ 1,097,150
Summary of Estimated Fair Value and Amortized Cost of Available-for-Sale Investments by Contractual Maturity	The estimated fair value and amortized cost of the Company’s available-for-sale investments, by contractual maturity and security type, are summarized as follows (in thousands): December 31, 2023 Amortized Unrealized Unrealized Fair Value US Treasuries (due within one year) $ 524,402 $ 245 $ ( 413 ) $ 524,234 US Treasuries (due after one year and less than three 125,126 722 ( 146 ) 125,702 US government agencies (due within one year) 123,546 2 ( 175 ) 123,373 US government agencies (due after one year and less 45,445 — ( 79 ) 45,366 Corporate debt securities (due within one year) 20,088 — ( 54 ) 20,034 Corporate debt securities (due after one year and less 2,980 — ( 11 ) 2,969 Commercial paper (due within one year) 233,159 164 ( 44 ) 233,279 Total $ 1,074,746 $ 1,133 $ ( 922 ) $ 1,074,957 December 31, 2022 Amortized Unrealized Unrealized Fair Value US Treasuries (due within one year) $ 329,533 $ 17 $ ( 2,044 ) $ 327,506 US Treasuries (due after one year and less than three 96,802 — ( 620 ) 96,182 US government agencies (due within one year) 178,319 54 ( 108 ) 178,265 US government agencies (due after one year and less 32,104 — ( 181 ) 31,923 Corporate debt securities (due within one year) 51,952 1 ( 170 ) 51,783 Corporate debt securities (due after one year and less 11,983 — ( 38 ) 11,945 Commercial paper (due within one year) 178,312 16 ( 217 ) 178,111 Total $ 879,005 $ 88 $ ( 3,378 ) $ 875,715

Commitments and Contingencies (

Commitments and Contingencies (Tables)	12 Months Ended
	Dec. 31, 2023
Commitments and Contingencies Disclosure [Abstract]
Components of Lease Cost	The components of lease cost were as follows (dollar amounts in thousands): Year Ended December 31, 2023 2022 2021 Lease Cost: Operating lease cost $ 3,920 $ 2,150 $ 1,829 Sublease income ( 588 ) ( 580 ) ( 254 ) Total lease cost $ 3,332 $ 1,570 $ 1,575 There were no short-term lease costs for the years ended December 31, 2023, 2022, and 2021. Other Information: Cash paid for amounts included in the measurement of lease liabilities $ 2,976 $ 2,547 $ 1,618 Operating lease liabilities arising from obtaining right-of-use assets 13,319 — 6,040 Weighted-average remaining lease term 8.53 years 2.65 years 3.50 years Weighted-average discount rate 10.54 % 5.87 % 5.90 %
Schedule of Maturity Analysis of Annual Undiscounted Cash Flows of Operating Lease Liabilities and Reconciliation to Present Value of Lease Liabilities	The following is a maturity analysis of the annual undiscounted cash flows of the operating lease liabilities and a reconciliation to present value of lease liabilities as of December 31, 2023 (in thousands): Year ended: December 31, 2024 $ 3,044 December 31, 2025 4,818 December 31, 2026 3,591 December 31, 2027 3,698 December 31, 2028 3,809 Thereafter 25,379 Total future minimum lease payments 44,339 Less lease incentive ( 9,184 ) Less imputed interest ( 18,467 ) Present value of lease liabilities $ 16,688

Income Taxes (Tables)

Income Taxes (Tables)	12 Months Ended
	Dec. 31, 2023
Income Tax Disclosure [Abstract]
Schedule of Reconciliation of Effective Tax Rate and Federal Statutory Tax Rate	A reconciliation of the differences between the effective tax rates of the Company and the U.S. federal statutory tax rate are as follows: Year Ended December 31, 2023 2022 2021 Statutory tax rate 21.0 % 21.0 % 21.0 % State taxes, net of federal benefit 4.9 % 7.3 % 5.3 % Share-based compensation 3.7 % 5.6 % 3.6 % Foreign withholding tax 0.0 % - 0.3 % 0.0 % Tax credits 5.0 % 8.2 % 5.2 % Change in valuation allowance - 34.0 % - 42.2 % - 35.1 % Other - 0.7 % - 0.1 % 0.0 % Effective income tax rate - 0.2 % - 0.5 % 0.0 %
Schedule of Deferred Tax Assets and Liabilities	Significant components of the Company’s deferred tax assets and liabilities at December 31, 2023 and 2022 are as follows (in thousands): December 31, 2023 2022 Deferred tax assets: Operating tax losses $ 149,855 $ 105,911 Capitalized research and development expenses 124,697 59,654 Tax credit carryforwards 63,377 38,840 Share-based compensation 25,535 18,457 Accrued expenses 5,640 2,745 Lease liability 4,154 1,371 Charitable contributions 182 188 Depreciation and amortization 3,569 10 Deferred tax assets 377,009 227,176 Valuation allowance ( 373,253 ) ( 225,973 ) Deferred tax liabilities: ROU assets ( 3,756 ) ( 1,203 ) Deferred tax liabilities ( 3,756 ) ( 1,203 ) Net Deferred Tax Asset / (Liability) $ — $ —

Nature of the Business - Additi

Nature of the Business - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands					12 Months Ended
	Jun. 21, 2023	Mar. 21, 2023	Aug. 09, 2022	Mar. 04, 2021	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021	Jul. 02, 2020
Subsidiary Sale Of Stock [Line Items]
Shares issued and sold		2,851,299
Value of shares issued & sold	$ 400,000				$ 436,720	$ 819,047	$ 270,017
Purchase of Additional Shares		371,908
Net proceeds from public offering		$ 436,700	$ 819,100	$ 270,000
Stock Issurance Costs Incurred		300
Underwriting discounts and commissions		$ 23,000	43,100	17,300
Payment of offering costs			$ 300	$ 200	204	441	283
Right to receive cash without interest					330
Common stock value					4	3
Deferred offering costs					200	600
Cash flows from operating activities					385,819	228,006	$ 100,878
Accumulated deficit					997,887	$ 564,207
Cash and cash equivalents and available-for-sale investments					$ 1,260,800
Common Stock
Subsidiary Sale Of Stock [Line Items]
Shares issued and sold			4,011,628	2,395,834	2,851,299	4,011,628	2,395,834
Value of shares issued & sold					$ 1
Purchase of Additional Shares			523,255	312,500
Merger Agreement Terminated [Member]
Subsidiary Sale Of Stock [Line Items]
Payments for Merger Related Costs					490,000
Merger Agreement Terminated By Bristol Myers Squibb [Member]
Subsidiary Sale Of Stock [Line Items]
Payments for Merger Related Costs					600,000
Initial Public Offering
Subsidiary Sale Of Stock [Line Items]
Public offering price pre share		$ 161.33	$ 215	$ 120
At-the-Market Offering Program
Subsidiary Sale Of Stock [Line Items]
Proceeds from at the Market Equity Offering					$ 0
At-the-Market Offering Program | Maximum
Subsidiary Sale Of Stock [Line Items]
Common stock value								$ 150,000

Summary of Significant Accoun_3

Summary of Significant Accounting Policies - Additional Information (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2020
Summary Of Significant Accounting Policies [Line Items]
Deferred offering costs	$ 200	$ 600
Lease liability	16,688
Right-of-use lease assets - operating, net	$ 15,090	$ 4,674
ASU 2016-02
Summary Of Significant Accounting Policies [Line Items]
Change in Accounting Principle, Accounting Standards Update, Adopted [true false]		true
ASU 2018-13
Summary Of Significant Accounting Policies [Line Items]
Change in Accounting Principle, Accounting Standards Update, Adopted [true false]		true
Change in Accounting Principle, Accounting Standards Update, Immaterial Effect [true false]			true
ASU 2019-12
Summary Of Significant Accounting Policies [Line Items]
Change in Accounting Principle, Accounting Standards Update, Adopted [true false]		true
Change in Accounting Principle, Accounting Standards Update, Immaterial Effect [true false]			true
ASU 2016-13
Summary Of Significant Accounting Policies [Line Items]
Change in Accounting Principle, Accounting Standards Update, Adopted [true false]		true
Change in Accounting Principle, Accounting Standards Update, Immaterial Effect [true false]		true
ASU 2018-18
Summary Of Significant Accounting Policies [Line Items]
Change in Accounting Principle, Accounting Standards Update, Adopted [true false]		true
Change in Accounting Principle, Accounting Standards Update, Immaterial Effect [true false]		true
Leasehold Improvements
Summary Of Significant Accounting Policies [Line Items]
Estimated useful life of lease hold improvements	shorter of their estimated useful lives or the term of the lease

Property and Equipment, Net - S

Property and Equipment, Net - Summary of Property and Equipment (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 8,530	$ 4,881
Less: accumulated depreciation	(3,106)	(1,680)
Property and equipment, net	5,424	3,201
Leasehold Improvements
Property, Plant and Equipment [Line Items]
Property and equipment, gross	1,376	1,367
Furniture and Fixtures
Property, Plant and Equipment [Line Items]
Property and equipment, gross	1,035	1,020
Computer Equipment
Property, Plant and Equipment [Line Items]
Property and equipment, gross	1,576	999
Office Equipment
Property, Plant and Equipment [Line Items]
Property and equipment, gross	1,046	673
Software
Property, Plant and Equipment [Line Items]
Property and equipment, gross	1,679	596
Assets not yet in service
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 1,818	$ 226

Property and Equipment, Net - A

Property and Equipment, Net - Additional Information (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Property, Plant and Equipment [Line Items]
Depreciation expense	$ 1.7	$ 1.1	$ 0.5

Current Assets and Current Li_3

Current Assets and Current Liabilities - Schedule of Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
Research and development expenses	$ 35,868	$ 25,285
Insurance	1,863	2,472
Other	2,262	1,349
Total prepaid expenses	$ 39,993	$ 29,106

Current Assets and Current Li_4

Current Assets and Current Liabilities - Schedule of Accrued Expenses (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Payables and Accruals [Abstract]
Research and development expenses	$ 16,172	$ 11,962
Payroll and related expenses	15,145	11,950
Professional fees	5,451	2,943
Other	4,841	2,430
Total accrued expenses	$ 41,609	$ 29,285

Current Assets and Current Li_5

Current Assets and Current Liabilities (Additional Information) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Other non-current assets	$ 382	$ 429
Other current assets	12,507	1,562
Refundable fee	3,200
Interest Receivable		700
Accrued payroll taxes	17,100	0
Prepaid Expense, Current	39,993	$ 29,106
Goldfinch Bio [Member]
Other current assets	4,900
Due From Third Party	$ 3,500

Redeemable Convertible Preferre

Redeemable Convertible Preferred Stock - Additional Information (Details) - USD ($) $ in Thousands			12 Months Ended
	Aug. 09, 2022	Mar. 04, 2021	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Temporary Equity [Line Items]
Payments of stock issuance costs	$ 300	$ 200	$ 204	$ 441	$ 283

Stockholders' Equity - Addition

Stockholders' Equity - Additional Information (Details) - USD ($)	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Jul. 02, 2019
Class Of Stock [Line Items]
Preferred stock, shares authorized	10,000,000	10,000,000
Preferred stock, par value	$ 0.0001	$ 0.0001
Preferred stock, shares outstanding	0	0
Treasury Stock Shares	14,304	0
Common stock, shares authorized	150,000,000	150,000,000
Common stock, par value	$ 0.0001	$ 0.0001
Dividends declared	$ 0
Common stock, shares outstanding	38,077,525	34,473,905
Restricted Stock [Member]
Class Of Stock [Line Items]
Restricted Stock Units, Vested	33,325
Initial Public Offering
Class Of Stock [Line Items]
Preferred stock, shares authorized			10,000,000
Preferred stock, par value			$ 0.0001
Preferred stock, shares issued	0

Zai License Agreement - Additio

Zai License Agreement - Additional Information (Details) - USD ($) $ in Thousands		12 Months Ended
	Nov. 08, 2021	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
License and other revenue		$ 654	$ 10,637	$ 36,964
Zai License Agreement [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
License and other revenue			10,600
Transaction price of license agreement	$ 37,000
Initial payment	35,000
Upfront Payment for License Agreement	35,000
Income tax provision Include Foreign Tax Expenses		0		0
Others Revenue		700	100	0
Deferred revenue		0	0
Development and Regulatory Milestone Payments Under License Agreement	80,000	$ 70,000
Sales Milestone Payments Under License Agreement	$ 72,000
Zai License Agreement [Member] | General and Administrative
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Income tax provision Include Foreign Tax Expenses			$ 1,100
Zai License Agreement [Member] | Intellectual Property License Agreement
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
License and other revenue				$ 37,000

Net Loss Per Share - Schedule o

Net Loss Per Share - Schedule of Computation of Basic and Diluted Net Loss Per Share of Common Stock (Details) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Earnings Per Share, Basic [Abstract]
Net Loss	$ (433,680)	$ (276,336)	$ (143,805)
Weighted average common shares outstanding used in computing net loss per share, basic	36,959,049	31,629,013	29,138,915
Weighted average common shares outstanding used in computing net loss per share, diluted	36,959,049	31,629,013	29,138,915
Net loss per share, basic	$ (11.73)	$ (8.74)	$ (4.94)
Net loss per share, diluted	$ (11.73)	$ (8.74)	$ (4.94)

Net Loss Per Share - Schedule_2

Net Loss Per Share - Schedule of Diluted net loss per share (Details) - shares	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive securities excluded from computation of earnings per share, amount	5,555,130	5,570,355	5,323,162
Employee Stock Option [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive securities excluded from computation of earnings per share, amount	5,236,749	5,570,355	5,323,162
Restricted Stock Units (RSUs) [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive securities excluded from computation of earnings per share, amount	318,381	0	0

Net Loss Per Share - Additional

Net Loss Per Share - Additional Information (Details) - shares	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive securities excluded from computation of earnings per share, amount	5,555,130	5,570,355	5,323,162
Employee Stock Option [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive securities excluded from computation of earnings per share, amount	5,236,749	5,570,355	5,323,162

Stock-based Compensation - Addi

Stock-based Compensation - Additional Information (Details) - USD ($) $ / shares in Units, $ in Millions	1 Months Ended	12 Months Ended
	May 30, 2019	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of shares outstanding		5,236,749	5,570,355
Share based compensation arrangement by share based payment award termination date		Jul. 02, 2019
Unrecognized compensation cost		$ 121.2
Unrecognized compensation costs, weighted average recognition period		2 years 7 months 6 days
Weighted-average fair values of options granted		$ 113.15	$ 79.63	$ 71.4
Intrinsic value of options exercised		$ 116.8	$ 106.3	$ 40.5
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition		2 years 7 months 6 days
Restricted Stock Units
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Unrecognized compensation costs, weighted average recognition period		3 years 3 months 18 days
Employee service share based compensation nonvested awards total compensation cost not yet recognized Restricted Stock Units Shares		$ 52.4
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition		3 years 3 months 18 days
2009 Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of shares outstanding		1,850,177
2019 Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Aggregate common shares issuable		1,653,433
Number of shares outstanding		3,386,572
Common stock reserved for future issuance	1,709,832
Automatic increase in stock issuance as percentage on outstanding stock					4%
Stock option and incentive plan expiration month and year	2029-05
Expiration period		10 years
Vesting period		4 years

Stock-based Compensation - Summ

Stock-based Compensation - Summary of Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of Shares, Outstanding, beginning of period	5,570,355
Number of Shares, Granted	707,004
Number of Shares, Exercised	(733,300)
Number of Shares, Forfeited	(304,384)
Number of Shares, Expired	(2,926)
Number of Shares, Outstanding, end of period	5,236,749	5,570,355
Number of Shares, Options vested and expected to vest	5,236,749
Number of Shares, Options exercisable	3,724,615
Weighted-Average Exercise Price Per Share, Outstanding, beginning of period	$ 63.82
Weighted-Average Exercise Price Per Share, Outstanding, Granted	192.92
Weighted-Average Exercise Price Per Share, Outstanding, Exercised	70.07
Weighted-Average Exercise Price Per Share, Outstanding, Forfeited	143.65
Weighted-Average Exercise Price Per Share, Outstanding, Expired	123.93
Weighted-Average Exercise Price Per Share, Outstanding, end of period	75.7	$ 63.82
Weighted-Average Exercise Price Per Share, Options exercisable	42.63
Weighted-Average Exercise Price Per Share, Options vested and expected to vest	$ 75.7
Weighted-Average Remaining Contractual Term, Outstanding (Years)	6 years 6 months	7 years 2 months 12 days
Weighted-Average Exercise Price Per Share, Outstanding, Vested and expected to vest	6 years 6 months
Weighted-Average Remaining Contractual Term, Options exercisable	5 years 7 months 6 days
Aggregate Intrinsic Value, Outstanding	$ 1,261,077	$ 744,097
Aggregate Intrinsic Value, Options vested and expected to vest	1,261,077
Aggregate Intrinsic Value, Options exercisable	$ 1,020,087
Restricted Stock [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of Shares, Outstanding, beginning of period	0
Number of Shares, Granted	371,369
Number of Shares, Vested	(33,325)
Number of Shares, Forfeited	(19,663)
Number of Shares, Outstanding, end of period	318,381	0
Weighted-Average Exercise Price Per Share, Outstanding, beginning of period	$ 0
Weighted-Average Exercise Price Per Share, Outstanding, Granted	194.9
Weighted-Average Exercise Price Per Share, Outstanding, Vested	199.9
Weighted-Average Exercise Price Per Share, Outstanding, Forfeited	190.23
Weighted-Average Exercise Price Per Share, Outstanding, end of period	$ 194.67	$ 0

Stock-based Compensation - Su_2

Stock-based Compensation - Summary of Fair Value of Option Activity Estimated at Date of Grant Using Black-Scholes Model (Details) - $ / shares	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Fair value of options	$ 113.15	$ 79.63	$ 71.4
Expected volatility, minimum	51.53%	56.25%	56.57%
Expected volatility, maximum	56.17%	60.39%	60.21%
Risk-free interest rate, minimum	3.44%	1.47%	0.57%
Risk-free interest rate, maximum	4.71%	4.19%	1.37%
Expected dividend yield	0%	0%	0%
Minimum
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Expected term (in years)	5 years 6 months	5 years 6 months	5 years 6 months
Maximum
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Expected term (in years)	7 years	7 years	7 years

Stock-based Compensation - Su_3

Stock-based Compensation - Summary of Stock-based Compensation Expense (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Total stock based compensation expense	$ 74,599	$ 47,451	$ 29,811
General and Administrative
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Total stock based compensation expense	33,451	26,509	18,175
Research and Development
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Total stock based compensation expense	$ 41,148	$ 20,942	$ 11,636

Fair Value of Financial Asset_3

Fair Value of Financial Assets and Liabilities - Schedule of Fair Value Measurement on Recurring Basis and Indicates the level of Fair Value Hierarchy Utilized (Details) - Recurring - USD ($)	Dec. 31, 2023	Dec. 31, 2022
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Total fair value assets	$ 1,211,901,000	$ 1,097,150,000
Corporate Debt Securities
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Investment securities	23,003,000	63,728,000
Money Market Funds
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Cash equivalents	126,368,000	160,158,000
Certificate of Deposit
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Certificate of deposit	2,033,000
US Treasury Securities
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Investment securities	649,936,000	423,688,000
Commercial Paper
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Cash equivalents	8,543,000	61,277,000
Investment securities	233,279,000	178,111,000
US Government Agencies
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Investment securities	168,739,000	210,188,000
Fair Value, Inputs, Level 1
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Total fair value assets	945,043,000	794,034,000
Fair Value, Inputs, Level 1 | Corporate Debt Securities
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Investment securities	0	0
Fair Value, Inputs, Level 1 | Money Market Funds
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Cash equivalents	126,368,000	160,158,000
Fair Value, Inputs, Level 1 | Certificate of Deposit
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Certificate of deposit	0
Fair Value, Inputs, Level 1 | US Treasury Securities
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Investment securities	649,936,000	423,688,000
Fair Value, Inputs, Level 1 | Commercial Paper
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Cash equivalents	0	0
Investment securities	0	0
Fair Value, Inputs, Level 1 | US Government Agencies
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Investment securities	168,739,000	210,188,000
Fair Value, Inputs, Level 2
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Total fair value assets	266,858,000	303,116,000
Fair Value, Inputs, Level 2 | Corporate Debt Securities
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Investment securities	23,003,000	63,728,000
Fair Value, Inputs, Level 2 | Money Market Funds
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Cash equivalents	0	0
Fair Value, Inputs, Level 2 | Certificate of Deposit
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Certificate of deposit	2,033,000
Fair Value, Inputs, Level 2 | US Treasury Securities
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Investment securities	0	0
Fair Value, Inputs, Level 2 | Commercial Paper
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Cash equivalents	8,543,000	61,277,000
Investment securities	233,279,000	178,111,000
Fair Value, Inputs, Level 2 | US Government Agencies
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Investment securities	0	0
Fair Value, Inputs, Level 3
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Investment securities	0
Total fair value assets		0
Fair Value, Inputs, Level 3 | Corporate Debt Securities
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Investment securities	0	0
Fair Value, Inputs, Level 3 | Money Market Funds
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Cash equivalents	0	0
Fair Value, Inputs, Level 3 | Certificate of Deposit
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Certificate of deposit	0
Fair Value, Inputs, Level 3 | US Treasury Securities
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Investment securities	0	0
Fair Value, Inputs, Level 3 | Commercial Paper
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Cash equivalents	0	0
Investment securities	0	0
Fair Value, Inputs, Level 3 | US Government Agencies
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Investment securities	$ 0	$ 0

Fair Value of Financial Asset_4

Fair Value of Financial Assets and Liabilities - Summary of Estimated Fair Value and Amortized Cost of Available-for-Sale Investments by Contractual Maturity (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Amortized Cost	$ 1,074,746	$ 879,005
Unrealized Gains	1,133	88
Unrealized Losses	(922)	(3,378)
Fair Value	1,074,957	875,715
Corporate Debt Securities
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Due within one year, Amortized cost, Unrealized gains	0	1
Due within one year , Amortized cost, Unrealized losses	(54)	(170)
Due within in one year, Amortized cost	20,088	51,952
Due after one year and less than three years, Amortized Cost	2,980	11,983
Due after one year and less than three years, Unrealized Gains	0	0
Due after one year and less than three years, Unrealized Losses	(11)	(38)
Due in one year or less, Fair value	20,034	51,783
Due after one year and less than three years, Fair Value	2,969	11,945
US Treasury Securities
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Due within one year, Amortized cost, Unrealized gains	245	17
Due within one year , Amortized cost, Unrealized losses	(413)	(2,044)
Due within in one year, Amortized cost	524,402	329,533
Due after one year and less than three years, Amortized Cost	125,126	96,802
Due after one year and less than three years, Unrealized Gains	722	0
Due after one year and less than three years, Unrealized Losses	(146)	(620)
Due in one year or less, Fair value	524,234	327,506
Due after one year and less than three years, Fair Value	125,702	96,182
Commercial Paper
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Due within one year, Amortized cost, Unrealized gains	164	16
Due within one year , Amortized cost, Unrealized losses	(44)	(217)
Fair Value	233,279
Due within in one year, Amortized cost	233,159	178,312
Due in one year or less, Fair value		178,111
US Government Agencies
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Due within one year, Amortized cost, Unrealized gains	2	54
Due within one year , Amortized cost, Unrealized losses	(175)	(108)
Due within in one year, Amortized cost	123,546	178,319
Due after one year and less than three years, Amortized Cost	45,445	32,104
Due after one year and less than three years, Unrealized Gains	0	0
Due after one year and less than three years, Unrealized Losses	(79)	(181)
Due in one year or less, Fair value	123,373	178,265
Due after one year and less than three years, Fair Value	$ 45,366	$ 31,923

Commitments and Contingencies -

Commitments and Contingencies - Additional Information (Details)	1 Months Ended					12 Months Ended
	Jan. 31, 2024 USD ($)	Apr. 30, 2023 USD ($) ft²	Jan. 31, 2023 USD ($)	May 31, 2012 USD ($)	Mar. 31, 2011 USD ($)	Dec. 31, 2023 USD ($) ft² Milestone	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)	Oct. 31, 2023 ft²	Jun. 08, 2023 USD ($)	Jan. 01, 2023
Commitments And Contingencies [Line Items]
Restricted cash						$ 0	$ 261,000
Lease liability						16,688,000
Impairment loss of right-of-use assets						0	0	$ 702,000
Right-of-use lease assets - operating, net						15,090,000	4,674,000
Contingency reserves for litigation						$ 0
PureTech Health
Commitments And Contingencies [Line Items]
Sublicense income								100,000
Intellectual Property License Agreement | Eli Lilly and Company
Commitments And Contingencies [Line Items]
Upfront Payment for License Agreement				$ 100,000
Royalty expiration term				6 years
License agreement term						15 years
Number of milestones reached | Milestone						0
Milestone payments						$ 0
Intellectual Property License Agreement | Eli Lilly and Company | Maximum
Commitments And Contingencies [Line Items]
Contingent milestone payments payable				$ 16,000,000
Commercial milestone payments payable				$ 54,000,000
Patent License | PureTech Health
Commitments And Contingencies [Line Items]
Development and Regulatory Milestone Payments Under License Agreement						8,000,000
Related party deposit liabilities						0	$ 0
Patent License | Maximum | PureTech Health
Commitments And Contingencies [Line Items]
Contingent milestone payments payable					$ 10,000,000
Percentage of royalties payable on income from sublicensee, excluding royalties					25%
Patent License | Minimum | PureTech Health
Commitments And Contingencies [Line Items]
Percentage of royalties payable on income from sublicensee, excluding royalties					15%
GFB Agreement [Member]
Commitments And Contingencies [Line Items]
Development milestone payments			$ 110,000,000
Commercial sales milestones			260,000,000
Upfront payment for asset acquisition						15,000,000
Upfront Payment for License Agreement			15,000,000
Maximum future payments under license agreement						$ 520,000,000
Regulatory milestone payments			$ 150,000,000
GFB Agreement [Member] | Maximum
Commitments And Contingencies [Line Items]
Payments for royalties, percentage											35%
GFB Agreement [Member] | Minimum
Commitments And Contingencies [Line Items]
Payments for royalties, percentage											25%
Boston, Massachusetts | High Street Lease Agreement [Member]
Commitments And Contingencies [Line Items]
Square footage | ft²		50,890
Lease initial term		10 years
Lease base rent		$ 3,500,000
Base rent, first rent due date						Jan. 01, 2025
Tenant improvement allowance						$ 9,200,000
Monthly installment of base rental		$ 300,000
Lease liability										$ 11,400,000
Right-of-use lease assets - operating, net										$ 11,700,000
Boston, Massachusetts | High Street Temporary Lease Agreement [Member]
Commitments And Contingencies [Line Items]
Square footage | ft²									24,353
Years Ended December 31, 2024 [Member] | Boston, Massachusetts | High Street Lease Agreement [Member]
Commitments And Contingencies [Line Items]
Lease incentive receivables						9,200,000
Office Space
Commitments And Contingencies [Line Items]
Impairment loss of right-of-use assets								$ 700,000
Right-of-use lease assets - operating, net						1,300,000
Right of use assets, gross						2,000,000
Office Space | High Street Lease Agreement [Member]
Commitments And Contingencies [Line Items]
Security deposit						$ 2,000,000
Office Space | Boston, Massachusetts
Commitments And Contingencies [Line Items]
Sublease area of office space | ft²						25,445
Sublease commencement date						Apr. 01, 2021
Sublease expiring date						Dec. 31, 2025
Annualized base rent payments						$ 1,500,000
Increase in annualized rent payments						$ 1,600,000
Office Space | Boston, Massachusetts | High Street Temporary Lease Agreement [Member]
Commitments And Contingencies [Line Items]
Lease commencement date						Nov. 01, 2023
Lease expiration date						Dec. 31, 2024
Annualized base rent payments						$ 700,000
Office Space | Subsequent Events | Boston, Massachusetts | High Street Temporary Lease Agreement [Member]
Commitments And Contingencies [Line Items]
Annualized base rent payments	$ 1,300,000
Remaining lease payments	$ 1,300,000

Commitments and Contingencies_2

Commitments and Contingencies - Components of Lease Cost (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Lease Cost
Operating lease cost	$ 3,920	$ 2,150	$ 1,829
Sublease income	(588)	(580)	(254)
Total lease cost	3,332	1,570	1,575
Cash paid for amounts included in the measurement of lease liabilities	2,976	2,547	1,618
Operating lease liabilities arising from obtaining right-of-use assets	$ 13,319	$ 0	$ 6,040
Weighted-average remaining lease term	8 years 6 months 10 days	2 years 7 months 24 days	3 years 6 months
Weighted-average discount rate	10.54%	5.87%	5.90%

Commitments and Contingencies_3

Commitments and Contingencies - Schedule of Maturity Analysis of Annual Undiscounted Cash Flows of Operating Lease Liabilities and Reconciliation to Present Value of Lease Liabilities (Details) $ in Thousands	Dec. 31, 2023 USD ($)
Commitments and Contingencies Disclosure [Abstract]
December 31, 2024	$ 3,044
December 31, 2025	4,818
December 31, 2026	3,591
December 31, 2027	3,698
December 31, 2028	3,809
Thereafter	25,379
Total future minimum lease payments	44,339
Less lease incentive	(9,184)
Less imputed interest	(18,467)
Present value of lease liabilities	$ 16,688

Income Taxes - Additional Infor

Income Taxes - Additional Information (Details) - USD ($)		12 Months Ended
	Mar. 27, 2020	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021	Jul. 02, 2019	Aug. 01, 2018
Income tax expense		$ 670,000	$ 1,418,000	$ 6,000
Valuation allowance increase related to current year operating loss and tax credits		$ 147,300,000
Period of cumulative changes in ownership interests		3 years
Unrecognized tax benefits		$ 0
Unrecognized tax benefits, income tax penalties and interest accrued		0
Domestic Tax Authority
Net operating loss carryforwards		573,300,000
Future offset taxable due		$ 56,500,000
Domestic Tax Authority | CARES Act
Net operating loss carryback period	5 years
Percentage of taxable income removed as limitation for net operating loss deductions	80%
Changes in net operating loss as per enactment		On March 27, 2020, the Coronavirus Aid, Relief and Economic Security (“CARES”) Act was enacted and signed into law. Among other things, the CARES Act allows for a five-year carryback of Federal net operating losses generated in tax years beginning in 2018, 2019, or 2020 and removes the 80% taxable income limitation for net operating loss deductions for tax years beginning before January 1, 2021. The Company has evaluated the income tax ramifications of the CARES Act and has determined that there is no material impact to its overall income tax position.
Domestic Tax Authority | Research Tax Credit Carryforward
Research credits carryforwards		$ 56,600,000
Domestic Tax Authority | Begin to expire in 2029
Net operating loss carryforwards		9,800,000
Domestic Tax Authority | Indefinite Carryforward
Net operating loss carryforwards		563,500,000
State and Local Jurisdiction
Future offset taxable due		8,600,000
State and Local Jurisdiction | Research Tax Credit Carryforward
Research credits carryforwards		$ 8,600,000
Research credits carryforwards, expiration year		2031
State and Local Jurisdiction | Begin to expire in 2030
Net operating loss carryforwards		$ 466,500,000
PureTech Health
Percentage of outstanding shares, no longer held					50%	80%
PureTech Health | Domestic Tax Authority
Future offset taxable income		572,800,000
PureTech Health | State and Local Jurisdiction
Future offset taxable income		$ 444,300,000
Maximum
Income tax expense				$ 100,000
Minimum
Ownership interest of significant shareholders		50%

Income Taxes - Schedule of Reco

Income Taxes - Schedule of Reconciliation of Effective Tax Rate and Federal Statutory Tax Rate (Details)	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Income Tax Disclosure [Abstract]
Statutory tax rate	21%	21%	21%
State taxes, net of federal benefit	4.90%	7.30%	5.30%
Share-based compensation	3.70%	5.60%	3.60%
Foreign withholding tax	0%	(0.30%)	0%
Tax credits	5%	8.20%	5.20%
Change in valuation allowance	(34.00%)	(42.20%)	(35.10%)
Other	(0.70%)	(0.10%)	0%
Effective Income tax rate	(0.20%)	(0.50%)	0%

Income Taxes - Schedule of Defe

Income Taxes - Schedule of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Deferred tax assets
Operating tax losses	$ 149,855	$ 105,911
Capitalized research and development expenses	124,697	59,654
Tax Credit Carryforwards	63,377	38,840
Share-based compensation	25,535	18,457
Accrued expenses	5,640	2,745
Lease liability	4,154	1,371
Charitable contributions	182	188
Depreciation and amortization	3,569	10
Deferred tax assets	377,009	227,176
Valuation allowance	(373,253)	(225,973)
Deferred tax liabilities:
ROU assets	(3,756)	(1,203)
Deferred tax liabilities	(3,756)	(1,203)
Net Deferred Tax Asset / (Liability)	$ 0	$ 0

401(k) Savings Plan - Additiona

401(k) Savings Plan - Additional Information (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Defined Benefit Plan Disclosure [Line Items]
Defined contribution plan, plan name	401(k)
Total contribution expense	$ 2	$ 1	$ 0.5

Subsequent Events (Additional I

Subsequent Events (Additional Information) (Details) - GFB Agreement [Member] - USD ($) $ in Millions	1 Months Ended	12 Months Ended
	Jan. 31, 2023	Dec. 31, 2023	Jan. 01, 2023
Subsequent Event [Line Items]
Upfront Payment for License Agreement	$ 15
Maximum future payments under license agreement		$ 520
Development milestone payments	110
Regulatory milestone payments	150
Commercial sales milestones	$ 260
Minimum [Member]
Subsequent Event [Line Items]
Royalties paid, percentage			25%
Maximum [Member]
Subsequent Event [Line Items]
Royalties paid, percentage			35%