Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2022 | May 04, 2022 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity Interactive Data Current | Yes | |
Document Period End Date | Mar. 31, 2022 | |
Document Fiscal Year Focus | 2022 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Period Focus | Q1 | |
Entity Registrant Name | PHATHOM PHARMACEUTICALS, INC. | |
Entity Central Index Key | 0001783183 | |
Entity Tax Identification Number | 82-4151574 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity File Number | 001-39094 | |
Entity Shell Company | false | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | true | |
Entity Small Business | true | |
Entity Incorporation, State or Country Code | DE | |
Entity Address, Address Line One | 100 Campus Drive | |
Entity Address, Address Line Two | Suite 102 | |
Entity Address, City or Town | Florham Park | |
Entity Address, State or Province | NJ | |
Entity Address, Postal Zip Code | 07932 | |
City Area Code | 877 | |
Local Phone Number | 742-8466 | |
Entity Common Stock, Shares Outstanding | 39,072,027 | |
Title of 12(b) Security | Common Stock, $0.0001 par value per share | |
Trading Symbol | PHAT | |
Security Exchange Name | NASDAQ |
Balance Sheets (Unaudited)
Balance Sheets (Unaudited) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 138,090 | $ 183,259 |
Prepaid expenses and other current assets | 7,651 | 3,267 |
Total current assets | 145,741 | 186,526 |
Property, plant and equipment, net | 708 | 650 |
Operating lease right-of-use assets | 1,795 | 1,914 |
Other long-term assets | 805 | 341 |
Total assets | 149,049 | 189,431 |
Current liabilities: | ||
Accounts payable (including related party amounts of $82 and $1,343, respectively) | 2,858 | 5,150 |
Accrued clinical trial expenses | 1,402 | |
Accrued expenses (including related party amounts of $872 and $2,330, respectively) | 7,565 | 11,405 |
Accrued interest | 481 | 477 |
Operating lease liabilities, current | 490 | 487 |
Total current liabilities | 11,394 | 18,921 |
Long-term debt, net of discount | 91,037 | 89,671 |
Operating lease liabilities | 1,083 | 1,183 |
Other long-term liabilities | 7,500 | 7,500 |
Total liabilities | 111,014 | 117,275 |
Commitments and contingencies (Note 4) | ||
Stockholders’ equity: | ||
Preferred stock, $0.0001 par value; authorized shares - 40,000,000; no shares issued and outstanding at March 31, 2022 and December 31, 2021 | ||
Common stock, $0.0001 par value; authorized shares - 400,000,000; issued shares - 39,072,046 and 31,656,035 at March 31, 2022 and December 31, 2021, respectively; outstanding shares - 38,149,813 and 30,511,226 at March 31, 2022 and December 31, 2021, respectively | 3 | 3 |
Treasury stock - 19 and 1 at March 31, 2022 and December 31, 2021, respectively | ||
Additional paid-in capital | 608,067 | 601,523 |
Accumulated deficit | (570,035) | (529,370) |
Total stockholders’ equity | 38,035 | 72,156 |
Total liabilities and stockholders’ equity | $ 149,049 | $ 189,431 |
Balance Sheets (Unaudited) (Par
Balance Sheets (Unaudited) (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Statement Of Financial Position [Abstract] | ||
Accounts payable, related parties | $ 82 | $ 1,343 |
Accrued expenses, related parties | $ 872 | $ 2,330 |
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, authorized shares | 40,000,000 | 40,000,000 |
Preferred stock, issued shares | 0 | 0 |
Preferred stock, outstanding shares | 0 | 0 |
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, authorized shares | 400,000,000 | 400,000,000 |
Common stock, issued shares | 39,072,046 | 31,656,035 |
Common stock, outstanding shares | 38,149,813 | 30,511,226 |
Treasury stock, shares | 19 | 1 |
Statements of Operations and Co
Statements of Operations and Comprehensive Loss (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Operating expenses: | ||
Research and development (includes related party amounts of $1,430 and $939 respectively) | $ 17,660 | $ 20,580 |
General and administrative (includes related party amounts of $0 and $16, respectively) | 20,246 | 13,004 |
Total operating expenses | 37,906 | 33,584 |
Loss from operations | (37,906) | (33,584) |
Other income (expense): | ||
Interest income | 7 | 14 |
Interest expense | (2,759) | (1,272) |
Other (expense) | (7) | (1) |
Total other (expense) | (2,759) | (1,259) |
Net loss and comprehensive loss | $ (40,665) | $ (34,843) |
Net loss per share, basic and diluted | $ (1.07) | $ (0.96) |
Weighted-average shares of common stock outstanding, basic and diluted | 38,036,960 | 36,298,968 |
Statements of Operations and _2
Statements of Operations and Comprehensive Loss (Unaudited) (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Income Statement [Abstract] | ||
Research and development expenses, related party | $ 1,430 | $ 939 |
General and administrative expenses, related party | $ 0 | $ 16 |
Statements of Stockholders' Equ
Statements of Stockholders' Equity (Unaudited) - USD ($) $ in Thousands | Total | Common Stock | Treasury Stock | Additional Paid-in Capital | Accumulated Deficit |
Beginning balance at Dec. 31, 2020 | $ 194,271 | $ 3 | $ 579,755 | $ (385,487) | |
Beginning balance, shares at Dec. 31, 2020 | 28,516,010 | ||||
Issuance of common stock from exercise of stock options | 412 | 412 | |||
Issuance of common stock from exercise of stock options, shares | 36,998 | ||||
401(k) matching contribution | 323 | 323 | |||
401(k) matching contribution, shares | 8,356 | ||||
Vesting of restricted shares, shares | 301,656 | ||||
Stock-based compensation | 3,818 | 3,818 | |||
ESPP shares issued | 358 | 358 | |||
ESPP shares issued, shares | 13,490 | ||||
Net loss | (34,843) | (34,843) | |||
Ending balance at Mar. 31, 2021 | 164,339 | $ 3 | 584,666 | (420,330) | |
Ending balance, shares at Mar. 31, 2021 | 28,876,510 | ||||
Beginning balance at Dec. 31, 2021 | $ 72,156 | $ 3 | 601,523 | (529,370) | |
Beginning balance, shares at Dec. 31, 2021 | 30,511,226 | 30,511,226 | 1 | ||
Cashless exercise of common stock warrants, shares | 7,359,285 | 18 | |||
401(k) matching contribution | $ 254 | 254 | |||
401(k) matching contribution, shares | 16,756 | ||||
Vesting of restricted shares, shares | 222,595 | ||||
Stock-based compensation | 5,775 | 5,775 | |||
ESPP shares issued | 515 | 515 | |||
ESPP shares issued, shares | 39,951 | ||||
Net loss | (40,665) | (40,665) | |||
Ending balance at Mar. 31, 2022 | $ 38,035 | $ 3 | $ 608,067 | $ (570,035) | |
Ending balance, shares at Mar. 31, 2022 | 38,149,813 | 38,149,813 | 19 |
Statements of Cash Flows (Unaud
Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Cash flows from operating activities | ||
Net loss | $ (40,665) | $ (34,843) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 128 | 125 |
Stock-based compensation | 5,775 | 3,818 |
Issuance of PIK interest debt | 848 | |
Amortization of debt discount | 518 | 364 |
Other | 591 | 357 |
Changes in operating assets and liabilities: | ||
Prepaid expenses and other current assets (includes the change in related party amounts of $0, and $82, respectively) | (4,384) | (965) |
Accounts payable and accrued expenses (includes the change in related party amounts of $2,719, and $428, respectively) | (6,073) | (9,516) |
Accrued clinical trial expenses | (1,402) | (9,129) |
Accrued interest | 4 | 0 |
Operating right-of-use asset and lease liabilities | 22 | 25 |
Other long-term assets | (464) | (1) |
Net cash used in operating activities | (45,102) | (49,765) |
Cash flows from investing activities | ||
Cash paid for property, plant and equipment | (67) | (169) |
Net cash used in investing activities | (67) | (169) |
Cash flows from financing activities | ||
Proceeds from issuance of common stock from exercise of stock options | 412 | |
Net cash provided by financing activities | 412 | |
Net (decrease) in cash and cash equivalents | (45,169) | (49,522) |
Cash and cash equivalents – beginning of period | 183,259 | 287,496 |
Cash and cash equivalents – end of period | 138,090 | 237,974 |
Supplemental disclosure of cash flow information | ||
Interest paid | 1,388 | 906 |
Supplemental disclosure of noncash investing and financing activities | ||
Property and equipment purchases included in accounts payable and accrued liabilities | 120 | 21 |
Settlement of ESPP liability in common stock | 515 | 358 |
Settlement of 401(k) liability in common stock | $ 254 | $ 323 |
Statements of Cash Flows (Una_2
Statements of Cash Flows (Unaudited) (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Statement Of Cash Flows [Abstract] | ||
Related parties prepaid expenses and other assets current | $ 0 | $ 82 |
Related parties accounts payable and accrued expenses | $ 2,719 | $ 428 |
Organization, Basis of Presenta
Organization, Basis of Presentation and Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2022 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Organization, Basis of Presentation and Summary of Significant Accounting Policies | 1. Organization, Basis of Presentation and Summary of Significant Accounting Policies Organization and Basis of Presentation Phathom Pharmaceuticals, Inc., or the Company or Phathom, was incorporated in the state of Delaware in January 2018. The Company is a biopharmaceutical company focused on developing and commercializing novel treatments for gastrointestinal diseases. The Company’s financial statements are prepared in accordance with U.S. generally accepted accounting principles, or GAAP. Liquidity and Capital Resources From inception to March 31, 2022, the Company has devoted substantially all of its efforts to organizing and staffing the Company, business planning, raising capital, in-licensing its initial product candidate, vonoprazan, meeting with regulatory authorities, managing the clinical trials of vonoprazan, and providing other general and administrative support for these operations. The Company has a limited operating history, has never generated any revenue, and the sales and income potential of its business is unproven. The Company has incurred net losses and negative cash flows from operating activities since its inception and expects to continue to incur additional net losses in the future as it continues to develop and prepares for commercialization of vonoprazan. From inception to March 31, 2022, the Company has funded its operations through the issuance of convertible promissory notes, commercial bank debt, the sale of 10,997,630 shares of common stock for net proceeds of approximately $ 191.5 million in its 2019 IPO, and the sale of 2,250,000 shares of common stock for net proceeds of approximately $ 88.6 million in its December 2020 follow-on public offering. The accompanying financial statements have been prepared assuming the Company will continue as a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business, and do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or amounts and classification of liabilities in accordance with GAAP. Management is required to perform a two-step analysis over the Company’s ability to continue as a going concern. Management must first evaluate whether there are conditions and events that raise substantial doubt about the Company’s ability to continue as a going concern (Step 1). If management concludes that substantial doubt is raised, management is also required to consider whether its plans alleviate that doubt (Step 2). Management believes that it has sufficient working capital on hand to fund operations through at least the next twelve months from the date these financial statements were issued. There can be no assurance that the Company will be successful in acquiring additional funding, if needed, that the Company’s projections of its future working capital needs will prove accurate, or that any additional funding would be sufficient to continue operations in future years. Use of Estimates The preparation of the Company’s financial statements requires it to make estimates and assumptions that impact the reported amounts of assets, liabilities and expenses and the disclosure of contingent assets and liabilities in the Company’s financial statements and accompanying notes. The most significant estimates in the Company’s financial statements relate to accruals for research and development expenses and the valuation of various equity instruments. Although these estimates are based on the Company’s knowledge of current events and actions it may undertake in the future, actual results could differ materially from those estimates and assumptions. Fair Value Measurements The accounting guidance defines fair value, establishes a consistent framework for measuring fair value and expands disclosure for each major asset and liability category measured at fair value on either a recurring or non-recurring basis. Fair value is defined as an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, the accounting guidance establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows: Level 1: Observable inputs such as quoted prices in active markets. Level 2: Inputs, other than the quoted prices in active markets that are observable either directly or indirectly. Level 3: Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. The carrying amounts of the Company’s financial instruments, including cash and cash equivalents, are classified within the Level 1 designation discussed above, while prepaid and other current assets, accounts payable, and accrued liabilities, approximate fair value due to their short maturities. The Company has no financial assets measured at fair value on a recurring basis. None of the Company’s non-financial assets or liabilities are recorded at fair value on a no n-recurring basis. No transfers between levels have occurred during the periods presented. Cash and Cash Equivalents The Company considers all highly liquid investments with original maturities of three months or less when purchased to be cash equivalents. Cash and cash equivalents include cash in readily available checking accounts and money market funds. Concentrations of Credit Risk Financial instruments that potentially subject the Company to significant concentrations of credit risk consist primarily of cash and cash equivalents. The Company maintains deposits in federally insured financial institutions in excess of federally insured limits. The Company has not experienced any losses in such accounts and management believes that the Company is not exposed to significant credit risk due to the financial position of the depository institutions in which those deposits are held. Property, Plant, and Equipment, Net Property, plant and equipment are recorded at cost, less accumulated depreciation. Depreciation expense is recognized using the straight-line method over the useful life of the asset. Computer equipment and related software are depreciated over two to three years . Furniture and fixtures are depreciated over three years . Leasehold improvements are amortized over the lesser of the lease term or the estimated useful lives of the related assets. Expenditures for repairs and maintenance of assets are charged to expense as incurred. Upon retirement or sale, the cost and related accumulated depreciation of assets disposed of are removed from the accounts and any resulting gain or loss is included in loss from operations. Impairment of Long-Lived Assets T he Company reviews long-lived assets, including property, plant and equipment, for impairment whenever events or changes in business circumstances indicate that the carrying amount of the assets may not be fully recoverable. An impairment loss would be recognized when estimated undiscounted future cash flows expected to result from the use of the asset and its eventual disposition are less than the carrying amount. The impairment loss, if recognized, would be based on the excess of the carrying value of the impaired asset over its respective fair value. No impairment losses have been recorded through March 31, 2022. Leases At the inception of a contractual arrangement, the Company determines whether the contract contains a lease by assessing whether there is an identified asset and whether the contract conveys the right to control the use of the identified asset in exchange for consideration over a period of time. If both criteria are met, the Company records the associated lease liability and corresponding right-of-use asset upon commencement of the lease using the implicit rate or a discount rate based on a credit-adjusted secured borrowing rate commensurate with the term of the lease. The Company additionally evaluates leases at their inception to determine if they are to be accounted for as an operating lease or a finance lease. A lease is accounted for as a finance lease if it meets one of the following five criteria: the lease has a purchase option that is reasonably certain of being exercised, the present value of the future cash flows is substantially all of the fair market value of the underlying asset, the lease term is for a significant portion of the remaining economic life of the underlying asset, the title to the underlying asset transfers at the end of the lease term, or if the underlying asset is of such a specialized nature that it is expected to have no alternative uses to the lessor at the end of the term. Leases that do not meet the finance lease criteria are accounted for as an operating lease. Operating lease assets represent a right to use an underlying asset for the lease term and operating lease liabilities represent an obligation to make lease payments arising from the lease. Operating lease liabilities with a term greater than one year and their corresponding right-of-use assets are recognized on the balance sheet at the commencement date of the lease based on the present value of lease payments over the expected lease term. Certain adjustments to the right-of-use asset may be required for items such as initial direct costs paid or incentives received. As the Company’s leases do not typically provide an implicit rate, the Company utilizes the appropriate incremental borrowing rate, determined as the rate of interest that the Company would have to pay to borrow on a collateralized basis over a similar term and in a similar economic environment. Lease cost is recognized on a straight-line basis over the lease term and variable lease payments are recognized as operating expenses in the period in which the obligation for those payments is incurred. Variable lease payments primarily include common area maintenance, utilities, real estate taxes, insurance, and other operating costs that are passed on from the lessor in proportion to the space leased by the Company. The Company has elected the practical expedient to not separate between lease and non-lease components. In addition, the Company elected the short-term lease exception for leases with an initial term of one year or less. Consequently, such leases are not recorded on the Company's balance sheets. Research and Development Expenses and Accruals All research and development costs are expensed in the period incurred and consist primarily of salaries, payroll taxes, employee benefits, stock-based compensation charges for those individuals involved in research and development efforts, external research and development costs incurred under agreements with contract research organizations and consultants to conduct and support the Company’s ongoing clinical trials of vonoprazan, and costs related to manufacturing vonoprazan for clinical trials. The Company has entered into various research and development contracts with clinical research organizations, clinical manufacturing organizations and other companies. Payments for these activities are based on the terms of the individual agreements, which may differ from the pattern of costs incurred, and payments made in advance of or after performance are reflected in the accompanying balance sheets as prepaid expenses or accrued liabilities, respectively. The Company records accruals for estimated costs incurred for ongoing research and development activities. When evaluating the adequacy of the accrued liabilities, the Company analyzes progress of the services, 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. In-Process Research and Development The Company evaluates whether acquired intangible assets are a business under applicable accounting standards. Additionally, the Company evaluates whether the acquired assets have a future alternative use. Intangible assets that do not have future alternative use are considered acquired in-process research and development. When the acquired in-process research and development assets are not part of a business combination, the value of the consideration paid is expensed on the acquisition date. Future costs to develop these assets are recorded to research and development expense as they are incurred. General and Administrative Expenses General and administrative expenses consist of salaries, stock-based compensation, facilities and third-party expenses. General and administrative expenses are associated with the activities of the executive, finance, accounting, information technology, legal, medical affairs and human resource functions. Stock-Based Compensation Stock-based compensation expense represents the cost of the grant date fair value of equity awards recognized over the requisite service period of the awards (generally the vesting period) on a straight-line basis with forfeitures recognized as they occur. The Company also maintains an employee stock purchase program, or ESPP, under which it may issue shares. The Company estimates the fair value shares that will be issued under the ESPP, and of stock options using the Black-Scholes valuation model, which requires the use of estimates. The Company recognizes stock-based compensation cost for shares that it will issue under the ESPP on a straight-line basis over the requisite service period of the award . Income Taxes The Company accounts for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements. Under this method, deferred tax assets and liabilities are determined on the basis of the differences between the financial statements and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in the statement of operations in the period that includes the enactment date. The Company recognizes net deferred tax assets to the extent that the Company believes these assets are more likely than not to be realized. In making such a determination, management considers all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax-planning strategies, and results of recent operations. If management determines that the Company would be able to realize its deferred tax assets in the future in excess of their net recorded amount, management would make an adjustment to the deferred tax asset valuation allowance, which would reduce the provision for income taxes. The Company records uncertain tax positions on the basis of a two-step process whereby (i) management determines whether it is more likely than not that the tax positions will be sustained on the basis of the technical merits of the position and (ii) for those tax positions that meet the more-likely-than-not recognition threshold, management recognizes the largest amount of tax benefit that is more than 50 percent likely to be realized upon ultimate settlement with the related tax authority. The Company recognizes interest and penalties related to unrecognized tax benefits within income tax expense. Any accrued interest and penalties are included within the related tax liability. Beginning in 2022, the Tax Cuts and Jobs Act, or TCJA, eliminates the option to deduct research and development expenditures currently and requires taxpayers to amortize domestic and foreign research and development expenditures over 5 years and 15 years , respectively. The requirement did not impact cash from operations in the current period. Comprehensive Loss Comprehensive loss is defined as a change in equity during a period from transactions and other events and circumstances from non-owner sources. The Company’s comprehensive loss was the same as its reported net loss for all periods presented. Segment Reporting Operating segments are identified as components of an enterprise about which separate discrete financial information is available for evaluation by the chief operating decision maker in making decisions on how to allocate resources and assess performance. The Company views its operations and manages its business as one operating segment. Net Loss Per Share Basic net loss per share is computed by dividing the net loss by the weighted-average number of common shares outstanding for the period, without consideration for potentially dilutive securities. The Company included 7,588,000 shares of common stock under its warrant (the “Takeda Warrant”) issued to Takeda Pharmaceutical Company Limited (“Takeda”) in connection with a May 2019 license agreement (see Note 4) in the calculation of basic weighted-average common shares outstanding from the time it became exercisable at the Company’s IPO until its exercise because the Takeda Warrant was exercisable for little consideration. As of March 31, 2022, all Takeda Warrants has been exercised and no Takeda Warrants remain exercisable. For the three months ended March 31, 2022 and 2021, the Company has excluded weighted-average unvested shares of 1,022,885 and 2,582,666 , respectively, from the weighted-average number of common shares outstanding. D iluted net loss per share is computed by dividing the net loss by the weighted-average number of common shares and dilutive common stock equivalents outstanding for the period determined using the treasury-stock and if-converted methods. Dilutive common stock equivalents are comprised of unvested common stock, options and warrants. For the periods presented, there is no difference in the number of shares used to calculate basic and diluted shares outstanding as inclusion of the potentially dilutive securities (warrants, stock options, and common shares subject to repurchase) would be antidilutive . Recently Adopted Accounting Standards There were no recently adopted accounting standards which would have a material impact on the Company's financial statements. Recently Issued Accounting Pronouncements The Company assesses the adoption impacts of recently issued accounting standards by the Financial Accounting Standards Board or other standard setting bodies on the Company's financial statements as well as material updates to previous assessments, if any, from the Company’s Annual Report on Form 10-K for the year ended December 31, 2021. There were no new material accounting standards issued in the first quarter of 2022 that impacted the Company. |
Balance Sheet Details
Balance Sheet Details | 3 Months Ended |
Mar. 31, 2022 | |
Balance Sheet Related Disclosures [Abstract] | |
Balance Sheet Details | 2. Balance Sheet Details Property, Plant and Equipment, net Property, plant and equipment, net, consist of the following (in thousands): March 31, December 31, 2022 2021 Computer equipment and software $ 703 $ 646 Furniture and fixtures 900 780 Leasehold improvements 85 76 1,688 1,502 Less: accumulated depreciation and amortization ( 980 ) ( 852 ) Total property, plant and equipment, net $ 708 $ 650 Depreciation expense for the three months ended March 31, 2022 and 2021 was approximately $ 128,000 and $ 125,000 , respectively. No property, plant or equipment was disposed of during the three months ended March 31, 2022 or the year ended December 31, 2021. Accrued Expenses Accrued expenses consist of the following (in thousands): March 31, December 31, 2022 2021 Accrued research and development expenses $ 2,845 $ 3,165 Accrued compensation expenses 2,594 6,344 Accrued professional & consulting expenses 2,067 1,855 Accrued other 59 41 Total accrued expenses $ 7,565 $ 11,405 |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Mar. 31, 2022 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 3. Related Party Transactions Frazier is a principal stockholder of the Company. The Company has conducted operations within office space controlled by Frazier and Frazier allocated a portion of the costs associated with this office space to the Company. In addition, Frazier paid for various goods and services, such as employee wages, insurance and expense reimbursements and various administrative services associated with the operations of the Company and charged the Company for those expenses. As of March 31, 2022 and December 31, 2021 the Company had outstanding accounts payable and accrued expenses due to Frazier in the amount of $ 0 , related to these shared operating expenses. For the three months ended March 31, 2022 and 2021, the Company incurred $ 0 and $ 16,000 , respectively, of shared operating expenses. Frazier is a principal stockholder in PCI Pharma Services (“PCI”). In the third quarter of 2019, the Company engaged PCI for clinical manufacturing services. As of March 31, 2022 and December 31, 2021, the Company had $ 0.1 million and $ 1.7 million, respectively, outstanding accounts payable and accrued expenses related to these manufacturing services. For the three months ended March 31, 2022 and 2021, the Company incurred $ 0.3 million and $ 0.9 million, respectively, of expenses related to services performed by PCI. Takeda became a common stockholder of the Company in connection with the May 2019 license agreement (see Note 4). In conjunction with this license, Takeda provides proprietary supplies for the Company’s ongoing clinical development of vonoprazan in addition to the exclusive license for the commercialization of vonoprazan in the United States, Canada and Europe. On May 5, 2020, the Company entered into a Commercial Supply Agreement, or the Commercial Supply Agreement, with Takeda, pursuant to which Takeda will supply commercial quantities of vonoprazan bulk drug product or drug substance. Pursuant to the Commercial Supply Agreement, Takeda has agreed to supply the Company with, and the Company has agreed to purchase from Takeda, certain quantities of vonoprazan bulk drug product according to approved specifications at a fixed price per batch of bulk drug product in order to commercialize vonoprazan in accordance with the Takeda License. Unless terminated earlier, the term of the Commercial Supply Agreement extends for a period of two years from the date the Company places an order for bulk drug product or drug substance for the first commercial launch of vonoprazan in any jurisdiction in the licensed territory, provided that this two-year period will expire no later than December 31, 2023. The Commercial Supply Agreement will terminate immediately upon the termination of the Takeda License in accordance with its terms. In connection with the Takeda License, the Company entered into a temporary services agreement, or the Temporary Services Agreement, with Takeda on November 24, 2020. Pursuant to the Temporary Services Agreement, Takeda agreed to provide or procure the provision of services related to the ongoing clinical development of vonoprazan. The Temporary Services Agreement will terminate immediately upon termination of the Takeda License in accordance with its terms. As of March 31, 2022 and December 31, 2021, the Company had $ 0.9 mil lion, in outstanding accounts payable and accrued expenses related to these agreements. For the three months ended March 31, 2022 and 2021, the Company incurred $ 1.1 million and $ 0 million, respectively, of expenses related to these agreements. The Company has no remaining minimum purchase obligation related to these agreements. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2022 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 4. Commitments and Contingencies License Agreement On May 7, 2019, the Company entered into a license agreement with Takeda pursuant to which it was granted an exclusive license to commercialize vonoprazan fumarate in the United States, Canada and Europe, or, the Takeda License. The Company also has the right to sublicense its rights under the agreement, subject to certain conditions. The agreement will remain in effect, on a country-by-country and product-by-product basis, until the later of (i) the expiration of the last to expire valid patent claim covering vonoprazan fumarate alone or in combination with at least one other therapeutically active ingredient, (ii) the expiration of the applicable regulatory exclusivity and (iii) 15 years from the date of first commercial sale, unless earlier terminated. The Company may terminate the Takeda License upon six months’ written notice. The Company and Takeda may terminate the Takeda License in the case of the other party’s insolvency or material uncured breach. Takeda may terminate the Takeda License if the Company challenges, or assists in challenging, licensed patents. In consideration of the Takeda License, the Company (i) paid Takeda $ 25.0 million in cash, (ii) issued Takeda 1,084,000 shares of its common stock at a fair value of $ 5.9 million, (iii) issued the Takeda Warrant to purchase 7,588,000 shares of its common stock at an exercise price of $ 0.00004613 per share at an initial fair value of $ 47.9 million, and (iv) issued a right to receive an additional common stock warrant, or, the Takeda Warrant Right, should Takeda’s fully-diluted ownership of the Company represent less than a certain specified percentage of the fully-diluted capitalization, including shares issuable upon conversion of then outstanding convertible promissory notes, calculated immediately before the closing of the Company’s IPO, with a nominal initial fair value due to the low probability of issuance. The Takeda Warrant Right expired without effect since no fair value had been allocated to it upon completion of the IPO, and no additional warrant was issued. In addition, the Company is obligated to pay Takeda up to an aggregate of $ 250.0 million in sales milestones upon the achievement of specified levels of product sales, and a low double-digit royalty rate on aggregate net sales of licensed products, subject to certain adjustments. The Takeda Warrant has an exercise price of $ 0.00004613 per share, expires on May 7, 2029 and became exercisable upon the consummation of the IPO. As of March 31, 2022, all Takeda Warrants have been exercised. Purchase Commitments In December 2020, the Company entered into a supply agreement with Sandoz pursuant to which Sandoz will supply commercial quantities of amoxicillin capsules and clarithromycin tablets, package these antibiotics with vonoprazan, and provide in finished convenience packs. The supply agreement commits the Company to a minimum purchase obligation of approximately $ 3.8 million in the first 24-month period following the launch of the final product. The Company has no t incurred any expenses under the agreement during the three months ended March 31, 2022 and 2021. Contingencies In the event the Company becomes subject to claims or suits arising in the ordinary course of business, the Company would accrue a liability for such matters when it is probable that future expenditures will be made and such expenditures can be reasonably estimated. |
Lease Commitments
Lease Commitments | 3 Months Ended |
Mar. 31, 2022 | |
Leases [Abstract] | |
Lease Commitments | 5. Lease Commitments As of March 31, 2022, the Company had operating leases for office space in both Buffalo Grove, Illinois and Florham Park, New Jersey, with remaining lease terms of 3.1 years and 3.4 years, respectively. Both operating leases contain an option to extend the term for one additional five year period , which was not considered in the determination of the right-of-use asset or lease liability as the Company did not consider it reasonably certain that it would exercise such options. The total rent expense for the three months ended March 31, 2022 and 2021 was approximately $ 0.2 million. The following table summarizes supplemental balance sheet information related to the operating leases (in thousands): March 31, December 31, 2022 2021 Assets: Operating lease right-of-use assets 1,795 1,914 Total right-of-use assets $ 1,795 $ 1,914 Liabilities: Operating lease liabilities, current 490 487 Operating lease liabilities, non-current 1,083 1,183 Total operating lease liabilities $ 1,573 $ 1,670 As of March 31, 2022, the future minimum annual lease payments under the operating leases were as follows (in thousands): 2022 $ 378 2023 516 2024 529 Thereafter 342 Total minimum lease payments $ 1,765 Less: amount representing interest ( 192 ) Present value of operating lease liabilities 1,573 Less: operating lease liabilities, current ( 490 ) Operating lease liabilities $ 1,083 Weighted-average remaining lease term (in years) 3.31 Weighted-average incremental borrowing rate 7.25 % Operating cash flows for the three months ended March 31, 2022 and 2021 included cash payments for operating leases of approximately $ 0.1 million and $ 0.2 million, respectively. In February 2022, the Company entered into an operating lease for 6,250 rentable square feet of additional office space in Florham Park, New Jersey. The lease liability and the corresponding right-of-use asset associated with this lease obligation will be recorded upon the commencement of the lease, or the date in which the underlying asset is made available for use to the Company, which is expected to occur later in 2022. The Company also entered into one year leases for passenger vehicles during the three months ended March 31, 2022. The Company elected the short-term lease exception for these leases and did not recognize a right-of-use asset and operating lease liability related to these leases. |
Debt
Debt | 3 Months Ended |
Mar. 31, 2022 | |
Debt Disclosure [Abstract] | |
Debt | 6 . Debt Total debt consists of the following (in thousands): March 31, Long-term debt, current portion $ — Long-term debt, non-current portion 101,838 Unamortized debt discount ( 10,801 ) Total debt, net of debt discount $ 91,037 On September 17, 2021, or the Closing Date, the Company entered into a Loan and Security Agreement, or, the Loan Agreement, with Hercules Capital, Inc., in its capacity as administrative agent and collateral agent and as a lender, or, in such capacity, the Agent or Hercules, and the other financial institutions that from time to time become parties to the Loan Agreement as lenders, or, collectively, the Lenders. The Loan Agreement provides for term loans in an aggregate principal amount of up to $ 200.0 million, or the Term Loan, under multiple tranches. The tranches consist of (i) a first tranche consisting of term loans in an aggregate principal amount of $ 100.0 million, all of which was funded to the Company on the Closing Date, or First Advance, (ii) a second tranche consisting of up to an additional $ 50.0 million, which became available to the Company upon achievement of the protocol-specified primary efficacy endpoints in the Company’s Phase 3 trial studying vonoprazan for the healing and maintenance of healing of erosive esophagitis with acceptable safety data, such that the results support the submission of a New Drug Application, or NDA, or supplemental NDA without the need to conduct another Phase 3 study and will be available, if specified conditions are met, through December 15, 2022, (iii) a third tranche consisting of an additional $ 25.0 million, which will become available to the Company upon the achievement of (a) Food and Drug Administration, or FDA, approval of the Company’s NDA for vonoprazan and amoxicillin, or its New Drug Application for vonoprazan, amoxicillin and clarithromycin, in each case for an indication relating to the treatment of Helicobacter pylori , or H. pylori, with an approved indication on the claim that is generally consistent with that sought in the Company’s NDA submission; and (b) filing of the Company’s NDA or supplemental NDA for vonoprazan for indications relating to the healing and maintenance of healing of erosive esophagitis, or, milestones (a) and (b), together, the Second Performance Milestone, and will be available, if specified conditions are met, through September 30, 2023, and (iv) a fourth tranche consisting of up to an additional $ 25.0 million, which will be available, if specified conditions are met, through March 31, 2024, upon achievement of the Second Performance Milestone. The Company paid a $ 1.25 million facility charge in connection with closing of the Loan Agreement and would need to pay 0.5 % of any advances made under the third and fourth tranches. T he Term Loan will mature on October 1, 2026 , or the Maturity Date. The Term Loan bears (i) cash interest at a variable annual rate equal to the greater of (a) 5.50 % and (b) the Prime Rate (as reported in the Wall Street Journal) plus 2.25 %, or the “Interest Rate”, and (ii) payment-in-kind interest at a per annum rate of interest equal to 3.35 %. Phathom may make payments of interest only through October 1, 2024, which may be extended to October 1, 2025, upon the achievement of the Second Performance Milestone on or prior to September 30, 2024 and the condition that no default or event of default exists, and which is further extendable to October 1, 2026, subject to FDA approval of the Company’s NDA (or supplemental NDA) for vonoprazan for an indication relating to the healing and maintenance of healing of erosive esophagitis with an approved indication on the label that is generally consistent with that sought in the Company’s NDA submission (or supplemental NDA submission), or the Third Performance Milestone, on or prior to September 30, 2025 and no default or event of default exists (the “interest only period”). After the interest-only period, the principal balance and related interest will be required to be repaid in equal monthly installments and continuing until the Maturity Date . In addition, the Company is obligated to pay a final payment fee of 7.50 % of the original principal amount of amounts actually advanced under the Term Loan, or, each a Term Loan Advance and together, the Term Loan Advances. As of March 31, 2022, the aggregate final payment fee for the first Term Loan Advance of $ 7.5 million has been recorded as an other long-term liability. T he Company may elect to prepay all or a portion of the Term Loan Advances prior to maturity, subject to a prepayment fee of up to 1.25 % of the then outstanding principal balance of the Term Loan Advances being prepaid. After repayment, no Term Loan amounts may be borrowed again. A s collateral for the obligations, the Company has granted to Hercules a senior security interest in all of Company’s right, title, and interest in, to and under substantially all of Company’s property, inclusive of intellectual property. T he Loan Agreement contains customary closing fees, prepayment fees and provisions, events of default, and representations, warranties and covenants, including a financial covenant requiring Phathom to maintain certain levels of cash subject to a control agreement in favor of the Agent (minus accounts payable not paid within 120 days of invoice), or Qualified Cash, and commencing on May 15, 2023, trailing three-month net product revenue from the sale of vonoprazan and products containing vonoprazan. The revenue covenant will be waived at any time in which the Company maintains Qualified Cash equal to at least 60.0 % (prior to the Third Performance Milestone), and 35 % (following the Third Performance Milestone) of the total outstanding Term Loan principal amount, or the Company’s market capitalization is at least $ 900.0 million. Upon the occurrence of an event of default, subject to any specified cure periods, all amounts owed by the Company may be declared immediately due and payable by Hercules, as collateral agent. As of March 31, 2022, the Company was in compliance with all applicable covenants under the Loan Agreement. I n connection with the entry into the Loan Agreement, the Company issued to Hercules a warrant, or, the Warrant, to purchase a number of shares of the Company’s common stock equal to 2.5 % of the aggregate amount of the Term Loan advances funded, and will issue to Hercules additional warrants when future Term Loan advances are funded. On the Closing Date, the Company issued a Warrant for 74,782 shares of common stock. The Warrant will be exercisable for a period of seven years from the date of issuance at a per-share exercise price equal to $ 33.43 , which was the closing price of the Company’s common stock on September 16, 2021. The Warrant is exercisable any time until September 17, 2028 and had an initial fair value of approximately $ 1.3 million. The initial $ 1.3 million fair value of the Warrant, the $ 7.5 million final interest payment fee and $ 3.1 million of debt issuance costs have been recorded as debt discount and are being amortized to interest expense using the effective interest method over the term of the Term Loan . Future minimum principal and interest payments under the Term Loan, including the final payment fee, as of March 31, 2022 are as follows (in thousands): Year ending December 31: 2022 $ 4,315 2023 5,900 2024 17,308 2025 50,912 2026 66,948 Total principal and interest payments 145,383 Less interest and final payment fee ( 45,383 ) Total term loan borrowings $ 100,000 Prior to the Loan Agreement with Hercules, the Company had a loan with Silicon Valley Bank, or SVB, and approximately $ 54.3 million of the proceeds from the First Advance was used to satisfy in full and retire the Company’s indebtedness under the SVB Term Loan with SVB, including accrued interest through the payoff date. During the three months March 31, 2022 and 2021, the Company recognized $ 2.8 million and $ 1.3 million, respectively, of interest expense, including amortization of the debt discount, in connection with the Hercules Loan Agreement and SVB Term Loan . As of March 31, 2022, the Company had outstanding loan balance of $ 101.8 million and accrued interest of $ 0.5 million. |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended |
Mar. 31, 2022 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stockholders' Equity | 7. Stockholders’ Equity Common Stock In March 2019, subsequent to the Merger, the Company sold 1,491,072 shares of the Company’s common stock to Frazier. In March 2019, the founders granted the Company a repurchase right for the 3,373,408 shares of common stock originally purchased in 2018. The Company has the right, but not the obligation, to repurchase unvested shares in the event the founder’s relationship with the Company is terminated, subject to certain limitations, at the original purchase price of the stock. The repurchase right lapsed for 843,352 shares in March 2019 and the repurchase right for the remaining 2,530,056 shares lapses in equal monthly amounts over the following 48 -month period ending in March 2023 . The fair value of the founder shares at the date the repurchase right was granted is being recognized as stock-based compensation expense on a straight-line basis over the vesting period. As of March 31, 2022, 316,257 shares of common stock were subject to repurchase by the Company and the associated repurchase liability was not significant. The amount of recognized and unrecognized stock-based compensation related to the founder stock was immaterial for all periods presented. In May 2019, the Company issued Takeda 1,084,000 shares of common stock in connection with the Takeda License. For the period from January 1, 2019 to May 6, 2019, the Company issued 2,524,852 shares of common stock to various employees and consultants of the Company for aggregate proceeds of approximately $ 1,000 . Upon issuance, these shares were subject to a repurchase option by the Company at the original purchase price of the shares. The repurchase rights generally lapse as to 25 % of the shares on the first anniversary of the vesting commencement date, and the repurchase right lapses as to 1/48th of the shares each one-month period thereafter, subject to the purchaser remaining continuously an employee, consultant or director of the Company. In November 2019, the Company repurchased 17,560 shares at the original purchase price for an aggregate purchase price of $ 5.20 . As of March 31, 2022, 605,957 shares remain available for repurchase by the Company and the associated repurchase liability was not significant. On October 29, 2019, upon completion of the IPO, the Company sold 10,997,630 shares of common stock, which included the exercise in full by the underwriters of their option to purchase 1,434,473 additional shares at a public offering price of $ 19.00 per share. The net proceeds were approximately $ 191.5 million, after deducting underwriting discounts, commissions and offering costs. In November 2020, the Company entered into an Open Market Sale Agreement SM , or, the Sales Agreement, with Jefferies LLC, or, the Sales Agent, under which it may, from time to time, sell shares of its common stock having an aggregate offering price of up to $ 125.0 million through the Sales Agent, or, the ATM Offering. Pursuant to the Sales Agreement, the Company will pay the Sales Agent a commission for its services in acting as an agent in the sale of common stock in an amount equal to 3 % of the gross sales price per share sold. No shares were sold under the ATM Offering as of March 31, 2022. On December 16, 2020, the Company completed an underwritten public offering, in which it sold 2,250,000 shares of its common stock at a price of $ 42.00 per share for total gross proceeds of $ 94.5 million. The net purchase price after deducting underwriting discounts and commissions was $ 39.48 per share, which generated net proceeds of $ 88.8 million. The Company incurred an additional $ 0.2 million of offering expenses in connection with this public offering. A summary of the Company’s unvested shares is as follows: Balance at December 31, 2021 1,144,809 Share vesting ( 222,595 ) Balance at March 31, 2022 922,214 For accounting purposes, unvested shares of common stock are considered issued, but not outstanding until they vest. Common stock reserved for future issuance consists of the following: March 31, Common stock warrants 91,228 Stock options, PSUs and RSUs outstanding 6,074,576 Shares available for issuance under the 2019 Incentive Plan 1,861,999 Shares available for issuance under the ESPP Plan 802,085 Balance at March 31, 2022 8,829,888 Preferred Stock The Company is authorized to issue up to 40 million shares of preferred stock. As of March 31, 2022 and December 31, 2021, there were no shares of preferred stock issued or outstanding. Equity Incentive Plan The Company’s 2019 Equity Incentive Plan (the “Existing Incentive Plan”) provides for the grant of incentive stock options, non-statutory stock options, stock appreciation rights, restricted stock awards, restricted stock unit awards, and other stock awards to eligible recipients, including employees, directors or consultants of the Company. The Company had 2,231,739 shares of common stock authorized for issuance under the Existing Incentive Plan, of which, 1,400,528 stock options and 16,260 restricted stock awards were granted. As a result of the adoption of the 2019 Incentive Award Plan (the “2019 Plan”) in October 2019, no further shares are available for issuance under the Existing Incentive Plan. 2019 Incentive Award Plan In October 2019, the board of directors adopted, and the Company’s stockholders approved, the 2019 Plan, which became effective in connection with the IPO. Under the 2019 Plan, the Company may grant stock options, stock appreciation rights, restricted stock, restricted stock units and other awards to individuals who are then employees, officers, non-employee directors or consultants of the Company or its subsidiaries. The number of shares initially available for issuance will be increased by (i) the number of shares subject to stock options or similar awards granted under the Existing Incentive Plan that expire or otherwise terminate without having been exercised in full after the effective date of the 2019 Plan and unvested shares issued pursuant to awards granted under the Existing Incentive Plan that are forfeited to or repurchased by the Company after the effective date of the 2019 Plan, with the maximum number of shares to be added to the 2019 Plan pursuant to clause (i) above equal to 1,416,788 shares, and (ii) an annual increase on January 1 of each calendar year beginning in 2020 and ending in 2029, equal to the lesser of (a) 5 % of the shares of common stock outstanding on the final day of the immediately preceding calendar year and (b) such smaller number of shares as determined by the board of directors. As of March 31, 2022, 1,861,999 shares remain available for issuance, which reflects 1,520,009 of stock option, performance-based unit, or PSU, and restricted stock unit, or RSU, awards granted, and 26,462 of awards cancelled or forfeited, during the three months ended March 31, 2022 as well as an annual increase of 1,582,802 shares authorized on January 1, 2022. Performance-based Units During 2020, the Company granted the initial PSUs whereby vesting depends upon the approval by the FDA of vonoprazan for H. pylori and then, or concurrent with, erosive esophagitis. In 2022, the Company granted an additional 37,500 PSUs to employees. As of March 31, 2022, the PSU milestones had not been achieved and no related compensation cost had been recognized. The following table summarizes PSU activity under the 2019 Incentive Award Plan during the three months ended March 31, 2022. Number of Weighted- Unvested balance at December 31, 2021 394,300 $ 32.23 Granted 37,500 20.06 Vested - - Forfeited ( 1,250 ) 34.93 Unvested balance at March 31, 2022 430,550 $ 31.16 As of March 31, 2022, there was approximately $ 13.4 million of related unrecognized compensation cost, which will begin to be recognized upon vesting. Restricted Stock Units During 2022, the Company granted 244,087 RSUs with vesting over time. The following table summarizes RSU activity under the 2019 Incentive Award Plan during the three months ended March 31, 2022. Number of Weighted- Unvested balance at December 31, 2021 - $ - Granted 244,087 15.31 Vested - - Forfeited ( 900 ) 15.21 Unvested balance at March 31, 2022 243,187 $ 15.31 As of March 31, 2022, the Company had $ 3.5 million of unrecognized stock-based compensation expense, which is expected to be recognized over a weighted-average period of 2.8 years. Employee Stock Purchase Plan In October 2019, the board of directors adopted, and the Company’s stockholders approved, the Employee Stock Purchase Plan, or the ESPP, which became effective in connection with the IPO. The ESPP permits participants to purchase common stock through payroll deductions of up to 20 % of their eligible compensation, which includes a participant’s gross base compensation for services to the Company, including overtime payments and excluding sales commissions, incentive compensation, bonuses, expense reimbursements, fringe benefits and other special payments. A total of 270,000 shares of common stock was initially reserved for issuance under the ESPP. In addition, the number of shares available for issuance under the ESPP will be annually increased on January 1 of each calendar year beginning in 2020 and ending in 2029, by an amount equal to the lesser of: (i) 1 % of the shares outstanding on the final day of the immediately preceding calendar year and (ii) such smaller number of shares as is determined by the board of directors. As of March 31, 2022, 802,085 shares of common stock remain available for issuance, which includes the 39,951 shares sold to employees during the three months ended March 31, 2022 . The ESPP is considered a compensatory plan, and the Company recorded related stock-based compensation of $ 0.1 million for the three months ended March 31, 2022 and 2021. The weighted-average assumptions used to estimate the fair value of ESPP awards using the Black-Scholes option valuation model were as follows: Three Months Ended 2022 2021 Assumptions: Expected term (in years) 0.49 0.75 Expected volatility 72.41 % 81.83 % Risk free interest rate 0.37 % 0.10 % Dividend yield - - The estimated weighted-average fair value of ESPP awards for the three months ended March 31, 2022 and 2021, were $ 5.31 and $ 15.85 , respectively. As of March 31, 2022, the total unrecognized compensation expense related to the ESPP was $ 0.2 million, which is expected to be recognized over a weighted-average period of approximately 0.3 years. 401(k) Plan The Company established a 401(k) savings plan during the year ended December 31, 2020. The Company’s contributions to the plan are discretionary. During the three months ended March 31, 2022 and 2021, the Company incurred $ 0.6 and $ 0.4 million, respectively, of expense related to estimated employer contribution liabilities, which was based on a 75 % match of employees’ contributions during the periods. In August 2021, the Board of Directors approved a semi-annual discretionary match for 2021, which was settled by contributing 18,394 shares. In January 2022, the Board of Directors approved a second semi-annual discretionary match for 2021, which was settled by contributing 16,756 shares. Stock Options The fair value of each employee and non-employee stock option grant is estimated on the date of grant using the Black-Scholes option-pricing model. The Company, prior to the IPO on October 29, 2019, was a private company and lacked company-specific historical and implied volatility information. Therefore, it estimated its expected volatility based on the historical volatility of a publicly traded set of peer companies. Due to the lack of historical exercise history, the expected term of the Company’s stock options for employees was determined utilizing the “simplified” method for awards. The expected term of stock options granted to non-employees was equal to the contractual term of the option award. The risk-free interest rate was 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 was zero 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. A summary of the Company’s stock option activity and related information is as follows: Options Weighted- Weighted- Aggregate Balance at December 31, 2021 4,186,729 $ 27.53 8.43 $ 13,973 Options granted 1,238,422 15.36 Options exercised and shares vested — — Options forfeited, expired or cancelled ( 24,312 ) 31.62 Balance at March 31, 2022 5,400,839 $ 24.72 8.56 $ 6,168 Options exercisable as of March 31, 2022 1,678,218 $ 24.11 7.89 $ 3,462 The estimated weighted-average fair value of employee and nonemployee director stock options granted during 2022 was $ 9.30 per option. As of March 31, 2022, the Company had $ 52.3 million of unrecognized stock-based compensation expense, which is expected to be recognized over a weighted-average period of 2.5 years. The weighted-average assumptions used to estimate the fair value of stock options using the Black-Scholes option valuation model were as follows: Three Months Ended 2022 2021 Assumptions: Expected term (in years) 6.08 6.07 Expected volatility 66.19 % 67.49 % Risk free interest rate 1.70 % 0.60 % Dividend yield — — Stock-Based Compensation Expense Stock-based compensation expense recognized for all equity awards, including founder stock, has been reported in the statements of operations and comprehensive loss as follows (in thousands): Three Months Ended 2022 2021 Research and development expense $ 1,139 $ 859 General and administrative expense 4,636 2,959 Total $ 5,775 $ 3,818 |
Subsequent Event
Subsequent Event | 3 Months Ended |
Mar. 31, 2022 | |
Subsequent Events [Abstract] | |
Subsequent Event | 8. Subsequent Event The Company announced signing of a revenue interest financing agreement for up to $ 260 million non-dilutive financing on May 4, 2022. The agreement provides for an upfront $ 100 million cash payment and an additional $ 160 million cash payment upon FDA approval of vonoprazan for treatment of EE. Subject to the initial investors' right of first offer, the Company has the right, upon the same terms, to obtain from new investors up to an additional $ 15 million upon EE approval and up to an additional $ 25 million upon achievement of a sales milestone, which could bring the total financing to $ 300 million. Under the agreement, the Company will pay the investors a 10 % royalty on net sales of products containing vonoprazan, which royalty rate is subject to a step-down on net sales exceeding annual thresholds if the Company receives approval of vonoprazan for non-erosive reflux disease, or NERD. The funding of the initial $ 100 million will occur by May 17, 2022. |
Organization, Basis of Presen_2
Organization, Basis of Presentation and Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2022 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Organization and Basis of Presentation | Organization and Basis of Presentation Phathom Pharmaceuticals, Inc., or the Company or Phathom, was incorporated in the state of Delaware in January 2018. The Company is a biopharmaceutical company focused on developing and commercializing novel treatments for gastrointestinal diseases. The Company’s financial statements are prepared in accordance with U.S. generally accepted accounting principles, or GAAP. |
Liquidity and Capital Resources | Liquidity and Capital Resources From inception to March 31, 2022, the Company has devoted substantially all of its efforts to organizing and staffing the Company, business planning, raising capital, in-licensing its initial product candidate, vonoprazan, meeting with regulatory authorities, managing the clinical trials of vonoprazan, and providing other general and administrative support for these operations. The Company has a limited operating history, has never generated any revenue, and the sales and income potential of its business is unproven. The Company has incurred net losses and negative cash flows from operating activities since its inception and expects to continue to incur additional net losses in the future as it continues to develop and prepares for commercialization of vonoprazan. From inception to March 31, 2022, the Company has funded its operations through the issuance of convertible promissory notes, commercial bank debt, the sale of 10,997,630 shares of common stock for net proceeds of approximately $ 191.5 million in its 2019 IPO, and the sale of 2,250,000 shares of common stock for net proceeds of approximately $ 88.6 million in its December 2020 follow-on public offering. The accompanying financial statements have been prepared assuming the Company will continue as a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business, and do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or amounts and classification of liabilities in accordance with GAAP. Management is required to perform a two-step analysis over the Company’s ability to continue as a going concern. Management must first evaluate whether there are conditions and events that raise substantial doubt about the Company’s ability to continue as a going concern (Step 1). If management concludes that substantial doubt is raised, management is also required to consider whether its plans alleviate that doubt (Step 2). Management believes that it has sufficient working capital on hand to fund operations through at least the next twelve months from the date these financial statements were issued. There can be no assurance that the Company will be successful in acquiring additional funding, if needed, that the Company’s projections of its future working capital needs will prove accurate, or that any additional funding would be sufficient to continue operations in future years. |
Use of Estimates | Use of Estimates The preparation of the Company’s financial statements requires it to make estimates and assumptions that impact the reported amounts of assets, liabilities and expenses and the disclosure of contingent assets and liabilities in the Company’s financial statements and accompanying notes. The most significant estimates in the Company’s financial statements relate to accruals for research and development expenses and the valuation of various equity instruments. Although these estimates are based on the Company’s knowledge of current events and actions it may undertake in the future, actual results could differ materially from those estimates and assumptions. |
Fair Value Measurements | Fair Value Measurements The accounting guidance defines fair value, establishes a consistent framework for measuring fair value and expands disclosure for each major asset and liability category measured at fair value on either a recurring or non-recurring basis. Fair value is defined as an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, the accounting guidance establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows: Level 1: Observable inputs such as quoted prices in active markets. Level 2: Inputs, other than the quoted prices in active markets that are observable either directly or indirectly. Level 3: Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. The carrying amounts of the Company’s financial instruments, including cash and cash equivalents, are classified within the Level 1 designation discussed above, while prepaid and other current assets, accounts payable, and accrued liabilities, approximate fair value due to their short maturities. The Company has no financial assets measured at fair value on a recurring basis. None of the Company’s non-financial assets or liabilities are recorded at fair value on a no n-recurring basis. No transfers between levels have occurred during the periods presented. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly liquid investments with original maturities of three months or less when purchased to be cash equivalents. Cash and cash equivalents include cash in readily available checking accounts and money market funds. |
Concentrations of Credit Risk | Concentrations of Credit Risk Financial instruments that potentially subject the Company to significant concentrations of credit risk consist primarily of cash and cash equivalents. The Company maintains deposits in federally insured financial institutions in excess of federally insured limits. The Company has not experienced any losses in such accounts and management believes that the Company is not exposed to significant credit risk due to the financial position of the depository institutions in which those deposits are held. |
Property, Plant, and Equipment, Net | Property, Plant, and Equipment, Net Property, plant and equipment are recorded at cost, less accumulated depreciation. Depreciation expense is recognized using the straight-line method over the useful life of the asset. Computer equipment and related software are depreciated over two to three years . Furniture and fixtures are depreciated over three years . Leasehold improvements are amortized over the lesser of the lease term or the estimated useful lives of the related assets. Expenditures for repairs and maintenance of assets are charged to expense as incurred. Upon retirement or sale, the cost and related accumulated depreciation of assets disposed of are removed from the accounts and any resulting gain or loss is included in loss from operations. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets T he Company reviews long-lived assets, including property, plant and equipment, for impairment whenever events or changes in business circumstances indicate that the carrying amount of the assets may not be fully recoverable. An impairment loss would be recognized when estimated undiscounted future cash flows expected to result from the use of the asset and its eventual disposition are less than the carrying amount. The impairment loss, if recognized, would be based on the excess of the carrying value of the impaired asset over its respective fair value. No impairment losses have been recorded through March 31, 2022. |
Leases | Leases At the inception of a contractual arrangement, the Company determines whether the contract contains a lease by assessing whether there is an identified asset and whether the contract conveys the right to control the use of the identified asset in exchange for consideration over a period of time. If both criteria are met, the Company records the associated lease liability and corresponding right-of-use asset upon commencement of the lease using the implicit rate or a discount rate based on a credit-adjusted secured borrowing rate commensurate with the term of the lease. The Company additionally evaluates leases at their inception to determine if they are to be accounted for as an operating lease or a finance lease. A lease is accounted for as a finance lease if it meets one of the following five criteria: the lease has a purchase option that is reasonably certain of being exercised, the present value of the future cash flows is substantially all of the fair market value of the underlying asset, the lease term is for a significant portion of the remaining economic life of the underlying asset, the title to the underlying asset transfers at the end of the lease term, or if the underlying asset is of such a specialized nature that it is expected to have no alternative uses to the lessor at the end of the term. Leases that do not meet the finance lease criteria are accounted for as an operating lease. Operating lease assets represent a right to use an underlying asset for the lease term and operating lease liabilities represent an obligation to make lease payments arising from the lease. Operating lease liabilities with a term greater than one year and their corresponding right-of-use assets are recognized on the balance sheet at the commencement date of the lease based on the present value of lease payments over the expected lease term. Certain adjustments to the right-of-use asset may be required for items such as initial direct costs paid or incentives received. As the Company’s leases do not typically provide an implicit rate, the Company utilizes the appropriate incremental borrowing rate, determined as the rate of interest that the Company would have to pay to borrow on a collateralized basis over a similar term and in a similar economic environment. Lease cost is recognized on a straight-line basis over the lease term and variable lease payments are recognized as operating expenses in the period in which the obligation for those payments is incurred. Variable lease payments primarily include common area maintenance, utilities, real estate taxes, insurance, and other operating costs that are passed on from the lessor in proportion to the space leased by the Company. The Company has elected the practical expedient to not separate between lease and non-lease components. In addition, the Company elected the short-term lease exception for leases with an initial term of one year or less. Consequently, such leases are not recorded on the Company's balance sheets. |
Research and Development Expenses and Accruals | Research and Development Expenses and Accruals All research and development costs are expensed in the period incurred and consist primarily of salaries, payroll taxes, employee benefits, stock-based compensation charges for those individuals involved in research and development efforts, external research and development costs incurred under agreements with contract research organizations and consultants to conduct and support the Company’s ongoing clinical trials of vonoprazan, and costs related to manufacturing vonoprazan for clinical trials. The Company has entered into various research and development contracts with clinical research organizations, clinical manufacturing organizations and other companies. Payments for these activities are based on the terms of the individual agreements, which may differ from the pattern of costs incurred, and payments made in advance of or after performance are reflected in the accompanying balance sheets as prepaid expenses or accrued liabilities, respectively. The Company records accruals for estimated costs incurred for ongoing research and development activities. When evaluating the adequacy of the accrued liabilities, the Company analyzes progress of the services, 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. |
In-Process Research and Development | In-Process Research and Development The Company evaluates whether acquired intangible assets are a business under applicable accounting standards. Additionally, the Company evaluates whether the acquired assets have a future alternative use. Intangible assets that do not have future alternative use are considered acquired in-process research and development. When the acquired in-process research and development assets are not part of a business combination, the value of the consideration paid is expensed on the acquisition date. Future costs to develop these assets are recorded to research and development expense as they are incurred. |
General and Administrative Expenses | General and Administrative Expenses General and administrative expenses consist of salaries, stock-based compensation, facilities and third-party expenses. General and administrative expenses are associated with the activities of the executive, finance, accounting, information technology, legal, medical affairs and human resource functions. |
Stock-Based Compensation | Stock-Based Compensation Stock-based compensation expense represents the cost of the grant date fair value of equity awards recognized over the requisite service period of the awards (generally the vesting period) on a straight-line basis with forfeitures recognized as they occur. The Company also maintains an employee stock purchase program, or ESPP, under which it may issue shares. The Company estimates the fair value shares that will be issued under the ESPP, and of stock options using the Black-Scholes valuation model, which requires the use of estimates. The Company recognizes stock-based compensation cost for shares that it will issue under the ESPP on a straight-line basis over the requisite service period of the award . |
Income Taxes | Income Taxes The Company accounts for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements. Under this method, deferred tax assets and liabilities are determined on the basis of the differences between the financial statements and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in the statement of operations in the period that includes the enactment date. The Company recognizes net deferred tax assets to the extent that the Company believes these assets are more likely than not to be realized. In making such a determination, management considers all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax-planning strategies, and results of recent operations. If management determines that the Company would be able to realize its deferred tax assets in the future in excess of their net recorded amount, management would make an adjustment to the deferred tax asset valuation allowance, which would reduce the provision for income taxes. The Company records uncertain tax positions on the basis of a two-step process whereby (i) management determines whether it is more likely than not that the tax positions will be sustained on the basis of the technical merits of the position and (ii) for those tax positions that meet the more-likely-than-not recognition threshold, management recognizes the largest amount of tax benefit that is more than 50 percent likely to be realized upon ultimate settlement with the related tax authority. The Company recognizes interest and penalties related to unrecognized tax benefits within income tax expense. Any accrued interest and penalties are included within the related tax liability. Beginning in 2022, the Tax Cuts and Jobs Act, or TCJA, eliminates the option to deduct research and development expenditures currently and requires taxpayers to amortize domestic and foreign research and development expenditures over 5 years and 15 years , respectively. The requirement did not impact cash from operations in the current period. |
Comprehensive Loss | Comprehensive Loss Comprehensive loss is defined as a change in equity during a period from transactions and other events and circumstances from non-owner sources. The Company’s comprehensive loss was the same as its reported net loss for all periods presented. |
Segment Reporting | Segment Reporting Operating segments are identified as components of an enterprise about which separate discrete financial information is available for evaluation by the chief operating decision maker in making decisions on how to allocate resources and assess performance. The Company views its operations and manages its business as one operating segment. |
Net Loss Per Share | Net Loss Per Share Basic net loss per share is computed by dividing the net loss by the weighted-average number of common shares outstanding for the period, without consideration for potentially dilutive securities. The Company included 7,588,000 shares of common stock under its warrant (the “Takeda Warrant”) issued to Takeda Pharmaceutical Company Limited (“Takeda”) in connection with a May 2019 license agreement (see Note 4) in the calculation of basic weighted-average common shares outstanding from the time it became exercisable at the Company’s IPO until its exercise because the Takeda Warrant was exercisable for little consideration. As of March 31, 2022, all Takeda Warrants has been exercised and no Takeda Warrants remain exercisable. For the three months ended March 31, 2022 and 2021, the Company has excluded weighted-average unvested shares of 1,022,885 and 2,582,666 , respectively, from the weighted-average number of common shares outstanding. D iluted net loss per share is computed by dividing the net loss by the weighted-average number of common shares and dilutive common stock equivalents outstanding for the period determined using the treasury-stock and if-converted methods. Dilutive common stock equivalents are comprised of unvested common stock, options and warrants. For the periods presented, there is no difference in the number of shares used to calculate basic and diluted shares outstanding as inclusion of the potentially dilutive securities (warrants, stock options, and common shares subject to repurchase) would be antidilutive . |
Recently Adopted and Issued Accounting Pronouncements | Recently Adopted Accounting Standards There were no recently adopted accounting standards which would have a material impact on the Company's financial statements. Recently Issued Accounting Pronouncements The Company assesses the adoption impacts of recently issued accounting standards by the Financial Accounting Standards Board or other standard setting bodies on the Company's financial statements as well as material updates to previous assessments, if any, from the Company’s Annual Report on Form 10-K for the year ended December 31, 2021. There were no new material accounting standards issued in the first quarter of 2022 that impacted the Company. |
Balance Sheet Details (Tables)
Balance Sheet Details (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Balance Sheet Related Disclosures [Abstract] | |
Schedule of Property, Plant and Equipment, Net | Property, plant and equipment, net, consist of the following (in thousands): March 31, December 31, 2022 2021 Computer equipment and software $ 703 $ 646 Furniture and fixtures 900 780 Leasehold improvements 85 76 1,688 1,502 Less: accumulated depreciation and amortization ( 980 ) ( 852 ) Total property, plant and equipment, net $ 708 $ 650 |
Schedule of Accrued Expenses | Accrued expenses consist of the following (in thousands): March 31, December 31, 2022 2021 Accrued research and development expenses $ 2,845 $ 3,165 Accrued compensation expenses 2,594 6,344 Accrued professional & consulting expenses 2,067 1,855 Accrued other 59 41 Total accrued expenses $ 7,565 $ 11,405 |
Lease Commitments (Tables)
Lease Commitments (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Leases [Abstract] | |
Summary of Supplemental Balance Sheet Information Related to the Operating Leases | The following table summarizes supplemental balance sheet information related to the operating leases (in thousands): March 31, December 31, 2022 2021 Assets: Operating lease right-of-use assets 1,795 1,914 Total right-of-use assets $ 1,795 $ 1,914 Liabilities: Operating lease liabilities, current 490 487 Operating lease liabilities, non-current 1,083 1,183 Total operating lease liabilities $ 1,573 $ 1,670 |
Summary of Future Minimum Lease Payments Under Operating Leases | As of March 31, 2022, the future minimum annual lease payments under the operating leases were as follows (in thousands): 2022 $ 378 2023 516 2024 529 Thereafter 342 Total minimum lease payments $ 1,765 Less: amount representing interest ( 192 ) Present value of operating lease liabilities 1,573 Less: operating lease liabilities, current ( 490 ) Operating lease liabilities $ 1,083 Weighted-average remaining lease term (in years) 3.31 Weighted-average incremental borrowing rate 7.25 % |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Debt Disclosure [Abstract] | |
Schedule of Total Debt | Total debt consists of the following (in thousands): March 31, Long-term debt, current portion $ — Long-term debt, non-current portion 101,838 Unamortized debt discount ( 10,801 ) Total debt, net of debt discount $ 91,037 |
Schedule of Future Minimum Principal and Interest Payments Under Term Loan | Future minimum principal and interest payments under the Term Loan, including the final payment fee, as of March 31, 2022 are as follows (in thousands): Year ending December 31: 2022 $ 4,315 2023 5,900 2024 17,308 2025 50,912 2026 66,948 Total principal and interest payments 145,383 Less interest and final payment fee ( 45,383 ) Total term loan borrowings $ 100,000 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Summary of Unvested Shares | A summary of the Company’s unvested shares is as follows: Balance at December 31, 2021 1,144,809 Share vesting ( 222,595 ) Balance at March 31, 2022 922,214 |
Summary of Common Stock Reserved for Future Issuance | Common stock reserved for future issuance consists of the following: March 31, Common stock warrants 91,228 Stock options, PSUs and RSUs outstanding 6,074,576 Shares available for issuance under the 2019 Incentive Plan 1,861,999 Shares available for issuance under the ESPP Plan 802,085 Balance at March 31, 2022 8,829,888 |
Summary of PSU Activity Under the 2019 Incentive Award Plan | The following table summarizes PSU activity under the 2019 Incentive Award Plan during the three months ended March 31, 2022. Number of Weighted- Unvested balance at December 31, 2021 394,300 $ 32.23 Granted 37,500 20.06 Vested - - Forfeited ( 1,250 ) 34.93 Unvested balance at March 31, 2022 430,550 $ 31.16 |
Summary of Weighted-Average Assumptions Used to Estimate Fair Value of Stock Options Granted and ESPP Awards | The weighted-average assumptions used to estimate the fair value of ESPP awards using the Black-Scholes option valuation model were as follows: Three Months Ended 2022 2021 Assumptions: Expected term (in years) 0.49 0.75 Expected volatility 72.41 % 81.83 % Risk free interest rate 0.37 % 0.10 % Dividend yield - - |
Summary of Stock Option Activity | A summary of the Company’s stock option activity and related information is as follows: Options Weighted- Weighted- Aggregate Balance at December 31, 2021 4,186,729 $ 27.53 8.43 $ 13,973 Options granted 1,238,422 15.36 Options exercised and shares vested — — Options forfeited, expired or cancelled ( 24,312 ) 31.62 Balance at March 31, 2022 5,400,839 $ 24.72 8.56 $ 6,168 Options exercisable as of March 31, 2022 1,678,218 $ 24.11 7.89 $ 3,462 |
Summary of Weighted-Average Assumptions Used to Estimate Fair Value of Stock Options | The weighted-average assumptions used to estimate the fair value of stock options using the Black-Scholes option valuation model were as follows: Three Months Ended 2022 2021 Assumptions: Expected term (in years) 6.08 6.07 Expected volatility 66.19 % 67.49 % Risk free interest rate 1.70 % 0.60 % Dividend yield — — |
Summary of Stock-Based Compensation Expense | Stock-based compensation expense recognized for all equity awards, including founder stock, has been reported in the statements of operations and comprehensive loss as follows (in thousands): Three Months Ended 2022 2021 Research and development expense $ 1,139 $ 859 General and administrative expense 4,636 2,959 Total $ 5,775 $ 3,818 |
Restricted Stock Units (RSUs) | |
Summary of Unvested Shares | The following table summarizes RSU activity under the 2019 Incentive Award Plan during the three months ended March 31, 2022. Number of Weighted- Unvested balance at December 31, 2021 - $ - Granted 244,087 15.31 Vested - - Forfeited ( 900 ) 15.21 Unvested balance at March 31, 2022 243,187 $ 15.31 As of March 31, 2022, the Company had $ 3.5 million of unrecognized stock-based compensation expense, which is expected to be recognized over a weighted-average period of 2.8 years. |
Organization, Basis of Presen_3
Organization, Basis of Presentation and Summary of Significant Accounting Policies - Additional Information (Details) | Oct. 29, 2019USD ($)shares | Dec. 31, 2020USD ($)shares | May 31, 2019shares | Mar. 31, 2022USD ($)Segmentshares | Mar. 31, 2021USD ($)shares | May 06, 2019USD ($)shares |
Organization Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | ||||||
Fair value liabilities, level 1 to level 2 transfers, amount | $ 0 | $ 0 | ||||
Fair value liabilities, level 2 to level 1 transfers, amount | 0 | 0 | ||||
Fair value liability, transfers into level 3 | 0 | 0 | ||||
Fair value liability, transfers out of level 3 | 0 | $ 0 | ||||
Impairment losses | $ 0 | |||||
Number of operating segment | Segment | 1 | |||||
Domestic | ||||||
Organization Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | ||||||
Research and development expenditures, amortization period | 5 years | |||||
Foreign | ||||||
Organization Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | ||||||
Research and development expenditures, amortization period | 15 years | |||||
Unvested Shares | ||||||
Organization Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | ||||||
Weighted-average unvested shares | shares | 1,022,885 | 2,582,666 | ||||
Furniture and Fixtures | ||||||
Organization Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | ||||||
Property and equipment, useful life | 3 years | |||||
Minimum | Computer Equipment and Related Software | ||||||
Organization Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | ||||||
Property and equipment, useful life | 2 years | |||||
Maximum | Computer Equipment and Related Software | ||||||
Organization Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | ||||||
Property and equipment, useful life | 3 years | |||||
Takeda Warrant | Takeda License | Takeda | ||||||
Organization Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | ||||||
Shares of common stock included in calculation of basic weighted-average common shares | shares | 7,588,000 | |||||
Fair Value, Recurring | ||||||
Organization Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | ||||||
Financial assets fair value disclosure | $ 0 | |||||
Fair Value, Nonrecurring | ||||||
Organization Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | ||||||
Non-financial assets fair value disclosure | 0 | |||||
Non-financial liabilities fair value disclosure | $ 0 | |||||
Common Stock | ||||||
Organization Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | ||||||
Common stock shares issued | shares | 2,524,852 | |||||
Net proceeds from issuance of common stock | $ 1,000 | |||||
Common Stock | Takeda License | ||||||
Organization Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | ||||||
Common stock shares issued | shares | 1,084,000 | |||||
Common Stock | Takeda License | Takeda | ||||||
Organization Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | ||||||
Number of warrants remaining exercisable | shares | 0 | |||||
IPO | Common Stock | ||||||
Organization Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | ||||||
Common stock shares issued | shares | 10,997,630 | |||||
Proceeds from Initial Public Offering (IPO) | $ 191,500,000 | |||||
Follow-on Public Offering | Common Stock | ||||||
Organization Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | ||||||
Common stock shares issued | shares | 2,250,000 | |||||
Net proceeds from issuance of common stock | $ 88,600,000 |
Balance Sheet Details - Schedul
Balance Sheet Details - Schedule of Property, Plant and Equipment, net (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 1,688 | $ 1,502 |
Less: accumulated depreciation and amortization | (980) | (852) |
Total property, plant and equipment, net | 708 | 650 |
Computer Equipment | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | 703 | 646 |
Furniture and Fixtures | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | 900 | 780 |
Leasehold Improvements | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 85 | $ 76 |
Balance Sheet Details - Additio
Balance Sheet Details - Additional Information (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | |
Balance Sheet Related Disclosures [Abstract] | |||
Depreciation expense | $ 128,000 | $ 125,000 | |
Disposal of property, plant or equipment | $ 0 | $ 0 |
Balance Sheet Details - Sched_2
Balance Sheet Details - Schedule of Accrued Expenses (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Accrued Liabilities Current [Abstract] | ||
Accrued research and development expenses | $ 2,845 | $ 3,165 |
Accrued compensation expenses | 2,594 | 6,344 |
Accrued professional & consulting expenses | 2,067 | 1,855 |
Accrued other | 59 | 41 |
Total accrued expenses | $ 7,565 | $ 11,405 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Details) - USD ($) | May 05, 2020 | Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 |
Commercial Supply and Temporary Services Agreement | ||||
Related Party Transaction [Line Items] | ||||
Minimum purchase obligation | $ 0 | |||
Commercial Supply Agreement | ||||
Related Party Transaction [Line Items] | ||||
Agreement extends period for termination | 2 years | |||
Frazier | ||||
Related Party Transaction [Line Items] | ||||
Outstanding accounts payable and accrued expenses | 0 | $ 0 | ||
Shared operating expenses | 0 | $ 16,000 | ||
PCI Pharma Services | Clinical Manufacturing Services | ||||
Related Party Transaction [Line Items] | ||||
Outstanding accounts payable and accrued expenses | 100,000 | 1,700,000 | ||
Expense related to services | 300,000 | 900,000 | ||
Takeda | Commercial Supply and Temporary Services Agreement | ||||
Related Party Transaction [Line Items] | ||||
Outstanding accounts payable and accrued expenses | 900,000 | $ 900,000 | ||
Expense related to services | $ 1,100,000 | $ 0 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) - USD ($) | May 07, 2019 | Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 |
Commitments And Contingencies [Line Items] | ||||
Common stock fair value | $ 3,000 | $ 3,000 | ||
Common stock, shares issued | 39,072,046 | 31,656,035 | ||
Expenses incurred related to purchase commitments | $ 0 | $ 0 | ||
Minimum | ||||
Commitments And Contingencies [Line Items] | ||||
Purchase obligation in the first 24-month period | $ 3,800,000 | |||
Takeda License | Takeda | ||||
Commitments And Contingencies [Line Items] | ||||
License agreement description | The agreement will remain in effect, on a country-by-country and product-by-product basis, until the later of (i) the expiration of the last to expire valid patent claim covering vonoprazan fumarate alone or in combination with at least one other therapeutically active ingredient, (ii) the expiration of the applicable regulatory exclusivity and (iii) 15 years from the date of first commercial sale, unless earlier terminated. The Company may terminate the Takeda License upon six months’ written notice. The Company and Takeda may terminate the Takeda License in the case of the other party’s insolvency or material uncured breach. Takeda may terminate the Takeda License if the Company challenges, or assists in challenging, licensed patents. | |||
Agreement expiration term from date of first commercial sale | 15 years | |||
Cash consideration paid for license | $ 25,000,000 | |||
Common stock fair value | $ 5,900,000 | |||
Common stock, shares issued | 1,084,000 | |||
Warrants exercise price | $ 0.00004613 | |||
Initial fair value of warrants | $ 47,900,000 | |||
Additional warrant issued | 0 | |||
Maximum amount payable in sales milestones upon achievement of specified levels of product sales | $ 250,000,000 | |||
Warrants expiration date | May 7, 2029 | |||
Takeda License | Takeda | Common Stock | ||||
Commitments And Contingencies [Line Items] | ||||
Warrants issued to purchase shares | 7,588,000 | |||
Number of warrants remaining exercisable | 0 |
Lease Commitments - Additional
Lease Commitments - Additional Information (Details) $ in Millions | 3 Months Ended | ||
Mar. 31, 2022USD ($)Option | Mar. 31, 2021USD ($) | Feb. 28, 2022ft² | |
Lessee Lease Description [Line Items] | |||
Operating leases, rent expense | $ | $ 0.2 | $ 0.2 | |
Cash payments for operating lease costs | $ | $ 0.1 | $ 0.2 | |
Passenger Vehicles | |||
Lessee Lease Description [Line Items] | |||
Operating lease term | 1 year | ||
Buffalo Grove, Illinois | |||
Lessee Lease Description [Line Items] | |||
Operating leases, remaining lease terms | 3 years 1 month 6 days | ||
Operating lease number of option to extend | Option | 1 | ||
Operating lease, option to extend description | Both operating leases contain an option to extend the term for one additional five year period | ||
Operating lease, renewal term | 5 years | ||
Florham Park, New Jersey | |||
Lessee Lease Description [Line Items] | |||
Operating leases, remaining lease terms | 3 years 4 months 24 days | ||
Operating lease number of option to extend | Option | 1 | ||
Operating lease, option to extend description | Both operating leases contain an option to extend the term for one additional five year period | ||
Operating lease, renewal term | 5 years | ||
Florham Park, New Jersey | Office Space | |||
Lessee Lease Description [Line Items] | |||
Area for operating lease | ft² | 6,250 |
Lease Commitments - Summary of
Lease Commitments - Summary of Supplemental Balance Sheet Information Related to the Operating Leases (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Assets: | ||
Operating lease right-of-use assets | $ 1,795 | $ 1,914 |
Liabilities: | ||
Operating lease liabilities, current | 490 | 487 |
Operating lease liabilities, non-current | 1,083 | 1,183 |
Total operating lease liabilities | $ 1,573 | $ 1,670 |
Lease Commitments - Summary o_2
Lease Commitments - Summary of Future Annual Minimum Lease Payments Under Operating Leases (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Leases [Abstract] | ||
2022 | $ 378 | |
2023 | 516 | |
2024 | 529 | |
Thereafter | 342 | |
Total minimum lease payments | 1,765 | |
Less: amount representing interest | (192) | |
Present value of operating lease liabilities | 1,573 | $ 1,670 |
Less: operating lease liabilities, current | (490) | (487) |
Operating lease liabilities | $ 1,083 | $ 1,183 |
Weighted-average remaining lease term (in years) | 3 years 3 months 21 days | |
Weighted-average incremental borrowing rate | 7.25% |
Debt - Schedule of Total Debt (
Debt - Schedule of Total Debt (Details) $ in Thousands | Mar. 31, 2022USD ($) |
Debt Disclosure [Abstract] | |
Long-term debt, non-current portion | $ 101,838 |
Unamortized debt discount | (10,801) |
Total debt, net of debt discount | $ 91,037 |
Debt - Additional Information (
Debt - Additional Information (Details) - USD ($) | Sep. 17, 2021 | Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 |
Debt Instrument [Line Items] | ||||
Term loans aggregate principal amount | $ 100,000,000 | |||
Loan Agreement | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, final payment fee or end of term charge | $ 7,500,000 | |||
Percentage of qualified cash prior to Third performance milestone | 60.00% | |||
Minimum percentage of qualified cash following third performance milestone | 35.00% | |||
Minimum market capitalization amount | $ 900,000,000 | |||
Percentage of debt funded to be issued as warrants to purchase common stock | 2.50% | |||
Warrants exercise price | $ 33.43 | |||
Warrants expire term | 7 years | |||
Warrants expiration date | Sep. 17, 2028 | |||
Fair value of warrants | $ 1,300,000 | |||
Debt issuance costs | $ 3,100,000 | |||
Loan Agreement | Common Stock | ||||
Debt Instrument [Line Items] | ||||
Warrants issued to purchase shares | 74,782 | |||
Loan Agreement | Term Loan | ||||
Debt Instrument [Line Items] | ||||
Term loans aggregate principal amount | $ 200,000,000 | |||
Payment for facility charge | $ 1,250,000 | |||
Debt instrument, facility charge percentage | 0.50% | |||
Debt instrument, maturity date | Oct. 1, 2026 | |||
Loan Agreement | Term Loan | Floor Rate | ||||
Debt Instrument [Line Items] | ||||
Debt instrument interest rate | 5.50% | |||
Loan Agreement | Term Loan | Prime Rate | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, basis spread on variable rate | 2.25% | |||
Loan Agreement | Term Loan | Payment In Kind PIK Interest Rate | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, interest rate | 3.35% | |||
Loan Agreement | Term Loans, Aggregate Principal Amount Tranches One | ||||
Debt Instrument [Line Items] | ||||
Term loans aggregate principal amount | $ 100,000,000 | |||
Loan Agreement | Term Loans, Aggregate Principal Amount Tranches Two | ||||
Debt Instrument [Line Items] | ||||
Term loans aggregate principal amount | 50,000,000 | |||
Loan Agreement | Term Loans, Aggregate Principal Amount Tranches Three | ||||
Debt Instrument [Line Items] | ||||
Term loans aggregate principal amount | 25,000,000 | |||
Loan Agreement | Term Loans, Aggregate Principal Amount Tranches Four | ||||
Debt Instrument [Line Items] | ||||
Term loans aggregate principal amount | $ 25,000,000 | |||
Loan Agreement | Term Loan Advance | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, final payment fee percentage | 7.50% | |||
Debt instrument, final payment fee or end of term charge | 7,500,000 | |||
Loan Agreement | Term Loan Advance | Maximum | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, prepayment fee percentage of outstanding principal amount | 1.25% | |||
Hercules and SVB Term Loan | ||||
Debt Instrument [Line Items] | ||||
Term loans aggregate principal amount | 101,800,000 | |||
Interest expense | 2,800,000 | $ 1,300,000 | ||
Accrued interest | $ 500,000 | |||
SVB Term Loan | Term Loan First Advance | ||||
Debt Instrument [Line Items] | ||||
Final payment of debt | $ 54,300,000 |
Debt - Schedule of Future Minim
Debt - Schedule of Future Minimum Principal and Interest Payments Under Term Loans (Details) $ in Thousands | Mar. 31, 2022USD ($) |
Debt Disclosure [Abstract] | |
2022 | $ 4,315 |
2023 | 5,900 |
2024 | 17,308 |
2025 | 50,912 |
2026 | 66,948 |
Total principal and interest payments | 145,383 |
Less interest and final payment fee | (45,383) |
Total term loan borrowings | $ 100,000 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Details) | Dec. 16, 2020USD ($)$ / sharesshares | Oct. 29, 2019USD ($)$ / sharesshares | Jan. 31, 2022shares | Aug. 31, 2021shares | Nov. 30, 2020USD ($) | Nov. 30, 2019$ / sharesshares | Oct. 31, 2019shares | May 31, 2019shares | Mar. 31, 2019shares | Mar. 31, 2022USD ($)$ / sharesshares | Mar. 31, 2021USD ($)$ / sharesshares | May 06, 2019USD ($)shares | Dec. 31, 2019shares | Jan. 01, 2022shares | Dec. 31, 2021shares |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||||||
Preferred stock, shares authorized | 40,000,000 | 40,000,000 | |||||||||||||
Preferred stock, shares issued | 0 | 0 | |||||||||||||
Preferred stock, shares outstanding | 0 | 0 | |||||||||||||
Stock options, granted | 1,238,422 | ||||||||||||||
Stock-based compensation cost | $ | $ 5,775,000 | $ 3,818,000 | |||||||||||||
Common stock reserved for issuance | 8,829,888 | ||||||||||||||
Unrecognized stock-based compensation expense | $ | $ 52,300,000 | ||||||||||||||
Unrecognized stock-based compensation expense, weighted-average period for recognition | 2 years 6 months | ||||||||||||||
Defined contribution plan employer contribution liabilities expense | $ | $ 600,000 | $ 400,000 | |||||||||||||
Defined contribution plan, employer matching contribution, percentage | 75.00% | ||||||||||||||
Employer discretionary match number of shares settled | 16,756 | 18,394 | |||||||||||||
Dividend yield | 0.00% | 0.00% | |||||||||||||
Stock Options | |||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||||||
Dividend yield | 0.00% | ||||||||||||||
Stock options, PSUs and RSUs | |||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||||||
Common stock reserved for issuance | 6,074,576 | ||||||||||||||
Restricted Stock Units (RSUs) | |||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||||||
Unrecognized stock-based compensation expense | $ | $ 3,500,000 | ||||||||||||||
Unrecognized stock-based compensation expense, weighted-average period for recognition | 2 years 9 months 18 days | ||||||||||||||
2019 Equity Incentive Plan | |||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||||||
Common stock, shares authorized for issuance | 2,231,739 | ||||||||||||||
Stock options, granted | 1,400,528 | ||||||||||||||
Number of shares available for issuance | 0 | ||||||||||||||
2019 Equity Incentive Plan | Restricted Stock | |||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||||||
Stock awards, granted | 16,260 | ||||||||||||||
2019 Incentive Award Plan | |||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||||||
Annual increase to shares available for issuance percentage of outstanding common stock | 5.00% | ||||||||||||||
Equity plan, description | The number of shares initially available for issuance will be increased by (i) the number of shares subject to stock options or similar awards granted under the Existing Incentive Plan that expire or otherwise terminate without having been exercised in full after the effective date of the 2019 Plan and unvested shares issued pursuant to awards granted under the Existing Incentive Plan that are forfeited to or repurchased by the Company after the effective date of the 2019 Plan, with the maximum number of shares to be added to the 2019 Plan pursuant to clause (i) above equal to 1,416,788 shares, and (ii) an annual increase on January 1 of each calendar year beginning in 2020 and ending in 2029, equal to the lesser of (a) 5% of the shares of common stock outstanding on the final day of the immediately preceding calendar year and (b) such smaller number of shares as determined by the board of directors. As of March 31, 2022, 1,861,999 shares remain available for issuance, which reflects 1,520,009 of stock option, performance-based unit, or PSU, and restricted stock unit, or RSU, awards granted, and 26,462 of awards cancelled or forfeited, during the three months ended March 31, 2022 as well as an annual increase of 1,582,802 shares authorized on January 1, 2022. | ||||||||||||||
Number of shares remain available for issuance, annual increase | 1,582,802 | ||||||||||||||
Common stock reserved for issuance | 1,861,999 | ||||||||||||||
2019 Incentive Award Plan | Performance-Based Stock Units (PSU) | |||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||||||
Stock awards, granted | 37,500 | ||||||||||||||
Stock-based compensation cost | $ | $ 0 | ||||||||||||||
Unrecognized stock-based compensation expense | $ | $ 13,400,000 | ||||||||||||||
2019 Incentive Award Plan | Stock options, PSUs and RSUs | |||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||||||
Number of awards, granted | 1,520,009 | ||||||||||||||
Number of awards, cancelled or forfeited | 26,462 | ||||||||||||||
2019 Incentive Award Plan | Restricted Stock Units (RSUs) | |||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||||||
Stock awards, granted | 244,087 | ||||||||||||||
Employee Stock Purchase Plan | |||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||||||
Number of shares available for issuance | 802,085 | ||||||||||||||
Annual increase to shares available for issuance percentage of outstanding common stock | 1.00% | ||||||||||||||
Equity plan, description | In addition, the number of shares available for issuance under the ESPP will be annually increased on January 1 of each calendar year beginning in 2020 and ending in 2029, by an amount equal to the lesser of: (i) 1% of the shares outstanding on the final day of the immediately preceding calendar year and (ii) such smaller number of shares as is determined by the board of directors. As of March 31, 2022, 802,085 shares of common stock remain available for issuance, which includes the 39,951 shares sold to employees during the three months ended March 31, 2022 | ||||||||||||||
Stock-based compensation cost | $ | $ 100,000 | $ 100,000 | |||||||||||||
Common stock reserved for issuance | 270,000 | 802,085 | |||||||||||||
Number of shares issued | 39,951 | ||||||||||||||
Estimated weighted-average fair value | $ / shares | $ 5.31 | $ 15.85 | |||||||||||||
Unrecognized stock-based compensation expense | $ | $ 200,000 | ||||||||||||||
Unrecognized stock-based compensation expense, weighted-average period for recognition | 3 months 18 days | ||||||||||||||
Dividend yield | 0.00% | 0.00% | |||||||||||||
Underwritten Public Offering | |||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||||||
Shares issued | 2,250,000 | ||||||||||||||
Common stock, price per share | $ / shares | $ 42 | ||||||||||||||
Proceeds from issuance initial public offering gross | $ | $ 94,500,000 | ||||||||||||||
Purchase price per share after deducting underwriting discounts and commissions | $ / shares | $ 39.48 | ||||||||||||||
Net proceeds after deducting underwriters commission | $ | $ 88,800,000 | ||||||||||||||
Purchase of additional offering expenses | $ | $ 200,000 | ||||||||||||||
At-the-Market Offering Program | |||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||||||
Shares issued | 0 | ||||||||||||||
Employee and Nonemployee Director | |||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||||||
Estimated weighted-average fair value | $ / shares | $ 9.30 | ||||||||||||||
Open Market Sale Agreement with Jefferies LLC | At-the-Market Offering Program | |||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||||||
Sales commission payable as a percentage of sale of gross sales price per share | 3.00% | ||||||||||||||
Open Market Sale Agreement with Jefferies LLC | At-the-Market Offering Program | Maximum | |||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||||||
Aggregate offering price through equity financing | $ | $ 125,000,000 | ||||||||||||||
Common Stock | |||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||||||
Shares issued | 2,524,852 | ||||||||||||||
Number of shares authorized to repurchase | 3,373,408 | ||||||||||||||
Stock repurchase program, number of shares right lapse | 843,352 | ||||||||||||||
Remaining number of shares to be repurchased | 2,530,056 | ||||||||||||||
Stock repurchase program, period in force | 48 months | ||||||||||||||
Stock repurchase program expiration period | 2023-03 | ||||||||||||||
Proceeds from issuance of shares | $ | $ 1,000 | ||||||||||||||
Repurchase right lapse each month after first anniversary, shares | 0.000208 | ||||||||||||||
Repurchases of shares | 17,560 | ||||||||||||||
Shares aggregate repurchase price | $ / shares | $ 5.20 | ||||||||||||||
Employer discretionary match number of shares settled | 16,756 | 8,356 | |||||||||||||
Common Stock | 2019 Incentive Award Plan | |||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||||||
Additional number of shares available for issuance | 1,416,788 | ||||||||||||||
Common Stock | Employee Stock Purchase Plan | |||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||||||
Maximum percentage of eligible compensation contributed by participants | 20.00% | ||||||||||||||
Common Stock | IPO | |||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||||||
Shares issued | 10,997,630 | ||||||||||||||
Common stock, price per share | $ / shares | $ 19 | ||||||||||||||
Proceeds from Initial Public Offering (IPO) | $ | $ 191,500,000 | ||||||||||||||
Common Stock | Underwritten Public Offering | |||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||||||
Shares issued | 1,434,473 | ||||||||||||||
Common Stock | Employees | |||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||||||
Remaining number of shares to be repurchased | 605,957 | ||||||||||||||
Common Stock | First Anniversary | |||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||||||
Initial repurchase right lapse rate | 25.00% | ||||||||||||||
Common Stock | Takeda License | |||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||||||
Shares issued | 1,084,000 | ||||||||||||||
Common Stock | Founders | |||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||||||
Remaining number of shares to be repurchased | 316,257 | ||||||||||||||
Common Stock | Frazier | |||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||||||
Shares issued | 1,491,072 |
Stockholders' Equity - Summary
Stockholders' Equity - Summary of Unvested Shares (Details) | 3 Months Ended |
Mar. 31, 2022shares | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Balance at December 31, 2021 | 1,144,809 |
Share vesting | (222,595) |
Balance at March 31, 2022 | 922,214 |
Stockholders' Equity - Summar_2
Stockholders' Equity - Summary of Common Stock Reserved for Future Issuance (Details) - shares | Mar. 31, 2022 | Oct. 31, 2019 |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Common stock reserved for future issuance (in shares) | 8,829,888 | |
Common stock warrants | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Common stock reserved for future issuance (in shares) | 91,228 | |
Stock Options, PSUs and RSUs Outstanding | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Common stock reserved for future issuance (in shares) | 6,074,576 | |
2019 Incentive Award Plan | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Common stock reserved for future issuance (in shares) | 1,861,999 | |
ESPP Plan | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Common stock reserved for future issuance (in shares) | 802,085 | 270,000 |
Stockholders' Equity - Summar_3
Stockholders' Equity - Summary of PSU and RSUs Activity Under the 2019 Incentive Award Plan (Details) | 3 Months Ended |
Mar. 31, 2022$ / sharesshares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Balance at December 31, 2021 | 1,144,809 |
Balance at March 31, 2022 | 922,214 |
2019 Incentive Award Plan | Performance-Based Stock Units (PSU) | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Balance at December 31, 2021 | 394,300 |
Stock awards, granted | 37,500 |
Number of Stock Units, Forfeited | (1,250) |
Balance at March 31, 2022 | 430,550 |
Weighted Average Grant Date Fair Value Per Share, Unvested Beginning Balance | $ / shares | $ 32.23 |
Weighted Average Grant Date Fair Value Per Share, Granted | $ / shares | 20.06 |
Weighted Average Grant Date Fair Value Per Share, Forfeited | $ / shares | 34.93 |
Weighted Average Grant Date Fair Value Per Share, Unvested Ending Balance | $ / shares | $ 31.16 |
2019 Incentive Award Plan | Restricted Stock Units (RSUs) | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Stock awards, granted | 244,087 |
Number of Stock Units, Forfeited | (900) |
Balance at March 31, 2022 | 243,187 |
Weighted Average Grant Date Fair Value Per Share, Granted | $ / shares | $ 15.31 |
Weighted Average Grant Date Fair Value Per Share, Forfeited | $ / shares | 15.21 |
Weighted Average Grant Date Fair Value Per Share, Unvested Ending Balance | $ / shares | $ 15.31 |
Stockholders' Equity - Summar_4
Stockholders' Equity - Summary of Weighted-Average Assumptions Used to Estimate Fair Value of Stock Options Granted and ESPP Awards (Details) | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Assumptions: | ||
Expected term (in years) | 6 years 29 days | 6 years 25 days |
Expected volatility | 66.19% | 67.49% |
Risk free interest rate | 1.70% | 0.60% |
Dividend yield | 0.00% | 0.00% |
Employee Stock Purchase Plan | ||
Assumptions: | ||
Expected term (in years) | 5 months 26 days | 9 months |
Expected volatility | 72.41% | 81.83% |
Risk free interest rate | 0.37% | 0.10% |
Dividend yield | 0.00% | 0.00% |
Stockholders' Equity - Summar_5
Stockholders' Equity - Summary of Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022 | Dec. 31, 2021 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ||
Options Outstanding, Beginning Balance | 4,186,729 | |
Options Outstanding, Options granted | 1,238,422 | |
Options Outstanding, Options forfeited, expired or cancelled | (24,312) | |
Options Outstanding, Ending Balance | 5,400,839 | 4,186,729 |
Options Outstanding, Options exercisable as of March 31, 2022 | 1,678,218 | |
Weighted-Average Exercise Price, Beginning Balance | $ 27.53 | |
Weighted-Average Exercise Price, Options granted | 15.36 | |
Weighted-Average Exercise Price, Options forfeited, expired or cancelled | 31.62 | |
Weighted-Average Exercise Price, Ending Balance | 24.72 | $ 27.53 |
Weighted-Average Exercise Price, Options exercisable as of March 31, 2022 | $ 24.11 | |
Weighted-Average Remaining Contractual Term | 8 years 6 months 21 days | 8 years 5 months 4 days |
Weighted-Average Remaining Contractual Term, Options exercisable as of March 31, 2022 | 7 years 10 months 20 days | |
Aggregate Intrinsic Value, Balance | $ 6,168 | $ 13,973 |
Aggregate Intrinsic Value, Options exercisable as of March 31, 2022 | $ 3,462 |
Stockholders' Equity - Summar_6
Stockholders' Equity - Summary of Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Stock-based compensation expense | $ 5,775 | $ 3,818 |
Research and Development Expense | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Stock-based compensation expense | 1,139 | 859 |
General and Administrative Expense | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Stock-based compensation expense | $ 4,636 | $ 2,959 |
Subsequent Event - Additional I
Subsequent Event - Additional Information (Details) - USD ($) $ in Millions | May 17, 2022 | May 04, 2022 |
Forecast | Revenue Interest Financing Agreement | ||
Subsequent Event [Line Items] | ||
Initial investors funding amount available upon approval | $ 100 | |
Subsequent Event | ||
Subsequent Event [Line Items] | ||
Upfront cash payment of investors additional funding amount available upon approval | $ 160 | |
Additional investors funding commitment potential amount available upon EE approval | 15 | |
Aggregate financing amount | 300 | |
Subsequent Event | Revenue Interest Financing Agreement | ||
Subsequent Event [Line Items] | ||
Upfront cash payment of investors funding amount available upon approval | $ 100 | |
Percentage of investor share of royalty in net sales | 10.00% | |
Subsequent Event | Maximum | ||
Subsequent Event [Line Items] | ||
Additional investors funding commitment potential amount available upon achievement of sales milestone | $ 25 | |
Subsequent Event | Maximum | Revenue Interest Financing Agreement | ||
Subsequent Event [Line Items] | ||
Non-dilutive financing amount | $ 260 |