Vincerx Pharma (VINC) 10-Q 12 Nov 24 2024 Q3 Quarterly report Financial data

Cover Page

Cover Page - shares	9 Months Ended
	Sep. 30, 2024	Oct. 31, 2024
Document Information [Line Items]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Sep. 30, 2024
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q3
Entity Registrant Name	Vincerx Pharma, Inc.
Entity Central Index Key	0001796129
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Current Fiscal Year End Date	--12-31
Entity Filer Category	Non-accelerated Filer
Entity Common Stock, Shares Outstanding		33,555,903
Entity Shell Company	false
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity File Number	001-39244
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	83-3197402
Entity Address, Address Line One	260 Sheridan Avenue, Suite 400
Entity Address, City or Town	Palo Alto
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	94306
City Area Code	650
Local Phone Number	800-6676
Document Quarterly Report	true
Document Transition Report	false
Title of 12(b) Security	Common Stock, $0.0001 par value per share
Trading Symbol	VINC
Security Exchange Name	NASDAQ

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Current assets:
Cash and cash equivalents	$ 2,942	$ 12,782
Restricted cash	85	72
Short-term marketable securities	7,144	0
Prepaid expenses	283	51
Grant receivable	1,063	1,044
Other current assets	231	784
Total current assets	11,748	14,733
Right-of-use assets, net	1,431	2,201
Property, plant and equipment, net	85	125
Grant receivable	1,510	1,076
Other assets	173	82
Total assets	14,947	18,217
Current liabilities
Accounts payable	1,963	2,497
Accrued expenses	1,724	1,755
Lease liability	1,274	1,162
Common stock warrant liabilities	463	191
Total current liabilities	5,424	5,605
Lease liability, net of current portion	365	1,340
Other noncurrent liabilities	50	50
Total liabilities	5,839	6,995
Commitments and contingencies—Note 6
Stockholders' equity
Preferred stock, $0.0001 par value; 30,000,000 shares authorized, none issued or outstanding as of September 30, 2024 and December 31, 2023	0	0
Common stock, $0.0001 par value; 120,000,000 shares authorized, 31,395,903 shares and 21,407,510 shares issued and outstanding as of September 30, 2024 and December 31, 2023, respectively	3	2
Additional paid-in capital	190,193	170,324
Accumulated other comprehensive income	104	8
Accumulated deficit	(181,192)	(159,112)
Total stockholders' equity	9,108	11,222
Total liabilities and stockholders' equity	$ 14,947	$ 18,217

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Sep. 30, 2024	Dec. 31, 2023
Statement of Financial Position [Abstract]
Preferred stock par value	$ 0.0001	$ 0.0001
Preferred stock shares authorized	30,000,000	30,000,000
Preferred stock shares issued	0	0
Preferred stock shares outstanding	0	0
Common stock par value	$ 0.0001	$ 0.0001
Common stock shares authorized	120,000,000	120,000,000
Common stock shares issued	31,395,903	21,407,510
Common stock shares outstanding	31,395,903	21,407,510

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Operating expenses:
General and administrative	$ 3,885	$ 3,508	$ 10,419	$ 11,816
Research and development	3,908	6,101	12,218	25,260
Total operating expenses	7,793	9,609	22,637	37,076
Loss from operations	(7,793)	(9,609)	(22,637)	(37,076)
Other income (expense)
Change in fair value of warrant liabilities	(331)	112	(272)	12
Interest income	154	260	410	1,053
Other income, net	127	230	419	804
Total other income (expense)	(50)	602	557	1,869
Net loss	(7,843)	(9,007)	(22,080)	(35,207)
Other comprehensive income:
Net foreign currency translation gain (loss)	72	(29)	93	3
Net unrealized gain on marketable securities	8	12	3	75
Comprehensive loss	$ (7,763)	$ (9,024)	$ (21,984)	$ (35,129)
Net loss per common share, basic	$ (0.17)	$ (0.42)	$ (0.63)	$ (1.66)
Net loss per common share, diluted	$ (0.17)	$ (0.42)	$ (0.63)	$ (1.66)
Weighted average common shares outstanding, basic	45,672	21,345	35,175	21,269
Weighted average common shares outstanding, diluted	45,672	21,345	35,175	21,269

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Changes in Stockholders' Equity - USD ($) $ in Thousands	Total	Common Stock [Member]	Additional Paid-in Capital [Member]	Accumulated Other Comprehensive Income (Loss) [Member]	Accumulated Deficit [Member]
Beginning Balance at Dec. 31, 2022	$ 47,668	$ 2	$ 166,647	$ (26)	$ (118,955)
Beginning Balance, Shares at Dec. 31, 2022		21,243
Issuance of common stock from employee stock plans, Shares		138
Issuance of common stock from employee stock plans	96		96
Stock-based compensation	3,106		3,106
Cumulative translation adjustment	3			3
Unrealized gain on marketable securities	75			75
Net loss	(35,207)				(35,207)
Ending Balance at Sep. 30, 2023	15,741	$ 2	169,849	52	(154,162)
Ending Balance, Shares at Sep. 30, 2023		21,381
Beginning Balance at Jun. 30, 2023	24,136	$ 2	169,220	69	(145,155)
Beginning Balance, Shares at Jun. 30, 2023		21,381
Stock-based compensation	629		629
Cumulative translation adjustment	(29)			(29)
Unrealized gain on marketable securities	12			12
Net loss	(9,007)				(9,007)
Ending Balance at Sep. 30, 2023	15,741	$ 2	169,849	52	(154,162)
Ending Balance, Shares at Sep. 30, 2023		21,381
Beginning Balance at Dec. 31, 2023	11,222	$ 2	170,324	8	(159,112)
Beginning Balance, Shares at Dec. 31, 2023		21,408
Issuance of pre-funded warrants and common stock from public offering, net of commissions and expenses of $657,Shares		6,000
Issuance of pre-funded warrants and common stock from public offering, net of commissions and expenses of $657,Value	14,752	$ 1	14,751
Issuance of common stock in connection with at-the-market offering, net of issuance costs of $239,Shares		2,121
Issuance of common stock in connection with at-the-market offering, net of issuance costs of $239,Value	2,161		2,161
Issuance of common stock in connection with exercise of pre-funded warrants		1,724
Issuance of common stock from employee stock plans, Shares		143
Issuance of common stock from employee stock plans	94		94
Stock-based compensation	2,863		2,863
Cumulative translation adjustment	93			93
Unrealized gain on marketable securities	3			3
Net loss	(22,080)				(22,080)
Ending Balance at Sep. 30, 2024	9,108	$ 3	190,193	104	(181,192)
Ending Balance, Shares at Sep. 30, 2024		31,396
Beginning Balance at Jun. 30, 2024	15,448	$ 3	188,770	24	(173,349)
Beginning Balance, Shares at Jun. 30, 2024		29,672
Issuance of common stock in connection with exercise of pre-funded warrants		1,724
Stock-based compensation	1,423		1,423
Cumulative translation adjustment	72			72
Unrealized gain on marketable securities	8			8
Net loss	(7,843)				(7,843)
Ending Balance at Sep. 30, 2024	$ 9,108	$ 3	$ 190,193	$ 104	$ (181,192)
Ending Balance, Shares at Sep. 30, 2024		31,396

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Changes in Stockholders' Equity (Parenthetical) $ in Thousands	9 Months Ended
	Sep. 30, 2024 USD ($)
Payments for Commissions	$ 657
Payments of Stock Issuance Costs	$ 239

Condensed Consolidated Statem_4

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023
Cash flows from operating activities
Net loss	$ (22,080)	$ (35,207)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation	39	40
Stock-based compensation	2,863	3,106
Amortization of right-of-use assets	770	617
Change in fair value of warrant liabilities	272	(12)
Net amortization of discounts on marketable securities	(178)	(603)
Changes in operating assets and liabilities:
Prepaid and other current assets	321	1,170
Grant receivable	0	319
Other assets	(525)	(793)
Accounts payable	(534)	(1,003)
Accrued expenses	(31)	603
Lease liabilities	(863)	(671)
Net cash used in operating activities	(19,946)	(32,434)
Cash flows from investing activities:
Purchases of marketable securities	(11,463)	(11,821)
Sales and maturities of marketable securities	4,500	47,571
Net cash provided by (used in) investing activities	(6,963)	35,750
Cash flows from financing activities:
Proceeds from issuance of common stock from employee stock plans	94	96
Proceeds from public offering, net of transaction costs	14,752	0
Proceeds from at-the-market offering, net of transaction costs	2,161	0
Net cash provided by financing activities	17,007	96
Effect of exchange rate changes on cash, cash equivalents, and restricted cash	75	3
Net decrease in cash, cash equivalents, and restricted cash	(9,827)	3,415
Cash, cash equivalents, and restricted cash at beginning of the period	12,854	11,733
Cash, cash equivalents, and restricted cash at end of the period	3,027	15,148
Reconciliation of cash, cash equivalents, and restricted cash:
Cash and cash equivalents	2,942
Restricted cash	85
Total	$ 3,027	$ 15,148

Pay vs Performance Disclosure

Pay vs Performance Disclosure - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Pay vs Performance Disclosure
Net Income (Loss)	$ (7,843)	$ (9,007)	$ (22,080)	$ (35,207)

Insider Trading Arrangements

Insider Trading Arrangements	3 Months Ended
	Sep. 30, 2024
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false

Nature of Business

Nature of Business	9 Months Ended
	Sep. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Nature of Business	NOTE 1. NATURE OF BUSINESS LSAC was initially formed on December 19, 2018 as a Delaware corporation for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization, or similar business combination with one or more businesses. In December 2020, the Merger Sub merged with and into Legacy Vincera Pharma, with Legacy Vincera Pharma surviving the Merger as a wholly- owned subsidiary of LSAC. In connection with the Business Combination, LSAC changed its name to Vincera Pharma, Inc., and subsequently in January 2021, changed its name to Vincerx Pharma, Inc. (together with its consolidated subsidiaries, the “Company”). The Company is a clinical-stage biopharmaceutical company focused on leveraging its extensive development and oncology expertise to advance new therapies intended to address unmet medical needs for the treatment of cancer. The Company’s current pipeline is entirely derived from the Bayer License Agreement (see Note 3), pursuant to which the Company has been granted an exclusive, royalty-bearing, worldwide license under certain Bayer patents and know-how P-TEFb

Summary of Significant Accounti

Summary of Significant Accounting Policies	9 Months Ended
	Sep. 30, 2024
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with GAAP for interim financial information and in accordance with the instructions to Form 10-Q S-X The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the Company’s Annual Report on Form 10-K 10-K Liquidity and Going Concern As of September 30, 2024, the Company had approximately $10.1 million in cash, cash equivalents and marketable securities. In April 2024, the Company raised $16.9 million, net of underwriting discounts and offering costs, through the sale of shares of common stock, warrants and pre-funded In accordance with Accounting Standards Update (“ASU”) 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern 205-40), one-year The accompanying unaudited condensed consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and satisfaction of liabilities in the ordinary course of business, and do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might result from the outcome of the uncertainties described Use of Estimates The preparation of condensed consolidated financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of commitments and contingencies at the date of the condensed consolidated financial statements as well as reported amounts of expenses during the reporting periods. Estimates made by the Company include, but are not limited to, common stock warrant liabilities and stock-based compensation. The Company bases these estimates on historical experience and on various other assumptions that it believes are reasonable under the circumstances, the results of which form the basis for making judgments about the carrying amounts of assets and liabilities that are not readily apparent from other sources. Actual results could differ materially from those estimates. Significant Accounting Policies Concentrations of Credit Risk The Company has significant cash balances at financial institutions which throughout the year regularly exceed the federally insured limit of $250,000. Any loss incurred or a lack of access to such funds could have a significant adverse impact on the Company’s financial condition, results of operations, and cash flows. The Company is subject to risks common to companies in the biotechnology industry, including, but not limited to, development by the Company or its competitors of technological innovations, risks of failure of clinical studies, dependence on key personnel, protection of proprietary technology, compliance with government regulations, and ability to transition from preclinical manufacturing to commercial production of products. The Company’s future product candidates will require approvals from the FDA and comparable foreign regulatory agencies prior to commercial sales in their respective jurisdictions. There can be no assurance that any product candidates will receive the necessary approvals. If the Company was denied approval, approval was delayed, or the Company was unable to maintain approval for any product candidate, it could have a material adverse impact on the Company. Cash and Cash Equivalents Management considers all highly liquid investments with an insignificant interest rate risk and original maturities of three months or less to be cash equivalents. German Grant Income The Company recognizes grant income in the period when the underlying eligible expenses are incurred. The German government grant program provides for tax refunds or direct reimbursements of eligible research expenses Recent Accounting Pronouncements In November 2023, Financial Accounting Standards Board (“FASB”) issued ASU No. 2023-07 Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures 2023-07 In December 2023, FASB issued ASU No. 2023-09 Income Taxes (Topic 740): Improvements to Income Tax Disclosures 2023-09 There have been no other material changes in the Company’s significant accounting policies to those previously disclosed in the Company’s Annual Report on Form 10-K.

Bayer License

Bayer License	9 Months Ended
	Sep. 30, 2024
Bayer License [Abstract]
Bayer License	NOTE 3. BAYER LICENSE On October 7, 2020, the Company entered into the Bayer License Agreement, which became effective on December 23, 2020 upon the closing of the Business Combination. Pursuant to the Bayer License Agreement, the Company has an exclusive, worldwide, royalty-bearing license under certain Bayer patents and know-how P-TEFb Following the closing of the Business Combination, the Company paid Bayer a $5.0 million upfront license fee on January 5, 2021. During 2022 and 2023, the Company recorded $1.0 million in development milestones payable to Bayer in connection with the Company’s IND filings for each of VIP236 and VIP943. Each of these milestone obligations were expensed as incurred. If the Company achieves all of the development and commercial sales milestones for license products under the Bayer License Agreement for each of the countries and disease indications, the Company would be obligated to pay milestone payments that range from $110.0 million to up to $318.0 million per licensed product, and upon successful commercialization of at least five licensed products, the Company could be required to pay aggregate milestone payments in excess of $1.0 billion. In addition to milestone payments, the Company is also required to pay Bayer under the Bayer License Agreement ongoing royalties in the single digit to low double-digit percentage range on net commercial sales of licensed products.

Fair Value Measurements

Fair Value Measurements	9 Months Ended
	Sep. 30, 2024
Fair Value Disclosures [Abstract]
Fair Value Measurements	NOTE 4. FAIR VALUE MEASUREMENTS The Company’s financial assets and liabilities subject to fair value measurements on a recurring basis and the level of inputs used for such measurements were as follows (amounts in thousands): Fair Value Measured as of September 30, 2024 Level 1 Level 2 Level 3 Total Assets: Cash equivalents: Money market funds $ 2,533 $ —  $ —  $ 2,533 Short-term marketable securities: U.S. government treasuries 4,153 —  —  4,153 U.S. government agency securities —  2,991 —  2,991 Total cash equivalents and marketable securities $ 6,686 $ 2,991 $ —  $ 9,677 Fair Value Measured as of December 31, 2023 Level 1 Level 2 Level 3 Total Assets: Cash equivalents: Money market funds $ 4,682 $ —  $ —  $ 4,682 U.S. government treasuries 6,233 —  —  6,233 U.S. government agency securities —  999 —  999 Total cash equivalents $ 10,915 $ 999 $ —  $ 11,914 The Company’s Level 2 securities are valued using third-party pricing sources. The pricing services utilize industry standard valuation models, including both income and market-based approaches, for which all significant inputs are observable, either directly or indirectly. There were no transfers of assets between Level 1, Level 2, or Level 3 during the three- and nine-month periods ended September 30, 2024. Fair Value Measured as of September 30, 2024 Level 1 Level 2 Level 3 Total Liabilities: Legacy private $ —  $ —  $ 463 $ 463 Total fair value $ —  $ —  $ 463 $ 463 Fair Value Measured as of December 31, 2023 Level 1 Level 2 Level 3 Total Liabilities: Legacy private $ —  $ —  $ 191 $ 191 Total fair value $ —  $ —  $ 191 $ 191 The estimated fair value of the warrant liability for outstanding legacy warrants at September 30, 2024 and December 31, 2023 was deter m Treasury zero-coupon The following table presents changes in Level 3 liabilities measured at fair value for the nine-month period ended September 30, 2024. Both observable and unobservable inputs were used to determine the fair value of positions that the Company has classified within the Level 3 category. Unrealized gains and losses associated with liabilities within the Level 3 category include changes in fair value that were attributable to both observable (e.g., changes in market interest rates) and unobservable (e.g., changes in unobservable long-dated volatilities) inputs (in thousands). Warrant Balance – January 1, 2024 $ 191 Change 272 Balance – September 30, 2024 $ 463 A summary of the weighted average (in aggregate) significant unobservable inputs (Level 3 inputs) used in measuring the Company’s legacy warrant liabilities that are categorized within Level 3 of the fair value hierarchy as of September 30, 2024 and December 31, 2023 is as follows: As of As of Stock price $ 0.72 $ 1.18 Exercise price $ 11.50 $ 11.50 Term (years) 1.2 2.0 Volatility (annual) 183.2 % 90.9 % Risk-free rate 3.8 % 4.2 % Dividend yield (per share) 0 % 0 %

Marketable Securities

Marketable Securities	9 Months Ended
	Sep. 30, 2024
Debt Securities, Available-for-Sale [Abstract]
Marketable Securities	NOTE 5. MARKETABLE SECURITIES All marketable securities were considered available-for-sale September 30, 2024 Amortized Cost Gross Unrealized Gross Fair Value Assets: Short-term marketable securities: U.S. government treasuries $ 4,151 $ 2 $ —  $ 4,153 U.S. government agency securities 2,991 —  —  2,991 Total marketable securities $ 7,142 $ 2 $ —  $ 7,144 During 2024, some of the Company’s marketable securities have been in an unrealized loss position. The Company determined that it did have the ability and intent to hold all marketable securities that have been in a continuous loss position until maturity or recovery, thus there has been no recognition of any other-than-temporary impairment in the three- and nine-months ended September 30, 2024.

Commitments and Contingencies

Commitments and Contingencies	9 Months Ended
	Sep. 30, 2024
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	NOTE 6. COMMITMENTS AND CONTINGENCIES Leases On December 23, 2020, the Company entered into a five-year term lease agreement which commenced on January 1, 2021. On April 1, 2021, and again on May 1, 2021, the lease was amended to include additional space. The annual rent expense is approximately $1.2 million. At September 30, 2024, the Company had operating lease liabilities of approximately $1.6 million and right-of-use In connection with the Company’s strategic plan and workforce reduction in 2022, the Company consolidated its leased office space at its corporate headquarters location. Effective July 8, 2022, the Company subleased substantially all of its remaining unused office space for a term of 18 months at a base rent of $50,000 per month and renewed this sublease in January 2024 to include additional unused space for an additional term of approximately 24 months. The Company has not been legally released from its primary obligations under the original lease and subsequent amendments and, therefore, continues to account for the original lease according to Accounting Standard Codification (“ASC”) Topic 842, Leases The following summarizes quantitative information about the Company’s operating leases (amounts in thousands): For the three months ended For the nine months ended September 30, 2024 September 30, 2023 September 30, 2024 September 30, 2023 Lease cost Operating lease cost $ 299 $ 299 $ 897 $ 897 Variable lease cost —  —  —  —  Total operating lease expense $ 299 $ 299 $ 897 $ 897 Other information Operating cash flows from operating leases $ 330 $ 318 $ 990 $ 952 Right-of-use $ —  $ —  $ —  $ —  Weighted-average remaining lease term – operating leases 1.3 2.3 1.3 2.3 Weighted-average discount rate – operating leases 8 % 8 % 8 % 8 % As of September 30, 2024, future minimum payments during the remaining period and the next two years are as follows (in thousands): Remaining period ended December 31, 2024 $ 329 Year ended December 31, 2025 1,372 Year ended December 31, 2026 28 Total 1,729 Less present value discount (90 ) Operating lease liabilities included in the condensed consolidated balance sheet at September 30, 2024 $ 1,639

Stockholders' Equity

Stockholders' Equity	9 Months Ended
	Sep. 30, 2024
Equity [Abstract]
Stockholders' Equity	NOTE 7. STOCKHOLDERS’ EQUITY The Company’s Certificate of Incorporation authorizes the issuance of 120,000,000 shares of common stock, $0.0001 par value per share and 30,000,000 shares of undesignated preferred stock, $0.0001 par value per share. As of September 30, 2024 and December 31, 2023, there were 31,395,903 and 21,407,510 shares, respectively, of common stock outstanding, and no shares of preferred stock outstanding. Public and At-the-Market The Company entered into a Sales Agreement (the “ATM Agreement”) dated as of March 29, 2024 between the Company and Leerink Partners LLC, as sales agent, which provides for the issuance and sale by the Company of shares of common stock having an aggregate offering price of up to $50.0 million. As of September 30, 2024, the Company sold an aggregate of 2,120,849 shares of its common stock at an average price of $1.167 per share, resulting in net proceeds of approximately $2.2 million, after paying commissions and offering expenses of approximately $0.2 million. As of September 30, 2024, approximately $47.5 million remained available under the ATM Agreement. There were no sales of shares of common stock by us under the ATM Agreement during the third quarter of 2024. On April 30, 2024, the Company closed an underwritten public offering of (i) 6.0 million shares of its common stock and accompanying warrants to purchase up to 6.0 million shares of common stock, and (ii) to certain investors, pre-funded pre-funded pre-funded The newly issued warrants and pre-funded Derivatives and Hedging Legacy Warrants As of September 30, 2024 and December 31, 2023, there were 3,295,000 legacy warrants to purchase common stock outstanding. The legacy warrants will expire at 5:00 p.m., New York City time, on December 23, 2025 (five years from the closing of the Business Combination). The legacy warrants are exercisable for one share of common stock at an exercise price of $11.50 per share and will be exercisable for cash (even if a registration statement covering the shares of common stock issuable upon exercise of such warrants is not effective) or on a cashless basis, at the holder’s option (except with respect to 500,000 of the legacy warrants held by Rosedale Park, LLC and 500,000 of the legacy warrants held by LifeSci Holdings LLC, which were amended to remove the cashless exercise provision), and will not be redeemable by the Company (except with respect to 500,000 of the legacy warrants held by Rosedale Park, LLC and 500,000 of the legacy warrants held by LifeSci Holdings LLC, which were amended to include a redemption provision. The legacy warrants held by Rosedale Park, LLC, will expire on March 5, 2025, provided that once the legacy warrants are not beneficially owned by Chardan Capital Markets, LLC or any of its related persons, the legacy warrants will expire on December 23, 2025 (five years from the closing of the Business Combination). The legacy warrants issued to LifeSci Holdings LLC that were amended as described above were determined to be equity classified in accordance with ASC 815, Derivatives and Hedging Derivatives and Hedging Restricted Stock A summary of restricted stock activity for the three- and nine-months ended September 30, 2024 and 2023 is presented below: Number of Shares Weighted Average Nonvested at January 1, 2024 18,062 $ 0.103 Vested (10,848 ) —  Nonvested at March 31, 2024 7,214 $ 0.089 Vested (7,214 ) —  Nonvested at June 30 and September 30, 2024 —  $ —  Number of Shares Weighted Average Grant Date Fair Value per Share Nonvested at January 1, 2023 67,002 $ 0.065 Vested (16,396 ) —  Nonvested at March 31, 2023 50,606 0.074 Vested (10,848 ) —  Nonvested at June 30, 2023 39,758 $ 0.078 Vested (10,848 ) —  Nonvested at September 30, 2023 28,910 $ 0.086

Equity Incentive Plans

Equity Incentive Plans	9 Months Ended
	Sep. 30, 2024
Share-based Payment Arrangement [Abstract]
Equity Incentive Plans	NOTE 8. EQUITY INCENTIVE PLANS In connection with the Business Combination, the stockholders approved the Vincerx Pharma, Inc. 2020 Stock Incentive Plan (the “2020 Plan”), which became effective upon the closing of the Business Combination on December 23, 2020. As of September 30, 2024, the Company had 7,254,916 shares of common stock reserved for issuance and 909,732 shares available for future awards under the 2020 Plan. The 2020 Plan allows for the grant of stock options and rights to acquire restricted stock to employees, directors, and consultants of the Company. The terms and conditions of specific awards are set at the discretion of the Company’s board of directors. Options granted under the 2020 Plan expire no later than 10 years from the date of grant. Unvested common stock obtained upon early exercise of options are subject to repurchase by the Company at the original issue price. Stock Option Repricing and Exchange Program The board of directors and stockholders of the Company approved a one-time stock The stock option repricing was treated as an option modification for accounting purposes and resulted in total incremental expense of approximately $0.9 million, of which approximately $0.6 million incremental expense associated with the vested options was recognized on the modification date of August 12, 2024. The remaining $ million incremental expense associated with the unvested options as of the modification date will be recognized over the remainder of the original requisite service period. Subsequent to completion of the repricing, the Company commenced a tender offer to exchange outstanding eligible options to purchase shares of the Company’s common stock for new restricted stock units (each, a “New RSU”). At the completion of the tender offer on September 27, 2024, a total of 1,911,415 eligible options were tendered for New RSUs. The surrendered options were cancelled, and a total of 1,470,314 New RSUs were granted, each effective as of September 30, 2024. There was no incremental expense associated with this exchange. Stock option activity under the 2020 Plan is as follows (in thousands, except per share amounts): Stock Options Weighted Average Weighted Aggregate Outstanding at January 1, 2024 5,219 $ 8.74 8.1 $ 134 Options granted 2,657 7.19 —  —  Options exercised (6 ) 0.90 —  —  Options cancelled (2,086 ) 1.33 —  —  Outstanding at September 30, 2024 5,784 $ 0.94 8.4 $ 903 Options vested and exercisable at September 30, 2024 3,437 $ 1.20 7.2 $ 525 Stock-based compensation expense is based on the grant-date fair value, or $3.10 for all awards granted during the nine months ended September 30, 2024. The Company recognizes compensation expense for all stock-based awards on a straight-line basis over the requisite service period of the awards, which is generally the option vesting term of three years. As of September 30, 2024, the Company had stock-based compensation of approximately $5.8 million related to unvested stock options not yet recognized that are expected to be recognized over an estimated weighted average period of 2.1 years. The following weighted average assumptions were used as inputs to the Black-Scholes option valuation model in determining the estimated grant-date fair value of the Company’s stock options granted during the nine months ended September 30, 2024 and 2023: For the nine months 2024 2023 Exercise price $ 7.19 $ 1.21 Expected term (years) 6.0 5.5 Volatility (annual) 91.8 % 89.5 % Risk-free rate 4.3 % 4.0 % Dividend yield (per share) 0 % 0 % Restricted stock unit activity under the 2020 Plan is as follows (in thousands, except per share amounts): Restricted Stock Units Weighted Average Weighted Aggregate Outstanding at January 1, 2024 —  $ —  —  $ —  Awarded 1,470 —  —  —  Released —  —  —  —  Cancelled —  —  —  —  Outstanding at September 30, 2024 1,470 $ —  0.6 $ 1,053 Stock-based compensation expense associated with the New RSUs , as well as the remaining unrecognized compensation expense associated with the options that were tendered in exchange for these New RSUs . As of September 30, 2024, the Company had stock-based compensation of approximately $1.2 million related to unvested restricted stock units not yet recognized that are expected to be recognized over an estimated weighted average period of 2.1 years. Total stock-based compensation expense, including the incremental expense associated with the repricing described above, recognized in the three- and nine-months ended September 30, 2024 and 2023 was as follows (amounts in thousands): For the three months ended For the nine months ended September 30, 2024 September 30, 2023 September 30, 2024 September 30, 2023 Research and development $ 718 $ 231 $ 1,388 $ 1,543 General and administrative 705 398 1,475 1,563 Total stock-based compensation expense $ 1,423 $ 629 $ 2,863 $ 3,106

Net Loss per Share Applicable t

Net Loss per Share Applicable to Common Stockholders	9 Months Ended
	Sep. 30, 2024
Earnings Per Share [Abstract]
Net Loss per Share Applicable to Common Stockholders	NOTE 9. NET LOSS PER SHARE APPLICABLE TO COMMON STOCKHOLDERS Basic loss per common share is computed by dividing net loss by the weighted average number of common shares outstanding during the reporting period. Diluted loss per common share is computed similarly to basic loss per common share except that it reflects the potential dilution that could occur if dilutive securities or other obligations to issue common stock were exercised or converted into common stock. The following table sets forth the computation of loss per share for the three- and nine-months ended September 30, 2024 and 2023 (amounts in thousands, except per share number): For the three months ended For the nine months ended  2024   2023   2024   2023  Numerator: Net loss $ (7,843 ) $ (9,007 ) $ (22,080 ) $ (35,207 ) Denominator: Weighted average common shares outstanding, basic and diluted 45,672 21,345 35,175 21,269 Net loss per common share, basic and diluted $ (0.17 ) $ (0.42 ) $ (0.63 ) $ (1.66 ) In accordance with ASC 260-10-45-13, a pre-funded, or penny, warrant is an instrument that requires the holder to pay little or no consideration to receive the shares upon exercise of the warrant (see Note 7). Since the shares underlying the warrants are issuable for little or no consideration, the Company considered them outstanding in the context of basic earnings per share. The following table presents the potential common stock outstanding that was excluded from the computation of diluted net loss per share of common stock as of the periods presented because including them would have been antidilutive (amounts in thousands): For the three and 2024 2023 Options outstanding 5,784 5,321 Restricted stock units 1,470 —  Warrants 25,295 3,295 Restricted stock —  29 Total 32,549 8,645

Subsequent Events

Subsequent Events	9 Months Ended
	Sep. 30, 2024
Subsequent Events [Abstract]
Subsequent Events	NOTE 10. SUBSEQUENT EVENT In October 2024, the Company issued approximately 2.2 million shares of common stock in connection with the exercise of an equivalent amount of pre-funded warrants at an exercise price of $0.0001.

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	9 Months Ended
	Sep. 30, 2024
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with GAAP for interim financial information and in accordance with the instructions to Form 10-Q S-X The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the Company’s Annual Report on Form 10-K 10-K
Liquidity and Going Concern	Liquidity and Going Concern As of September 30, 2024, the Company had approximately $10.1 million in cash, cash equivalents and marketable securities. In April 2024, the Company raised $16.9 million, net of underwriting discounts and offering costs, through the sale of shares of common stock, warrants and pre-funded In accordance with Accounting Standards Update (“ASU”) 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern 205-40), one-year The accompanying unaudited condensed consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and satisfaction of liabilities in the ordinary course of business, and do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might result from the outcome of the uncertainties described
Use of Estimates	Use of Estimates The preparation of condensed consolidated financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of commitments and contingencies at the date of the condensed consolidated financial statements as well as reported amounts of expenses during the reporting periods. Estimates made by the Company include, but are not limited to, common stock warrant liabilities and stock-based compensation. The Company bases these estimates on historical experience and on various other assumptions that it believes are reasonable under the circumstances, the results of which form the basis for making judgments about the carrying amounts of assets and liabilities that are not readily apparent from other sources. Actual results could differ materially from those estimates.
Concentration of Credit Risk	Concentrations of Credit Risk The Company has significant cash balances at financial institutions which throughout the year regularly exceed the federally insured limit of $250,000. Any loss incurred or a lack of access to such funds could have a significant adverse impact on the Company’s financial condition, results of operations, and cash flows. The Company is subject to risks common to companies in the biotechnology industry, including, but not limited to, development by the Company or its competitors of technological innovations, risks of failure of clinical studies, dependence on key personnel, protection of proprietary technology, compliance with government regulations, and ability to transition from preclinical manufacturing to commercial production of products. The Company’s future product candidates will require approvals from the FDA and comparable foreign regulatory agencies prior to commercial sales in their respective jurisdictions. There can be no assurance that any product candidates will receive the necessary approvals. If the Company was denied approval, approval was delayed, or the Company was unable to maintain approval for any product candidate, it could have a material adverse impact on the Company.
Cash and Cash Equivalents	Cash and Cash Equivalents Management considers all highly liquid investments with an insignificant interest rate risk and original maturities of three months or less to be cash equivalents.
German Grant Income	German Grant Income The Company recognizes grant income in the period when the underlying eligible expenses are incurred. The German government grant program provides for tax refunds or direct reimbursements of eligible research expenses
Recent Accounting Pronouncements	Recent Accounting Pronouncements In November 2023, Financial Accounting Standards Board (“FASB”) issued ASU No. 2023-07 Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures 2023-07 In December 2023, FASB issued ASU No. 2023-09 Income Taxes (Topic 740): Improvements to Income Tax Disclosures 2023-09 There have been no other material changes in the Company’s significant accounting policies to those previously disclosed in the Company’s Annual Report on Form 10-K.

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	9 Months Ended
	Sep. 30, 2024
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Summary of Fair Value Assets Measured on Recurring Basis	The Company’s financial assets and liabilities subject to fair value measurements on a recurring basis and the level of inputs used for such measurements were as follows (amounts in thousands): Fair Value Measured as of September 30, 2024 Level 1 Level 2 Level 3 Total Assets: Cash equivalents: Money market funds $ 2,533 $ —  $ —  $ 2,533 Short-term marketable securities: U.S. government treasuries 4,153 —  —  4,153 U.S. government agency securities —  2,991 —  2,991 Total cash equivalents and marketable securities $ 6,686 $ 2,991 $ —  $ 9,677 Fair Value Measured as of December 31, 2023 Level 1 Level 2 Level 3 Total Assets: Cash equivalents: Money market funds $ 4,682 $ —  $ —  $ 4,682 U.S. government treasuries 6,233 —  —  6,233 U.S. government agency securities —  999 —  999 Total cash equivalents $ 10,915 $ 999 $ —  $ 11,914
Summary of Liabilities Measured at Fair Value on Recurring Basis	Fair Value Measured as of September 30, 2024 Level 1 Level 2 Level 3 Total Liabilities: Legacy private $ —  $ —  $ 463 $ 463 Total fair value $ —  $ —  $ 463 $ 463 Fair Value Measured as of December 31, 2023 Level 1 Level 2 Level 3 Total Liabilities: Legacy private $ —  $ —  $ 191 $ 191 Total fair value $ —  $ —  $ 191 $ 191
Summary of Changes in Level 3 Warrant liabilities measured at fair value	The following table presents changes in Level 3 liabilities measured at fair value for the nine-month period ended September 30, 2024. Both observable and unobservable inputs were used to determine the fair value of positions that the Company has classified within the Level 3 category. Unrealized gains and losses associated with liabilities within the Level 3 category include changes in fair value that were attributable to both observable (e.g., changes in market interest rates) and unobservable (e.g., changes in unobservable long-dated volatilities) inputs (in thousands). Warrant Balance – January 1, 2024 $ 191 Change 272 Balance – September 30, 2024 $ 463
Summary of Fair Value of the Company's warrant liabilities	A summary of the weighted average (in aggregate) significant unobservable inputs (Level 3 inputs) used in measuring the Company’s legacy warrant liabilities that are categorized within Level 3 of the fair value hierarchy as of September 30, 2024 and December 31, 2023 is as follows: As of As of Stock price $ 0.72 $ 1.18 Exercise price $ 11.50 $ 11.50 Term (years) 1.2 2.0 Volatility (annual) 183.2 % 90.9 % Risk-free rate 3.8 % 4.2 % Dividend yield (per share) 0 % 0 %

Marketable Securities (Tables)

Marketable Securities (Tables)	9 Months Ended
	Sep. 30, 2024
Marketable Securities [Abstract]
Summary of Available For Sale Securities	All marketable securities were considered available-for-sale September 30, 2024 Amortized Cost Gross Unrealized Gross Fair Value Assets: Short-term marketable securities: U.S. government treasuries $ 4,151 $ 2 $ —  $ 4,153 U.S. government agency securities 2,991 —  —  2,991 Total marketable securities $ 7,142 $ 2 $ —  $ 7,144

Commitments and Contingencies (

Commitments and Contingencies (Tables)	9 Months Ended
	Sep. 30, 2024
Contractual Obligation, Fiscal Year Maturity [Abstract]
Summary of Quantitative Information About the Company's Operating Leases	The following summarizes quantitative information about the Company’s operating leases (amounts in thousands): For the three months ended For the nine months ended September 30, 2024 September 30, 2023 September 30, 2024 September 30, 2023 Lease cost Operating lease cost $ 299 $ 299 $ 897 $ 897 Variable lease cost —  —  —  —  Total operating lease expense $ 299 $ 299 $ 897 $ 897 Other information Operating cash flows from operating leases $ 330 $ 318 $ 990 $ 952 Right-of-use $ —  $ —  $ —  $ —  Weighted-average remaining lease term – operating leases 1.3 2.3 1.3 2.3 Weighted-average discount rate – operating leases 8 % 8 % 8 % 8 %
Summary of Future Minimum Lease Payments	As of September 30, 2024, future minimum payments during the remaining period and the next two years are as follows (in thousands): Remaining period ended December 31, 2024 $ 329 Year ended December 31, 2025 1,372 Year ended December 31, 2026 28 Total 1,729 Less present value discount (90 ) Operating lease liabilities included in the condensed consolidated balance sheet at September 30, 2024 $ 1,639

Stockholders' Equity (Tables)

Stockholders' Equity (Tables)	9 Months Ended
	Sep. 30, 2024
Equity [Abstract]
Summary of Restricted Stock Activity	A summary of restricted stock activity for the three- and nine-months ended September 30, 2024 and 2023 is presented below: Number of Shares Weighted Average Nonvested at January 1, 2024 18,062 $ 0.103 Vested (10,848 ) —  Nonvested at March 31, 2024 7,214 $ 0.089 Vested (7,214 ) —  Nonvested at June 30 and September 30, 2024 —  $ —  Number of Shares Weighted Average Grant Date Fair Value per Share Nonvested at January 1, 2023 67,002 $ 0.065 Vested (16,396 ) —  Nonvested at March 31, 2023 50,606 0.074 Vested (10,848 ) —  Nonvested at June 30, 2023 39,758 $ 0.078 Vested (10,848 ) —  Nonvested at September 30, 2023 28,910 $ 0.086

Equity Incentive Plans (Tables)

Equity Incentive Plans (Tables)	9 Months Ended
	Sep. 30, 2024
Share-based Payment Arrangement [Abstract]
Summary of Stock Option Activity	Stock option activity under the 2020 Plan is as follows (in thousands, except per share amounts): Stock Options Weighted Average Weighted Aggregate Outstanding at January 1, 2024 5,219 $ 8.74 8.1 $ 134 Options granted 2,657 7.19 —  —  Options exercised (6 ) 0.90 —  —  Options cancelled (2,086 ) 1.33 —  —  Outstanding at September 30, 2024 5,784 $ 0.94 8.4 $ 903 Options vested and exercisable at September 30, 2024 3,437 $ 1.20 7.2 $ 525
Summary of Weighted-Average Assumptions Used to Estimate Fair Value of Stock Options and Restricted Stock Awards using Black-Scholes Option Valuation Model	The following weighted average assumptions were used as inputs to the Black-Scholes option valuation model in determining the estimated grant-date fair value of the Company’s stock options granted during the nine months ended September 30, 2024 and 2023: For the nine months 2024 2023 Exercise price $ 7.19 $ 1.21 Expected term (years) 6.0 5.5 Volatility (annual) 91.8 % 89.5 % Risk-free rate 4.3 % 4.0 % Dividend yield (per share) 0 % 0 %
Summary of Stock Based Compensation Expense	Total stock-based compensation expense, including the incremental expense associated with the repricing described above, recognized in the three- and nine-months ended September 30, 2024 and 2023 was as follows (amounts in thousands): For the three months ended For the nine months ended September 30, 2024 September 30, 2023 September 30, 2024 September 30, 2023 Research and development $ 718 $ 231 $ 1,388 $ 1,543 General and administrative 705 398 1,475 1,563 Total stock-based compensation expense $ 1,423 $ 629 $ 2,863 $ 3,106
Summary Of Non vested Restricted Stock Units Activity	Restricted stock unit activity under the 2020 Plan is as follows (in thousands, except per share amounts): Restricted Stock Units Weighted Average Weighted Aggregate Outstanding at January 1, 2024 —  $ —  —  $ —  Awarded 1,470 —  —  —  Released —  —  —  —  Cancelled —  —  —  —  Outstanding at September 30, 2024 1,470 $ —  0.6 $ 1,053

Net Loss per Share Applicable_2

Net Loss per Share Applicable to Common Stockholders (Tables)	9 Months Ended
	Sep. 30, 2024
Earnings Per Share [Abstract]
Summary of Earnings Per Share, Basic and Diluted	The following table sets forth the computation of loss per share for the three- and nine-months ended September 30, 2024 and 2023 (amounts in thousands, except per share number): For the three months ended For the nine months ended  2024   2023   2024   2023  Numerator: Net loss $ (7,843 ) $ (9,007 ) $ (22,080 ) $ (35,207 ) Denominator: Weighted average common shares outstanding, basic and diluted 45,672 21,345 35,175 21,269 Net loss per common share, basic and diluted $ (0.17 ) $ (0.42 ) $ (0.63 ) $ (1.66 )
Summary of Potential Common Stock Outstanding that was excluded from the Computation of Diluted Net Loss Per Share of Common Stock	The following table presents the potential common stock outstanding that was excluded from the computation of diluted net loss per share of common stock as of the periods presented because including them would have been antidilutive (amounts in thousands): For the three and 2024 2023 Options outstanding 5,784 5,321 Restricted stock units 1,470 —  Warrants 25,295 3,295 Restricted stock —  29 Total 32,549 8,645

Nature of Business - Additional

Nature of Business - Additional Information (Details)	9 Months Ended
	Sep. 30, 2024
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Incorporation date	Dec. 19, 2018

Summary of Significant Accoun_3

Summary of Significant Accounting Policies - Additional Information (Details) $ in Thousands, € in Millions	9 Months Ended
	Sep. 30, 2024 USD ($)	Sep. 30, 2024 EUR (€)
Summary Of Significant Accounting Policies [Line Items]
Cash equivalents	$ 10,100
Federal depository insurance coverage amount	$ 250,000
German grant income | €		€ 1
Government Assistance, Statement of Income or Comprehensive Income [Extensible Enumeration]	Research and Development Expense (Excluding Acquired in Process Cost)	Research and Development Expense (Excluding Acquired in Process Cost)
Net of commissions and underwriting discounts	$ 16,900
Current asset [Member]
Summary Of Significant Accounting Policies [Line Items]
German grant income	1,100
Other Assets [Member]
Summary Of Significant Accounting Policies [Line Items]
German grant income	$ 1,500

Bayer License - Additional Info

Bayer License - Additional Information (Details) - USD ($) $ in Millions		9 Months Ended
	Jan. 05, 2021	Sep. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
Bayer License Agreement [Line Items]
Date of licence agreement with Bayer		Oct. 07, 2020
Licence fee payable to Bayer			$ 1	$ 1
Licence fee paid to Bayer	$ 5
Aggregate milestone payments Payable to Bayer		$ 1,000
Maximum [Member]
Bayer License Agreement [Line Items]
Milestone payments payables per licenced product to Bayer		318
Minimum [Member]
Bayer License Agreement [Line Items]
Milestone payments payables per licenced product to Bayer		$ 110

Fair Value Measurements - Summa

Fair Value Measurements - Summary of Fair Value Assets Measured on Recurring Basis (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total cash equivalents and marketable securities	$ 9,677
Cash equivalents [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total cash equivalents and marketable securities		$ 11,914
Cash equivalents [Member] | Money market funds [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total cash equivalents and marketable securities	2,533	4,682
Cash equivalents [Member] | U.S. government treasuries [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total cash equivalents and marketable securities		6,233
Cash equivalents [Member] | U.S. government agency securities [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total cash equivalents and marketable securities		999
Short-term marketable securities [Member] | U.S. government treasuries [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total cash equivalents and marketable securities	4,153
Short-term marketable securities [Member] | U.S. government agency securities [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total cash equivalents and marketable securities	2,991
Level 1 [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total cash equivalents and marketable securities	6,686
Level 1 [Member] | Cash equivalents [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total cash equivalents and marketable securities		10,915
Level 1 [Member] | Cash equivalents [Member] | Money market funds [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total cash equivalents and marketable securities	2,533	4,682
Level 1 [Member] | Cash equivalents [Member] | U.S. government treasuries [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total cash equivalents and marketable securities		6,233
Level 1 [Member] | Cash equivalents [Member] | U.S. government agency securities [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total cash equivalents and marketable securities		0
Level 1 [Member] | Short-term marketable securities [Member] | U.S. government treasuries [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total cash equivalents and marketable securities	4,153
Level 1 [Member] | Short-term marketable securities [Member] | U.S. government agency securities [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total cash equivalents and marketable securities	0
Level 2 [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total cash equivalents and marketable securities	2,991
Level 2 [Member] | Cash equivalents [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total cash equivalents and marketable securities		999
Level 2 [Member] | Cash equivalents [Member] | Money market funds [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total cash equivalents and marketable securities	0	0
Level 2 [Member] | Cash equivalents [Member] | U.S. government treasuries [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total cash equivalents and marketable securities		0
Level 2 [Member] | Cash equivalents [Member] | U.S. government agency securities [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total cash equivalents and marketable securities		999
Level 2 [Member] | Short-term marketable securities [Member] | U.S. government treasuries [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total cash equivalents and marketable securities	0
Level 2 [Member] | Short-term marketable securities [Member] | U.S. government agency securities [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total cash equivalents and marketable securities	2,991
Level 3 [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total cash equivalents and marketable securities	0
Level 3 [Member] | Cash equivalents [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total cash equivalents and marketable securities		0
Level 3 [Member] | Cash equivalents [Member] | Money market funds [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total cash equivalents and marketable securities	0	0
Level 3 [Member] | Cash equivalents [Member] | U.S. government treasuries [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total cash equivalents and marketable securities		0
Level 3 [Member] | Cash equivalents [Member] | U.S. government agency securities [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total cash equivalents and marketable securities		$ 0
Level 3 [Member] | Short-term marketable securities [Member] | U.S. government treasuries [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total cash equivalents and marketable securities	0
Level 3 [Member] | Short-term marketable securities [Member] | U.S. government agency securities [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total cash equivalents and marketable securities	$ 0

Fair Value Measurements - Sum_2

Fair Value Measurements - Summary of Liabilities Measured at Fair Value on Recurring Basis (Details) - Recurring [Member] - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Liabilities:
Liabilities fair value disclosure	$ 463	$ 191
Level 1 [Member]
Liabilities:
Liabilities fair value disclosure	0	0
Level 2 [Member]
Liabilities:
Liabilities fair value disclosure	0	0
Level 3 [Member]
Liabilities:
Liabilities fair value disclosure	463	191
Legacy Private Warrant Liabilities [Member]
Liabilities:
Liabilities fair value disclosure	463	191
Legacy Private Warrant Liabilities [Member] | Level 1 [Member]
Liabilities:
Liabilities fair value disclosure	0	0
Legacy Private Warrant Liabilities [Member] | Level 2 [Member]
Liabilities:
Liabilities fair value disclosure	0	0
Legacy Private Warrant Liabilities [Member] | Level 3 [Member]
Liabilities:
Liabilities fair value disclosure	$ 463	$ 191

Fair Value Measurements - Sum_3

Fair Value Measurements - Summary of Changes in Level 3 Warrant liabilities measured at fair value (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2024 USD ($)
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Fair Value, Net Derivative Asset (Liability), Recurring Basis, Still Held, Unrealized Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration]	Marketable Securities, Unrealized Gain (Loss)
Level 3 [Member] | Warrant [Member]
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Beginning balance	$ 191
Change in fair value	272
Ending balance	$ 463

Fair Value Measurements - Sum_4

Fair Value Measurements - Summary of Fair Value Of Private Warrants was Re-measured Based on the Assumptions (Details)	9 Months Ended		12 Months Ended
	Sep. 30, 2024 $ / shares	Sep. 30, 2023 $ / shares	Dec. 31, 2023 $ / shares
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Exercise price	$ 7.19	$ 1.21
Term (years)	6 years	5 years 6 months
Volatility (annual)	91.80%	89.50%
Risk-free rate	4.30%	4%
Fair Value, Inputs, Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Dividend yield (per share)	0		0
Measurement Input, Share Price [Member] | Fair Value, Inputs, Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Stock price	$ 0.72		$ 1.18
Measurement Input, Exercise Price [Member] | Fair Value, Inputs, Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Exercise price	$ 11.5		$ 11.5
Measurement Input, Expected Term [Member] | Fair Value, Inputs, Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Term (years)	1 year 2 months 12 days		2 years
Measurement Input, Price Volatility [Member] | Fair Value, Inputs, Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Volatility (annual)	183.20%		90.90%
Measurement Input, Risk Free Interest Rate [Member] | Fair Value, Inputs, Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Risk-free rate	3.80%		4.20%

Marketable Securities - Summary

Marketable Securities - Summary of Available For Sale Securities (Details) - Short-term marketable securities [Member] $ in Thousands	9 Months Ended
	Sep. 30, 2024 USD ($)
Debt Securities, Available-for-Sale [Line Items]
Amortized Cost	$ 7,142
Gross Unrealized Gain	2
Gross Unrealized Loss	0
Fair Value	7,144
U.S. government treasuries [Member]
Debt Securities, Available-for-Sale [Line Items]
Amortized Cost	4,151
Gross Unrealized Gain	2
Gross Unrealized Loss	0
Fair Value	4,153
U.S. government agency securities [Member]
Debt Securities, Available-for-Sale [Line Items]
Amortized Cost	2,991
Gross Unrealized Gain	0
Gross Unrealized Loss	0
Fair Value	$ 2,991

Marketable Securities - Additi

Marketable Securities - Additional Information (Details) $ in Thousands	Dec. 31, 2023 USD ($)
Available-for-Sale Securities [Member]
Debt Securities, Available-for-Sale [Line Items]
Marketable securities	$ 0

Commitments and Contingencies -

Commitments and Contingencies - Additional Information (Details) - USD ($) $ in Thousands		1 Months Ended	3 Months Ended		9 Months Ended
	Dec. 23, 2020	Jul. 31, 2022	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023
Loss Contingencies [Line Items]
Duration of lease agreement	5 years
Date of lease Commencement	Jan. 01, 2021
Annual lease rent	$ 1,200		$ 299	$ 299	$ 897	$ 897
Operating lease liabilities			1,639		1,639
Operating Right of Use Assets			1,431		1,431		$ 2,201
Lessee Operating Sub Lease Term Of Contract		18 months
Lessee, operating sub lease, rent amount		$ 50,000
Sublease Income			154,000		415,000
Other Noncurrent Liabilities [Member]
Loss Contingencies [Line Items]
Lease Deposit Liability			$ 50,000		$ 50,000

Commitments and Contingencies

Commitments and Contingencies - Summary of Quantitative Information About the Company's Operating Leases (Details) - USD ($) $ in Thousands		3 Months Ended		9 Months Ended
	Dec. 23, 2020	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Lease cost
Operating lease cost		$ 299	$ 299	$ 897	$ 897
Variable lease cost		0	0	0	0
Total operating lease expense	$ 1,200	299	299	897	897
Operating cash flows from operating leases		330	318	990	952
Right-of-use assets obtained in exchange for operating lease liabilities		$ 0	$ 0	$ 0	$ 0
Weighted-average remaining lease term—operating leases		1 year 3 months 18 days	2 years 3 months 18 days	1 year 3 months 18 days	2 years 3 months 18 days
Weighted-average discount rate—operating leases		8%	8%	8%	8%

Commitments and Contingencies_2

Commitments and Contingencies - Summary of Future Minimum Lease Payments (Details) $ in Thousands	Sep. 30, 2024 USD ($)
Contractual Obligation, Fiscal Year Maturity [Abstract]
Remaining period ended December 31, 2024	$ 329
Year ended December 31, 2025	1,372
Year ended December 31, 2026	28
Total	1,729
Less present value discount	(90)
Operating lease liabilities included in the condensed consolidated balance sheet at September 30, 2024	$ 1,639

Stockholders' Equity - Schedule

Stockholders' Equity - Schedule of Restricted Stock Activity (Details) - Restricted Stock [Member] - $ / shares	3 Months Ended					9 Months Ended
	Jun. 30, 2024	Mar. 31, 2024	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2024
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Beginning balance, Shares	7,214	18,062	39,758	50,606	67,002	18,062
Vested, Shares	(7,214)	(10,848)	(10,848)	(10,848)	(16,396)
Ending balance, Shares	0	7,214	28,910	39,758	50,606	0
Beginning balance, Weighted Average	$ 0.089	$ 0.103	$ 0.078	$ 0.074	$ 0.065	$ 0.103
Vested, Weighted Average	0	0	0	0	0
Ending balance, Weighted Average	$ 0	$ 0.089	$ 0.086	$ 0.078	$ 0.074	$ 0

Stockholders' Equity - Addition

Stockholders' Equity - Additional Information (Details) - USD ($) $ / shares in Units, $ in Millions				3 Months Ended	9 Months Ended
	Sep. 30, 2024	Apr. 30, 2024	Mar. 29, 2024	Sep. 30, 2024	Sep. 30, 2024	Dec. 31, 2023
Class Of Stock [Line Items]
Preferred stock shares authorized	30,000,000			30,000,000	30,000,000	30,000,000
Preferred stock par value	$ 0.0001			$ 0.0001	$ 0.0001	$ 0.0001
Preferred stock shares outstanding	0			0	0	0
Common stock shares authorized	120,000,000			120,000,000	120,000,000	120,000,000
Common stock par value	$ 0.0001			$ 0.0001	$ 0.0001	$ 0.0001
Sale of units, price per unit	$ 1.167			$ 1.167	$ 1.167
Common stock shares outstanding	31,395,903			31,395,903	31,395,903	21,407,510
Non interest expense offering cost	$ 47.5		$ 50
Payments for underwriting expense					$ 16.9
Commission and offering expenses to the agent involved in the share issue	$ 0.2	$ 0.7
Private Placement [Member]
Class Of Stock [Line Items]
Common stock conversion					exercisable for one share of common stock at an exercise price of $11.50
Sale of units, price per unit	$ 11.5			$ 11.5	$ 11.5
Private Warrants [Member]
Class Of Stock [Line Items]
No of Warrents outstanding	3,295,000			3,295,000	3,295,000	3,295,000
Warrant expiration term					5 years
Private Warrants [Member] | Rosedale Park LLC [Member]
Class Of Stock [Line Items]
Class of warrents exercised	500,000			500,000	500,000
Warrants expiration date					Mar. 05, 2025
Private Warrants [Member] | LifeSci Holdings LLC [Member]
Class Of Stock [Line Items]
Class of warrents exercised	500,000			500,000	500,000
PreFunded Warrant [Member]
Class Of Stock [Line Items]
Redemption price per warrant		$ 0.0001
Conversion of stock, shares converted		16,000,000
Warrants offering price		$ 0.7499
Common Stock [Member]
Class Of Stock [Line Items]
Common stock shares issued	2,120,849			0
Sale of Stock, Consideration Received on Transaction	$ 2.2
Warrant [Member]
Class Of Stock [Line Items]
Common stock shares outstanding		6,000,000
Conversion of stock, shares converted		6,000,000
Warrants offering price		$ 0.75
Payments for underwriting expense		$ 14.8
Warrant [Member] | PreFunded Warrant [Member]
Class Of Stock [Line Items]
Common stock shares outstanding		16,000,000

Equity Incentive Plans - Additi

Equity Incentive Plans - Additional Information (Details) - USD ($)				9 Months Ended
	Sep. 30, 2024	Sep. 27, 2024	Aug. 12, 2024	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized stock based compensation	$ 5,800,000			$ 5,800,000
Amotization period of unrecognized stock based compensation				2 years 1 month 6 days
Fair value of restricted stock				$ 3.1
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price	$ 0.94			$ 0.94		$ 8.74
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period				6,000
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Exercise Price	$ 7.19			$ 7.19	$ 1.21
Employee Stock Option [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Period				3 years
Restricted Stock Units (RSUs) [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized stock based compensation	$ 1,200,000			$ 1,200,000
Amotization period of unrecognized stock based compensation	2 years 1 month 6 days
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Period					3 years
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Exercise Price	$ 0.72			$ 0.72
Twenty Thousand Twenty Plan [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares of common stock reserved for issuance	7,254,916			7,254,916
Number of shares available for grant	909,732			909,732
Share-Based Payment Arrangement, Plan Modification, Incremental Cost			$ 900,000
Share Based Compensation Arrangement By Share Based Payment Award Plan Modification Incremental Compensation Cost Vested			600,000
Share Based Compensation Arrangement By Share Based Payment Award Plan Modification Incremental Compensation Cost UnVested			$ 300,000
Twenty Thousand Twenty Plan [Member] | Maximum [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share price			$ 0.5485
Twenty Thousand Twenty Plan [Member] | Restricted Stock Units (RSUs) [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-Based Payment Arrangement, Plan Modification, Incremental Cost	$ 0
Stock Issued During Period, Shares, Restricted Stock Award, Gross		1,911,415
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period	1,470,314			1,470,000
Common Stock [Member] | Twenty Thousand Twenty Plan [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period			7,398,488
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Exercise Price			$ 0.41
Common Stock [Member] | Twenty Thousand Twenty Plan [Member] | Minimum [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share price			0.55
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price			0.55
Common Stock [Member] | Twenty Thousand Twenty Plan [Member] | Weighted Average [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price			$ 8.19

Equity Incentive Plans - Schedu

Equity Incentive Plans - Schedule of Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 30, 2024	Dec. 31, 2023
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Outstanding, Stock Options	5,219
Options granted, Stock Options	2,657,000
Options exercised, Stock Options	(6,000)
Options cancelled, Stock Options	(2,086,000)
Outstanding, Stock Options	5,784	5,219
Options vested and exercisable, Stock Options	3,437,000
Outstanding, Weighted Average Exercise Price	$ 8.74
Options granted, Weighted Average Exercise Price	7.19
Options exercised, Weighted Average Exercise Price	0.9
Options cancelled, Weighted Average Exercise Price	1.33
Outstanding, Weighted Average Exercise Price	0.94	$ 8.74
Options vested and exercisable, Weighted Average Exercise Price	$ 1.2
Outstanding, Outstanding, Weighted Average Remaining Contractual Life (in years)	8 years 4 months 24 days	8 years 1 month 6 days
Outstanding, Outstanding, Weighted Average Remaining Contractual Life (in years)	8 years 4 months 24 days	8 years 1 month 6 days
Options vested and exercisable, Weighted Average Remaining Contractual Life (in years)	7 years 2 months 12 days
Outstanding, Aggregate Intrinsic Value	$ 134
Outstanding, Aggregate Intrinsic Value	903	$ 134
Options vested and exercisable, Aggregate Intrinsic Value	$ 525

Equity Incentive Plans - Sche_2

Equity Incentive Plans - Schedule of Weighted-Average Assumptions Used to Estimate Fair Value of Stock Options and Restricted Stock Awards using Black-Scholes Option Valuation Model (Details) - $ / shares	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023
Share-based Payment Arrangement [Abstract]
Exercise price	$ 7.19	$ 1.21
Expected term (years)	6 years	5 years 6 months
Volatility (annual)	91.80%	89.50%
Risk-free rate	4.30%	4%
Dividend yield (per share)	0%	0%

Equity Incentive Plans - Summar

Equity Incentive Plans - Summary Of Non vested Restricted Stock Units Activity (Details) - Restricted Stock Units (RSUs) [Member] - Twenty Thousand Twenty Plan [Member] $ / shares in Units, $ in Thousands		9 Months Ended
	Sep. 30, 2024 USD ($) $ / shares shares	Sep. 30, 2024 USD ($) $ / shares shares
Schedule Of Non vested Restricted Stock Units Activity [Line Items]
Beginning balance, Shares | shares		0
Awarded, Restricted Stock Units | shares	1,470,314	1,470,000
Released, Restricted Stock Units | shares		0
Cancelled, Restricted Stock Units | shares		0
Ending balance, Shares | shares	1,470,000	1,470,000
Beginning balance, Weighted Average | $ / shares		$ 0
Awarded, Weighted Average Purchase Price | $ / shares		0
Released, Weighted Average Purchase Price | $ / shares		0
Cancelled, Weighted Average Purchase Price | $ / shares		0
Ending balance, Weighted Average | $ / shares	$ 0	$ 0
Outstanding, Weighted Average Remaining Contractual Life (in years)		7 months 6 days
Outstanding, Aggregate Intrinsic Value | $	$ 1,053	$ 1,053

Equity Incentive Plans - Sche_3

Equity Incentive Plans - Schedule of Employee Service Share Based Compensation Allocation of Recognized Period Costs (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based Payment Arrangement, Expense	$ 1,423	$ 629	$ 2,863	$ 3,106
Research and Development [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based Payment Arrangement, Expense	718	231	1,388	1,543
General and Administrative [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based Payment Arrangement, Expense	$ 705	$ 398	$ 1,475	$ 1,563

Net Loss per Share Applicable_3

Net Loss per Share Applicable to Common Stockholders - Schedule of Earnings Per Share Basic and Diluted (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Earnings Per Share [Abstract]
Net loss	$ (7,843)	$ (9,007)	$ (22,080)	$ (35,207)
Denominator:
Weighted Average Number of Shares Outstanding, Basic	45,672	21,345	35,175	21,269
Weighted Average Number of Shares Outstanding, Diluted	45,672	21,345	35,175	21,269
Earnings Per Share, Basic	$ (0.17)	$ (0.42)	$ (0.63)	$ (1.66)
Earnings Per Share, Diluted	$ (0.17)	$ (0.42)	$ (0.63)	$ (1.66)

Net Loss per Share Applicable_4

Net Loss per Share Applicable to Common Stockholders - Schedule of Potential Common Stock Outstanding that was excluded from the Computation of Diluted Net Loss Per Share of Common Stock (Details) - shares shares in Thousands	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	32,549	8,645
Option Outstanding [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	5,784	5,321
Restricted stock units [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	1,470	0
Warrant [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	25,295	3,295
Restricted Stock [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	0	29

Subsequent Events - Additional

Subsequent Events - Additional Information (Details) - $ / shares shares in Millions	1 Months Ended
	Oct. 31, 2024	Apr. 30, 2024
PreFunded Warrant [Member]
Subsequent Event [Line Items]
Redemption price per warrant		$ 0.0001
Subsequent Event [Member]
Subsequent Event [Line Items]
Issuance of common stock in connection with exercise of pre-funded warrants	2.2
Subsequent Event [Member] | PreFunded Warrant [Member]
Subsequent Event [Line Items]
Redemption price per warrant	$ 0.0001