Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2023 | Jul. 31, 2023 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2023 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q2 | |
Entity Registrant Name | VIGIL NEUROSCIENCE, INC. | |
Entity Central Index Key | 0001827087 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Title of 12(b) Security | Common Stock, par value $0.0001 per share | |
Trading Symbol | VIGL | |
Security Exchange Name | NASDAQ | |
Entity Common Stock, Shares Outstanding | 35,873,421 | |
Entity Shell Company | false | |
Entity File Number | 001-41200 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 85-1880494 | |
Entity Address, Address Line One | 100 Forge Road, | |
Entity Address, Address Line Two | Suite 700 | |
Entity Address, City or Town | Watertown | |
Entity Address, State or Province | MA | |
Entity Address, Postal Zip Code | 02472 | |
City Area Code | 857 | |
Local Phone Number | 254-4445 | |
Document Quarterly Report | true | |
Document Transition Report | false |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) $ in Thousands | Jun. 30, 2023 | Mar. 31, 2023 | Dec. 31, 2022 | |
Current assets: | ||||
Cash and cash equivalents | $ 58,741 | $ 186,605 | ||
Marketable securities | 91,423 | |||
Prepaid expenses and other current assets | 5,555 | 11,200 | ||
Total current assets | 155,719 | 197,805 | ||
Property and equipment, net | 1,898 | 1,184 | ||
Operating lease right-of-use assets | 16,805 | 141 | ||
Financing lease right-of-use assets | 60 | 70 | ||
Restricted cash | 927 | 927 | ||
Other assets | 266 | |||
Total assets | 175,409 | 200,393 | ||
Current liabilities: | ||||
Accounts payable | 2,362 | 1,942 | ||
Accrued expenses and other current liabilities | [1] | 5,001 | 9,194 | |
Operating lease liabilities | 802 | 153 | ||
Financing lease liabilities | 2 | 23 | ||
Total current liabilities | 8,167 | 11,312 | ||
Operating lease liabilities, net of current portion | 13,406 | |||
Total liabilities | 21,573 | 11,312 | ||
Commitments and contingencies (Note 12) | ||||
Stockholders' equity: | ||||
Undesignated preferred stock, $0.0001 par value, 10,000,000 shares authorized as of June 30, 2023 and December 31, 2022, respectively; 0 share issued and outstanding at June 30, 2023 and December 31, 2022, respectively | ||||
Common stock, $0.0001 par value; 150,000,000 shares authorized at June 30, 2023 and December 31, 2022; 35,906,037 shares issued as of June 30, 2023 and 35,664,658 shares issued as of December 31, 2022; and 35,861,714 shares outstanding as of June 30, 2023 and 35,620,335 shares outstanding as of December 31, 2022 | 4 | 4 | ||
Additional paid-in capital | 334,005 | 329,211 | ||
Accumulated other comprehensive income (loss) | (70) | |||
Accumulated deficit | (180,103) | (140,134) | ||
Total stockholders' equity | 153,836 | $ 171,340 | 189,081 | |
Total liabilities and stockholders' equity | $ 175,409 | $ 200,393 | ||
[1] Includes related party amounts of $ 0 (accrued expenses and other current liabilities) at June 30, 2023; $ 78 ( accrued expenses and other current liabilities) at December 31, 2022 (see Note 11). |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Preferred Stock, Par or Stated Value Per Share | $ 0.0001 | $ 0.0001 |
Preferred Stock, Shares Authorized | 10,000,000 | 10,000,000 |
Preferred Stock, Shares Issued | 0 | 0 |
Preferred Stock, Shares Outstanding | 0 | 0 |
Common stock, par or stated value per share | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 150,000,000 | 150,000,000 |
Common stock, shares, issued | 35,906,037 | 35,664,658 |
Common stock, shares, outstanding | 35,861,714 | 35,620,335 |
Accrued Expenses and Other Current Liabilities | ||
Other liabillities, current | $ 0 | $ 78 |
Other Liability, Current, Related and Nonrelated Party Status [Extensible Enumeration] | us-gaap:RelatedPartyMember | us-gaap:RelatedPartyMember |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | ||
Operating expenses: | |||||
Research and development | [1] | $ 14,903 | $ 12,097 | $ 28,737 | $ 22,462 |
General and administrative | 7,010 | 4,945 | 13,951 | 9,912 | |
Total operating expenses | 21,913 | 17,042 | 42,688 | 32,374 | |
Loss from operations | (21,913) | (17,042) | (42,688) | (32,374) | |
Other income (expense): | |||||
Interest income, net | 1,746 | 32 | 2,731 | 34 | |
Other income (expense), net | (7) | (5) | (12) | (9) | |
Total other expense, net | 1,739 | 27 | 2,719 | 25 | |
Net loss | $ (20,174) | $ (17,015) | $ (39,969) | $ (32,349) | |
Net loss per share attributable to common stockholders, basic | $ (0.52) | $ (0.6) | $ (1.04) | $ (1.18) | |
Net loss per share attributable to common stockholders, diluted | $ (0.52) | $ (0.6) | $ (1.04) | $ (1.18) | |
Weighted-average common shares outstanding, basic | 38,657,205 | 28,150,051 | 38,601,916 | 27,409,264 | |
Weighted-average common shares outstanding, diluted | 38,657,205 | 28,150,051 | 38,601,916 | 27,409,264 | |
Comprehensive loss: | |||||
Net loss | $ (20,174) | $ (17,015) | $ (39,969) | $ (32,349) | |
Unrealized gain (loss) on available for sale securities | (176) | (70) | |||
Total comprehensive loss | $ (20,350) | $ (17,015) | $ (40,039) | $ (32,349) | |
[1] Includes related party amounts of $ 7 and $ 50 for the three and six months ended June 30, 2023, and $ 75 and $ 142 for the three and six months ended June 30, 2022 (see Note 11). |
CONSOLIDATED STATEMENTS OF OP_2
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS (Unaudited) (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Income Statement [Abstract] | ||||
Research and development expense related party | $ 7 | $ 75 | $ 50 | $ 142 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS' EQUITY (DEFICIT) (Unaudited) - USD ($) $ in Thousands | Total | Convertible Preferred Stock | Common Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Income | Accumulated Deficit | Initial Public Offering (IPO) | Initial Public Offering (IPO) Convertible Preferred Stock | Initial Public Offering (IPO) Common Stock | Initial Public Offering (IPO) Additional Paid-In Capital |
Balance at Dec. 31, 2021 | $ (69,443) | $ 2,386 | $ (71,829) | |||||||
Temporary equity balance, shares at Dec. 31, 2021 | 54,179,688 | |||||||||
Temporary equity, balance at Dec. 31, 2021 | $ 161,939 | |||||||||
Beginning balance, Shares at Dec. 31, 2021 | 1,724,950 | |||||||||
Temporary Equity Conversion of convertible preferred stock to common stock upon closing of initial public offering,Shares | (54,179,688) | |||||||||
Conversion of convertible preferred stock to common stock upon closing of initial public offering,shares | 19,536,870 | |||||||||
Temporary equity Conversion of convertible preferred stock to common stock upon closing of initial public offering,Amount | $ (161,939) | |||||||||
Conversion of Convertible Preferred Stock to Common Stock Upon Closing of Initial Public Offering,Amount | $ 161,939 | $ 2 | $ 161,937 | |||||||
Issuance of convertible preferred stock, net of issuance costs | $ 87,986 | $ 1 | $ 87,985 | |||||||
Issuance of convertible preferred stock, net of issuance costs, shares | 7,000,000 | |||||||||
Exercise of stock options | 9 | 9 | ||||||||
Options exercised | 4,995 | |||||||||
Stock-based compensation expense | 1,021 | 1,021 | ||||||||
Net loss | (15,334) | (15,334) | ||||||||
Balance at Mar. 31, 2022 | 166,178 | $ 3 | 253,338 | (87,163) | ||||||
Ending balance shares at Mar. 31, 2022 | 28,266,815 | |||||||||
Balance at Dec. 31, 2021 | (69,443) | 2,386 | (71,829) | |||||||
Temporary equity balance, shares at Dec. 31, 2021 | 54,179,688 | |||||||||
Temporary equity, balance at Dec. 31, 2021 | $ 161,939 | |||||||||
Beginning balance, Shares at Dec. 31, 2021 | 1,724,950 | |||||||||
Net loss | (32,349) | |||||||||
Balance at Jun. 30, 2022 | 150,626 | $ 3 | 254,801 | (104,178) | ||||||
Ending balance shares at Jun. 30, 2022 | 28,267,614 | |||||||||
Balance at Mar. 31, 2022 | 166,178 | $ 3 | 253,338 | (87,163) | ||||||
Beginning balance, Shares at Mar. 31, 2022 | 28,266,815 | |||||||||
Exercise of stock options | 2 | 2 | ||||||||
Options exercised | 799 | |||||||||
Stock-based compensation expense | 1,461 | 1,461 | ||||||||
Net loss | (17,015) | (17,015) | ||||||||
Balance at Jun. 30, 2022 | 150,626 | $ 3 | 254,801 | (104,178) | ||||||
Ending balance shares at Jun. 30, 2022 | 28,267,614 | |||||||||
Balance at Dec. 31, 2022 | $ 189,081 | $ 4 | 329,211 | (140,134) | ||||||
Beginning balance, Shares at Dec. 31, 2022 | 35,620,335 | 35,620,335 | ||||||||
Exercise of stock options | $ 214 | 214 | ||||||||
Options exercised | 45,449 | |||||||||
Stock-based compensation expense | 1,734 | 1,734 | ||||||||
Unrealized gain (loss) on available for sale securities | 106 | $ 106 | ||||||||
Net loss | (19,795) | (19,795) | ||||||||
Balance at Mar. 31, 2023 | 171,340 | $ 4 | 331,159 | 106 | (159,929) | |||||
Ending balance shares at Mar. 31, 2023 | 35,665,784 | |||||||||
Balance at Dec. 31, 2022 | $ 189,081 | $ 4 | 329,211 | (140,134) | ||||||
Beginning balance, Shares at Dec. 31, 2022 | 35,620,335 | 35,620,335 | ||||||||
Net loss | $ (39,969) | |||||||||
Balance at Jun. 30, 2023 | $ 153,836 | $ 4 | 334,005 | (70) | (180,103) | |||||
Ending balance shares at Jun. 30, 2023 | 35,861,714 | 35,861,714 | ||||||||
Balance at Mar. 31, 2023 | $ 171,340 | $ 4 | 331,159 | 106 | (159,929) | |||||
Beginning balance, Shares at Mar. 31, 2023 | 35,665,784 | |||||||||
Exercise of stock options | 589 | 589 | ||||||||
Options exercised | 195,930 | |||||||||
Stock-based compensation expense | 2,257 | 2,257 | ||||||||
Unrealized gain (loss) on available for sale securities | (176) | (176) | ||||||||
Net loss | (20,174) | (20,174) | ||||||||
Balance at Jun. 30, 2023 | $ 153,836 | $ 4 | $ 334,005 | $ (70) | $ (180,103) | |||||
Ending balance shares at Jun. 30, 2023 | 35,861,714 | 35,861,714 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS' EQUITY (DEFICIT) (Parenthetical) (Unaudited) $ in Millions | 3 Months Ended |
Mar. 31, 2022 USD ($) | |
Stock issuance costs | $ 10 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Cash flows from operating activities: | ||
Net loss | $ (39,969) | $ (32,349) |
Adjustments to reconcile net loss to net cash used by operating activities: | ||
Stock-based compensation expense | 3,991 | 2,482 |
Non-cash operating lease expense | 681 | 447 |
Depreciation and amortization | 176 | 36 |
Amortization of premium/discount on marketable securities | (1,000) | |
Changes in operating assets and liabilities: | ||
Prepaid expenses and other current assets | 2,593 | (235) |
Other non-current assets | 789 | |
Accounts payable | 419 | (2,390) |
Accrued expenses and other current liabilities | (4,193) | (473) |
Operating lease liabilities | (237) | (444) |
Net cash used in operating activities | (37,539) | (32,137) |
Cash flows from investing activities: | ||
Purchases of marketable securities | (102,493) | |
Proceeds from maturities of marketable securities | 12,000 | |
Purchases of property and equipment | (614) | (233) |
Net cash used in investing activities | (91,107) | (233) |
Cash flows from financing activities: | ||
Proceeds from issuance of common stock upon initial public offering, net of offering costs | 89,872 | |
Payments of finance lease obligations | (21) | (21) |
Proceeds from stock option exercised | 803 | 11 |
Net cash provided by financing activities | 782 | 89,862 |
Net increase in cash and cash equivalents | (127,864) | 57,492 |
Cash, cash equivalents and restricted cash at beginning of period | 187,532 | 92,347 |
Cash, cash equivalents and restricted cash at end of period | 59,668 | 149,839 |
Supplemental disclosure of non-cash investing and financing activities: | ||
Conversion of Series A & Series B Preferred Stock to common stock, net of Issuance costs | 161,939 | |
Deferred offering costs paid in the prior year | 1,887 | |
Right-of-use assets obtained in exchange for operating lease liabilities | 14,292 | 77 |
Prepaid rent reclassified to right-of-use assets | $ 2,887 | |
Purchases of property and equipment included in accounts payable and accrued expenses | $ 129 |
Nature of the Business and Basi
Nature of the Business and Basis of Presentation | 6 Months Ended |
Jun. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of the Business and Basis of Presentation | 1. Nature of the Business and Basis of Presentation Vigil Neuroscience, Inc., together with its consolidated subsidiary, Vigil Neuroscience Security Corporation (“Vigil” or the “Company”), is a clinical-stage, microglia-focused biotechnology company dedicated to improving the lives of patients, caregivers and families affected by rare and common neurodegenerative diseases by pursuing the development of disease-modifying therapeutics to restore the vigilance of microglia, the sentinel immune cells of the brain. The Company’s initial focus is on developing a pipeline of therapeutic candidates that it believes will activate and restore microglia function, with an initial focus in genetically defined subpopulations. The Company was incorporated in the State of Delaware in June 2020 and is located in Watertown, Massachusetts. The Company is subject to risks and uncertainties common to early-stage companies in the biopharmaceutical industry, including, but not limited to, completing preclinical studies and clinical trials, the ability to raise additional capital to fund operations, obtaining regulatory approval for therapeutic candidates, market acceptance of products, competition from substitute products, protection of proprietary intellectual property, compliance with government regulations, dependence on key personnel, reliance on third-party organizations and the clinical and commercial success of its therapeutic candidates. Even if the Company’s development efforts are successful, it is uncertain when, if ever, the Company will realize significant revenue from product sales. Liquidity The Company has evaluated whether there are certain conditions and events, considered in the aggregate, that raise substantial doubt about the Company’s ability to continue as a going concern within one year after the date that the condensed consolidated financial statements are issued. As of June 30, 2023, the Company had cash, cash equivalents, and marketable securities of $ 150.2 million and an accumulated deficit of $ 180.1 million. In January 2022, the Company completed its initial public offering (“IPO”) of its common stock which resulted in net proceeds of $ 88.0 million. In August 2022, the Company completed a private placement financing, which resulted in net proceeds of $ 71.3 million. Although the Company has incurred recurring losses and expects to continue to incur losses for the foreseeable future, the Company expects that its cash and cash equivalents will be sufficient to fund current operations for at least the next twelve months from the issuance of these condensed consolidated financial statements. On March 21, 2023, the Company entered into an Open Market Sales Agreement, or the Sales Agreement, with Jefferies LLC, or the Agent, pursuant to which the Company can sell, from time to time, at its option, up to an aggregate of $ 100.0 million of shares of its common stock, through the Agent, as its sales agent. As of August 7, 2023, no shares were sold under the Sales Agreement. The Company expects to seek additional funding through equity financings, government or private-party grants, debt financings or other capital sources, including collaborations with other companies or other strategic transactions. The Company may not be able to obtain financing on acceptable terms, or at all, and the Company may not be able to enter into collaborations or other arrangements. The terms of any financing may adversely affect the holdings or rights of the Company’s stockholders. If the Company is unable to obtain sufficient capital, the Company will be forced to delay, reduce or eliminate some or all of its research and development programs, product portfolio expansion or future commercialization efforts, which could adversely affect its business prospects, or the Company may be unable to continue operations. Although management continues to pursue these plans, there is no assurance that the Company will be successful in obtaining sufficient funding on terms acceptable to the Company to fund continuing operations, if at all. The condensed consolidated financial statements have been prepared on a basis that assumes the Company will continue as a going concern and which contemplates the realization of assets and satisfaction of liabilities and commitments in the ordinary course of business. Basis of Presentation The accompanying condensed consolidated financial statements reflect the operations of the Company are unaudited and have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) applicable to interim periods and, in the opinion of management, include all normal and recurring adjustments that are necessary to state fairly the results of operations for the reported periods. Any reference in these notes to applicable guidance is meant to refer to the authoritative GAAP as found in the Accounting Standards Codification (“ASC”) and Accounting Standards Updates (“ASU”) of the Financial Accounting Standards Board (“FASB”). Our condensed consolidated financial statements have also been prepared on a basis substantially consistent with, and should be read in conjunction with, our audited consolidated financial statements for the year ended December 31, 2022, which were included in our Annual Report on Form 10-K that was filed with the Securities and Exchange Commission on March 21, 2023. The year-end condensed consolidated balance sheet data was derived from our audited financial statements but does not include all disclosures required by GAAP. The results of our operations for any interim period are not necessarily indicative of the results of our operations for any other interim period or for a full fiscal year. The accompanying condensed consolidated financial statements reflect the operations of the Company and its wholly-owned subsidiary. Intercompany balances and transactions have been eliminated in consolidation. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2023 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies The Company's significant accounting policies are disclosed in the audited consolidated financial statements for the year ended December 31, 2022, and notes thereto, which are included in the Company’s Annual Report on Form 10-K that was filed with the Securities and Exchange Commission on March 21, 2023, or the 2022 Form 10-K. Since the date of those financial statements, there have been no material changes to Vigil’s significant accounting policies except as noted below. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements, and the reported amounts of expenses during the reporting periods. Significant estimates and assumptions reflected in these condensed consolidated financial statements include, but are not limited to, research and development expenses and related prepaid or accrued costs. The Company bases its estimates on historical experience, known trends and other market-specific or relevant factors that it believes to be reasonable under the circumstances. On an ongoing basis, management evaluates its estimates as there are changes in circumstances, facts and experience. Changes in estimates are recorded in the period in which they become known. Actual results may differ from those estimates or assumptions. Cash, Cash Equivalents and Restricted Cash The Company considers all highly liquid investments with original maturities when purchased of three months or less that are readily convertible to known amounts of cash to be cash equivalents. The carrying values of these instruments approximate their respective fair value due to the short-term maturity of these investments. At June 30, 2023 and December 31, 2022, the Company’s cash equivalents were in money market funds and government securities. As of each balance sheet date and periodically throughout the year, the Company has maintained balances in various operating accounts in excess of federally insured limits. In connection with the Company’s lease agreement entered into in September 2021 (see Note 12), the Company is required to maintain a certificate of deposit (“CD”) of $ 0.9 million for the benefit of the landlord. The following table provides a reconciliation of cash, cash equivalents and restricted cash in the condensed consolidated balance sheets that sum to the total of the amounts reported in the condensed consolidated statement of cash flows (in thousands): June 30, 2023 June 30, 2022 Cash and cash equivalents $ 58,741 $ 148,912 Restricted cash, non-current 927 927 Total cash, cash equivalents and restricted cash $ 59,668 $ 149,839 Marketable securities Investments in marketable securities are classified as available-for-sale. Available-for-sale securities are measured and reported at fair value using quoted prices in active markets for similar securities. Unrealized gains and losses on available-for-sale securities are reported as a separate component of stockholders’ equity in other comprehensive income. Premiums or discounts from par value are amortized to investment income over the life of the underlying investment. All of the Company’s available-for-sale securities are available to the Company for use in current operations. As a result, the Company classified all of these securities as current assets even if the stated maturity of some individual securities may be one year or more beyond the balance sheet date. The cost of securities sold is determined on a specific identification basis, and realized gains and losses are included in other income (expense) within the consolidated statements of operations and comprehensive loss. If any adjustment is required to reflect a decline in the value of the investment that the Company considers to be “other than temporary”, the Company recognizes a charge to the consolidated statement of operations and comprehensive loss. No such adjustments were necessary during the periods presented. Recently Issued Accounting Pronouncements From time to time, new accounting pronouncements are issued by the FASB or other standard setting bodies and adopted by the Company as of the specified effective date. The Company qualifies as an ‘‘emerging growth company’’ as defined in the Jumpstart Our Business Startups Act of 2012 and has elected not to ‘‘opt out’’ of the extended transition related to complying with new or revised accounting standards, which means that when a standard is issued or revised and it has different application dates for public and non-public companies, the Company can adopt the new or revised standard at the time non-public companies adopt the new or revised standard and can do so until such time that the Company either (i) irrevocably elects to ‘‘opt out’’ of such extended transition period or (ii) no longer qualifies as an emerging growth company. The Company may choose to early adopt any new or revised accounting standards whenever such early adoption is permitted for non-public companies. In August 2020, the FASB issued ASU No. 2020-06, Debt, Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity, which, among other things, provides guidance on how to account for contracts on an entity’s own equity. This ASU simplifies the accounting for certain financial instruments with characteristics of liabilities and equity. Specifically, the ASU eliminated the need for the Company to assess whether a contract on the entity’s own equity (1) permits settlement in unregistered shares, (2) whether counterparty rights rank higher than shareholder’s rights, and (3) whether collateral is required. In addition, the ASU requires incremental disclosure related to contracts on the entity’s own equity and clarifies the treatment of certain financial instruments accounted for under this ASU on earnings per share. The ASU also simplifies the accounting for convertible instruments by removing the beneficial conversion feature and cash conversion feature separation models. This ASU may be applied on a full retrospective or modified retrospective basis. This ASU is effective for smaller reporting companies for fiscal years beginning after December 15, 2023 and all other public entities, this ASU is effective for fiscal years beginning after December 15, 2021. Early adoption permitted. The Company expects to adopt this ASU in fiscal year 2024. The Company does not currently expect the adoption to materially impact its financial position and results of operations. |
Fair Value Measurements and Fin
Fair Value Measurements and Financial Instruments | 6 Months Ended |
Jun. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements and Financial Instruments | 3. Fair Value Measurements and Financial Instruments The following table presents the Company’s fair value hierarchy for its asset items that are measured at fair value on a recurring basis as of June 30, 2023 and December 31, 2022, by level within the fair value hierarchy (in thousands): Fair Value Measurement at June 30, 2023 Using: Level 1 Level 2 Level 3 Total Cash equivalents Money market funds $ 50,702 $ — $ — $ 50,702 Corporate bonds — 2,589 — 2,589 Total cash equivalents $ 50,702 $ 2,589 $ — $ 53,291 Marketable securities U.S. government securities — 76,584 — 76,584 Corporate bonds — 14,839 — 14,839 Total marketable securities $ — $ 91,423 $ — $ 91,423 Restricted cash (non-current) 927 — — 927 Total $ 51,629 $ 94,012 $ — $ 145,641 Fair Value Measurement at December 31, 2022 Using: Level 1 Level 2 Level 3 Total Assets: Cash equivalents (money market) $ 156,219 $ — $ — $ 156,219 Restricted cash (non-current) 927 — — 927 Total $ 157,146 $ — $ — $ 157,146 Marketable securities The following table summarizes the Company’s marketable securities as of June 30, 2023 (in thousands): At June 30, 2023 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value U.S. government securities $ 76,634 $ 2 $ ( 52 ) $ 76,584 Corporate bonds $ 14,859 $ 4 $ ( 24 ) $ 14,839 Total $ 91,493 $ 6 $ ( 76 ) $ 91,423 The following table summarizes the Company’s marketable securities by maturity as of June 30, 2023 (in thousands): At June 30, 2023 Maturities in one year or less $ 86,107 Maturities between one and two years 5,316 Total $ 91,423 As of June 30, 2023, the Company held 33 securities, 29 of which were in an unrealized loss position. All investments in an unrealized loss position were in this position for less than 12 months. The Company evaluated its securities for potential other-than-temporary impairment and considered the decline in market value to be primarily attributable to current economic and market conditions. Additionally, the Company does not intend to sell the securities in an unrealized loss position and does not expect it will be required to sell the securities before recovery of the unamortized cost basis. Given the Company's intent and ability to hold such securities until recovery, and the lack of a significant change in credit risk for these investments, the Company does not consider these investments to be impaired as of June 30, 2023. The Company did no t recognize any credit losses during the three and six months ended June 30, 2023 and 2022. Additionally, there were no realized gains or losses on marketable securities for the three and six months ended June 30, 2023 and 2022. |
Prepaid Expense and Other Curre
Prepaid Expense and Other Current Assets | 6 Months Ended |
Jun. 30, 2023 | |
Prepaid Expense and Other Assets, Current [Abstract] | |
Prepaid Expenses and Other Current Assets | 4. Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets consisted of the following (in thousands): June 30, December 31, Research and development $ 3,615 $ 6,670 Construction related prepaid assets — 3,769 Business insurance 762 133 Other 1,178 628 Total $ 5,555 $ 11,200 |
Accrued Expenses and Other Curr
Accrued Expenses and Other Current Liabilities | 6 Months Ended |
Jun. 30, 2023 | |
Payables and Accruals [Abstract] | |
Accrued Expenses and Other Current Liabilities | 5. Accrued Expenses and Other Current Liabilities Accrued expenses and other current liabilities consisted of the following (in thousands): June 30, December 31, Payroll and employee related $ 2,154 $ 3,512 Research and development 1,621 2,894 Professional fees 931 986 Construction related 78 1,416 Other 217 386 Total $ 5,001 $ 9,194 |
Stock-Based Compensation
Stock-Based Compensation | 6 Months Ended |
Jun. 30, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-Based Compensation | 6. Stock-Based Compensation 2020 Equity Incentive Plan The Company's 2020 Equity Incentive Plan is described in detail within Note 6 of the Notes to the Consolidated Financial Statements in the 2022 Annual Report on Form 10-K. As of June 30, 2023, there were 2,508,398 options outstanding under the 2020 Plan. 2021 Stock Option and Incentive Plan The Company's 2021 Stock Option and Incentive Plan is described in detail within Note 6 of the Notes to the Consolidated Financial Statements in the 2022 Annual Report on Form 10-K. On January 1, 2023, the shares reserved for future grants under the 2021 Plan increased by 1,781,017 pursuant to the 2021 Plan Evergreen Provision. In March of 2023, as part of the Company's annual grant of equity, the Company granted 1,348,380 stock options to employees. As of June 30, 2023, there were 3,252,644 options outstanding under the 2021 Plan. 2021 Employee Stock Purchase Plan The Company's 2021 Employee Stock Purchase Plan is described in detail within Note 6 of the Notes to the Consolidated Financial Statements in the 2022 Annual Report on Form 10-K. On January 1, 2023, the shares reserved for future grants under the 2021 ESPP increased by 286,127 pursuant to the 2021 Plan Evergreen Provision. As of June 30, 2023, a total of 572,254 shares of common stock were reserved for issuance under this plan. No stock-based compensation expense was recognized during the three and six months ended June 30, 2023 related to the 2021 ESPP. Stock-Based Compensation Expense The Company recorded stock-based compensation expense of $ 2.3 million and $ 4.0 million during the three and six months ended June 30, 2023, respectively, and recorded $ 1.5 million and $ 2.5 million during the three and six months ended June 30, 2022, respectively. Stock-based compensation expense was classified as follows in the condensed consolidated statements of operations and comprehensive loss (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Research and development $ 891 $ 608 $ 1,577 $ 1,049 General and administrative 1,366 853 2,414 1,433 Total stock-based compensation $ 2,257 $ 1,461 $ 3,991 $ 2,482 At June 30, 2023, there was approximately $ 24.8 million unrecognized stock-based compensation expense related to unvested options, which is expected to be recognized over a weighted-average period of 2.78 years. At June 30, 2023, there was approximately $ 0.1 million unrecognized stock-based compensation expense related to unvested restricted stock, which is expected to be recognized over a weighted-average period of 0.84 years. |
Preferred Stock
Preferred Stock | 6 Months Ended |
Jun. 30, 2023 | |
Equity [Abstract] | |
Preferred Stock | 7. Preferred Stock Convertible Preferred Stock The Series A preferred stock and Series B preferred stock, described in more detail below, converted into 10,285,077 shares and 9,251,793 shares of common stock in January 2022 as part of our IPO. Series A Convertible Preferred Stock and Series A Preferred Stock Tranche Obligation On September 18, 2020, the Company entered into the Series A Convertible Preferred Stock Purchase Agreement with its initial investors committing to purchase an aggregate of $ 50.0 million in shares of Series A convertible preferred stock. At the initial closing, 9,815,467 shares of Series A convertible preferred stock were issued by the Company at a purchase price of $ 2.547 per share, for gross cash proceeds of $ 25.0 million. The gross proceeds were offset by $ 0.2 million of issuance costs and $ 0.2 million related to the Series A Preferred Stock Tranche Obligation, discussed below. Included in the terms of the September 2020 Series A Convertible Preferred Stock Purchase Agreement were certain rights (“Series A Preferred Stock Tranche Obligation”) granted to the investors who purchased the Series A convertible preferred stock in September 2020. The Series A Preferred Stock Tranche Obligation contingently obligated the investors to purchase, and the Company to sell, up to an aggregate of 7,852,373 shares of Series A convertible preferred stock at $ 2.547 per share upon the satisfaction of specified research and development milestones by the Company. The Company concluded that the Series A Preferred Stock Tranche Obligation met the definition of a freestanding financial instrument, as the Series A Preferred Stock Tranche Obligation was legally detachable and separately exercisable from the Series A convertible preferred stock. Therefore, the Company allocated the proceeds from the September 2020 issuance between the Series A Preferred Stock Tranche Obligation and the Series A convertible preferred stock, including those issued in exchange for the SAFE. As the Series A convertible preferred stock is redeemable upon a deemed liquidation event at the election of the holder-controlled Board, and therefore outside of the control of the Company, the Series A Preferred Stock Tranche Obligation was classified as a liability and recorded at its fair value of $ 0.3 million at both inception and as of December 31, 2020. The Series A Preferred Stock Tranche Obligation was remeasured at fair value at each reporting period, with changes in fair value recorded in change in fair value of the Series A Preferred Stock Tranche Obligation in the condensed consolidated statements of operations and comprehensive loss (see Note 3). On May 28, 2021, the Company issued 7,852,373 shares of its Series A convertible preferred stock at $ 2.547 per share, for which the Company received gross proceeds of $ 20.0 million, offset by issuance costs of $ 0.1 million. As a result of this issuance, the Series A Preferred Stock Tranche Obligation with a then fair value of approximately $ 0.3 million was settled and reclassified to Series A convertible preferred stock in the consolidated balance sheet. Series B Convertible Preferred Stock Financing On August 13, 2021, the Company issued 25,657,096 shares of its Series B convertible preferred stock at $ 3.5078 per share, for which the Company received gross proceeds of $ 90.0 million. Issuance costs were $ 0.4 million. Upon issuance of each class of the Convertible Preferred Stock, the Company assessed the embedded conversion and liquidation features of the securities and determined that such features did not require the Company to separately account for these features. The Company also concluded that no beneficial conversion feature existed upon the issuance date of each class of the Convertible Preferred Stock or as of June 30, 2023 and December 31, 2022. The holders of Convertible Preferred Stock had the followings rights and privileges: Conversion The holders of the Convertible Preferred Stock may convert, at any time, each share of the Convertible Preferred Stock into shares of common stock. In addition, upon either (a) the closing of the sale of shares of common stock to the public at a price of at least three times the Series A Original Issue Price (subject to adjustment) in an initial public offering with net proceeds to the Company of at least $ 50.0 million or (b) the written consent of the holders of the outstanding shares of Convertible Preferred Stock, the Convertible Preferred Stock will automatically convert into common stock. The conversion ratio of each series of the Convertible Preferred Stock is determined by dividing the Original Issuance Price of each series by the Conversion Price of each series. The Original Issuance Price per share is $ 2.547 for Series A convertible preferred stock and $ 3.5078 for Series B convertible preferred stock. The Conversion Price per share at issuance was $ 7.063 for Series A convertible preferred stock and $ 9.7278 for Series B convertible preferred stock, each subject to appropriate adjustment in the event of any stock dividend, stock split, combination or other similar recapitalization and other adjustments, including adjustment if common stock is issued for less than the Original Issue Price of each series of Convertible Preferred Stock. |
Common Stock
Common Stock | 6 Months Ended |
Jun. 30, 2023 | |
Equity [Abstract] | |
Common Stock | 8. Common Stock Each share of common stock entitles the holder to one vote for each share of common stock held. Common stockholders are entitled to receive dividends, as may be declared by the Company’s Board. During each of the three and six months ended June 30, 2023 and the three and six months ended June 30, 2022, no dividends have been declared or paid. Pre-funded Warrants In connection with the Private Placement, the Company issued pre-funded warrants to purchase up to an aggregate of 2,980,889 shares of common stock at a purchase price of $ 7.2999 per pre-funded warrant. Each pre-funded warrant is exercisable for one share of common stock at an exercise price of $ 0.0001 per share of common stock, is immediately exercisable and will remain exercisable until exercised in full. The pre-funded warrants have no expiration date and the price of the pre-funded warrants does not include any discounts. The Company evaluated the pre-funded warrants for liability or equity classification in accordance with the provisions of ASC Topic 480, Distinguishing Liabilities from Equity, and determined that equity treatment was appropriate because the pre-funded warrants did not meet the definition of liability instruments and met the criteria for permanent equity. As of June 30, 2023, no pre-funded warrants were exercised. The Company has reserved the following number of shares of common stock for the exercise of outstanding stock options and future issuance of stock-based awards. June 30, December 31, Common stock options 5,761,042 4,440,811 Pre-funded warrants 2,980,889 2,980,889 Shares available for issuance under the 2021 Plan 1,673,053 1,682,909 Shares available for issuance under the 2021 ESPP 572,254 286,127 Total common stock reserved for future issuance 10,987,238 9,390,736 |
Net Loss per Share
Net Loss per Share | 6 Months Ended |
Jun. 30, 2023 | |
Earnings Per Share [Abstract] | |
Net Loss per Share | 9. Net Loss per Share Basic and diluted net loss per common share attributable to common stockholders was calculated as follows (in thousands, except share and per share amounts): Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Numerator: Net loss attributable to common stockholders $ ( 20,174 ) $ ( 17,015 ) $ ( 39,969 ) $ ( 32,349 ) Denominator: Weighted-average common shares outstanding, basic and diluted 38,657,205 28,150,051 38,601,916 27,409,264 Net loss per share attributable to common stockholders, basic and diluted $ ( 0.52 ) $ ( 0.60 ) $ ( 1.04 ) $ ( 1.18 ) The Company’s potentially dilutive securities have been excluded from the computation of diluted net loss per common share as the effect would be to reduce the net loss per common share. Therefore, the weighted-average number of common shares outstanding used to calculate both basic and diluted net loss per common share is the same. The Company excluded the following potential common shares, presented based on amounts outstanding at each period end, from the computation of diluted net loss per common share for the periods indicated because including them would have had an anti-dilutive effect: As of June 30, 2023 2022 Options to purchase common stock – service based 5,550,413 4,162,669 Options to purchase common stock – performance based 210,629 210,629 Unvested restricted common stock 53,715 112,311 Total 5,814,757 4,485,609 |
Leases
Leases | 6 Months Ended |
Jun. 30, 2023 | |
Leases [Abstract] | |
Leases | 10. Leases In February 2021, the Company entered into an equipment lease with lease term of 24 months with rent commencing in the third quarter of 2021. The lease includes an option to purchase the equipment at fair market value at the end of the lease term. The Company has notified the vendor of its intent to exercise the purchase option. In July 2021, the Company entered into a lease for laboratory space in Cambridge, Massachusetts, with an initial term of one year commencing in April 2021 , with a month-to-month option to renew at the end of the initial lease term. At inception, the Company determined that it was reasonably certain that it would elect options to renew the lease through September 2022 and have included these renewal options into the initial determination of the lease term. In 2022, the Company further extended the lease term through February 28, 2023 and terminated the lease as of February 28, 2023 due to the Company's move to Watertown, Massachusetts as noted below. In October 2021, the Company entered into a lease for its corporate headquarters in Cambridge, Massachusetts with an initial term of 14 months . In 2022, the Company extended the lease through January 31, 2023 and terminated the lease as of January 31, 2023 due to the Company's move to Watertown, Massachusetts as noted below. The lease payments during both the three and six months ended June 30, 2023 was $ 74 thousand. The Company received their security deposit of approximately $ 49 thousand in the second quarter of 2023. Watertown, MA Lease In September 2021, the Company entered into a lease for laboratory and office space in Watertown, Massachusetts with an initial term of ten years from the rent commencement date of December 2022, and a five-year renewal option . The lease commenced for accounting purposes in the January 2023 when the leased space was made available for the Company’s use. As of the lease commencement date, the Company has determined that it is not reasonably certain to exercise the option to extend the lease and has not included the extension period in the lease term. The monthly lease payment is approximately $ 0.2 million with annual escalation of approximately 3 %. The lease includes a $ 3.7 million construction allowance. At the lease commencement date, the Company recorded an initial lease liability of $ 14.3 million and a right-of-use asset of $ 17.3 million. The components of lease expense for the three and six months ended June 30, 2023 were $ 0.6 million and $ 1.1 million in operating lease expense, respectively, and $ 0.2 million and $ 0.4 million in variable lease expense, respectively. Variable lease expense generally includes common area maintenance, property taxes, and utilities. At June 30, 2023, the weighted-average remaining lease terms related to the finance and operating leases are 0.1 years and 9.4 years, respectively. The weighted-average discount rates used at the time that the leases were evaluated were 5.14 % for the finance leases and 7.55 % for the operating leases that were still active as of June 30, 2023. The Watertown lease began in January 2023 , with minimum base rent payments ranging from $ 1.9 million annually and increasing to $ 2.1 million annually over the next 5 years . Future minimum lease payments due under the Company’s operating and finance lease liabilities as of June 30, 2023 are as follows: Operating Financing 2023 886 2 2024 1,910 — 2025 1,968 — 2026 2,027 — 2027 2,088 — 2028 and thereafter 11,269 — Total lease payments 20,148 2 Less: imputed interest ( 5,940 ) — Total future minimum lease payments $ 14,208 $ 2 |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Jun. 30, 2023 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 11. Related Party Transactions Atlas The Company entered into various lease agreements with Atlas Venture Fund XII, L.P., a principal stockholder of the Company, and incurred lease costs of $ 50 thousand for the six months ended June 30, 2023, and $ 142 thousand for the six months ended June 30, 2022. The lease payments are included in general and administrative expenses for office space and research and development expenses for lab space in the condensed consolidated statements of operations and comprehensive loss. The Company terminated the lease for the laboratory space as of February 28, 2023 due to the Company's move to Watertown, Massachusetts, and therefore had no operating lease right-of-use asset or lease liability recorded as of June 30, 2023. As of June 30, 2023, the Company has no costs in accrued expenses associated with the leases. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 12. Commitments and Contingencies License Agreement The Company has a license agreement with Amgen (see Note 12 to the consolidated financial statements of the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2022). Letter of Credit In September 2021, in connection with the Watertown, Massachusetts lease, the Company entered into a $ 0.9 million standby letter of credit which initially expired on September 10, 2022 and was renewed to expire on September 11, 2023 . The standby letter of credit will automatically renew for subsequent annual periods through December 2032 . Remittance of funds from the letter of credit was not probable and the full amount was available as of June 30, 2023. The Company did not recognize a liability in the condensed consolidated balance sheet. Purchase Commitment In November 2021, the Company entered into a statement of work ("SOW") with FUJIFILM Diosynth Biotechnologies Texas, LLC for $ 3.8 million under its existing master services agreement for the manufacturing of VGL101. If the Company terminates the SOW before completion, it may be required to pay fees ranging from 0 % to 100 %. The amount due upon an early termination depends on the length of time prior to the commencement of specific stages of the SOW. The SOW is expected to incur costs over approximately 2 years . As of June 30, 2023, approximately 56 % of work has been completed on this SOW. Contingencies From time to time, the Company may have certain contingent liabilities that arise in the ordinary course of business. The Company accrues a liability for such matters when it is probable that future expenses will be incurred and can be reasonably estimated. As of June 30, 2023, the Company does not have any significant legal disputes that require a loss liability to be recorded. 401(k) Plan The Company has a defined-contribution plan under Section 401(k) of the Internal Revenue Code of 1986 (the “401(k) Plan”). The 401(k) Plan covers all employees who meet defined minimum age and service requirements and allows participants to defer a portion of their annual compensation on a pre-tax basis. Company contributions are discretionary and contributions in the amount of $ 0.3 million were made during the six months ended June 30, 2023. Indemnification Agreements In the ordinary course of business, the Company may provide indemnification of varying scope and terms to vendors, lessors, contract research organizations, business partners, and other parties with respect to certain matters including, but not limited to, losses arising out of breach of such agreements or from intellectual property infringement claims made by third parties. In addition, the Company has entered into indemnification agreements with members of its Board and certain of its executive officers that will require the Company, among other things, to indemnify them against certain liabilities that may arise by reason of their status or service as directors or officers. The maximum potential amount of future payments the Company could be required to make under these indemnification agreements is, in many cases, unlimited. The Company has not incurred any material costs as a result of such indemnifications and is not currently aware of any indemnification claims. Legal Proceedings The Company is not currently party to any material legal proceedings. At each reporting date, the Company evaluates whether or not a potential loss amount or a potential range of loss is probable and reasonably estimable under the provisions of the authoritative guidance that addresses accounting for contingencies. The Company expenses as incurred the costs related to such legal proceedings. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2023 | |
Accounting Policies [Abstract] | |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements, and the reported amounts of expenses during the reporting periods. Significant estimates and assumptions reflected in these condensed consolidated financial statements include, but are not limited to, research and development expenses and related prepaid or accrued costs. The Company bases its estimates on historical experience, known trends and other market-specific or relevant factors that it believes to be reasonable under the circumstances. On an ongoing basis, management evaluates its estimates as there are changes in circumstances, facts and experience. Changes in estimates are recorded in the period in which they become known. Actual results may differ from those estimates or assumptions. |
Cash, Cash Equivalents and Restricted Cash | Cash, Cash Equivalents and Restricted Cash The Company considers all highly liquid investments with original maturities when purchased of three months or less that are readily convertible to known amounts of cash to be cash equivalents. The carrying values of these instruments approximate their respective fair value due to the short-term maturity of these investments. At June 30, 2023 and December 31, 2022, the Company’s cash equivalents were in money market funds and government securities. As of each balance sheet date and periodically throughout the year, the Company has maintained balances in various operating accounts in excess of federally insured limits. In connection with the Company’s lease agreement entered into in September 2021 (see Note 12), the Company is required to maintain a certificate of deposit (“CD”) of $ 0.9 million for the benefit of the landlord. The following table provides a reconciliation of cash, cash equivalents and restricted cash in the condensed consolidated balance sheets that sum to the total of the amounts reported in the condensed consolidated statement of cash flows (in thousands): June 30, 2023 June 30, 2022 Cash and cash equivalents $ 58,741 $ 148,912 Restricted cash, non-current 927 927 Total cash, cash equivalents and restricted cash $ 59,668 $ 149,839 |
Marketable securities | Marketable securities Investments in marketable securities are classified as available-for-sale. Available-for-sale securities are measured and reported at fair value using quoted prices in active markets for similar securities. Unrealized gains and losses on available-for-sale securities are reported as a separate component of stockholders’ equity in other comprehensive income. Premiums or discounts from par value are amortized to investment income over the life of the underlying investment. All of the Company’s available-for-sale securities are available to the Company for use in current operations. As a result, the Company classified all of these securities as current assets even if the stated maturity of some individual securities may be one year or more beyond the balance sheet date. The cost of securities sold is determined on a specific identification basis, and realized gains and losses are included in other income (expense) within the consolidated statements of operations and comprehensive loss. If any adjustment is required to reflect a decline in the value of the investment that the Company considers to be “other than temporary”, the Company recognizes a charge to the consolidated statement of operations and comprehensive loss. No such adjustments were necessary during the periods presented. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements From time to time, new accounting pronouncements are issued by the FASB or other standard setting bodies and adopted by the Company as of the specified effective date. The Company qualifies as an ‘‘emerging growth company’’ as defined in the Jumpstart Our Business Startups Act of 2012 and has elected not to ‘‘opt out’’ of the extended transition related to complying with new or revised accounting standards, which means that when a standard is issued or revised and it has different application dates for public and non-public companies, the Company can adopt the new or revised standard at the time non-public companies adopt the new or revised standard and can do so until such time that the Company either (i) irrevocably elects to ‘‘opt out’’ of such extended transition period or (ii) no longer qualifies as an emerging growth company. The Company may choose to early adopt any new or revised accounting standards whenever such early adoption is permitted for non-public companies. In August 2020, the FASB issued ASU No. 2020-06, Debt, Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity, which, among other things, provides guidance on how to account for contracts on an entity’s own equity. This ASU simplifies the accounting for certain financial instruments with characteristics of liabilities and equity. Specifically, the ASU eliminated the need for the Company to assess whether a contract on the entity’s own equity (1) permits settlement in unregistered shares, (2) whether counterparty rights rank higher than shareholder’s rights, and (3) whether collateral is required. In addition, the ASU requires incremental disclosure related to contracts on the entity’s own equity and clarifies the treatment of certain financial instruments accounted for under this ASU on earnings per share. The ASU also simplifies the accounting for convertible instruments by removing the beneficial conversion feature and cash conversion feature separation models. This ASU may be applied on a full retrospective or modified retrospective basis. This ASU is effective for smaller reporting companies for fiscal years beginning after December 15, 2023 and all other public entities, this ASU is effective for fiscal years beginning after December 15, 2021. Early adoption permitted. The Company expects to adopt this ASU in fiscal year 2024. The Company does not currently expect the adoption to materially impact its financial position and results of operations. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Accounting Policies [Abstract] | |
Schedule of Cash, Cash Equivalents and Restricted Cash | The following table provides a reconciliation of cash, cash equivalents and restricted cash in the condensed consolidated balance sheets that sum to the total of the amounts reported in the condensed consolidated statement of cash flows (in thousands): June 30, 2023 June 30, 2022 Cash and cash equivalents $ 58,741 $ 148,912 Restricted cash, non-current 927 927 Total cash, cash equivalents and restricted cash $ 59,668 $ 149,839 |
Fair Value Measurements and F_2
Fair Value Measurements and Financial Instruments (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |
Schedule of Fair Value Hierarchy for Assets and Liabilities | The following table presents the Company’s fair value hierarchy for its asset items that are measured at fair value on a recurring basis as of June 30, 2023 and December 31, 2022, by level within the fair value hierarchy (in thousands): Fair Value Measurement at June 30, 2023 Using: Level 1 Level 2 Level 3 Total Cash equivalents Money market funds $ 50,702 $ — $ — $ 50,702 Corporate bonds — 2,589 — 2,589 Total cash equivalents $ 50,702 $ 2,589 $ — $ 53,291 Marketable securities U.S. government securities — 76,584 — 76,584 Corporate bonds — 14,839 — 14,839 Total marketable securities $ — $ 91,423 $ — $ 91,423 Restricted cash (non-current) 927 — — 927 Total $ 51,629 $ 94,012 $ — $ 145,641 Fair Value Measurement at December 31, 2022 Using: Level 1 Level 2 Level 3 Total Assets: Cash equivalents (money market) $ 156,219 $ — $ — $ 156,219 Restricted cash (non-current) 927 — — 927 Total $ 157,146 $ — $ — $ 157,146 |
Summary of marketable securities | The following table summarizes the Company’s marketable securities as of June 30, 2023 (in thousands): At June 30, 2023 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value U.S. government securities $ 76,634 $ 2 $ ( 52 ) $ 76,584 Corporate bonds $ 14,859 $ 4 $ ( 24 ) $ 14,839 Total $ 91,493 $ 6 $ ( 76 ) $ 91,423 |
Summary of marketable securities by maturity | The following table summarizes the Company’s marketable securities by maturity as of June 30, 2023 (in thousands): At June 30, 2023 Maturities in one year or less $ 86,107 Maturities between one and two years 5,316 Total $ 91,423 |
Prepaid Expense and Other Cur_2
Prepaid Expense and Other Current Assets (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Prepaid Expense and Other Assets, Current [Abstract] | |
Schedule of Prepaid Expenses and Other Current Assets | Prepaid expenses and other current assets consisted of the following (in thousands): June 30, December 31, Research and development $ 3,615 $ 6,670 Construction related prepaid assets — 3,769 Business insurance 762 133 Other 1,178 628 Total $ 5,555 $ 11,200 |
Accrued Expenses and Other Cu_2
Accrued Expenses and Other Current Liabilities (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Expenses and Other Current Liabilities | Accrued expenses and other current liabilities consisted of the following (in thousands): June 30, December 31, Payroll and employee related $ 2,154 $ 3,512 Research and development 1,621 2,894 Professional fees 931 986 Construction related 78 1,416 Other 217 386 Total $ 5,001 $ 9,194 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Summary of Stock-based Compensation Expense | Stock-based compensation expense was classified as follows in the condensed consolidated statements of operations and comprehensive loss (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Research and development $ 891 $ 608 $ 1,577 $ 1,049 General and administrative 1,366 853 2,414 1,433 Total stock-based compensation $ 2,257 $ 1,461 $ 3,991 $ 2,482 |
Common Stock (Tables)
Common Stock (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Equity [Abstract] | |
Schedule of Reserved Number of Shares of Common Stock for Exercise of Outstanding Stock Options and Future Issuance of Stock-Based Awards | The Company has reserved the following number of shares of common stock for the exercise of outstanding stock options and future issuance of stock-based awards. June 30, December 31, Common stock options 5,761,042 4,440,811 Pre-funded warrants 2,980,889 2,980,889 Shares available for issuance under the 2021 Plan 1,673,053 1,682,909 Shares available for issuance under the 2021 ESPP 572,254 286,127 Total common stock reserved for future issuance 10,987,238 9,390,736 |
Net Loss per Share (Tables)
Net Loss per Share (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Earnings Per Share [Abstract] | |
Summary of Basic and Diluted Net Loss Per Common Share Attributable to Common Stockholders | Basic and diluted net loss per common share attributable to common stockholders was calculated as follows (in thousands, except share and per share amounts): Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Numerator: Net loss attributable to common stockholders $ ( 20,174 ) $ ( 17,015 ) $ ( 39,969 ) $ ( 32,349 ) Denominator: Weighted-average common shares outstanding, basic and diluted 38,657,205 28,150,051 38,601,916 27,409,264 Net loss per share attributable to common stockholders, basic and diluted $ ( 0.52 ) $ ( 0.60 ) $ ( 1.04 ) $ ( 1.18 ) |
Summary of Dilutive Securities Excluded from Computation of Diluted Net Loss Per Common Share | The Company excluded the following potential common shares, presented based on amounts outstanding at each period end, from the computation of diluted net loss per common share for the periods indicated because including them would have had an anti-dilutive effect: As of June 30, 2023 2022 Options to purchase common stock – service based 5,550,413 4,162,669 Options to purchase common stock – performance based 210,629 210,629 Unvested restricted common stock 53,715 112,311 Total 5,814,757 4,485,609 |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Leases [Abstract] | |
Summary of Future Minimum Lease Payments Due under Operating and Finance Lease Liabilities | Future minimum lease payments due under the Company’s operating and finance lease liabilities as of June 30, 2023 are as follows: Operating Financing 2023 886 2 2024 1,910 — 2025 1,968 — 2026 2,027 — 2027 2,088 — 2028 and thereafter 11,269 — Total lease payments 20,148 2 Less: imputed interest ( 5,940 ) — Total future minimum lease payments $ 14,208 $ 2 |
Nature of the Business and Ba_2
Nature of the Business and Basis of Presentation - Additional Information (Details) - USD ($) | 1 Months Ended | |||||
Aug. 07, 2023 | Aug. 31, 2022 | Jan. 31, 2022 | Jun. 30, 2023 | Mar. 21, 2023 | Dec. 31, 2022 | |
Class of Stock [Line Items] | ||||||
Cash, cash equivalents and marketable securities | $ 150,200,000 | |||||
Accumulated deficit | $ 180,103,000 | $ 140,134,000 | ||||
Net proceeds from issuance initial public offering | $ 88,000,000 | |||||
Sales Agreement | ||||||
Class of Stock [Line Items] | ||||||
Maximum shares value to be issued under agreement | $ 100,000,000 | |||||
Sales Agreement | Subsequent Event | ||||||
Class of Stock [Line Items] | ||||||
Common stock issued | 0 | |||||
Private Placement | ||||||
Class of Stock [Line Items] | ||||||
Net proceeds from offering | $ 71,300,000 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Additional Information (Details) $ in Millions | Jun. 30, 2023 USD ($) |
Certificate of Deposit | |
Summary Of Significant Accounting Policies [Line Items] | |
Lease security deposit | $ 0.9 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Schedule of Cash, Cash Equivalents and Restricted Cash (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 | Jun. 30, 2022 | Dec. 31, 2021 |
Accounting Policies [Abstract] | ||||
Cash and cash equivalents | $ 58,741 | $ 186,605 | $ 148,912 | |
Restricted cash | 927 | 927 | 927 | |
Total cash, cash equivalents and restricted cash | $ 59,668 | $ 187,532 | $ 149,839 | $ 92,347 |
Fair Value Measurements and F_3
Fair Value Measurements and Financial Instruments - Schedule of Fair Value Hierarchy for Assets and Liabilities (Details) - Recurring Basis - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Assets: | ||
Assets, fair value | $ 145,641 | $ 157,146 |
Level 1 | ||
Assets: | ||
Assets, fair value | 51,629 | 157,146 |
Level 2 | ||
Assets: | ||
Assets, fair value | 94,012 | |
Cash Equivalents (Money Market) | ||
Assets: | ||
Assets, fair value | 156,219 | |
Cash Equivalents (Money Market) | Level 1 | ||
Assets: | ||
Assets, fair value | 156,219 | |
Restricted Cash (Non-Current) | ||
Assets: | ||
Assets, fair value | 927 | 927 |
Restricted Cash (Non-Current) | Level 1 | ||
Assets: | ||
Assets, fair value | 927 | $ 927 |
Cash Equivalents | ||
Assets: | ||
Assets, fair value | 53,291 | |
Cash Equivalents | Level 1 | ||
Assets: | ||
Assets, fair value | 50,702 | |
Cash Equivalents | Level 2 | ||
Assets: | ||
Assets, fair value | 2,589 | |
Cash Equivalents | Corporate Bonds | ||
Assets: | ||
Assets, fair value | 2,589 | |
Cash Equivalents | Corporate Bonds | Level 2 | ||
Assets: | ||
Assets, fair value | 2,589 | |
Cash Equivalents | Money Market Funds | ||
Assets: | ||
Assets, fair value | 50,702 | |
Cash Equivalents | Money Market Funds | Level 1 | ||
Assets: | ||
Assets, fair value | 50,702 | |
Marketable Securities | ||
Assets: | ||
Assets, fair value | 91,423 | |
Marketable Securities | Level 2 | ||
Assets: | ||
Assets, fair value | 91,423 | |
Marketable Securities | U.S. Government Securities | ||
Assets: | ||
Assets, fair value | 76,584 | |
Marketable Securities | U.S. Government Securities | Level 2 | ||
Assets: | ||
Assets, fair value | 76,584 | |
Marketable Securities | Corporate Bonds | ||
Assets: | ||
Assets, fair value | 14,839 | |
Marketable Securities | Corporate Bonds | Level 2 | ||
Assets: | ||
Assets, fair value | $ 14,839 |
Fair Value Measurements and F_4
Fair Value Measurements and Financial Instruments - Summary of Marketable Securities (Details) - Marketable Securities $ in Thousands | Jun. 30, 2023 USD ($) |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Investment Amortized Cost | $ 91,493 |
Investment Gross Unrealized Gains | 6 |
Investment Gross Unrealized Losses | (76) |
Investment Fair Value | 91,423 |
U.S. Government Securities | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Investment Amortized Cost | 76,634 |
Investment Gross Unrealized Gains | 2 |
Investment Gross Unrealized Losses | (52) |
Investment Fair Value | 76,584 |
Corporate Bonds | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Investment Amortized Cost | 14,859 |
Investment Gross Unrealized Gains | 4 |
Investment Gross Unrealized Losses | (24) |
Investment Fair Value | $ 14,839 |
Fair Value Measurements and F_5
Fair Value Measurements and Financial Instruments - Summary of Marketable Securities by Maturity (Details) - Marketable Securities $ in Thousands | Jun. 30, 2023 USD ($) |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Maturities in one year or less | $ 86,107 |
Maturities between one and two years | 5,316 |
Total | $ 91,423 |
Fair Value Measurements and F_6
Fair Value Measurements and Financial Instruments - Additional Information (Details) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 USD ($) Securities | Jun. 30, 2022 USD ($) | Jun. 30, 2023 USD ($) Securities | Jun. 30, 2022 USD ($) | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Number of Securities | Securities | 33 | 33 | ||
Number of securities in unrealized loss position | Securities | 29 | 29 | ||
Credit losses recognized on securities | $ | $ 0 | $ 0 | $ 0 | $ 0 |
Marketable Securities | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Realized gain or losses on marketable securities | $ | $ 0 | $ 0 | $ 0 | $ 0 |
Prepaid Expenses and Other Curr
Prepaid Expenses and Other Current Assets - Schedule of Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Prepaid Expense and Other Assets, Current [Abstract] | ||
Research and development | $ 3,615 | $ 6,670 |
Construction related prepaid assets | 3,769 | |
Business insurance | 762 | 133 |
Other | 1,178 | 628 |
Total | $ 5,555 | $ 11,200 |
Accrued Expenses and Other Cu_3
Accrued Expenses and Other Current Liabilities - Schedule of Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 | |
Payables and Accruals [Abstract] | |||
Payroll and employee related | $ 2,154 | $ 3,512 | |
Research and development | 1,621 | 2,894 | |
Professional fees | 931 | 986 | |
Construction related | 78 | 1,416 | |
Other | 217 | 386 | |
Total | [1] | $ 5,001 | $ 9,194 |
[1] Includes related party amounts of $ 0 (accrued expenses and other current liabilities) at June 30, 2023; $ 78 ( accrued expenses and other current liabilities) at December 31, 2022 (see Note 11). |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||||
Jan. 01, 2023 | Mar. 31, 2023 | Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Aggregate number of shares of common stock reserved for issuance | 10,987,238 | 10,987,238 | 9,390,736 | ||||
Stock-based compensation expense | $ 2,257,000 | $ 1,461,000 | $ 3,991,000 | $ 2,482,000 | |||
Options | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Aggregate number of shares of common stock reserved for issuance | 5,761,042 | 5,761,042 | 4,440,811 | ||||
Unrecognized stock-based compensation expense related to unvested stock options not recognized | $ 24,800,000 | $ 24,800,000 | |||||
Unrecognized stock-based compensation expense period of recognition | 2 years 9 months 10 days | ||||||
Restricted Stock | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Unrecognized stock-based compensation expense related to unvested restricted stock not recognized | $ 100,000 | $ 100,000 | |||||
Unrecognized stock-based compensation expense period of recognition | 10 months 2 days | ||||||
2020 Equity Incentive Plan | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Number of options outstanding | 2,508,398 | 2,508,398 | |||||
2021 Stock Option and Incentive Plan | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Aggregate number of shares of common stock reserved for issuance | 1,673,053 | 1,673,053 | 1,682,909 | ||||
Number of shares granted | 1,348,380 | ||||||
Increase in common stock reserved | 1,781,017 | ||||||
Number of options outstanding | 3,252,644 | 3,252,644 | |||||
2021 Employee Stock Purchase Plan | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Aggregate number of shares of common stock reserved for issuance | 572,254 | 572,254 | 286,127 | ||||
Increase in common stock reserved | 286,127 | ||||||
Stock-based compensation expense | $ 0 | $ 0 |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Stock-based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Stock-based compensation | $ 2,257 | $ 1,461 | $ 3,991 | $ 2,482 |
Research and Development | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Stock-based compensation | 891 | 608 | 1,577 | 1,049 |
General and Administrative | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Stock-based compensation | $ 1,366 | $ 853 | $ 2,414 | $ 1,433 |
Preferred Stock - Additional In
Preferred Stock - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 6 Months Ended | ||||||
Aug. 13, 2021 | May 28, 2021 | Sep. 18, 2020 | Jan. 31, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2020 | Sep. 30, 2020 | |
Class Of Stock [Line Items] | ||||||||
Gross proceeds from issuance of preferred stock | $ 89,872 | |||||||
Net proceeds from issuance initial public offering | $ 88,000 | |||||||
Series A Convertible Preferred Stock Purchase Agreement | Maximum | ||||||||
Class Of Stock [Line Items] | ||||||||
Temporary equity, shares issued | 7,852,373 | |||||||
Series A Convertible Preferred Stock Purchase Agreement | Research and Development | ||||||||
Class Of Stock [Line Items] | ||||||||
Purchase price per share | $ 2.547 | |||||||
Series A Convertible Preferred Stock | ||||||||
Class Of Stock [Line Items] | ||||||||
Purchase an aggregate shares | $ 50,000 | |||||||
Temporary equity, shares issued | 7,852,373 | 9,815,467 | ||||||
Purchase price per share | $ 2.547 | $ 2.547 | ||||||
Issuance Price per share | $ 2.547 | |||||||
Gross proceeds from issuance of preferred stock | $ 20,000 | $ 25,000 | ||||||
Issuance costs | 100 | |||||||
Preferred stock conversion price per share | 7.063 | |||||||
Series A Preferred Stock Tranche Obligation | ||||||||
Class Of Stock [Line Items] | ||||||||
Issuance costs | 200 | |||||||
Preferred stock tranche obligation classified as liability and recorded at fair value | $ 300 | $ 300 | ||||||
Series B Convertible Preferred Stock | ||||||||
Class Of Stock [Line Items] | ||||||||
Temporary equity, shares issued | 25,657,096 | |||||||
Purchase price per share | $ 3.5078 | |||||||
Issuance Price per share | 3.5078 | |||||||
Gross proceeds from issuance of preferred stock | $ 90,000 | |||||||
Issuance costs | $ 400 | |||||||
Preferred stock conversion price per share | $ 9.7278 | |||||||
Convertible Preferred Stock | ||||||||
Class Of Stock [Line Items] | ||||||||
Net proceeds from issuance initial public offering | $ 50,000 | |||||||
Series A Preferred Stock | ||||||||
Class Of Stock [Line Items] | ||||||||
Issuance costs | $ 200 | |||||||
Series A Preferred Stock | Common Stock | Initial Public Offering (IPO) | ||||||||
Class Of Stock [Line Items] | ||||||||
Convertible Preferred stock converted to common stock | 10,285,077 | |||||||
Series B Preferred stock | Common Stock | Initial Public Offering (IPO) | ||||||||
Class Of Stock [Line Items] | ||||||||
Convertible Preferred stock converted to common stock | 9,251,793 |
Common Stock - Additional Infor
Common Stock - Additional Information (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Aug. 12, 2022 | |
Class of Stock [Line Items] | |||||
Common stock, voting rights | Each share of common stock entitles the holder to one vote for each share of common stock held. | ||||
Common stock dividend declared | $ 0 | $ 0 | $ 0 | $ 0 | |
Pre-Funded Warrants | |||||
Class of Stock [Line Items] | |||||
Warrants exercised | 0 | 0 | |||
Private Placement | Pre-Funded Warrants | |||||
Class of Stock [Line Items] | |||||
Share purchase price per pre funded warrant | $ 7.2999 | ||||
Warrants exercise price per share | $ 0.0001 | ||||
Private Placement | Pre-Funded Warrants | Maximum | |||||
Class of Stock [Line Items] | |||||
Warrants issued to purchase common stock | 2,980,889 |
Common Stock - Schedule of Rese
Common Stock - Schedule of Reserved Number of Shares of Common Stock for Exercise of Outstanding Stock Options and Future Issuance of Stock-Based Awards (Details) - shares | Jun. 30, 2023 | Dec. 31, 2022 |
Class Of Stock [Line Items] | ||
Total common stock reserved for future issuance | 10,987,238 | 9,390,736 |
Shares Available for Issuance Under the 2021 Plan | ||
Class Of Stock [Line Items] | ||
Total common stock reserved for future issuance | 1,673,053 | 1,682,909 |
Shares Available for Issuance Under the 2021 ESPP | ||
Class Of Stock [Line Items] | ||
Total common stock reserved for future issuance | 572,254 | 286,127 |
Pre-Funded Warrants | ||
Class Of Stock [Line Items] | ||
Total common stock reserved for future issuance | 2,980,889 | 2,980,889 |
Common Stock Options | ||
Class Of Stock [Line Items] | ||
Total common stock reserved for future issuance | 5,761,042 | 4,440,811 |
Net Loss per Share - Summary of
Net Loss per Share - Summary of Basic and Diluted Net Loss Per Common Share Attributable to Common Stockholders (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2022 | Mar. 31, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Numerator: | ||||||
Net loss | $ (20,174) | $ (19,795) | $ (17,015) | $ (15,334) | $ (39,969) | $ (32,349) |
Denominator: | ||||||
Weighted-average common shares outstanding, basic | 38,657,205 | 28,150,051 | 38,601,916 | 27,409,264 | ||
Weighted-average common shares outstanding, diluted | 38,657,205 | 28,150,051 | 38,601,916 | 27,409,264 | ||
Net loss per share attributable to common stockholders, basic | $ (0.52) | $ (0.6) | $ (1.04) | $ (1.18) | ||
Net loss per share attributable to common stockholders, diluted | $ (0.52) | $ (0.6) | $ (1.04) | $ (1.18) |
Net Loss per Share - Summary _2
Net Loss per Share - Summary of Dilutive Securities Excluded from Computation of Diluted Net Loss Per Common Share (Details) - shares | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share, amount | 5,814,757 | 4,485,609 |
Options to Purchase Common Stock – Service Based | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share, amount | 5,550,413 | 4,162,669 |
Options to Purchase Common Stock – Performance Based | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share, amount | 210,629 | 210,629 |
Unvested Restricted Common Stock | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share, amount | 53,715 | 112,311 |
Leases - Additional Information
Leases - Additional Information (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||||||
Jan. 31, 2023 | Sep. 30, 2021 | Jul. 31, 2021 | Jun. 30, 2023 | Jun. 30, 2023 | Dec. 31, 2022 | May 31, 2022 | Oct. 31, 2021 | Feb. 28, 2021 | |
Lessee Lease Description [Line Items] | |||||||||
Operating lease liabilities | $ 14,208 | $ 14,208 | $ 14,300 | ||||||
Operating lease right-of-use assets | 16,805 | 16,805 | $ 141 | $ 17,300 | |||||
Variable lease expense | 200 | 400 | |||||||
Operating lease expense | $ 600 | $ 1,100 | |||||||
Finance lease, weighted-average remaining lease term | 1 month 6 days | 1 month 6 days | |||||||
Operating lease, weighted-average remaining lease term | 9 years 4 months 24 days | 9 years 4 months 24 days | |||||||
Finance lease, weighted-average discount rate | 5.14% | 5.14% | |||||||
Operating lease, weighted-average discount rate | 7.55% | 7.55% | |||||||
Equipment Lease | |||||||||
Lessee Lease Description [Line Items] | |||||||||
Operating lease term | 24 months | ||||||||
Laboratory Space | |||||||||
Lessee Lease Description [Line Items] | |||||||||
Operating lease term | 1 year | ||||||||
Operating lease commencement month and year | 2021-04 | ||||||||
Operating lease, option to extend | At inception, the Company determined that it was reasonably certain that it would elect options to renew the lease through September 2022 and have included these renewal options into the initial determination of the lease term. | ||||||||
Operating lease, existence of option to extend [true false] | true | ||||||||
Lease termination date | Feb. 28, 2023 | ||||||||
Laboratory and Office Space | |||||||||
Lessee Lease Description [Line Items] | |||||||||
Operating lease term | 5 years | 10 years | |||||||
Operating lease commencement month and year | 2023-01 | 2023-01 | |||||||
Lease annual payments | $ 1,900 | ||||||||
Lease increased annual payments | $ 2,100 | ||||||||
Operating lease, option to extend | five-year renewal option. | ||||||||
Operating lease, existence of option to extend [true false] | true | ||||||||
Operating lease renewal term | 5 years | ||||||||
Operating lease monthly payment | $ 200 | ||||||||
Percentage of annual escalation | 3% | ||||||||
Lease construction allowance | $ 3,700 | ||||||||
Corporate Headquarters | |||||||||
Lessee Lease Description [Line Items] | |||||||||
Operating lease term | 14 months | ||||||||
Operating lease, existence of option to extend [true false] | true | ||||||||
Lease termination date | Jan. 31, 2023 | ||||||||
Lease monthly payment | $ 74 | $ 74 | |||||||
Lease security deposit | $ 49 | $ 49 |
Leases - Summary of Future Mini
Leases - Summary of Future Minimum Lease Payments Due under Operating and Finance Lease Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | May 31, 2022 |
Leases [Abstract] | ||
Operating Leases, 2023 | $ 886 | |
Operating Leases, 2024 | 1,910 | |
Operating Leases, 2025 | 1,968 | |
Operating Leases, 2026 | 2,027 | |
Operating Leases, 2027 | 2,088 | |
Operating Leases, 2028 and thereafter | 11,269 | |
Operating Leases, Total lease payments | 20,148 | |
Operating Leases, Less: imputed interest | (5,940) | |
Operating Leases, Total future minimum lease payments | 14,208 | $ 14,300 |
Financing leases, 2023 | 2 | |
Financing Lease, Total lease payments | 2 | |
Financing leases, Total future minimum lease payments | $ 2 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Details) - USD ($) | 6 Months Ended | |||
Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | May 31, 2022 | |
Related Party Transaction [Line Items] | ||||
Operating lease right-of-use assets | $ 16,805,000 | $ 141,000 | $ 17,300,000 | |
Operating lease liabilities | 14,208,000 | $ 14,300,000 | ||
Atlas Venture Fund XII, LP | ||||
Related Party Transaction [Line Items] | ||||
Lease, Cost | 50,000 | $ 142,000 | ||
Operating lease right-of-use assets | 0 | |||
Operating lease liabilities | 0 | |||
Accrued expenses, related parties | $ 0 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) - USD ($) $ in Millions | 1 Months Ended | 6 Months Ended | |
Nov. 30, 2021 | Sep. 30, 2021 | Jun. 30, 2023 | |
Loss Contingencies [Line Items] | |||
Discretionary and contributions amount | $ 0.3 | ||
Standby Letter of Credit | |||
Loss Contingencies [Line Items] | |||
Letter of credit | $ 0.9 | ||
Letter of credit expiration date | Sep. 10, 2022 | ||
Renewed to expire date | Sep. 11, 2023 | ||
Letter of credit renewal period | 2032-12 | ||
FUJIFILM Diosynth Biotechnologies Texas, LLC | |||
Loss Contingencies [Line Items] | |||
Purchase commitment fee | $ 3.8 | ||
Purchase commitment statement of work completed percentage | 56% | ||
Purchase commitment period | 2 years | ||
FUJIFILM Diosynth Biotechnologies Texas, LLC | Minimum | |||
Loss Contingencies [Line Items] | |||
Purchase commitment fee percentage | 0% | ||
FUJIFILM Diosynth Biotechnologies Texas, LLC | Maximum | |||
Loss Contingencies [Line Items] | |||
Purchase commitment fee percentage | 100% |