Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2023 | Aug. 07, 2023 | |
Document Information [Line Items] | ||
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 | Ventyx Biosciences, Inc. | |
Entity Central Index Key | 0001851194 | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Interactive Data Current | Yes | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity File Number | 001-40928 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 83-2996852 | |
Entity Address, Address Line One | 12790 El Camino Real | |
Entity Address, Address Line Two | Suite 200 | |
Entity Address, City or Town | San Diego | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 92130 | |
City Area Code | 760 | |
Local Phone Number | 593-4832 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity Common Stock, Shares Outstanding | 58,888,436 | |
Title of 12(b) Security | Common Stock, $0.0001 par value per share | |
Trading Symbol | VTYX | |
Security Exchange Name | NASDAQ | |
Former Address | ||
Document Information [Line Items] | ||
Entity Address, Address Line One | 662 Encinitas Blvd | |
Entity Address, Address Line Two | Suite 250 | |
Entity Address, City or Town | Encinitas | |
Entity Address, State or Province | CA |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 51,717 | $ 64,819 |
Marketable securities | 280,535 | 253,122 |
Prepaid expenses and other assets | 14,449 | 12,747 |
Total current assets: | 346,701 | 330,688 |
Property and equipment, net | 629 | 407 |
Operating lease right-of-use assets | 1,331 | 1,537 |
Marketable securities | 38,672 | |
Other long-term assets | 102 | 96 |
Total assets | 348,763 | 371,400 |
Current liabilities | ||
Accounts payable | 4,085 | 6,433 |
Accrued expenses (includes related party amounts of $0 and $64, respectively) | 15,510 | 9,514 |
Current portion of operating lease liabilities | 439 | 412 |
Total current liabilities | 20,034 | 16,359 |
Operating lease liabilities, net of current portion | 922 | 1,146 |
Total liabilities | 20,956 | 17,505 |
Commitments and contingencies (Note 5) | ||
Stockholders' equity: | ||
Common stock, $0.0001 par value; 900,000,000 shares authorized at June 30, 2023 and December 31, 2022; 58,743,101 and 57,025,847 shares issued at June 30, 2023 and December 31, 2022, respectively; 58,713,982 and 56,980,845 shares outstanding at June 30, 2023 and December 31, 2022, respectively | 6 | 6 |
Additional paid-in capital | 646,918 | 581,237 |
Accumulated other comprehensive loss | (710) | (1,123) |
Accumulated deficit | (318,407) | (226,225) |
Total stockholders' equity | 327,807 | 353,895 |
Total liabilities and stockholders' equity | $ 348,763 | $ 371,400 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Accrued expenses, related party | $ 0 | $ 64 |
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 900,000,000 | 900,000,000 |
Common stock, shares issued | 58,743,101 | 57,025,847 |
Common stock, shares outstanding | 58,713,982 | 56,980,845 |
Condensed Consolidated Statemen
Condensed 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 (includes related party amounts of $109, $230, $359 and $433, respectively) | $ 48,560 | $ 14,676 | $ 83,997 | $ 32,085 |
General and administrative | 8,585 | 5,722 | 15,700 | 11,060 |
Total operating expenses | 57,145 | 20,398 | 99,697 | 43,145 |
Loss from operations | (57,145) | (20,398) | (99,697) | (43,145) |
Other (income) expense: | ||||
Interest income | (3,899) | (342) | (7,521) | (474) |
Other (income) expense | (5) | (38) | 6 | 79 |
Total other (income) expense | (3,894) | (380) | (7,515) | (395) |
Net loss | (53,251) | (20,018) | (92,182) | (42,750) |
Unrealized gain (loss) on marketable securities | (187) | (279) | 352 | (1,221) |
Foreign currency translation | 38 | (54) | 61 | (12) |
Comprehensive loss | $ (53,400) | $ (20,351) | $ (91,769) | $ (43,983) |
Net loss per share, basic | $ (0.91) | $ (0.39) | $ (1.59) | $ (0.84) |
Net loss per share, diluted | $ (0.91) | $ (0.39) | $ (1.59) | $ (0.84) |
Weighted average common shares outstanding, basic | 58,556,529 | 50,848,391 | 58,100,261 | 50,717,548 |
Weighted average common shares outstanding, diluted | 58,556,529 | 50,848,391 | 58,100,261 | 50,717,548 |
Condensed Consolidated Statem_2
Condensed 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 expenses related party | $ 109 | $ 230 | $ 359 | $ 433 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($) $ in Thousands | Total | At the Market | Common Stock | Common Stock At the Market | Additional Paid-in Capital | Additional Paid-in Capital At the Market | Accumulated Other Comprehensive Loss | Accumulated Deficit |
Balance at Dec. 31, 2021 | $ 279,199 | $ 5 | $ 397,051 | $ (58) | $ (117,799) | |||
Balance, shares at Dec. 31, 2021 | 50,408,830 | |||||||
Issuance of common stock upon exercise of stock options | 220 | 220 | ||||||
Issuance of common stock upon exercise of stock options, shares | 417,332 | |||||||
Issuance of common stock upon vesting of restricted common stock, shares | 63,830 | |||||||
Shares issued under employee stock purchase plan | 115 | 115 | ||||||
Shares issued under employee stock purchase plan, shares | 9,074 | |||||||
Adjustment to offering expenses in the initial public offering | 26 | 26 | ||||||
Stock-based compensation expense | 7,575 | 7,575 | ||||||
Unrealized gain (loss) on marketable securities | (1,221) | (1,221) | ||||||
Foreign currency translation | (12) | (12) | ||||||
Net loss | (42,750) | (42,750) | ||||||
Balance at Jun. 30, 2022 | 243,152 | $ 5 | 404,987 | (1,291) | (160,549) | |||
Balance, shares at Jun. 30, 2022 | 50,899,066 | |||||||
Balance at Mar. 31, 2022 | 259,123 | $ 5 | 400,607 | (958) | (140,531) | |||
Balance, shares at Mar. 31, 2022 | 50,729,820 | |||||||
Issuance of common stock upon exercise of stock options | 134 | 134 | ||||||
Issuance of common stock upon exercise of stock options, shares | 118,918 | |||||||
Issuance of common stock upon vesting of restricted common stock, shares | 41,254 | |||||||
Shares issued under employee stock purchase plan | 115 | 115 | ||||||
Shares issued under employee stock purchase plan, shares | 9,074 | |||||||
Stock-based compensation expense | 4,131 | 4,131 | ||||||
Unrealized gain (loss) on marketable securities | (279) | (279) | ||||||
Foreign currency translation | (54) | (54) | ||||||
Net loss | (20,018) | (20,018) | ||||||
Balance at Jun. 30, 2022 | 243,152 | $ 5 | 404,987 | (1,291) | (160,549) | |||
Balance, shares at Jun. 30, 2022 | 50,899,066 | |||||||
Balance at Dec. 31, 2022 | 353,895 | $ 6 | 581,237 | (1,123) | (226,225) | |||
Balance, shares at Dec. 31, 2022 | 56,980,845 | |||||||
Issuance of common stock under the at-the-market sales agreement, net of commissions and offering expenses | $ 48,408 | $ 48,408 | ||||||
Issuance of common stock under the at-the-market sales agreement, net of commissions and offering expenses, shares | 1,176,470 | |||||||
Issuance of common stock upon exercise of stock options | $ 2,624 | 2,624 | ||||||
Issuance of common stock upon exercise of stock options, shares | 521,677 | 521,677 | ||||||
Issuance of common stock upon vesting of restricted common stock, shares | 25,225 | |||||||
Shares issued under employee stock purchase plan | $ 214 | 214 | ||||||
Shares issued under employee stock purchase plan, shares | 9,765 | |||||||
Stock-based compensation expense | 14,435 | 14,435 | ||||||
Unrealized gain (loss) on marketable securities | 352 | 352 | ||||||
Foreign currency translation | 61 | 61 | ||||||
Net loss | (92,182) | (92,182) | ||||||
Balance at Jun. 30, 2023 | 327,807 | $ 6 | 646,918 | (710) | (318,407) | |||
Balance, shares at Jun. 30, 2023 | 58,713,982 | |||||||
Balance at Mar. 31, 2023 | 371,618 | $ 6 | 637,329 | (561) | (265,156) | |||
Balance, shares at Mar. 31, 2023 | 58,348,727 | |||||||
Issuance of common stock upon exercise of stock options | 1,507 | 1,507 | ||||||
Issuance of common stock upon exercise of stock options, shares | 338,207 | |||||||
Issuance of common stock upon vesting of restricted common stock, shares | 17,283 | |||||||
Shares issued under employee stock purchase plan | 214 | 214 | ||||||
Shares issued under employee stock purchase plan, shares | 9,765 | |||||||
Stock-based compensation expense | 7,868 | 7,868 | ||||||
Unrealized gain (loss) on marketable securities | (187) | (187) | ||||||
Foreign currency translation | 38 | 38 | ||||||
Net loss | (53,251) | (53,251) | ||||||
Balance at Jun. 30, 2023 | $ 327,807 | $ 6 | $ 646,918 | $ (710) | $ (318,407) | |||
Balance, shares at Jun. 30, 2023 | 58,713,982 |
Condensed Consolidated Statem_4
Condensed 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 | $ (92,182) | $ (42,750) |
Adjustments to reconcile net loss to net cash used in operating activities | ||
Depreciation | 65 | 45 |
Amortization of right-of-use assets - operating | 208 | 148 |
Stock-based compensation | 14,435 | 7,575 |
Accretion of marketable securities, net | (4,569) | (109) |
Changes in operating assets and liabilities | ||
Prepaid expenses and other assets (includes related party amounts of $47 and $0, respectively) | (1,515) | 2,677 |
Operating lease liabilities | (197) | (136) |
Accounts payable (includes related party amounts of ($1) and $77, respectively) | (2,371) | 1,171 |
Accrued expenses (includes related party amounts of ($64) and ($101), respectively) | 5,923 | 3,861 |
Net cash used in operating activities | (80,203) | (27,518) |
Cash flows from investing activities | ||
Purchases in marketable securities, available-for-sale | (172,821) | (125,397) |
Proceeds from maturities of marketable securities, available-for-sale | 189,000 | 127,210 |
Purchases of property and equipment | (255) | (66) |
Net cash provided by investing activities | 15,924 | 1,747 |
Cash flows from financing activities | ||
Proceeds from issuance of common stock from private placement, net of offering costs | 48,408 | |
Proceeds from exercise of stock options | 2,570 | 220 |
Proceeds from issuance of common stock under employee stock purchase plan | 214 | 115 |
Deferred offering costs | (73) | |
Net cash provided by financing activities | 51,119 | 335 |
Effect of exchange rates on cash and cash equivalents | 58 | (12) |
Net decrease in cash and cash equivalents | (13,102) | (25,448) |
Cash and cash equivalents, beginning of period | 64,819 | 70,791 |
Cash and cash equivalents, end of period | 51,717 | $ 45,343 |
Supplemental disclosure for investing and financing non-cash activities: | ||
Unpaid deferred offering costs | 66 | |
Exercise of stock options | 54 | |
Purchases of property and equipment included in accounts payable and accrued expenses | $ 30 |
Condensed Consolidated Statem_5
Condensed Consolidated Statements of Cash Flows (Unaudited) (Parenthetical) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Statement of Cash Flows [Abstract] | ||
Prepaid expense and other assets, related party amounts | $ 47 | $ 0 |
Accounts payable, related party amounts | (1) | 77 |
Accrued expenses, related party amounts | $ (64) | $ (101) |
Organization and Business
Organization and Business | 6 Months Ended |
Jun. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Business | 1. Organization and Business Organization Ventyx Biosciences, Inc. (“Ventyx” or “the Company”) is a clinical-stage pharmaceutical company developing a pipeline of novel small molecule product candidates to address a range of inflammatory diseases with significant unmet medical need. The Company was incorporated in the State of Delaware in November 2018, with its principal operations in California. The Company leverages its drug discovery and development expertise to develop novel and differentiated therapeutics that target both the innate and adaptive immune system. |
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 Basis of Presentation The presentation of the Company’s condensed consolidated financial statements as of and for the three and six months ended June 30, 2023 and 2022 reflect the financial results of Ventyx Biosciences, Inc. on a consolidated basis. All intercompany transactions and balances have been eliminated in consolidation. The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with United States generally accepted accounting principles (“U.S. GAAP”) and with the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) regarding interim financial information. The condensed consolidated balance sheet data as of December 31, 2022 was derived from the Company’s audited financial statements. Certain information and disclosures normally included in consolidated financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. Accordingly, these condensed consolidated financial statements and notes thereto should be read in conjunction with the Company’s audited financial statements for the year ended December 31, 2022 and the notes thereto included in the Company’s annual report on Form 10-K filed with the SEC on March 23, 2023. The Company's significant accounting policies are detailed in “Note 2: Summary of Significant Accounting Policies” of the Company's Annual Report on Form 10-K for the year ended December 31, 2022. Except as set forth below, there have been no changes to the Company's significant accounting policies from those disclosed in the annual report. The unaudited financial information for the interim periods presented herein reflects all adjustments which, in the opinion of management, are necessary for a fair presentation of the financial condition and results of operation for the periods presented, with such adjustments consisting only of normal recurring adjustments. The results for the three and six months ended June 30, 2023 are not necessarily indicative of the results expected for the full year ending December 31, 2023 or any future period. Risks and Uncertainties Economic uncertainty in various global markets, including the U.S. and Europe, caused by political instability and conflict, such as the ongoing conflict in Ukraine, and economic challenges caused by the COVID-19 pandemic, have led to market disruptions, including significant volatility in commodity prices, credit and capital market instability and supply chain interruptions, which have caused volatile changes to inflation globally. The Company’s business, financial condition and results of operations could be materially and adversely affected by further negative impact on the global economy and capital markets resulting from these global economic conditions, particularly if such conditions are prolonged or worsen. Although, to date, the Company has not been materially impacted by these global economic and geopolitical conditions, it is impossible to predict the extent to which operations will be impacted in the short and long term, or the ways in which such instability could impact business and results of operations. The extent and duration of these market disruptions, whether as a result of the military conflict between Russia and Ukraine and effects of the Russian sanctions, geopolitical tensions, volatile changes to inflation or otherwise, are impossible to predict, but could be substantial. Any such disruptions may also magnify the impact of other risks described in this report. Investments in Marketable Securities, Available-for-Sale The Company maintains a portfolio of investments which have included U.S. Treasury securities, U.S. government agency securities, corporate debt securities, commercial paper and asset-backed securities (“ABS”). The Company’s investments in marketable securities are available-for-sale securities and the marketable securities are reported at fair value. Investments in marketable securities with contractual maturities less than 12 months at the balance sheet date are considered short-term investments. Those investments in marketable securities with contractual maturities of 12 months or greater at the balance sheet date are considered long-term investments. Unrealized gains and losses are included in accumulated other comprehensive loss, net of tax. The cost of securities sold is determined on a specific identification basis, and realized gains and losses, if any, are included in other (income) expense within the condensed consolidated statements of operations and comprehensive loss. The Company regularly reviews its investment portfolio to determine if any security is impaired, which would require the Company to record an impairment charge in the period that any such determination is made. Calculating an impairment charge requires judgment. In making this judgment, the Company evaluates, among other items, the time frame and extent to which the fair market value of a security is less than its amortized cost and the Company’s intent and ability to sell, or whether the Company will more likely than not be required to sell the security before recovery of its amortized cost basis. Deferred Offering Costs The Company has deferred offering costs consisting of accounting and legal fees directly attributable to the Open Market Sales Agreement SM (“Sales Agreement”) with Jefferies LLC (“Jefferies”). Costs are deferred until shares are sold under the Sales Agreement, at which time they are reclassified to additional paid-in capital as a reduction against the proceeds received. Fair Value of Financial Instruments The Company follows Accounting Standards Codification (“ASC”) 820-10, Fair Value Measurements and Disclosures (“ASC 820-10”), issued by the Financial Accounting Standards Board (“FASB”) with respect to fair value reporting for financial assets and liabilities. The carrying amounts of the Company’s current financial assets and current financial liabilities are considered to be representative of their respective fair values because of the short-term nature of those instruments. Financial assets measured at fair value on a recurring basis include cash equivalents and marketable securities. None of the Company’s non-financial assets or liabilities are recorded at fair value on a non-recurring basis. Recent Accounting Pronouncements Recently Issued Accounting Pronouncements Not Yet Adopted In August 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“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 Entity’s Own Equity (“ASU 2020-06”), 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, this 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. This ASU may be applied on a full retrospective or modified retrospective basis. The amendments within this ASU are effective for the Company’s fiscal years beginning after December 15, 2023, including interim periods within those fiscal years. Early adoption of the ASU is permitted to fiscal years beginning after December 15, 2020, including interim periods within those fiscal years. The Company is currently evaluating the potential impact that this standard may have on its condensed consolidated financial statements and related disclosures. Recently Issued Accounting Pronouncements Adopted In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments—Credit Losses: Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”) which amends the impairment model by requiring entities to use a forward-looking approach based on expected losses to estimate credit losses on certain types of financial instruments, including trade receivables and available-for-sale debt securities. The Company adopted this standard on January 1, 2023 and as the Company does not have material trade or financing receivables or held to maturity debt securities, and as management does not expect to incur credit losses on available-for-sale marketable debt securities held by the Company, the adoption of this standard did no t have a material impact to the condensed consolidated financial statements at the adoption date. |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 3. Fair Value Measurement s Fair value is defined as the exchange price that would be received to sell an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. The fair value hierarchy is as follows: Level 1: Quoted prices in active markets for identical assets or liabilities. Level 2: Inputs, other than the quoted prices included in Level 1 that are either directly or indirectly observable. Level 3: Unobservable inputs in which there is little or no market activity, which require the reporting entity to develop its own assumptions. The following tables present information about the fair value measurements of the Company’s financial assets and liabilities which are measured at fair value on a recurring basis, and indicate the level of the fair value hierarchy utilized to determine such fair values (in thousands): June 30, 2023 Level 1 Level 2 Level 3 Total Assets: Cash equivalents Money market fund $ 38,984 $ — $ — $ 38,984 Commercial paper — 4,987 — 4,987 Total cash equivalents 38,984 4,987 — 43,971 Marketable securities U.S. Treasury securities 2,988 — — 2,988 U.S. government agency securities — 96,446 — 96,446 Commercial paper — 169,054 — 169,054 Asset backed securities — 12,047 — 12,047 Total marketable securities 2,988 277,547 — 280,535 Total assets $ 41,972 $ 282,534 $ — $ 324,506 December 31, 2022 Level 1 Level 2 Level 3 Total Assets: Cash equivalents Money market fund $ 22,721 $ — $ — $ 22,721 Total cash equivalents 22,721 — — 22,721 Marketable securities U.S. Treasury securities 39,567 — — 39,567 U.S. government agency securities — 74,979 — 74,979 Corporate debt securities — 2,990 — 2,990 Commercial paper — 171,866 — 171,866 Asset backed securities — 2,392 — 2,392 Total marketable securities 39,567 252,227 — 291,794 Total assets $ 62,288 $ 252,227 $ — $ 314,515 In determining the fair value of its Level 2 investments, the Company relied on the most recent observable inputs for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active or are directly or indirectly observable. These quoted prices were obtained by the Company with the assistance of a third-party pricing service based on available trade, bid and other observable market data for identical or similar securities. There were no transfers into or out of Level 3 securities during the six months ended June 30, 2023 and 2022. As of June 30, 2023 and December 31, 2022, the fair value of the Company’s available-for-sale marketable securities by type of security was as follows (in thousands): June 30, 2023 Gross Gross Amortized Unrealized Unrealized Fair Cost Gain Loss Value Marketable securities: U.S. Treasury securities $ 2,994 $ — $ ( 6 ) $ 2,988 U.S. government agency securities 96,962 — ( 516 ) 96,446 Commercial paper 169,235 5 ( 186 ) 169,054 Asset backed securities 12,084 — ( 37 ) 12,047 Total marketable securities $ 281,275 $ 5 $ ( 745 ) $ 280,535 December 31, 2022 Gross Gross Amortized Unrealized Unrealized Fair Cost Gain Loss Value Marketable securities: U.S. Treasury securities $ 39,989 $ — $ ( 422 ) $ 39,567 U.S. government agency securities 75,337 — ( 358 ) 74,979 Corporate debt securities 3,005 — ( 15 ) 2,990 Commercial paper 172,162 20 ( 316 ) 171,866 Asset backed securities 2,393 — ( 1 ) 2,392 Total marketable securities $ 292,886 $ 20 $ ( 1,112 ) $ 291,794 All of the Company’s marketable securities as of June 30, 2023 have maturity dates of less than one year. The Company reviews its marketable securities at each reporting date to determine if any security is impaired, which would require the Company to record an allowance for credit losses in that respective period. In making this judgment, the Company considers the intent and ability to retain the investment for a period of time sufficient to allow for any anticipated recovery in market value and the duration and extent that the market value has been less than cost. As of June 30, 2023, 30 available-for-sale marketable securities were in an unrealized loss position. Of the 30 available-for-sale marketable securities in an unrealized loss position, 28 had been in an unrealized loss position for less than 12 months and 2 had been in an unrealized loss position for greater than 12 months. As of December 31, 2022, 37 available-for-sale marketable securities were in an unrealized loss position. Of the 37 available-for-sale marketable securities in an unrealized loss position, 32 had been in an unrealized loss position for less than 12 months and 5 had been in an unrealized loss position for greater than 12 months. The Company evaluated the securities individually for impairment and considered factors such as the severity of the impairment, changes in underlying credit ratings, forecasted recovery, the Company’s intent to sell or the likelihood that the Company would be required to sell the security before its anticipating recovery in market value and the probability that the scheduled cash payments will continue to be made. Based on the Company’s review of these marketable securities, the Company believes none of the unrealized losses are the result of a credit loss as of June 30, 2023 because the Company does not intend to sell these securities prior to maturity and it is not more-likely-than-not that the Company will be required to sell these securities before the recovery of their amortized cost basis. As such, the Company did no t record an allowance for credit losses as of June 30, 2023. The decline in market value in the Company’s marketable securities was primarily attributable to an increase in interest rates during the six months ended June 30, 2023 and the year ended December 31, 2022. Accrued interest receivable on available-for-sale marketable securities, included in prepaid expenses and other assets on the Company’s condensed consolidated balance sheets, was $ 1.1 million and $ 0.9 million at June 30, 2023 and December 31, 2022, respectively. |
Consolidated Balance Sheet Deta
Consolidated Balance Sheet Details | 6 Months Ended |
Jun. 30, 2023 | |
Consolidated Balance Sheet [Abstract] | |
Consolidated Balance Sheet Details | 4. Consolidated Balance Sheet Details Property and Equipment, net Property and equipment, net consisted of the following (in thousands): June 30, December 31, 2023 2022 Internal-use software $ 188 $ 188 Laboratory equipment 144 142 Furniture and fixtures 162 104 Computer hardware and software 58 68 Construction in progress 238 — Property and equipment, gross 790 502 Less: accumulated depreciation ( 161 ) ( 95 ) Property and equipment, net $ 629 $ 407 During the three and six months ended June 30, 2023 and 2022, depreciation expense was immaterial. Accrued Expenses Accrued expenses consisted of the following (in thousands): June 30, December 31, 2023 2022 Accrued research and development costs $ 6,807 $ 2,450 Accrued payroll liabilities 3,701 4,208 Accrued clinical trial costs 3,625 1,235 Other accrued liabilities 1,377 1,557 Accrued related party liabilities — 64 Total accrued expenses $ 15,510 $ 9,514 |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 5. Commitments and Contingencies Litigation In the ordinary course of its business, the Company may be involved in various legal proceedings involving contractual and employment relationships, patent or other intellectual property rights, and a variety of other matters. The Company is not aware of any pending legal proceedings that would reasonably be expected to have a material impact on the Company’s financial position or results of operations. |
Stockholders' Equity
Stockholders' Equity | 6 Months Ended |
Jun. 30, 2023 | |
Stockholders' Equity Note [Abstract] | |
Stockholders Equity | 6. Stockholders' Equity ATM Sales Agreement In December 2022, the Company entered into a Sales Agreement with Jefferies, as sales agent, pursuant to which the Company may offer and sell in an at-the-market offering, from time to time through Jefferies, shares of common stock providing for aggregate sales proceeds of up to $ 150.0 million. The Company has no obligation to sell any shares under the Sales Agreement, and could at any time suspend solicitations and offers under the Sales Agreement. In February 2023, the Company issued and sold 1,176,470 shares of common stock through the Sales Agreement. The common stock had an average purchase price of $ 42.50 per share for aggregate gross proceeds of $ 50.0 million. The Company received approximately $ 48.4 million in net proceeds after deducting commissions and offering expenses payable by the Company. September 2022 Private Placement On September 20, 2022, the Company issued and sold 5,350,000 shares of common stock through a private placement to certain qualified institutional buyers and institutional accredited investors. The common stock had a purchase price of $ 33.00 per share for aggregate gross proceeds of approximately $ 176.6 million. The Company received approximately $ 165.2 million in net proceeds after deducting fees to the placement agents and other offering expenses payable by the Company. Common Stock The Company is authorized to issue up to 900,000,000 shares of common stock having a par value of $ 0.0001 par value as of June 30, 2023 and December 31, 2022. Holders of outstanding shares of common stock are entitled to one vote for each share of common stock held at all meetings of stockholders . Subject to the rights of the holders of any class of the Company’s capital stock having any preference or priority over common stock, the holders of common stock are entitled to receive dividends that are declared by the Company’s board of directors out of legally available funds. Common stock reserved for future issuance is as follows (in common stock equivalent shares) as of June 30, 2023: June 30, 2023 Issued and outstanding: Stock options 9,030,712 Restricted stock awards 29,119 Restricted stock units 755,425 Authorized for future issuance: 2021 Equity Incentive Plan 1,891,887 2021 Employee Stock Purchase Plan 1,049,336 Total 12,756,479 |
Leases
Leases | 6 Months Ended |
Jun. 30, 2023 | |
Leases [Abstract] | |
Leases | 7 . Leases In February 2021, the Company assumed an operating lease in Encinitas, California for its office facilities, and in June 2021 the Company signed an amendment to add an additional term and additional suites in the office building in Encinitas, California. This non-cancellable lease expires on June 30, 2026 . In September 2021, the Company executed an operating lease which adds existing office space in its existing building in Encinitas, California. The non-cancellable lease also expires on June 30, 2026 . In May 2022, the Company entered into a lease agreement to add office space to its existing lease in Encinitas, California. The non-cancellable lease commenced on June 1, 2022 and expires on June 30, 2026 . The office building leases do not contain renewal options. In March 2021, the Company signed a three-year operating lease for a multi-function ventilated research laboratory and office space in Ghent, Belgium. The non-cancellable lease expires on June 30, 2024 . This laboratory and office space lease includes two , two-year renewal options. The Company’s leases have remaining terms ranging between one year to three years . The leases contain various termination options . The Company’s leases do not contain any residual value guarantees or material restrictive covenants. The weighted average remaining lease term and discount rate for the Company’s operating leases were approximately 2.9 years and 9.0 %, respectively, at June 30, 2023. During the three and six months ended June 30, 2023, the Company recognized operating lease costs of $ 0.1 million and $ 0.3 million, respectively, and an immaterial amount of variable lease costs in both periods. During the three and six months ended June 30, 2022, the Company recognized operating lease costs of $ 0.1 million and $ 0.2 million, respectively, and an immaterial amount of variable lease costs in both periods. In addition, the Company made cash payments of $ 0.3 million and $ 0.2 million for operating leases during the six months ended June 30, 2023 and 2022, respectively, which are included in cash flows from operating activities in the condensed consolidated statements of cash flows. The Company’s right-of-use assets and lease liabilities were as follows (in thousands): June 30, December 31, 2023 2022 Assets: Operating lease right-of-use assets $ 1,331 $ 1,537 Liabilities: Current portion of operating lease liabilities 439 412 Operating lease liabilities, net of current portion 922 1,146 Total lease liabilities $ 1,361 $ 1,558 Future minimum payments under non-cancellable leases as of June 30, 2023 were as follows (in thousands): Years ending December 31, 2023 (6 months remaining) $ 269 2024 517 2025 502 2026 256 Total future minimum lease payments 1,544 Less: imputed interest ( 183 ) Present value of lease liabilities 1,361 Less: lease liabilities, current ( 439 ) Lease liabilities, net of current portion $ 922 |
Stock-Based Compensation
Stock-Based Compensation | 6 Months Ended |
Jun. 30, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-Based Compensation | 8 . Stock-Based Compensation Equity Incentive Plans In February 2019, the Company adopted its 2019 Equity Incentive Plan (the “2019 Plan”). In October 2021, the 2019 Plan was terminated as to new awards upon the Company’s adoption of the 2021 Equity Incentive Plan (the “2021 Plan”), which became effective on October 19, 2021. The 2021 Plan provides for the grant of incentive stock options, non-statutory stock options, stock appreciation rights, restricted stock, restricted stock units and performance awards to employees, directors or consultants of the Company. The number of common shares available for issuance under the 2021 Plan is 5,612,000 shares of common stock plus any common shares subject to stock options, restricted stock units or similar awards granted under the 2019 Plan that expire, are forfeited or otherwise terminate without having been exercised in full, are tendered to or withheld by the Company for payment of an exercise price or for tax withholding obligations or are forfeited to or repurchased by the Company due to failure to vest, with the maximum number of common shares to be added to the 2021 Plan equal to 4,978,561 common shares. Additionally, shares available for issuance under the 2021 Plan automatically increase on the first day of each fiscal year, beginning with the Company’s 2023 fiscal year, equal to the lesser of 5,102,000 common shares, 5 % of the outstanding common shares on the last day of the immediately preceding fiscal year, or such number of common shares determined by the board of directors. On January 1, 2023, the number of shares of common stock that may be issued under the 2021 Plan was automatically increased by 2,851,292 shares. Options granted under the 2019 Plan and 2021 Plan (collectively, the “Plans”) generally vest over a period of between one and four years and expire ten years from grant date. As of June 30, 2023 and December 31, 2022, the Company had 9,018,173 and 6,161,504 shares, respectively, authorized for issuance under the Plans, and 1,891,887 and 1,195,138 shares, respectively, remained available for grant. Total stock-based compensation expense related to share-based awards was comprised of the following (in thousands): Three months ended Six months ended June 30, June 30, 2023 2022 2023 2022 Research and development $ 4,117 $ 1,599 $ 7,331 $ 2,794 General and administrative 3,751 2,532 7,104 4,781 Total stock-based compensation expense $ 7,868 $ 4,131 $ 14,435 $ 7,575 Stock-based compensation expense by type of share-based award (in thousands): Three months ended Six months ended June 30, June 30, 2023 2022 2023 2022 Stock options $ 6,735 $ 3,413 $ 12,239 $ 6,121 Restricted stock awards 28 27 55 56 Restricted stock units 1,047 645 2,046 1,300 Employee Stock Purchase Plan 58 46 95 98 Total stock-based compensation expense $ 7,868 $ 4,131 $ 14,435 $ 7,575 Stock Options The following table summarizes stock option activity for the six months ended June 30, 2023: Weighted Weighted Average Average Remaining Aggregate Number Exercise Contractual Intrinsic of Shares Price Term Value (in years) (in thousands) Outstanding as of December 31, 2022 7,592,856 $ 11.82 8.74 $ 159,929 Granted 2,377,839 35.04 Exercised ( 521,677 ) 5.03 Forfeited and cancelled ( 418,306 ) 24.21 Outstanding as of June 30, 2023 9,030,712 $ 17.66 8.67 $ 142,093 Vested and expected to vest as of June 30, 2023 9,030,712 $ 17.66 8.67 $ 142,093 Exercisable as of June 30, 2023 3,297,128 $ 9.40 8.05 $ 77,274 The weighted average grant date fair value of stock options granted during the six months ended June 30, 2023 and 2022 was $ 22.38 and $ 9.03 per share, respectively. The intrinsic value of a stock option is the difference between the market price of the common stock at measurement date and the exercise price of the option. The total intrinsic value of stock options exercised during the six months ended June 30, 2023 and 2022 was $ 15.3 million and $ 5.1 million, respectively. The fair value of each option award is estimated on the date of grant using the Black-Scholes option pricing model. The following assumptions were used in the Black-Scholes option pricing model to estimate the fair value of stock options granted to employees under the Company’s Plans during the periods presented: Six months ended June 30, 2023 2022 Risk-free interest rate 3.4 % - 4.8 % 0.9 % - 3.4 % Expected volatility 68.4 % - 73.5 % 67.9 % - 75.0 % Expected term (in years) 0.4 - 10.0 0.3 - 10.0 Expected dividend yield — — During the six months ended June 30, 2023, the Company recorded incremental stock-based compensation expense of approximately $ 0.1 million pertaining to the modification of stock options in connection with the termination of one employee. During the six months ended June 30, 2022, the Company recorded incremental stock-based compensation expense of approximately $ 0.3 million pertaining to the modification of stock options in connection with the termination of two employees. The modifications during the six months ended June 30, 2023 and 2022 provided for an acceleration of unvested options, resulting in a change in compensation expense that was immediately recognized. As of June 30, 2023, unrecognized stock-based compensation was $ 78.4 million which is expected to be recognized over the weighted average period of 2.9 years. Restricted Stock Awards The Company grants restricted stock awards pursuant to the Plans and satisfies such grants through the issuance of new shares. Restricted stock awards generally vest over a period of three years . Upon the termination of service of a restricted stockholder, the Company has the option to repurchase any unvested shares and based on this, restricted stock awards are not included in outstanding common stock until fully vested. During the six months ended June 30, 2023 and 2022, the Company did no t repurchase any unvested shares. The following table summarizes restricted stock award activity for the six months ended June 30, 2023: Weighted Average Grant Date Number Fair Value of Shares Per Share Unvested balance as of December 31, 2022 45,002 $ 3.45 Vested ( 15,883 ) 3.45 Unvested balance as of June 30, 2023 29,119 $ 3.45 The Company records a liability for unvested restricted stock awards subject to repurchase and reduces the liability as the underlying shares vest. The liability was immaterial as of June 30, 2023 and 2022. The total fair value of restricted stock awards vested during the six months ended June 30, 2023 and 2022 was immaterial. As of June 30, 2023, there was approximately $ 0.1 million of unrecognized stock-based compensation cost pertaining to restricted stock awards that will be recognized over a weighted average period of 0.8 years. Restricted Stock Units The Company grants restricted stock units pursuant to the Plans and satisfies such grants through the issuance of new shares as they vest. Restricted stock units generally vest over a period of four years . The following table summarizes restricted stock unit activity for the six months ended June 30, 2023: Weighted Average Grant Date Number Fair Value of Shares Per Share Unvested Balance as of December 31, 2022 569,757 $ 15.86 Granted 203,511 $ 32.83 Vested ( 9,342 ) $ 20.31 Forfeited ( 8,501 ) $ 32.18 Unvested balance as of June 30, 2023 755,425 $ 20.20 As of June 30, 2023, there was approximately $ 13.1 million of unrecognized stock-based compensation cost pertaining to restricted stock units that will be recognized over a weighted average period of 2.9 years. Employee Stock Purchase Plan The Company’s 2021 Employee Stock Purchase Plan (“ESPP”) became effective in October 2021. The maximum number of shares of common stock that will be made available for sale under the ESPP is equal to 510,000 shares of common stock. In addition, the number of shares of common stock available for issuance under the ESPP is automatically increased on the first day of each fiscal year, beginning with fiscal year 2023, in an amount equal to the lesser of 1,020,000 shares of common stock, 1 % of the outstanding shares of common stock on the last day of the immediately preceding fiscal year or such number of common shares determined by the board of directors. On January 1, 2023, the number of shares of common stock that are available for sale under the ESPP was automatically increased by 570,258 shares. Participating employees purchase stock under the ESPP at a price equal to the lower of 85 % of the closing price on the applicable offering commencement date or 85 % of the closing price on the applicable offering termination date. The ESPP provides for two offering periods of six months ’ duration with purchase periods terminating on either May 15 or November 15. Contributions under the ESPP are limited to a maximum of 15 % of an employee’s eligible compensation and a maximum of 3,000 shares per year. During the six months ended June 30, 2023 and 2022, 9,765 and 9,074 shares, respectively, were issued under the ESPP at average share prices of $ 21.91 and $ 12.62 , respectively. |
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 net loss per share of common stock is computed by dividing net loss attributable to common stockholders by the weighted average number of shares of common stock outstanding for the period. The following table sets forth the computation of basic and diluted net loss per share attributable to common shareholders: Three months ended Six months ended June 30, June 30, (in thousands, except share and per share amounts) 2023 2022 2023 2022 Numerator: Net loss $ ( 53,251 ) $ ( 20,018 ) $ ( 92,182 ) $ ( 42,750 ) Denominator: Weighted average common shares outstanding, basic and diluted 58,556,529 50,848,391 58,100,261 50,717,548 Net loss per share, basic and diluted $ ( 0.91 ) $ ( 0.39 ) $ ( 1.59 ) $ ( 0.84 ) The table below provides potentially dilutive securities not included in the calculation of the diluted net loss per share (in common stock equivalent shares) at June 30, 2023 and 2022, because to do so would be anti-dilutive: June 30, 2023 2022 Shares issuable upon exercise of stock options 9,030,712 7,399,965 Unvested restricted stock units 755,425 678,837 Unvested restricted stock awards 29,119 60,884 Shares purchasable under the 2021 Employee Stock Purchase Plan 13,781 18,130 Total 9,829,037 8,157,816 |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Jun. 30, 2023 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 10. Related Party Transactions On October 17, 2019, the Company entered into a Research and Development Support Services Agreement with Bayside Pharma, LLC (“Bayside”) that outlined the terms of services provided by Bayside to the Company, as well as the fees charged for such services. Bayside is a research and development services company that provides certain research and development support services and facilities. Bayside is owned by an employee of the Company. The Company pays Bayside monthly for costs incurred under the agreement. Either party may terminate the support services agreement by giving 30 days’ prior notice. Expense recognized by the Company under the related party Support Services Agreement with Bayside was as follows (in thousands): Three months ended Six months ended June 30, June 30, 2023 2022 2023 2022 Research and development - Bayside $ 109 $ 230 $ 359 $ 433 Total research and development - related party $ 109 $ 230 $ 359 $ 433 At June 30, 2023, the Company had an immaterial amount of accounts payable and accrued expenses due to related parties. At December 31, 2022, the Company had accounts payable and accrued expenses due to related parties of $ 0.1 million. At June 30, 2023 and December 31, 2022, the Company had an immaterial amount of prepaid expenses and other current assets due from related parties. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2023 | |
Subsequent Events [Abstract] | |
Subsequent Events | 11. Subsequent Events On July 21, 2023, the Company entered into a Sublease Agreement (the “Sublease”) with Neurocrine Biosciences, Inc. for office space in San Diego, CA which became the Company’s headquarters in August 2023. The term of the Sublease commenced on July 21, 2023 , and will end on July 31, 2031 (or on such earlier date as the term may sooner cease or expire as set forth in the Sublease). In lieu of a cash security deposit under the Sublease, Bank of America issued on the Company’s behalf a letter of credit in the amount of $ 0.5 million. The letter of credit is secured by a deposit of $ 0.5 million with the same bank. Future minimum payments under the Sublease are as follows (in thousands): Years ending December 31, 2023 $ 204 2024 1,681 2025 2,073 2026 2,135 2027 2,199 Thereafter 8,426 Total future minimum lease payments $ 16,718 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2023 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The presentation of the Company’s condensed consolidated financial statements as of and for the three and six months ended June 30, 2023 and 2022 reflect the financial results of Ventyx Biosciences, Inc. on a consolidated basis. All intercompany transactions and balances have been eliminated in consolidation. The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with United States generally accepted accounting principles (“U.S. GAAP”) and with the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) regarding interim financial information. The condensed consolidated balance sheet data as of December 31, 2022 was derived from the Company’s audited financial statements. Certain information and disclosures normally included in consolidated financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. Accordingly, these condensed consolidated financial statements and notes thereto should be read in conjunction with the Company’s audited financial statements for the year ended December 31, 2022 and the notes thereto included in the Company’s annual report on Form 10-K filed with the SEC on March 23, 2023. The Company's significant accounting policies are detailed in “Note 2: Summary of Significant Accounting Policies” of the Company's Annual Report on Form 10-K for the year ended December 31, 2022. Except as set forth below, there have been no changes to the Company's significant accounting policies from those disclosed in the annual report. The unaudited financial information for the interim periods presented herein reflects all adjustments which, in the opinion of management, are necessary for a fair presentation of the financial condition and results of operation for the periods presented, with such adjustments consisting only of normal recurring adjustments. The results for the three and six months ended June 30, 2023 are not necessarily indicative of the results expected for the full year ending December 31, 2023 or any future period. |
Risks and Uncertainties | Risks and Uncertainties Economic uncertainty in various global markets, including the U.S. and Europe, caused by political instability and conflict, such as the ongoing conflict in Ukraine, and economic challenges caused by the COVID-19 pandemic, have led to market disruptions, including significant volatility in commodity prices, credit and capital market instability and supply chain interruptions, which have caused volatile changes to inflation globally. The Company’s business, financial condition and results of operations could be materially and adversely affected by further negative impact on the global economy and capital markets resulting from these global economic conditions, particularly if such conditions are prolonged or worsen. Although, to date, the Company has not been materially impacted by these global economic and geopolitical conditions, it is impossible to predict the extent to which operations will be impacted in the short and long term, or the ways in which such instability could impact business and results of operations. The extent and duration of these market disruptions, whether as a result of the military conflict between Russia and Ukraine and effects of the Russian sanctions, geopolitical tensions, volatile changes to inflation or otherwise, are impossible to predict, but could be substantial. Any such disruptions may also magnify the impact of other risks described in this report. |
Investments in Marketable Securities, Available-for-Sale | Investments in Marketable Securities, Available-for-Sale The Company maintains a portfolio of investments which have included U.S. Treasury securities, U.S. government agency securities, corporate debt securities, commercial paper and asset-backed securities (“ABS”). The Company’s investments in marketable securities are available-for-sale securities and the marketable securities are reported at fair value. Investments in marketable securities with contractual maturities less than 12 months at the balance sheet date are considered short-term investments. Those investments in marketable securities with contractual maturities of 12 months or greater at the balance sheet date are considered long-term investments. Unrealized gains and losses are included in accumulated other comprehensive loss, net of tax. The cost of securities sold is determined on a specific identification basis, and realized gains and losses, if any, are included in other (income) expense within the condensed consolidated statements of operations and comprehensive loss. The Company regularly reviews its investment portfolio to determine if any security is impaired, which would require the Company to record an impairment charge in the period that any such determination is made. Calculating an impairment charge requires judgment. In making this judgment, the Company evaluates, among other items, the time frame and extent to which the fair market value of a security is less than its amortized cost and the Company’s intent and ability to sell, or whether the Company will more likely than not be required to sell the security before recovery of its amortized cost basis. |
Deferred Offering Costs | Deferred Offering Costs The Company has deferred offering costs consisting of accounting and legal fees directly attributable to the Open Market Sales Agreement SM (“Sales Agreement”) with Jefferies LLC (“Jefferies”). Costs are deferred until shares are sold under the Sales Agreement, at which time they are reclassified to additional paid-in capital as a reduction against the proceeds received. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The Company follows Accounting Standards Codification (“ASC”) 820-10, Fair Value Measurements and Disclosures (“ASC 820-10”), issued by the Financial Accounting Standards Board (“FASB”) with respect to fair value reporting for financial assets and liabilities. The carrying amounts of the Company’s current financial assets and current financial liabilities are considered to be representative of their respective fair values because of the short-term nature of those instruments. Financial assets measured at fair value on a recurring basis include cash equivalents and marketable securities. None of the Company’s non-financial assets or liabilities are recorded at fair value on a non-recurring basis. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Recently Issued Accounting Pronouncements Not Yet Adopted In August 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“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 Entity’s Own Equity (“ASU 2020-06”), 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, this 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. This ASU may be applied on a full retrospective or modified retrospective basis. The amendments within this ASU are effective for the Company’s fiscal years beginning after December 15, 2023, including interim periods within those fiscal years. Early adoption of the ASU is permitted to fiscal years beginning after December 15, 2020, including interim periods within those fiscal years. The Company is currently evaluating the potential impact that this standard may have on its condensed consolidated financial statements and related disclosures. Recently Issued Accounting Pronouncements Adopted In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments—Credit Losses: Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”) which amends the impairment model by requiring entities to use a forward-looking approach based on expected losses to estimate credit losses on certain types of financial instruments, including trade receivables and available-for-sale debt securities. The Company adopted this standard on January 1, 2023 and as the Company does not have material trade or financing receivables or held to maturity debt securities, and as management does not expect to incur credit losses on available-for-sale marketable debt securities held by the Company, the adoption of this standard did no t have a material impact to the condensed consolidated financial statements at the adoption date. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Financial Assets & Liabilities Measured At Fair Value On Recurring Basis | The following tables present information about the fair value measurements of the Company’s financial assets and liabilities which are measured at fair value on a recurring basis, and indicate the level of the fair value hierarchy utilized to determine such fair values (in thousands): June 30, 2023 Level 1 Level 2 Level 3 Total Assets: Cash equivalents Money market fund $ 38,984 $ — $ — $ 38,984 Commercial paper — 4,987 — 4,987 Total cash equivalents 38,984 4,987 — 43,971 Marketable securities U.S. Treasury securities 2,988 — — 2,988 U.S. government agency securities — 96,446 — 96,446 Commercial paper — 169,054 — 169,054 Asset backed securities — 12,047 — 12,047 Total marketable securities 2,988 277,547 — 280,535 Total assets $ 41,972 $ 282,534 $ — $ 324,506 December 31, 2022 Level 1 Level 2 Level 3 Total Assets: Cash equivalents Money market fund $ 22,721 $ — $ — $ 22,721 Total cash equivalents 22,721 — — 22,721 Marketable securities U.S. Treasury securities 39,567 — — 39,567 U.S. government agency securities — 74,979 — 74,979 Corporate debt securities — 2,990 — 2,990 Commercial paper — 171,866 — 171,866 Asset backed securities — 2,392 — 2,392 Total marketable securities 39,567 252,227 — 291,794 Total assets $ 62,288 $ 252,227 $ — $ 314,515 |
Summary Of Available For Sale Marketable Securities By Type Of Security | As of June 30, 2023 and December 31, 2022, the fair value of the Company’s available-for-sale marketable securities by type of security was as follows (in thousands): June 30, 2023 Gross Gross Amortized Unrealized Unrealized Fair Cost Gain Loss Value Marketable securities: U.S. Treasury securities $ 2,994 $ — $ ( 6 ) $ 2,988 U.S. government agency securities 96,962 — ( 516 ) 96,446 Commercial paper 169,235 5 ( 186 ) 169,054 Asset backed securities 12,084 — ( 37 ) 12,047 Total marketable securities $ 281,275 $ 5 $ ( 745 ) $ 280,535 December 31, 2022 Gross Gross Amortized Unrealized Unrealized Fair Cost Gain Loss Value Marketable securities: U.S. Treasury securities $ 39,989 $ — $ ( 422 ) $ 39,567 U.S. government agency securities 75,337 — ( 358 ) 74,979 Corporate debt securities 3,005 — ( 15 ) 2,990 Commercial paper 172,162 20 ( 316 ) 171,866 Asset backed securities 2,393 — ( 1 ) 2,392 Total marketable securities $ 292,886 $ 20 $ ( 1,112 ) $ 291,794 |
Consolidated Balance Sheet De_2
Consolidated Balance Sheet Details (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Consolidated Balance Sheet [Abstract] | |
Summary of Property and Equipment, Net | Property and equipment, net consisted of the following (in thousands): June 30, December 31, 2023 2022 Internal-use software $ 188 $ 188 Laboratory equipment 144 142 Furniture and fixtures 162 104 Computer hardware and software 58 68 Construction in progress 238 — Property and equipment, gross 790 502 Less: accumulated depreciation ( 161 ) ( 95 ) Property and equipment, net $ 629 $ 407 |
Summary of Accrued Expenses | Accrued expenses consisted of the following (in thousands): June 30, December 31, 2023 2022 Accrued research and development costs $ 6,807 $ 2,450 Accrued payroll liabilities 3,701 4,208 Accrued clinical trial costs 3,625 1,235 Other accrued liabilities 1,377 1,557 Accrued related party liabilities — 64 Total accrued expenses $ 15,510 $ 9,514 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Stockholders' Equity Note [Abstract] | |
Schedule Of Common Stock Reserved For Future Issuance | Common stock reserved for future issuance is as follows (in common stock equivalent shares) as of June 30, 2023: June 30, 2023 Issued and outstanding: Stock options 9,030,712 Restricted stock awards 29,119 Restricted stock units 755,425 Authorized for future issuance: 2021 Equity Incentive Plan 1,891,887 2021 Employee Stock Purchase Plan 1,049,336 Total 12,756,479 |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Leases [Abstract] | |
Summary of Right-of-use Assets and Lease Liabilities | The Company’s right-of-use assets and lease liabilities were as follows (in thousands): June 30, December 31, 2023 2022 Assets: Operating lease right-of-use assets $ 1,331 $ 1,537 Liabilities: Current portion of operating lease liabilities 439 412 Operating lease liabilities, net of current portion 922 1,146 Total lease liabilities $ 1,361 $ 1,558 |
Summary of Future Minimum Payments under Non-cancellable Leases | Future minimum payments under non-cancellable leases as of June 30, 2023 were as follows (in thousands): Years ending December 31, 2023 (6 months remaining) $ 269 2024 517 2025 502 2026 256 Total future minimum lease payments 1,544 Less: imputed interest ( 183 ) Present value of lease liabilities 1,361 Less: lease liabilities, current ( 439 ) Lease liabilities, net of current portion $ 922 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of Total Stock-based Compensation Expense Related To Share-based Awards | Total stock-based compensation expense related to share-based awards was comprised of the following (in thousands): Three months ended Six months ended June 30, June 30, 2023 2022 2023 2022 Research and development $ 4,117 $ 1,599 $ 7,331 $ 2,794 General and administrative 3,751 2,532 7,104 4,781 Total stock-based compensation expense $ 7,868 $ 4,131 $ 14,435 $ 7,575 Stock-based compensation expense by type of share-based award (in thousands): Three months ended Six months ended June 30, June 30, 2023 2022 2023 2022 Stock options $ 6,735 $ 3,413 $ 12,239 $ 6,121 Restricted stock awards 28 27 55 56 Restricted stock units 1,047 645 2,046 1,300 Employee Stock Purchase Plan 58 46 95 98 Total stock-based compensation expense $ 7,868 $ 4,131 $ 14,435 $ 7,575 |
Summary of Stock Option Activity | The following table summarizes stock option activity for the six months ended June 30, 2023: Weighted Weighted Average Average Remaining Aggregate Number Exercise Contractual Intrinsic of Shares Price Term Value (in years) (in thousands) Outstanding as of December 31, 2022 7,592,856 $ 11.82 8.74 $ 159,929 Granted 2,377,839 35.04 Exercised ( 521,677 ) 5.03 Forfeited and cancelled ( 418,306 ) 24.21 Outstanding as of June 30, 2023 9,030,712 $ 17.66 8.67 $ 142,093 Vested and expected to vest as of June 30, 2023 9,030,712 $ 17.66 8.67 $ 142,093 Exercisable as of June 30, 2023 3,297,128 $ 9.40 8.05 $ 77,274 |
Summary of Assumptions Used in Black-Scholes Option Pricing Model | The fair value of each option award is estimated on the date of grant using the Black-Scholes option pricing model. The following assumptions were used in the Black-Scholes option pricing model to estimate the fair value of stock options granted to employees under the Company’s Plans during the periods presented: Six months ended June 30, 2023 2022 Risk-free interest rate 3.4 % - 4.8 % 0.9 % - 3.4 % Expected volatility 68.4 % - 73.5 % 67.9 % - 75.0 % Expected term (in years) 0.4 - 10.0 0.3 - 10.0 Expected dividend yield — — |
Summary of Restricted Stock Award Activity | The following table summarizes restricted stock award activity for the six months ended June 30, 2023: Weighted Average Grant Date Number Fair Value of Shares Per Share Unvested balance as of December 31, 2022 45,002 $ 3.45 Vested ( 15,883 ) 3.45 Unvested balance as of June 30, 2023 29,119 $ 3.45 The Company records a liability for unvested restricted stock awards subject to repurchase and reduces the liability as the underlying shares vest. The liability was immaterial as of June 30, 2023 and 2022. The total fair value of restricted stock awards vested during the six months ended June 30, 2023 and 2022 was immaterial. As of June 30, 2023, |
Summary of Restricted Stock Unit Activity | The following table summarizes restricted stock unit activity for the six months ended June 30, 2023: Weighted Average Grant Date Number Fair Value of Shares Per Share Unvested Balance as of December 31, 2022 569,757 $ 15.86 Granted 203,511 $ 32.83 Vested ( 9,342 ) $ 20.31 Forfeited ( 8,501 ) $ 32.18 Unvested balance as of June 30, 2023 755,425 $ 20.20 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Net Loss Per Share | The following table sets forth the computation of basic and diluted net loss per share attributable to common shareholders: Three months ended Six months ended June 30, June 30, (in thousands, except share and per share amounts) 2023 2022 2023 2022 Numerator: Net loss $ ( 53,251 ) $ ( 20,018 ) $ ( 92,182 ) $ ( 42,750 ) Denominator: Weighted average common shares outstanding, basic and diluted 58,556,529 50,848,391 58,100,261 50,717,548 Net loss per share, basic and diluted $ ( 0.91 ) $ ( 0.39 ) $ ( 1.59 ) $ ( 0.84 ) |
Schedule of Potentially Dilutive Securities Excluded from Calculation of Diluted Net Loss Per Share | The table below provides potentially dilutive securities not included in the calculation of the diluted net loss per share (in common stock equivalent shares) at June 30, 2023 and 2022, because to do so would be anti-dilutive: June 30, 2023 2022 Shares issuable upon exercise of stock options 9,030,712 7,399,965 Unvested restricted stock units 755,425 678,837 Unvested restricted stock awards 29,119 60,884 Shares purchasable under the 2021 Employee Stock Purchase Plan 13,781 18,130 Total 9,829,037 8,157,816 |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Related Party Transactions [Abstract] | |
Summary of Expense Recognized Under the Related Party | Expense recognized by the Company under the related party Support Services Agreement with Bayside was as follows (in thousands): Three months ended Six months ended June 30, June 30, 2023 2022 2023 2022 Research and development - Bayside $ 109 $ 230 $ 359 $ 433 Total research and development - related party $ 109 $ 230 $ 359 $ 433 |
Subsequent Events (Tables)
Subsequent Events (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Subsequent Events [Abstract] | |
Schedule of Future Minimum Payments Under Sublease | Future minimum payments under the Sublease are as follows (in thousands): Years ending December 31, 2023 $ 204 2024 1,681 2025 2,073 2026 2,135 2027 2,199 Thereafter 8,426 Total future minimum lease payments $ 16,718 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies - Additional Information (Details) - ASU 2016-13 | Jun. 30, 2023 |
Summary Of Significant Accounting Policies [Line Items] | |
Change in accounting principle, ASU, material effect | true |
Change in accounting principle, ASU, adoption | true |
Change in accounting principle, ASU, adoption date | Jan. 01, 2023 |
Fair Value Measurements - Finan
Fair Value Measurements - Financial Assets & Liabilities Measured At Fair Value On Recurring Basis (Details) - Fair Value, Recurring - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Assets: | ||
Total assets | $ 324,506 | $ 314,515 |
Commercial Paper | ||
Assets: | ||
Total assets | 4,987 | |
Cash Equivalents | ||
Assets: | ||
Total assets | 43,971 | 22,721 |
Cash Equivalents | Money Market Fund | ||
Assets: | ||
Total assets | 38,984 | 22,721 |
Marketable Securities | ||
Assets: | ||
Total assets | 280,535 | 291,794 |
Marketable Securities | Commercial Paper | ||
Assets: | ||
Total assets | 169,054 | 171,866 |
Marketable Securities | Asset Backed Securities | ||
Assets: | ||
Total assets | 12,047 | 2,392 |
Marketable Securities | U S Treasury Securities | ||
Assets: | ||
Total assets | 2,988 | 39,567 |
Marketable Securities | U.S. government agency securities | ||
Assets: | ||
Total assets | 96,446 | 74,979 |
Marketable Securities | Corporate Debt Securities | ||
Assets: | ||
Total assets | 2,990 | |
Level 1 | ||
Assets: | ||
Total assets | 41,972 | 62,288 |
Level 1 | Cash Equivalents | ||
Assets: | ||
Total assets | 38,984 | 22,721 |
Level 1 | Cash Equivalents | Money Market Fund | ||
Assets: | ||
Total assets | 38,984 | 22,721 |
Level 1 | Marketable Securities | ||
Assets: | ||
Total assets | 2,988 | 39,567 |
Level 1 | Marketable Securities | U S Treasury Securities | ||
Assets: | ||
Total assets | 2,988 | 39,567 |
Level 2 | ||
Assets: | ||
Total assets | 282,534 | 252,227 |
Level 2 | Commercial Paper | ||
Assets: | ||
Total assets | 4,987 | |
Level 2 | Cash Equivalents | ||
Assets: | ||
Total assets | 4,987 | |
Level 2 | Marketable Securities | ||
Assets: | ||
Total assets | 277,547 | 252,227 |
Level 2 | Marketable Securities | Commercial Paper | ||
Assets: | ||
Total assets | 169,054 | 171,866 |
Level 2 | Marketable Securities | Asset Backed Securities | ||
Assets: | ||
Total assets | 12,047 | 2,392 |
Level 2 | Marketable Securities | U.S. government agency securities | ||
Assets: | ||
Total assets | $ 96,446 | 74,979 |
Level 2 | Marketable Securities | Corporate Debt Securities | ||
Assets: | ||
Total assets | $ 2,990 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2023 USD ($) MarketableSecurities | Jun. 30, 2022 USD ($) | Dec. 31, 2022 USD ($) MarketableSecurities | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Fair value liabilities, into level 3 transfer amount | $ 0 | $ 0 | |
Fair value liabilities, out of level 3 transfer amount | $ 0 | $ 0 | |
Available-for-sale marketable securities in an unrealized loss position | MarketableSecurities | 30 | 37 | |
Available-for-sale marketable securities in an unrealized loss position | MarketableSecurities | 28 | 32 | |
Available-for-sale marketable securities in an unrealized loss position greater than twelve months | MarketableSecurities | 2 | 5 | |
Allowance for credit losses | $ 0 | ||
Accrued interest receivable on available-for-sale marketable securities | $ 1,100,000 | $ 900,000 | |
Debt Securities, Available-for-Sale, Accrued Interest, after Allowance for Credit Loss, Current, Statement of Financial Position [Extensible Enumeration] | Prepaid Expense and Other Assets | Prepaid Expense and Other Assets | |
Minimum | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Available-for-sale securities unrealized loss position | 12 months | 12 months |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of Available For Sale Marketable Securities By Type Of Security (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Schedule Of Available For Sale Securities [Line Items] | ||
Amortized Cost | $ 281,275 | $ 292,886 |
Gross Unrealized Gain | 5 | 20 |
Gross Unrealized Loss | (745) | (1,112) |
Fair Value | 280,535 | 291,794 |
U S Treasury Securities | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Amortized Cost | 2,994 | 39,989 |
Gross Unrealized Loss | (6) | (422) |
Fair Value | 2,988 | 39,567 |
U.S. government agency securities | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Amortized Cost | 96,962 | 75,337 |
Gross Unrealized Loss | (516) | (358) |
Fair Value | 96,446 | 74,979 |
Corporate Debt Securities | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Amortized Cost | 3,005 | |
Gross Unrealized Loss | (15) | |
Fair Value | 2,990 | |
Commercial Paper | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Amortized Cost | 169,235 | 172,162 |
Gross Unrealized Gain | 5 | 20 |
Gross Unrealized Loss | (186) | (316) |
Fair Value | 169,054 | 171,866 |
Asset Backed Securities | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Amortized Cost | 12,084 | 2,393 |
Gross Unrealized Loss | (37) | (1) |
Fair Value | $ 12,047 | $ 2,392 |
Consolidated Balance Sheet De_3
Consolidated Balance Sheet Details - Summary of Property and Equipment, Net (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | $ 790 | $ 502 |
Less: accumulated depreciation | (161) | (95) |
Property and equipment, net | 629 | 407 |
Internal-use Software | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 188 | 188 |
Laboratory Equipment | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 144 | 142 |
Furniture and Fixtures | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 162 | 104 |
Computer Hardware and Software | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | 58 | $ 68 |
Construction in Progress | ||
Property Plant And Equipment [Line Items] | ||
Property and equipment, gross | $ 238 |
Consolidated Balance Sheet De_4
Consolidated Balance Sheet Details - Summary of Accrued Expenses (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Accrued Liabilities, Current [Abstract] | ||
Accrued research and development costs | $ 6,807 | $ 2,450 |
Accrued payroll liabilities | 3,701 | 4,208 |
Accrued clinical trial costs | 3,625 | 1,235 |
Other accrued liabilities | 1,377 | 1,557 |
Accrued related party liabilities | 0 | 64 |
Total accrued expenses | $ 15,510 | $ 9,514 |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Details) - $ / shares | Jun. 30, 2023 | Dec. 31, 2022 |
Business Acquisition [Line Items] | ||
Common stock, shares issued | 58,743,101 | 57,025,847 |
Common stock, par value | $ 0.0001 | $ 0.0001 |
Convertible Preferred Stock - A
Convertible Preferred Stock - Additional Information (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2023 USD ($) | |
Class Of Stock [Line Items] | |
Preferred stock, issuance costs | $ 73 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 6 Months Ended | 12 Months Ended | |
Sep. 20, 2022 | Feb. 28, 2023 | Jun. 30, 2023 | Dec. 31, 2022 | |
Class of Stock [Line Items] | ||||
Net proceeds from private placement after deducting fees to the placement agents and offering expenses | $ 48,408 | |||
Common stock, shares authorized | 900,000,000 | 900,000,000 | ||
Common stock, par value | $ 0.0001 | $ 0.0001 | ||
Common stock voting rights | Holders of outstanding shares of common stock are entitled to one vote for each share of common stock held at all meetings of stockholders | |||
ATM Sales Agreement | ||||
Class of Stock [Line Items] | ||||
Number of shares issued | 1,176,470 | |||
Common stock, price per share | $ 42.5 | |||
Common stock gross proceeds | $ 50,000 | |||
Common stock amount of net proceeds | $ 48,400 | |||
Aggregate sales proceeds | $ 150,000 | |||
Private Placement | ||||
Class of Stock [Line Items] | ||||
Number of shares issued | 5,350,000 | |||
Common stock, price per share | $ 33 | |||
Gross proceeds from private placement | $ 176,600 | |||
Net proceeds from private placement after deducting fees to the placement agents and offering expenses | $ 165,200 |
Stockholders' Equity - Schedule
Stockholders' Equity - Schedule Of Common Stock Reserved For Future Issuance (Details) | Jun. 30, 2023 shares |
Class of Stock [Line Items] | |
Common stock reserved and available for future issuance | 12,756,479 |
Stock Options | |
Class of Stock [Line Items] | |
Common stock reserved and available for future issuance | 9,030,712 |
Restricted Stock Awards | |
Class of Stock [Line Items] | |
Common stock reserved and available for future issuance | 29,119 |
Restricted Stock Units | |
Class of Stock [Line Items] | |
Common stock reserved and available for future issuance | 755,425 |
2021 Equity Incentive Plan | |
Class of Stock [Line Items] | |
Common stock reserved and available for future issuance | 1,891,887 |
2021 Employee Stock Purchase Plan | |
Class of Stock [Line Items] | |
Common stock reserved and available for future issuance | 1,049,336 |
Leases - Additional Information
Leases - Additional Information (Details) $ in Millions | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||||
May 31, 2022 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 Room | Jun. 30, 2023 USD ($) | Jun. 30, 2022 USD ($) | Jun. 30, 2023 USD ($) | Jun. 30, 2022 USD ($) | |
Lessee, Lease, Description [Line Items] | ||||||||
Lease expiration date | Jun. 30, 2026 | Jun. 30, 2026 | Jun. 30, 2024 | |||||
Termination, description | The leases contain various termination options. | |||||||
Lessee, Operating Lease, Existence of Option to Terminate [true false] | true | |||||||
Operating lease, weighted average remaining lease term | 2 years 10 months 24 days | 2 years 10 months 24 days | ||||||
Operating lease, weighted average discount rate | 9% | 9% | ||||||
Operating lease costs | $ | $ 0.1 | $ 0.1 | $ 0.3 | $ 0.2 | ||||
Operating lease payments | $ | $ 0.3 | $ 0.2 | ||||||
Minimum | ||||||||
Lessee, Lease, Description [Line Items] | ||||||||
Lease, remaining term | 1 year | 1 year | ||||||
Maximum | ||||||||
Lessee, Lease, Description [Line Items] | ||||||||
Lease, remaining term | 3 years | 3 years | ||||||
Laboratory | ||||||||
Lessee, Lease, Description [Line Items] | ||||||||
Number of lab lease | Room | 2 | |||||||
Lease, renewal term | 2 years | |||||||
Laboratory | Belgium | ||||||||
Lessee, Lease, Description [Line Items] | ||||||||
Lease, term of contract | 3 years | |||||||
Office Space | ||||||||
Lessee, Lease, Description [Line Items] | ||||||||
Number of lab lease | Room | 2 | |||||||
Lease, renewal term | 2 years | |||||||
Office Space | Belgium | ||||||||
Lessee, Lease, Description [Line Items] | ||||||||
Lease, term of contract | 3 years | |||||||
Office Space | California | ||||||||
Lessee, Lease, Description [Line Items] | ||||||||
Lease expiration date | Jun. 30, 2026 | |||||||
Lease commencement date | Jun. 01, 2022 |
Leases - Summary of Right-of-us
Leases - Summary of Right-of-use Assets and Lease Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Assets | ||
Operating lease right-of-use assets | $ 1,331 | $ 1,537 |
Liabilities | ||
Current portion of operating lease liabilities | 439 | 412 |
Operating lease liabilities, net of current portion | 922 | 1,146 |
Total lease liabilities | $ 1,361 | $ 1,558 |
Leases - Summary of Future Mini
Leases - Summary of Future Minimum Payments under Operating Leases (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Leases [Abstract] | ||
2023 (6 months remaining) | $ 269 | |
2024 | 517 | |
2025 | 502 | |
2026 | 256 | |
Total future minimum lease payments | 1,544 | |
Less: imputed interest | (183) | |
Total lease liabilities | 1,361 | $ 1,558 |
Less: lease liabilities, current | (439) | (412) |
Lease liabilities, net of current portion | $ 922 | $ 1,146 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Details) $ / shares in Units, $ in Millions | 1 Months Ended | 6 Months Ended | ||||
Jan. 01, 2023 shares | Oct. 19, 2021 shares | Oct. 31, 2021 Offeringperiod shares | Jun. 30, 2023 USD ($) Employee $ / shares shares | Jun. 30, 2022 USD ($) Employee $ / shares shares | Dec. 31, 2022 shares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Number of employees terminated | Employee | 1 | 2 | ||||
Stock Options | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Weighted average grant date fair value of stock options granted | $ / shares | $ 22.38 | $ 9.03 | ||||
Total intrinsic value of stock options exercised | $ | $ 15.3 | $ 5.1 | ||||
Incremental stock-based compensation expense | $ | 0.1 | $ 0.3 | ||||
Unrecognized stock-based compensation expense | $ | $ 78.4 | |||||
Unrecognized stock-based compensation expense, weighted average period | 2 years 10 months 24 days | |||||
Restricted Stock Awards | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Options granted vesting period | 3 years | |||||
Unrecognized stock-based compensation expense other than stock option | $ | $ 0.1 | |||||
Unrecognized stock-based compensation expense, weighted average period | 9 months 18 days | |||||
Shares repurchased | 0 | 0 | ||||
Restricted Stock Units | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Options granted vesting period | 4 years | |||||
Unrecognized stock-based compensation expense other than stock option | $ | $ 13.1 | |||||
Unrecognized stock-based compensation expense, weighted average period | 2 years 10 months 24 days | |||||
2021 Equity Incentive Plan | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Shares authorized for issuance | 5,612,000 | |||||
Number of shares that may be issued in accordance with plan | 2,851,292 | 5,102,000 | ||||
Number of common shares to be added | 4,978,561 | |||||
Percentage of outstanding shares of common stock that may be issued in accordance with plan | 5% | |||||
2019 and 2021 Equity Incentive Plan | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Shares authorized for issuance | 9,018,173 | 6,161,504 | ||||
Term of stock options granted | 10 years | |||||
Shares remained available for grant | 1,891,887 | 1,195,138 | ||||
2019 and 2021 Equity Incentive Plan | Minimum | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Options granted vesting period | 1 year | |||||
2019 and 2021 Equity Incentive Plan | Maximum | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Options granted vesting period | 4 years | |||||
2021 Employee Stock Purchase Plan | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Shares authorized for issuance | 570,258 | 510,000 | ||||
Number of shares that may be issued in accordance with plan | 1,020,000 | |||||
Percentage of closing price on offering commencement date that participating employees purchase stock under plan | 85% | |||||
Percentage of closing price on offering termination date that participating employees purchase stock under plan | 85% | |||||
Number of offering periods | Offeringperiod | 2 | |||||
Duration of offering periods | 6 months | |||||
Maximum percentage of eligible compensation of employee | 15% | |||||
Maximum number of shares an employee can purchase under plan | 3,000 | |||||
Percentage of outstanding shares of common stock that may be issued in accordance with plan | 1% | |||||
Shares issued under employee stock purchase plan, shares | 9,765 | 9,074 | ||||
Weighted average price of shares issued under ESPP | $ / shares | $ 21.91 | $ 12.62 |
Stock-Based Compensation - Sche
Stock-Based Compensation - Schedule of Total Stock-based Compensation Expense Related To Share-based Awards (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Total share-based compensation expense | $ 7,868 | $ 4,131 | $ 14,435 | $ 7,575 |
Research and Development | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Total share-based compensation expense | 4,117 | 1,599 | 7,331 | 2,794 |
General and Administrative | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Total share-based compensation expense | $ 3,751 | $ 2,532 | $ 7,104 | $ 4,781 |
Stock-Based Compensation - Sc_2
Stock-Based Compensation - Schedule of Share-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 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Total share-based compensation expense | $ 7,868 | $ 4,131 | $ 14,435 | $ 7,575 |
Stock Options | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Total share-based compensation expense | 6,735 | 3,413 | 12,239 | 6,121 |
Restricted Stock Awards | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Total share-based compensation expense | 28 | 27 | 55 | 56 |
Restricted Stock Units | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Total share-based compensation expense | 1,047 | 645 | 2,046 | 1,300 |
Employee Stock Purchase Plan | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Total share-based compensation expense | $ 58 | $ 46 | $ 95 | $ 98 |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Stock Option Activity (Details) $ / shares in Units, $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2023 USD ($) $ / shares shares | Dec. 31, 2022 USD ($) $ / shares shares | |
Share-Based Payment Arrangement [Abstract] | ||
Number of Shares, Beginning Balance | shares | 7,592,856 | |
Number of Shares, Granted | shares | 2,377,839 | |
Number of Shares, Exercised | shares | (521,677) | |
Number of Shares, Forfeited and cancelled | shares | (418,306) | |
Number of Shares, Ending Balance | shares | 9,030,712 | 7,592,856 |
Number of Shares, Vested and expected to vest | shares | 9,030,712 | |
Number of Shares, Exercisable | shares | 3,297,128 | |
Weighted Average Exercise Price, Beginning balance | $ / shares | $ 11.82 | |
Weighted Average Exercise Price, Granted | $ / shares | 35.04 | |
Weighted Average Exercise Price, Exercised | $ / shares | 5.03 | |
Weighted Average Exercise Price, Forfeited and cancelled | $ / shares | 24.21 | |
Weighted Average Exercise Price, ending balance | $ / shares | 17.66 | $ 11.82 |
Weighted Average Exercise Price, Vested and expected to vest | $ / shares | 17.66 | |
Weighted Average Exercise Price, Exercisable | $ / shares | $ 9.40 | |
Weighted Average Contractual Term, Outstanding | 8 years 8 months 1 day | 8 years 8 months 26 days |
Weighted Average Contractual Term, Vested and expected to vest | 8 years 8 months 1 day | |
Weighted Average Contractual Term, Exercisable | 8 years 18 days | |
Aggregate Intrinsic Value | $ | $ 142,093 | $ 159,929 |
Aggregate Intrinsic Value, Vested and expected to vest | $ | 142,093 | |
Aggregate Intrinsic Value, Exercisable | $ | $ 77,274 |
Stock-Based Compensation - Su_2
Stock-Based Compensation - Summary of Assumptions Used in Black-Scholes Option Pricing Model (Details) - Stock Options | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Risk-free interest rate, Minimum | 3.40% | 0.90% |
Risk-free interest rate, Maximum | 4.80% | 3.40% |
Minimum | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Expected volatility | 68.40% | 67.90% |
Expected term (in years) | 4 months 24 days | 3 months 18 days |
Maximum | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Expected volatility | 73.50% | 75% |
Expected term (in years) | 10 years | 10 years |
Stock-Based Compensation - Su_3
Stock-Based Compensation - Summary of Restricted Stock Award Activity (Details) - Restricted Stock Awards | 6 Months Ended |
Jun. 30, 2023 $ / shares shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of Shares, Beginning Balance | shares | 45,002 |
Number of Shares, Vested | shares | (15,883) |
Number of Shares, Ending Balance | shares | 29,119 |
Weighted Average Grant Date Fair Value, Beginning balance | $ / shares | $ 3.45 |
Weighted Average Grant Date Fair Value, Vested | $ / shares | 3.45 |
Weighted Average Grant Date Fair Value, Ending balance | $ / shares | $ 3.45 |
Stock-Based Compensation - Su_4
Stock-Based Compensation - Summary of Restricted Stock Units (Details) - Restricted Stock Units | 6 Months Ended |
Jun. 30, 2023 $ / shares shares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Number of Shares, Beginning Balance | shares | 569,757 |
Number of Shares, Granted | shares | 203,511 |
Number of Shares, Vested | shares | (9,342) |
Number of Shares, Forfeited | shares | (8,501) |
Number of Shares, Ending Balance | shares | 755,425 |
Weighted Average Grant Date Fair Value, Beginning balance | $ / shares | $ 15.86 |
Weighted Average Grant Date Fair Value, Granted | $ / shares | 32.83 |
Weighted Average Grant Date Fair Value, Vested | $ / shares | 20.31 |
Weighted Average Grant Date Fair Value, Forfeited | $ / shares | 32.18 |
Weighted Average Grant Date Fair Value, Ending balance | $ / shares | $ 20.2 |
Net Loss Per Share - Computatio
Net Loss Per Share - Computation of Basic and Diluted Net Loss Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Numerator: | ||||
Net loss | $ (53,251) | $ (20,018) | $ (92,182) | $ (42,750) |
Denominator | ||||
Weighted average shares of common stock outstanding, basic | 58,556,529 | 50,848,391 | 58,100,261 | 50,717,548 |
Weighted average shares of common stock outstanding, diluted | 58,556,529 | 50,848,391 | 58,100,261 | 50,717,548 |
Net loss per share, basic | $ (0.91) | $ (0.39) | $ (1.59) | $ (0.84) |
Net loss per share, diluted | $ (0.91) | $ (0.39) | $ (1.59) | $ (0.84) |
Net Loss Per Share - Schedule o
Net Loss Per Share - Schedule of Potentially Dilutive Securities Excluded from Calculation of Diluted Net Loss Per Share (Details) - shares | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Potentially dilutive securities excluded from calculation of diluted net loss per share | 9,829,037 | 8,157,816 |
Stock Options | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Potentially dilutive securities excluded from calculation of diluted net loss per share | 9,030,712 | 7,399,965 |
Unvested Restricted Stock Units | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Potentially dilutive securities excluded from calculation of diluted net loss per share | 755,425 | 678,837 |
Unvested Restricted Stock Awards | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Potentially dilutive securities excluded from calculation of diluted net loss per share | 29,119 | 60,884 |
Shares purchasable under the 2021 Employee Stock Purchase Plan | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Potentially dilutive securities excluded from calculation of diluted net loss per share | 13,781 | 18,130 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Details) $ in Millions | Dec. 31, 2022 USD ($) |
Accounts Payable and Accrued Expenses | Related Party | |
Related Party Transaction [Line Items] | |
Due to related parties | $ 0.1 |
Related Party Transactions - Su
Related Party Transactions - Summary of Expense Recognized Under the Related Party (Details) - Research and Development - Related Party - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Related Party Transaction [Line Items] | ||||
Expense recognized under related party | $ 109 | $ 230 | $ 359 | $ 433 |
Bayside | ||||
Related Party Transaction [Line Items] | ||||
Expense recognized under related party | $ 109 | $ 230 | $ 359 | $ 433 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Details) - Subsequent Event - Office Space - Sublease Agreement - Neurocrine Biosciences, Inc. $ in Millions | Jul. 21, 2023 USD ($) |
Subsequent Event [Line Items] | |
Sublease term commencing date | Jul. 21, 2023 |
Sublease term ending date | Jul. 31, 2031 |
Letter of credit | $ 0.5 |
Security deposit made for letter of credit | $ 0.5 |
Subsequent Events - Schedule of
Subsequent Events - Schedule of Future Minimum Payments Under Sublease (Details) $ in Thousands | Jun. 30, 2023 USD ($) |
Subsequent Events [Abstract] | |
2023 | $ 204 |
2024 | 1,681 |
2025 | 2,073 |
2026 | 2,135 |
2027 | 2,199 |
Thereafter | 8,426 |
Total future minimum lease payments | $ 16,718 |