What changed in this filing

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Item 1. Financial Statements

2024-05-09 compared with 2023-11-07 · 76 added, 144 removed, 209 unchanged (51% of the section changed)

3 unchanged sentences

(In thousands, except share and per-share amounts)

September 30,

Current assets:

3 unchanged sentences

Short-term investments

Accounts receivable

Accounts and other receivables

Income tax and R&D incentive receivables

2 unchanged sentences

Property and equipment, net

Indefinite-lived intangible asset

LIABILITIES AND STOCKHOLDERS’ EQUITY

3 unchanged sentences

Total current liabilities

Other long-term liabilities

Noncurrent liabilities

Total liabilities

3 unchanged sentences

200,000,000 shares authorized;

52,858,920 and 49,199,845 shares issued and outstanding as of September 30, 2023 and December 31, 2022, respectively

70,899,134 and 70,677,400 shares issued and outstanding as of March 31, 2024 and December 31, 2023, respectively

Additional paid-in capital

8 unchanged sentences

Three Months Ended

Nine Months Ended

September 30,

Operating expenses:

8 unchanged sentences

Total other income (expense), net

Net loss before income taxes

Income tax expense (benefit)

Other comprehensive income — unrealized gain (loss) on short-term investments

Other comprehensive income — unrealized (loss) gain on short-term investments

Comprehensive loss

12 unchanged sentences

Issuance of common stock from Employee Stock Purchase Plan

Issuance of common stock upon exercise of warrants

Unrealized (loss) gain on short-term investments

Balance at March 31, 2024

Stock-based compensation

Vesting of restricted stock awards including withholding, net

Issuance of common stock in at-the-market offerings, net

Unrealized (loss) gain on short-term investments

Balance at June 30, 2023

Stock-based compensation

Vesting of restricted stock awards including withholding, net

Issuance of common stock in at-the-market offerings, net

Issuance of common stock from Employee Stock Purchase Plan

Unrealized loss on short-term investments

Balance at September 30, 2023

The accompanying notes are an integral part of the unaudited consolidated financial statements.

9 unchanged sentences

Issuance of common stock from Employee Stock Purchase Plan

Issuance of common stock in at-the-market offerings, net

Issuance of common stock upon exercise of warrants

Balance at March 31, 2022

Stock-based compensation

Exercise of stock options

Vesting of restricted stock awards including withholding, net

Issuance of common stock in at-the-market offerings, net

Issuance of common stock related to contingent consideration liability

Unrealized (loss) gain on short-term investments

Balance at June 30, 2022

Stock-based compensation

Exercise of stock options

Vesting of restricted stock awards including withholding, net

Issuance of common stock in at-the-market offerings, net

Issuance of common stock from Employee Stock Purchase Plan

Other increase

Unrealized loss on short-term investments

Balance at September 30, 2022

Balance at March 31, 2023

The accompanying notes are an integral part of the unaudited consolidated financial statements.

2 unchanged sentences

(In thousands)

Nine Months Ended

September 30,

Three Months Ended

CASH FLOWS FROM OPERATING ACTIVITIES:

Adjustments to reconcile net loss to net cash used in operating activities:

Change in fair value of contingent consideration liability

Stock-based compensation expense

Depreciation and amortization

Loss on foreign currency exchange

Depreciation of property and equipment

Accretion of discounts on short-term investments

Loss (gain) on foreign currency exchange

Changes in operating assets and liabilities:

9 unchanged sentences

Purchases of property and equipment, net

Net cash provided by (used in) investing activities

Net cash (used in) provided by investing activities

CASH FLOWS FROM FINANCING ACTIVITIES:

Payments of deferred offering costs

Proceeds from issuance of common stock in at-the-market offerings, net

Proceeds from exercises of warrants

Proceeds from issuance of common stock from Employee Stock Purchase Plan

Payment of conditional economic incentive

Proceeds from exercises of stock options

Payments for tax withholding in share-based compensation

Net cash provided by financing activities

Net cash used in financing activities

Net decrease in cash and cash equivalents and restricted cash

2 unchanged sentences

SUPPLEMENTAL NON-CASH ACTIVITIES:

Fair value of common stock retired in exchange for issuance of common stock warrant

Deferred offering costs in accrued expenses and other current liabilities

The accompanying notes are an integral part of the unaudited consolidated financial statements.

5 unchanged sentences

The Company is focused on developing treatments for obesity and liver diseases.

The Company’s pipeline includes next generation peptide therapeutics for obesity and non-alcoholic steatohepatitis (“NASH”) (for both, pemvidutide, formerly known as ALT-801), and for chronic hepatitis B (“HepTcell TM ”).

The Company’s lead product candidate, pemvidutide (formerly known as ALT-801), is a novel, investigational, peptide-based GLP-1/glucagon dual receptor agonist in development for the treatment of obesity and metabolic dysfunction-associated steatohepatitis (“MASH”), previously termed non-alcoholic steatohepatitis (“NASH”).

Since its inception, the Company has devoted substantially all of its efforts to business planning, research and development, recruiting management and technical staff and raising capital, and has financed its operations through the issuance of common and preferred stock, long-term debt and proceeds from research grants and government contracts.

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Accordingly, they do not include all of the information and disclosures required by accounting principles generally accepted in the United States (“U.S.

GAAP”) for complete consolidated financial statements and should be read in conjunction with the audited consolidated financial statements for the year ended December 31, 2022 included in the Annual Report on Form 10-K which was filed with the SEC on February 28, 2023.

GAAP”) for complete consolidated financial statements and should be read in conjunction with the audited consolidated financial statements for the year ended December 31, 2023 included in the Annual Report on Form 10-K which was filed with the SEC on March 27, 2024.

In the opinion of management, the Company has prepared the accompanying unaudited consolidated financial statements on the same basis as the audited consolidated financial statements, and these consolidated financial statements include all adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of the results of the interim periods presented.

5 unchanged sentences

Summary of Significant Accounting Policies

During the nine months ended September 30, 2023, there have been no significant changes to the Company’s summary of significant accounting policies contained in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022 as filed with the SEC, except for the recently adopted accounting standard for ASU No.

2016-13 as disclosed below.

During the three months ended March 31, 2024, there have been no significant changes to the Company’s summary of significant accounting policies contained in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023 as filed with the SEC on March 27, 2024.

Use of Estimates

The preparation of these financial statements in conformity with U.S.

The preparation of financial statements in conformity with U.S.

GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes.

Significant estimates and assumptions made in the accompanying condensed consolidated financial statements include, but are not

limited to, the valuation of share-based awards, income taxes, and accruals for research and development activities.

Significant estimates and assumptions made in the accompanying condensed consolidated financial statements include, but are not limited to, the valuation of share-based awards, income taxes, and accruals for research and development activities.

The Company bases its estimates on historical experience and on various other assumptions that are believed to be reasonable.

However, actual results could differ from those estimates and there may be changes to the Company’s estimates in future periods.

Short-term Investments

The Company’s short-term investments are comprised of U.S.

Treasuries, corporate debt securities and certificates of deposit that have original maturities less than or equal to one year and are classified as available-for-sale (“AFS”) securities.

Such securities are carried at estimated fair value, net of allowance for credit loss determined based on the Current Expected Credit Loss.

Any unrealized holding gains or losses are reported as accumulated other comprehensive income or loss, which is a separate component of stockholders’ equity.

In the event that the AFS security's fair value is below the amortized cost and (i) the Company intends to sell the AFS security and (ii) the AFS security is required to be sold before recovery of the loss, the AFS security's amortized cost base will be written down to its fair value and the loss will be recognized in the income statement.

If the Company intends not to sell the AFS security and the AFS security is not required to be sold before recovery of the loss, the Company evaluates whether a portion of the unrealized loss is a result of credit loss.

The portion of unrealized loss related to credit loss will be recorded as allowance for credit loss in the balance sheet with the corresponding credit loss in the income statement and the portion of unrealized loss not related to credit loss will be recognized in other comprehensive income (“OCI”).

Dividend and interest income are recognized in other income when earned.

The cost of securities sold is calculated using the specific identification method.

The Company places all investments with government agencies, or corporate institutions whose debt is rated as investment grade.

As of September 30, 2023, none of the unrealized losses on the Company’s short-term investments are a result of credit loss, and therefore, the unrealized losses were recognized in OCI.

During the three and nine months ended September 30, 2022, the Company recorded a total of $ 0.2 million income tax benefit related to interest received and receivable on income tax refunds.

Other than the tax benefit related to interest, the Company did not record an income tax expense (benefit) for either of the three and nine months ended September 30, 2023 or 2022 due to a full valuation allowance.

The Company calculates its quarterly income tax provision based on an estimated, annual effective tax rate applied to ordinary income (or loss) and other known items computed and recognized as they occur.

However, actual results could differ from those estimates.

Due to a full valuation allowance, the Company did not record an income tax expense (benefit) for either of the three months ended March 31, 2024 or 2023.

The Company calculates its quarterly income tax provision based on estimated, annual effective tax rates applied to ordinary income (or loss) and other known items computed and recognized as they occur.

The Company’s total provision is based on the United States statutory rate, increased by state and foreign taxes and reduced by a full valuation allowance on the Company’s deferred tax assets.

Recently adopted accounting pronouncements

In June 2016, the FASB issued ASU No.

2016-13, Financial Instruments – Credit Losses (Topic 326):

Measurement of Credit Losses on Financial Instruments (“ASU No.

2016-13 requires financial assets measured at amortized cost to be presented at the net amount expected to be collected and any unrealized loss relating to available-for-sale debt securities to be recorded through an allowance for credit losses.

The Company adopted this new accounting standard on January 1, 2023 using a modified retrospective method.

Adoption of this update did not have a material impact on the Company’s financial statements and related disclosures.

Fair Value Measurements

The Company’s assets measured at fair value on a recurring basis as of September 30, 2023 consisted of the following (in thousands):

Fair Value Measurement at September 30, 2023

The Company’s assets measured at fair value on a recurring basis as of March 31, 2024 consisted of the following (in thousands):

Fair Value Measurement at March 31, 2024

Cash equivalents - money market funds

6 unchanged sentences

The pricing services utilize industry standard valuation models, including both income and market-based approaches and observable market inputs to determine value.

Short-term investments with quoted prices as of September 30, 2023 as shown below (in thousands):

September 30, 2023

Short-term investments with quoted prices as of March 31, 2024 as shown below (in thousands):

March 31, 2024

Amortized Cost

12 unchanged sentences

Agency debt securities

As of March 31, 2024 and December 31, 2023, none of the unrealized losses on the Company’s short-term investments are a result of credit loss, and therefore, any unrealized losses were recognized in OCI.

As of March 31, 2024 and December 31, 2023, the Company had $ 0.2 million and $ 0.1 million, respectively, accrued interest on short-term investments included in “Accounts and other receivables” on the accompanying Consolidated Balance Sheets.

Separate disclosure is required for assets and liabilities measured at fair value on a recurring basis from those measured at fair value on a non-recurring basis.

Assets recorded at fair value on a non-recurring basis, such as property and equipment and intangible assets are recognized at fair value when they are impaired.

During the nine months ended September 30, 2023 and year ended December 31, 2022, the Company had no significant assets or liabilities that were measured at fair value on a non-recurring basis.

During the three months ended March 31, 2024 and year ended December 31, 2023, the Company had no significant assets or liabilities that were measured at fair value on a non-recurring basis.

Operating Leases

The Company’s operating leases consist of leases for office and laboratory space in the United States, which expire in April 2025.

Rent expense under the Company’s operating leases was $ 0.1 million and $ 0.4 million during the three and nine months ended September 30, 2023.

During the three and nine months ended September 30, 2022, rent expense under the Company’s operating leases was $ 0.1 million and $ 0.4 million, respectively.

Rent expense under these leases during each of the three months ended March 31, 2024 and 2023 was $ 0.2 million.

Rent expense includes short-term leases and variable lease costs that are not included in the lease obligation.

4 unchanged sentences

The Company has determined that the lease renewal option is not reasonably certain of being exercised.

The cash paid for operating lease liabilities for each of the nine months ended September 30, 2023 and 2022 was $ 0.4 million.

The cash paid for operating lease liabilities for each of the three months ended March 31, 2024 and 2023 was $ 0.1 million.

Supplemental other information related to the operating leases balance sheet information is as follows (in thousands):

September 30, 2023

March 31, 2024

December 31, 2023

Operating lease obligations (see Note 5 and 6)

Operating lease right-of-use assets (included in "Other assets"

in Balance Sheet)

Operating lease right-of-use assets (included in "Other assets" in Balance Sheet)

Weighted-average remaining lease term (years)

2 unchanged sentences

Accrued expenses and other current liabilities consist of the following (in thousands):

September 30, 2023

March 31, 2024

December 31, 2023

3 unchanged sentences

Lease obligation, current portion (see Note 4)

Excess tax refund payable

Accrued interest and other

Total accrued expenses and other current liabilities

Other Long-Term Liabilities

The Company’s other long-term liabilities are summarized as follows (in thousands):

September 30, 2023

Noncurrent Liabilities

The Company’s noncurrent liabilities are summarized as follows (in thousands):

March 31, 2024

December 31, 2023

2 unchanged sentences

Conditional economic incentive grants

Total other long-term liabilities

Total noncurrent liabilities

Stockholders’ Equity

The Amended and Restated Certificate of Incorporation, as amended (“Charter”), authorizes the Company to issue 200,000,000 shares of common stock, par value $ 0.0001 per share.

As of September 30, 2023, the Company had 52,858,920 shares of common stock issued and outstanding .

As of March 31, 2024, the Company had 70,899,134 shares of common stock issued and outstanding .

Each share of common stock entitles the holder to one vote on all matters submitted to a vote of the Company’s stockholders.

1 unchanged sentence

The Charter also authorizes the Company to issue 1,000,000 shares of preferred stock, par value $ 0.0001 per share.

As of September 30, 2023, the Company had no shares of preferred stock issued and outstanding .

As of March 31, 2024, the Company had no shares of preferred stock issued and outstanding .

At-the-Market Offerings

1 unchanged sentence

Riley Securities, Inc., serving as sales agents (the “Sales Agents”) with respect to an at-the-market offerings program under which the Company may offer and sell, from time to time at its sole discretion, shares of its common stock, having an aggregate offering price of up to $ 150.0 million (the “Shares”) through the Sales Agents (the “2023 Offering”).

All Shares offered and sold in the 2023 Offering will be issued pursuant to the Company’s Registration Statement on Form S-3ASR filed with the SEC on February 28, 2023, which was declared effective immediately, the prospectus supplement relating to the 2023 Offering filed with the SEC on February 28, 2023 and any applicable additional prospectus supplements related to the 2023 Offering that form a part of the Registration Statement.

All Shares offered and sold in the 2023 Offering will be issued pursuant to the Company’s Registration Statement on Form S-3 filed with the SEC on February 28, 2023, which was declared effective immediately, the prospectus supplement relating to the 2023 Offering filed with the SEC on February 28, 2023 and any applicable additional prospectus supplements related to the 2023 Offering that form a part of the Registration Statement.

The Company capitalized approximately $ 0.2 million of other offering costs which will offset the proceeds received from the shares sold under the 2023 Agreement.

During the nine months ended September 30, 2023, the Company sold 3,536,284 shares of common stock under the 2023 Agreement resulting in approximately $ 13.9 million in proceeds, net of $ 0.4 million commission and other offering costs.

As of September 30, 2023, $ 135.7 million remained available to be sold under the 2023 Agreement.

As of September 30, 2023, there was $ 0.2 million in deferred offering costs included in prepaid expenses and other current assets on the accompanying consolidated balance sheets.

On February 25, 2021, the Company entered into an Equity Distribution Agreement (the “2021 Agreement”) with Piper Sandler & Co., Evercore Group L.L.C.

Riley Securities, Inc., serving as sales agents (the “2021 Sales Agents”), with respect to an at-the-market offerings program under which the Company offered and sold shares of its common stock, having an aggregate offering price of up to $ 125.0 million (the “2021 Shares”) through the 2021 Sales Agents (the “2021 Offering”).

All 2021 Shares offered and sold in the 2021 Offering were issued pursuant to the Company’s Registration Statement on Form S-3 filed with the SEC on December 31, 2020, which was declared effective on January 11, 2021, the prospectus supplement relating to the 2021 Offering filed with the SEC on February 25, 2021 and any applicable additional prospectus supplements related to the 2021 Offering that form a part of the Registration Statement.

Under the 2021 Agreement, the Company sold 10,004,869 shares of common stock resulting in approximately $ 121.0 million in proceeds, net of $ 4.0 million commission and other offering costs.

As of September 30, 2023, there were no remaining shares available under the 2021 Agreement.

Public Offering

On July 16, 2020, the Company offered and sold (i) 3,369,564 shares of common stock, at a price to the public of $ 23.00 per share, and (ii) pre-funded warrants of the Company to purchase 1,630,436 shares of common stock at an exercise price equal to $ 0.0001 per share (the “Pre-Funded Warrants”), at a price to the public of $ 22.9999 per share of common stock underlying the Pre-Funded Warrants (equal to the public offering price per share of common stock, minus the exercise price of each Pre-Funded Warrant).

The Pre-Funded Warrants are exercisable at any time, provided that each Pre-Funded Warrant holder will be prohibited from exercising such Pre-Funded Warrants into shares of the Company’s common stock if, as a result of such exercise, the holder, together with its affiliates, would own more than 4.99 % of the total number of shares of the Company’s common stock then issued and outstanding, which percentage may change at the holders’ election to any other number less than or equal to 19.99 % upon 61 days ’ notice to the Company.

The Company has assessed the Pre-Funded Warrants for appropriate equity or liability classification and determined that the Pre-Funded Warrants are freestanding instruments that do not meet the definition of a liability pursuant to ASC 480 and do not meet the definition of a derivative pursuant to FASB Accounting Standards Codification Topic 815, Derivatives and Hedging (“ASC 815”).

The Pre-Funded Warrants are indexed to the Company’s common stock and meet all other conditions for equity classification under ASC 480 and ASC 815.

Accordingly, the Pre-Funded Warrants were classified as equity and are accounted for as a component of additional paid-in capital at the time of issuance.

On January 24, 2022, 760,870 of the Pre-Funded Warrants were exercised, resulting in the issuance of 760,870 shares of common stock.

As of September 30, 2023, there were 869,566 remaining Pre-Funded Warrants unexercised.

Subsequent to September 30, 2023, the remaining Pre-Funded Warrants were net cashless exercised, and currently no Pre-Funded Warrants remain available for exercise (see Note 11 Subsequent Events).

As of September 30, 2023, including the remaining 869,566 Pre-Funded Warrants, there were 1,015,166 outstanding warrants with a weighted-average exercise price of $ 0.66 and weighted-average contractual term of 0.2 years.

Since inception through March 31, 2024, the Company has sold 20,454,516 shares of common stock under the 2023 Agreement resulting in approximately $ 86.6 million in proceeds, net of $ 2.8 million commission and other offering costs.

No shares were sold under the 2023 Agreement during the three months ended March 31, 2024, and as of March 31, 2024, $ 60.6 million remained available to be sold under the 2023 Agreement.

As of March 31, 2024, there was $ 0.1 million deferred offering costs included in prepaid expenses and other current assets on the accompanying consolidated balance sheets.

On March 5, 2024, warrant holders exercised 50,000 warrants with an exercise price of $ 3.21 , resulting in the issuance of 50,000 shares of common stock.

As of March 31, 2024, the Company had no outstanding warrants.

Stock-Based Compensation

2017 Omnibus Incentive Plan (Omnibus Plan)

The Company’s Omnibus Plan provides for an annual increase on January 1 of each year commencing in 2019 and ending on and including January 1, 2027 up to an amount equal to the lowest of (i) 4 % of the total number of shares of common stock outstanding on a fully diluted basis as of December 31 of the immediately preceding calendar year, and (ii) such number of shares of common stock, if any, determined by the Company’s board of directors.

Accordingly, on January 1, 2024, the number of shares of Common Stock reserved and available for issuance under the Omnibus Plan increased by 3,055,006 shares of common stock.

Stock Options

The Company’s stock option awards generally vest over four years and typically have a contractual life of ten years .

As of September 30, 2023, there was $ 17.9 million of unrecognized compensation cost related to stock options, which is expected to be recognized over a weighted-average period of 2.7 years.

During the nine months ended September 30, 2023, the Company granted 1,760,026 stock options with a weighted average exercise price of $ 9.71 and per share weighted average grant date fair value of $ 7.86 .

Information related to stock options outstanding as of September 30, 2023 is as follows:

As of March 31, 2024, there was $ 24.2 million of unrecognized compensation cost related to stock options, which is expected to be recognized over a weighted-average period of 3.0 years.

During the three months ended March 31, 2024, the Company granted 1,566,575 stock options with a weighted average exercise price of $ 9.32 and per share weighted average grant date fair value of $ 7.55 .

Information related to stock options outstanding as of March 31, 2024 is as follows (in thousands, except share, exercise price and contractual term):

Weighted-Average

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Value (In thousands)

Vested and expected to vest

Outstanding, December 31, 2023

Forfeited or expired

Outstanding, March 31, 2024

Exercisable, March 31, 2024

Vested and expected to vest, March 31, 2024

Restricted Stock Units (RSUs)

During the nine months ended September 30, 2023, the Company granted 319,700 shares of RSUs with a weighted average grant date fair value of $ 13.20 which vest over four years .

As of September 30, 2023, the Company had unvested RSUs of 618,543 shares with total unrecognized compensation expense of $ 5.1 million, which the Company expects to recognize over a weighted average period of approximately 2.7 years.

During the nine months ended September 30, 2023, the Company issued 61,928 shares of unrestricted common stock as a result of the vesting of 100,642 RSUs net of 38,714 shares of common stock withheld to satisfy tax withholding obligations.

2019 Employee Stock Purchase Plan (ESPP)

Under the ESPP, employees purchased 41,560 shares for $ 0.2 million during the nine months ended September 30, 2023.

During the nine months ended September 30, 2023 and 2022, the Company recognized compensation expense of $ 0.1 million and $ 0.2 million, respectively.

During the three months ended March 31, 2024, the Company granted 484,600 shares of RSUs with a weighted average grant date fair value of $ 9.32 which vest over four years .

As of March 31, 2024, the Company had unvested RSUs of 902,952 shares with total unrecognized compensation expense of $ 7.9 million, which the Company expects to recognize over a weighted average period of approximately 3.1 years.

During the three months ended March 31, 2024, the Company issued 107,875 shares of unrestricted common stock as a result of the vesting of 169,315 RSUs net of 61,440 shares of common stock withheld to satisfy tax withholding obligations.

2019 Employee Stock Purchase Plan

Under the Employee Stock Purchase Plan, employees purchased 62,609 shares for $ 0.2 million during the three months ended March 31, 2024.

Stock-based Compensation Expense

Stock-based compensation expense is classified in the unaudited consolidated statements of operations and comprehensive loss for the three and nine months ended September 30, 2023 and 2022 as follows (in thousands):

Stock-based compensation expense is classified in the unaudited consolidated statements of operations and comprehensive loss for the three months ended March 31, 2024 and 2023 as follows (in thousands):

Three Months Ended

Nine Months Ended

September 30,

Research and development

1 unchanged sentence

Net Loss Per Share

Because the Company has reported a net loss attributable to common stockholders for the nine months ended September 30, 2023 and 2022, basic and diluted net loss per share attributable to common stockholders in each period are the same.

Because the Company has reported net loss attributable to common stockholders for the three months ended March 31, 2024 and 2023, basic and diluted net loss per share attributable to common stockholders in each period are the same.

Basic net loss per share attributable to common stockholders is computed by dividing the net loss attributable to common stockholders by the weighted average numbers of shares of common stock outstanding for the period.

shares outstanding includes the weighted average effect of the Company’s outstanding pre-funded warrants, the exercise of which requires little or no consideration for the delivery of shares of common stock.

Diluted net loss per share is calculated by adjusting weighted average shares outstanding for the dilutive effect of common stock equivalents outstanding for the period.

As such, all unvested restricted stock, RSUs, common stock warrants, and stock options have been excluded from the computation of diluted weighted average shares outstanding because such securities would have an anti-dilutive impact for all periods presented.

As such, all unvested restricted stock, RSUs, common stock and stock options have been excluded from the computation of diluted weighted average shares outstanding because such securities would have an anti-dilutive impact for all periods presented.

Potential common shares issuable upon conversion, vesting or exercise of unvested restricted stock, RSUs, common stock warrants, and stock options that are excluded from the computation of diluted weighted-average shares outstanding, as they are anti-dilutive, are as follows:

Nine Months Ended

September 30,

Three Months Ended

Common stock warrants

1 unchanged sentence

Restricted stock units

Restricted stock

Commitments and Contingencies

2 unchanged sentences

(“Spitfire”).

Spitfire was a privately held, preclinical pharmaceutical company developing novel peptide products for pharmaceutical indications, including pemvidutide for the treatment of MASH.

As part of the agreement, the Company is obligated to make payments of up to $ 80.0 million upon the achievement of specified worldwide net sales of all products developed using the technology acquired from Spitfire Pharma Inc.

(the “Sales Milestone”) within ten years following the approval of a new drug application filed with the U.

(the “Sales Milestone”) within ten years following the approval of a new drug application filed with the U.S.

Food and Drug Administration (the “FDA”).

The contingent payments related to the Sales Milestones are predominately cash-based payments accounted for under FASB Accounting Standards Codification Topic 450, Contingencies .

Accordingly, the Company will recognize the Sales Milestones when the contingency is probable and the amount can be reasonably estimated.

On May 6, 2024, a class action complaint was filed in federal district court in the District of Maryland, Southern Division, naming as defendants, the Company and three of the Company’s current executive officers, captioned Mogan v.

Altimmune, Inc., et al., No.

24-cv-01315 (D.

The complaint alleges that the defendants violated Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, as amended, and Rule 10b-5 thereunder, by making false and misleading

statements and omissions of material fact to the investing public including the plaintiff and class members, who purchased or otherwise acquired the Company’s common stock between December 1, 2023 and April 26, 2024.

The plaintiff and class members seek to have the action maintained as a class action under Rule 23 of the Federal Rules of Civil Procedure and for the defendants to pay damages, interest, and an award of costs, including attorneys’ fees.

The Company intends to vigorously defend against the lawsuit.

The Company is a party in various contracts and subject to disputes, litigation, and potential claims arising in the ordinary course of business none of which are currently reasonably possible or probable of material loss.

Subsequent Events

On October 18, 2023, warrant holders exercised the remaining 869,566 Pre-Funded Warrants in a net cashless exercise and were issued 869,530 shares of common stock in a net cashless exercise (see Note 7 Common Stock).

In addition, in October 2023, 95,600 various other warrants with a weighted-average exercise price of $ 5.31 expired unexercised.

The only remaining outstanding 50,000 warrants have an exercise price of $ 3.21 and have a maturity date of March 12, 2024.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements