What changed in this filing

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Item 1. Financial Statements

2023-08-09 compared with 2023-05-04 · 54 added, 42 removed, 340 unchanged (22% of the section changed)

25 unchanged sentences

Preferred stock, 20,000 shares authorized;

Series A Convertible Preferred Stock liquidation preference $ 1,050 and $ 1,044 at March 31, 2023 and December 31, 2022, respectively (Note 6)

Series A Convertible Preferred Stock liquidation preference $ 1,056 and $ 1,044 at June 30, 2023 and December 31, 2022, respectively (Note 6)

Common stock, $ 0.0001 par value, 150,000 shares authorized;

44,677 and 44,677 shares issued and outstanding at March 31, 2023 and December 31, 2022, respectively

44,677 shares issued and outstanding at June 30, 2023 and December 31, 2022

Additional paid-in capital 407,479 404,834

7 unchanged sentences

(in thousands, except per share amounts)

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2023 2022 2023 2022

Royalty revenues $ 108 $ 91 $ 191 $ 165

17 unchanged sentences

(in thousands)

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2023 2022 2023 2022

Net loss $ ( 11,150 ) $ ( 10,443 ) $ ( 22,373 ) $ ( 21,436 )

Other comprehensive loss:

Unrealized gain (loss) on securities available-for-sale 319 ( 606 )

Unrealized loss on securities available-for-sale ( 355 ) ( 234 ) ( 36 ) ( 840 )

Total comprehensive loss ( 11,505 ) ( 10,677 ) ( 22,409 ) ( 22,276 )

17 unchanged sentences

Balance, March 31, 2023 61 $ — 44,677 $ 4 $ 405,898 $ ( 76 ) $ ( 309,323 ) $ 96,503

Stock-based compensation — — — — 1,581 — — 1,581

Other comprehensive loss — — — — — ( 355 ) — ( 355 )

Net loss — — — — — — ( 11,150 ) ( 11,150 )

Balance, June 30, 2023 61 $ — 44,677 $ 4 $ 407,479 $ ( 431 ) $ ( 320,473 ) $ 86,579

Preferred Stock

13 unchanged sentences

Balance, March 31, 2022 388 $ — 43,306 $ 4 $ 401,655 $ — $ ( 748 ) $ ( 270,809 ) $ 130,102

Stock-based compensation — — — — 1,055 — — — 1,055

Other comprehensive loss — — — — — — ( 234 ) — ( 234 )

Preferred stock dividend — — — — — — — ( 6 ) ( 6 )

Net loss — — — — — — — ( 10,443 ) ( 10,443 )

Balance, June 30, 2022 388 $ — 43,306 $ 4 $ 402,710 $ — $ ( 982 ) $ ( 281,258 ) $ 120,474

See accompanying notes to the unaudited condensed financial statements.

2 unchanged sentences

(in thousands)

Three Months Ended March 31,

Six Months Ended June 30,

Operating activities

16 unchanged sentences

Capital expenditures ( 259 ) ( 483 )

Insurance proceeds from casualty loss — 71

Maturities of short-term investments 68,265 48,801

11 unchanged sentences

Acquisition of property and equipment included in accounts payable and accrued expenses $ 16 $ 456

Acquisition of property and equipment included in insurance proceeds receivable $ — $ 43

See accompanying notes to the unaudited condensed financial statements.

5 unchanged sentences

(“Cardiff Oncology” or the “Company”) headquartered in San Diego, California, is a clinical-stage biotechnology company leveraging Polo-like Kinase 1 (“PLK1”) inhibition to develop novel therapies across a range of cancers.

The Company’s lead asset is onvansertib, a PLK1 inhibitor that is being evaluated in combination with standard-of-care therapies in clinical programs targeting indications such as KRAS/NRAS-mutated metastatic colorectal cancer, metastatic pancreatic cancer, as well as investigator-initiated trials in triple negative breast cancer and small cell lung cancer.

The Company’s lead asset is onvansertib, a PLK1 inhibitor that is being evaluated in combination with standard-of-care therapies in clinical programs targeting indications such as RAS-mutated metastatic colorectal cancer, metastatic pancreatic cancer, as well as investigator-initiated trials in triple negative breast cancer and small cell lung cancer.

These programs and the Company’s broader development strategy are designed to target tumor vulnerabilities in order to overcome treatment resistance and deliver superior clinical benefit compared to the standard-of-care alone.

8 unchanged sentences

The Company has incurred net losses since its inception and has negative operating cash flows.

As of March 31, 2023, the Company had $ 97.0 million in cash, cash equivalents and short-term investments and believes it has sufficient cash to meet its funding requirements for at least the next 12 months following the issuance date of these financial statements.

As of June 30, 2023, the Company had $ 89.4 million in cash, cash equivalents and short-term investments and believes it has sufficient cash to meet its funding requirements for at least the next 12 months following the issuance date of these financial statements.

For the foreseeable future, the Company expects to continue to incur losses and require additional capital to further advance its clinical trial programs and support its other operations.

2 unchanged sentences

Summary of Significant Accounting Policies

During the three months ended March 31, 2023, there have been no changes to the Company’s significant accounting policies as described in its Annual Report on Form 10-K for the fiscal year ended December 31, 2022.

During the six months ended June 30, 2023, there have been no changes to the Company’s significant accounting policies as described in its Annual Report on Form 10-K for the fiscal year ended December 31, 2022.

Net Loss Per Share

18 unchanged sentences

Fair Value Measurements

The following table presents the Company’s assets and liabilities that are measured and recognized at fair value on a recurring basis classified under the appropriate level of the fair value hierarchy as of March 31, 2023, and December 31, 2022:

Fair Value Measurements at

March 31, 2023

June 30, 2023

(in thousands) Quoted Prices in Active Markets for Identical Assets and Liabilities

28 unchanged sentences

Total assets measured at fair value on a recurring basis $ 23,609 $ 81,033 $ — $ 104,642

(1) Included in short-term investments in the accompanying balance sheets.

The Company’s policy is to recognize transfers between levels of the fair value hierarchy on the date of the event or change in circumstances that caused the transfer.

There were no transfers into or out of Level 3 during the three months ended March 31, 2023 .

There were no transfers into or out of Level 3 during the six months ended June 30, 2023 .

Supplementary Balance Sheet Information

1 unchanged sentence

Investments available for sale consist of the following:

As of March 31,

As of June 30, 2023

(in thousands) Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Market Value

7 unchanged sentences

Corporate debt securities 8,711 16 ( 82 ) 8,645

government agencies 3,781 8 — 3,789

treasury securities 20,366 — ( 251 ) 20,115

16 unchanged sentences

For debt securities where the fair value of the investment is less than the amortized cost basis, we have assessed at the individual security level for various quantitative factors including, but not limited to, the nature of the investments, changes in credit ratings, interest rate fluctuations, industry analyst reports, and the severity of impairment.

Unrealized losses in investments available for sale debt securities at March 31, 2023, were substantially due to increases in interest rates, not due to increased credit risks associated with specific securities.

Unrealized losses in investments available for sale debt securities at June 30, 2023, were substantially due to increases in interest rates, not due to increased credit risks associated with specific securities.

Accordingly, we have not recorded an allowance for credit losses.

1 unchanged sentence

Investments available for sale that have been in a continuous unrealized loss position for greater than one-year consist of the following:

As of March 31,

As of June 30, 2023

(in thousands) Fair Market Value Gross Unrealized Loss

2 unchanged sentences

Property and equipment consist of the following:

(in thousands) As of March 31,

(in thousands) As of June 30,

2023 As of December 31,

6 unchanged sentences

Accrued liabilities consisted of the following:

(in thousands) As of March 31,

(in thousands) As of June 30,

2023 As of December 31,

11 unchanged sentences

The components of lease expense were as follows:

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

(in thousands) 2023 2022 2023 2022

Operating lease cost $ 180 $ 190 $ 363 $ 381

Net operating lease cost $ 183 $ 191

Supplemental balance sheet information related to leases was as follows:

(in thousands) As of March 31,

(in thousands) As of June 30,

2023 As of December 31,

6 unchanged sentences

Supplemental cash flow and other information related to leases was as follows:

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

(in thousands) 2023 2022 2023 2022

4 unchanged sentences

Year Ending December 31, Operating Leases

2023 (excluding the three months ended March 31, 2023)

2023 (excluding the six months ended June 30, 2023)

Thereafter 136

5 unchanged sentences

Stock-based compensation expense related to Cardiff Oncology equity awards have been recognized in operating results as follows:

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

(in thousands) 2023 2022 2023 2022

2 unchanged sentences

Total stock-based compensation expense $ 1,581 $ 1,055 $ 2,645 $ 2,207

The unrecognized compensation cost related to non-vested stock options outstanding at March 31, 2023, net of estimated forfeitures, was $ 10.1 million, which is expected to be recognized over a weighted-average remaining vesting period of 2.7 years.

The weighted-average remaining contractual term of outstanding options as of March 31, 2023, was approximately

The total fair value of stock options vested during the three months ended March 31, 2023 and 2022, were $ 1.9 million and $ 1,000 , respectively.

The unrecognized compensation cost related to non-vested stock options outstanding at June 30, 2023, net of estimated forfeitures, was $ 8.4 million, which is expected to be recognized over a weighted-average remaining vesting period of 2.5 years.

The weighted-average remaining contractual term of outstanding options as of June 30, 2023, was approximately 8.4

The total fair value of stock options vested during the six months ended June 30, 2023 and 2022, were $ 3.2 million and $ 3.0 million, respectively.

The estimated fair value of stock option awards was determined on the date of grant using the Black-Scholes option valuation model with the following weighted-average assumptions during the following periods indicated:

Three Months Ended March 31,

Six Months Ended June 30,

Risk-free interest rate 3.61 % 1.87 %

11 unchanged sentences

Granted 2,088,608 $ 1.71

Canceled / Forfeited ( 1,725 ) $ 7.98

Expired ( 476,846 ) $ 6.93

Balance outstanding, March 31, 2023 6,396,895 $ 4.66 $ 34,107

Exercisable at March 31, 2023 2,427,304 $ 6.57 $ 20,517

Vested and expected to vest at March 31, 2023 6,187,656 $ 4.73 $ 33,160

Forfeited and expired ( 554,405 ) $ 7.12

Balance outstanding, June 30, 2023 6,603,661 $ 4.49 $ 23,351

Exercisable at June 30, 2023 2,766,027 $ 6.16 $ 21,713

Vested and expected to vest at June 30, 2023 6,410,335 $ 4.55 $ 23,269

2021 Equity Incentive Plan

3 unchanged sentences

On June 9, 2022, the shareholders approved an increase of shares authorized in the 2021 Plan to 5,150,000 from 3,150,000 .

As of March 31, 2023, there were 2,180,898 shares available for issuance under the 2021 Plan.

As of June 30, 2023, there were 2,013,871 shares available for issuance under the 2021 Plan.

2014 Equity Incentive Plan

2 unchanged sentences

The Company issues equity awards to certain new employees as inducement grants outside of its 2021 Plan.

As of March 31, 2023, an aggregate of 1,345,208 shares were issuable upon the exercise of inducement grant stock options approved by the Company.

As of June 30, 2023, an aggregate of 1,385,240 shares were issuable upon the exercise of inducement grant stock options approved by the Company.

Modification of Stock Options

In June 2023 the Company modified stock options for a departing employee.

The modification resulted in an incremental stock-based compensation expense of $ 0.6 million during the three month period ended June 30, 2023.

A summary of warrant activity and changes in warrants outstanding, including both liability and equity classifications is presented below:

5 unchanged sentences

Expired ( 1,553,020 ) $ 10.54

Balance outstanding, March 31, 2023 4,296,472 $ 3.89 1.8 years

Balance outstanding, June 30, 2023 2,807,948 $ 2.45 2.5 years

Preferred Stock

1 unchanged sentence

Shares outstanding

Class Par value Shares designated As of March 31,

Class Par value Shares designated As of June 30,

2023 As of December 31,

4 unchanged sentences

Series E Convertible Preferred Stock $ 0.001 865,824 — —

Subsequent to quarter-end the Company filed a certificate of elimination and the Series B, C, D & E preferred stock have been eliminated from authorized series of preferred stock.

Commitments and Contingencies

7 unchanged sentences

and (b) upon filing of the first NDA or equivalent for the first product candidate.

During the three months ended March 31, 2023 and 2022 no milestone or royalty payments were made.

During the six months ended June 30, 2023 and 2022 no milestone or royalty payments were made.

The Company is a party to various agreements under which it licenses technology on an exclusive basis in the field of oncology therapeutics.

2 unchanged sentences

These royalty payments are calculated as a percent of revenue.

For the three months ended March 31, 2023 and 2022, payments have not been material.

For the six months ended June 30, 2023 and 2022, payments have not been material.

Cardiff Oncology does not believe that it has legal liabilities that are probable or reasonably possible that require either accrual or disclosure.

From time to time, the Company may become involved in various lawsuits and legal proceedings that arise in the ordinary course of business.

Litigation is subject to inherent uncertainties, and an adverse result in matters may arise

from time to time that may harm the Company’s business.

Litigation is subject to inherent uncertainties, and an adverse result in matters may arise from time to time that may harm the Company’s business.

As of the date of this report, management believes that there are no claims against the Company, which it believes will result in a material adverse effect on the Company’s business or financial condition.

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