Item 5. Market for Registrant’s Common Equity
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.
Market Information
Our common stock has traded on the Nasdaq Global Select Market under the symbol “DYN” since September 17, 2020. Prior to that date, there was no public trading market for our common stock.
Holders
As of January 31, 2021, we had 47 holders of record of our common stock. The actual number of stockholders is greater than the number of record holders, and includes stockholders who are beneficial owners, but whose shares are held in street name by brokers and other nominees. The number of holders of record also does not include stockholders whose shares may be held in trust by other entities.
Dividend Policy
We have never declared or paid cash dividends on our common stock since our inception. We currently intend to retain all available funds and any future earnings to fund the development and expansion of our business, and we do not anticipate paying any cash dividends in the foreseeable future. Any future determination to declare and pay dividends will be made at the discretion of our board of directors and will depend on then-existing conditions, including our results of operations, financial condition, contractual restrictions, capital requirements, business prospects and other factors our board of directors may deem relevant.
Securities Authorized for Issuance Under Equity Compensation Plans
Information about our equity compensation plans is incorporated by reference herein to Item 12 Part III of this Annual Report on Form 10-K.
Unregistered Sales of Equity Securities
Issuances of Preferred Stock
In March 2020 and July 2020, we issued and sold an aggregate of 19,500,000 shares of our Series A preferred stock to four investors at a price per share of $1.00 in cash, for an aggregate purchase price of $19,500,000.
In August 2020, we issued and sold an aggregate of 41,159,724 shares of our Series B preferred stock to 19 investors at a price per share of $2.811 in cash, for an aggregate purchase price of approximately $115,699,984.
Upon the closing of our IPO, all of the outstanding shares of our Series A preferred stock and Series B preferred stock converted into shares of our common stock on a 0.3015-to-one basis (when rounded to the nearest ten-thousandth).
No underwriters were involved in the foregoing issuances of securities. These securities described above were issued to investors in reliance upon the exemption from the registration requirements of the Securities Act, as set forth in Section 4(a)(2) under the Securities Act and, in certain cases, Regulation D thereunder, relative to transactions by an issuer not involving any public offering, to the extent an exemption from such registration was required. The recipients of securities in each of these transactions acquired the securities for investment only and not with a view to or for sale in connection with any distribution thereof, and appropriate legends were affixed to the securities issued in these transactions. Each of the purchasers in these transactions was an accredited investor within the meaning of Rule 501 of Regulation D under the Securities Act. All purchasers received written disclosures that the securities
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had not been registered under the Securities Act and that any resale must be made pursuant to a registration statement or an available exemption from such registration.
Stock Option Grants and Exercises
During the year ended December 31, 2020 prior to the pricing of our IPO on September 16, 2020, we granted unregistered stock options to purchase an aggregate of 5,009,333 shares of common stock, with exercise prices ranging from $1.03 to $5.54 per share, to our employees, directors, advisors and consultants pursuant to our 2018 Stock Incentive Plan, or the 2018 Plan. During the year ended December 31, 2020 prior to the pricing of our IPO on September 16, 2020, 28,902 shares of common stock were issued upon the exercise of unregistered stock options granted pursuant to the 2018 Plan for aggregate consideration of $23,497.
The issuances of stock options and shares of common stock upon exercise thereof that are described above were deemed to be exempt from registration pursuant to Section 4(a)(2) of the Securities Act or Rule 701 promulgated under the Securities Act as transactions pursuant to compensatory benefit plans. The shares of common stock issued upon the exercise of stock options are deemed to be restricted securities for purposes of the Securities Act. On September 17, 2020, we filed a registration statement on Form S-8 under the Securities Act to register all of the shares of our common stock subject to outstanding stock options and all shares of our common stock otherwise issuable pursuant to our equity compensation plans.
Use of Proceeds from our Public Offering of Common Stock
On September 21, 2020, we closed our IPO of our common stock pursuant to which we issued and sold 14,089,314 shares of our common stock, including 1,837,736 shares sold by us pursuant to the full exercise of the underwriters’ option to purchase additional shares at a price to the public of $19.00 per share for aggregate gross proceeds of $267.7 million.
All of the shares issued and sold in the IPO were registered under the Securities Act of 1933, as amended, pursuant to a Registration Statement on Form S-1 (File No. 333-248414), which was declared effective by the SEC on September 16, 2020. J.P. Morgan Securities LLC, Jefferies LLC, Piper Sandler & Co. and Stifel, Nicolaus & Company, Incorporated acted as joint book-running managers for our IPO.
We received aggregate net proceeds of approximately $246.4 million after deducting underwriting discounts and commissions and offering expenses payable by us.
As of December 31, 2020, we have used approximately $30.8 million of the net proceeds from the IPO for the continued research and development of our programs, continued development and enhancement of our proprietary FORCE platform and for working capital and other general corporate purposes. There has been no material change in our planned use of the net proceeds from the offering as described in our final prospectus filed pursuant to Rule 424(b)(4) under the Securities Act with the SEC on September 17, 2020.
Item 6. Selected Financial Data.
We are a smaller reporting company as defined by Rule 12b-2 of the Exchange Act and are not required to provide the information requested under this item.
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