What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2023-11-03 compared with 2023-08-02 · 109 added, 58 removed, 245 unchanged (41% of the section changed)

3 unchanged sentences

(amounts in thousands, except share and per share data)

September 30,

2023 December 31,

Current assets:

8 unchanged sentences

Restricted cash and other non-current assets 5,755 5,253

Total assets $ 504,650 $ 514,321

LIABILITIES AND STOCKHOLDERS’ EQUITY

14 unchanged sentences

195,000,000 shares authorized;

81,616,909 and 68,847,382 shares issued and outstanding at June 30, 2023 and December 31, 2022, respectively

81,668,796 and 68,847,382 shares issued and outstanding at September 30, 2023 and December 31, 2022, respectively

Additional paid-in capital 1,574,382 1,442,405

1 unchanged sentence

Accumulated deficit ( 1,212,476 ) ( 1,078,131 )

( 1,167,457 )

( 1,078,131 )

Total stockholders’ equity 360,462 360,680

5 unchanged sentences

Three Months Ended

Six Months Ended

September 30, Nine Months Ended

September 30,

2023 2022 2023 2022

Collaboration and other research and development revenues $ 5,336 $ 42 $ 18,074 $ 13,176

5 unchanged sentences

Other income, net:

Other (expense) income, net

Other income (expense), net — 1 ( 1,590 ) 4

Interest income, net 5,144 1,793 12,464 2,806

Total other income, net 5,144 1,794 10,874 2,810

Net loss $ ( 45,019 ) $ ( 55,726 ) $ ( 134,345 ) $ ( 159,694 )

Net loss per share, basic and diluted $ ( 0.55 ) $ ( 0.81 ) $ ( 1.81 ) $ ( 2.33 )

5 unchanged sentences

Three Months Ended

Six Months Ended

September 30, Nine Months Ended

September 30,

2023 2022 2023 2022

Net loss $ ( 45,019 ) $ ( 55,726 ) $ ( 134,345 ) $ ( 159,694 )

Other comprehensive loss:

Unrealized (loss) gain on marketable debt securities

Unrealized gain (loss) on marketable debt securities 833 ( 904 ) 2,149 ( 3,798 )

Comprehensive loss $ ( 44,186 ) $ ( 56,630 ) $ ( 132,196 ) $ ( 163,492 )

3 unchanged sentences

(amounts in thousands, except share data)

Common Stock Additional

Capital Accumulated

Comprehensive

(Loss) Gain Other

Deficit Total

Stockholders’

Shares Amount

Balance at December 31, 2022 68,847,382 $ 7 $ 1,442,405 $ ( 3,601 ) $ ( 1,078,131 ) $ 360,680

( 1,078,131 )

Exercise of stock options

Vesting of restricted common stock awards 146,209 — — — — —

1 unchanged sentence

Unrealized gain on marketable debt securities — — — 1,322 — 1,322

Net loss — — — — ( 49,036 ) ( 49,036 )

Balance at March 31, 2023 68,993,591 $ 7 $ 1,446,912 $ ( 2,279 ) $ ( 1,127,167 ) $ 317,473

( 1,127,167 )

Issuance of common stock from public offering, net commissions, underwriting discounts and offering costs 12,500,000 1 117,078 — — 117,079

4 unchanged sentences

Unrealized loss on marketable debt securities — — — ( 6 ) — ( 6 )

Net loss — — — — ( 40,290 ) ( 40,290 )

Balance at June 30, 2023 81,616,909 $ 8 $ 1,569,651 $ ( 2,285 ) $ ( 1,167,457 ) $ 399,917

( 1,167,457 )

Stock-based compensation expense — — 4,731 — — 4,731

Vesting of restricted common stock awards 51,887 — — — — —

Unrealized gain on marketable debt securities — — — 833 — 833

Net loss — — — — ( 45,019 ) ( 45,019 )

Balance at September 30, 2023 81,668,796 $ 8 $ 1,574,382 $ ( 1,452 ) $ ( 1,212,476 ) $ 360,462

Common Stock Additional

Capital Accumulated

Comprehensive

Deficit Total

Stockholders’

Shares Amount

Balance at December 31, 2021 68,435,257 $ 7 $ 1,411,827 $ ( 493 ) $ ( 857,699 ) $ 553,642

3 unchanged sentences

Unrealized loss on marketable debt securities — — — ( 2,016 ) — ( 2,016 )

Net loss — — — — ( 50,515 ) ( 50,515 )

Balance at March 31, 2022 68,602,664 $ 7 $ 1,423,476 $ ( 2,509 ) $ ( 908,214 ) $ 512,760

4 unchanged sentences

Unrealized loss on marketable debt securities — — — ( 878 ) — ( 878 )

Net loss — — — — ( 53,453 ) ( 53,453 )

Balance at June 30, 2022 68,718,434 $ 7 $ 1,430,461 $ ( 3,387 ) $ ( 961,667 ) $ 465,414

Exercise of stock options 4,976 — 80 — — 80

Vesting of restricted common stock awards 38,319 — — — — —

Stock-based compensation expense — — 5,881 — — 5,881

Unrealized loss on marketable debt securities — — — ( 904 ) — ( 904 )

Net loss — — — — ( 55,726 ) ( 55,726 )

Balance at September 30, 2022 68,761,729 $ 7 $ 1,436,422 $ ( 4,291 ) $ ( 1,017,393 ) $ 414,745

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

2 unchanged sentences

(amounts in thousands)

Six Months Ended

Nine Months Ended

September 30,

Cash flow from operating activities

Net loss $ ( 134,345 ) $ ( 159,694 )

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

Stock-based compensation expense 14,453 23,930

Depreciation 4,598 4,760

Loss on disposal of fixed assets 1,583 —

Other non-cash items, net

Net amortization of premiums and discounts on marketable securities ( 2,720 ) ( 226 )

Changes in operating assets and liabilities:

13 unchanged sentences

Proceeds from maturities of marketable securities 156,605 354,854

Net cash provided by investing activities

Net cash (used in) provided by investing activities ( 66,571 ) 141,596

Cash flow from financing activities

3 unchanged sentences

Net cash provided by financing activities 117,525 665

Net increase (decrease) in cash, cash equivalents, and restricted cash

Net (decrease) increase in cash, cash equivalents, and restricted cash ( 58,984 ) 7,185

Cash, cash equivalents, and restricted cash, beginning of period 145,399 207,396

2 unchanged sentences

Fixed asset additions included in accounts payable and accrued expenses $ 199 $ 413

Offering expenses included in accounts payable and accrued expenses

Cash paid in connection with operating lease liabilities 9,103 11,894

13 unchanged sentences

In May 2021, the Company entered into a common stock sales agreement with Cowen and Company, LLC (“Cowen”), under which the Company from time to time can issue and sell shares of its common stock through Cowen in at-the-market offerings for aggregate gross sale proceeds of up to $ 300.0 million (the “ATM Facility”).

As of June 30, 2023, the Company has no t sold any shares of its common stock under the ATM Facility.

As of September 30, 2023, the Company has not sold any shares of its common stock under the ATM Facility.

The Company has incurred annual net operating losses in every year since its inception.

The Company expects that its existing cash, cash equivalents and marketable securities at June 30, 2023 will enable it to fund its operating expenses and capital expenditure requirements into the third quarter of 2025.

The Company had an accumulated deficit of $ 1.2 billion at June 30, 2023, and will require substantial additional capital to fund its operations.

The Company expects that its existing cash, cash equivalents and marketable securities at September 30, 2023 , will enable it to fund its operating expenses and capital expenditure requirements into the third quarter of 2025.

The Company had an accumulated deficit of $ 1.2 billion at September 30, 2023, and will require substantial additional capital to fund its operations.

The Company has never generated any product revenue.

9 unchanged sentences

In the opinion of management, the information furnished reflects all adjustments, all of which are of a normal and recurring nature, necessary for a fair presentation of the results for the reported interim periods.

The Company considers events or transactions that occur after the balance sheet date but before the financial statements are issued to provide additional evidence relative to certain estimates or to identify matters that require additional disclosure.

The three months ended June 30, 2023 and 2022 are referred to as the second quarter of 2023 and 2022, respectively.

The Company considers events or transactions that occur after the balance sheet date but before

the financial statements are issued to provide additional evidence relative to certain estimates or to identify matters that require additional disclosure.

The three months ended September 30, 2023 and 2022 are referred to as the third quarter of 2023 and 2022, respectively.

The results of operations for interim periods are not necessarily indicative of results to be expected for the full year or any other interim period.

3 unchanged sentences

Cash Equivalents and Marketable Securities

Cash equivalents and marketable securities consisted of the following at June 30, 2023 (in thousands):

June 30, 2023

Cash equivalents and marketable securities consisted of the following at September 30, 2023 (in thousands):

Cost Allowance

Cash equivalents and marketable securities:

Money market funds

Government agency securities $ 171,404 $ — $ — $ ( 1,197 ) $ 170,207

Treasuries 143,261 — 22 ( 12 ) 143,271

Money market funds 82,537 — — — 82,537

Corporate notes/bonds 38,066 — — ( 254 ) 37,812

Commercial paper 12,598 — — ( 11 ) 12,587

Total $ 447,866 $ — $ 22 $ ( 1,474 ) $ 446,414

Cash equivalents and marketable securities consisted of the following at December 31, 2022 (in thousands):

December 31, 2022

Cost Allowance

Cash equivalents and marketable securities:

2 unchanged sentences

Corporate notes/bonds 57,575 — 2 ( 694 ) 56,883

Treasuries 50,019 — 3 ( 229 ) 49,793

Commercial paper 29,954 — 3 ( 141 ) 29,816

As of June 30, 2023, the Company did no t hold any marketable securities that had been in an unrealized loss position for more than twelve months.

Furthermore, the Company has determined that there were no material changes in the credit risk of the debt securities.

As of June 30, 2023, the Company holds 30 securities with an aggregate fair value of $ 48.1 million that had remaining maturities greater than one year.

There were no realized gains or losses on available-for-sale securities during the six months ended June 30, 2023 or 2022.

Total $ 440,972 $ — $ 19 $ ( 3,620 ) $ 437,371

As of September 30, 2023, the Company did not hold any marketable securities that had been in an unrealized loss position for more than twelve months.

Furthermore, the Company has determined that there were no material changes in the credit risk of the securities.

As of September 30, 2023, the Company holds 29 securities with an aggregate fair value of $ 96.8 million that had remaining maturities greater than one year.

There were no realized gains or losses on available-for-sale securities during the nine months ended September 30, 2023 or 2022.

Fair Value Measurements

Assets measured at fair value on a recurring basis as of June 30, 2023 were as follows (in thousands):

Assets measured at fair value on a recurring basis as of September 30, 2023 were as follows (in thousands):

September 30,

2023 Quoted Prices

Identical Assets

Financial Assets

(Level 1) Significant

(Level 2) Significant

Cash equivalents:

4 unchanged sentences

Commercial paper 12,587 — 12,587 —

Treasuries 143,271 143,271 — —

Restricted cash and other non-current assets:

4 unchanged sentences

Identical Assets

Financial Assets

(Level 1) Significant

(Level 2) Significant

Cash equivalents:

3 unchanged sentences

Corporate bonds 56,883 — 56,883 —

Treasuries 49,793 49,793 — —

Commercial paper 29,816 — 29,816 —

4 unchanged sentences

Accrued expenses consisted of the following (in thousands):

September 30,

2023 December 31,

External research and development expenses $ 17,135 $ 16,452

6 unchanged sentences

Property and equipment, net consisted of the following (in thousands):

September 30,

2023 December 31,

Laboratory equipment $ 24,940 $ 24,407

3 unchanged sentences

Furniture and office equipment 264 264

Software 215 215

Total property and equipment 36,565 37,095

3 unchanged sentences

In the second quarter of 2023 , we entered into a license and service agreement pursuant to which we will lease manufacturing space for our continued research and development activities.

As of June 30, 2023, the lease has not commenced for accounting purposes and it is not expected to commence until the second quarter of 2024.

The lease agreement provides for total remaining lease payments of $ 87.8 million over a 10-year lease term.

As of September 30, 2023, the lease has not commenced for accounting purposes and it is not expected to commence until the second quarter of 2024.

The license and service agreement provides for total remaining lease payments of up to $ 87.8 million over a 10-year lease term.

The Company may terminate the license and service agreement in its discretion upon twelve months' prior written notice.

The Company is a party to a number of license agreements under which the Company licenses patents, patent applications and other intellectual property from third parties.

7 unchanged sentences

As such, the Company anticipates that it has a substantial commitment in connection with these proceedings until such time as these proceedings have been resolved, but the amount of such commitment is not determinable.

The Company incurred an aggregate of $ 1.6 million and $ 4.6 million in expense during the three and six months ended June 30, 2023, respectively, for such reimbursement.

The Company incurred an aggregate of $ 1.8 million and $ 3.9 million in expense during the three and six months ended June 30, 2022, respectively, for such reimbursement.

The Company incurred an aggregate of $ 1.5 million and $ 6.1 million in expense during the three and nine months ended September 30, 2023, respectively, for such reimbursement.

The Company incurred an aggregate of $ 2.2 million and $ 6.1 million in expense during the three and nine months ended September 30, 2022, respectively, for such reimbursement.

Collaboration and Profit-Sharing Agreements

The Company has entered into multiple collaborations, out-licenses and strategic alliances with third parties that typically involve payments to or from the Company, including up-front payments, payments for research and development services, option payments, milestone payments and royalty payments to or from the Company.

The terms and conditions as well as the accounting analysis for the Company’s significant collaborations, out-licenses and strategic alliances are described in Note 9, “Collaboration and Profit-Sharing Agreements” to the consolidated financial

statements included in the Annual Report.

There have been no material changes to the terms and conditions, or the accounting conclusions, previously disclosed in the Annual Report.

Collaboration Revenue

As of June 30, 2023, the Company’s contract liabilities were primarily related to the Company’s collaboration with BMS.

The following table presents changes in the Company’s accounts receivable and contract liabilities for the six months ended June 30, 2023 (in thousands):

For the six months ended June 30, 2023

Balance at December 31, 2022

Balance at June 30, 2023

As of September 30, 2023, the Company’s contract liabilities were primarily related to the Company’s collaboration with BMS.

The following table presents changes in the Company’s accounts receivable and contract liabilities for the nine months ended September 30, 2023 (in thousands):

Balance at December 31, 2022 Additions Deductions Balance at September 30, 2023

Accounts receivable $ 5,145 $ 2,277 $ ( 5,000 ) $ 2,422

1 unchanged sentence

Deferred revenue $ 68,888 $ — $ — $ 68,888

During the three and six months ended June 30, 2023, the Company did not recognize any collaboration revenue that had been allocated to deferred revenue from BMS.

During the three and nine months ended September 30, 2023, the Company did not recognize any collaboration revenue that had been allocated to deferred revenue from BMS.

Stock-based Compensation

1 unchanged sentence

Three Months Ended

Six Months Ended

September 30, Nine Months Ended

September 30,

2023 2022 2023 2022

Research and development $ 2,571 $ 3,045 $ 7,182 $ 9,803

2 unchanged sentences

Restricted Stock Unit Awards

The following is a summary of restricted stock unit awards activity for the six months ended June 30, 2023:

The following is a summary of restricted stock unit awards activity for the nine months ended September 30, 2023:

Shares Weighted Average Grant Date Fair Value Per Share

Unvested restricted stock unit awards as of December 31, 2022 1,499,070 $ 18.70

Unvested restricted stock unit awards as of June 30, 2023

The restricted stock units issued in the six months ended June 30, 2023 include 331,000 units granted to certain employees that contain performance-based vesting provisions.

Issued 1,331,578 $ 8.71

Vested ( 262,588 ) $ 19.87

Forfeited ( 462,777 ) $ 18.86

Unvested restricted stock unit awards as of September 30, 2023 2,105,283 $ 12.20

The restricted stock units issued in the nine months ended September 30, 2023 include 437,842 units granted to certain employees that contain performance-based vesting provisions.

The Company recognizes the fair value of the performance-based units through the expected achievement date if the performance-based vesting provisions are deemed probable.

As of June 30, 2023, total unrecognized compensation expense related to unvested restricted stock unit awards was $ 14.7 million, which the Company expects to recognize over a remaining weighted-average period of 2.67 years.

As of September 30, 2023, total unrecognized compensation expense related to unvested restricted stock unit awards was $ 13.2 million, which the Company expects to recognize over a remaining weighted-average period of 2.54 years.

Stock Options

The following is a summary of stock option activity for the six months ended June 30, 2023:

Weighted Average

Aggregate Intrinsic

Exercise Price

Contractual Life (years)

The following is a summary of stock option activity for the nine months ended September 30, 2023:

Shares Weighted Average

Exercise Price Remaining

Contractual Life (years) Aggregate Intrinsic

Outstanding at December 31, 2022 5,276,148 $ 23.99 8.00 $ 402

Outstanding at June 30, 2023

Exercisable at June 30, 2023

As of June 30, 2023, total unrecognized compensation expense related to stock options was $ 31.5 million, which the Company expects to recognize over a remaining weighted-average period of 2.85 years.

Granted 2,195,300 $ 8.74

Exercised ( 3,122 ) $ 3.38

Cancelled ( 1,467,700 ) $ 30.95

Outstanding at September 30, 2023 6,000,626 $ 16.72 7.83 $ 342

Exercisable at September 30, 2023 2,449,032 $ 22.72 6.34 $ 279

As of September 30, 2023, total unrecognized compensation expense related to stock options was $ 28.1 million, which the Company expects to recognize over a remaining weighted-average period of 2.70 years.

Net Loss per Share

6 unchanged sentences

The following common stock equivalents were excluded from the calculation of diluted net loss per share allocable to common stockholders because their inclusion would have been anti-dilutive:

For the three and six months ended

September 30,

Unvested restricted stock unit awards 2,105,283 1,503,682

Outstanding stock options 6,000,626 5,216,124

Total 8,105,909 6,719,806

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