What changed in this filing

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Item 1. Financial Statements

2022-08-03 compared with 2022-05-06 · 100 added, 85 removed, 312 unchanged (37% of the section changed)

18 unchanged sentences

Commitments and contingencies (Note 7)

Preferred stock, $ 0.001 par value per share;

10,000,000 shares authorized;

issued or outstanding as of June 30, 2022;

no shares authorized, issued or

outstanding as of December 31, 2021

Common stock, $ 0.001 par value per share;

200,000,000 shares

authorized as of March 31, 2022 and December 31, 2021, respectively;

shares issued and outstanding as of March 31, 2022 and

authorized as of June 30, 2022 and December 31, 2021, respectively;

26,287,264 shares issued and outstanding as of June 30, 2022 and

December 31, 2021, respectively

8 unchanged sentences

Three Months Ended

Six Months Ended

Operating expenses:

12 unchanged sentences

Other comprehensive income:

Unrealized loss on investments

Unrealized gain (loss) on investments

Comprehensive loss

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

CONDENSED CONSOLIDATED STATEMENTS OF AND STOCKHOLDERS’ EQUITY

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

(in thousands, except share and per share data)

COMPREHENSIVE

TOTAL STOCKHOLDERS’

STOCKHOLDERS’

INCOME (LOSS)

4 unchanged sentences

Balance at March 31, 2021

Stock-based compensation

Issuance of common stock

under ATM offering, net of issuance

costs of $ 357

Exercise of stock options and issuance of stock under the

Employee Stock Purchase Plan

Unrealized loss on

Balance at June 30, 2021

COMPREHENSIVE

5 unchanged sentences

Balance at March 31, 2022

Stock-based compensation

Unrealized gain on

Balance at June 30, 2022

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

1 unchanged sentence

(in thousands)

Three Months Ended

Six Months Ended

Cash flows from operating activities:

3 unchanged sentences

Amortization and accretion on investments

Non-cash lease expense

Changes in operating assets and liabilities:

10 unchanged sentences

Cash flows from financing activities:

Proceeds from ATM offering, net of underwriting discounts and commissions

Payment of issuance costs

1 unchanged sentence

Net cash provided by financing activities

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

Net increase in cash, cash equivalents and restricted cash

Cash, cash equivalents and restricted cash, beginning of period

1 unchanged sentence

Supplemental disclosure of non-cash investing and financing activities:

Deferred offering costs included in accounts payable and accrued expenses

Offering costs included in accounts payable and accrued expenses

Right of use asset obtained in exchange for lease liabilities

Purchases of property and equipment included in accrued expenses

Property and equipment purchases included in accrued expenses

Unrealized loss on investments

The following table provides a reconciliation of the cash, cash equivalents, and restricted cash balances as of each of the periods shown above:

Three Months Ended

Six Months Ended

Cash and cash equivalents

10 unchanged sentences

Even if the Company’s product development efforts are successful, it is uncertain when, if ever, the Company will realize revenue from product sales.

In April 2022, the Company announced the results from interim analyses of its Ardent Phase 2b clinical trial of tovinontrine (IMR-687) in patients with sickle cell disease (“SCD”) and Forte Phase 2b clinical trial of tovinontrine in patients with ß-thalassemia.

On April 5, 2022, the Company announced the results from interim analyses of its Ardent Phase 2b clinical trial of tovinontrine (IMR-687) in patients with sickle cell disease (“SCD”) and Forte Phase 2b clinical trial of tovinontrine in patients with ß-thalassemia.

Based on the data generated by these interim analyses, the Company decided to discontinue the Ardent and Forte trials as well as the further development of tovinontrine in SCD and ß-thalassemia.

1 unchanged sentence

In connection with these events, the Company’s Board of Directors approved a reduction in workforce designed to substantially reduce the Company’s operating expenses while it undertakes a comprehensive assessment of its strategic options to maximize stockholder value.

The Company estimates that it will incur total expenses relating to the Workforce Reduction of approximately $ 2.1 million, which is comprised of notice and employee severance and retention payments.

To date, the Company has funded its operations primarily through the sale of common stock and the sale of convertible preferred stock.

2 unchanged sentences

The Company also simultaneously entered into a sales agreement with Cantor Fitzgerald & Co, LLC, as sales agent, providing for the offering, issuance and sale by the Company of up to an aggregate $ 75.0 million of its common stock from time to time in “at-the-market” offerings under the Shelf.

As of March 31, 2022, the Company had issued and sold 231,291 shares of common stock under the sales agreement, resulting in net proceeds of $ 1.4 million after deducting commissions and offering expenses.

As of June 30, 2022, the Company had issued and sold 231,291 shares of common stock under the sales agreement, resulting in net proceeds of $ 1.4 million after deducting commissions and offering expenses.

On July 16, 2021, the Company completed a public offering of shares of its common stock.

1 unchanged sentence

The Company has incurred recurring negative cash flows since inception and has funded its operations primarily from the sale of convertible preferred stock and proceeds from the IPO and subsequent common stock offerings.

As of March 31, 2022 the Company had cash, cash equivalents and investments of $ 72.9 million and an accumulated deficit of approximately $ 162.1 million.

As of June 30, 2022, the Company had cash, cash equivalents, and investments of $ 60.3 million and an accumulated deficit of approximately $ 173.6 million.

The Company expects its operating losses and negative operating cash flows to continue into the foreseeable future.

The Company previously identified conditions and events that raise substantial doubt about its ability to continue as a going concern.

As described above, t he Company made the decision to discontinue development of tovinontrine in sickle cell disease, β-thalassemia and heart failure with preserved ejection fraction, as well to discontinue its development plans with respect to IMR-261 .

As a result, the Company believes its cash, cash equivalents and investments as of March 31, 2022 will be sufficient to fund its operating expenses and capital expenditure requirements for at least twelve months from the date of filing this Quarterly Report on Form 10-Q.

As described above, the Company made the decision to discontinue development of tovinontrine in sickle cell disease, β-thalassemia and heart failure with preserved ejection fraction, as well to discontinue its development plans with respect to IMR-261.

As a result, the Company believes its cash, cash equivalents and investments as of June 30, 2022 will be sufficient to fund its operating expense requirements for at least twelve months from the date of filing this Quarterly Report on Form 10-Q.

If the Company decides to pursue any future product development efforts, it will need additional funding to support its planned operating activities.

There can be no assurances, however, that the current operating plan will be achieved or that additional funding

will be available on terms acceptable to the Company, or at all.

If the Company is unable to obtain sufficient funding, it could be required to delay its development efforts, limit activities and reduce research and development costs, which could adversely affect its business prospects .

There can be no assurances, however, that the current operating plan will be achieved or that additional funding will be available on terms acceptable to the Company, or at all.

Summary of Significant Accounting Policies

6 unchanged sentences

The unaudited condensed consolidated interim financial statements have been prepared on the same basis as the audited financial statements.

In the opinion of the Company’s management, the accompanying unaudited condensed consolidated interim financial statements contain all adjustments which are necessary to present fairly the Company’s financial position as of March 31, 2022, the results of its operations for the three months ended March 31, 2022 and 2021 and cash flows for the three months ended March 31, 2022 and 2021.

In the opinion of the Company’s management, the accompanying unaudited condensed consolidated interim financial statements contain all adjustments which are necessary to present fairly the Company’s financial position as of June 30, 2022, the results of its operations for the three and six months ended June 30, 2022 and 2021 and cash flows for the six months ended June 30, 2022 and 2021.

Such adjustments are of a normal and recurring nature.

The results for the three months ended March 31, 2022 are not necessarily indicative of the results for the year ending December 31, 2022, or for any future period.

The results for the three and six months ended June 30, 2022 are not necessarily indicative of the results for the year ending December 31, 2022, or for any future period.

Principles of Consolidation

4 unchanged sentences

The significant accounting policies and estimates used in the preparation of the accompanying unaudited condensed consolidated financial statements are described in the Company’s audited consolidated financial statements for the year ended December 31, 2021 included in the Company’s Annual Report.

There have been no material changes in the Company’s significant accounting policies during the three months ended March 31, 2022.

There have been no material changes in the Company’s significant accounting policies during the three and six months ended June 30, 2022.

Use of Estimates

8 unchanged sentences

Comprehensive loss includes net loss and certain changes in stockholders’ equity that are excluded from net loss.

The Company’s comprehensive loss includes unrealized losses on available-for-sale debt securities for the three months ended March 31, 2022 and 2021.

The Company’s comprehensive loss includes unrealized gains and losses (net) on available-for-sale debt securities for the three and six months ended June 30, 2022 and 2021.

Recently Issued Accounting Pronouncements

6 unchanged sentences

The following table presents information about the Company’s financial assets and liabilities measured at fair value on a recurring basis and indicates the level of the fair value hierarchy utilized to determine such fair values (in thousands):

March 31, 2022

June 30, 2022

Quoted Prices in

5 unchanged sentences

Marketable securities:

Commerical paper

Commercial paper

Corporate debt securities

Total financial assets

December 31, 2021

8 unchanged sentences

Corporate debt securities

As of March 31, 2022 and December 31, 2021, the Company’s Level 1 financial assets consisted of cash equivalents held in money market funds, which are valued using quoted market prices in active markets without any valuation adjustment.

Total financial assets

As of June 30, 2022 and December 31, 2021, the Company’s Level 1 financial assets consisted of cash equivalents held in money market funds, which are valued using quoted market prices in active markets without any valuation adjustment.

The financial assets valued based on Level 2 inputs consist of corporate debt securities and commercial paper, which consist of investments in highly-rated investment-grade securities.

3 unchanged sentences

The Company validates the prices provided by its third-party pricing sources by understanding the models used, obtaining market values from other pricing sources and analyzing pricing data in certain instances.

During the three months ended March 31, 2022 and the year ended December 31, 2021, there were no transfers between fair value measurement levels.

During the three and six months ended June 30, 2022 and the year ended December 31, 2021, there were no transfers between fair value measurement levels.

The carrying values of other current assets, accounts payable and accrued expenses approximate their fair values due to the short-term nature of these assets and liabilities.

As of March 31, 2022 and December 31, 2021, the Company had short-term investments consisting of corporate debt securities and commercial paper, which are considered to be available-for-sale investments.

As of June 30, 2022 and December 31, 2021, the Company had short-term investments consisting of corporate debt securities and commercial paper, which are considered to be available-for-sale investments.

These are included in short-term investments on the condensed consolidated balance sheets, even though the stated maturity date may be one year or more beyond the current balance sheet date, as the Company views those securities as available for use in current operations, if needed.

The following table summarizes the Company’s investments (in thousands):

March 31, 2022

June 30, 2022

Amortized Cost

9 unchanged sentences

Corporate debt securities

As of March 31, 2022, the Company held six available-for-sale securities with an aggregate value of approximately $ 13.7 million in an unrealized loss position for less than twelve months.

As of December 31, 2021, the Company held seven available-for-sale securities with an aggregate value of approximately $ 15.8 million in an unrealized loss position for less than twelve months.

As of June 30, 2022, the Company held five available-for-sale securities with an aggregate value of approximately $ 11.1 million in an unrealized loss position for less than twelve months.

As of December 31, 2021, the Company held seven available-for-sale securities in unrealized loss positions with an aggregate value of approximately $ 15.8 million in an unrealized loss position for less than twelve months.

The Company has the intent and ability to hold such securities until recovery.

The Company determined that there was no material change in the credit risk of these investments .

As a result, the Company determined it did not hold any investments with an other-than-temporary impairment as of March 31, 2022 and December 31, 2021.

As a result, the Company determined it did not hold any investments with an other-than-temporary impairment as of June 30, 2022 and December 31, 2021.

Accrued Expenses

5 unchanged sentences

Total accrued expenses

Accrued Research and Development Expenses

The Company’s spend on tovinontrine and IMR-261 significantly declined in the second quarter of 2022 following the Company’s April 2022 decision to discontinue development of each program.

The Company does not expect to incur material costs for these programs beyond the second quarter of 2022.

Restructuring Costs

On April 12, 2022, the Company’s Board of Directors approved a reduction of the Company’s workforce (the “Workforce Reduction”) by approximately 83 % across all areas of the Company, to a total of six remaining full-time employees.

The Workforce Reduction followed the Company’s decision to discontinue development of tovinontrine, as well to discontinue its development plans with respect to IMR-261.

The Workforce Reduction was substantially completed during the three and six months ended June 30, 2022.

The Company currently estimates that it will incur total expenses relating to the Workforce Reduction of approximately $ 2.1 million, which is comprised of notice and employee severance and retention payments.

The Company records these charges in accordance with ASC 420, Exit or Disposal Cost Obligations , and have included them as operating expenses in the condensed

statements of operations and comprehensive loss .

During the three and six months ended June 30, 20 22 , the Company recorded severance and retention expense of approximately $ 1.9 million related to the Workforce Reduction .

The Company expects to record the remaining $ 0.2 million of severance and retention expense during the third quarter of 2022 .

Liabilities associated with restructuring activities were approximately $ 0.2 million as of June 30 , 202 2.

License Agreements

4 unchanged sentences

and (3) a sublicensing right that allows the Company to grant sublicenses to third parties to use the Licensed Technology subject to the certain terms detailed in the Lundbeck Agreement.

Under the Lundbeck Agreement, the Company is subject to certain achievement dates for

development milestones as defined in the agreement.

Under the Lundbeck Agreement, the Company is subject to certain achievement dates for development milestones as defined in the agreement.

The regulatory milestones due under the Lundbeck Agreement depend on the products being developed.

2 unchanged sentences

To date, pursuant to the Lundbeck Agreement, the Company has made cash payments to Lundbeck of $ 1.8 million consisting of an upfront payment and ongoing milestone payments, which were recorded as research and development expenses.

No payments were made during the year ended December 31, 2021, or for the three months ended March 31, 2022.

No payments were made during the year ended December 31, 2021, or for the three and six months ended June 30, 2022.

As partial consideration for the license, the Company issued 167,523 shares of common stock to Lundbeck, which represented 8.0 % of the Company’s then outstanding equity pursuant to a restricted stock agreement.

6 unchanged sentences

In May 2019, the Company entered into an operating lease agreement (the “May 2019 Lease Agreement”) for office space totaling 4,210 square feet, located in Boston, Massachusetts with a 62 -month term.

The lease includes a rent escalation clause which results in cash rental payments of approximately $ 0.3 million annually.

Rent expense is being recognized on a straight-line basis over the lease term.

In addition to the base rent, the Company is also responsible for its share of operating expenses, electricity and real estate taxes, in accordance with the terms of the May 2019 Lease Agreement.

The Company provided a security deposit of approximately $ 0.1 million in May 2019, which is included as a component of other assets on the Company’s unaudited condensed consolidated balance sheets as of March 31, 2022 and consolidated balance sheet as of December 31, 2021.

The lease included a rent escalation clause which resulted in cash rental payments of approximately $ 0.3 million annually.

Rent expense was being recognized on a straight-line basis over the lease term.

In addition to the base rent, the Company was also responsible for its share of operating expenses, electricity and real estate taxes, in accordance with the terms of the May 2019 Lease Agreement.

The Company provided a security deposit of approximately $ 0.1 million in May 2019, which is included as a component of other assets on the Company’s unaudited condensed consolidated balance sheets as of June 30, 2022 and consolidated balance sheet as of December 31, 2021.

The Company occupied the space in August 2019 and commenced recognition of rent expense.

1 unchanged sentence

Under the terms of the June 2021 Amended Lease Agreement, the Company expanded its current premises in Boston, Massachusetts by an additional 5,026 square feet, bringing the total office space to 9,236 square feet.

The term of the June 2021 Amended Lease Agreement commenced in February 2022 and expires on March 31, 2027 .

The Company has the option to extend the term for one additional five-year period upon the Company’s written notice to the landlord at least 12 months and no more than 15 months in advance of the extension period.

The term of the June 2021 Amended Lease Agreement commenced in February 2022 and, prior to the early termination of the lease discussed below, was set to expire on March 31, 2027 .

Upon commencement of the term of the June 2021 Amended Lease Agreement, the annual base rent obligation increased to approximately $ 0.6 million, with a total cash obligation for base rent over the initial five-year term of the lease of approximately $ 3.1 million.

In addition to the base rent, the Company is also responsible for its share of operating expenses, electricity and real estate taxes.

In addition to the base rent, the Company was also responsible for its share of operating expenses, electricity and real estate taxes.

Upon execution of the June 2021 Amended Lease Agreement, the Company provided an additional security deposit in the amount of $ 0.1 million, with security deposits under the May 2019 Lease Agreement and June 2021 Amended Lease Agreement totaling $ 0.2 million.

The Company recorded rent expense of approximately $ 0.1 million during both the three months ended March 31, 2021 and March 31, 2022.

The following table summarizes the future lease payments due under the June 2021 Amended Lease Agreement (in thousands):

In July 2022, the Company entered into a second amendment and termination of office lease agreement (the “Termination Agreement”) to terminate the lease under the May 2019 Lease Agreement, as amended by the June 2021 Amended Lease Agreement.

The termination of the lease becomes effective on August 7, 2022 as a result of the landlord entering into a new lease agreement with

a third-party tenant for the premises covered by the lease.

As part of the Termination Agreement the Company paid a lease termination fee of $ 0.3 million, which was comprised of forfeiture of its $ 0.2 million security deposit and an additional fee of $ 0.1 million.

In connection with this termination the Company remeasured its right of use assets and operating lease liabilities and recorded a gain of less than $ 0.1 million.

T he Company revised the estimated useful lives of the existing leasehold improvements and furniture placed in service at its premises, which are included as component of property and equipment, net on its unaudited condensed consolidated balance sheets .

This revision resulted in additional depreciation expense of $ 0.4 million recognized during the three months ended June 30, 2022 .

The Company recorded rent expense of approximately $ 0.2 million and $ 0.3 million during the three months and six months ended June 30, 2022, respectively.

The following table summarizes the future lease payments due under the June 2021 Amended Lease Agreement following termination (in thousands):

Total Lease Payments

6 unchanged sentences

The Company may from time to time be party to litigation arising in the ordinary course of business.

The Company was not subject to any material legal proceedings during the three months ended March 31, 2022 and year ended December 31, 2021, and no material legal proceedings are currently pending or, to the best of its knowledge, threatened.

The Company was not subject to any material legal proceedings during the three and six months ended June 30, 2022 and year ended December 31, 2021, and no material legal proceedings are currently pending or, to the best of its knowledge, threatened.

Indemnification Obligations

8 unchanged sentences

Common stockholders are entitled to receive dividends, as may be declared by the Board, if any, subject to the preferential dividend rights of any preferred stock then outstanding.

Through March 31, 2022, no cash dividends have been declared or paid.

As of March 31, 2022, 10,000,000 shares of preferred stock were authorized and no shares of preferred stock were issued or outstanding.

As of March 31, 2022 and December 31, 2021, the Company has reserved for future issuance the following shares of common stock:

Through June 30, 2022, no cash dividends have been declared or paid.

As of June 30, 2022, 10,000,000 shares of preferred stock were authorized and no shares of preferred stock were issued or outstanding.

As of June 30, 2022 and December 31, 2021, the Company has reserved for future issuance the following shares of common stock:

Shares reserved for future issuance under the 2020 Equity Incentive Plan

3 unchanged sentences

The Company’s 2016 Stock Incentive Plan, (the “2016 Plan”) provided for the grant of restricted stock, restricted stock units, stock appreciation rights, incentive stock options, non-statutory stock options and other stock-based awards to employees, officers, members of the Board, consultants and advisors of the Company.

As of the effective date of the 2020 Equity Incentive Plan (the “2020 Plan”) on March 11, 2020, and as of March 31, 2022, no shares remained available for future issuance under the 2016 Plan.

As of the effective date of the 2020 Equity Incentive Plan (the “2020 Plan”) on March 11, 2020, and as of June 30, 2022, no shares remained available for future issuance under the 2016 Plan.

Any options or awards outstanding under the 2016 Plan remain outstanding and effective

10 unchanged sentences

The shares of common stock underlying any awards that expire, terminate, or are otherwise surrendered, cancelled, forfeited or repurchased by the Company under the 2016 Plan or the 2020 Plan will be added back to the shares of common stock available for issuance under the 2020 Plan

As of March 31, 2022, there were 1,431,045 shares available for future issuance under the 2020 Plan.

As of June 30, 2022, there were 2,316,236 shares available for future issuance under the 2020 Plan.

The following table summarizes the Company’s stock option activity:

3 unchanged sentences

Outstanding as of December 31, 2021

Outstanding as of March 31, 2022

Options vested and exercisable as of March 31, 2022

Outstanding as of June 30, 2022

Options vested and exercisable as of June 30, 2022

The aggregate intrinsic value of options is calculated as the difference between the exercise price of the stock options and the fair value of the Company’s common stock for those stock options that had exercise prices lower than the fair value of the common stock as of the end of the period.

The weighted-average grant date fair value of the Company’s stock options granted during the three months ended March 31, 2022 and 2021 was $ 1.04 and $ 9.28 , respectively.

The weighted-average grant date fair value of the Company’s stock options granted during the three and six months ended June 30, 2022 was $ 0.87 and $ 1.02 , respectively.

The weighted-average grant date fair value of the Company’s stock options granted during each of the three and six months ended June 30, 2021 was $ 5.32 and $ 8.36 , respectively.

Restricted Stock Units

3 unchanged sentences

Unvested as of December 31, 2021

Unvested as of March 31, 2022

In connection with the grant of RSUs, the Company recognized stock-based compensation expense of less than $ 0.1 million during the first quarter of 2022.

Total unrecognized compensation cost related to the unvested RSUs was $ 0.6 million, which is expected to be recognized over a period of 3.83 years.

Performance-based awards

The Company granted stock options to purchase an aggregate of 220,928 shares of common stock to certain employees, officers and consultants and advisors of the Company on May 16, 2019, June 5, 2019 and September 21, 2019, which contained performance-based vesting criteria.

Vesting of these options was contingent on the closing of the second tranche of Series B Preferred Stock financing.

Stock-based compensation expense associated with performance-based stock options is recognized if the performance conditions are considered probable of being achieved, using management’s best estimates.

As a result of the performance condition being met on February 25, 2020, these options vested as to 25 % of the shares underlying each option on February 25, 2021 and will vest as to the remainder of the shares in equal quarterly installments for three years thereafter.

The Company recognized stock-based compensation expense of less than $ 0.1 million and $ 0.1 million for these options during the three months ended March 31, 2022 and 2021, respectively.

Unvested as of June 30, 2022

Stock-Based Compensation

Stock-based compensation expense included in the Company’s unaudited condensed consolidated statements of operations and comprehensive loss is as follows (in thousands):

Three Months Ended March 31,

Three Months Ended June 30,

Six Months Ended June 30,

Research and development

1 unchanged sentence

Total stock-based compensation expense

As of March 31, 2022 and December 31, 2021, total unrecognized compensation cost related to the unvested stock-based awards was $ 9.3 million and $ 9.4 million, respectively, which is expected to be recognized over a weighted-average period of 2.58 and 2.65 years, respectively.

2020 Employee Stock Purchase Plan

On October 1, 2019, the Company’s board of directors adopted, and on February 26, 2020, the Company’s stockholders approved the 2020 Employee Stock Purchase Plan (the “2020 ESPP”), which became effective on March 11, 2020.

The 2020 ESPP initially provides participating employees with the opportunity to purchase up to an aggregate of 193,216 shares of the Company’s common stock.

The number of shares of the Company’s common stock reserved for issuance under the 2020 ESPP will automatically increase on the first day of each fiscal year, beginning with the fiscal year commencing on January 1, 2021 and continuing until, and including, the fiscal year commencing on January 1, 2031, in an amount equal to the lowest of (i) 386,432 shares of the Company’s common stock, (ii) 1 % of the number of shares of the Company’s common stock outstanding on the first day of such fiscal year and (iii) an amount determined by the Company’s board of directors.

The Company’s board of directors decided not to increase the number of shares of the Company’s common stock reserved for issuance under the 2020 ESPP for the 2021 fiscal year.

On January 1, 2022, 262,872 additional shares were reserved for issuance under the 2020 ESPP pursuant to this provision.

No shares were purchased during the three months ended March 31, 2022 .

The Company recorded stock-based compensation expense related to the 2020 ESPP of less than $ 0.1 million.

As of March 31, 2022 , 438,539 shares of the Company’s common stock remained available for issuance under the 2020 ESPP.

As of March 31, 2022, there was less than $ 0.1 million of total unrecognized stock-based compensation expense related to the ESPP.

The expense is expected to be recognized over a period of 2.5 months.

As of June 30, 2022 and December 31, 2021, total unrecognized compensation cost related to the unvested stock-based awards was $ 3.7 million and $ 9.4 million, respectively, which is expected to be recognized over a weighted-average period of 2.20 and 2.65 years, respectively.

Deferred tax assets and deferred tax liabilities are recognized based on temporary differences between the financial reporting and tax basis of assets and liabilities using statutory rates.

16 unchanged sentences

The Company recognized an ERC of approximately $ 1.0 million as an offset to payroll tax expenses for the year ended December 31, 2021.

The Company did no t recognize an ERC for the three months ended March 31, 2022.

The Company did no t recognize an ERC for the three and six months ended June 30, 2022.

Net Loss Per Share

4 unchanged sentences

Three Months Ended

Six Months Ended

Options to purchase common stock

7 unchanged sentences

Lundbeckfond Invest A/S also purchased 187,500 shares of common stock in the IPO.

This reflects a 4.9 % and a 5.0 % ownership interest on a fully diluted basis as of March 31, 2022 and December 31, 2021, respectively.

This reflects a 5.0 % ownership interest on a fully diluted basis as of June 30, 2022 and December 31, 2021.

Mette Kirstine Agger, who was a member of our board of directors until June 29, 2021, is a Managing Partner at Lundbeckfonden Ventures, which is an affiliate of Lundbeckfond Invest A/S.

2 unchanged sentences

All shares of preferred stock converted into shares of common stock upon closing of the IPO.

This reflects a 1.8 % and a 1.8 % ownership interest on a fully diluted basis as of March 31, 2022 and December 31, 2021, respectively.

This reflects a 1.8 % ownership interest on a fully diluted basis as of June 30, 2022 and December 31, 2021.

Lundbeck did not participate in the Series B Preferred Stock financing.

4 unchanged sentences

Matching contributions to the plan may be made at the discretion of the Board.

The Company made no contributions for the three months ended March 31, 2022 and 2021, and has made $ 0.3 million of contributions to the plan to date.

Subsequent Events

The Workforce Reduction follows the Company’s decision to discontinue development of tovinontrine, as well to discontinue its development plans with respect to IMR-261.

The Workforce Reduction is expected to be substantially completed by the end of the second quarter of 2022.

The Workforce Reduction is designed to substantially reduce the Company’s operating expenses while the Company undertakes a comprehensive assessment of its strategic options to maximize stockholder value .

In connection with the Workforce Reduction, the Company expects to record a one-time restructuring charge of approximately $ 2.0 million to $ 2.2 million primarily related to severance, healthcare coverage and other employee termination-related costs in the second quarter of 2022.

The Company expects to incur additional costs in connection with the termination of the Ardent and Forte Phase 2b clinical trials of tovinontrine and its decision to discontinue development of tovinontrine, however the amount of such costs are not determinable as of the date of this Quarterly Report on Form 10-Q.

The Company made $ 0.1 million of contributions for the three and six months ended June 30, 2022 and has made $ 0.3 million of contributions to the plan to date.

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