What changed in this filing

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Item 1. Financial Statements

2021-08-09 compared with 2021-05-13 · 60 added, 51 removed, 339 unchanged (25% of the section changed)

20 unchanged sentences

Convertible preferred stock

Series A preferred stock, $ .0001 par value, no shares and 15,500,000 shares authorized, no shares and 8,187,100 shares issued and outstanding with an aggregate liquidation preference of $ 0 and $ 15,500 as of March 31, 2021 and December 31, 2020, respectively

Series B-1 preferred stock, $ .0001 par value, no shares and 14,934,484 shares authorized, no shares and 7,888,392 issued and outstanding with an aggregate liquidation preference of $ 0 and $ 25,075 as of March 31, 2021 and December 31, 2020, respectively

Series B-2 preferred stock, $ .0001 par value, no shares and 12,358,305 shares authorized, no shares and 6,527,654 shares issued and outstanding with an aggregate liquidation preference of $ 0 and $ 25,075 as of March 31, 2021 and December 31, 2020, respectively

Series C preferred stock, $ .0001 par value, no shares and 24,525,629 shares authorized, no shares and 12,954,423 shares issued and outstanding with aggregate liquidation preference of $ 0 and $ 95,000 as of March 31, 2021 and December 31, 2020, respectively

Total convertible preferred stock

1 unchanged sentence

Preferred stock, $ .0001 par value per share;

200,000,000 shares and no shares authorized as of March 31, 2021 and December 31, 2020, respectively;

no shares issued and outstanding as of March 31, 2021 and December 31, 2020, respectively

200,000,000 shares and no shares authorized as of June 30, 2021 and December 31, 2020, respectively;

no shares issued and outstanding as of June 30, 2021 and December 31, 2020, respectively

Common stock, $ .0001 par value per share;

1,000,000,000 shares and 88,000,000 shares authorized, 49,254,311 shares and 1,009,479 shares issued and outstanding as of March 31, 2021 and December 31, 2020, respectively

1,000,000,000 shares and 88,000,000 shares authorized, 49,261,995 shares and 1,009,479 shares issued and outstanding as of June 30, 2021 and December 31, 2020, respectively

Additional paid-in capital

1 unchanged sentence

Accumulated deficit

Total stockholders' (deficit) equity

Total stockholders' equity (deficit)

Total liabilities, convertible preferred stock and stockholders' equity (deficit)

3 unchanged sentences

(In thousands, except per share data)

Three months ended March 31,

Three months ended June 30,

Six months ended June 30,

Operating expenses

29 unchanged sentences

Balance as of March 31, 2020

Exercise of stock options

Stock-based compensation

Balance as of June 30, 2020

Series A Convertible

15 unchanged sentences

( 12,954,423 )

Initial public offering of common stock, net of $ 2.1 million in offering costs

Initial public offering of common stock, net of $ 16.3 million in issuance costs

Exercise of stock options

2 unchanged sentences

Balance as of March 31, 2021

Exercise of stock options

Stock-based compensation

Other comprehensive loss

Balance as of June 30, 2021

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

2 unchanged sentences

(In thousands)

Three months ended March 31,

Six months ended June 30,

Cash flows from operating activities

9 unchanged sentences

Purchases of marketable securities

Maturities of marketable securities

Purchases of property and equipment

9 unchanged sentences

Supplemental disclosures of non-cash financing activities:

Receivable for option exercises

Unpaid initial public offering costs included in accounts payable

Unpaid initial public offering costs included in accrued expenses

Conversion of convertible preferred stock upon closing of initial public offering

23 unchanged sentences

Liquidity and Capital Resources

The Company has an accumulated deficit of $ 41.0 million and, cash, cash equivalents and marketable securities of $ 309.9 million as of March 31, 2021.

The Company has an accumulated deficit of $ 51.3 million and, cash, cash equivalents and marketable securities of $ 299.2 million as of June 30, 2021.

The Company’s ability to fund ongoing operations is highly dependent upon raising additional capital through the issuance of equity securities and issuing debt or other financing vehicles.

3 unchanged sentences

The financial statements do not reflect any adjustments relating to the recoverability and reclassification of assets and liabilities that might be necessary if the Company is unable to continue as a going concern.

The Company believes that the $ 309.9 million of cash, cash equivalents and marketable securities on hand as of March 31, 2021 will be sufficient to fund its operations in the normal course of business and meet its liquidity needs through at least the next 12 months from the issuance of these financial statements.

The Company believes that the $ 299.2 million of cash, cash equivalents and marketable securities on hand as of June 30, 2021 will be sufficient to fund its operations in the normal course of business and meet its liquidity needs through at least the next 12 months from the issuance of these financial statements.

NOTE 2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

8 unchanged sentences

The condensed balance sheet as of December 31, 2020, is derived from the Company’s audited financial statements.

The results of operations for the three months ended March 31, 2021 are not necessarily indicative of the results to be expected for the year ending December 31, 2021, or for any other future annual or interim period.

The results of operations for the three months ended June 30, 2021 are not necessarily indicative of the results to be expected for the year ending December 31, 2021, or for any other future annual or interim period.

The accompanying interim unaudited condensed financial statements should be read in conjunction with the audited financial statements and the related notes thereto for the year ended December 31, 2020, which are included in the Company’s prospectus related to the Company’s IPO, filed with the SEC on March 26, 2021, pursuant to Rule 424(b) under the Securities Act of 1933, amended.

8 unchanged sentences

The Company considers all liquid investments with a maturity of three months or less when purchased to be cash equivalents.

Cash equivalents as of March 31, 2021 primarily consist of money market accounts and cash equivalents as of December 31, 2020 primarily consist of money market accounts and commercial paper.

Cash equivalents as of June 30, 2021 primarily consist of money market accounts and cash equivalents as of December 31, 2020 primarily consist of money market accounts and commercial paper.

Marketable Securities, Available For Sale

7 unchanged sentences

The amortized cost of securities is adjusted for amortization of premiums and accretion of discounts to maturity.

In accordance with the Company’s investment policy, management invests in money market funds, corporate bonds, commercial paper, and asset-backed securities.

In accordance with the Company’s investment policy, management invests in money market funds, corporate bonds, commercial paper, asset-backed securities and government securities.

The Company has not experienced any losses on its deposits of cash, cash equivalents, and marketable securities since inception.

10 unchanged sentences

Should the equity issuance be abandoned, the deferred offering costs are expensed immediately as a charge to operating expenses in the statement of operations.

Deferred offering costs as of March 31, 2021 and December 31, 2020 were $ 0 and $ 0.7 million, respectively.

Deferred offering costs as of June 30, 2021 and December 31, 2020 were $ 0 and $ 0.7 million, respectively.

Such costs are classified in other non-current assets in the accompanying balance sheets.

2 unchanged sentences

Depreciation of property and equipment is computed using the straight-line method over the estimated useful life of the related asset, which is generally three to five years , and in the case of leasehold improvements, the shorter of the estimated useful lives of the assets or the term of the lease.

Depreciation expense was $ 79,000 and $ 40,000 for the three months ended March 31, 2021 and 2020, respectively.

Depreciation expense was $ 51,000 and $ 130,000 for the three and six months ended June 30, 2021, respectively and $ 46,000 and $ 85,000 for the three and six months ended June 30, 2020, respectively.

Impairment of Long-Lived Assets

2 unchanged sentences

If impairment is recognized, the carrying value of the impaired asset is reduced to its fair value.

There were no impairment charges or long-lived assets disposed of during the three months ended March 31, 2021 and 2020, respectively.

There were no impairment charges or long-lived assets disposed of during the three and six months ended June 30, 2021 and 2020, respectively.

Deferred income taxes are provided on temporary differences between financial statement and income tax reporting.

3 unchanged sentences

Historically, we have not recognized these potential benefits in our financial statements and have fully reserved for such net deferred tax assets, as we believe it is more likely than not that the full benefit of these net deferred tax assets will not be realized before expiration.

Deferred tax liabilities are recognized for temporary differences that will be taxable in future years.

The Company evaluated its tax positions and determined it has no uncertain tax positions as of March 31, 2021.

Deferred tax liabilities are recognized for

temporary differences that will be taxable in future years.

The Company evaluated its tax positions and determined it has no uncertain tax positions as of June 30, 2021.

Fair Value of Financial Instruments

9 unchanged sentences

The following tables summarize the Company’s financial assets measured at fair value on a recurring basis by level within the fair value hierarchy (in thousands):

As of March 31, 2021

As of June 30, 2021

Cash equivalents:

4 unchanged sentences

Commercial paper

government treasury securities

government treasury and agency securities

Supranational and soverign government securities

Total financial assets

10 unchanged sentences

Investments in asset-backed securities, corporate bonds, commercial paper and U.S.

government treasury securities have been classified as Level 2 as they are valued using quoted prices in less active markets or other directly or indirectly observable inputs.

Fair values of asset-backed securities, corporate bonds, commercial paper and U.S.

government treasury securities were derived based on input of market prices from multiple sources at each reporting period.

With regard to commercial paper, all of the securities had high credit

ratings and one year or less to maturity; therefore, fair value was derived from accretion of purchase price to face value over the term of maturity or quoted market prices for similar instruments if available.

During the three months ended March 31, 2021, there were no transfers of financial assets between Level 1 and Level 2.

As of March 31, 2021, the remaining contractual maturities of $ 54.7 million of marketable securities were less than one year and $ 34.1 million were one to two years.

government treasury and agency securities have been classified as Level 2 as they are valued using quoted prices in less active markets or other directly or indirectly observable inputs.

Fair values of asset-backed securities, corporate bonds, commercial paper, U.S.

government treasury and agency securities and supranational and sovereign government securities were derived based on input of market prices from multiple sources at each reporting period.

With regard to commercial paper, all of the securities had high credit ratings and one year or less to maturity; therefore, fair value was derived from accretion of purchase price to face value over the term of maturity or quoted market prices for similar instruments if available.

During the three months ended June 30, 2021, there were no transfers of financial assets between Level 1 and Level 2.

As of June 30, 2021, the remaining contractual maturities of $ 135.1 million of marketable securities were less than one year and $ 113.7 million were one to three years.

Comprehensive Loss

19 unchanged sentences

The financial terms of these contracts vary from contract to contract and may result in payment flows that do not match the periods over which materials or services are provided under such contracts.

In accruing service fees, the Company estimates the time period over which services will be performed and the level of effort to be

expended in each period.

In accruing service fees, the Company estimates the time period over which services will be performed and the level of effort to be expended in each period.

If the actual timing of the performance of services or the level of effort varies from the estimate, the Company adjusts the accrual or the amount of prepaid expenses accordingly.

16 unchanged sentences

The Company is authorized to issue two classes of stock designated as common stock and preferred stock.

As of March 31, 2021 the total number of shares authorized was 1,200,000,000 .

As of June 30, 2021 the total number of shares authorized was 1,200,000,000 .

The total number of shares of common stock authorized was 1,000,000,000 .

25 unchanged sentences

Options granted expire 10 years after the date of grant.

As of March 31, 2021, 5,040,000 shares were reserved for the issuance of common stock options to employees, directors and consultants for the purchase of the Company’s common stock, 186,298 shares were subject to outstanding awards, and 4,853,702 shares remained available for future grant under the 2021 Plan.

As of June 30, 2021, 5,040,000 shares were reserved for the issuance of common stock options to employees, directors and consultants for the purchase of the Company’s common stock, 501,798 shares were subject to outstanding awards, and 4,604,313 shares remained available for future grant under the 2021 Plan.

The number of shares available for issuance under the 2021 Plan increases annually on the first day of each fiscal year beginning with the Company’s 2022 fiscal year, equal to the least of 5,040,000 shares;

3 unchanged sentences

The Company’s Board of Directors adopted the Company’s 2017 Equity Incentive Plan (2017 Plan) in June 2017 to provide long-term incentives for its employees, non-employee directors and certain consultants.

For the three months ended March 31, 2021, 87,749 options were granted under the 2017 Plan, which terminated in connection with the Company’s IPO, and the Company will not grant any additional awards under

the 2017 Plan thereafter.

For the six months ended June 30, 2021, 87,749 options were granted under the 2017 Plan, which terminated in connection with the Company’s IPO, and the Company will not grant any additional awards under the 2017

Plan thereafter.

However, the 2017 Plan will continue to govern the terms and conditions of the outstanding awards previously granted under the 2017 Plan.

As of June 30, 2021, 5,715,615 options were outstanding under the 2017 Plan.

Founder Stock Options

1 unchanged sentence

This grant is separate from the Company’s equity incentive plans discussed above.

As of March 31, 2021, 1,531,780 options were outstanding and there were no options exercised during the three months ended March 31, 2021.

As of June 30, 2021, 1,531,780 options were outstanding and there were no options exercised during the six months ended June 30, 2021.

Total stock-based compensation expense related to all stock options granted was allocated as follows (in thousands):

Three months ended March 31,

Three months ended June 30,

Six months ended June 30,

Research and development

8 unchanged sentences

Lease Agreements

The Company leases office and lab space under long-term lease agreements.

The Company leases office and lab space under lease agreements.

These leases expire in August 2021.

Rent expense was $ 22,000 and $ 17,000 for the three months ended March 31, 2021 and 2020, respectively.

Future minimum rentals as of March 31, 2021 were $ 35,000 , all of which is to be paid in 2021.

Rent expense was $ 22,000 and $ 44,000 for the three and six months ended June 30, 2021, respectively and $ 17,000 and $ 33,000 for the three and six months ended June 30, 2020, respectively.

Future minimum rentals as of June 30, 2021 were $ 13,000 , all of which is to be paid in 2021.

Liabilities for loss contingencies arising from claims, assessments, litigation, fines, penalties and other sources are recorded when it is probable that a liability has been incurred and the amount can be reasonably estimated.

From time to time, the Company may become involved in legal proceedings arising in the ordinary course of business.

The Company was not subject to any material legal proceedings during the three months ended March 31, 2021 and no material legal proceedings are currently pending or threatened.

The Company was not subject to any material legal proceedings during the six months ended June 30, 2021 and no material legal proceedings are currently pending or threatened.

Indemnification Agreements

In the ordinary course of business, the Company may provide indemnification of varying scope and terms to vendors, lessors, business partners and other parties with respect to certain matters including, but not limited to, losses arising of breach of such agreements or from intellectual property infringement claims made by third parties.

In addition, the Company has entered into indemnification agreements with members of its Board of Directors that will require the Company, among other things, to indemnify them against certain liabilities that may arise by reason of their status or service as directors.

1 unchanged sentence

To date, the Company has not incurred any material costs as a result of such indemnifications.

The Company is

not aware of any claims under indemnification arrangements, and it has not accrued any liabilities related to such obligations in its financial statements as of March 31, 2021.

The Company is not aware of any claims under indemnification arrangements, and it has not accrued any liabilities related to such obligations in its financial statements as of June 30, 2021.

NOTE 6 NET LOSS PER SHARE

7 unchanged sentences

The following table sets forth the computation of the basic and diluted net loss per share (in thousands, except share and per share amounts):

Three months ended March 31,

Three months ended June 30,

Six months ended June 30,

Weighted-average shares outstanding used in computing net loss per share, basic and diluted

1 unchanged sentence

The following weighted average outstanding shares of potentially dilutive securities were excluded from the computation of diluted net loss per share attributable to common stockholders for the periods presented because including them would have been anti-dilutive:

Three months ended March 31,

Three months ended June 30,

Six months ended June 30,

Options to purchase common stock

2 unchanged sentences

Accrued other expenses consisted of the following amounts (in thousands):

As of March 31,

As of June 30,

As of December 31,

5 unchanged sentences

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