Immunome Inc. 10-Q

Item 1. Financial Statements. IMMUNOME, INC. Condensed Balance Sheets (In thousands, except share data) (unaudited) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, 2021 December 31, 2020 Assets ​ ​ ​ ​ ​ Current assets: ​ ​ ​ ​ Cash ​ $ 59,829 ​ $ 39,766 ​ Prepaid expenses and other current assets ​ 2,986 ​ 3,128 ​ Total current assets ​ 62,815 ​ 42,894 ​ Property and equipment, net ​ 1,226 ​ 1,531 ​ Restricted cash ​ 100 ​ 100 ​ Total assets ​ $ 64,141 ​ $ 44,525 ​ Liabilities and stockholders’ equity ​ ​ ​ Current liabilities: ​ ​ ​ Accounts payable ​ 1,790 ​ 1,187 ​ Accrued expenses and other current liabilities ​ 1,687 ​ 1,372 ​ Equipment loan payable ​ ​ 44 ​ ​ 113 ​ Current portion of long-term debt ​ — ​ 366 ​ Total current liabilities ​ 3,521 ​ 3,038 ​ Long-term debt, net of current portion ​ — ​ 134 ​ Deferred rent ​ 3 ​ 8 ​ Total liabilities ​ 3,524 ​ 3,180 ​ Commitments and contingencies (Note 6) ​ ​ ​ Stockholders’ equity: ​ ​ ​ ​ Common stock, $ 0.0001 par value; 200,000,000 shares authorized at June 30, 2021 and December 31, 2020; 11,812,792 shares issued and outstanding at June 30, 2021; 10,634,245 shares issued and outstanding at December 31, 2020 ​ ​ 1 ​ ​ 1 ​ Additional paid-in capital ​ 124,149 ​ 95,738 ​ Accumulated deficit ​ ( 63,533 ) ​ ( 54,394 ) ​ Total stockholders’ equity ​ 60,617 ​ 41,345 ​ Total liabilities and stockholders’ equity ​ $ 64,141 ​ $ 44,525 ​ ​ The accompanying notes are an integral part of these unaudited condensed financial statements. ​ 3 Table of Contents IMMUNOME, INC. Condensed Statements of Operations (In thousands, except share and per share data) (unaudited) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended June 30, ​ Six Months Ended June 30, ​ 2021 2020 2021 2020 Operating expenses: ​ ​ ​ ​ Research and development ​ $ 3,233 ​ $ 1,892 ​ $ 5,212 ​ $ 4,007 General and administrative ​ 2,507 ​ 823 ​ 4,425 ​ 1,363 Total operating expenses ​ 5,740 ​ 2,715 ​ 9,637 ​ 5,370 Loss from operations ​ ( 5,740 ) ​ ( 2,715 ) ​ ( 9,637 ) ​ ( 5,370 ) Other income ​ ​ 500 ​ ​ — ​ ​ 500 ​ ​ — Interest income (expense), net ​ ( 1 ) ​ 5 ​ ( 2 ) ​ ( 17 ) Net loss ​ $ ( 5,241 ) ​ $ ( 2,710 ) ​ $ ( 9,139 ) ​ $ ( 5,387 ) Per share information: ​ ​ ​ ​ Net loss per share of common stock, basic and diluted ​ $ ( 0.46 ) ​ $ ( 2.45 ) ​ $ ( 0.83 ) ​ $ ( 4.89 ) Weighted-average common shares outstanding, basic and diluted ​ 11,456,991 ​ 1,104,327 ​ 11,051,185 ​ 1,101,798 ​ The accompanying notes are an integral part of these unaudited condensed financial statements. ​ 4 Table of Contents IMMUNOME, INC. Condensed Statements of Changes in Convertible Preferred Stock and Stockholders’ Equity (Deficit ) (In thousands, except share data) (unaudited) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Convertible preferred stock ​ ​ Stockholders’ equity ​ ​ Series A ​ ​ Common stock ​ Additional ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ paid-in ​ Accumulated ​ ​ ​ ​ Shares Amount ​ ​ Shares Amount capital deficit Total Balance at March 31, 2021 — ​ $ — ​ ​ 10,660,181 ​ $ 1 ​ $ 96,174 ​ $ ( 58,292 ) ​ $ 37,883 Sale of common stock and common stock warrants, net of $ 596 in offering costs ​ — ​ ​ — ​ ​ 1,000,000 ​ — ​ 26,404 ​ — ​ 26,404 Share-based compensation expense — ​ ​ — ​ ​ — ​ — ​ 749 ​ — ​ 749 Exercise of common stock warrants — ​ — ​ ​ 134,351 ​ — ​ 801 ​ — ​ 801 Exercise of stock options — ​ — ​ ​ 18,260 ​ — ​ 21 ​ — ​ 21 Net loss — ​ — ​ ​ — ​ — ​ — ​ ( 5,241 ) ​ ( 5,241 ) Balance at June 30, 2021 — ​ $ — ​ ​ 11,812,792 ​ $ 1 ​ $ 124,149 ​ $ ( 63,533 ) ​ $ 60,617 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Convertible preferred stock ​ ​ Stockholders’ equity ​ ​ Series A ​ ​ Common stock ​ Additional ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ paid-in ​ Accumulated ​ ​ ​ ​ Shares Amount ​ ​ Shares Amount capital deficit Total Balance at January 1, 2021 ​ ​ ​ ​ ​ ​ 10,634,245 ​ $ 1 ​ $ 95,738 ​ $ ( 54,394 ) ​ $ 41,345 Sale of common stock and common stock warrants, net of $ 596 in offering costs ​ — ​ $ — ​ ​ 1,000,000 ​ — ​ 26,404 ​ — ​ 26,404 Share-based compensation expense — ​ — ​ ​ — ​ — ​ 1,074 ​ — ​ 1,074 Exercise of common stock warrants — ​ — ​ ​ 146,017 ​ — ​ 906 ​ — ​ 906 Exercise of stock options — ​ — ​ ​ 32,530 ​ — ​ 27 ​ — ​ 27 Net loss — ​ — ​ ​ — ​ — ​ — ​ ( 9,139 ) ​ ( 9,139 ) Balance at June 30, 2021 — ​ $ — ​ ​ 11,812,792 ​ $ 1 ​ $ 124,149 ​ $ ( 63,533 ) ​ $ 60,617 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Convertible preferred stock ​ Stockholders’ deficit ​ ​ Series A ​ ​ Common stock ​ Additional ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ paid-in ​ Accumulated ​ ​ ​ Shares Amount ​ Shares Amount capital deficit Total Balance at March 31, 2020 ​ 4,447,981 ​ $ 38,939 ​ 1,099,270 ​ $ — ​ $ 1,073 ​ $ ( 39,234 ) ​ $ ( 38,161 ) Sale of Series A convertible preferred stock 1,222,203 ​ 9,452 ​ — ​ — ​ — ​ — ​ — Share-based compensation expense — ​ — ​ — ​ — ​ 39 ​ — ​ 39 Exercise of stock options ​ — ​ ​ — ​ ​ 13,123 ​ — ​ 3 ​ ​ — ​ ​ 3 Net loss — ​ — ​ — ​ — ​ — ​ ( 2,710 ) ​ ( 2,710 ) Balance at June 30, 2020 5,670,184 ​ $ 48,391 ​ 1,112,393 ​ $ — ​ $ 1,115 ​ $ ( 41,944 ) ​ $ ( 40,829 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Convertible preferred stock ​ Stockholders’ deficit ​ ​ Series A ​ ​ Common stock ​ Additional ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ paid-in ​ Accumulated ​ ​ ​ Shares Amount ​ Shares Amount capital deficit Total Balance at January 1, 2020 ​ 4,443,259 ​ $ 38,894 ​ ​ 1,099,270 ​ $ — ​ $ 927 ​ $ ( 36,557 ) ​ $ ( 35,630 ) Sale of Series A convertible preferred stock 1,226,925 ​ 9,497 ​ — ​ — ​ — ​ — ​ — Share-based compensation expense — ​ — ​ — ​ — ​ 185 ​ — ​ 185 Exercise of stock options — ​ — ​ 13,123 ​ — ​ 3 ​ — ​ 3 Net loss — ​ — ​ — ​ — ​ — ​ ( 5,387 ) ​ ( 5,387 ) Balance at June 30, 2020 5,670,184 ​ $ 48,391 ​ 1,112,393 ​ $ — ​ $ 1,115 ​ $ ( 41,944 ) ​ $ ( 40,829 ) ​ The accompanying notes are an integral part of these unaudited condensed financial statements. ​ 5 Table of Contents IMMUNOME, INC. Condensed Statements of Cash Flows (In thousands) (unaudited) ​ ​ ​ ​ ​ ​ ​ ​ ​ Six Months Ended June 30, ​ 2021 2020 Cash flows from operating activities: ​ ​ ​ Net loss ​ $ ( 9,139 ) ​ $ ( 5,387 ) Adjustments to reconcile net loss to net cash used in operating activities: ​ ​ ​ ​ Depreciation and amortization ​ 351 ​ 322 Share-based compensation ​ 1,074 ​ 185 Deferred rent ​ ( 3 ) ​ — Forgiveness of PPP Loan ​ ​ ( 500 ) ​ ​ — Changes in operating assets and liabilities: ​ ​ ​ ​ Prepaid expenses and other assets ​ 142 ​ 186 Accounts payable ​ 486 ​ 874 Accrued expenses and other current liabilities ​ 313 ​ 276 Net cash used in operating activities ​ ( 7,276 ) ​ ( 3,544 ) Cash flows from investing activities: ​ ​ Purchases of property and equipment ​ ( 39 ) ​ ( 416 ) Net cash used in investing activities ​ ( 39 ) ​ ( 416 ) Cash flows from financing activities: ​ ​ Proceeds from sale of Series A convertible preferred stock ​ — ​ 11,046 Payment of Series A convertible preferred stock issuance costs ​ ​ — ​ ​ ( 27 ) Proceeds from sale of common stock and common stock warrants ​ ​ 27,000 ​ ​ — Payment of issuance costs related to the sale of common stock and common stock warrants ​ ​ ( 486 ) ​ ​ — Proceeds from exercise of stock options ​ 27 ​ 3 Proceeds from exercise of stock warrants ​ ​ 906 ​ ​ — Proceeds from long-term debt ​ — ​ 500 Payment of equipment loan payable ​ ( 69 ) ​ ( 112 ) Payment of capital lease obligations ​ — ​ ( 204 ) Net cash provided by financing activities ​ 27,378 ​ 11,206 Net increase in cash and restricted cash ​ 20,063 ​ 7,246 Cash and restricted cash at beginning of period ​ 39,866 ​ 2,643 Cash and restricted cash at end of period ​ $ 59,929 ​ $ 9,889 Supplemental disclosures of cash flow information: ​ ​ Cash paid for interest ​ $ — ​ $ 17 Supplemental disclosures of non-cash investing and financing activities: ​ ​ ​ ​ Fair value of liability-classified warrants issued in connection with Series A convertible preferred stock ​ $ — ​ $ 1,522 Purchases of property and equipment in accounts payable ​ $ 7 ​ $ — Offering costs in accounts payable ​ $ 110 ​ $ — ​ The accompanying notes are an integral part of these unaudited condensed financial statements. ​ 6 Table of Contents IMMUNOME, INC. Notes to Condensed Financial Statements (Unaudited) 1. Nature of the business and basis of presentation Organization Immunome, Inc. (the Company or Immunome) was incorporated as a Pennsylvania corporation on March 2, 2006 and was converted to a Delaware corporation on December 2, 2015. The Company is a biopharmaceutical company utilizing our proprietary human memory B cell platform to discover and develop first-in-class antibody therapeutics designed to change the way diseases are currently being treated. The Company’s primary focus areas are oncology and infectious disease, including COVID-19. Since its inception, the Company has devoted substantially all its resources to research and development, raising capital, building its management team and building its intellectual property portfolio. The Company is subject to risks and uncertainties common to early-stage companies in the biotechnology industry including, but not limited to; technical risks associated with the successful research, development and manufacturing of product candidates, uncertain results of preclinical and clinical testing, development by competitors of new technological innovations, dependence on key personnel, protection of proprietary technology, compliance with government regulations and regulatory approval of product candidates and the ability to secure additional capital to fund operations. Liquidity The Company has incurred net losses since inception, including net losses $ 9.1 million and $ 5.4 million for the six months ended June 30, 2021 and 2020, respectively, and it expects to generate losses from operations for the foreseeable future primarily due to research and development costs for its potential product candidates. As of June 30, 2021, the Company had an accumulated deficit of $ 63.5 million. The Company expects to generate operating losses and negative operating cash flows for the foreseeable future. On April 28, 2021, the Company sold 1,000,000 units, consisting of one share of the Company’s common stock and one warrant to purchase one-half a share of common stock in a private placement at a price of $ 27.00 per unit for net proceeds of $ 26.4 million. On October 6, 2020, the Company closed its initial public offering (IPO), in which the Company issued and sold 3,250,000 shares of its common stock at a public offering price of $ 12.00 per share. On October 13, 2020, the underwriters exercised their option to purchase an additional 487,500 shares of the Company’s common stock at a purchase price of $ 12.00 per share. The Company received net proceeds of $ 41.7 million after deducting underwriting discounts and commissions of $ 3.1 million but before deducting other offering expenses. The Company had cash of $ 59.8 million at June 30, 2021. The Company expects that its cash will enable it to fund its operating expenses and capital expenditure requirements for at least twelve months from the filing date of this Quarterly Report on Form 10-Q. However, additional funding will be necessary beyond this point to fund additional research and development, clinical development and operations in order to pursue its growth strategy. If the Company cannot obtain the necessary funding, it will need to delay, scale back or eliminate some or all of its research and development programs or enter into collaborations with third parties to commercialize potential products or technologies that it might otherwise seek to develop or commercialize independently; consider other various strategic alternatives, including a merger or sale of the Company; or cease operations. If the Company engages in collaborations, it may receive lower consideration upon commercialization of such products than if it had not entered into such arrangements or if it entered into such arrangements at later stages in the product development process. Additionally, volatility in the capital markets and general economic conditions in the United States may be a significant obstacle to raising the required funds. 7 Table of Contents Operations of the Company are subject to certain risks and uncertainties including various internal and external factors that will affect whether and when the Company’s product candidates become approved drugs and how significant their market share will be, some of which are outside of the Company’s control. The length of time and cost of developing and commercializing these product candidates and/or failure of them at any stage of the drug approval process will materially affect the Company’s financial condition and future operations. On March 11, 2020, the World Health Organization characterized the novel COVID 19 virus as a global pandemic. Although there is significant uncertainty as to the likely effects this disease may have in the future, to date there has not been a significant impact to the Company’s operations or financial results. ​ 2. Summary of significant accounting policies Basis of presentation The accompanying financial statements have been prepared in accordance with accounting principles generally accepted (GAAP) in the United States. Any reference in these notes to applicable guidance is meant to refer to GAAP as found in the Accounting Standards Codification (ASC) and Accounting Standards Updates (ASU) promulgated by the Financial Accounting Standards Board (FASB). Unaudited interim results These unaudited condensed financial statements and accompanying notes should be read in conjunction with the Company’s annual financial statements and the notes thereto included in the Company’s Form 10-K filed with the Securities and Exchange Commission on March 25, 2021. The accompanying condensed financial statements as of June 30, 2021 and for the three and six months ended June 30, 2021 and 2020 are unaudited but include all adjustments that management believes to be necessary for a fair presentation of the periods presented. Interim results are not necessarily indicative of results for a full year. Balance sheet amounts as of December 31, 2020 have been derived from the audited financial statements as of that date. Reverse stock split The Company’s board of directors approved a one-for- six reverse stock split of its issued and outstanding common stock, stock options, convertible preferred stock and convertible preferred stock warrants legally effective as of September 22, 2020. Accordingly, all convertible preferred shares and common shares, common stock warrants, per share amounts, and additional paid-in capital amounts for all periods presented in the accompanying financial statements and notes thereto have been retroactively adjusted, where applicable, to reflect the reverse stock split. Use of estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and expenses. The Company bases its estimates and assumptions on historical experience when available and on various factors that it believes to be reasonable under the circumstances. Significant estimates and assumptions reflected in these condensed financial statements include, but are not limited to, the fair value of the Company’s common stock in connection with share-based compensation arrangements. Actual results could differ from these estimates. Fair value of financial instruments ASC Topic 820, Fair Value Measurement (ASC 820), establishes a fair value hierarchy for instruments measured at fair value that distinguishes between assumptions based on market data (observable inputs) and the Company’s own assumptions (unobservable inputs). Observable inputs are inputs that market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Company’s assumptions about the inputs that market participants would use in pricing the assets or liability and are developed based on the best information available in the circumstances. ASC 820 identifies fair value as 8 Table of Contents the price that would be received to sell an asset or paid to transfer a liability, in an orderly transaction between market participants at the measurement date. As a basis for considering market participant assumptions in fair value measurements, ASC 820 establishes a three-tiered value hierarchy that distinguishes between the following: Level 1 — Quoted market prices in active markets for identical assets or liabilities. Level 2 — Inputs other than Level 1 inputs that are either directly or indirectly observable, such as quoted market prices, interest rates and yield curves. Level 3 — Unobservable inputs for the asset or liability (i.e. supported by little or no market activity). Level 3 inputs include management’s own assumptions about the assumptions that market participants would use in pricing the asset or liability (including assumptions about risk). To the extent the valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair values requires more judgement. Accordingly, the degree of judgement exercised by the Company in determining fair value is greatest for instruments categorized as Level 3. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. Restricted cash Restricted cash represents collateral provided for a letter of credit issued as a security deposit in connection with the Company’s lease of its corporate facilities. This lease expires in 2022 at which time the cash will be released from restriction. Restricted cash was $ 100,000 at both June 30, 2021 and 2020. The following table provides a reconciliation of the components of cash and restricted cash reported in the Company’s condensed consolidated balance sheets to the total of the amount presented in the condensed consolidated statements of cash flows: ​ ​ ​ ​ ​ ​ ​ ​ (in thousands) ​ June 30, 2021 ​ June 30, 2020 Cash ​ $ 59,829 ​ $ 9,789 Restricted cash ​ ​ 100 ​ ​ 100 ​ ​ $ 59,929 ​ $ 9,889 ​ Equity issuance costs The Company capitalized incremental legal, professional, accounting and other third-party fees that were directly associated with the April 2021 equity offering and the IPO as other noncurrent assets until the offering and IPO each were consummated. After consummation of the offering and IPO, these costs were recorded in stockholders’ equity as a reduction of additional paid-in-capital generated as a result of the offering and IPO. As of June 30, 2021 and December 31, 2020, there were no deferred offering costs. Government contract funding The Company accounts for amounts received under its U.S. Department of Defense expense reimbursement contract as contra-research and development expenses in the condensed statements of operations. Research and development costs Research and development costs are charged to expense as incurred. Research and development costs consist of costs incurred in performing research and development activities, including salaries and bonuses, share-based compensation, employee benefits, facilities costs, laboratory supplies, depreciation and amortization, preclinical expenses, consulting and other contracted services. Additionally, under the terms of the license agreements, the Company is obligated to make future payments should certain development and regulatory milestones be achieved. No such costs have been incurred for the three and six months ended June 30, 2021 and 2020. Costs for certain research and 9 Table of Contents development activities are recognized based on the terms of the individual arrangements, which may differ from the pattern of costs incurred, and are reflected in the financial statements as a prepaid or accrued expense. Net loss per share The Company follows the two-class method when computing net loss per share, as the Company has issued shares that meet the definition of participating securities. The two-class method determines net loss per share for each class of common and participating securities according to dividends declared or accumulated and participation rights in undistributed earnings. The two-class method requires income available to common stockholders for the period to be allocated between common stock and participating securities based upon their respective rights to receive dividends as if all income for the period had been distributed. Basic net loss per share of common stock is computed by dividing the net loss by the weighted average number of common shares outstanding for the period. Diluted net loss per share of common stock is computed by adjusting net loss to reallocate undistributed earnings based on the potential impact of dilutive securities. Diluted net loss per share of common stock is computed by dividing the diluted net loss by the weighted average number of common shares outstanding for the period, including potential dilutive common shares assuming the dilutive effect of common stock equivalents. The following potentially dilutive securities outstanding as of June 30, 2021 and 2020 have been excluded from the computation of diluted weighted-average shares of common stock outstanding, as they would be anti-dilutive: ​ ​ ​ ​ ​ ​ ​ ​ June 30, ​ ​ 2021 2020 Stock options (1) ​ 2,016,036 ​ 1,003,516 ​ Common stock warrants (1) ​ 1,362,181 ​ — ​ Convertible preferred stock (1) ​ — ​ 5,670,295 ​ ​ ​ 3,378,217 ​ 6,673,811 ​ (1) Represents common stock equivalents. ​ Prior to its conversion, the Company’s Series A convertible preferred stock contractually entitled the holders of such shares to participate in dividends but did not contractually require the holders of such shares to participate in losses of the Company. Accordingly, in periods in which the Company reported a net loss, such losses were not allocated to participating securities. In periods in which the Company reports a net loss per share of common stock, diluted net loss per share of common stock is the same as basic net loss per share of common stock since dilutive common shares are not assumed to have been issued if their effect is anti-dilutive. The Company reported a net loss per share of common stock for the three and six months ended June 30, 2021 and 2020. Segment and geographic information Operating segments are defined as components of an entity about which separate discrete information is available for evaluation by the chief operating decision maker (CODM), or decision-making group, in deciding how to allocate resources and in assessing performance. The CODM is the Company’s Chief Executive Officer. The Company views its operations as and manages its business in one operating segment operating exclusively in the United States. ​ ​ ​ 3. U.S. Department of Defense (DoD) expense reimbursement contract In July 2020, the Company entered into an Other Transaction Authority for Prototype Agreement (the OTA Agreement) with the DoD to fund the Company’s efforts in developing Biosynthetic Convalescent Plasma (BCP) to treat COVID-19. Under the OTA Agreement, the Company intends to develop BCP for use in the U.S. military population and the U.S. population as a whole, subject to approval by the U.S. Food and Drug Administration (FDA). The amount of funding being made available to the Company under this expense reimbursement contract was $ 13.3 million. In May 10 Table of Contents 2021, the Company and the DoD amended the OTA, pursuant to which the DoD award was increased from $ 13.3 million to $ 17.6 million. Based on the Company’s currently anticipated expenditures, the $ 17.6 million is expected to be received through 2021. ​ The Company recorded contra-research and development expense in the amount of $ 4.1 million and $ 8.1 million for the three and six months ended June 30, 2021, respectively, in the condensed statements of operations. There was no contra-research and development expense for the three and six months ended June 30, 2020. As of June 30, 2021, the Company had an expense reimbursement receivable balance of $ 1.7 million due from the DoD in prepaid expenses and other current assets on the condensed balance sheet. Costs that have been reimbursed by the DoD but not yet expensed by the Company are recorded as a deferred research obligation liability for the period. As of June 30, 2021, the Company has a deferred research obligation liability of $ 0.5 million. ​ ​ ​ 4. Accrued expenses Accrued expenses consisted of the following: ​ ​ ​ ​ ​ ​ ​ ​ (in thousands) June 30, 2021 December 31, 2020 Deferred research obligations ​ ​ 486 ​ ​ — ​ Compensation and related benefits ​ ​ 653 ​ ​ 845 ​ Professional fees, contractors and other ​ 548 ​ 527 ​ ​ ​ $ 1,687 ​ $ 1,372 ​ ​ ​ 5. Long-term debt On April 30, 2020, the Company entered into a loan agreement with Silicon Valley Bank as the lender (Lender) for a loan in an aggregate principal amount of $ 0.5 million (the PPP Loan) pursuant to the Paycheck Protection Program (PPP) under the Coronavirus Aid, Relief, and Economic Security (CARES) Act and implemented by the U.S. Small Business Administration (SBA). The Company used the proceeds of the Loan for payroll and other qualifying expenses. The entire PPP Loan was forgiven on May 21, 2021 and recognized as other income in the statement of operations. ​ ​ 6. Commitments and contingencies Operating leases In May 2017, the Company entered into a 62 month office and laboratory space lease commencing on July 1, 2017 for approximately 11,000 square feet of space in Exton, Pennsylvania. The Company has an option to extend the lease for two additional five-year terms. The lease is subject to fixed rate escalation increases and the landlord waived the Company’s rent obligation for the first two months of the lease. Deferred rent is $ 13,000 and $ 16,000 as of June 30, 2021 and December 31, 2020, respectively, and is being amortized as a reduction in rent expense over the term of the lease. The Company recognizes rent expense on a straight-line basis over the expected lease term. In August 2020, the Company entered into a one-year operating lease for laboratory equipment that expired in July 2021 and had fixed monthly payments of $ 18,000 . 11 Table of Contents Future minimum lease payments for the Company’s operating leases are as follows as of June 30, 2021 (in thousands): ​ ​ ​ ​ Years ending December 31, Amount 2021 (represents remaining six months in 2021) ​ $ 132 2022 ​ 153 ​ ​ $ 285 ​ Rent expense was $ 0.1 million for each of the three months ended June 30, 2021 and 2020, respectively, and $ 0.1 million and $ 0.2 million for the six months ended June 30, 2021 and 2020, respectively. Employment agreements The Company entered into employment offer letter agreements (the Employment Agreements) with key personnel providing for compensation and severance in certain circumstances, as defined in the respective Employment Agreements. The Employment Agreements may be terminated by either the Company or the employees in accordance with the respective Employment Agreements and provide for annual pay increases and bonuses at the discretion of the Board of Directors. Employee benefit plan The Company maintains a defined-contribution plan under Section 401(k) of the Internal Revenue Code (the 401(k) Plan). The 401(k) Plan covers all employees who meet defined minimum age and service requirements and allows participants to defer a portion of their annual compensation on a pre-tax basis. The Company assumes all administrative costs of the 401(k) Plan and makes matching contributions as defined in the 401(k) Plan document. The Company made matching contributions of $ 30,000 and $ 16,000 to the 401(k) Plan for the three months ended June 30, 2021 and 2020, respectively, and $ 69,000 and $ 32,000 for the six months ended June 30, 2021 and 2020, respectively. ​ Legal proceedings The Company is not a party to any litigation and does not have contingency reserves established for any litigation liabilities. At each reporting date, the Company evaluates whether a potential loss amount or a potential range of loss is probable and reasonably estimable under the provisions of the authoritative guidance that addresses accounting for contingencies. Patent License Agreement In June 2021, the Company entered into an exclusive worldwide patent license agreement with several Philadelphia based universities and hospitals (“the Licensors”) to further discover, develop and commercialize human antibodies, identified using Immunome’s human hybridoma technology, for the treatment of diseases associated with the formation of bacterial biofilms. The Licensors are eligible to receive up to $0.4 million in developmental milestone payments, up to $1.5 million in regulatory milestone payments, and up to $0.8 million commercial milestone payments. In addition, the Licensors are eligible to receive low single digit royalty rates for net product sales, which are subject to adjustment in the event the Company sublicenses the approved technology. Beginning in June 2022, the Company is subject to annual minimum payments to the Licensors of $20,000, which increases to $30,000 annually in June 2023 and thereafter. ​ ​ ​ 12 Table of Contents 7. Common stock and convertible preferred stock Common stock The holders of common stock are entitled to one vote for each share of common stock. Subject to the approval of the majority of shareholders, the holders of common stock shall be entitled to receive dividends out of funds legally available. In the event of any voluntary or involuntary liquidation, dissolution, or winding up of the Company, the holders of common stock shall be entitled to share ratably in the remaining assets of the Company available for distribution. ​ On April 28, 2021, the Company sold 1,000,000 units, each unit comprising one share of the Company’s common stock and one Series B Warrant (each, a Series B Warrant) to purchase one-half a share of common stock. The units were issued in a private placement at a price of $ 27.00 per unit for gross proceeds of $ 27.0 million. The Series B Warrants are equity-classified, exercisable at any time, have an exercise price of $ 45.00 per share and will terminate at three years from the date of issuance. The fair value of the warrants on the date of issuance was $ 6.0 million. The fair value of the warrants was estimated using a Black-Scholes Option Pricing Model. The significant assumptions used in preparing the option pricing model for valuing the Company's warrants to purchase shares of common stock as of April 28, 2021 included (i) volatility of 82.7 %, (ii) risk free interest rate of 0.35 %, (iii) strike price of $ 45.00 er share, (iv) fair value of common stock of $ 28.70 per share, and (v) expected life of three years. The Series B Warrants are callable by the Company in certain circumstances. ​ On October 6, 2020, the Company closed the IPO in which the Company issued and sold 3,737,500 shares of its common stock at a public offering price of $ 12.00 per share, including 487,500 shares of the Company’s common stock sold pursuant to the underwriters’ option to purchase additional shares. The Company received net proceeds of $ 41.7 million after deducting underwriting discounts and commissions of $ 3.1 million but before deducting other offering expenses. The Company’s common stock is listed on the Nasdaq Capital Market under the trading symbol “IMNM.” On October 6, 2020, the Company filed an amended and restated certificate of incorporation to, among other things, increase the number of shares of common stock, $ 0.0001 par value per share, authorized for issuance to 200,000,000 and authorize the Company’s board of directors to issue up to 10,000,000 shares of “blank check” preferred stock, $ 0.0001 par value per share. Series A convertible preferred stock Prior to the IPO, all of the Company’s convertible preferred stock was classified outside of stockholders’ deficit because the shares contained certain redemption features that were not solely within the control of the Company. At the time of issuance, the redeemable convertible preferred stock was recorded at its issuance price, less issuance costs. During the year ended December 31, 2019, the Company sold 512,826 shares of its Series A Preferred at $ 9.00 per share in exchange for $ 4.6 million in gross proceeds and incurred $ 35,000 of related issuance costs and issued 821,657 shares of Series A Preferred in connection with the conversion of the promissory notes of $ 6.8 million. In 2020, the Company completed the sale of an additional 1,226,925 shares of Series A Preferred at $ 9.00 per share, resulting in gross cash proceeds of $ 11.0 million, which includes 4,722 shares issued in January 2020 for gross receipts of $ 45,000 . During the six months ended June 30, 2020, the Company sold 1,226,925 shares of Series A Preferred for net proceeds of $ 9.5 million and issued 1,035,196 warrants to purchase shares of the Company’s Series A Preferred with a fair value of $ 1.5 million. The warrants were exercisable at any time and had an exercise price of $ 9.00 per share and were to terminate at the earlier of (i) three years from the date of issuance, (ii) upon liquidation of the Company and (iii) upon the Company’s securities trading at $ 27.00 per unit for at least 10 days out of a consecutive 20 -day trading period beginning after the first anniversary of the IPO. The warrants were originally liability-classified as the underlying Series A convertible preferred stock was contingently redeemable and outside of the Company’s control. Upon completion of the IPO on October 6, 2020, the warrants became exercisable for shares of the Company’s common stock and the $ 7.1 million warrant liability was reclassified to additional paid-in capital. In connection with the Company’s sale of its Series A Preferred in 2015, a future milestone closing provision (the Future Milestone) was included requiring the Company to sell, on the same terms and conditions as the initial offering, 13 Table of Contents an aggregate of $ 3.5 million of additional Series A Preferred upon achievement of certain development and strategic milestones, as defined in the purchase agreement and at $ 9.00 per share, or 388,888 shares of Series A Preferred. The Future Milestone did not occur and the Company’s obligations under this right terminated upon completion of the Company’s IPO. The Company determined that the future tranche right related to the Future Milestone did not meet the definition of a freestanding financial instrument as it was not legally detachable. The future tranche right was also evaluated as an embedded derivative and the Company determined it did not meet the definition of a derivative instrument for which bifurcation would be required. In connection with the IPO, all of the Series A Preferred converted into 5,670,184 shares of common stock and all of the outstanding warrants to purchase convertible preferred stock converted into warrants to purchase common stock. Warrants to acquire shares of common stock At June 30, 2021 common stock warrants outstanding were as follows: ​ ​ ​ ​ ​ Warrants Exercise Price per Share ​ Expiration Date 862,181 ​ $ 9.00 ​ June 2, 2023 500,000 ​ $ 45.00 ​ April 28, 2024 ​ During the six months ended June 30, 2021, 100,695 warrants were exercised and the Company received proceeds of $ 0.9 million and 100,695 shares of the Company’s common stock were issued. Additionally, 72,320 warrants were cashless exercised during the six months ended June 30, 2021 and 45,322 shares of the Company’s common stock were issued. ​ ​ 8. Share-based compensation In July 2008 the board of directors adopted the 2008 Equity Incentive Plan (the 2008 Plan) which provided for the grant of qualified incentive stock options and nonqualified stock options, restricted stock or other awards to the Company’s employees, officers, directors, advisors, and outside consultants for the issuance or purchase of shares of the Company’s common stock. The 2008 Plan was replaced in July 2018 with the Immunome, Inc. 2018 Equity Incentive Plan (the 2018 Plan and collectively with the 2008 Plan, the Plans). At the time that the 2008 Plan was terminated, there were 388,748 shares available for grant that were transferred to the 2018 Plan. Any additional shares that become available for grant under the 2008 Plan are automatically transferred to and made available for grant under the 2018 Plan. On September 24, 2020, the 2018 Plan was terminated and replaced with the 2020 Equity Incentive Plan (the 2020 Plan). Additionally, the number of shares of our common stock reserved for issuance under our 2020 Plan will automatically increase on January 1 of each year, beginning on January 1, 2021 and continuing through and including January 1, 2030, by 4 % of the total number of shares of our capital stock outstanding on December 31 of the preceding calendar year, or a lesser number of shares determined by our board of directors. As of June 30, 2021, there were 1,591,121 shares available for future issuance under the 2020 Plan. The Company also adopted the 2020 Employee Stock Purchase Plan (the ESPP Plan) on September 18, 2020 which provides for the grant of purchase rights to purchase shares of the Company’s common stock to eligible employees, as defined by the ESPP Plan. The maximum number of shares of common stock that may be issued under the ESPP Plan will not exceed 125,000 shares of common stock, plus the number of shares of common stock that are automatically added on January 1st of each calendar year for a period of up to ten years , commencing on the first January 1st following the year in which an IPO occurs and ending on, and including, January 1, 2030, in an amount equal to the lesser of (i) 1 % of the total number of shares of common stock outstanding on December 31st of the preceding calendar year, and (ii) 1,000,000 shares of common stock. No awards have been granted under the ESPP Plan as of June 30, 2021. 14 Table of Contents The 2020 Plan and the ESPP Plan are administered by the board of directors. The exercise prices, vesting and other restrictions are determined at the discretion of the board of directors. Stock options awarded under the Plans generally expire 10 years after the grant date unless the board of directors sets a shorter term. Vesting periods for awards under the Plans and the 2020 Plan are determined at the discretion of the board of directors. Incentive stock options and non-statutory stock options granted to employees, officers, members of the board of directors and consultants of the Company typically vest over two to four years . Certain options provide for accelerated vesting if there is a change in control, as defined in the Plans and the 2020 Plan. Share-based compensation expense recorded as research and development and general and administrative expenses in the condensed statements of operations is as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended June 30, Six Months Ended June 30, In thousands) 2021 2020 2021 2020 Research and development ​ $ 368 ​ $ 8 ​ $ 522 ​ $ 55 General and administrative ​ 381 ​ 31 ​ 552 ​ 130 ​ ​ $ 749 ​ $ 39 ​ $ 1,074 ​ $ 185 ​ Unrecognized compensation cost related to unvested options was $ 12.9 million as of June 30, 2021, and will be recognized over an estimated weighted average period of 3.6 years. Stock options The weighted average assumptions used in the Black-Scholes option-pricing model for stock options granted were: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Six Months Ended June 30, ​ ​ 2021 2020 Expected volatility ​ 83.1 % ​ 80.0 % Risk-free interest rate ​ 1.1 % ​ 0.8 % Expected term (in years) ​ 6.04 ​ 5.64 ​ Expected dividend yield ​ — ​ — ​ Fair value of common stock ​ $ 25.60 ​ $ 1.62 ​ ​ ​ A summary of option activity during the six months ended June 30, 2021 is as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted ​ ​ ​ ​ Weighted ​ average ​ ​ ​ ​ average ​ remaining ​ ​ Number of ​ exercise price ​ contractual ​ ​ shares ​ per share ​ term (years) Outstanding at January 1, 2021 1,472,840 ​ $ 3.14 8.51 Granted 581,231 ​ $ 25.60 Forfeited ( 5,505 ) ​ $ 8.10 Exercised ( 32,530 ) ​ $ 0.82 Outstanding at June 30, 2021 2,016,036 ​ $ 9.64 8.54 Exercisable at June 30, 2021 705,784 ​ $ 1.13 7.14 Vested or expected to vest at June 30, 2021 2,016,036 ​ $ 9.64 8.54 ​ The weighted-average grant date fair value per share of stock options granted during the six months ended June 30, 2021 and 2020 was $ 18.00 and $ 1.32 , respectively. The aggregate intrinsic value of stock options exercised during the six months ended June 30, 2021 was $ 0.8 million. The aggregate intrinsic value of stock options outstanding at June 30, 2021 is $ 20.3 million. In August 2020, the Company granted stock options exercisable for a total of up to 92,169 shares of common stock to two of its officers, which option awards included both performance-based and service-based vesting conditions. These option awards were subsequently modified in September 2020 to eliminate the performance-based criteria. As a result of 15 Table of Contents the modification, only service-based vesting conditions remained. All other terms and conditions of these option awards remain unchanged. Since the performance condition was not considered probable of being achieved prior to the modification, no share-based compensation expense was recorded prior to the modification. At the time of the modification, the fair value of these options awards was recalculated at $ 8.69 per option. ​ 9. Related party transactions License agreements The Company has entered into license agreements with certain stockholders of the Company, including an additional license agreement in June 2021 with licensors that include one of these stockholders. Expenses with these related parties were de minimis for each of the three and six months ended June 30, 2021 and 2020, respectively. There were no amounts owed to these related parties as of June 30, 2021 and December 31, 2020. Broadband services agreement In November 2015, the Company entered into a management services agreement (MSA) with BCM Advisory Partners LLC and Broadband Capital Partners LLC (Broadband Capital), as subsequently amended and/or restated in July 2016, January 2017, June 2018, March 2020 and August 2020. Under the Broadband MSA, the Company engages Broadband Capital as a consultant for advice in connection with senior management matters related to the Company’s business, administration and policies in exchange for a cash fee to Broadband Capital of $ 20,000 per month. In June 2021, the Company extended the Broadband MSA to continue through June 2022. Pursuant to the Broadband MSA, the Company previously issued an aggregate of 827,640 shares of its common stock to Broadband Advisory and has no further obligation to issue additional shares under the Broadband MSA. The Company recorded $ 0.1 million during each of the three months ended June 30, 2021 and 2020 and $ 0.1 million and $ 0.1 million during the six months ended June 30, 2021 and 2020, respectively, related to the Broadband MSA, which is included in general and administrative expenses in the condensed statements of operations. ​ ​ ​