What changed in this filing

/stocks — the workspaceLOADING

Item 2. Management’s Discussion and Analysis

2022-10-06 compared with 2022-07-07 · 78 added, 70 removed, 178 unchanged (45% of the section changed)

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Since inception, we have generally incurred significant losses and negative cash flows from operations.

During the six months ended May 31, 2022 and 2021, we incurred net losses of $87.9 million and $50.7 million, respectively.

As of May 31, 2022, we had an accumulated deficit of $308.8 million.

During the nine months ended August 31, 2022 and 2021, we incurred net losses of $133.6 million and $79.5 million, respectively.

As of August 31, 2022, we had an accumulated deficit of $354.5 million.

These losses have resulted primarily from costs incurred in connection with research and development activities and general and administrative costs associated with our operations.

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and the execution of any additional collaboration, licensing or similar arrangements, and the timing of payments we may make or receive under such arrangements.

As of May 31, 2022, we had $348.8 million in cash, cash equivalents and investments.

In July 2020, we closed our initial public offering (IPO) and issued 12,550,000 shares of our common stock (including the exercise by the underwriters of their option to purchase an additional 1,550,000 shares of common stock in August 2020) at a price to the public of $19.00 per share for net proceeds of $218.1 million, after deducting underwriting discounts and commissions of $16.7 million and expenses of $3.6 million.

In March 2021, we completed a follow-on offering and issued 5,175,000 shares of our common stock (including the exercise by the underwriters of their option to purchase an additional 675,000 shares of common stock) at a price to the public of $31.00 per share for net proceeds of $150.2 million, after deducting underwriting discounts and commissions of $9.6 million and expenses of $0.6 million.

We expect that our existing cash, cash equivalents and investments are sufficient to fund our operations for at least the next 12 months.

As of August 31, 2022, we had $413.6 million in cash, cash equivalents and marketable securities.

We expect that our existing cash, cash equivalents and marketable securities are sufficient to fund our operations for at least the next 12 months.

See the section titled “—Liquidity and Capital Resources” for more information.

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In addition, we may seek additional capital due to favorable market conditions or strategic considerations, even if we believe we have sufficient funds for our current or future operating plans.

We are subject to risks and uncertainties as a result of the current COVID-19 pandemic.

We are subject to risks and uncertainties as a result of the current COVID-19 pandemic and increasing financial market volatility and uncertainty.

The COVID-19 pandemic, including the resurgence of cases relating to the spread of new variants, is impacting worldwide economic activity and poses the risk that we or our employees, contractors, suppliers and other partners may be prevented from conducting business activities for an indefinite period of time, including due to shutdowns that may be requested or mandated by governmental authorities.

While the impact of the COVID-19 pandemic to our current operations has been minimal as we have recently commenced clinical development of our four lead drug candidates, the extent to which the COVID-19 pandemic will impact our business, financial condition, liquidity and results of operations in the future will depend on future developments that are highly uncertain and cannot be predicted at this time.

While the impact of the COVID‑19 pandemic to our current operations has been minimal as we have recently commenced clinical development of our four lead drug candidates, the extent to which the COVID-19 pandemic and increasing financial market volatility and uncertainty will impact our business, financial condition, liquidity, access to capital, and results of operations in the future will depend on future developments that are highly uncertain and cannot be predicted at this time.

Collaborations and License Agreements

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The collaboration excludes our current internal protein degradation programs for which we retain all rights, and also excludes our future internal programs, provided that we have distinguished future programs as excluded from the scope of the collaboration.

In August 2019 and September 2022, we entered into a first amendment and a second amendment, respectively, to the collaboration agreement with Gilead to clarify certain language of the Gilead Agreement.

These amendments had no impact on revenue recognition.

Upon signing the Gilead Agreement, Gilead paid us an upfront payment of $45.0 million plus $3.0 million in additional fees.

In addition, from the signing of the Gilead Agreement to May 31, 2022, we received payments of $30.5 million for research milestones and additional payments.

Additionally, we recognized a research milestone in May 2022 and anticipate a payment of $1.5 million in the third fiscal quarter of 2022.

As of May 31, 2022, we are eligible to receive up to approximately $2.3 billion in total additional payments based on certain additional fees, payments and the successful completion of certain preclinical, clinical, development and sales milestones.

In addition, f rom the signing of the Gilead Agreement to August 31, 2022 , we received payments of $ 3 2.0 million for research milestones and additional payments.

Additionally, we recognized a research milestone in August 2022 and anticipate a payment of $ 2 .5 million in the fourth fiscal quarter of 2022.

As of August 31, 2022 , we are eligible to receive up to approximately $2.

3 billion in total additional payments based on certain additional fees, payments and the successful completion of certain preclinical, clinical, development and sales milestones .

In addition, we are eligible to receive tiered royalties from mid-single digit to low tens percentages on annual net sales from any commercial products directed to the optioned collaboration targets, subject to certain reductions and excluding sales in the United States of any products for which we exercise our option to co-develop and co-promote, for which we share profits and losses evenly.

We recognized collaboration revenue from the Gilead Agreement of $6.1 million and $12.3 million during the three and six months ended May 31, 2022, respectively, and $3.7 million and $6.5 million during the three and six months ended May 31, 2021, respectively.

As of May 31, 2022 and November 30, 2021, there was $34.8 million and $41.1 million, respectively, of deferred revenue related to payments received and to be received by us under the Gilead Agreement.

We recognized collaboration revenue from the Gilead Agreement of $7.2 million and $19.5 million during the three and nine months ended August 31, 2022, respectively, and $6.1 million and $12.5 million during the three and nine months ended August 31, 2021, respectively.

As of August 31, 2022 and November 30, 2021, there was $29.1 million and $41.1 million, respectively, of deferred revenue related to payments received and to be received by us under the Gilead Agreement.

Sanofi Collaboration and License Agreement

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Under the Sanofi Agreement, Sanofi has exclusive rights and is responsible for the clinical development, commercialization and manufacture of drug candidates resulting from the collaboration, while we retain the option to co-develop, co-promote and co-commercialize all drug candidates in the United States directed to up to two targets under certain conditions, subject to certain conditions and limitations.

In July 2022, we entered into the Third Sanofi Amendment to further extend the substitution deadline on certain targets.

The extensions of the substitution deadline had no impact on revenue recognition.

Also in July 2022, Sanofi elected to replace certain drug targets, and the substitution extended the research term of those targets by one year to 5.25 years and increased overall forecasted costs, which had an immaterial impact on revenue recognition.

In August 2022, we entered into the Fourth Sanofi Amendment to modify the research plan for a certain target, which had no impact on revenue recognition.

Upon signing the Sanofi Agreement, Sanofi paid us an upfront payment of $55.0 million.

Subsequently, in January 2021, Sanofi paid us an additional $22.0 million to exercise its option to expand the number of targets beyond the initial targets included in the collaboration.

In addition, from the signing of the Sanofi Agreement to May 31, 2022, we received payments of $3.0 million for research milestones.

As of May 31, 2022, we are eligible to receive up to approximately $2.5 billion in total additional payments based on certain additional fees, payments and the successful completion of certain research development, regulatory and sales milestones, as well as tiered royalties ranging from mid-single digit to low teen percentages on annual net sales of any commercial products that may result from the collaboration, subject to certain reductions and excluding sales in the United States of any products for which we exercise our option to co-develop and co-promote, for which we share profits and losses evenly.

We recognized collaboration revenue from the Sanofi Agreement of $5.3 million and $8.7 million during the three and six months ended May 31, 2022, respectively, and $3.3 million and $5.6 million during the three and six months ended May 31, 2021, respectively.

As of May 31, 2022 and November 30, 2021, there was $52.4 million and $59.2 million, respectively, of deferred revenue related to payments received by us under the Sanofi Agreement.

In addition, from the signing of the Sanofi Agreement to August 31, 2022, we received payments of $3.0 million for research milestones.

As of August 31, 2022, we are eligible to receive up to approximately $2.5 billion in total additional payments based on certain additional fees, payments and the successful completion of certain research development, regulatory and sales milestones, as well as tiered royalties ranging from mid-single digit to low teen percentages on annual net sales of any commercial products that may result from the collaboration, subject to certain reductions and excluding sales in the United States of any products for which we exercise our option to co-develop and co-promote, for which we share profits and losses evenly.

We recognized collaboration revenue from the Sanofi Agreement of $3.6 million and $12.4 million during the three and nine months ended August 31, 2022, respectively, and $4.2 million and $9.8 million during the three and nine months ended August 31, 2021, respectively.

As of August 31, 2022 and November 30, 2021, there was $48.8 million and $59.2 million, respectively, of deferred revenue related to payments received by us under the Sanofi Agreement.

Components of Results of Operations

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We may never succeed in achieving regulatory approval for any of our drug candidates.

General and A dministrative E xpenses

General and Administrative Expenses

General and administrative expenses consist primarily of payroll and personnel expenses, including benefits and stock-based compensation, facilities-related expenses and professional fees for legal, consulting and audit and tax services.

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Interest and Other Income, Net

Interest and other income, net primarily consists of interest earned on our cash, cash equivalents and investments.

We expect interest income to vary each reporting period depending on our average bank deposit, money market fund, and investment balances during the period and market interest rates.

Provision for Income Taxes

Interest and other income, net primarily consists of interest earned on our cash, cash equivalents and marketable securities.

We expect interest income to vary each reporting period depending on our average bank deposit, money market fund, and marketable securities balances during the period and market interest rates.

Provision for I ncome T axes

The provision for income taxes primarily consists of reserves for unrecognized tax benefits and state taxes.

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Our critical accounting policies and more significant areas involving management’s judgments and estimates used in preparation of our financial statements are discussed in the section titled “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our 2021 Form 10-K.

There have been no significant changes to these policies for the three and six months ended May 31, 2022.

There have been no significant changes to these policies for the three and nine months ended August 31, 2022.

Recent Accounting Pronouncements

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Results of Operations

Comparison of the three and six months ended May 31, 2022 and 2021

Our results of operations for the three and six months ended May 31, 2022 and 2021 are summarized as follows (in thousands):

Comparison of the three and nine months ended August 31, 2022 and 2021

Our results of operations for the three and nine months ended August 31, 2022 and 2021 are summarized as follows (in thousands):

Three Months Ended

Six Months Ended

Nine Months Ended

Collaboration revenue

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Loss before income taxes

Provision for income taxes

Provision for (benefit from) income taxes

Collaboration Revenue

Our collaboration revenue for the three and six months ended May 31, 2022 and 2021 is summarized as follows (in thousands):

Our collaboration revenue for the three and nine months ended August 31, 2022 and 2021 is summarized as follows (in thousands):

Three Months Ended

Six Months Ended

Nine Months Ended

Total collaboration revenue

Our collaboration revenue increased by $4.3 million and $9.0 million during the three and six months ended May 31, 2022 compared to the three and six months ended May 31, 2021, respectively.

The increases were primarily due to increased effort resulting in a higher percentage of completion of performance obligations under our collaborations with Gilead and Sanofi in the current period.

The increases were also due to changes in transaction price that resulted in higher revenue recognized in each period and impacted the cumulative catch up in revenue for activities satisfied in previous periods.

Our collaboration revenue increased by $0.5 million during the three months ended August 31, 2022 compared to the three months ended August 31, 2021.

The increase of $1.1 million from our collaboration with Gilead was primarily due to increased effort resulting in a higher percentage of completion of performance obligations and an addition of $2.5 million to the transaction price from the achievement of a research milestone in August 2022.

The decrease of $0.6 million from our collaboration with Sanofi was primarily due to the target substitutions in July 2022.

The substitutions increased the overall forecasted costs and extended the research term of those targets, which offset the increases in revenue due to increased effort and resulted in less revenue recognized in the current period.

Our collaboration revenue increased by $9.5 million during the nine months ended August 31, 2022 compared to the nine months ended August 31, 2021 primarily due to increased effort resulting in a higher percentage of completion of performance obligations under our collaborations with Gilead and Sanofi in the current period.

The increases were also due to additions to the transaction price from the achievement of research milestones totaling $10.0 million from our collaboration with Gilead and $2.0 million from our collaboration with Sanofi that resulted in higher revenue recognized in each period and impacted the cumulative catch up in revenue for activities satisfied in previous periods.

Research and Development Expenses

Our research and development expenses for the three and six months ended May 31, 2022 and 2021 are summarized as follows (in thousands):

Our research and development expenses for the three and nine months ended August 31, 2022 and 2021 are summarized as follows (in thousands):

Three Months Ended

Six Months Ended

Nine Months Ended

Compensation and related personnel costs

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Total research and development expenses

Our research and development expenses increased by $21.5 million during the three months ended May 31, 2022 compared to the three months ended May 31, 2021.

Our research and development expenses increased by $16.9 million during the three months ended August 31, 2022 compared to the three months ended August 31, 2021.

There was an increase in compensation and related personnel costs and in non-cash stock-based compensation expense of $7.3 million and $2.0 million, respectively, that were primarily attributable to higher headcount.

The increase in non-cash stock-based compensation expense was also attributable to the issuance of restricted stock units (RSUs).

There was also an increase in cost related to supplies and contract research and preclinical activities of $4.6 million as we continued to expand our preclinical development activities and drug discovery research, and an increase in contract manufacturing and clinical costs of $5.3 million primarily due to the ramping up of our clinical trial programs and ongoing patient enrollment.

Our research and development expenses increased by $41.6 million during the six months ended May 31, 2022 compared to the six months ended May 31, 2021.

There was also an increase in cost related to supplies and contract research and preclinical activities of $3.4 million as we continued to expand our preclinical development activities and drug discovery research, and an increase in clinical costs of $1.9 million primarily due to the ramping up of our clinical trial programs and ongoing patient enrollment.

Our research and development expenses increased by $58.5 million during the nine months ended August 31, 2022 compared to the nine months ended August 31, 2021.

There was an increase in compensation and related personnel costs and in non-cash stock-based compensation expense of $22.2 million and $6.3 million, respectively, that were primarily attributable to higher headcount.

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General and Administrative Expenses

Our general and administrative expenses increased by $2.1 million during the three months ended May 31, 2022 compared to the three months ended May 31, 2021.

There was an increase of $0.6 million in compensation and related expenses and an increase of $0.9 million in non-cash stock-based compensation expense, both of which were primarily attributable to higher headcount.

There was also an increase of $0.6 million in professional service expenses, including legal and accounting expenses related to infrastructure improvements.

Our general and administrative expenses increased by $4.8 million during the six months ended May 31, 2022 compared to the six months ended May 31, 2021.

Our general and administrative expenses increased by $1.4 million during the three months ended August 31, 2022 compared to the three months ended August 31, 2021.

There was an increase of $0.3 million in compensation and related expenses and an increase of $0.7 million in non-cash stock-based compensation expense attributable to the issuance of RSUs and increased issuance of stock options.

There was also an increase of $0.4 million in professional service and consulting expenses.

Our general and administrative expenses increased by $6.2 million during the nine months ended August 31, 2022 compared to the nine months ended August 31, 2021.

There was an increase of $1.3 million in compensation related expenses and an increase of $2.6 million in non-cash stock-based compensation expense, both of which were primarily attributable to higher headcount.

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Sources of Liquidity

On July 23, 2020, our registration statement on Form S-1 (File No.

333-239651) relating to our IPO of common stock became effective.

The IPO closed on July 28, 2020, at which time we issued 11,000,000 shares of our common stock at a price to the public of $19.00 per share.

In addition, the underwriters exercised their option to purchase an additional 1,550,000 shares of our common stock on July 31, 2020, and this transaction closed on August 4, 2020.

Net proceeds from the IPO were $218.1 million, after deducting underwriting discounts and commissions of $16.7 million and expenses of $3.6 million.

As of May 31, 2022, our operations have primarily been funded through the net proceeds from equity offerings of $536.4 million and proceeds from collaborations of $308.5 million.

We do not have any products approved for sale, and we have not generated any revenue from product sales.

As of May 31, 2022, we had $348.8 million in cash, cash equivalents and investments.

Funding Requirements

We expect that our existing cash, cash equivalents and investments are sufficient to meet our cash requirements and continue operating activities, including the clinical trials of our drug candidates NX‑2127, NX‑1607, NX‑5948 and DeTIL‑0255 and the expansion of our intellectual property portfolio and infrastructure, for at least the next 12 months.

We will need substantial additional funding to support our continuing operations and pursue our long-term business plan.

We may seek to raise any necessary additional capital through a combination of public or private equity offerings, debt financings, collaborations, strategic alliances, licensing arrangements and other marketing and distribution arrangements.

Because of the numerous risks and uncertainties associated with the development and commercialization of our drug candidates and the extent to which we may enter into additional collaborations with third parties to participate in their development and commercialization, we are unable to estimate the amounts of increased capital outlays and operating expenditures associated with our current and anticipated pre-clinical studies and clinical trials.

We have a shelf registration statement on Form S-3 on file with the SEC.

In August 2021, we filed a shelf registration statement on Form S-3 on file with the SEC.

This shelf registration statement, which includes a base prospectus, allows us at any time to offer and sell registered common stock, preferred stock, debt securities, warrants, subscriptions rights and units or any combination of such securities described in the prospectus in one or more offerings.

In addition, in August 2021, we entered into an Equity Distribution Agreement with Piper Sandler & Co.

In addition, we entered into an Equity Distribution Agreement with Piper Sandler & Co.

(Piper Sandler) pursuant to which, from time to time, we may offer and sell through Piper Sandler up to $150.0 million of the common stock registered under the shelf registration statement pursuant to one or more “at the market” offerings.

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We agreed to pay Piper Sandler a commission of 3% of the gross sales price of any shares sold pursuant to the Equity Distribution Agreement.

As of May 31, 2022 , we had not sold any shares of common stock pursuant to the Equity Distribution Agreement and $150.0 million in shares remained available under the Equity Distribution Agreement.

In June 2022, we issued and sold 2,000,000 shares of common stock under the Equity Distribution Agreement for net proceeds of approximately $19.

3 million after deducting offering commissions and expenses paid by us ( the June 2022 ATM Offering ).

As of the closing of the June 2022 ATM Offering , we ha d $130.0 million of common stock remaining available for sale under the Equity Distribution Agreement.

In June 2022, we issued and sold 2,000,000 shares of common stock under the Equity Distribution Agreement at a price of $10.0001 per share of common stock for net proceeds of approximately $19.3 million after deducting offering commissions and expenses paid by us (the June 2022 ATM Offering).

As of August 31, 2022, we had $130.0 million of common stock remaining available for sale under the Equity Distribution Agreement.

In July 2022, we entered into separate securities purchase agreements with certain purchasers to issue and sell pre‑funded warrants to purchase an aggregate of 6,814,920 shares of our common stock in registered direct offerings (RDOs) at a price of $13.939 per pre-funded warrant.

Net proceeds from the RDOs were approximately $94.8 million, after deducting offering expenses of $0.2 million.

The pre-funded warrants were immediately exercisable, have an exercise price of $0.001 and may be exercised at any time after the date of issuance.

A holder of the pre-funded warrants may not exercise the warrant if the holder, together with its affiliates, would beneficially own more than 9.99% of the number of shares of our common stock outstanding immediately after giving effect to such exercise.

A holder of the pre-funded warrants may increase or decrease this percentage not in excess of 19.99% by providing us at least 61 days’ prior notice.

As of August 31, 2022, all of the pre-funded warrants remained available for exercise.

Unless otherwise specified in a prospectus supplement accompanying the base prospectus, we intend to use the net proceeds from the sale of any securities offered pursuant to the shelf registration statement for general corporate purposes, which may include funding research, clinical and process development, increasing our working capital, reducing indebtedness, acquisitions or investments in businesses, products or technologies that are complementary to our own and capital expenditures.

Pending such uses, we may invest the net proceeds in marketable securities that may include investment-grade interest-bearing securities, money market accounts, certificates of deposit, commercial paper and guaranteed obligations of the U.S.

Funding Requirements

As of August 31, 2022, our operations have primarily been funded through the net proceeds from equity offerings of $650.5 million and proceeds from collaborations of $310.0 million.

We do not have any products approved for sale, and we have not generated any revenue from product sales.

As of August 31, 2022, we had $413.6 million in cash, cash equivalents and marketable securities.

We expect that our existing cash, cash equivalents and marketable securities are sufficient to meet our cash requirements and continue operating activities, including the clinical trials of our drug candidates NX‑2127, NX‑1607, NX‑5948 and DeTIL‑0255 and the expansion of our intellectual property portfolio and infrastructure, for at least the next 12 months.

We will need substantial additional funding to support our continuing operations and pursue our long-term business plan.

In the long term, our ability to support our working capital and capital expenditure requirements will depend on many factors, including the following:

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If we raise additional capital through debt financing, we may be subject to covenants limiting or restricting our ability to take specific actions, such as incurring additional debt, making capital expenditures or declaring dividends.

As of May 31, 2022, our material cash requirements include the following contractual and other obligations (in thousands):

As of August 31, 2022, our material cash requirements include the following contractual and other obligations (in thousands):

Payments due by period

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We did not have during the periods presented, and we do not currently have, any commitments or obligations, including contingent obligations, arising from arrangements with unconsolidated entities or persons that have or are reasonably likely to have a material current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, cash requirements or capital resources.

Our cash flows for the six months ended May 31, 2022 and 2021 are summarized as follows (in thousands):

Six Months Ended May 31,

Our cash flows for the nine months ended August 31, 2022 and 2021 are summarized as follows (in thousands):

Nine Months Ended August 31,

Cash used in operating activities

Cash (used in) provided by investing activities

Cash used in investing activities

Cash provided by financing activities

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Operating activities

Net cash used in operating activities was $75.5 million for the six months ended May 31, 2022 and consisted of a net loss of $87.9 million and an increase in net assets of $6.5 million, offset by non-cash adjustments of $18.9 million.

Net cash used in operating activities was $121.9 million for the nine months ended August 31, 2022 and consisted of a net loss of $133.6 million and an increase in net assets of $17.1 million, offset by non-cash adjustments of $28.9 million.

The increase in net assets consisted of a decrease in deferred revenue of $22.3 million as we increased effort in our programs and recognized revenue, a decrease in operating lease liabilities of $3.7 million and an increase in prepaid expenses and other assets of $2.3 million primarily related to increased prepaid clinical and contract manufacturing costs and software license costs, offset by a decrease in accounts receivable of $6.0 million related to payments received under the Gilead Agreement, an increase in accrued expenses and other liabilities of $4.2 million primarily related to equipment purchases and the accrual of annual incentive compensation and an increase in accounts payable of $1.0 million.

Non-cash adjustments primarily consisted of stock-based compensation expenses of $19.8 million, amortization of operating lease right-of-use assets of $4.0 million and depreciation and amortization expenses of $3.7 million.

Net cash used in operating activities was $23.5 million for the six months ended May 31, 2021 and consisted of our net loss of $50.7 million, offset by a decrease in net assets of $17.1 million and non-cash adjustments of $10.1 million.

The decrease in net assets consisted primarily of an increase in deferred revenue of $19.9 million and an increase in accounts receivable of $2.5 million.

Net cash used in operating activities was $53.5 million for the nine months ended August 31, 2021 and consisted of our net loss of $79.5 million, offset by a decrease in net assets of $9.4 million and non-cash adjustments of $16.7 million.

The decrease in net assets consisted primarily of an increase in deferred revenue of $10.6 million, a decrease in income tax receivable of $3.6 million due to refunds received, an increase in accrued and other liabilities of $2.8 million, offset by an increase in prepaid expenses and other assets of $6.0 million primarily due to increased prepaid clinical costs and a decrease in operating lease liabilities of $2.4 million.

Non-cash adjustments primarily consisted of stock-based compensation expenses of $11.0 million, amortization of operating lease right-of-use assets of $2.4 million and depreciation and amortization expenses of $2.0 million.

Investing activities

Net cash provided by investing activities was $35.3 million for the six months ended May 31, 2022 and consisted of the maturity of investments of $121.6 million, offset by the purchase of investments of $80.0 million and the purchase of property and equipment of $6.3 million.

Net cash used in investing activities was $59.5 million for the six months ended May 31, 2021 and consisted primarily of the purchase of investments of $183.2 million, partially offset by the sale of investments of $7.0 million and the maturity of investments of $119.7 million.

Net cash used in investing activities was $27.8 million for the nine months ended August 31, 2022 and consisted of the purchase of marketable securities of $212.5 million and the purchase of property and equipment of $9.7 million, offset by the maturity of marketable securities of $194.3 million.

Net cash used in investing activities was $71.7 million for the nine months ended August 31, 2021 and consisted of the purchase of marketable securities of $257.8 million and the purchase of property and equipment of $4.8 million, offset by the sale of marketable securities of $7.0 million and the maturity of marketable securities of $183.9 million.

Financing activities

Net cash provided by financing activities was $1.9 million for the six months ended May 31, 2022 and consisted primarily of proceeds from the issuance of common stock under our Employee Stock Purchase Plan.

Net cash provided by financing activities was $151.8 million for the six months ended May 31, 2021 and consisted primarily of proceeds from the issuance of common stock from our follow-on offering in March 2021.

Net cash provided by financing activities was $117.3 million for the nine months ended August 31, 2022 and consisted primarily of net proceeds from the issuance of pre-funded warrants in the RDOs of $94.9 million and from the issuance of common stock in the June 2022 ATM Offering of $19.4 million.

Net cash provided by financing activities was $153.4 million for the nine months ended August 31, 2021 and consisted primarily of proceeds from the issuance of common stock from a follow-on offering in March 2021.

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 2. Management’s Discussion and Analysis