What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2021-08-16 compared with 2021-05-11 · 131 added, 66 removed, 289 unchanged (41% of the section changed)

3 unchanged sentences

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

March 31, 2021 December 31, 2020

June 30, 2021 December 31, 2020

Current assets:

13 unchanged sentences

Total current liabilities 15,780 15,720

Long-term liabilities:

Non-current portion of operating lease liabilities 3,959 —

Total liabilities 19,739 15,720

2 unchanged sentences

Preferred stock, $ 0.0001 par value;

10,000,000 shares authorized and no shares issued or outstanding as of March 31, 2021 and December 31, 2020

10,000,000 shares authorized and no shares issued or outstanding as of June 30, 2021 and December 31, 2020

Common stock, $ 0.0001 par value;

150,000,000 shares authorized;

38,621,049 shares issued and outstanding as of March 31, 2021, and 38,268,543 shares issued and outstanding as of December 31, 2020

44,693,162 shares issued and outstanding as of June 30, 2021, and 38,268,543 shares issued and outstanding as of December 31, 2020

Additional paid-in capital 547,145 437,007

8 unchanged sentences

Three Months Ended

June 30, Six Months Ended

2021 2020 2021 2020

Operating expenses:

4 unchanged sentences

Other income:

Interest income, net 46 128

Other income, net 82 5 128 133

Total other income 82 5 128 133

Loss before benefit from income taxes ( 27,373 ) ( 8,341 )

Benefit from income taxes — 11

Loss before income taxes ( 36,401 ) ( 11,565 ) ( 63,774 ) ( 19,906 )

Benefit from (provision for) income taxes — ( 3 ) — 8

Net loss $ ( 36,401 ) $ ( 11,568 ) $ ( 63,774 ) $ ( 19,898 )

9 unchanged sentences

Three Months Ended

June 30, Six Months Ended

2021 2020 2021 2020

Net loss $ ( 36,401 ) $ ( 11,568 ) $ ( 63,774 ) $ ( 19,898 )

Unrealized losses on marketable securities, net of tax ( 86 ) —

Unrealized gains (losses) on marketable securities, net of tax 36 — ( 50 ) —

Comprehensive loss $ ( 36,365 ) $ ( 11,568 ) $ ( 63,824 ) $ ( 19,898 )

13 unchanged sentences

Shares Amount Shares Amount Shares Amount Shares Amount Shares Amount

Balance at March 31, 2021 — — — $ — — $ — — $ — 38,621,049 $ 4 $ 442,524 $ ( 176,927 ) $ ( 86 ) $ 265,515

Stock-based compensation expense — — — — — — — — — — 5,400 — — 5,400

Issuance of common stock from follow-on public offering, net of offering costs of $ 229

— — — — — — — — 5,750,000 1 98,412 — — 98,413

Issuance of common stock upon exercise of stock options — — — — — — — — 322,113 — 809 — — 809

Change in unrealized loss on marketable securities, net of tax — — — — — — — — — — — — 36 36

Net loss — — — — — — — — — — — ( 36,401 ) — ( 36,401 )

Balance at June 30, 2021 — $ — — $ — — $ — — $ — 44,693,162 $ 5 $ 547,145 $ ( 213,328 ) $ ( 50 ) $ 333,772

Balance at March 31, 2020 8,075,799 $ 10,092 14,913,704 $ 50,859 2,666,666 $ 10,630 3,980,584 $ 21,074 1,635,023 $ 1 $ — $ ( 90,763 ) — ( 90,762 )

Issuance of Series C redeemable convertible preferred stock, net of issuance costs of $ 4

— — — — — — 4,563,108 23,496 — — — — — —

Vesting of restricted stock awards — — — — — — — — 13,142 — — — — —

Stock-based compensation expense — — — — — — — — — — 285 — — 285

Accretion of redeemable convertible preferred stock to redemption value — 162 — 890 — 198 — 789 — — ( 285 ) ( 1,754 ) — ( 2,039 )

Net loss and comprehensive loss — — — — — — — — — — — ( 11,568 ) — ( 11,568 )

Balance at June 30, 2020 8,075,799 $ 10,254 14,913,704 $ 51,749 2,666,666 $ 10,828 8,543,692 $ 45,359 1,648,165 $ 1 $ — $ ( 104,085 ) $ — $ ( 104,084 )

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

PRAXIS PRECISION MEDICINES, INC.

CONDENSED CONSOLIDATED STATEMENTS OF REDEEMABLE CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS’ EQUITY (DEFICIT)

(Amounts in thousands, except share data)

Six Months Ended

Preferred Stock Series B

Preferred Stock Series B-1

Preferred Stock Series C

Preferred Stock Common Stock Additional

Capital Accumulated

Deficit Accumulated Other Comprehensive Loss Total

Stockholders’

Equity (Deficit)

Shares Amount Shares Amount Shares Amount Shares Amount Shares Amount

Balance at December 31, 2020 — $ — — $ — — $ — — $ — 38,268,543 $ 4 $ 437,007 $ ( 149,554 ) $ — $ 287,457

Stock-based compensation expense — — — — — — — — — — 10,066 — — 10,066

Issuance of common stock from follow-on public offering, net of offering costs of $ 229

— — — — — — — — 5,750,000 1 98,412 — — 98,413

Issuance of common stock upon exercise of stock options — — — — — — — — 674,619 — 1,660 — — 1,660

1 unchanged sentence

Net loss — — — — — — — — — — — ( 63,774 ) — ( 63,774 )

Balance at March 31, 2021 — $ — — $ — — $ — — $ — 38,621,049 $ 4 $ 442,524 $ ( 176,927 ) $ ( 86 ) $ 265,515

Balance at June 30, 2021 — $ — — $ — — $ — — $ — 44,693,162 $ 5 $ 547,145 $ ( 213,328 ) $ ( 50 ) $ 333,772

Balance at December 31, 2019 8,075,799 9,932 14,913,704 49,969 2,666,666 10,431 9,805,827 50,789 1,621,880 1 — ( 81,009 ) — ( 81,008 )

Repurchase of Series C redeemable convertible preferred stock — — — — — — ( 5,825,243 ) ( 30,493 ) — — — 493 — 493

Series C redeemable convertible preferred stock issuance costs — — — — — — — ( 37 ) — — — — — —

Vesting of restricted common stock awards — — — — — — — — 13,143 — — — — —

Issuance of Series C redeemable convertible preferred stock, net of issuance costs of $ 41

— — — — — — 4,563,108 23,459 — — — — — —

Vesting of restricted stock awards — — — — — — — — 26,285 — — — —

Stock-based compensation expense — — — — — — — — — — 432 — — 432

1 unchanged sentence

Net loss and comprehensive loss — — — — — — — — — — — ( 19,898 ) — ( 19,898 )

Balance at March 31, 2020 8,075,799 $ 10,092 14,913,704 $ 50,859 2,666,666 $ 10,630 3,980,584 $ 21,074 1,635,023 $ 1 $ — $ ( 90,763 ) $ — $ ( 90,762 )

Balance at June 30, 2020 8,075,799 $ 10,254 14,913,704 $ 51,749 2,666,666 $ 10,828 8,543,692 $ 45,359 1,648,165 $ 1 $ — $ ( 104,085 ) $ — $ ( 104,084 )

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

2 unchanged sentences

(Amounts in thousands)

Three Months Ended

Six Months Ended

Cash flows from operating activities:

10 unchanged sentences

Operating lease liabilities ( 373 ) ( 340 )

Other ( 65 ) 9

Net cash used in operating activities ( 55,735 ) ( 18,513 )

4 unchanged sentences

Cash flows from financing activities:

Payment of deferred offering costs ( 575 ) —

Proceeds from follow-on public offering, net of issuance costs 98,576 —

Payment of issuance costs for initial public offering and issuance of redeemable convertible preferred stock ( 575 ) ( 13 )

Proceeds from exercise of options to purchase common stock 1,660 —

Proceeds from issuance of redeemable convertible preferred stock, net of issuance costs — 23,459

Repurchase of Series C redeemable convertible preferred stock — ( 30,000 )

8 unchanged sentences

Supplemental disclosures of non-cash activities:

Purchases of property, plant and equipment included in accounts payable $ 51 $ —

Operating lease right-of-use assets obtained in exchange for operating lease liabilities $ 4,086 $ —

Deferred offering costs included in accounts payable and accrued expenses $ 163 $ 372

Purchases of property and equipment included in accounts payable $ 83 $ —

Accretion of redeemable convertible preferred stock to redemption value $ — $ 4,103

Redeemable convertible preferred stock issuance costs included in accounts payable $ — $ 36

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

8 unchanged sentences

PRAX-114 is an extrasynaptic GABA A receptor preferring positive allosteric modulator currently being developed for the treatment of major depressive disorder and perimenopausal depression.

The Company plans to initiate Phase 2 trials of PRAX-114 in post-traumatic stress disorder and essential tremor ("ET") in the second half of 2021.

The Company plans to initiate Phase 2 trials of PRAX-114 in post-traumatic stress disorder and essential tremor ("ET") in the second half of 2021 and intends to disclose plans for a Phase 2b trial in women with menopausal and mood symptoms in the second half of 2021.

PRAX-944 is a selective small molecule inhibitor of T-type calcium channels currently being developed for the treatment of ET.

1 unchanged sentence

Praxis was incorporated in 2015 and commenced operations in 2016.

The Company has funded its operations primarily with proceeds from the issuance of convertible debt, Series A redeemable convertible preferred stock (the “Series A Preferred Stock”), Series B redeemable convertible preferred stock (the “Series B Preferred Stock”), Series B-1 redeemable convertible preferred stock (the “Series B-1 Preferred Stock”), Series C redeemable convertible preferred stock (the “Series C Preferred Stock”) and Series C-1 redeemable convertible preferred stock (the "Series "C-1 Preferred Stock" and together the Series A Preferred Stock, Series B Preferred Stock, Series B-1 Preferred Stock, Series C Preferred Stock and Series C-1 Preferred Stock are collectively referred to as the “Redeemable Convertible Preferred Stock”), and from proceeds from its initial public offering ("IPO").

From inception through March 31, 2021, the Company raised $ 411.0 million in aggregate cash proceeds from these transactions, net of issuance costs.

The Company has funded its operations primarily with proceeds from the issuance of convertible debt and redeemable convertible preferred stock, and from the sale of common stock through an initial public offering and a follow-on public offering.

From inception through June 30, 2021, the Company raised $ 509.4 million in aggregate cash proceeds from these transactions, net of issuance costs.

In May 2021, the Company completed a follow-on public offering in which the Company issued and sold 5,750,000 shares of its common stock at a public offering price of $ 18.25 per share, including 750,000 shares of common stock issued and sold pursuant to the underwriters' exercise, in full, of their option to purchase additional shares of common stock, for aggregate gross proceeds of $ 104.9 million.

The Company received approximately $ 98.4 million in net proceeds after deducting discounts, commissions and offering expenses payable by the Company.

The Company is subject to risks and uncertainties common to early-stage companies in the biotechnology industry, including but not limited to, risks associated with completing preclinical studies and clinical trials, receiving regulatory approvals for product candidates, development by competitors of new biopharmaceutical products, dependence on key personnel, protection of proprietary technology, compliance with government regulations and the ability to secure additional capital to fund operations.

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In accordance with the Financial Accounting Standards Board (“FASB”) Accounting Standards Update (“ASU”) 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern (Subtopic 205-40) , the Company has evaluated whether there are conditions and events, considered in the aggregate, that raise substantial doubt about the Company’s ability to continue as a going concern within one year after the date that these condensed consolidated financial statements are issued.

The Company has incurred recurring losses since its inception, including net losses of $ 27.4 million for the three months ended March 31, 2021.

In addition, as of March 31, 2021, the Company had an accumulated deficit of $ 176.9 million.

The Company has incurred recurring losses since its inception, including net losses of $ 63.8 million for the six months ended June 30, 2021.

In addition, as of June 30, 2021, the Company had an accumulated deficit of $ 213.3 million.

The Company expects to continue to generate operating losses for the foreseeable future.

The Company expects that its cash, cash equivalents and marketable securities as of March 31, 2021 of $ 270.8 million will be sufficient to fund the operating expenses and capital expenditure requirements necessary to advance its research efforts and clinical trials for at least one year from the date of issuance of these condensed consolidated financial statements.

The future viability of the Company is dependent on its ability to raise additional

capital to finance its operations.

The Company expects that its cash, cash equivalents and marketable securities as of June 30, 2021 of $ 339.2 million will be sufficient to fund the operating expenses and capital expenditure requirements necessary to advance its research efforts and clinical trials for at least one year from the date of issuance of these condensed consolidated financial statements.

The future viability of the Company is dependent on its ability to raise additional capital to finance its operations.

The Company’s inability to raise capital as and when needed could have a negative impact on its financial condition and ability to pursue its business strategies.

4 unchanged sentences

Any reference in these notes to applicable guidance is meant to refer to the authoritative GAAP as found in the Accounting Standards Codification (“ASC”) and ASUs of the FASB.

The significant accounting policies used in preparation of these condensed consolidated financial statements for the three months ended March 31, 2021 are consistent with those discussed in Note 2 to the consolidated financial statements included in the Company's 2020 Annual Report on Form 10-K, except as noted immediately below.

The significant accounting policies used in preparation of these condensed consolidated financial statements for the three and six months ended June 30, 2021 are consistent with those discussed in Note 2 to the consolidated financial statements included in the Company's 2020 Annual Report on Form 10-K, other than as noted below.

Unaudited Interim Condensed Consolidated Financial Information

The accompanying condensed consolidated balance sheet as of March 31, 2021, the condensed consolidated statements of operations for the three months ended March 31, 2021 and 2020, the condensed consolidated statements of comprehensive loss for the three months ended March 31, 2021 and 2020, the condensed consolidated statements of cash flows for the three months ended March 31, 2021 and 2020 and the condensed consolidated statements of redeemable convertible preferred stock and stockholders’ equity (deficit) for the three months ended March 31, 2021 and 2020 are unaudited.

The unaudited interim financial statements have been prepared on the same basis as the audited annual consolidated financial statements, and in the opinion of management reflect all adjustments, which include only normal recurring adjustments necessary for the fair statement of the Company’s financial position as of March 31, 2021, the results of its operations for the three months ended March 31, 2021 and 2020 and its cash flows for the three months ended March 31, 2021 and 2020.

Financial statement disclosures for the three months ended March 31, 2021 and 2020 are condensed and do not include all disclosures required for an annual set of financial statements in accordance with GAAP.

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

The accompanying condensed consolidated balance sheet as of June 30, 2021, the condensed consolidated statements of operations for the three and six months ended June 30, 2021 and 2020, the condensed consolidated statements of comprehensive loss for the three and six months ended June 30, 2021 and 2020, the condensed consolidated statements of cash flows for the six months ended June 30, 2021 and 2020 and the condensed consolidated statements of redeemable convertible preferred stock and stockholders’ equity (deficit) for the three and six months ended June 30, 2021 and 2020 are unaudited.

The unaudited interim financial statements have been prepared on the same basis as the audited annual consolidated financial statements, and in the opinion of management reflect all adjustments, which include only normal recurring adjustments necessary for the fair statement of the Company’s financial position as of June 30, 2021, the results of its operations for the three and six months ended June 30, 2021 and 2020 and its cash flows for the six months ended June 30, 2021 and 2020.

Financial statement disclosures for the three and six months ended June 30, 2021 and 2020 are condensed and do not include all disclosures required for an annual set of financial statements in accordance with GAAP.

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

Use of Estimates

8 unchanged sentences

government agencies with strong credit ratings and an investment grade rating at or above A-1 or P-1 by two of the three nationally recognized statistical rating organizations.

The Company has established guidelines relative to diversification and maturities that maintain safety and liquidity, and periodically reviews and modifies these guidelines to maximize trends in yields and interest rates without compromising safety and liquidity.

The Company does not believe that it is exposed to more than a nominal amount of credit risk in its marketable securities.

compromising safety and liquidity.

The Company classifies its investments in debt instruments as available-for-sale.

1 unchanged sentence

Realized gains and losses are included in the Company's condensed consolidated statements of operations.

All of the Company's

available-for-sale securities are available for use in its current operations.

All of the Company's available-for-sale securities are available for use in its current operations.

As a result, the Company has categorized all of these securities as current assets even though the stated maturity of some individual securities may be one year or more beyond the balance sheet date.

23 unchanged sentences

ASU 2016-13 is effective for the Company on January 1, 2023, with early adoption permitted.

The Company is currently evaluating the potential impact that this standard may have on its financial position and results of operations, as well as the timing of its adoption of this standard.

The Company is currently evaluating the timing of its adoption of this standard, as well as the potential impact that this standard may have on its financial position and results of operations, but does not expect the impact to be significant.

Marketable Securities

The following is a summary of the Company's investment portfolio at March 31, 2021 (in thousands).

The following is a summary of the Company's investment portfolio at June 30, 2021 (in thousands).

The Company did not have any marketable securities as of December 31, 2020.

2 unchanged sentences

Available-for-sale securities:

Commercial paper $ 55,926 $ — $ — $ 55,926

Corporate debt securities $ 58,511 $ 7 $ ( 6 ) $ 58,512

Commercial paper 55,952 — — 55,952

Total securities with a maturity of one year or less $ 114,463 $ 7 $ ( 6 ) $ 114,464

4 unchanged sentences

Total available-for-sale securities $ 163,355 $ 11 $ ( 61 ) $ 163,305

The Company recorded unrealized losses related to the marketable securities listed above as of March 31, 2021.

The Company believes that the unrealized losses associated with the decline in value of these securities is temporary and primarily related to the change in market interest rates since purchase, and believes that it is more likely than not that it will be able to hold its debt securities to maturity.

As of June 30, 2021, the Company had 12 securities with a total fair market value of $ 73.8 million in an unrealized loss position.

The Company believes that any unrealized losses associated with the decline in value of its securities is temporary and primarily related to the change in market interest rates since purchase, and believes that it is more likely than not that it will be able to hold its debt securities to maturity.

Therefore, the Company anticipates a full recovery of the amortized cost basis of its debt securities at maturity.

Securities are evaluated for impairment at the end of each reporting period.

The Company did not record any impairment related to its available-for-sale securities during the three months ended March 31, 2021.

The Company did not record any impairment related to its available-for-sale securities during the three and six months ended June 30, 2021.

Fair Value Measurements

6 unchanged sentences

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

As of March 31, 2021

As of June 30, 2021

Level 1 Level 2 Level 3 Total

4 unchanged sentences

Commercial paper — 55,952 — 55,952

government agency and treasury securities 12,245 — — 12,245

Debt securities issued by U.S.

government agencies 12,204 — — 12,204

$ 184,478 $ 151,101 $ — $ 335,579

6 unchanged sentences

Accrued expenses consisted of the following (in thousands):

March 31, 2021 December 31, 2020

June 30, 2021 December 31, 2020

Accrued external research and development expenses $ 4,848 $ 4,206

Accrued personnel-related expenses 2,179 5,516

Accrued consulting expenses 822 220

Accrued other 799 1,147

1 unchanged sentence

Commitments and Contingencies

In May 2021, the Company entered into a sublease agreement for office space located in Boston, Massachusetts to be used as the Company's corporate headquarters.

The sublease expires on January 31, 2026, with no option to renew or terminate early.

The base rent increases by approximately 2 % annually.

The Company issued a letter of credit to the landlord for $ 0.4 million related to the security deposit, secured by restricted cash, which is reflected within other non-current assets on the accompanying condensed consolidated balance sheet as of June 30, 2021.

This lease qualifies as an operating lease.

At inception, the Company recorded an operating lease right-of-use asset and operating lease liability of $ 4.1 million.

As of June 30, 2021, the Company had an operating lease right-of-use asset of $ 4.0 million, current operating lease liability of approximately $ 0.2 million, and non-current operating lease liability of approximately $ 4.0 million included in the condensed consolidated balance sheet.

Future lease payments under the non-cancellable sublease agreement as of June 30, 2021 were as follows (in thousands):

Year Ended December 31, Future Lease Payments

Total future lease payments $ 5,157

interest ( 1,035 )

Present value of operating lease liabilities $ 4,122

As of June 30, 2021, the remaining lease term and discount rate of the sublease agreement was 4.6 years and 9.0 %, respectively.

In October 2018, the Company entered into a sublease agreement for office space located in Cambridge, Massachusetts that expires on December 31, 2021, with no option to renew or terminate early.

The base rent increases by approximately 1 % annually.

The Company issued a letter of credit to the landlord related to the security deposit, secured by restricted cash, which is reflected within prepaid expenses and other current assets on the accompanying condensed consolidated balance sheets as of March 31, 2021 and December 31, 2020, as the lease term expires less than twelve months from the condensed consolidated balance sheet dates.

The Company issued a letter of credit to the landlord for $ 0.6 million related to the security deposit, secured by restricted cash, which is reflected within prepaid expenses and other current assets on the accompanying condensed consolidated balance sheets as of June 30, 2021 and December 31, 2020, as the lease term expires less than twelve months from the condensed consolidated balance sheet dates.

This lease qualifies as an operating lease.

Common Stock and Preferred Stock

As of March 31, 2021 and December 31, 2020, the authorized capital stock of the Company included 150,000,000 shares of common stock, $ 0.0001 par value.

As of March 31, 2021 and December 31, 2020, the Company did no t hold any treasury shares.

As of June 30, 2021 and December 31, 2020, the authorized capital stock of the Company included 150,000,000 shares of common stock, $ 0.0001 par value.

As of June 30, 2021 and December 31, 2020, the Company did no t hold any treasury shares.

Shares Reserved for Future Issuance

7 unchanged sentences

Preferred Stock

As of March 31, 2021 and December 31, 2020, the authorized capital stock of the Company included 10,000,000 shares of undesignated preferred stock, $ 0.0001 par value.

As of June 30, 2021 and December 31, 2020, the authorized capital stock of the Company included 10,000,000 shares of undesignated preferred stock, $ 0.0001 par value.

Stock-Based Compensation

2020 Stock Option and Incentive Plan

The total number of shares of common stock authorized for issuance under the 2020 Stock Option Incentive Plan (the "2020 Plan”) as of March 31, 2021 and December 31, 2020 was 5,184,455 shares and 3,271,028 shares, respectively.

The total number of shares of common stock authorized for issuance under the 2020 Stock Option Incentive Plan (the "2020 Plan”) as of June 30, 2021 and December 31, 2020 was 5,184,455 shares and 3,271,028 shares, respectively.

2017 Stock Incentive Plan

The total number of shares of common stock authorized for issuance under the 2017 Stock Incentive Plan (the "2017 Plan”) as of March 31, 2021 and December 31, 2020 was 5,937,763 shares.

The total number of shares of common stock authorized for issuance under the 2017 Stock Incentive Plan (the "2017 Plan”) as of June 30, 2021 and December 31, 2020 was 5,937,763 shares.

Any authorization to issue new options under the 2017 Plan was cancelled upon the effectiveness of the 2020 Plan and no further awards will be granted under the 2017 Plan.

2020 Employee Stock Purchase Plan

The total number of shares of common stock authorized for issuance under the 2020 Employee Stock Purchase Plan (the "2020 ESPP”) as of March 31, 2021 and December 31, 2020 was 654,204 shares and 327,102 shares, respectively.

The total number of shares of common stock authorized for issuance under the 2020 Employee Stock Purchase Plan (the "2020 ESPP”) as of June 30, 2021 and December 31, 2020 was 654,204 shares and 327,102 shares, respectively.

Restricted Stock Units

4 unchanged sentences

Forfeited ( 12,100 ) 52.53

Unvested as of March 31, 2021 328,363 $ 52.16

Unvested as of June 30, 2021 340,563 $ 50.45

Stock Options

10 unchanged sentences

Cancelled or Forfeited ( 210,258 ) 20.58

Outstanding as of March 31, 2021 6,648,367 $ 15.31 9.10 $ 140,012

Exercisable as of March 31, 2021 792,732 $ 2.48 7.48 $ 24,004

Vested and expected to vest as of March 31, 2021 6,498,698 $ 15.49 9.16 $ 136,220

The aggregate intrinsic value of stock options outstanding, exercisable, and vested and expected to vest is calculated as the difference between the exercise price of the underlying stock options and the estimated fair value of the Company’s common stock for those stock options that had exercise prices lower than the estimated fair value of the Company’s common stock at March 31, 2021.

Outstanding as of June 30, 2021 6,608,072 $ 16.30 8.98 $ 56,586

Exercisable as of June 30, 2021 971,361 $ 3.97 7.86 $ 13,958

Vested and expected to vest as of June 30, 2021 6,458,407 $ 18.15 9.05 $ 54,961

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

Stock Option Valuation

The weighted-average assumptions that the Company used in the Black-Scholes option pricing model to determine the grant-date fair value of stock options granted to employees and non-employees on the date of grant were as follows:

Three Months Ended March 31,

Three Months Ended

June 30, Six Months Ended June 30,

Risk-free interest rate 1.05 % 0.76 %

2 unchanged sentences

Expected dividend yield — % — %

The weighted-average grant-date fair value of the Company’s stock options granted during the three months ended March 31, 2021 was $ 37.54 per share.

There were no stock options granted during the three months ended March 31, 2020.

The weighted-average grant-date fair value of the Company’s stock options granted during the three and six months ended June 30, 2021 was $ 16.52 per share and $ 31.99 per share, respectively.

Stock-Based Compensation

1 unchanged sentence

Three Months Ended

June 30, Six Months Ended

2021 2020 2021 2020

Research and development $ 2,031 $ 153 $ 4,349 $ 255

1 unchanged sentence

Total stock-based compensation expense $ 5,400 $ 285 $ 10,066 $ 432

As of March 31, 2021, total unrecognized compensation expense related to unvested stock-based awards was $ 81.2 million, which is expected to be recognized over a weighted-average period of 3.30 years.

As of June 30, 2021, total unrecognized compensation expense related to unvested stock-based awards was $ 80.2 million, which is expected to be recognized over a weighted-average period of 3.06 years.

Net Loss per Share

1 unchanged sentence

Three Months Ended

June 30, Six Months Ended

2021 2020 2021 2020

Net loss $ ( 36,401 ) $ ( 11,568 ) $ ( 63,774 ) $ ( 19,898 )

6 unchanged sentences

Three Months Ended

June 30, Six Months Ended

2021 2020 2021 2020

Outstanding stock options 6,608,072 3,220,201 6,608,072 3,220,201

Unvested restricted common stock and restricted stock units 340,563 21,905 340,563 21,905

Series A Preferred Stock — 3,773,820

Series B Preferred Stock — 6,969,173

Series B-1 Preferred Stock — 1,246,133

Series C Preferred Stock — 1,860,126

Series A redeemable convertible preferred stock — 3,773,820 — 3,773,820

Series B redeemable convertible preferred stock — 6,969,173 — 6,969,173

Series B-1 redeemable convertible preferred stock — 1,246,133 — 1,246,133

Series C redeemable convertible preferred stock — 3,992,463 — 3,992,463

6,948,635 19,223,695 6,948,635 19,223,695

The shares of common stock issuable upon conversion of the Redeemable Convertible Preferred Stock for the three months ended March 31, 2020 assumed automatic conversion in the event of a qualified public offering.

The shares of common stock issuable upon conversion of the redeemable convertible preferred stock for the three and six months ended June 30, 2020 assumed automatic conversion in the event of a qualified public offering.

Related Party Transactions

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The Company continues to reimburse RogCon for its out-of-pocket costs incurred for activities performed under the License Agreement.

During both the three months ended March 31, 2021 and 2020, the Company expensed less than $ 0.1 million for the reimbursement of RogCon’s out-of-pocket costs.

As of March 31, 2021, the Company had accrued expenses of $ 0.3 million due to RogCon under the License Agreement.

Expenses incurred during all periods presented were not material.

As of June 30, 2021, the Company had accrued expenses of $ 0.3 million due to RogCon under the License Agreement.

Subsequent Events

The Company considers events or transactions that occur after the balance sheet date but prior to the issuance of the condensed consolidated financial statements to provide additional evidence for certain estimates or to identify matters that require additional disclosure.

to identify matters that require additional disclosure.

The Company has concluded that no subsequent events have occurred that require disclosure.

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