What changed in this filing

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Item 1. Financial Statements

2023-05-04 compared with 2022-11-03 · 207 added, 267 removed, 366 unchanged (56% of the section changed)

3 unchanged sentences

(in thousands, except share and par value data)

September 30,

Current assets:

8 unchanged sentences

Current liabilities:

Accounts payable (including related party amounts of $ 64 and $ 47 ,

respectively)

Accounts payable

Lease liabilities, current

Accrued and other current liabilities

Accrued and other current liabilities (including related party amounts

of $ 0 and $ 59 , respectively)

Total current liabilities

5 unchanged sentences

Preferred stock, $ 0.0001 par value;

50,000,000 shares authorized at

September 30, 2022 and December 31, 2021, respectively;

no shares issued and outstanding at September 30, 2022 and

December 31, 2021, respectively

50,000,000 shares

authorized at March 31, 2023 and December 31, 2022;

no shares issued and outstanding at March 31, 2023 and

December 31, 2022.

Common stock, $ 0.0001 par value;

500,000,000 shares authorized at

September 30, 2022 and December 31, 2021, respectively;

and 42,536,183 shares issued at September 30, 2022 and December 31, 2021,

respectively, and 42,136,971 and 41,441,135 shares outstanding at

September 30, 2022 and December 31, 2021, respectively

500,000,000 shares authorized

at March 31, 2023 and December 31, 2022;

42,762,501 and 42,634,459

shares issued at March 31, 2023 and December 31, 2022, respectively,

and 42,535,374 and 42,353,550 shares outstanding at March 31, 2023

and December 31, 2022, respectively.

Additional paid-in capital

7 unchanged sentences

Three Months Ended

September 30,

Nine Months Ended

September 30,

Operating expenses:

Research and development

General and administrative (including related

party amounts of $ 173 , $ 142 , $ 570

and $ 260 , respectively)

General and administrative (including related party

amounts of $ 0 and $ 210 , respectively)

Total operating expenses

2 unchanged sentences

Interest income

Other income (expense)

Total other income (expense)

Other expense

Total other income

Net loss and comprehensive loss

4 unchanged sentences

Tyra Biosciences, Inc.

Statements of Convertible Pre ferred Stock and Stockholders’

Equity (Deficit)

Statements of Stockholders’

(in thousands, except share amounts)

Preferred Stock

Stockholders’

Equity (Deficit)

Balance at December 31, 2021

Issuance of Series A convertible

preferred stock, net of issuance

Issuance of Series B convertible

preferred stock, net of issuance

Issuance of common stock under

4 unchanged sentences

Balance at March 31, 2022

Issuance of common stock under

benefit plans

Vesting of shares of common

stock subject to repurchase

Stock-based compensation

Balance at June 30, 2021

Preferred stock converted into

shares of common stock

Initial public offering of common

shares, net of issuance costs

Issuance of common stock under

benefit plans

Vesting of shares of common

stock subject to repurchase

Stock-based compensation

Balance at September 30, 2021

Preferred Stock

Stockholders’

Equity (Deficit)

Balance at December 31, 2022

5 unchanged sentences

Balance at March 31, 2023

Issuance of common stock under

benefit plans

Vesting of shares of common

stock subject to repurchase

Stock-based compensation

Balance at June 30, 2022

Issuance of common stock under

benefit plans

Vesting of shares of common

stock subject to repurchase

Stock-based compensation

Balance at September 30, 2022

See accompanying notes to unaudited financial statements.

2 unchanged sentences

(in thousands)

Nine Months Ended

September 30,

Three Months Ended

Cash flows from operating activities:

Adjustments to reconcile net loss to net cash used in operations:

Adjustments to reconcile net loss to net cash used in operating activities:

Depreciation and amortization

3 unchanged sentences

Prepaid expenses and other assets

Accounts payable, accrued expenses and other liabilities

Accounts payable, accrued expenses and other liabilities (including

related party amounts of $ 0 and $ 22 , respectively)

Right-of-use assets and lease liabilities, net

2 unchanged sentences

Purchases of property and equipment

Proceeds from sale of property and equipment

Net cash used in investing activities

Cash flows from financing activities:

Payment of deferred offering costs

Proceeds from the issuance of Series A convertible preferred stock, net of issuance costs

Proceeds from the issuance of Series B convertible preferred stock, net of issuance costs

Proceeds from issuances of common stock under benefit plans

Payments for financing lease

Net cash provided by financing activities

Net cash (decrease) increase for the period

Net cash decrease for the period

Cash, cash equivalents and restricted cash at beginning of the period

Cash, cash equivalents and restricted cash at end of the period

Reconciliation of cash, cash equivalents and restricted cash to the balance sheets

Reconciliation of cash, cash equivalents and restricted cash to the

balance sheet

Cash and cash equivalents

3 unchanged sentences

Right-of-use asset obtained in exchange for lease liability

Non-cash investing and financing activities:

Non-cash investing activities:

Purchases of equipment included in accounts payable

Deferred offering costs included in accounts payable and accrued expenses

See accompanying notes to unaudited financial statements.

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(the Company) was incorporated in the state of Delaware on August 2, 2018 .

The Company is a precision oncology company designing and developing purpose-built therapies specifically designed to overcome therapy resistance and improve the lives of cancer patients whose tumors have acquired resistance over the course of therapy to currently available treatments.

On September 17, 2021 , the Company completed its initial public offering (the IPO) and issued 12,420,000 shares of common stock for net proceeds of approximately $ 181.2 million.

See Note 6 to these financial statements for additional details.

On September 7, 2021, the Company effected a 2.5974 -for-1 forward stock split of its common stock (the Forward Stock Split).

The par value of the common stock was not adjusted as a result of the Forward Stock Split and the authorized shares were increased to 50,000,000 shares of common stock in connection with the Forward Stock Split.

In conjunction with the Company’s IPO, the authorized shares of common stock were increased to 500,000,000 .

The accompanying financial statements and notes to the financial statements give retroactive effect to the Forward Stock Split for all periods presented, unless otherwise indicated.

The Company is a clinical-stage biotechnology company focused on developing next-generation precision medicines that target large opportunities in Fibroblast Growth Factor Receptor (FGFR) biology.

The Company’s in-house precision medicine platform, SNÅP, enables rapid and precise drug design through iterative molecular SNÅPshots that help predict genetic alterations most likely to cause acquired resistance to existing therapies.

The Company’s initial focus is on applying accelerated small molecule drug discovery engine to develop therapies in targeted oncology and genetically defined conditions.

Basis of Presentation

The accompanying unaudited financial statements have been prepared in accordance with generally accepted accounting principles in the United States (GAAP).

The accompanying unaudited financial statements have been prepared in accordance with generally accepted accounting principles in the United States (GAAP) for interim financial information and pursuant to the instructions of the Securities and Exchange Commission (SEC) on Form 10-Q and Rule 10-01 of Regulation S-X.

Accordingly, they do not include all of the information and disclosures required by GAAP for complete financial statements.

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).

The accompanying unaudited financial statements do not include all of the information and notes required by GAAP for complete financial statements.

These unaudited financial statements include only normal and recurring adjustments that the Company believes are necessary to fairly state the Company’s financial position and the results of its operations and cash flows.

The results for the three and nine months ended September 30, 2022 and 2021 are not necessarily indicative of the results expected for the full fiscal year or any subsequent interim period.

The balance sheet at September 30, 2022 has been derived from the financial statements at that date but does not include all disclosures required by GAAP for complete financial statements.

The unaudited financial statements include only normal and recurring adjustments that the Company believes are necessary to fairly state the Company’s financial position and the results of its operations and cash flows.

The results for the three months ended March 31, 2023 and 2022 are not necessarily indicative of the results expected for the full fiscal year or any subsequent interim period.

The balance sheet at March 31, 2023 has been derived from the financial statements at that date but does not include all disclosures required by GAAP for complete financial statements.

Because all of the disclosures required by GAAP for complete financial statements are not included herein, these unaudited financial statements and the notes accompanying them should be read in conjunction with the Company’s Annual Report on Form 10-K for the year ended December 31, 2022 .

Liquidity and Capital Resources

From inception to September 30, 2022, the Company has devoted substantially all of its resources to organizing and staffing the company, business planning, raising capital, developing its proprietary SNÅP platform, undertaking research and development activities for its development programs, establishing its intellectual property portfolio, and providing general and administrative support for its operations.

The Company has a limited operating history, has never generated any revenue, and the sales and income potential of its business is unproven.

The Company has incurred net losses and negative cash flows from operating activities since its inception and expects to continue to incur net losses into the foreseeable future as it continues to develop its current and future product candidates.

From inception through September 30, 2022, the Company funded its operations primarily through the issuance of common stock in its IPO, the sale of convertible preferred stock and the issuance of Simple Agreements for Future Equity.

The accompanying financial statements have been prepared assuming the Company will continue as a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business, and do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or amounts and classification of liabilities that may result from the outcome of this uncertainty.

Management is required to perform a two-step analysis over the Company’s ability to continue as a going concern.

Management must first evaluate whether there are conditions and events that raise substantial doubt about the Company’s ability to continue as a going concern (Step 1).

If management concludes that substantial doubt is raised, management is also required to consider whether its plans alleviate that doubt (Step 2).

Management believes that it has sufficient working capital on hand to fund operations through at least the next twelve months from the date these financial statements were available to be issued.

There can be no assurance that the Company will be successful in acquiring additional funding (if needed), that the Company’s projections of its future working capital needs will prove accurate, or that any additional funding would be sufficient to continue operations in future years.

Summary of Significant Accounting Policies

During the three and nine months ended September 30, 2022, there have been no changes to the Company's significant accounting policies as described in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021.

During the three months ended March 31, 2023, there have been no changes to the Company's significant accounting policies as described in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022.

Restricted Cash

Restricted cash is comprised of cash that is restricted as to its withdrawal or use under the terms of certain contractual agreements.

Restricted cash as of September 30, 2022 and December 31, 2021 was $ 1.0 million and $ 0.2 million, respectively, which consisted of collateral letters of credit related to the Company's operating leases and which are considered a non-current asset on the balance sheet.

Restricted cash as of both March 31, 2023 and December 31, 2022 was $ 1.0 million, which consisted of collateral for letters of credit related to the Company’s operating leases which are considered a non-current asset on the balance sheets.

Commitments and Contingencies

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When no amount within the range is a better estimate than any other amount the Company accrues the minimum amount in the range.

The Company has no t recorded any such liabilities as of September 30, 2022 and December 31, 2021 .

Related Parties

Transactions between related parties are considered to be related party transactions even though they may not be given accounting recognition.

FASB ASC 850, Related Party Disclosures (FASB ASC 850) requires that transactions with related parties that would make a difference in decision making shall be disclosed so that users of the financial statements can evaluate their significance.

FASB ASC 850, Related Party Disclosures (FASB ASC 850) requires that transactions with related parties

that would make a difference in decision making shall be disclosed so that users of the financial statements can evaluate their significance.

Related party transactions typically occur within the context of the following relationships:

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van den Boom became a Company officer.

For the three and nine months ended September 30, 2022, van den Boom & Associates rendered contracted services totaling approximately $ 0.2 million and $ 0.6 million, respectively.

On October 28, 2022, Ms.

van den Boom informed the Company of her intent to resign as the Chief Financial Officer, effective December 31, 2022 .

Effective January 1, 2023, van den Boom & Associates is no longer considered a related party.

Recently Issued Accounting Pronouncements

There were no other significant updates not already disclosed in the Company’s audited financial statements for the years ended December 31, 2021 and 2020 to the recently issued accounting standards for the three and nine months ended September 30, 2022 .

In June 2016, the FASB issued ASU 2016-13, Financial Instruments-Credit Losses (Topic 326):

Measurement of Credit Losses on Financial Instruments ("ASU 2016-13").

ASU 2016-13 changes the impairment model for most financial assets and certain other instruments.

Under the new guidance, credit losses for certain types of financial instruments will be estimated based on expected losses.

The new guidance also modifies the impairment models for available-for-sale debt securities and for purchased financial assets with credit deterioration since their origination.

In November 2019, the FASB issued ASU No.

2019-10, which changed the effective date of ASU 2016-13 for smaller reporting companies to fiscal years beginning after December 15, 2022, including interim periods.

This update was effective for the Company beginning January 1, 2023.

The adoption of this new standard did not have a material impact on the Company's financial statements.

There were no other significant updates not already disclosed in the Company’s audited financial statements for the years ended December 31, 2022 and 2021 to the recently issued accounting standards for the three months ended March 31, 2023 .

Although there were several other new accounting pronouncements issued or proposed by the FASB, the Company does not believe any of those accounting pronouncements have had or will have a material impact on its financial position or operating results.

9 unchanged sentences

The carrying amounts of the Company’s financial instruments, including cash and cash equivalents, prepaid and other current assets, restricted cash, accounts payable, and accrued and other current liabilities, approximate fair value due to their short maturities.

Included in cash and cash equivalents at September 30, 2022 and December 31, 2021 are money market funds with a carrying value and fair value of $ 252.7 million and $ 291.7 million, respectively, based upon a Level 1 fair value assessment.

Assets measured at fair value on a recurring basis are as follows (in thousands):

Assets measured at fair value on a recurring basis are as follows (in millions):

Fair Value Measurements Using

As of September 30, 2022

As of March 31, 2023

Quoted Prices in Active Markets for Identical Assets

1 unchanged sentence

Significant Unobservable Inputs

Cash equivalents:

Money Market Funds

Fair Value Measurements Using

As of December 31, 2022

Quoted Prices in Active Markets for Identical Assets

Significant Other Observable Inputs

Significant Unobservable Inputs

Cash equivalents:

Money Market Funds

None of the Company’s non-financial assets or liabilities are recorded at fair value on a non-recurring basis.

No transfers between levels have occurred during the periods presented.

Property and Equipment

Property and equipment consisted of the following (in thousands):

September 30,

Computers and software

3 unchanged sentences

Total property and equipment, net

Depreciation expense for the three and nine months ended September 30, 2022 was $ 82,000 and $ 214,000 , respectively.

Depreciation expense for the three and nine months ended September 30, 2021 was $ 41,000 and $ 90,000 , respectively.

The Company recognized $ 83,000 and $ 64,000 in depreciation expense for the three months ended March 31, 2023 and 2022 , respectively.

Accrued and Other Current Liabilities

Accrued and other current liabilities consisted of the following (in thousands):

September 30,

Accrued payroll and other employee benefits

4 unchanged sentences

Stockholders' Equity

Convertible Preferred Stock

In January 2020 and February 2021, the Company issued, at each date, 2,848,486 shares of Series A convertible preferred stock at a price of $ 8.25 per share resulting in gross proceeds of $ 23.5 million, at each date, and incurred issuance costs of $ 0.2 million and $ 5,000 , respectively.

In March 2021, the Company issued 3,874,793 shares of Series B convertible preferred stock, at a price of $ 27.4337 per share, resulting in net proceeds of $ 106.1 million excluding issuance costs of $ 0.2 million.

In September 2021, upon completion of the IPO, all of the Company’s shares of convertible preferred stock converted into 26,228,089 shares of common stock.

Common stock reserved for future issuance consisted of the following:

September 30,

Common stock options granted and outstanding

4 unchanged sentences

Total common stock reserved for future issuance

On October 3, 2022, the Company entered into an ATM Sales Agreement (the Sales Agreement) with Virtu Americas LLC (the Agent), under which the Company may, from time to time, sell shares of its common stock having an aggregate offering price of up to $ 150.0 million in “at the market”

offerings through the Agent.

Sales of the shares of common stock, if any, will be made at prevailing market prices at the time of sale, or as otherwise agreed with the Agent.

The Agent will receive a commission from the Company of up to 3.0 % of the gross proceeds of any shares of common stock sold under the Sales Agreement.

As of March 31, 2023 , no shares of common stock were issued and sold pursuant to the Sales Agreement.

Restricted Stock

2 unchanged sentences

Any shares subject to repurchase by the Company are not deemed to be outstanding, for accounting purposes, until those shares vest.

Unvested outstanding Founders Stock as of September 30, 2022 and December 31, 2021 were 127,760 and 495,170 shares, respectively.

The amount recorded as liabilities associated with shares issued with repurchase rights were immaterial as of September 30, 2022 and December 31, 2021.

For the nine months ended September 30, 2022 and 2021, 367,410 and 365,445 shares vested in each period and the Company recognized $ 0.2 million of stock-based compensation expense for each period related to the awards, respectively.

As of September 30, 2022, the total unrecognized compensation expense related to unvested Founders Stock was $ 0.1 million and is expected to be recognized over a weighted-average period of approximately 0.3 years.

Unvested outstanding Founders Stock as of March 31, 2023 and December 31, 2022 were 3,175 and 3,828 shares, respectively.

The amount recorded as liabilities associated with shares issued with repurchase rights were immaterial as of March 31, 2023 and December 31, 2022.

For the three months ended March 31, 2023 and 2022, 654 and 122,470 shares vested in each period and the Company recognized $ 5,000 and $ 73,000 of stock-based compensation expense for each period related to the Founders Stock, respectively.

As of March 31, 2023 , the total unrecognized compensation expense related to unvested Founders Stock was immaterial.

Equity Incentive Plans and Stock-Based Compensation

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A total of 5,570,000 shares of the Company’s common stock were initially reserved for issuance pursuant to the 2021 Plan.

The number of shares reserved under the 2021 Plan also included 1,032,150 shares of the Company’s common stock that remained available for issuance under the 2020 Plan as of immediately prior to the effectiveness of the 2021 Plan.

In addition to 4,537,850 reserved shares, the number of shares reserved under the 2021 Plan also included 1,032,150 shares of the Company’s common stock that remained available for issuance under the 2020 Plan as of immediately prior to the effectiveness of the 2021 Plan.

The 2021 Plan share reserve will be increased by the number of shares under the 2020 Plan that are repurchased, forfeited, expired or cancelled after the effective date of the 2021 Plan.

In addition, the number of shares of the Company’s common stock available for issuance under the 2021 Plan will automatically increase on the first day of each fiscal year, beginning with the Company’s 2022 fiscal year, in an amount equal to the lesser of (1) 5 % of the outstanding shares of the Company’s common stock on the last day of the immediately preceding fiscal year, or (2) such smaller amount as determined by the Company’s Board of Directors.

The options granted under the 2020 Plan and the 2021 Plan are exercisable at various dates as determined upon grant and will expire no more than ten years from their date of grant.

The exercise price of each option shall be determined by the Company’s Board of Directors based on the fair market value of the Company’s stock on the date of the option grant.

The exercise price shall not be less than 100% of the fair market value of the Company’s common stock at the time the option is granted.

The vesting period generally occurs over four years, either ratably, or with a one year cliff followed by ratable vesting over the remaining 36 months, unless there is a specific performance vesting trigger at which time those shares will vest when the performance trigger is probable to occur.

Certain grants contain performance vesting conditions in addition to defined service periods.

A summary of the Company’s stock option activity for the period ended September 30, 2022 is as follows:

In addition, the number of shares of the Company’s common stock available for issuance under the 2021 Plan automatically increases on the first day of each fiscal year, beginning with the Company’s 2022 fiscal year, in an amount equal to the lesser of (1) 5 % of the outstanding shares of the Company’s common stock on the last day of the immediately preceding fiscal year, or (2) such smaller amount as determined by the Company’s Board of Directors.

On January 1, 2022, the number of shares reserved for issuance under the 2021 Plan was increased to 7,696,809 shares and on January 1, 2023, the n umber of shares reserved for issuance under the 2021 Plan was increased to 9,828,531 shares.

As of March 31, 2023, 6,138,644 shares were authorized for issuance under the 2021 Plan, inclusive of shares added from cancellations under the 2020 Plan.

A summary of the Company’s stock option activity for the period ended March 31, 2023 is as follows (in thousands, expect share and per share data and years):

Weighted-Average

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Outstanding at December 31, 2022

Outstanding at September 30, 2022

Exercisable at September 30, 2022

Vested and expected to vest as of September 30, 2022

During the nine months ended September 30, 2022, 96,431 performance-based stock options vested upon the achievement of the performance condition.

The Company recorded $ 1.2 million of compensation expense relating to the vested performance-based stock options for the nine months ended September 30, 2022.

During the nine months ended September 30, 2022, an aggregate of 94,731 performance-based stock options were forfeited as the related performance conditions were not achieved.

The Company reversed previously recognized $ 1.0 million of expense related to the cancelled options.

As of September 30, 2022, 3,493 performance-based stock options were both outstanding and unvested.

The performance conditions related to these options were satisfied in 2020, and the options will continue to vest over the remaining service period of 16 months.

Total unrecognized stock-based compensation expense on outstanding performance based options was $ 13,000 as of September 30, 2022.

Outstanding at March 31, 2023

Exercisable at March 31, 2023

Vested and expected to vest as of March 31, 2023

Stock-Based Compensation Expense

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Previously recognized compensation expense for an award is reversed in the period that the award is forfeited.

The fair value of stock options was estimated using the following assumptions:

Nine Months Ended

September 30,

The fair value of stock options was estimated using the following assumptions (excluding option modifications):

Three Months Ended

Stock Options:

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Dividend yield

Stock-based compensation expense recognized for all equity awards, including Founder's Stock, has been reported in the statements of operations and comprehensive loss as follows (in thousands):

Stock-based compensation expense recognized for all equity awards has been reported in the statements of operations and comprehensive loss as follows (in thousands):

Three Months Ended

September 30,

Nine Months Ended

September 30,

Research and development expense

General and administrative expense

The weighted-average grant date fair value of employee option grants for the nine months ended September 30, 2022 and 2021 was $ 5.59 and $ 2.70 per share, respectively.

For the three and nine months ended September 30, 2022, forfeitures resulted in the reversal of compensation expense in each case totaling $ 1.1 million, of which $ 1.0 million related to the non-achievement of underlying performance conditions for certain performance-based stock option grants.

Forfeitures resulting in the reversal of compensation expense were immaterial for the three and nine months ended September 30, 2021.

As of September 30, 2022, the unrecognized compensation cost related to outstanding employee and nonemployee options was $ 28.1 million, and is expected to be recognized as expense over a weighted-average period of approximately 2.9 years.

During the period ended March 31, 2022 , the Company recognized $ 1.2 million additional stock-based compensation expense within general and administrative expenses related to accelerated vesting of options of a former executive.

The weighted-average grant date fair value of options granted for the three months ended March 31, 2023 and 2022 was $ 6.51 and $ 8.52 per share, respectively.

Forfeitures resulting in the reversal of compensation expense were immaterial for the three months ended March 31, 2023 and 2022.

As of March 31, 2023, the unrecognized compensation cost related to outstanding employee and nonemployee options was $ 24.5 million, and is expected to be recognized as expense over a weighted-average period of approximately 2.3 years.

Employee Stock Purchase Plan

In September 2021, the Company’s Board of Directors approved and adopted the 2021 Employee Stock Purchase Plan (ESPP).

In September 2021, the Company’s Board of Directors and stockholders approved and adopted the 2021 Employee Stock Purchase Plan (ESPP).

The ESPP became effective on the business day immediately prior to the effective date of the Company’s first registration statement.

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In addition, the number of shares of the Company’s common stock available for issuance under the ESPP will automatically increase on the first day of each fiscal year, beginning with the Company’s 2022 fiscal year, in an amount equal to the lesser of (1) 1 % of the outstanding shares of the Company’s common stock on the last day of the immediately preceding fiscal year, or (2) such smaller amount as determined by the Company’s Board of Directors.

On January 1, 2022, the number of shares reserved for issuance under the ESPP was increased to 805,361 shares and on January 1, 2023, the number of shares reserved for issuance under the ESPP was increased to 1,231,705 shares.

The ESPP permits eligible employees who elect to participate in an offering under the ESPP to have up to 15 % of their eligible earnings withheld, subject to certain limitations, to purchase shares of common stock pursuant to the ESPP.

The price of common stock purchased under the ESPP is equal to 85 % of the lower of the fair market value of the common stock at the commencement date of each offering period or the relevant date of purchase.

Each offering period is six months, with new offering periods commencing every six months on or about the dates of March 15 and September 15 of each year .

During the nine months ended September 30, 2022, the Company issued 45,919 shares of common stock in connection with the ESPP.

Each offering period is 24 months, with new offering periods commencing every six months on or about the dates of March 15 and September 15 of each year.

During the three months ended March 31, 2023 and 2022, the Company issued 32,442 and 27,518 shares, respectively, of common stock in connection with the ESPP .

As of March 31, 2023, there were 1,153,344 shares available for future purchase under the ESPP.

The Company estimated the fair value of shares purchased under the ESPP, using the Black-Scholes valuation model.

The fair value of shares purchased under the ESPP was estimated using the following assumptions:

Three Months Ended

Stock Options:

Risk-free rate of interest

Expected term (years)

Expected stock price volatility

99.2 - 122.5 %

80.7 - 89.8 %

Dividend yield

During the three months ended March 31, 2023 and 2022, the Company recognized compensation expense of $ 0.1 million and $ 0.2 million, respectively, related to the ESPP.

As of March 31, 2023, the remaining unrecognized compensation expense related to the ESPP was $ 0.7 million, and is expected to be recognized as expense over a weighted-average period of approximately 1.4 years.

Liability for Early Exercise of Stock Options

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The cash received in exchange for exercised and unvested shares related to stock options granted is recorded as a liability for the early exercise of stock options on the accompanying balance sheets and will be transferred into common stock and additional paid-in capital as the shares vest.

As of September 30, 2022 and December 31, 2021, 368,127 and 599,878 unvested shares issued under early exercise provisions were subject to repurchase by the Company, respectively.

As of September 30, 2022 and December 31, 2021, the Company recorded $ 0.2 million and $ 0.4 million, respectively, associated with early exercised stock options in other long-term liabilities.

As of March 31, 2023 and December 31, 2022, 225,581 and 277,081 unvested shares issued under early exercise provisions were subject to repurchase by the Company, respectively.

As of March 31, 2023 and December 31, 2022, the Company recorded $ 0.1 million and $ 0.2 million, respectively, associated with early exercised stock options in other long-term liabilities.

Net Loss Per Share

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Three Months Ended

September 30,

Nine Months Ended

September 30,

Weighted-average common shares outstanding

weighted average unvested founder shares of

weighted-average unvested restricted

common stock subject to repurchase

weighted-average unvested common stock

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The following table sets forth the outstanding potentially dilutive securities that have been excluded from the calculation of diluted net loss per share because their inclusion would be anti-dilutive.

As of September 30,

As of March 31,

Unvested restricted common stock subject to repurchase

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Options to purchase common stock

The Company has leases for its office and laboratory space, including its corporate headquarters, with terms that expire in 2033.

The Company has two options to extend the term of the operating lease for a period of three years each.

However, as the Company was not reasonably certain to exercise either of those options at lease commencement, neither option was recognized as part of the associated operating lease Right-of-use (ROU) asset or liability.

In March 2022, the Company entered into an agreement (the Expansion Lease), for an additional office and laboratory space.

The Company has operating leases for its office and laboratory space, including its corporate headquarters.

In August 2020, the Company entered into a lease agreement for approximately 4,734 square feet of office and lab space at 2656 State Street in Carlsbad, California, for the Company’s headquarters (the Original Lease).

The Original Lease commenced in May 2021, and had an original term of 60 months, with an option to extend for two additional 36 month periods.

In March 2022, the Company entered into an agreement for an additional office and laboratory space (the Expansion Lease).

The Expansion Lease is expected to commence in the second half of 2023 and projected lease payments over the life of the lease are expected to be $ 5.5 million with a lease expiration of 120 months after the commencement of the Expansion Lease.

The Company has an option to renew the Expansion Lease and its existing operating lease, which has the same lessor and has been amended to have the same lease term as the Expansion Lease for two additional thirty-six month periods.

In connection with the Company's operating leases, the Company paid a security deposit of $ 71,000 and is required to maintain a letter of credit of $ 1.0 million until 2027 at which time it can be reduced to $ 0.5 million throughout the end of the lease term.

The Company's operating lease cost was $ 0.1 million and $ 0.1 million for the three months ended September 30, 2022 and 2021, respectively, and $ 0.2 million and $ 0.3 million for the nine months ended September 30, 2022 and 2021, respectively.

Cash paid for amounts included in the measurement of lease liabilities was $ 0.1 million and $ 0.1 million for the three months ended September 30, 2022 and 2021, respectively, and $ 0.2 million and $ 0.2 million for the nine months ended September 30, 2022 and 2021, respectively.

The Original Lease was amended to have the same lease expiration as the Expansion Lease.

The Company has an option to renew the Expansion Lease and the Original Lease, which has the same lessor and has been amended to have the same option to extend for two additional 36 month periods .

The Company did not include the renewal periods in determining the lease term, as the Company was not reasonably certain to exercise either the amended Original Lease or the Expansion Lease renewal options.

In connection with the Company's lease agreements, the Company paid security deposits of $ 0.1 million and is required to maintain a letter of credit of $ 1.0 million until 2027 at which time it can be reduced to $ 0.5 million throughout the end of the lease term.

Cash paid for amounts included in the measurement of lease liabilities was $ 0.1 million and $ 0.1 million for the three months ended March 31, 2023 and 2022, respectively.

The components of lease expense include operating, short-term, and variable lease costs.

Amortization is recorded within research and development and general and administrative expenses in the statements of operations and comprehensive loss.

Components of lease cost for the three months ended March 31, 2023 and 2022, respectively, were as follows (in thousands):

Three Months Ended

Operating lease cost

Short-term lease cost

Variable lease cost

Total lease cost

Maturities of lease liabilities, weighted-average remaining term and weighted-average discount rate were as follows (in thousands):

As of September 30,

As of March 31,

Year ending December 31,

2022 (remaining 3 months)

2023 (remaining nine months)

Total minimum lease payments (1)

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Lease liabilities, noncurrent

September 30,

Weighted-average remaining lease term

(years) - operating leases

Weighted-average incremental borrowing

rate - operating leases

Subsequent Events

offerings through the Agent.

Sales of the shares of common stock, if any, will be made at prevailing market prices at the time of sale, or as otherwise agreed with the Agent.

The Agent will receive a commission from the Company of up to 3.0 % of the gross proceeds of any shares of common stock sold under the Sales Agreement.

(1) Excludes $ 5.5 million of legally binding minimum lease payments for leases not yet commenced

Weighted-average remaining lease term (years) - operating leases

Weighted-average incremental borrowing rate - operating leases

Commitments and Contingencies

Other Funding Commitments

As of March 31, 2023, the Company had ongoing clinical and pre-clinical studies for its various pipeline programs.

The Company enters into contracts in the normal course of business with contract research organizations in preparation for clinical trials, professional consultants for expert advice and other vendors for clinical supply manufacturing or other services.

These contracts are generally cancellable, with notice, at the Company's option and do not have significant cancellation penalties.

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

The Company was not subject to any material legal proceedings as of March 31, 2023 , and no material legal proceedings are currently pending or threatened.

If the potential loss from any claim, asserted or unasserted, or legal proceeding is considered probable and the amount is reasonably estimable, the Company will accrue a liability for the estimated loss.

Management’s Discussion and Analysis of Financial Condition and Results of Operations

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This Quarterly Report on Form 10-Q (Quarterly Report) contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (the Exchange Act).

All statements other than statements of historical facts contained in this Quarterly Report, including statements regarding our future results of operations and financial position, business strategy, research and development plans, the anticipated timing, costs, design and conduct of our ongoing and planned preclinical studies and planned clinical trials for our product candidates, the timing and likelihood of regulatory filings and approvals for our product candidates, our ability to commercialize our product candidates, if approved, the impact on our business from the COVID-19 pandemic, geopolitical instability, inflation, rising interest rates or other factors and from resulting adverse effects on financial markets, the global economy, and the supply chain, plans and objectives of management for future operations and future results of anticipated product development efforts, are forward-looking statements.

All statements other than statements of historical facts contained in this Quarterly Report, including statements regarding our future results of operations and financial position, business strategy, research and development plans, the anticipated timing and phase of development, costs, design and conduct of our ongoing and planned preclinical studies and clinical trials for our product candidates, the timing and likelihood of regulatory filings and approvals for our product candidates, the potential to develop product candidates and the safety and therapeutic benefits of our product candidates, our ability to commercialize our product candidates, if approved, the impact on our business from the COVID-19 pandemic and other epidemic diseases on our business, the pricing and reimbursement of our product candidates, if approved, the timing and likelihood of success, plans and objectives of management for future operations and future results of anticipated product development efforts, are forward-looking statements.

These statements involve known and unknown risks, uncertainties and other important factors that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements.

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All forward-looking statements are qualified in their entirety by this cautionary statement, which is made under the safe harbor provisions of the Private Securities Litigation Reform Act of 1995.

We are a precision oncology company focused on developing purpose-built therapies to overcome tumor resistance and improve outcomes for patients with cancer.

We are using our proprietary SNÅP platform, which is optimized to enable rapid and precise refinement of structural design through iterative molecular SNÅPshots, in order to generate next-generation product candidates that are specifically designed to address acquired drug resistance and provide alternative treatment options.

We are initially focused on developing a pipeline of selective inhibitors of the Fibroblast Growth Factor Receptor (FGFR) family members, which are altered in approximately 7% of all cancers.

We are advancing multiple product candidates toward the clinic including our lead product candidate TYRA-300, an FGFR3 inhibitor with an initial focus on patients with metastatic urothelial carcinoma of the bladder and urinary tract.

Our second product candidate, TYRA-200 is an FGFR1/2/3 inhibitor with potency against FGFR2 fusions, molecular brake mutations and gatekeeper resistance that TYRA is developing initially in intrahepatic cholangiocarcinoma.

We submitted an Investigational New Drug application (IND) with the U.S.

Food and Drug Administration (FDA) for TYRA-300 in June 2022 and received clearance in July 2022 to proceed with our Phase 1/2 clinical trial of TYRA-300 (SURF301), a two-part study designed to determine the optimal and maximum tolerated doses (MTD) and the recommended Phase 2 dose (RP2D) of TYRA-300, as well as to evaluate the preliminary antitumor activity of TYRA-300.

We anticipate submitting an IND with the FDA for TYRA-200 in the fourth quarter of 2022.

In addition, we have pipeline development programs targeting FGFR3-related achondroplasia and other FGFR3-related skeletal dysplasias, FGFR4 driven cancers, and RET (REarranged during Transfection kinase) driven cancers.

We are a clinical-stage biotechnology company focused on developing next-generation precision medicines that target large opportunities in Fibroblast Growth Factor Receptor (FGFR) biology.

Our in-house precision medicine platform, SNÅP, enables rapid and precise drug design through iterative molecular SNÅPshots that help predict genetic alterations most likely to cause acquired resistance to existing therapies.

Our initial focus is on applying our accelerated small molecule drug discovery engine to develop therapies in targeted oncology and genetically defined conditions.

In oncology, the widespread availability of approved targeted treatments, such as kinase inhibitors, has transformed the cancer treatment landscape.

Despite the therapeutic benefit that targeted oncology treatments have created for some patients, the response rate and duration of efficacy is often limited by acquired drug resistance, off-target toxicities and other shortcomings of existing therapies.

We are using our proprietary SNÅP platform, which is optimized to enable rapid and precise refinement of structural design through iterative molecular SNÅPshots, in order to generate novel product candidates that are specifically designed to limit off-target toxicities and address acquired drug resistance to provide next-generation treatment options.

Genomic alterations in FGFR family members occur in approximately 7% of all human cancers, representing about 126,000 new cases per year.

We are advancing multiple oncology product candidates toward the clinic, including our lead product candidate TYRA-300, an FGFR3 selective inhibitor with an initial focus on patients with metastatic urothelial carcinoma of the bladder and urinary tract (mUC).

We submitted an Investigational New Drug application (IND) to the U.S.

Food and Drug Administration (FDA) for TYRA-300 in June 2022 and received clearance in July 2022 to proceed with our Phase 1/2 clinical trial of TYRA-300, SURF301 (Study in Untreated and Resistant FGFR3+ Advanced Solid Tumors), a multi-center, open label study designed to determine the optimal and maximum tolerated doses and the recommended Phase 2 dose of TYRA-300, as well as to evaluate the preliminary antitumor activity of TYRA-300.

In November 2022, the first patient was dosed with TYRA-300 in our Phase 1/2 study SURF301.

Beyond oncology, FGFR3 is implicated in many developmental conditions, such as achondroplasia (ACH) and other skeletal dysplasias, due to its role in regulating bone and cartilage formation.

In March 2023, we announced we were expanding development of TYRA-300 into achondroplasia based on positive preclinical results demonstrated in a study performed in collaboration with the Imagine Institute in Paris, France.

Achondroplasia, the most common form of dwarfism, is a skeletal dysplasia in which growth plate cartilage is affected, resulting in decreased growth of the long bones, vertebral bodies and skull base.

These growth differences can result in health complications such as cranial and spinal stenosis, hydrocephalus, genu varum (bowed legs), and sleep apnea.

A specific mutation in FGFR3 causes an estimated 97% of achondroplasia.

We believe that the design of TYRA-300 may have a meaningful impact on achondroplasia and other skeletal dysplasias.

We are planning additional IND-enabling studies and anticipate submitting an IND to the FDA to enable a Phase 2 study in pediatric achondroplasia in 2024.

We are also advancing our second oncology product candidate, TYRA-200, an FGFR1/2/3 inhibitor with potency against activating FGFR2 gene alterations, as well as clinically important molecular brake and gatekeeper resistance mutations.

In December 2022, we submitted an IND to the FDA for TYRA-200 and received clearance in January 2023 to proceed with a Phase 1 clinical trial of TYRA-200, which will be focused on intrahepatic cholangiocarcinoma resistant to other FGFR inhibitors.

We anticipate dosing the first patient in this trial in the second half of 2023.

Since the commencement of our operations in 2018, we have devoted substantially all of our resources to organizing and staffing the company, business planning, raising capital, developing our proprietary SNÅP platform, undertaking research and development activities for our development programs, establishing our intellectual property portfolio, and providing general and administrative support for our operations.

We have not generated any revenue to date and have funded our operations primarily from our initial public offering (IPO), private placements of our convertible preferred stock, and the issuance of Simple Agreements for Future Equity.

Our net losses for the nine months ended September 30, 2022 and 2021 were $42.4 million and $16.4 million, respectively.

As of September 30, 2022, we had an accumulated deficit of $82.8 million.

As of September 30, 2022, we had cash and cash equivalents of $263.2 million.

Our net losses for the three months ended March 31, 2023 and 2022 were $11.9 million and $14.8 million, respectively.

As of March 31, 2023, we had an accumulated deficit of $107.6 million.

As of March 31, 2023, we had cash and cash equivalents of $241.7 million.

We have incurred significant operating losses since inception.

Our net losses may fluctuate significantly from quarter-to-quarter and year-to-year, depending on the timing of our clinical development activities, other research and development activities and capital expenditures.

We expect to continue to incur significant expenses and increasing operating losses for the foreseeable future particularly if and as we conduct preclinical studies and planned clinical trials, continue our research and development activities, utilize third parties to manufacture our product candidates and related raw materials, hire additional personnel, expand and protect our intellectual property, and incur additional costs associated with being a public company.

We expect to continue to incur significant expenses and increasing operating losses for the foreseeable future particularly if and as we conduct preclinical studies and clinical trials, continue our research and development activities, utilize third parties to manufacture our product candidates and related raw materials, hire additional personnel, expand and protect our intellectual property, and incur additional costs associated with being a public company.

Based on our current operating plan, we believe that our existing cash and cash equivalents will be sufficient to fund our operating expenses and capital expenditures through at least 2024.

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If we are unable to raise additional capital or enter into such arrangements when needed, we could be forced to delay, limit, reduce or terminate our research and development programs or future commercialization efforts, or grant rights to develop and market our product candidates even if we would otherwise prefer to develop and market such product candidates ourselves.

The global COVID-19 pandemic continues to evolve, and we will continue to monitor the COVID-19 situation closely.

The extent of the impact of the COVID-19 pandemic on our business, operations and development timelines and plans remains uncertain, and will depend on certain developments, including the duration and spread of the pandemic and its impact on our development activities, contract research organizations (CROs), third-party manufacturers and other third parties with whom we do business, as well as its impact on regulatory authorities and our key scientific and management personnel.

Components of Results of Operations

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external costs, including:

expenses incurred in connection with conducting clinical trials, including investigator grants and site payments for time and pass-through expenses and expenses incurred under agreements with CROs, central laboratories and other vendors and service providers engaged to conduct our trials;

expenses incurred in connection with conducting clinical trials, including investigator grants and site payments for time and pass-through expenses and expenses incurred under agreements with contract research organizations (CROs), central laboratories and other vendors and service providers engaged to conduct our trials;

expenses incurred in connection with the discovery and preclinical development of our product candidates, including under agreements with third parties, such as consultants and CROs;

costs associated with consultants for chemistry, manufacturing and controls, or CMC development, and other services;

costs associated with consultants for chemistry, manufacturing and controls (CMC) development, and other services;

the cost of manufacturing compounds for use in our preclinical studies, including under agreements with third parties, such as consultants and third-party manufacturers;

costs related to compliance with drug development regulatory requirements;

internal costs, including:

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the number of trials required for approval;

the number of sites included in the trials;

the number of sites included in each of our trials;

the countries in which the trials are conducted;

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the number of patients that participate in the trials;

the ability to identify appropriate patients eligible for our clinical trials;

the number of doses that patients receive;

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significant and changing government regulation and regulatory guidance;

the impact of any business interruptions to our operations or to those of the third parties with whom we work, particularly in light of the COVID-19 pandemic environment;

geopolitical instability, such as the military conflict in the Ukraine;

adverse effects on the financial markets, the global economy, the supply chain and our expenses due to the COVID-19 pandemic, geopolitical instability, inflation, rising interest rates and other factors;

the impact of any business interruptions to our operations or to those of the third parties with whom we work, including the COVID-19 pandemic or other epidemic diseases;

geopolitical instability, such as the war in Ukraine;

adverse effects on the financial markets, the global economy, the supply chain and our expenses due to the COVID-19 pandemic or other epidemic diseases, geopolitical instability, inflation, rising interest rates and other factors;

the extent to which we establish additional strategic collaborations or other arrangements.

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We expect our general and administrative expenses will increase for the foreseeable future to support our increased research and development activities, manufacturing activities, and the increased costs associated with operating as a public company.

These increased costs will likely include increased expenses related to hiring of additional personnel, audit, legal, regulatory and tax-related services associated with maintaining compliance with exchange listing and SEC, requirements, director and officer insurance costs, and investor and public relations costs.

These increased costs will likely include increased expenses related to hiring of additional personnel, audit, legal, regulatory and tax-related services associated with maintaining compliance with exchange listing and the Securities and Exchange Commission (SEC) requirements, director and officer insurance costs, and investor and public relations costs.

Other Income and Expenses

Other income (expense) consists primarily of interest income from our cash and cash equivalents.

Results of Operations

Comparison of the Three Months Ended September 30, 2022 and 2021

The following table summarizes our results of operations for the periods indicated (in thousands):

Three Months Ended September 30,

Operating expenses:

Research and development

General and administrative

Total operating expenses

Loss from operations

Other income (expense):

Interest income

Other income (expense)

Total other income (expense)

Net loss and comprehensive loss

Research and Development Expenses

Research and development expenses were $10.9 million and $5.5 million for the three months ended September 30, 2022 and 2021, respectively.

The increase of $5.4 million was primarily due to additional spend to support the advancement of TYRA-300, TYRA-200 and our SNÅP platform, including $1.3 million of higher personnel-related costs, which included $0.4 million of non-cash stock-based compensation costs.

The following table summarizes our research and development expenses by development program for the three months ended September 30, 2022 and 2021 (in thousands):

Three Months Ended September 30,

External research and development expense by

Other development programs

Unallocated research and development expense

Other research and development

Personnel-related expenses

Stock-based compensation

Total research and development expense

General and Administrative Expenses

General and administrative expenses were $2.7 million and $1.2 million for the three months ended September 30, 2022 and 2021, respectively.

The increase of $1.5 million was primarily due to increases of $0.5 million in personnel-related expenses, including $0.1 million in non-cash stock-based compensation costs, $0.6 million in other operating expenses and $0.4 million in professional services related to legal, accounting, and other consulting fees.

Comparison of the Nine Months Ended September 30, 2022 and 2021

Comparison of the Three Months Ended March 31, 2023 and 2022

The following table summarizes our results of operations for the periods indicated (in thousands):

Nine Months Ended September 30,

Three Months Ended March 31,

Operating expenses:

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Interest income

Other income (expense)

Total other income (expense)

Other expense

Total other income

Net loss and comprehensive loss

Research and Development Expenses

Research and development expenses were $32.6 million and $13.4 million for the nine months ended September 30, 2022 and 2021, respectively.

The increase of $19.2 million was primarily due to additional spend to support the advancement of TYRA-300, TYRA-200 and our SNÅP platform, including $5.9 million of higher personnel-related costs, which included $3.3 million of non-cash stock-based compensation costs.

The following table summarizes our research and development expenses by development program for the nine months ended September 30, 2022 and 2021 (in thousands):

Nine Months Ended September 30,

Research and development expenses were $10.4 million and $9.6 million for the three months ended March 31, 2023 and 2022, respectively.

The increase of $0.8 million was primarily due to higher personnel-related costs.

The following table summarizes our research and development expenses by development program for the three months ended March 31, 2023 and 2022 (in thousands):

Three Months Ended March 31,

External research and development expense by

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Other research and development

Personnel-related expenses

Stock-based compensation

Compensation and stock-based compensation

Total research and development expense

General and Administrative Expenses

General and administrative expenses were $11.3 million and $3.0 million for the nine months ended September 30, 2022 and 2021, respectively.

The increase of $8.3 million was primarily due to increases of $5.0 million in personnel-related expenses, including $0.7 million in non-cash stock-based compensation costs, $1.4 million in professional services related to legal, accounting, and other consulting fees and $1.9 million in other operating expenses.

General and administrative expenses were $3.9 million and $5.2 million for the three months ended March 31, 2023 and 2022, respectively.

The decrease of $1.3 million was primarily due to decreases of $1.5 million in compensation and stock-based compensation costs, partially offset by increase of $0.2 million in other operating expenses.

Other income was $2.5 million and $0.1 million for the three months ended March 31, 2023 and 2022, respectively.

The increase of $2.4 million was primarily related to an increase in interest rate return on our cash and cash equivalents.

Liquidity and Capital Resources

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On September 17, 2021, we completed our IPO and issued 12,420,000 shares of common stock for net proceeds of approximately $181.2 million.

Prior to our initial public offering, we funded our operations primarily through private placements of our convertible preferred stock with aggregate gross proceeds of $157.2 million.

Prior to our initial public offering, we funded our operations primarily through private placements of our convertible preferred stock with net proceeds of $157.2 million excluding issuance costs of $0.4 million.

Our primary uses of cash to date have been to fund our research and development activities, including with respect to TYRA-300 and TYRA-200 and other research programs, business planning, establishing and maintaining our intellectual property portfolio, hiring personnel, raising capital, and providing general and administrative support for these operations.

On October 3, 2022, we entered into an ATM Sales Agreement (the Sales Agreement) with Virtu Americas LLC (the Agent), under which we may, from time to time, sell shares of our common stock having an aggregate offering price of up to $150.0 million in “at the market”

offerings through the Agent.

Sales of the shares of common stock, if any, will be made at prevailing market prices at the time of sale, or as otherwise agreed with the Agent.

The Agent will receive a commission from us of up to 3.0% of the gross proceeds of any shares of common stock sold under the Sales Agreement.

We are not obligated to sell, and the Agent is not obligated to buy or sell, any shares of common stock under the Sales Agreement.

No assurance can be given that we will sell any shares of common stock under the Sales Agreement, or, if we do, as to the price or amount of shares of common stock that we may sell or the dates when such sales will take place.

The following table sets forth a summary of our cash flows for the periods indicated (in thousands):

Nine Months Ended September 30,

Three Months Ended March 31,

Net cash used in operating activities

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Net cash provided by financing activities

Net cash (decrease) increase for the period

Net cash decrease for the period

Operating Activities

Net cash used in operating activities for the nine months ended September 30, 2022 was $38.3 million, consisting primarily of our net loss of $42.4 million and net changes in operating assets and liabilities of $3.8 million, adjusted for $7.9 million of non-cash charges related to stock-based compensation expense and depreciation and amortization.

Net cash used in operating activities for the nine months ended September 30, 2021 was $14.7 million, consisting primarily of our net loss of $16.4 million, adjusted for $1.1 million of non-cash charges and $0.6 million for net changes in operating assets and liabilities.

Non-cash charges consisted primarily of stock-based compensation expense and depreciation and amortization.

Net cash used in operating activities for the three months ended March 31, 2023 was $9.8 million, consisting primarily of our net loss of $11.9 million, adjusted for $2.5 million of non-cash charges primarily related to stock-based compensation expense and $0.4 million for net changes in operating assets and liabilities.

Net cash used in operating activities for the three months ended March 31, 2022 was $8.9 million, consisting primarily of our net loss of $14.8 million, adjusted for $4.0 million of non-cash charges primarily related to stock-based compensation expense and $1.9 million for net changes in operating assets and liabilities.

Investing Activities

Net cash used in investing activities for the nine months ended September 30, 2022 and 2021 was $0.5 million and $0.5 million, respectively, consisting of purchases of property and equipment.

Net cash used in investing activities for the three months ended March 31, 2023 and 2022 was $41,000 and $0.2 million, respectively, consisting of purchases of property and equipment.

Financing Activities

Net cash provided by financing activities was $0.6 million for the nine months ended September 30, 2022, due to proceeds received from the issuance of common stock under benefit plans.

Net cash provided by financing activities was $312.9 million for the nine months ended September 30, 2021, primarily due to net proceeds of $182.7 million from our IPO, in addition to net proceeds of $23.5 million from the second closing of our Series A convertible preferred stock, $106.1 million in net proceeds from the issuance of our Series B convertible preferred stock, and $0.6 million from the issuance of common stock under benefit plans.

Net cash provided by financing activities for the three months ended March 31, 2023 and 2022 was $0.4 million and $0.2 million, respectively, primarily related to proceeds from issuances of common stock under benefit plans.

Future Funding Requirements

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However, our forecast of the period of time through which our financial resources will be adequate to support our operations is a forward-looking statement that involves risks and uncertainties, and actual results could vary materially.

We have based this estimate on assumptions that may prove to be wrong, and we could deplete our capital resources sooner than we expect.

We have based this estimate on assumptions that may prove to be wrong, and

we could deplete our capital resources sooner than we expect.

Additionally, the process of conducting preclinical studies and testing product candidates in clinical trials is costly, and the timing of progress and expenses in these studies and trials is uncertain.

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costs associated with any products or technologies that we may in-license or acquire;

delays or issues with any of the above, including the risk of each of which may be exacerbated by the ongoing COVID-19 pandemic, potential geopolitical instability, inflation or rising interest rates.

delays or issues with any of the above, including that the risk of each may be exacerbated by the ongoing COVID-19 pandemic, any future epidemic diseases, potential geopolitical instability, inflation or rising interest rates.

Until such time, if ever, as we can generate substantial product revenues to support our cost structure, we expect to finance our cash needs through equity offerings, debt financings or other capital sources, including potential collaborations, licenses and other similar arrangements.

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If we are unable to raise additional funds through equity or debt financings when needed, we may be required to delay, limit, reduce or terminate our product development or future commercialization efforts or grant rights to develop and market our product candidates even if we would otherwise prefer to develop and market such product candidates ourselves.

offerings through the Agent.

Sales of the shares of common stock, if any, will be made at prevailing market prices at the time of sale, or as otherwise agreed with the Agent.

The Agent will receive a commission from us of up to 3.0% of the gross proceeds of any shares of common stock sold under the Sales Agreement.

We are not obligated to sell, and the Agent is not obligated to buy or sell, any shares of common stock under the Sales Agreement.

Contractual Obligations and Commitments

Other than disclosed below, there were no material changes outside the ordinary course of our business during the nine months ended September 30, 2022 to the information regarding our contractual obligations that was disclosed in “Management’s Discussion and Analysis of Financial Condition and Results of Operations”

Other than disclosed below, there were no material changes outside the ordinary course of our business during the three months ended March 31, 2023 to the information regarding our contractual obligations that was disclosed in “Management’s Discussion and Analysis of Financial Condition and Results of Operations”

included in the 2022 Annual Report.

In March 2022, we entered into the Expansion Lease for additional office and laboratory space.

The Expansion Lease is expected to commence in the second half of 2023 and projected lease payments over the life of the lease are expected to be $5.5 million with a lease expiration of 120 months after the commencement of the Expansion Lease.

These obligations are further described in Note 10 to our audited financial statements and Note 9 to our unaudited interim financial statements.

The following table summarizes our contractual obligations and commitments as of September 30, 2022, including the executed but not yet commenced, Expansion Lease (in thousands):

Payments Due by Period

Operating lease obligations

As of March 31, 2023, total future aggregate operating lease commitments were $9.0 million, including payments on leases not yet commenced, with approximately $0.5 million due in 2023, and the remaining due in periods from 2024 through 2033.

Critical Accounting Policies and Estimates

There have been no material changes to our critical accounting policies and estimates during the three and nine months ended September 30, 2022, as compared to the critical accounting policies and estimates disclosed in “Management’s Discussion and Analysis of Financial Condition and Results of Operations”

There have been no material changes to our critical accounting policies and estimates during the three months ended March 31, 2023, as compared to the critical accounting policies and estimates disclosed in “Management’s Discussion and Analysis of Financial Condition and Results of Operations”

included in the 2022 Annual Report.

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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