0000950170-22-024516 | 10-Q | XBRL Viewer

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Document and Entity Information - shares	9 Months Ended
Document and Entity Information - shares	Sep. 30, 2022	Nov. 03, 2022
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Sep. 30, 2022
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	Q3
Trading Symbol	IVVD
Entity Registrant Name	INVIVYD, INC.
Entity Central Index Key	0001832038
Current Fiscal Year End Date	--12-31
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Common Stock, Shares Outstanding		108,982,401
Entity Current Reporting Status	Yes
Entity Shell Company	false
Entity File Number	001-40703
Entity Tax Identification Number	85-1403134
Entity Address, Address Line One	1601 Trapelo Road
Entity Address, Address Line Two	Suite 178
Entity Address, City or Town	Waltham
Entity Address, State or Province	MA
Entity Address, Postal Zip Code	02451
City Area Code	781
Local Phone Number	819-0080
Entity Interactive Data Current	Yes
Title of 12(b) Security	Common Stock, $0.0001 par value per share
Security Exchange Name	NASDAQ
Entity Incorporation, State or Country Code	DE
Document Quarterly Report	true
Document Transition Report	false

CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Current assets:
Cash and cash equivalents	$ 278,152	$ 542,224
Marketable securities	140,517	49,194
Prepaid expenses and other current assets	2,927	25,293
Total current assets	421,596	616,711
Property and equipment, net	1,429	83
Operating lease right-of-use asset	1,486	0
Other non-current assets	236	3,297
Total assets	424,747	620,091
Current liabilities:
Accounts payable	16,770	5,783
Accrued expenses	28,974	56,277
Operating lease liability, current	329	0
Other current liabilities	53	0
Total current liabilities	46,126	62,060
Early-exercise liability	1	6
Operating lease liability, non-current	1,177	0
Other non-current liability	0	6
Total liabilities	47,304	62,072
Commitments and contingencies (Note 8)
Preferred stock:
Preferred stock (undesignated), $0.0001 par value; 10,000,000 shares authorized and no shares issued and outstanding at September 30, 2022 and December 31, 2021	0	0
Common stock, $0.0001 par value; 1,000,000,000 shares authorized, 108,957,401 shares issued and outstanding at September 30, 2022; 1,000,000,000 shares authorized, 111,251,660 shares issued and 110,782,909 shares outstanding at December 31, 2021	11	11
Treasury stock, at cost; 0 shares and 468,751 shares at September 30, 2022 and December 31, 2021, respectively	0	0
Additional paid-in capital	866,238	850,125
Accumulated other comprehensive loss	46	(8)
Accumulated deficit	(488,852)	(292,109)
Total stockholders' equity (deficit)	377,443	558,019
Total liabilities, convertible preferred stock and stockholders' equity (deficit)	$ 424,747	$ 620,091

CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) (PARENTHETICAL) - $ / shares	Sep. 30, 2022	Dec. 31, 2021
Preferred stock par value (in dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized (in shares)	10,000,000	10,000,000
Preferred stock, shares issued (in shares)	0	0
Preferred stock, shares outstanding (in shares)	0	0
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized (in shares)	1,000,000,000	1,000,000,000
Common stock, shares issued (in shares)	108,957,401	111,251,660
Common stock, shares outstanding (in shares)	108,957,401	110,782,909
Treasury Stock, Shares	0	468,751

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS (UNAUDITED) - USD ($)
$ in Thousands

3 Months Ended

9 Months Ended

Sep. 30, 2022

Sep. 30, 2021

Sep. 30, 2022

Sep. 30, 2021

Operating expenses:

Research and development

^[1]

$ 30,131

$ 45,366

$ 159,295

$ 114,465

Acquired in-process research and development

^[2]

4,000

7,500

Selling, general and administrative

13,200

11,052

36,524

21,853

Total operating expenses

47,331

60,418

199,819

143,818

Loss from operations

(47,331)

(60,418)

(199,819)

(143,818)

Other income (expense):

Other income (expense), net

2,244

3,076

Total other income (expense), net

2,244

3,076

Net loss

(45,087)

(60,375)

(196,743)

(143,748)

Other comprehensive income (loss)

Unrealized gain on available-for-sale securities, net of tax

Comprehensive loss

$ (45,041)

$ (60,372)

$ (196,689)

$ (143,745)

Earnings Per Share, Basic

$ (0.42)

$ (0.98)

$ (1.82)

$ (7.06)

Earnings Per Share, Diluted

$ (0.42)

$ (0.98)

$ (1.82)

$ (7.06)

Weighted Average Number of Shares Outstanding, Basic

108,420,674

61,297,086

108,154,397

20,346,771

Weighted Average Number of Shares Outstanding, Diluted

108,420,674

61,297,086

108,154,397

20,346,771

[1]	Includes related-party amounts of $1,742 and $6,027 for the three and nine months ended September 30, 2022, respectively, and $1,826 and $2,261 for the three and nine months ended September 30, 2021, respectively
[2]	Includes related-party amounts of $4,000 for both the three and nine months ended September 30, 2022, and $4,000 and $7,500 for the three and nine months ended September 30, 2021, respectively

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS (UNAUDITED) (PARENTHETICAL) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Research and Development Arrangement [Member]
Related party expenses	$ 1,742	$ 1,826	$ 6,027	$ 2,261
In Process Research and Development [Member]
Related party expenses	$ 4,000	$ 4,000	$ 4,000	$ 7,500

CONDENSED CONSOLIDATED STATEMENTS OF CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS' EQUITY (DEFICIT) (UNAUDITED) - USD ($)	Total	IPO [Member]	Convertible Preferred Stock [Member]	Series C Convertible Preferred Stock [Member]	Non Restricted Common Stock [Member]	Common Stock [Member]	Common Stock [Member] IPO [Member]	Common Stock [Member] Non Restricted Common Stock [Member]	Preferred Stock [Member] Convertible Preferred Stock [Member]	Treasury Stock [Member]	Additional Paid-in Capital [Member]	Additional Paid-in Capital [Member] IPO [Member]	Additional Paid-in Capital [Member] Non Restricted Common Stock [Member]	Accumulated Other Comprehensive Income [Member]	Accumulated Deficit [Member]
Balances at Dec. 31, 2020	$ (65,249,000)					$ 1,000			$ 169,548,000		$ 154,000			$ 0	$ (65,319,000)
Balances, shares at Dec. 31, 2020						5,593,240			12,647,934
Treasury stock, shares at Dec. 31, 2020										22,600,000
Treasury stock at Dec. 31, 2020										$ (85,000)
Stock-based compensation expense	587,000										587,000
Net loss	(38,700,000)														(38,700,000)
Balances at Mar. 31, 2021	(103,362,000)					$ 1,000			$ 169,548,000		741,000				(104,019,000)
Balances, shares at Mar. 31, 2021						5,593,240			12,647,934
Treasury stock, shares at Mar. 31, 2021										22,600,000
Treasury stock at Mar. 31, 2021										$ (85,000)
Balances at Dec. 31, 2020	(65,249,000)					$ 1,000			$ 169,548,000		154,000			0	(65,319,000)
Balances, shares at Dec. 31, 2020						5,593,240			12,647,934
Treasury stock, shares at Dec. 31, 2020										22,600,000
Treasury stock at Dec. 31, 2020										$ (85,000)
Unrealized gain on available-for-sale securities, net of tax	3,000
Net loss	(143,748,000)
Balances at Sep. 30, 2021	633,213,000					$ 5,000			$ 0		842,272,000			3,000	(209,067,000)
Balances, shares at Sep. 30, 2021						111,251,660			0
Treasury stock, shares at Sep. 30, 2021										0
Treasury stock at Sep. 30, 2021										$ 0
Balances at Mar. 31, 2021	(103,362,000)					$ 1,000			$ 169,548,000		741,000				(104,019,000)
Balances, shares at Mar. 31, 2021						5,593,240			12,647,934
Treasury stock, shares at Mar. 31, 2021										22,600,000
Treasury stock at Mar. 31, 2021										$ (85,000)
Issuance of convertible preferred stock, net of issuance costs				$ 335,163,000
Issuance of convertible preferred stock, shares				4,296,550
Issuance of common stock	66,000										66,000
Issuance of common stock, shares						6,000
Vesting of restricted common stock from early-exercised options	3,000										3,000
Stock-based compensation expense	3,342,000										3,342,000
Retirement of treasury shares										$ 85,000	(85,000)
Retirement of treasury shares, shares										(22,600,000)
Net loss	(44,673,000)														(44,673,000)
Balances at Jun. 30, 2021	(144,624,000)					$ 1,000			$ 504,711,000		4,067,000			0	(148,692,000)
Balances, shares at Jun. 30, 2021						5,599,240			16,944,484
Treasury stock, shares at Jun. 30, 2021										0
Treasury stock at Jun. 30, 2021										$ 0
Issuance of common stock		$ 327,520,000					$ 2,000					$ 327,518,000
Issuance of common stock, shares							20,930,000
Conversion of convertible preferred stock to common stock, shares			(16,944,484)			84,722,420
Conversion of convertible preferred stock to common stock	504,709,000					$ 2,000			$ (504,711,000)		504,707,000
Stock-based compensation expense	5,979,000										5,979,000
Unrealized gain on available-for-sale securities, net of tax	3,000													3,000
Net loss	(60,375,000)														(60,375,000.0)
Balances at Sep. 30, 2021	633,213,000					$ 5,000			$ 0		842,272,000			3,000	(209,067,000)
Balances, shares at Sep. 30, 2021						111,251,660			0
Treasury stock, shares at Sep. 30, 2021										0
Treasury stock at Sep. 30, 2021										$ 0
Balances at Dec. 31, 2021	$ 558,019,000					$ 11,000			$ 0		850,125,000			(8,000)	(292,109,000)
Balances, shares at Dec. 31, 2021						110,782,909			0
Treasury stock, shares at Dec. 31, 2021	468,751									468,751
Treasury stock at Dec. 31, 2021	$ 0									$ 0
Repurchase of unvested restricted common stock						1,158,089				(1,158,089)
Vesting of restricted common stock from early-exercised options	1,000										1,000
Exercise of stock options, shares								50,353
Exercise of stock options					$ 47,000								$ 47,000
Stock-based compensation expense	1,983,000										1,983,000
Retirement of treasury shares, shares										(1,626,840)
Unrealized gain on available-for-sale securities, net of tax	8,000													8,000
Net loss	(100,666,000)														(100,666,000)
Balances at Mar. 31, 2022	459,392,000					$ 11,000			$ 0		852,156,000			0	(392,775,000)
Balances, shares at Mar. 31, 2022						109,675,173			0
Treasury stock, shares at Mar. 31, 2022										0
Treasury stock at Mar. 31, 2022										$ 0
Balances at Dec. 31, 2021	$ 558,019,000					$ 11,000			$ 0		850,125,000			(8,000)	(292,109,000)
Balances, shares at Dec. 31, 2021						110,782,909			0
Treasury stock, shares at Dec. 31, 2021	468,751									468,751
Treasury stock at Dec. 31, 2021	$ 0									$ 0
Issuance of Series A convertible preferred stock in exchange for license and common stock, shares	5,000,000
Issuance of Series A convertible preferred stock in exchange for license and common stock	$ (40,000,000.0)
Unrealized gain on available-for-sale securities, net of tax	54,000
Net loss	(196,743,000)
Balances at Sep. 30, 2022	$ 377,443,000					$ 11,000			$ 0		866,238,000			46,000	(488,852,000)
Balances, shares at Sep. 30, 2022						108,957,401			0
Treasury stock, shares at Sep. 30, 2022	0									0
Treasury stock at Sep. 30, 2022	$ 0									$ 0
Balances at Mar. 31, 2022	459,392,000					$ 11,000			$ 0		852,156,000			0	(392,775,000)
Balances, shares at Mar. 31, 2022						109,675,173			0
Treasury stock, shares at Mar. 31, 2022										0
Treasury stock at Mar. 31, 2022										$ 0
Repurchase of unvested restricted common stock						992,648				(992,648)
Exercise of stock options, shares								98,000
Exercise of stock options					$ 76,000								$ 76,000
Stock-based compensation expense	6,361,000										6,361,000
Net loss	(50,990,000)														(50,990,000)
Balances at Jun. 30, 2022	414,839,000					$ 11,000			$ 0		858,593,000			0	(443,765,000)
Balances, shares at Jun. 30, 2022						108,780,525			0
Treasury stock, shares at Jun. 30, 2022										992,648
Treasury stock at Jun. 30, 2022										$ 0
Issuance of common stock under the employee stock purchase plan, shares						51,876
Issuance of common stock under the employee stock purchase plan	149,000										149,000
Exercise of stock options, shares						125,000
Exercise of stock options	97,000										97,000
Stock-based compensation expense	7,399,000										7,399,000
Retirement of treasury shares, shares										(992,648)
Unrealized gain on available-for-sale securities, net of tax	46,000													46,000
Net loss	(45,087,000)														(45,087,000)
Balances at Sep. 30, 2022	$ 377,443,000					$ 11,000			$ 0		$ 866,238,000			$ 46,000	$ (488,852,000)
Balances, shares at Sep. 30, 2022						108,957,401			0
Treasury stock, shares at Sep. 30, 2022	0									0
Treasury stock at Sep. 30, 2022	$ 0									$ 0

CONDENSED CONSOLIDATED STATEMENTS OF CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS' EQUITY (DEFICIT) (UNAUDITED) (Parenthetical) $ in Thousands	3 Months Ended
	Jun. 30, 2021 USD ($)
Convertible preferred stock, net of issuance costs	$ 337

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021
Cash flows from operating activities:
Net loss	$ (196,743)	$ (143,748)
Adjustments to reconcile net loss to net cash used in operating activities:
Stock-based compensation expense	15,743	9,908
Non-cash payments	0	66
Net amortization of premiums and accretion of discounts on marketable securities	92	(577)
Amortization of operating lease right-of-use assets	242	0
Depreciation expense	14	0
Changes in operating assets and liabilities:
Prepaid expenses and other current assets	22,366	(11,342)
Other non-current assets	3,061	(6,016)
Accounts payable	10,371	8,909
Accrued expenses	(27,554)	30,122
Other current liabilities	53	0
Operating lease liabilities	(222)	0
Other non-current liabilities	(6)	0
Net cash used in operating activities	(172,583)	(111,524)
Cash flows from investing activities:
Purchase of marketable securities	140,360	188,627
Maturities of marketable securities	49,000	0
Purchases of property and equipment	(494)	0
Net cash provided by investing activities	(91,854)	(188,627)
Cash flows from financing activities:
Proceeds from issuance of convertible preferred stock, net of issuance costs paid	0	335,163
Proceeds from issuance of common stock, net of commissions and underwriting discounts	0	330,905
Payments of initial public offering costs	0	(2,636)
Proceeds from exercises of stock options	220	0
Proceeds from issuance of common stock under the employee stock purchase plan	149	0
Payments for repurchases of unvested restricted common stock	(4)	0
Net cash provided by financing activities	365	663,432
Net (decrease) increase in cash and cash equivalents	(264,072)	363,281
Cash and cash equivalents at beginning of period	542,224	114,988
Cash and cash equivalents at end of period	278,152	478,269
Supplemental disclosure of non-cash investing and financing activities:
Operating lease right-of-use asset recognized upon adoption of ASC 842	1,728	0
Deferred offering and issuance cost included in accrued expenses	0	749
Purchases of property and equipment in accounts payable and accrued expenses	$ 867	$ 0

Nature of Business and Basis of Presentation

9 Months Ended

Sep. 30, 2022

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Nature of the Business and Basis of Presentation

1. Nature of the Business and Basis of Presentation

Invivyd, Inc., (formerly Adagio Therapeutics, Inc.) together with its consolidated subsidiaries (the “Company”), is a biopharmaceutical company on a mission to protect humanity from serious viral respiratory diseases. The Company is developing antibodies to transcend the limits of naturally occurring immunity and provide superior protection from viral diseases, beginning with coronavirus disease 2019 ("COVID-19"). The Company's technology works at the intersection of evolutionary virology, predictive modeling, and antibody engineering, and is designed to identify high-quality, long-lasting antibodies with a high barrier to viral escape. With its integrated discovery platform approach, the Company is generating a robust pipeline of product candidates for use in both prevention and treatment of disease.

NVD200 is a combination product of two monoclonal antibodies which demonstrated potent in vitro neutralizing activity against prior and current SARS-CoV-2 variants of concern, including Omicron sublineages, as well as the more antigenically divergent SARS-CoV-1. This antibody combination has been selected for neutralization potency, breadth of coverage, and non-dominant epitope recognition. The antibodies in the combination target non-overlapping epitopes that are rarely targeted by endogenous neutralizing antibodies, which limits immune pressure on these sites and increases the probability of sustained utility in an evolving viral landscape. The Company intends to initiate clinical trials of NVD200 in the first quarter of 2023.

One of the antibodies in NVD200 is a re-engineered version of adintrevimab, the Company's investigational monoclonal antibody. Adintrevimab has demonstrated clinically meaningful results in global Phase 2/3 clinical trials against multiple variants of concern for the prevention and treatment of COVID-19. The Company initiated its first clinical trial for adintrevimab in February 2021; however, due to the emergence and global spread of the Omicron variant, against which adintrevimab has reduced in vitro neutralization potency compared to prior variants, enrollment was paused in adintrevimab's Phase 2/3 trials in January 2022. The Company reported preliminary safety and efficacy data (pre-Omicron) from both its EVADE (evaluating adintrevimab for the prevention of COVID-19) and STAMP (evaluating adintrevimab for the treatment of COVID-19) trials in March 2022 and is in the process of closing both trials.

Adintrevimab, which has demonstrated broadly neutralizing activity in vitro against SARS-CoV-2 variants of concern (“VOCs”) including Alpha, Beta, Delta, Gamma and Omicron BA.1, has markedly reduced neutralization activity in vitro against the currently circulating Omicron sublineages. Based on feedback from the FDA regarding adintrevimab’s lack of neutralizing activity against the BA.2 variant, the Company paused the submission of an Emergency Use Authorization (“EUA”) request.

Beyond COVID-19, the Company is leveraging its integrated discovery platform that has enabled expedited advancement of adintrevimab into clinical trials to develop therapeutic or preventative options for other infectious diseases, such as additional coronaviruses and influenza.

The Company was incorporated in the State of Delaware in June 2020. The Company operates as a virtual company and maintains a corporate headquarters for general and administrative purposes only. In June 2022, and subsequently amended in September 2022, the Company entered into a noncancelable agreement for dedicated laboratory and office space in Newton, MA for research and development purposes. The Company performs research and development activities internally and engages third parties, including Adimab, LLC (“Adimab”), to perform ongoing research and development and other services on its behalf.

The Company is subject to a number of risks and uncertainties common to early-stage companies in the biopharmaceutical industry, including, but not limited to, completing clinical trials, the ability to raise additional capital to fund operations, obtaining regulatory approval for product candidates, market acceptance of products, competition from substitute products, protection of proprietary intellectual property, compliance with government regulations, the impact of COVID-19, dependence on key personnel, the ability to attract and retain qualified employees, and reliance on third-party organizations for the discovery, manufacturing, clinical and commercial success of its product candidates.

In July 2021, the Company effected a five-for-one stock split of its issued and outstanding shares of common stock and a proportional adjustment to the existing conversion ratios of each series of the Company’s preferred stock (see Note 9). Accordingly, all share and per share amounts for all periods presented in the accompanying condensed consolidated financial statements and notes thereto have been adjusted retroactively, where applicable, to reflect this stock split and adjustment of the preferred stock conversion ratios.

In August 2021, the Company completed its initial public offering (“IPO”) pursuant to which it issued and sold 20,930,000 shares of its common stock, including 2,730,000 shares pursuant to the full exercise of the underwriters’ option to purchase additional shares. The aggregate net proceeds received by the Company from the IPO were approximately $327.5 million, after deducting underwriting discounts and commissions and offering expenses payable by the Company. Upon the closing of the IPO, all shares of the Company’s convertible preferred stock then outstanding converted into 84,722,420 shares of common stock (see Note 10).

The Company has not generated any revenue since inception. The Company’s product candidates could require significant additional research and development efforts, including extensive clinical testing and regulatory approval prior to commercialization. These efforts require significant amounts of additional capital, adequate personnel and infrastructure and compliance-reporting capabilities. Even if the Company’s development efforts are successful, it is uncertain when, if ever, the Company will generate revenue from product sales, including government supply contracts.

The accompanying condensed consolidated financial statements have been prepared on the basis of continuity of operations, realization of assets, and the satisfaction of liabilities and commitments in the ordinary course of business. The Company has primarily funded its operations with proceeds from sales of convertible preferred stock and proceeds from the Company’s IPO. The Company has incurred losses and negative cash flows from operations since its inception, including a net loss of $196.7 million for the nine months ended September 30, 2022. As of September 30, 2022, the Company had an accumulated deficit of $488.9 million. The Company expects to continue to generate operating losses for the foreseeable future. The Company expects that its existing cash, cash equivalents and marketable securities will be sufficient to fund its operating expenses and capital expenditure requirements for at least 12 months from the issuance date of the interim condensed consolidated financial statements.

The Company expects to seek additional funding through equity offerings, government or private-party grants, debt financings or other capital sources, including collaborations with other companies or other strategic transactions. The Company may not be able to obtain financing on acceptable terms, or at all, and the Company may not be able to enter into collaborations or other arrangements. The terms of any financing may adversely affect the holdings or rights of the Company’s stockholders.

If the Company is unable to obtain sufficient capital, the Company could be forced to delay, reduce or eliminate some or all of its research and development programs, product portfolio expansion, or future commercialization efforts, which could adversely affect its business prospects, or the Company may be unable to continue operations. Although management continues to pursue these plans, there is no assurance that the Company will be successful in obtaining sufficient funding on terms acceptable to the Company to fund continuing operations, if at all.

Impact of the COVID-19 Coronavirus

In March 2020, the World Health Organization declared the outbreak of COVID-19 a global pandemic. The evolving and constantly changing impact of the pandemic and the disease will directly affect the potential commercial prospects of NVD200, adintrevimab, and other product candidates for the prevention and treatment of COVID-19. The severity of the COVID-19 pandemic, the evolution of the disease and the continued emergence of variants of concern (such as the widespread Omicron variant and its sublineages), the availability, administration and acceptance of vaccines, monoclonal antibodies, antiviral agents and other therapeutic modalities, vaccine mandates by employers and/or local or national governments, and the potential development of “herd immunity” by the global population will affect the design and enrollment of the Company's clinical trials, the potential regulatory authorization or approval of the Company's product candidates and the commercialization of the Company's product candidates, if approved.

In addition, the Company's business and operations may be more broadly adversely affected by the COVID-19 pandemic. The COVID-19 outbreak and government measures taken in response have had a significant impact, both direct and indirect, on businesses and commerce, as worker shortages have occurred, supply chains have been disrupted, facilities and production have been suspended and demand for certain goods and services, such as medical services and supplies, has spiked, while demand for other goods and services has fallen. The global COVID-19 pandemic continues to evolve rapidly, and the Company will continue to monitor it closely. The ultimate extent of the impact of the COVID-19 pandemic on the Company's business, financial condition, operations and product development timelines and plans remains highly uncertain and will depend on future developments, including the duration and spread of outbreaks and the continued emergence of variants, its impact on the Company's clinical trial design and enrollment, trial sites, contract research organizations (“CROs”), contract development and manufacturing organizations (“CDMOs”), and other third parties with which the Company does business, as well as its impact on regulatory authorities and the Company's key scientific and management personnel. To date, the Company has experienced some delays and disruptions in its development activities as a result of the COVID-19 pandemic. Some of the Company's CROs, CDMOs and other service providers also continue to be impacted. The Company will continue to monitor developments as it addresses the disruptions, delays and uncertainties relating to the COVID-19 pandemic. These developments and the impact of the COVID-19 pandemic on the financial markets and the overall economy are highly uncertain and cannot be predicted. If the financial markets and/or the overall economy are impacted for an extended period, the Company's results and operations may be materially adversely affected and may affect the Company's ability to raise capital.

Basis of Presentation

The Company’s condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”). 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 Accounting Standards Update (“ASU”) of the Financial Accounting Standards Board (“FASB”).

The accompanying condensed consolidated financial statements include the accounts of Invivyd, Inc. and its wholly owned subsidiaries, Invivyd Security Corporation, Invivyd Switzerland GmbH, and Invivyd Netherlands B.V. All intercompany accounts and

transactions have been eliminated in consolidation. The Company views its operations and manages its business in one operating segment, which is the business of discovering, developing and commercializing differentiated products for the prevention and treatment of infectious diseases.

Summary of Significant Accounting Policies

9 Months Ended

Sep. 30, 2022

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

2. Summary of Significant Accounting Policies

As of September 30, 2022, the Company’s significant accounting policies and estimates, which are detailed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021, as filed with the U.S. Securities and Exchange Commission (“SEC”) on March 31, 2022 (as subsequently amended by Amendment No. 1 to the Company’s Annual Report on Form 10-K, filed with the SEC on April 29, 2022, the “2021 Form 10-K”) have not changed except as discussed below.

Leases

Effective January 1, 2022, the Company adopted ASU No. 2016-02, Leases (Topic 842) (“ASC 842”) using the required modified retrospective approach and utilizing the effective date as its date of initial application. As a result, prior periods are presented in accordance with the previous guidance in ASC 840, Leases (“ASC 840”).

The Company evaluates whether an arrangement is or contains a lease at the inception date. If determined to be or contain a lease, the Company determines the classification of the lease at the commencement date, which represents the date at which the lessor makes the underlying asset available for use by the Company. When determining the expected accounting lease term, the Company includes the noncancellable lease term, together with periods covered by (i) an option to extend the lease if the Company is reasonably certain to exercise such option, (ii) an option to terminate the lease if the Company is reasonably certain not to exercise such option and (iii) an option to extend or not terminate the lease where the exercise of such option is controlled by the lessor. The Company has elected the short-term lease exemption, which allows the Company to not recognize lease liabilities and right-of-use assets arising from lease arrangements with original lease terms of twelve months or less. The Company elected the practical expedient to not separate lease and non-lease components for its leases.

Right-of-use assets represent the Company’s right to use an underlying asset over the lease term and lease liabilities represent the Company’s obligation to make lease payments under the arrangement. The Company measures its lease liabilities as the present value of the lease payments, discounted using an incremental borrowing rate, as interest rates implicit in lease arrangements are generally not readily determinable. The Company measures its right-of-use assets as the present value of its lease payments at the commencement date. The incremental borrowing rate represents the interest rate at which the Company could borrow an amount equal to the lease payments on a fully collateralized basis, over a similar term, in a similar economic environment. The Company recognizes rent expense for operating leases on a straight-line basis. The Company recognizes variable lease expenses as incurred.

The Company remeasures right-of-use assets and lease liabilities when a lease is modified, and the modification is not accounted for as a separate contract. A modification is accounted for as a separate contract if the modification grants the Company an additional right of use not included in the original lease arrangement and the increase in lease payments is commensurate with the additional right of use. The Company assesses its right-of-use assets for impairment in a manner consistent with its assessment for long-lived assets held and used in operations.

Unaudited Interim Financial Information

The accompanying condensed consolidated balance sheet as of September 30, 2022, the condensed consolidated statements of operations and comprehensive loss for the three and nine months ended September 30, 2022 and 2021, the condensed consolidated statements of cash flows for the nine months ended September 30, 2022 and 2021 and the condensed consolidated statements of convertible preferred stock and stockholders’ equity (deficit) for the three and nine months ended September 30, 2022 and 2021 are unaudited.

The accompanying unaudited condensed consolidated financial statements as of September 30, 2022 and for the three and nine months ended September 30, 2022 and 2021 have been prepared by the Company pursuant to the rules and regulations of the SEC for interim financial statements. The accompanying consolidated balance sheet as of December 31, 2021 was derived from audited financial statements, but does not include all disclosures required by GAAP. Certain information and footnote disclosures normally included in the financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. These interim condensed consolidated financial statements should be read in conjunction with the Company’s audited annual consolidated financial statements, and the notes thereto, as of and for the year ended December 31, 2021, which are included in the Company’s 2021 Form 10-K.

In the opinion of management, all adjustments, consisting only of normal recurring adjustments necessary for a fair statement of the Company’s condensed consolidated financial position as of September 30, 2022 and December 31, 2021, the condensed consolidated results of operations for the three and nine months ended September 30, 2022 and September 30, 2021, the condensed consolidated cash flows for the nine months ended September 30, 2022 and September 30, 2021 and changes in stockholders’ equity (deficit) for the three and nine months ended September 30, 2022 and September 30, 2021 have been made. The Company’s condensed consolidated results

of operations for the three and nine months ended September 30, 2022 are not necessarily indicative of the results of operations that may be expected for the year ending December 31, 2022.

Use of Estimates

The preparation of the Company’s condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements, and the reported amounts of expenses during the reporting periods. Significant estimates and assumptions reflected in these condensed consolidated financial statements include, but are not limited to, research and development expenses and related prepaid or accrued costs. Prior to the IPO, significant estimates and assumptions also included the valuation of common stock and resulting stock-based compensation expense. The Company bases its estimates on historical experience, known trends and other market-specific or relevant factors it believes to be reasonable under the circumstances. On an ongoing basis, management evaluates its estimates as there are changes in circumstances, facts and experience. Changes in estimates are recorded in the period in which they become known. Actual results may differ materially from those estimates or assumptions.

The Company is monitoring the potential impact of the COVID-19 pandemic on its business and condensed consolidated financial statements. The Company is not aware of any specific event or circumstance that would require any update to its estimates or judgments reflected in these condensed consolidated financial statements or a revision of the carrying value of its assets or liabilities as of the issuance date of these condensed consolidated financial statements. These estimates may change as new events occur and additional information is obtained.

Recently Issued and Adopted Accounting Pronouncements

The Company qualifies as an “emerging growth company” as defined in the Jumpstart Our Business Startups Act of 2012 and has elected not to “opt out” of the extended transition related to complying with new or revised accounting standards, which means that when a standard is issued or revised and it has different application dates for public and nonpublic companies, the Company will adopt the new or revised standard at the time nonpublic companies adopt the new or revised standard and will do so until such time that the Company either (i) irrevocably elects to “opt out” of such extended transition period or (ii) no longer qualifies as an emerging growth company. The Company may choose to early adopt any new or revised accounting standards whenever such early adoption is permitted for nonpublic companies.

In February 2016, the FASB issued ASC 842, as subsequently amended. ASC 842 sets forth the principles for the recognition, measurement, presentation and disclosure of leases for both parties to a contract (i.e., lessees and lessors). ASC 842 replaces the existing guidance in ASC 840. ASC 842 requires lessees to apply a dual approach, classifying leases as either finance or operating leases based on the principle of whether or not the lease is effectively a financed purchase by the lessee. A lessee is also required to record (i) a right-of-use asset and a lease liability on its balance sheets for all leases with a term of greater than 12 months regardless of their classification and (ii) lease expense on its statement of operations for operating leases and amortization and interest expense on its statement of operations for financing leases. Leases with a term of 12 months or less may be accounted for similar to existing guidance for operating leases under ASC 840. The Company adopted the new standard and used the modified retrospective approach with January 1, 2022 as the initial date of application. The Company elected the available package of practical expedients which allowed the Company to not reassess previous accounting conclusions around whether arrangements are or contain leases, the classification of leases, and the treatment of initial direct costs. As a result of the adoption of ASC 842, the Company recorded (i) an operating lease liability, current of $0.3 million, (ii) an operating lease liability, non-current of $1.4 million and (iii) an operating lease right-of-use asset of $1.7 million, net of the unamortized balance of deferred rent liability as of the transition date. There was no impact from the adoption of ASC 842 to the Company’s results of operations and cash flows from operations. A summary of the impact of the adoption is as follows (in thousands):


	December 31, 2021		Impact of Adoption			January 1, 2022
Operating lease right-of-use asset	$	—	$	1,728		$	1,728
Operating lease liability, current		—		308			308
Other non-current liability		6		(6	)		—
Operating lease liability, non-current		—		1,426			1,426

In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”), and also issued subsequent amendments to the initial guidance: ASU 2018-19, ASU 2019-04 and ASU 2019-05 (collectively, “Topic 326”). The main objective of this update and amendments is to provide information about the expected credit losses on financial instruments and other commitments to extend credit held by a reporting entity at each reporting date and utilize a methodology that requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. Expected credit losses relating to financial assets measured on an amortized cost basis and available-for-sale debt securities are required to be recorded through an allowance for credit losses. The update limits the recognition of the amount of credit losses for available-for-sale debt securities to the amount by which the carrying value exceeds fair value. The measurement will be based on relevant information, including historical experience, current conditions and reasonable and supportable forecasts that affect the collectability of the reported amount and requires disclosure requirements related to credit risks. For public entities that qualify as a filer with the Securities and Exchange Commission, excluding entities eligible to be smaller reporting companies, ASU 2016-13 is effective for annual periods beginning after December 15, 2019, including interim periods within those fiscal years and early adoption is permitted. In November 2019, the FASB deferred the effective date for nonpublic entities to annual reporting periods beginning after December 15, 2022, including interim periods within those fiscal years. ASU 2016-13 is applied by means of a cumulative-effect adjustment to the opening retained earnings as of the beginning of the first reporting period in which the guidance is effective. The Company is currently evaluating the potential impact that the adoption of this standard may have on its consolidated financial statements and related disclosures.

Marketable Securities

9 Months Ended

Sep. 30, 2022

Marketable Securities [Abstract]

Marketable Securities

3. Marketable Securities

Marketable securities held by the Company are classified as available-for-sale debt securities pursuant to ASC 320, Investments – Debt and Equity Securities, and carried at fair value in the accompanying condensed consolidated balance sheet on a settlement date basis.

The following tables summarize the gross unrealized gains and losses of the Company’s marketable securities as of September 30, 2022 and December 31, 2021 (in thousands):


September 30, 2022	Amortized Cost		Unrealized Gains		Unrealized Losses			Fair Value
U.S. Treasury securities	$	6,844	$	—	$	—		$	6,844
Federal agency securities		133,627		56		(10	)		133,673
Total financial assets	$	140,471	$	56	$	(10	)	$	140,517


December 31, 2021	Amortized Cost		Unrealized Gains		Unrealized Losses			Fair Value
U.S. Treasury securities	$	49,202	$	—	$	(8	)	$	49,194

No available-for-sale marketable securities held as of September 30, 2022 or December 31, 2021 had remaining maturities greater than twelve months.

Fair Value Measurements

9 Months Ended

Sep. 30, 2022

Fair Value Disclosures [Abstract]

Fair Value Measurements

4. Fair Value Measurements

Fair Value Measurements

Certain assets of the Company are carried at fair value under U.S. GAAP. Fair value is defined as the exchange price that would be received for an asset or an exit price that would be paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. Financial assets and liabilities carried at fair value are to be classified and disclosed in one of the following three levels of the fair value hierarchy, of which the first two are considered observable and the last is considered unobservable:


	•		Level 1 — Quoted prices in active markets for identical assets or liabilities.


	•		Level 2 — Observable inputs (other than Level 1 quoted prices), such as quoted prices in active markets for similar assets or liabilities, quoted prices in markets that are not active for identical or similar assets or liabilities, or other inputs that are observable or can be corroborated by observable market data.


	•		Level 3 — Unobservable inputs that are supported by little or no market activity and that are significant to determining the fair value of the assets or liabilities, including pricing models, discounted cash flow methodologies and similar techniques.

The Company’s cash equivalents are carried at fair value, determined according to the fair value hierarchy described above. The carrying values of the Company’s accounts payable and accrued expenses approximate their fair values due to the short-term nature of these liabilities.

The following tables present the Company’s fair value hierarchy for its assets and liabilities that are measured at fair value on a recurring basis (in thousands):


	Fair Value Measurements at September 30, 2022:
	Level 1		Level 2		Level 3		Total
Assets:
Cash equivalents:
Money market funds	$	242,354	$	—	$	—	$	242,354
Federal agency securities	$	—		34,786		—	$	34,786
Marketable securities:
U.S. Treasury securities	$	6,844		—		—	$	6,844
Federal agency securities	$	—		133,673		—	$	133,673
	$	249,198	$	168,459	$	—	$	417,657


	Fair Value Measurements at December 31, 2021:
	Level 1		Level 2		Level 3		Total
Assets:
Cash equivalents:
Money market funds	$	541,220	$	—	$	—	$	541,220
Marketable securities:
U.S. Treasury securities	$	49,194		—		—	$	49,194
	$	590,414	$	—	$	—	$	590,414

The money market funds and U.S. Treasury securities were valued by the Company based on quoted market prices, which represent a Level 1 measurement within the fair value hierarchy.

As of September 30, 2022, the Company’s marketable securities consisted of federal agency securities, which were valued based on Level 2 inputs. In determining the fair value of its federal agency securities, the Company relied on quoted prices for similar securities in active markets or other inputs that are observable or can be corroborated by observable market data.

Since Federal agency securities typically do not trade as U.S. government agency securities and no exchange exists to price such investments, they are recognized as Level 2 assets.

There were no changes to the valuation methods during the three and nine months ended September 30, 2022 or 2021.

The Company evaluates transfers between levels at the end of each reporting period. There were no transfers into or out of Level 1, Level 2 or Level 3 fair value measurements during the three and nine months ended September 30, 2022 or 2021.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

Prepaid Expenses and Other Current Assets

9 Months Ended

Sep. 30, 2022

Prepaid Expense and Other Assets, Current [Abstract]

Prepaid Expenses and Other Current Assets

5. Prepaid Expenses and Other Current Assets

Prepaid expenses and other current assets consisted of the following (in thousands):


	September 30, 2022		December 31, 2021
Prepaid external research, development and manufacturing costs	$	1,024	$	20,582
Prepaid insurance		—		3,190
Prepaid compensation and other		1,118		1,292
Interest receivable		785		229
	$	2,927	$	25,293

Accrued Expenses

9 Months Ended

Sep. 30, 2022

Accrued Liabilities [Abstract]

Accrued Expenses

6. Accrued Expenses

Accrued expenses consisted of the following (in thousands):


	September 30, 2022		December 31, 2021
Accrued external research, development and manufacturing costs	$	20,517	$	48,590
Accrued employee compensation		4,974		4,945
Accrued professional and consultant fees		3,125		2,155
Other		358		587
	$	28,974	$	56,277

License and Collaboration Agreements

9 Months Ended

Sep. 30, 2022

License Agreements [Abstract]

License and Collaboration Agreements

7. License and Collaboration Agreements

Adimab Assignment Agreement

In July 2020, the Company entered into an Assignment and License Agreement with Adimab (the “Adimab Assignment Agreement”). Under the terms of the agreement, Adimab assigned to the Company all rights, title and interest in and to certain of its coronavirus-specific antibodies (each, a “CoV Antibody” and together, the “CoV Antibodies”), including modified or derivative forms thereof, and related intellectual property (“Adimab CoV Assets”). In addition, Adimab granted to the Company a non-exclusive, worldwide, royalty-bearing, sublicensable license to certain of its platform patents and technology for the development, manufacture and commercialization of the CoV Antibodies and pharmaceutical products containing or comprising one or more CoV Antibodies (each, a “Product”) for all indications and uses, with the exception of certain diagnostic uses and use as a research reagent (the “Field”). The Company is entitled to sublicense the assigned rights and licensed intellectual property solely with respect to any CoV Antibody or Product, subject to specified conditions of the agreement. The Company is obligated to use commercially reasonable efforts to achieve specified development and regulatory milestones for Products in certain major markets and to commercialize a product in any country in which the Company obtains marketing approval.

Pursuant to the terms of the Adimab Assignment Agreement, the parties will establish one or more work plans that set forth the activities to be performed under the agreement (each, a “Work Plan”), and each party is responsible for performing the obligations to which it is assigned under such Work Plans. Upon execution of the Adimab Assignment Agreement, the Company and Adimab agreed on an initial Work Plan that outlined the services that will be performed commencing at inception of the arrangement. The Company is obligated to pay Adimab quarterly for its services performed under each Work Plan at a specified full-time equivalent rate. Otherwise, the Company is solely responsible for the development, manufacture and commercialization of the CoV Antibodies and associated Products at its own cost and expense. The Company is solely responsible for preparing and submitting all investigational new drug applications, new drug applications, biologics license applications and other regulatory filings for the CoV Antibodies and Products in the Field, and for obtaining and maintaining all marketing approvals for Products in the Field, at its sole expense. Additionally, the Company has the sole right to prosecute, maintain, enforce and defend patents covering the CoV Antibodies and Products, all at its own expense.

Amounts paid with respect to services performed by Adimab on the Company’s behalf under the Adimab Assignment Agreement are recognized as research and development expense as such amounts are incurred. For the three and nine months ended September 30, 2022, the Company recognized $0.1 million and $0.6 million, respectively, of research and development expense in connection with services provided by Adimab. For the three and nine months ended September 30, 2021, the Company recognized $0.5 million and $0.9 million, respectively, of expense in connection with services provided by Adimab. Please refer to Note 15 for additional information.

In July 2020, in consideration for the rights assigned and license conveyed under the Adimab Assignment Agreement, the Company issued 5,000,000 shares of its Series A convertible preferred stock (the “Series A Preferred Stock”), then having a fair value of $40.0 million, to Adimab. Concurrently, Adimab relinquished 21,250,000 shares of the Company’s common stock to the Company, then having a fair value of $85,000. Additionally, the Company is obligated to pay Adimab up to $16.5 million upon the achievement of specified development and regulatory milestones for the first Product under the agreement that achieves such specified milestones and up to $8.1 million upon the achievement of specified development and regulatory milestones for the second Product under the agreement that achieves such specified milestones. The maximum aggregate amount of milestone payments payable under the agreement for any and all Products is $24.6 million; however, milestone payments do not accrue for certain in vitro diagnostic devices consisting of or containing CoV Antibodies.

In February 2021, the Company achieved the first specified milestone under the agreement upon dosing of the first patient in a Phase 1 global clinical trial evaluating adintrevimab, which obligated the Company to make a $1.0 million milestone payment to Adimab. In April 2021, the Company achieved the second specified milestone under the agreement upon dosing of the first patient in a Phase 2 global clinical trial evaluating adintrevimab for the prevention of COVID-19, which obligated the Company to make a $2.5 million milestone payment to Adimab. In August 2021, the Company achieved the third specified milestone under the agreement upon dosing of the first patient in a Phase 3 global clinical trial evaluating adintrevimab for the prevention of COVID-19, which obligated the Company to make a $4.0 million milestone payment to Adimab. The Company recognized each expense when achievement of each of the first, second and third milestones became probable of achievement in February, April and August 2021, respectively. The next potential milestone under the Adimab Assignment Agreement is a low six-digit dollar milestone related to dosing of the first subject in a Phase 1 trial evaluating NVD200, which was not considered probable as of September 30, 2022.

During the three and nine months ended September 30, 2022, the Company did not recognize any in-process research and development (“IPR&D”) expense in connection with contingent consideration payable under the Adimab Assignment Agreement. During the three and nine months ended September 30, 2021, the Company recognized $4.0 million and $7.5 million, respectively, as IPR&D expense in connection with contingent consideration payable under the Adimab Assignment Agreement.

The Company is obligated to pay Adimab royalties of a mid-single-digit percentage based on net sales of any Products, once commercialized. The royalty rate is subject to reductions specified under the agreement. Royalties are due on a Product-by-Product and country-by-country basis beginning upon the first commercial sale of each Product and ending on the later of (i) 12 years after the first

commercial sale of such Product in such country and (ii) the expiration of the last valid claim of a patent covering such Product in such country (“Royalty Term”). In addition, the Company is obligated to pay Adimab royalties of a specified percentage in the range of 45% to 55% of any compulsory sublicense consideration received by the Company in lieu of certain royalty payments. Except for the first milestone payment of $1.0 million, the second milestone payment of $2.5 million and the third milestone payment of $4.0 million, which were paid by the Company to Adimab in March, May and September 2021, respectively, no other milestone, royalty or other contingent payments had become due to Adimab through September 30, 2022.

Unless earlier terminated, the Adimab Assignment Agreement remains in effect until the expiration of the last-to-expire Royalty Term for any and all Products. The Company may terminate the agreement at any time for any or no reason upon advance written notice to Adimab, or in the event of a material breach by Adimab that is not cured with specific periods. Adimab may only terminate the agreement for an uncured material breach by the Company for its due diligence obligation or a payment obligation. Upon any termination of the agreement prior to its expiration, all licenses and rights granted pursuant to the arrangement will automatically terminate and revert to the granting party and all other rights and obligations of the parties will terminate.

The Company concluded that the Adimab Assignment Agreement represented an asset acquisition of IPR&D assets with no alternative future use. The arrangement did not qualify as a business combination because substantially all of the fair value of the assets acquired was concentrated in a single asset. Therefore, the aggregate acquisition cost of $39.9 million was recognized as acquired IPR&D expense in July 2020. The $39.9 million of costs to acquire the IPR&D assets was determined as a result of the Company’s allocation of the $40.0 million aggregate fair value of the 5,000,000 shares of the Series A Preferred Stock that the Company issued to Adimab on the acquisition date in exchange for (i) the IPR&D assets acquired from Adimab and (ii) 21,250,000 shares of the Company’s common stock that it repurchased from Adimab on that same date. The Company allocated the $40.0 million fair value of the 5,000,000 shares of Series A Preferred Stock to the IPR&D assets and to the repurchased common stock based on their relative fair values on the acquisition date. As of that date and before allocation, the Company determined that the fair value of the repurchased common stock was $85,000, based on the results of a third-party valuation, and that the fair value of the IPR&D assets was $40.0 million. The Company determined the fair value of the 5,000,000 shares of Series A Preferred Stock based on the $8.00 price per share paid for the stock by new investors in the Company’s Series A Preferred Stock financing, which closed on the same date as the date on which the Company acquired the CoV Antibodies and Adimab CoV Assets under the Adimab Assignment Agreement.

Adimab Collaboration Agreement

In May 2021, the Company entered into a Collaboration Agreement with Adimab (the “Adimab Collaboration Agreement”) for the discovery and optimization of proprietary antibodies as potential therapeutic product candidates. Under the Adimab Collaboration Agreement, the Company and Adimab will collaborate on research programs for a specified number of targets selected by the Company within a specified time period. Under the Adimab Collaboration Agreement, Adimab granted the Company a worldwide, non-exclusive license to certain of its platform patents and technology and antibody patents to perform the Company’s responsibilities during the ongoing research period and for a specified evaluation period thereafter (the “Evaluation Term”). In addition, the Company granted Adimab a license to certain of the Company’s patents and intellectual property solely to perform Adimab’s responsibilities under the research plans. Under the Adimab Collaboration Agreement, the Company has an exclusive option, on a program-by-program basis, to obtain licenses and assignments to commercialize selected products containing or comprising antibodies directed against the applicable target, which option may be exercised upon the payment of a specified option fee for each program. Upon exercise of an option by the Company, Adimab will assign to the Company all right, title and interest in the antibodies of the optioned research program and will grant the Company a worldwide, royalty-free, fully paid-up, non-exclusive, sublicensable license under the Adimab platform technology for the development, manufacture and commercialization of the antibodies for which the Company has exercised its options and products containing or comprising those antibodies. The Company is obligated to use commercially reasonable efforts to develop, seek marketing approval for, and commercialize one product that contains an antibody discovered in each optioned research program.

The Company is obligated to pay Adimab a quarterly fee of $1.3 million, which may be cancelled at the Company’s option at any time. For so long as the Company is paying such quarterly fee (or earlier if (i) the Company experiences a change of control after the third anniversary of the Adimab Collaboration Agreement or (ii) Adimab owns less than a specified percentage of the Company’s equity), Adimab and its affiliates will not assist or direct certain third parties to discover or optimize antibodies that are intended to bind to coronaviruses or influenza viruses. The Company may also elect to decrease the scope of Adimab’s exclusivity obligations and obtain a corresponding decrease in the quarterly fee. During the three and nine months ended September 30, 2022, the Company recognized $1.3 million and $3.9 million, respectively, of research and development expense related to the quarterly fee. During both the three and nine months ended September 30, 2021, the Company recognized $1.3 million of research and development expense related to the quarterly fee.

For each agreed upon research program that is commenced, the Company is obligated to pay Adimab quarterly for its services performed during a given research program at a specified full-time equivalent rate; a discovery delivery fee of $0.2 million; and an optimization completion fee of $0.2 million. For each option exercised by the Company to commercialize a specific research program, the Company is obligated to pay Adimab an exercise fee of $1.0 million. Amounts paid with respect to services performed by Adimab on the Company’s behalf in each of the research programs under the Adimab Collaboration Agreement are recognized as research and development expense as such amounts are incurred and services are rendered. During the three and nine months ended September 30,

2022, the Company recognized $0.3 million and $1.3 million, respectively, of expense in connection with services provided by Adimab. During the three and nine months ended September 30, 2021, the Company recognized less than $0.1 million and $0.1 million, respectively, of expense in connection with services provided by Adimab. Through September 30, 2022, the Company recognized $0.2 million of research and development expense related to a drug delivery fee and $1.0 million of IPR&D expense related to an option exercise. Additionally, through September 30, 2022, the Company has not paid an optimization completion fee to Adimab. Please refer to Note 15 for additional information.

The Company is obligated to pay Adimab up to $18.0 million upon the achievement of specified development and regulatory milestones for each product under the Adimab Collaboration Agreement that achieves such milestones. The next potential milestone under the Adimab Collaboration Agreement is a low single-digit million dollar milestone related to dosing of the first subject in a Phase 1 trial, which was not considered probable as of September 30, 2022. The Company is also obligated to pay Adimab royalties of a mid-single-digit percentage based on net sales of any product under the Adimab Collaboration Agreement, subject to reductions for third-party licenses. The royalty term will expire for each product on a country-by-country basis upon the later of (i) 12 years after the first commercial sale of such product in such country and (ii) the expiration of the last valid claim of any patent claiming composition of matter or method of making or using any antibody identified or optimized under the Adimab Collaboration Agreement in such country.

In addition, the Company is obligated to pay Adimab for Adimab’s performance of certain validation work with respect to certain antigens acquired from a third party. In consideration for this work, the Company is obligated to pay Adimab royalties of a low single-digit percentage based on net sales of products that contain such antigens for the same royalty term as antibody-based products, but the Company is not obligated to make any milestone payments for such antigen products. Through September 30, 2022, the Company had not paid any royalties to Adimab under the Adimab Collaboration Agreement.

The Adimab Collaboration Agreement will expire (i) if the Company does not exercise any option, upon the conclusion of the last Evaluation Term for the research programs, or (ii) if the Company exercises an option, on the expiration of the last royalty term for a product in a particular country, unless the agreement is earlier terminated. The Company may terminate the Adimab Collaboration Agreement at any time upon advance written notice to Adimab. In addition, subject to certain conditions, either party may terminate the Adimab Collaboration Agreement in the event of a material breach by the other party that is not cured within specified periods.

The Company concluded that the Adimab Collaboration Agreement represented an asset acquisition of IPR&D with no alternative future use. Therefore, payments made by the Company to Adimab for milestones achieved will be recognized as acquired IPR&D expense in the related period in which the services are performed or the related milestone is considered probable of achievement. Amounts paid with respect to services performed by Adimab on the Company’s behalf under the Adimab Collaboration Agreement are recognized as research and development expense as such amounts are incurred and services are rendered. Please refer to Note 15 for additional information.

Adimab Platform Transfer Agreement

On September 10, 2022 (“Effective Date”), the Company entered into a Platform Transfer Agreement with Adimab (the “Adimab Platform Transfer Agreement”) under which the Company was granted the right under certain intellectual property of Adimab to practice certain elements of Adimab’s platform technology, including B-cell cloning using Adimab’s proprietary yeast cell lines and other antibody optimization libraries, trade secrets, protocols and software of Adimab, to discover, engineer and optimize antibodies. The Company was also granted the right under certain intellectual property of Adimab to research, develop, make, sell and exploit such antibodies and products containing such antibodies. The Adimab platform will be transferred to the Company in accordance with the terms of the Adimab Platform Transfer Agreement. In September 2022, the Company recognized $3.0 million as IPR&D expense in connection with the upfront consideration payable for the rights assigned pursuant to the Adimab Platform Transfer Agreement.

The Company is obligated to pay Adimab an annual fee of $2.0 million on each of the first four anniversaries of the Effective Date, which will allow the Company to receive material improvements to the platform technology, including materially improved antibody optimization libraries, updates that provide new functionality to the platform, and software upgrades, from Adimab through June 2027. The first $2.0 million will become due in September 2023. Beginning in July 2027 and ending in June 2042, unless terminated earlier, the Company has the option to receive additional material improvements to the platform technology from Adimab, subject to a commercially reasonable fee to be negotiated by the parties.

The Company is obligated to pay Adimab up to $9.5 million upon the achievement of specified development and regulatory milestones for each product under the Adimab Platform Transfer Agreement that achieves such milestones. The next potential milestone under the Adimab Platform Transfer Agreement is a mid-six-digit dollar milestone related to the start of IND-enabling toxicology studies, which was not considered probable as of September 30, 2022.

In addition, the Company is obligated to pay Adimab royalties of a low single-digit percentage based on net sales of products containing an antibody discovered, engineered or optimized using Adimab’s platform technology, once commercialized. The royalty rate is subject to reductions specified under the Adimab Platform Transfer Agreement. Royalties are due on a product-by-product and country-by-country basis. The royalty term will expire for each product on a country-by-country basis upon the later of (i) 12 years after the first commercial sale of such product in such country and (ii) the expiration of the last valid claim of a program antibody patent for

covering the program antibody contained in such product in such country. Through September 30, 2022, the Company had not paid any royalties to Adimab under the Adimab Platform Transfer Agreement.

The Company may terminate the Adimab Platform Transfer Agreement at any time upon advance written notice to Adimab. In addition, subject to certain conditions, either party may terminate the Adimab Platform Transfer Agreement in the event of a material breach by the other party that is not cured within specified periods or in connection with the other party’s insolvency.

The Company concluded that the Adimab Platform Transfer Agreement represented an asset acquisition of IPR&D with no alternative future use. Therefore, payments made by the Company to Adimab for milestones achieved will be recognized as acquired IPR&D expense in the related period in which the services are performed or the related milestone is considered probable of achievement. Amounts paid with respect to the annual material improvement fees are recognized as research and development expense as such amounts are incurred. Please refer to Note 15 for additional information.

WuXi Cell Line License Agreement

In December 2020, the Company entered into a Cell Line License Agreement with WuXi Biologics (Hong Kong) Limited (“WuXi”) (the “Cell Line License Agreement”), under which WuXi granted to the Company a non-exclusive, non-transferable, worldwide, royalty-bearing, sublicensable license to certain of its intellectual property, including certain patent rights associated with a proprietary cell line developed by WuXi for the exploitation of certain recombinant antibodies developed using such proprietary cell line (each, a “Licensed Product”). Each Licensed Product generated under the arrangement will be produced from a transformed or transfected version of the proprietary cell line derived by WuXi (each of such transformed or transfected cell lines, a “Licensed Cell Line”).

The Company paid an upfront fee of $0.2 million to WuXi upon completion of cell bank generation for the first Licensed Cell Line created under the Cell Line License Agreement. The Company is also obligated to pay royalties in the range of 0.3% to 0.5% to WuXi based on net sales of any Licensed Products manufactured by the Company or a third party on its behalf. However, if the Company uses WuXi to manufacture all of its commercial supplies for Licensed Products, no royalties would be owed by the Company to WuXi for net sales of Licensed Products. The Company has an option to buy out its royalty obligations on a Licensed Cell Line-by-Licensed Cell Line basis by making a one-time payment of $15.0 million to WuXi. Royalties are due on a Licensed Product-by-Licensed Product basis commencing on the date of the first commercial sale of the applicable product and continuing for so long as the Company commercializes Licensed Products or, if earlier, until the Company exercises its option to buy out the royalty obligations. Through September 30, 2022, no royalties had become due to WuXi.

The Cell Line License Agreement remains in effect until it is terminated. The Company may terminate the Cell Line License Agreement at any time with notice to WuXi. WuXi may terminate the Cell Line License Agreement in the event the Company fails to make a payment when due under the Cell Line License Agreement and such non-payment is not cured within a specified period after notice. Either party may terminate the Cell Line License Agreement in the event of a material breach by the other party that is not cured within a specified period after notice. Upon termination of the Cell Line License Agreement, the license conveyed by WuXi to the Company will continue in full force and effect with respect to all Licensed Products manufactured using the Licensed Cell Line already generated under the Cell Line License Agreement, provided that the Company continues to pay its royalty obligations, if any.

The Company concluded that the Cell Line License Agreement represented an asset acquisition of IPR&D with no alternative future use. The Cell Line License Agreement did not qualify as a business combination because substantially all of the fair value of the assets acquired was concentrated in a single asset. Therefore, the aggregate acquisition cost of $0.2 million, consisting solely of the upfront fee, was recognized as acquired IPR&D expense for the period from June 3, 2020 (inception) to December 31, 2020.

Research Collaboration and License Agreement with The Scripps Research Institute

In August 2021, the Company entered into a Research Collaboration and License Agreement (the “Research Agreement”) with The Scripps Research Institute (“TSRI”). Under the terms of the Research Agreement, TSRI performed research activities (the “Research Program”) to identify vaccine candidates for the prevention, diagnosis or treatment of influenza or beta coronaviruses. In August 2021, the Company paid TSRI $1.5 million in funding, which was credited against research funding payable by the Company under the Research Agreement.

In April 2022, the Company provided written notice to TSRI to terminate the Research Agreement. Following early termination in the second quarter of 2022, all licenses were terminated and reverted to TSRI.

Amounts incurred for services performed by TSRI under the Research Agreement were expensed to research and development expense as the services were rendered. During the three and nine months ended September 30, 2022, the Company recognized $0 and $1.7 million, respectively, of research and development expense associated with services performed under the Research Agreement.

Commitments and Contingencies

9 Months Ended

Sep. 30, 2022

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

8. Commitments and Contingencies

Operating Lease Commitments

In September 2021, the Company entered into a five year noncancelable facilities lease agreement for approximately 9,600 square feet of office space in Waltham, Massachusetts. The monthly rental payments under the lease, which include base rent charges of $0.4 million per year, are subject to periodic rent increases through September 2026. In addition to base rent, monthly rental payments include

the Company’s proportionate share of operating expenses. The lease terms provide for one five-year extension term with base rent calculated on the then-market rate.

In June 2022, the Company entered into a two year noncancelable agreement for dedicated laboratory and office space in Newton, Massachusetts (the “Newton, MA Lease”). The monthly rental payments under the agreement include base rent charges of $0.7 million per year. The agreement terms provide for a month-to-month extension after completion of the initial two-year term with base rent calculated on the then-market rate with three months prior notice.

In September 2022, the Company amended the Newton, MA Lease. As of September 30, 2022, based on the amended terms and conditions of the agreement, the Newton, MA Lease qualified as a short-term lease and was excluded from the balance sheet.

Pursuant to the amendment, the Company entered into a separate two-year noncancelable agreement for new dedicated laboratory and office space on the same campus as the Newton, MA Lease. The Company is expected to take occupancy of the new space during the fourth quarter of 2022. The monthly rental payments under the amended agreement include base rent charges of $1.3 million per year. The agreement terms provide for a month-to-month extension, after completion of the initial two-year term extending through November 2024, with base rent calculated on the then-market rate with three months prior notice.

The components of operating lease expense were as follows (in thousands):


	For the Three Months Ended September 30,		For The Nine Months Ended September 30,
	2022		2022
Lease cost:
Operating lease cost	$	275	$	541
Variable lease cost		8		24
Total lease cost	$	283	$	565

Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows related to operating leases	$	275	$	551

Future minimum lease payments under the noncancelable leases as of September 30, 2022 was as follows (in thousands):


Year Ending December 31,	Operating Lease
2022 (excluding the nine months ended September 30, 2022)	$	102
2023		411
2024		421
2025		430
2026		328
Total lease payments		1,692
Present value adjustment		(186	)
Present value of operating lease liability	$	1,506

As of September 30, 2022, the Company’s operating lease was measured using a weighted-average incremental borrowing rate of 6.0% over a weighted-average remaining lease term of 4.0 years.

The total operating liability is presented on the Company’s condensed consolidated balance sheet based on maturity dates. $0.3 million of the total operating liability is classified under "operating lease liability, current” for the portion due within twelve months, and $1.2 million is classified under "operating lease liability, non-current”.

License Agreements

The Company has entered into license agreements with Adimab, WuXi and TSRI (see Note 7). In April 2022, the Company provided written notice to TSRI to terminate the Research Agreement, and the Research Agreement was subsequently terminated during the second quarter of 2022.

Manufacturing Agreements

In December 2020, the Company entered into a Commercial Manufacturing Services Agreement with WuXi, which was amended and restated in August 2021 (as amended and restated, the “Commercial Manufacturing Agreement”). The Commercial Manufacturing Agreement outlines the terms and conditions under which WuXi manufactures adintrevimab drug substance and drug product for commercial use.

The Company committed to minimum noncancelable purchase obligations related to batches of adintrevimab drug substance and certain services with respect to the product requirements for 2022 and 2023 and batches of adintrevimab drug product and certain services with respect to the product requirements for 2022, the payments for which will extend into 2023.

In April 2022, the total volume of contractually binding drug substance and drug product batches to be manufactured under the Commercial Manufacturing Agreement was reduced to $51.6 million, a decrease of $107.8 million from the previous commitment of minimum non-cancelable purchase obligations of $159.4 million. In addition, WuXi agreed to provide the Company with a credit in the low eight-figures to offset future services rendered by WuXi.

In July 2022, the Company provided notice to WuXi to cancel the contractually binding adintrevimab drug product batches. As of September 30, 2022, approximately $3.5 million was included in accounts payable and accrued expenses pursuant to the Commercial Manufacturing Agreement. As of September 30, 2022, the total remaining cost of contractually binding adintrevimab drug substance batches to be manufactured under the Commercial Manufacturing Agreement is $18.1 million.

During the three months ended September 30, 2022, a portion of the low eight-figure credit, in the seven-figure range, was applied to WuXi services as a reduction of research and development expenses and a reduction of accounts payable. The remaining portion of the credit is expected to be utilized during the fourth quarter of 2022 and the first half of 2023.

Unless earlier terminated, the Commercial Manufacturing Agreement remains in effect for an initial period of five years and thereafter automatically renews for further successive periods of five years each. Either party may terminate the agreement upon the breach or default by the other party, other than a non-payment breach, that is not cured within 90 days after notice. Both parties are also entitled to terminate the Commercial Manufacturing Agreement if the other party becomes insolvent or is the subject of a petition in bankruptcy or of any other related proceeding or event. Either party may terminate either the Commercial Manufacturing Agreement in its entirety, or an individual order, (i) to the extent the other party suffers a force majeure event that is continuing for a predefined period of time and (ii) if the other party fails to make a payment when due under the arrangement and such non-payment is not cured within 30 days after notice.

Other Contracts

The Company enters into agreements with third parties during the ordinary course of business for various products and services, including those related to research, preclinical and clinical operations, manufacturing and support, supply chain, and distribution. These contracts do not contain any material minimum purchase commitments. Certain of these agreements provide for termination rights subject to the payment of termination fees and/or wind-down costs. Under such agreements, the Company is contractually obligated to make certain payments to vendors upon early termination, primarily to reimburse them for their unrecoverable outlays incurred prior to cancellation as well as any amounts owed by the Company prior to early termination. The actual amounts the Company could pay in the future to the vendors under such agreements may differ from the purchase order amounts due to cancellation provisions. The termination fees were not probable of payment as of September 30, 2022 and December 31, 2021.

Legal Proceedings

From time to time, the Company may become involved in legal proceedings or other litigation relating to claims arising in the ordinary course of business. The Company accrues a liability for such matters when it is probable that future expenditures will be made and that such expenditures can be reasonably estimated. Significant judgment is required to determine both probability and estimated exposure amount. Legal fees and other costs associated with such proceedings are expensed as incurred. As of September 30, 2022 and December 31, 2021, the Company was not a party to any material legal proceedings.

Indemnification Agreements

In the ordinary course of business, the Company may provide indemnification of varying scope and terms to its vendors, lessors, contract research organizations, contract manufacturing organizations, business partners and other parties with respect to certain matters, including, but not limited to, losses arising out of breach of such agreements or from intellectual property infringement claims made by third parties. In addition, the Company has entered into indemnification agreements with members of its board of directors and its executive officers that require the Company, among other things, to indemnify them against certain liabilities that may arise by reason of their status or service as directors or officers. The maximum potential amount of future payments that the Company could be required to make under these indemnification agreements is, in many cases, unlimited. The Company has not incurred any material costs as a result of such indemnifications and is not currently aware of any indemnification claims.

Convertible Preferred Stock

9 Months Ended

Sep. 30, 2022

Equity [Abstract]

Convertible Preferred Stock

9. Convertible Preferred Stock

The Company has issued Series A convertible preferred stock (the “Series A Preferred Stock”), Series B convertible preferred stock (the “Series B Preferred Stock”), and Series C Preferred Stock (the “Series C Preferred Stock”), all of which are collectively referred to as the “Preferred Stock.”

In July 2020, the Company issued and sold 6,237,500 shares of Series A Preferred Stock, at a price of $8.00 per share, for gross proceeds of $49.9 million and incurred $0.2 million of issuance costs. Concurrently, the Company issued 5,000,000 shares of Series A Preferred Stock to Adimab as consideration payable pursuant to the Adimab Assignment Agreement (see Note 7).

In October and November 2020, the Company issued and sold 1,410,434 shares of Series B Preferred Stock, at a price of $56.72 per share, for gross proceeds of $80.0 million and incurred $0.2 million of issuance costs. Adimab, a related party, participated in the Series B Preferred Stock financing by purchasing 44,076 shares of Series B Preferred Stock for an aggregate purchase price of $2.5 million. The issuance of the Series B Preferred Stock resulted in changes to certain terms of the Series A Preferred Stock. The Company

concluded that such changes were not significant and resulted in a modification, rather than an extinguishment, of the Series A Preferred Stock. The changes to the terms of the Series A Preferred Stock did not result in incremental value to the stockholders. Therefore, there was no impact to the accounting for the Series A Preferred Stock.

In April 2021, the Company issued and sold 4,296,550 shares of its Series C Preferred Stock, at a price of $78.08578 per share, for aggregate gross proceeds of $335.5 million and incurred $0.3 million of issuance costs. Adimab, a related party, participated in the Series C Preferred Stock financing by purchasing 128,064 shares of Series C Preferred Stock for an aggregate purchase price of $10.0 million.

The terms of the Series C Preferred Stock were substantially the same as the terms of the Series A Preferred Stock and Series B Preferred Stock, except that the original issue price per share and the conversion price per share of the Series C Preferred Stock is $78.08578.

In July 2021, the Company filed an amended and restated certificate of incorporation, which increased the Company’s authority to issue (i) 150,000,000 shares of common stock and (ii) 16,944,484 shares of Preferred Stock. In August 2021, in connection with the closing of the IPO, the Company filed an amended and restated certificate of incorporation to, among other things: (i) increase the number of authorized shares of common stock from 150,000,000 shares to 1,000,000,000 shares, (ii) eliminate all references to the previously existing series of convertible preferred stock and (iii) authorize 10,000,000 shares of undesignated preferred stock that may be issued from time to time by the Company’s board of directors in one or more series.

Upon issuance of each series of Preferred Stock, the Company assessed the embedded conversion and liquidation features of the securities and determined that such features did not require the Company to separately account for these features. The Company also concluded that no beneficial conversion feature existed on the issuance date of each series of Preferred Stock.

Upon the closing of the Company’s IPO in August 2021, all shares of the Company’s convertible preferred stock then outstanding converted into 84,722,420 shares of common stock (see Note 10).

Common Stock

9 Months Ended

Sep. 30, 2022

Equity [Abstract]

Common Stock

10. Common Stock

The voting, dividend and liquidation rights of the holders of shares of the Company’s common stock were subject to and qualified by the rights, powers and preferences of the holders of the Preferred Stock set forth above and described in the Company’s final prospectus related to the IPO filed with the SEC pursuant to Rule 424(b)(4) under the Securities Act of 1933, as amended (the “Securities Act”) on August 6, 2021.

In June 2020, the Company issued and sold 21,250,000 shares of its common stock to Adimab upon formation of the Company for $0.00002 per share. In July 2020, such shares of common stock were repurchased by the Company from Adimab contemporaneous with the execution of the Adimab Assignment Agreement, pursuant to which the Company acquired certain intellectual property rights in exchange for the issuance of 5,000,000 shares of its Series A Preferred Stock. As of September 30, 2022 and December 31, 2021 the 21,250,000 shares of common stock repurchased from Adimab were retired and redesignated as authorized but unissued shares of the Company’s common stock. The fair value of the repurchased common stock was $0.004 per share, or $85,000 in the aggregate, as determined based on a third-party valuation (see Note 7).

In April 2021, the Company increased the number of shares of common stock authorized for issuance from 19,000,000 to 23,251,555 shares and increased the number of shares of preferred stock authorized for issuance from 12,647,934 to 16,944,484 shares, of which 4,296,550 shares were designated as Series C Preferred Stock.

As described in Note 9 above, in July 2021, the Company filed an amended and restated certificate of incorporation, which increased the Company’s authority to issue 150,000,000 shares of common stock. In August 2021, in connection with the closing of the IPO, the Company filed an amended and restated certificate of incorporation to, among other things, increase the number of authorized shares of common stock from 150,000,000 shares to 1,000,000,000 shares.

As of September 30, 2022, the Company had reserved 44,251,299 shares of common stock for the exercise of outstanding stock options and the issuance of awards available for grant under the Company’s 2020 Equity Incentive Plan, 2021 Equity Incentive Plan and 2021 Employee Stock Purchase Plan (see Note 11).

On September 28, 2022, the Company filed a shelf registration statement on Form S-3 with the Securities and Exchange Commission (the “SEC”) (File No. 333-267643) and accompanying base prospectus, which was declared effective by the SEC on October 5, 2022, for the offer and sale of up to $400 million of the Company’s securities.

Treasury Stock

In April and May 2021, the Company retired an aggregate of 22,600,000 shares of common stock held in treasury. Upon retirement, the shares were redesignated as authorized but unissued shares of the Company’s common stock.

In November 2021, the Company repurchased 468,751 shares of unvested restricted common stock at the original purchase price upon a termination of service during the vesting period. As of December 31, 2021, the shares of common stock repurchased were

recorded as treasury stock in the accompanying consolidated balance sheets and consolidated statements of convertible preferred stock and stockholders’ equity (deficit) as such shares were not retired. The fair value of the repurchased common stock was insignificant.

In February and June 2022, the Company repurchased 1,158,089 and 992,648 shares of unvested restricted common stock, respectively, at the original purchase price upon a termination of service during the vesting period. The shares of common stock repurchased were recorded as treasury stock in the accompanying condensed consolidated balance sheets and consolidated statements of convertible preferred stock and stockholders’ equity (deficit) as such shares were not retired. The fair value of the repurchased common stock was insignificant.

In March and September 2022, the Company retired an aggregate of 1,626,840 and 992,648 shares of common stock, respectively, held in treasury. Upon retirement, the shares were redesignated as authorized but unissued shares of the Company’s common stock.

Stock Split

Initial Public Offering

In August 2021, the Company completed its IPO, pursuant to which it issued and sold 20,930,000 shares of its common stock at an initial public offering price of $17.00 per share, including 2,730,000 shares of its common stock pursuant to the full exercise of the underwriters’ option to purchase additional shares. The aggregate net proceeds received by the Company from the IPO were approximately $327.5 million, after deducting underwriting discounts and commissions and offering expenses payable by the Company. Upon the closing of the IPO, all of the shares of the Company’s convertible preferred stock then outstanding converted into 84,722,420 shares of common stock. Upon the conversion of the convertible preferred stock, the Company reclassified the carrying value of the convertible preferred stock to common stock (at par value) and additional paid-in capital.

- Definition

The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income.

+ References

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+ Details

Share Based Compensation

9 Months Ended

Sep. 30, 2022

Share-Based Payment Arrangement [Abstract]

Share Based Compensation

11. Stock-Based Compensation

2020 Equity Incentive Plan

The Company’s 2020 Equity Incentive Plan (the “2020 Plan”) provides for the Company to grant incentive stock options, non-qualified stock options, restricted stock awards, restricted stock units and other stock-based awards to employees, members of the board of directors and consultants. The 2020 Plan is administered by the board of directors or, at the discretion of the board of directors, by a committee of the board of directors. The board of directors may also delegate to one or more officers of the Company the power to grant awards to employees and certain officers of the Company. The exercise prices, vesting and other restrictions are determined at the discretion of the board of directors, or its committee or any such officer if so delegated.

The exercise price for stock options granted may not be less than the fair market value of the Company’s common stock on the date of grant, as determined by the board of directors, or at least 110% of the fair market value of the Company’s common stock on the date of grant in the case of an incentive stock option granted to an employee who owns stock representing more than 10% of the voting power of all classes of stock as determined by the board of directors as of the date of grant. Prior to the IPO, the Company’s board of directors determined the fair value of the Company’s common stock, taking into consideration its most recently available valuation of common stock performed by third parties as well as additional factors which may have changed since the date of the most recent contemporaneous valuation through the date of grant. Stock options granted under the 2020 Plan expire after ten years and typically vest over a four-year period with the first 25% vesting upon the first anniversary of a specified vesting commencement date and the remainder vesting in 36 equal monthly installments over the succeeding three years, contingent on the recipient’s continued employment or service. Certain awards of stock options permit the holders to exercise the option in whole or in part prior to the full vesting of the option in exchange for unvested shares of restricted common stock with respect to any unvested portion of the option so exercised.

As of September 30, 2022, there were 11,173,557 shares authorized to be issued upon the exercise of outstanding stock option grants and no shares reserved for future issuance under the 2020 Plan.

2021 Equity Incentive Plan

In July 2021, the Company’s board of directors adopted, and its stockholders approved, the 2021 Equity Incentive Plan (the “2021 Plan”), which became effective immediately prior to and contingent upon the execution of the underwriting agreement related to the Company’s IPO. The 2021 Plan provides for the grant of incentive stock options, non-statutory stock options, stock appreciation rights, restricted stock awards, restricted stock units and other stock-based awards. The number of shares reserved for issuance under the 2021 Plan was equal to 35,075,122, which is the sum of 11,413,572 new shares; plus the number of shares (not to exceed 23,661,550 shares), which represents (i) the number of shares that remained available for issuance under the 2020 Plan, at the time the 2021 Plan became effective, and (ii) any shares subject to outstanding stock options or other stock awards that were granted under the 2020 Plan that are forfeited, terminate, expire or are otherwise not issued. In addition, the number of shares of the Company’s common stock reserved for issuance under the 2021 Plan will automatically increase on the first day of each calendar year, beginning on January 1, 2022 and continuing through January 1, 2031, in an amount equal to 5% of the shares of common stock outstanding on the last day of the calendar month before the date of each automatic increase, or a lesser number of shares determined by the board of directors. On January 1, 2022, 5,539,145 shares of common stock were automatically added to the shares authorized for issuance under the 2021 Plan pursuant to the terms of the 2021 Plan. The shares of common stock underlying any awards that are forfeited, cancelled, held back upon exercise or settlement of an award to satisfy the exercise price or tax withholding, repurchased or are otherwise terminated by the Company under the 2021 Plan will be added back to the shares of common stock available for issuance under the 2021 Plan.

As of September 30, 2022, there were 42,960,402 shares authorized to be issued under the 2020 Plan and the 2021 Plan, which includes 11,173,557 and 10,230,756 shares authorized to be issued upon the exercise of outstanding stock option grants from the 2020 Plan and 2021 Plan, respectively, and 0 and 21,556,089 shares reserved for future issuance under the 2020 Plan and 2021 Plan, respectively.

Stock Option Valuation

The fair value of stock option grants is estimated using the Black-Scholes option-pricing model. Prior to its IPO in August 2021, the Company had been a private company. Due to the proximity to the IPO, the Company continues to lack sufficient company-specific historical and implied volatility information. Therefore, it estimates its expected stock volatility based on the historical volatility of a publicly traded set of peer companies and expects to continue to do so until such time as it has adequate historical data regarding the volatility of its own traded stock price. For options with service-based vesting conditions, the expected term of the Company’s stock options has been determined utilizing the “simplified” method. The risk-free interest rate is determined by reference to the U.S. Treasury yield curve in effect at the time of grant of the award for time periods approximately equal to the expected term of the award. Expected dividend yield is based on the fact that the Company has never paid cash dividends and does not expect to pay any cash dividends in the foreseeable future.

The following table presents, on a weighted-average basis, the assumptions used in the Black-Scholes option-pricing model to determine the grant date fair value of stock options granted:


	Three Months Ended September 30,			Three Months Ended September 30,			Nine Months Ended September 30,			Nine Months Ended September 30,
	2022			2021			2022			2021
Expected term (in years)		6.0			6.1			6.0			6.0
Expected volatility		75.5	%		73.2	%		73.3	%		73.3	%
Risk-free interest rate		2.8	%		1.0	%		2.2	%		1.0	%
Expected dividend yield		—	%		—	%		—	%		—	%

Stock Option Activity

The following table summarizes the Company’s stock option activity since December 31, 2021:


	Number of Shares			Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Term		Aggregate Intrinsic Value
						(in years)		(in thousands)
Outstanding at December 31, 2021		18,871,592		$	10.15		9.3	$	24,897
Granted		8,618,759		$	5.38
Exercised		(273,353	)	$	0.81
Forfeited		(5,812,685	)	$	10.30
Outstanding at September 30, 2022		21,404,313		$	8.31		8.9	$	6,133
Vested and expected to vest at September 30, 2022		21,404,313		$	8.31		8.9	$	6,133
Options exercisable at September 30, 2022		5,648,666		$	7.68		8.4	$	2,916

The weighted-average grant date fair value of stock options granted during the three and nine months ended September 30, 2022 was $2.28 and $3.50, respectively, per share. The weighted-average grant date fair value of stock options granted during the three and nine months ended September 30, 2021 was $9.03 and $6.51, respectively, per share.

The aggregate intrinsic value is calculated as the difference between the exercise price of the underlying options and the fair market value of the common stock for the options that were in the money at September 30, 2022 and December 31, 2021.

The total intrinsic value of stock options exercised was $0.4 million and $1.0 million for the three and nine months ended September 30, 2022, respectively.

In July 2022, David Hering, M.B.A. was appointed as the Company's Chief Executive Officer and as a Class III director on the Board of Directors. In conjunction with Mr. Hering's appointment as Chief Executive Officer, he was granted a stock option to purchase 2,000,000 shares of common stock, which will vest monthly in equal installments over 48 months. Mr. Hering is also eligible to receive an additional stock option to purchase up to 1,000,000 shares of common stock (the "Additional Option Grant") if certain goals approved by the Board of Directors, on the recommendation of the Compensation Committee, are achieved on or prior to December 31, 2022, with such achievement to be determined by the Board of Directors, upon the recommendation of the Compensation Committee. If such performance goals are partially achieved on or prior to December 31, 2022, then Mr. Hering may receive a partial amount of the Additional Option Grant, with such partial amount to be determined by the Board of Directors, in its sole and absolute discretion. If approved and granted, the Additional Option Grant would vest monthly in equal installments over a 48-month period commencing on the applicable grant date.

Early Exercise of Stock Options into Restricted Stock

The Company’s restricted stock activity during the nine months ended September 30, 2022 is solely due to shares of restricted common stock issued pursuant to the permitted early exercise of stock options. Shares of common stock issued upon exercise of unvested stock options are restricted and continue to vest in accordance with the original vesting schedule applicable to the associated stock option award. The Company has the right to repurchase any unvested shares of restricted common stock, at the original purchase price, upon any voluntary or involuntary termination of the service relationship during the vesting period.

A summary of the Company’s unvested common stock from option early exercises that is subject to repurchase by the Company is as follows:


	Number of Shares
Unvested restricted stock at December 31, 2021		3,082,175
Issued		—
Vested		(511,049	)
Repurchased		(2,150,737	)
Unvested restricted stock at September 30, 2022		420,389

Proceeds from the early exercise of stock options are recorded as an early-exercise liability on the condensed consolidated balance sheets. The liability for unvested common stock subject to repurchase is then reclassified to common stock and additional paid-in capital as the Company’s repurchase right lapses. Shares issued pursuant to the early exercise of stock options are not considered to be outstanding for accounting purposes until the shares vest. As of September 30, 2022 and December 31, 2021 the liability related to the payments for unvested shares from early-exercised options was less than $0.1 million.

Stock-Based Compensation Expense

The Company recorded stock-based compensation expense (service-based stock options and employee stock purchase plan) in the following expense categories of its condensed consolidated statements of operations and comprehensive loss (in thousands):


	Three Months Ended September 30,		Three Months Ended September 30,		Nine Months Ended September 30,		Nine Months Ended September 30,
	2022		2021		2022		2021
Research and development	$	3,419	$	2,151	$	9,954	$	3,582
Selling, general and administrative		3,980		3,828		5,789		6,326
	$	7,399	$	5,979	$	15,743	$	9,908

In February 2022, Tillman U. Gerngross, Ph.D., resigned as Chief Executive Officer and President and as a member of the Company's board of directors. In accordance with his resignation, Dr. Gerngross's outstanding stock options were forfeited, resulting in a reversal of selling, general and administrative related stock-based compensation expense of approximately $4.6 million.

As of September 30, 2022, total unrecognized stock-based compensation expense related to unvested stock-based awards was $82.5 million, which is expected to be recognized over a weighted-average period of 2.9 years.

2021 Employee Stock Purchase Plan

In July 2021, the Company’s board of directors adopted, and its stockholders approved, the 2021 Employee Stock Purchase Plan (the ‘‘2021 ESPP’’), which became effective immediately prior to and contingent upon the execution of the underwriting agreement related to the Company’s IPO. A total of 1,342,773 shares of common stock were initially reserved for issuance under the 2021 ESPP. There were 51,876 shares issued under the 2021 ESPP as of September 30, 2022. The number of shares of common stock that may be issued under the 2021 ESPP will automatically increase on the first day of each calendar year, beginning on January 1, 2022 and continuing through January 1, 2031, by an amount equal to the lesser of (i) 1% of the shares of common stock outstanding on the last day of the calendar month before the date of each automatic increase, (ii) 2,685,546 shares and (iii) an amount determined by the Company’s board of directors. The number of shares to be issued under the 2021 ESPP did not increase on January 1, 2022 as determined by the Company's board of directors. The first offering under the 2021 ESPP was June 6, 2022. As of September 30, 2022, 1,290,897 shares remained available for issuance under the 2021 ESPP. During both the three and nine months ended September 30, 2022, the Company recognized less than $0.1 million in related stock-based compensation expense.

Income Taxes

9 Months Ended

Sep. 30, 2022

Income Tax Disclosure [Abstract]

Income Taxes

12. Income Taxes

For the three and nine months ended September 30, 2022 and 2021, the Company recorded no income tax benefits for the net operating losses incurred or for the research and development tax credits generated in each period, due to its uncertainty of realizing a benefit from those items. Substantially all of the Company’s operating losses since inception have been generated in the United States.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 21
-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32857-109319

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SAB Topic 11.C)
-URI https://asc.fasb.org/extlink&oid=122134291&loc=d3e330215-122817

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 17
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32809-109319

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SAB TOPIC 6.I.5.Q1)
-URI https://asc.fasb.org/extlink&oid=122134291&loc=d3e330036-122817

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 14
-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32705-109319

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 270
-Section 50
-Paragraph 1
-URI https://asc.fasb.org/extlink&oid=6424409&loc=d3e44925-109338

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-URI https://asc.fasb.org/topic&trid=2144680

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 30
-Section 50
-Paragraph 2
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=6424122&loc=d3e41874-109331

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(h)(2))
-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

+ Details

Defined Contribution Plan

9 Months Ended

Sep. 30, 2022

Retirement Benefits [Abstract]

Defined Contribution Plan

13. Defined Contribution Plan

The Company maintains a 401(k) Plan (the “401(k) Plan”) for the benefit of eligible employees. The 401(k) Plan is a defined contribution plan under Section 401(k) of the Internal Revenue Code of 1986 that covers all employees who meet defined minimum age and service requirements and allows participants to defer a portion of their annual compensation on a pre-tax basis. Pursuant to the terms of the 401(k) Plan, the Company is required to make non-elective contributions of 3% of eligible participants’ compensation. For the three and nine months ended September 30, 2022, the Company contributed $0.2 million and $0.6 million, respectively, to the 401(k) Plan. For the three and nine months ended September 30, 2021, the Company contributed $0.2 million and $0.4 million, respectively, to the 401(k) Plan.

Net Loss Per Share

9 Months Ended

Sep. 30, 2022

Earnings Per Share [Abstract]

Net Loss Per Share

14. Net Loss per Share

Basic and diluted net loss per share attributable to common stockholders was calculated as follows (in thousands, except share and per share amounts):


	Three Months Ended September 30,			Three Months Ended September 30,			Nine Months Ended September 30,			Nine Months Ended September 30,
	2022			2021			2022			2021
Numerator:
Net loss attributable to common stockholders	$	(45,087	)	$	(60,375	)	$	(196,743	)	$	(143,748	)
Denominator:
Weighted-average common shares outstanding, basic and diluted		108,420,674			61,297,086			108,154,397			20,346,771
Net loss per share attributable to common stockholders, basic and diluted	$	(0.42	)	$	(0.98	)	$	(1.82	)	$	(7.06	)

Shares of unvested restricted common stock are not considered outstanding for accounting purposes until vested and were excluded from the calculations of basic net loss per share attributable to common stockholders for all periods presented.

The Company’s potential dilutive securities have been excluded from the computation of diluted net loss per share as the effect would be to reduce the net loss per share. Therefore, the weighted-average number of common shares outstanding used to calculate both basic and diluted net loss per share attributable to common stockholders is the same. The Company excluded the following potential common shares, presented based on amounts outstanding at each period end, from the computation of diluted net loss per share attributable to common stockholders for the periods indicated, because including them would have had an anti-dilutive effect:


	Three and Nine Months Ended September 30,
	2022		2021
Stock options to purchase common stock		21,404,313		17,460,961
Unvested restricted common stock		420,389		3,859,139
		21,824,702		21,320,100

Related Party Transactions

9 Months Ended

Sep. 30, 2022

Related Party Transactions

15. Related Party Transactions

Adimab participated in the Series B Preferred Stock financing and the Series C Preferred Stock financing by purchasing 44,076 and 128,064 shares of Series B Preferred Stock and Series C Preferred Stock, respectively, for an aggregate purchase price of $2.5 million and $10.0 million, respectively (see Note 9).

Adimab Assignment Agreement

Under the Adimab Assignment Agreement, Adimab, a principal stockholder of the Company, received upfront consideration in the form of Series A Preferred Stock, is entitled to receive milestone and royalty payments upon specified conditions, and receives payments from the Company for providing ongoing services under the agreement (see Note 7).

During the three and nine months ended September 30, 2022, the Company did not recognize any IPR&D expense in connection with milestones payable under the Adimab Assignment Agreement. During the three and nine months ended September 30, 2021, the Company recognized $4.0 million and $7.5 million, respectively, as IPR&D expense in connection with milestones payable under the Adimab Assignment Agreement.

During the three and nine months ended September 30, 2022, the Company recognized $0.1 million and $0.6 million, respectively, of research and development expense with respect to services performed by Adimab on the Company’s behalf under the Adimab Assignment Agreement. During the three and nine months ended September 30, 2021, the Company recognized $0.5 million and $0.9 million, respectively, of research and development expense with respect to services performed by Adimab on the Company’s behalf under the Adimab Assignment Agreement.

Adimab Collaboration Agreement

Under the Adimab Collaboration Agreement, the Company is obligated to pay Adimab for certain fees, milestone and royalty payments (see Note 7).

During the three and nine months ended September 30, 2022, the Company recognized $1.3 million and $3.9 million, respectively, of research and development expense related to the quarterly fee. During both the three and nine months ended September 30, 2021, the Company recognized $1.3 million of research and development expense related to the quarterly fee.

During the three and nine months ended September 30, 2022, the Company recognized $0.3 million and $1.3 million, respectively, of research and development expense with respect to services performed by Adimab on the Company’s behalf under the Adimab Collaboration Agreement. During both the three and nine months ended September 30, 2021, the Company recognized less than $0.1 million of research and development expense with respect to services performed by Adimab on the Company’s behalf under the Adimab Collaboration Agreement.

During the three and nine months ended September 30, 2022, the Company recognized $0 and $0.2 million, respectively, of research and development expense related to a drug delivery fee.

During both the three and nine months ended September 30, 2022, the Company recognized $1.0 million of IPR&D expense related to an option exercise fee.

Adimab Platform Transfer Agreement

During both the three and nine months ended September 30, 2022, the Company recognized $3.0 million of IPR&D expense in connection with the upfront consideration payable for the rights assigned pursuant to the Adimab Platform Transfer Agreement.

As of September 30, 2022 and December 31, 2021, $1.0 million and $0.6 million, respectively, was due to Adimab under both the Adimab Assignment Agreement and the Adimab Collaboration Agreement by the Company. As of September 30, 2022 and December 31, 2021, no amounts were due from Adimab under the Adimab Assignment Agreement or the Adimab Collaboration Agreement to the Company.

Mithril Group

In March 2022, a group of stockholders, including, among others, Adimab; Mithril II LP; M28 Capital Management LP; Polaris Venture Partners V, L.P.; and Population Health Equity Partners III, L.P., which are collectively referred to as the Mithril Group, submitted a notice of intent to nominate three directors to the Company’s board of directors at the 2022 annual meeting of stockholders. In April 2022, the Mithril Group filed definitive proxy materials with the SEC seeking election of three directors to the Company's board of directors and adoption of a non-binding resolution for director declassification.

During the three and nine months ended September 30, 2022, the Company recognized $0.4 million and $1.4 million, respectively, of selling, general and administrative expense related to reimbursement costs to be paid to the Mithril Group associated with legal expenses, corporate governance matters and stockholder proposals from the Company’s 2022 annual meeting of stockholders.

As of September 30, 2022, $1.4 million was due to the Mithril Group by the Company, and no amounts were due from the Mithril Group to the Company.

Summary of Significant Accounting Policies (Policies)

9 Months Ended

Sep. 30, 2022

Accounting Policies [Abstract]

Leases

Unaudited Interim Financial Information

of operations for the three and nine months ended September 30, 2022 are not necessarily indicative of the results of operations that may be expected for the year ending December 31, 2022.

Use of Estimates

Recently Issued Accounting Pronouncements

Recently Issued and Adopted Accounting Pronouncements


	December 31, 2021		Impact of Adoption			January 1, 2022
Operating lease right-of-use asset	$	—	$	1,728		$	1,728
Operating lease liability, current		—		308			308
Other non-current liability		6		(6	)		—
Operating lease liability, non-current		—		1,426			1,426

Summary of Significant Accounting Policies (Tables)

9 Months Ended

Sep. 30, 2022

Accounting Policies [Abstract]

Summary of the impact of the adoption

A summary of the impact of the adoption is as follows (in thousands):


	December 31, 2021		Impact of Adoption			January 1, 2022
Operating lease right-of-use asset	$	—	$	1,728		$	1,728
Operating lease liability, current		—		308			308
Other non-current liability		6		(6	)		—
Operating lease liability, non-current		—		1,426			1,426

Marketable Securities (Tables)

9 Months Ended

Sep. 30, 2022

Marketable Securities [Abstract]

Summary of Marketable Securities

The following tables summarize the gross unrealized gains and losses of the Company’s marketable securities as of September 30, 2022 and December 31, 2021 (in thousands):


September 30, 2022	Amortized Cost		Unrealized Gains		Unrealized Losses			Fair Value
U.S. Treasury securities	$	6,844	$	—	$	—		$	6,844
Federal agency securities		133,627		56		(10	)		133,673
Total financial assets	$	140,471	$	56	$	(10	)	$	140,517


December 31, 2021	Amortized Cost		Unrealized Gains		Unrealized Losses			Fair Value
U.S. Treasury securities	$	49,202	$	—	$	(8	)	$	49,194

Fair Value Measurements (Tables)

9 Months Ended

Sep. 30, 2022

Fair Value Disclosures [Abstract]

Summary of Assets and Liabilities Measured at Fair Value on Recurring Basis

The following tables present the Company’s fair value hierarchy for its assets and liabilities that are measured at fair value on a recurring basis (in thousands):


	Fair Value Measurements at September 30, 2022:
	Level 1		Level 2		Level 3		Total
Assets:
Cash equivalents:
Money market funds	$	242,354	$	—	$	—	$	242,354
Federal agency securities	$	—		34,786		—	$	34,786
Marketable securities:
U.S. Treasury securities	$	6,844		—		—	$	6,844
Federal agency securities	$	—		133,673		—	$	133,673
	$	249,198	$	168,459	$	—	$	417,657


	Fair Value Measurements at December 31, 2021:
	Level 1		Level 2		Level 3		Total
Assets:
Cash equivalents:
Money market funds	$	541,220	$	—	$	—	$	541,220
Marketable securities:
U.S. Treasury securities	$	49,194		—		—	$	49,194
	$	590,414	$	—	$	—	$	590,414

Prepaid Expenses and Other Current Assets (Tables)

9 Months Ended

Sep. 30, 2022

Prepaid Expense and Other Assets, Current [Abstract]

Summary of Prepaid Expenses and Other Current Assets

Prepaid expenses and other current assets consisted of the following (in thousands):


	September 30, 2022		December 31, 2021
Prepaid external research, development and manufacturing costs	$	1,024	$	20,582
Prepaid insurance		—		3,190
Prepaid compensation and other		1,118		1,292
Interest receivable		785		229
	$	2,927	$	25,293

Accrued Expenses (Tables)

9 Months Ended

Sep. 30, 2022

Accrued Liabilities [Abstract]

Schedule of Accrued Expenses

Accrued expenses consisted of the following (in thousands):


	September 30, 2022		December 31, 2021
Accrued external research, development and manufacturing costs	$	20,517	$	48,590
Accrued employee compensation		4,974		4,945
Accrued professional and consultant fees		3,125		2,155
Other		358		587
	$	28,974	$	56,277

Commitments and Contingencies (Tables)

9 Months Ended

Sep. 30, 2022

Commitments and Contingencies Disclosure [Abstract]

Schedule of Components of Operating Lease Expense

The components of operating lease expense were as follows (in thousands):


	For the Three Months Ended September 30,		For The Nine Months Ended September 30,
	2022		2022
Lease cost:
Operating lease cost	$	275	$	541
Variable lease cost		8		24
Total lease cost	$	283	$	565

Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows related to operating leases	$	275	$	551

Schedule of Future Minimum Payments Under Non-cancellable Purchase Obligations

Future minimum lease payments under the noncancelable leases as of September 30, 2022 was as follows (in thousands):


Year Ending December 31,	Operating Lease
2022 (excluding the nine months ended September 30, 2022)	$	102
2023		411
2024		421
2025		430
2026		328
Total lease payments		1,692
Present value adjustment		(186	)
Present value of operating lease liability	$	1,506

As of September 30, 2022, the Company’s operating lease was measured using a weighted-average incremental borrowing rate of 6.0% over a weighted-average remaining lease term of 4.0 years.

Share Based Compensation (Tables)

9 Months Ended

Sep. 30, 2022

Share-Based Payment Arrangement [Abstract]

Schedule of Weighted Average Fair Values and Valuation Assumptions

The following table presents, on a weighted-average basis, the assumptions used in the Black-Scholes option-pricing model to determine the grant date fair value of stock options granted:


	Three Months Ended September 30,			Three Months Ended September 30,			Nine Months Ended September 30,			Nine Months Ended September 30,
	2022			2021			2022			2021
Expected term (in years)		6.0			6.1			6.0			6.0
Expected volatility		75.5	%		73.2	%		73.3	%		73.3	%
Risk-free interest rate		2.8	%		1.0	%		2.2	%		1.0	%
Expected dividend yield		—	%		—	%		—	%		—	%

Summary of Stock Option Activity

The following table summarizes the Company’s stock option activity since December 31, 2021:


	Number of Shares			Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Term		Aggregate Intrinsic Value
						(in years)		(in thousands)
Outstanding at December 31, 2021		18,871,592		$	10.15		9.3	$	24,897
Granted		8,618,759		$	5.38
Exercised		(273,353	)	$	0.81
Forfeited		(5,812,685	)	$	10.30
Outstanding at September 30, 2022		21,404,313		$	8.31		8.9	$	6,133
Vested and expected to vest at September 30, 2022		21,404,313		$	8.31		8.9	$	6,133
Options exercisable at September 30, 2022		5,648,666		$	7.68		8.4	$	2,916

Schedule of Unvested Common Stock Options

A summary of the Company’s unvested common stock from option early exercises that is subject to repurchase by the Company is as follows:


	Number of Shares
Unvested restricted stock at December 31, 2021		3,082,175
Issued		—
Vested		(511,049	)
Repurchased		(2,150,737	)
Unvested restricted stock at September 30, 2022		420,389

Summary of Share Based Compensation Expense Recognized


	Three Months Ended September 30,		Three Months Ended September 30,		Nine Months Ended September 30,		Nine Months Ended September 30,
	2022		2021		2022		2021
Research and development	$	3,419	$	2,151	$	9,954	$	3,582
Selling, general and administrative		3,980		3,828		5,789		6,326
	$	7,399	$	5,979	$	15,743	$	9,908

Net Loss per Share (Tables)

9 Months Ended

Sep. 30, 2022

Earnings Per Share [Abstract]

Schedule of Earnings Per Share, Basic and Diluted

Basic and diluted net loss per share attributable to common stockholders was calculated as follows (in thousands, except share and per share amounts):


	Three Months Ended September 30,			Three Months Ended September 30,			Nine Months Ended September 30,			Nine Months Ended September 30,
	2022			2021			2022			2021
Numerator:
Net loss attributable to common stockholders	$	(45,087	)	$	(60,375	)	$	(196,743	)	$	(143,748	)
Denominator:
Weighted-average common shares outstanding, basic and diluted		108,420,674			61,297,086			108,154,397			20,346,771
Net loss per share attributable to common stockholders, basic and diluted	$	(0.42	)	$	(0.98	)	$	(1.82	)	$	(7.06	)

Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share

The Company excluded the following potential common shares, presented based on amounts outstanding at each period end, from the computation of diluted net loss per share attributable to common stockholders for the periods indicated, because including them would have had an anti-dilutive effect:


	Three and Nine Months Ended September 30,
	2022		2021
Stock options to purchase common stock		21,404,313		17,460,961
Unvested restricted common stock		420,389		3,859,139
		21,824,702		21,320,100

Nature of Business and Basis of Presentation - Additional Information (Details) - USD ($)	1 Months Ended		3 Months Ended						9 Months Ended
	Aug. 31, 2021	Jul. 31, 2021	Sep. 30, 2022	Jun. 30, 2022	Mar. 31, 2022	Sep. 30, 2021	Jun. 30, 2021	Mar. 31, 2021	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Stock split		five-for-one
Net loss			$ (45,087,000)	$ (50,990,000)	$ (100,666,000)	$ (60,375,000)	$ (44,673,000)	$ (38,700,000)	$ (196,743,000)	$ (143,748,000)
Accumulated deficit			$ (488,852,000)						$ (488,852,000)		$ (292,109,000)
IPO [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Issuance of common stock, shares	20,930,000
Stock issued during period shares new issues, underwriters subscription	2,730,000
Proceeds from issuance initial public offering	$ 327,500,000
Convertible preferred Stock Shares Issued Upon Conversion	84,722,420

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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Reference 12: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Summary of Significant Accounting Policies - Additional Information (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Jan. 01, 2022	Dec. 31, 2021	Feb. 29, 2016
Accounting Policies [Abstract]
Operating lease liability, current	$ 329	$ 308	$ 0	$ 300
Operating lease liability, non-current	1,177	1,426	0	1,400
Operating lease right-of-use asset	$ 1,486	$ 1,728	$ 0	$ 1,700

Summary of Significant Accounting Policies - Summary of the impact of the adoption (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Jan. 01, 2022	Dec. 31, 2021	Feb. 29, 2016
Operating lease right-of-use asset	$ 1,486	$ 1,728	$ 0	$ 1,700
Operating lease liability, current	329	308	0	300
Other non-current liability		0	(6)
Operating lease liability, non-current	1,177	$ 1,426	$ 0	$ 1,400
Impact of Adoption [Member]
Operating lease right-of-use asset	1,728
Operating lease liability, current	308
Other non-current liability	(6)
Operating lease liability, non-current	$ 1,426

Marketable Securities - Summary of Marketable Securities (Details) - USD ($) $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 30, 2022	Dec. 31, 2021
Amortization Cost	$ 140,471
Unrealized Gains	56
Unrealized Losses	(10)
Fair Value	140,517
U.S. treasury securities [Member]
Amortization Cost	6,844	$ 49,202
Unrealized Gains	0	0
Unrealized Losses	0	(8)
Fair Value	6,844	$ 49,194
Federal agency securities
Amortization Cost	133,627
Unrealized Gains	56
Unrealized Losses	(10)
Fair Value	$ 133,673

Marketable Securities - Additional Information (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Marketable Securities [Abstract]
Available for sale marketable securities	$ 0	$ 0

Fair Value Measurements - Summary of Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) - Fair Value, Recurring [Member] - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Assets:
Assets, fair value disclosure	$ 417,657	$ 590,414
U.S. treasury securities [Member]
Assets:
Assets, fair value disclosure	6,844	49,194
Federal agency securities [Member]
Assets:
Assets, fair value disclosure	133,673
Cash Equivalents [Member] \| Money Market Fund [Member]
Assets:
Assets, fair value disclosure	242,354	541,220
Cash Equivalents [Member] \| Federal agency securities [Member]
Assets:
Assets, fair value disclosure	34,786
Level 1 [Member]
Assets:
Assets, fair value disclosure	249,198	590,414
Level 1 [Member] \| U.S. treasury securities [Member]
Assets:
Assets, fair value disclosure	6,844	49,194
Level 1 [Member] \| Federal agency securities [Member]
Assets:
Assets, fair value disclosure
Level 1 [Member] \| Cash Equivalents [Member] \| Money Market Fund [Member]
Assets:
Assets, fair value disclosure	242,354	541,220
Level 1 [Member] \| Cash Equivalents [Member] \| Federal agency securities [Member]
Assets:
Assets, fair value disclosure
Level 2 [Member]
Assets:
Assets, fair value disclosure	168,459	0
Level 2 [Member] \| U.S. treasury securities [Member]
Assets:
Assets, fair value disclosure		0
Level 2 [Member] \| Federal agency securities [Member]
Assets:
Assets, fair value disclosure	133,673
Level 2 [Member] \| Cash Equivalents [Member] \| Money Market Fund [Member]
Assets:
Assets, fair value disclosure		0
Level 2 [Member] \| Cash Equivalents [Member] \| Federal agency securities [Member]
Assets:
Assets, fair value disclosure	34,786
Level 3 [Member]
Assets:
Assets, fair value disclosure		0
Level 3 [Member] \| U.S. treasury securities [Member]
Assets:
Assets, fair value disclosure		0
Level 3 [Member] \| Federal agency securities [Member]
Assets:
Assets, fair value disclosure
Level 3 [Member] \| Cash Equivalents [Member] \| Money Market Fund [Member]
Assets:
Assets, fair value disclosure		$ 0
Level 3 [Member] \| Cash Equivalents [Member] \| Federal agency securities [Member]
Assets:
Assets, fair value disclosure

Fair Value Measurements - Additional Information (Details) - USD ($)	Sep. 30, 2022	Sep. 30, 2021
Fair Value Disclosures [Abstract]
Transfers between level 3	$ 0	$ 0

Prepaid Expenses and Other Current Assets - Summary of Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Prepaid Expense and Other Assets, Current [Abstract]
Prepaid external research, development and manufacturing costs	$ 1,024	$ 20,582
Prepaid insurance	0	3,190
Prepaid compensation and other	1,118	1,292
Interest receivable	785	229
Prepaid expenses and other current assets	$ 2,927	$ 25,293

Accrued Expenses - Schedule of Accrued Expenses (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Accrued Liabilities [Abstract]
Accrued external research, development and manufacturing costs	$ 20,517	$ 48,590
Accrued employee compensation	4,974	4,945
Accrued professional and consultant fees	3,125	2,155
Other	358	587
Accrued Expenses	$ 28,974	$ 56,277

License and Collaboration Agreements - Additional Information (Details) - USD ($)	1 Months Ended								3 Months Ended		7 Months Ended	9 Months Ended
	Sep. 30, 2021	Aug. 31, 2021	Jul. 31, 2021	May 31, 2021	Apr. 30, 2021	Mar. 31, 2021	Feb. 28, 2021	Jul. 31, 2020	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2020	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021	Jul. 30, 2021
Preferred stock, shares issued (in shares)									0			0		0	16,944,484
Shares repurchased												5,000,000
Shares repurchased, Fair value												$ 40,000,000.0
Milestone payment					$ 2,500,000		$ 1,000,000.0
Acquired IPR&D expense												$ 3,000,000.0
Sale of stock, price per share									$ 8.00			$ 8.00
Quarterly fee												$ 1,300,000
Annual fee												2,000,000.0
Delivery fee												200,000
Completion fee												200,000
Exercise fee												1,000,000.0
Accrued Upfront Fee									$ 200,000			200,000
Royalty expense												$ 0
Maximum [Member]
Royalty Based on Net Sales of Licensed Products, Percentage												0.50%
Minimum [Member]
Royalty Based on Net Sales of Licensed Products, Percentage												0.30%
Payments to acquire royalty												$ 15,000,000.0
Research and Development [Member]
Quarterly fee									1,300,000	$ 1,300,000		3,900,000	$ 1,300,000
Research Development And Regulatory Milestone
Potential milestone payment												18,000,000.0
Series A Preferred Stock [Member]
Preferred stock, shares issued (in shares)								6,237,500
Shares issued, Fair value									40,000,000.0			$ 40,000,000.0
Shares repurchased												5,000,000
Shares repurchased, Fair value												$ 40,000,000.0
Common Stock [Member]
Shares repurchased												21,250,000
Shares repurchased, Fair value												$ 85,000
Adimab Assignment Agreement [Member]
Preferred stock, shares issued (in shares)								5,000,000
Milestone payment	$ 4,000,000.0	$ 4,000,000.0		$ 2,500,000		$ 1,000,000.0
Research and development in process									0	4,000,000.0		0	7,500,000
Acquired IPR&D expense			$ 39,900,000									$ 39,900,000
Adimab Assignment Agreement [Member] \| Maximum [Member]
Potential milestone payment								$ 24,600,000
Royalty percentage of sublicense consideration												55.00%
Adimab Assignment Agreement [Member] \| Minimum [Member]
Royalty percentage of sublicense consideration												45.00%
Adimab Assignment Agreement [Member] \| Research and Development [Member]
Recognized expense									$ 100,000	500,000		$ 600,000	900,000
Adimab Assignment Agreement [Member] \| First Product [Member]
Potential milestone payment								16,500,000
Adimab Assignment Agreement [Member] \| Second Product [Member]
Potential milestone payment								$ 8,100,000
Adimab Assignment Agreement [Member] \| Series A Preferred Stock [Member]
Preferred stock, shares issued (in shares)								5,000,000	5,000,000			5,000,000
Shares issued, Fair value								$ 40,000,000.0
Adimab Assignment Agreement [Member] \| Common Stock [Member]
Shares repurchased								21,250,000
Shares repurchased, Fair value								$ 85,000
Adimab Collaboration Agreement [Member]
Acquired IPR&D expense												$ 1,000,000.0
Expenses									$ 300,000	$ 100,000		1,300,000	$ 100,000
Delivery fee												200,000
Adimab Platform Transfer Agreement [Member]
Annual fee												2,000,000.0
Adimab Platform Transfer Agreement [Member] \| Research Development And Regulatory Milestone
Potential milestone payment												9,500,000
Cell Line License Agreement [Member]
Acquired IPR&D expense											$ 200,000
TSRI
Research and development in process									$ 0			$ 1,700,000
Amount Paid As Pre Paid Funding For Research Plan		$ 1,500,000

Commitments and Contingencies - Additional Information (Details)
$ in Thousands

1 Months Ended

3 Months Ended

6 Months Ended

9 Months Ended

Sep. 14, 2021

USD ($)

ft²

Apr. 30, 2022

USD ($)

Sep. 30, 2022

USD ($)

Sep. 30, 2021

USD ($)

Jun. 30, 2022

USD ($)

Sep. 30, 2022

USD ($)

Sep. 30, 2021

USD ($)

Apr. 01, 2022

USD ($)

Jan. 01, 2022

USD ($)

Dec. 31, 2021

USD ($)

Feb. 29, 2016

USD ($)

Long-Term Purchase Commitment [Line Items]

Lease term

5 years

2 years

Lease space | ft²

9,600

Monthly rental payments

$ 400

Operating lease liabilities within twelve months

$ 300

Operating lease liability, non-current

$ 1,177

1,177

$ 1,426

$ 0

$ 1,400

Rent expense

$ 700

$ 1,300

Weighted-average remaining lease term

4 years

Weighted-average incremental borrowing rate

6.00%

Accounts payable and accrued expenses

$ 28,974

$ 56,277

Research and development expense

^[1]

30,131

$ 45,366

159,295

$ 114,465

A D G20 Drug Substance

Long-Term Purchase Commitment [Line Items]

Purchase Obligation

$ 107,800

Minimum | A D G20 Drug Substance

Long-Term Purchase Commitment [Line Items]

Purchase Obligation

$ 159,400

A&R Commercial Manufacturing Agreement

Long-Term Purchase Commitment [Line Items]

Manufactured Volume

$ 51,600

Wu Xi Cell Line License Agreement [Member]

Long-Term Purchase Commitment [Line Items]

Commercial Manufacturing Agreement payment

18,100

Accounts payable and accrued expenses

$ 3,500

[1]	Includes related-party amounts of $1,742 and $6,027 for the three and nine months ended September 30, 2022, respectively, and $1,826 and $2,261 for the three and nine months ended September 30, 2021, respectively

Commitments and Contingencies - Schedule of Components of Operating Lease Expense (Details) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2022	Sep. 30, 2022
Lease cost
Operating lease cost	$ 275	$ 541
Variable lease cost	8	24
Total lease cost	283	565
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows related to operating leases	$ 275	$ 551

Commitments and Contingencies - Schedule of Future Minimum Payments Under Non-cancellable Purchase Obligations (Details) $ in Thousands	Sep. 30, 2022 USD ($)
Commitments and Contingencies Disclosure [Abstract]
2022 (excluding the nine months ended September 30, 2022)	$ 102
2023	411
2024	421
2025	430
2026	328
Total lease payments	1,692
Present value adjustment	(186)
Present value of operating lease liability	$ 1,506

Convertible Preferred Stock - Additional Information (Details) - USD ($) $ / shares in Units, $ in Millions	1 Months Ended			2 Months Ended
	Aug. 31, 2021	Apr. 30, 2021	Jul. 31, 2020	Nov. 30, 2020	Sep. 30, 2022	Mar. 31, 2022	Dec. 31, 2021	Aug. 10, 2021	Jul. 31, 2021	Jul. 30, 2021
Preferred stock, shares issued (in shares)					0		0			16,944,484
Preferred stock par value (in dollars per share)					$ 0.0001		$ 0.0001
Common stock, shares issued (in shares)					108,957,401		111,251,660			150,000,000
Common stock, shares authorized (in shares)					1,000,000,000		1,000,000,000		150,000,000
Preferred stock, shares authorized (in shares)					10,000,000		10,000,000
Minimum [Member]
Common stock, shares authorized (in shares)	150,000,000	19,000,000
Maximum [Member]
Common stock, shares authorized (in shares)	1,000,000,000	23,251,555
IPO [Member]
Undesignated preferred stock capital shares reserved for future issuance								10,000,000
Convertible preferred stock outstanding converted into common stock	84,722,420
IPO [Member] \| Minimum [Member]
Common stock, shares authorized (in shares)								150,000,000
IPO [Member] \| Maximum [Member]
Common stock, shares authorized (in shares)								1,000,000,000
Series A Preferred Stock [Member]
Preferred stock, shares issued (in shares)			6,237,500
Preferred stock par value (in dollars per share)			$ 8.00
Proceeds from issuance of preferred stock			$ 49.9
Payments of stock issuance costs			$ 0.2
Shares issued, Fair value					$ 40.0
Series A Preferred Stock [Member] \| Adimab Assignment Agreement [Member]
Preferred stock, shares issued (in shares)			5,000,000
Series B Preferred Stock [Member]
Preferred stock, shares issued (in shares)				1,410,434
Preferred stock par value (in dollars per share)				$ 56.72
Proceeds from issuance of preferred stock				$ 80.0
Payments of stock issuance costs				$ 0.2
Series B Preferred Stock [Member] \| Adimab Assignment Agreement [Member]
Preferred stock, shares issued (in shares)				44,076
Shares issued, Fair value				$ 2.5
Series C Preferred Stock [Member]
Preferred stock, shares issued (in shares)		4,296,550
Preferred stock par value (in dollars per share)		$ 78.08578
Proceeds from issuance of preferred stock		$ 335.5
Payments of stock issuance costs		$ 0.3
Preferred stock original issue and conversion price, per share						$ 78.08578
Preferred stock, shares authorized (in shares)		4,296,550
Series C Preferred Stock [Member] \| Adimab Assignment Agreement [Member]
Preferred stock, shares issued (in shares)		128,064
Shares issued, Fair value		$ 10.0

Common Stock - Additional Information (Details) - USD ($)					1 Months Ended
	Sep. 28, 2022	Jun. 30, 2022	Feb. 28, 2022	Nov. 30, 2021	Aug. 31, 2021	Jul. 31, 2021	Sep. 30, 2022	Mar. 31, 2022	Jan. 01, 2022	Dec. 31, 2021	Aug. 10, 2021	Jul. 30, 2021	May 31, 2021	Apr. 30, 2021	Jul. 31, 2020	Jun. 30, 2020
Common stock, shares issued (in shares)							108,957,401			111,251,660		150,000,000
Common stock, par value (in dollars per share)							$ 0.0001			$ 0.0001
Preferred stock, shares issued (in shares)							0			0		16,944,484
Common stock, shares authorized (in shares)						150,000,000	1,000,000,000			1,000,000,000
Preferred stock, shares authorized (in shares)							10,000,000			10,000,000
Stockholders' Equity Note, Stock Split						five-for-one
Issuance of common stock price per share							$ 0.0001			$ 0.0001
Number of shares of common stock authorized for issuance						2,685,546
Security for sale offering	$ 400,000,000
IPO [Member]
Common stock, par value (in dollars per share)					$ 17.00
Issuance of common stock, shares					20,930,000
Issuance of common stock price per share					$ 17.00
Exercised					2,730,000
Proceeds from issuance initial public offering					$ 327,500,000
Convertible preferred Stock Shares Issued Upon Conversion					84,722,420
Treasury Stock [Member]
Common stock, shares issued (in shares)								1,626,840					22,600,000
Common shares Repurchased		992,648	1,158,089	468,751
Common stock shares held							992,648
2021 Equity Incentive Plan
Convertible preferred stock shares reserved for future issuance							44,251,299
Issuance of common stock, shares						11,413,572
Convertible Preferred Stock, Shares Reserved for Future Issuance							44,251,299
Number of shares of common stock authorized for issuance						35,075,122	42,960,402		5,539,145
Series C Preferred Stock [Member]
Preferred stock, shares issued (in shares)														4,296,550
Preferred stock, shares authorized (in shares)														4,296,550
Minimum [Member]
Common stock, shares authorized (in shares)					150,000,000									19,000,000
Minimum [Member] \| IPO [Member]
Common stock, shares authorized (in shares)											150,000,000
Minimum [Member] \| Convertible Preferred Stock [Member]
Preferred stock, shares authorized (in shares)														12,647,934
Maximum [Member]
Common stock, shares authorized (in shares)					1,000,000,000									23,251,555
Maximum [Member] \| IPO [Member]
Common stock, shares authorized (in shares)											1,000,000,000
Maximum [Member] \| Convertible Preferred Stock [Member]
Preferred stock, shares authorized (in shares)														16,944,484
Adimab Assignment Agreement [Member]
Common stock, shares issued (in shares)																21,250,000
Common stock, par value (in dollars per share)																$ 0.00002
Preferred stock, shares issued (in shares)															5,000,000
Number of common stock repurchased, retired and redesignated							21,250,000			21,250,000
Repurchased common stock, per share							$ 0.004
Common stock, fair value							$ 85,000
Issuance of common stock price per share																$ 0.00002

Share Based Compensation - Additional Information (Details) $ / shares in Units, $ in Thousands	1 Months Ended			3 Months Ended		9 Months Ended
	Jul. 31, 2022 shares	Feb. 28, 2022 USD ($)	Jul. 31, 2021 shares	Sep. 30, 2022 USD ($) $ / shares shares	Sep. 30, 2021 USD ($) $ / shares	Sep. 30, 2022 USD ($) Installment $ / shares shares	Sep. 30, 2021 USD ($) $ / shares	Jan. 01, 2022 shares	Dec. 31, 2021 USD ($)
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of shares of common stock authorized for issuance			2,685,546
Percentage of number of shares of common stock outstanding			1.00%
Intrinsic value of stock options \| $				$ 400		$ 1,000
Fair value of common stock \| $ / shares				$ 2.28	$ 9.03	$ 3.50	$ 6.51
Total unrecognized stock-based compensation cost \| $				$ 82,500		$ 82,500
Unrecognized stock based compensation expense, Weighted average recognition period						2 years 10 months 24 days
Stock based compensation expense \| $		$ 4,600		7,399	$ 5,979	$ 15,743	$ 9,908
Granted						8,618,759
Maximum [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Liability for unvested shares \| $				$ 100		$ 100			$ 100
2020 Equity Incentive Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of shares of common stock authorized for issuance				11,173,557		11,173,557
Shares available for future issuance				0		0
Grant exercise price, percentage of estimated fair value of common stock on date of grant (not less than)						110.00%
Combined voting power on all classes of stock threshold						10.00%
Percentage of options vesting						25.00%
Number of quarterly installments for vesting \| Installment						36
Share-based payment award, expiration period						10 years
Number of quarterly installments for vesting succeeding period						3 years
2021 Equity Incentive Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of shares of common stock authorized for issuance			35,075,122	42,960,402		42,960,402		5,539,145
Shares available for future issuance				21,556,089		21,556,089
Issuance of common stock, shares			11,413,572
Percentage of number of shares of common stock outstanding			5.00%
2021 Equity Incentive Plan \| Maximum [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Shares available for future issuance			23,661,550
Two Thousand And Twenty Two Employee Stock Purchase Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of shares of common stock authorized for issuance				1,290,897		1,290,897
Two Thousand And Twenty One Employee Stock Purchase Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of shares of common stock authorized for issuance			1,342,773	51,876		51,876
Two Thousand And Twenty One Employee Stock Purchase Plan \| Maximum [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock based compensation expense \| $				$ 100		$ 100
Two Thousand And Twenty Employee Stock Purchase Plan Member
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Shares available for future issuance				0		0
Stock Options [Member] \| 2021 Equity Incentive Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of shares of common stock authorized for issuance				10,230,756		10,230,756
Stock Options [Member] \| Two Thousand And Twenty Employee Stock Purchase Plan Member
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of shares of common stock authorized for issuance				11,173,557		11,173,557
Stock Options [Member] \| Chief Executive Officer [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Issuance of common stock, shares	2,000,000
Partially achieved shares on performance received	1,000,000

Share Based Compensation - Schedule of Weighted Average Fair Values and Valuation Assumptions (Details) - Stock Options [Member]	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Expected term (in years)	6 years	6 years 1 month 6 days	6 years	6 years
Expected volatility	75.50%	73.20%	73.30%	73.30%
Risk-free interest rate	2.80%	1.00%	2.20%	1.00%
Expected dividend yield	0.00%	0.00%	0.00%	0.00%

Share Based Compensation - Summary of Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 30, 2022	Dec. 31, 2021
Share-Based Payment Arrangement [Abstract]
Beginning Balance	18,871,592
Granted	8,618,759
Exercised	(273,353)
Forfeited	(5,812,685)
Ending Balance	21,404,313	18,871,592
Vested and expected to vest at June 30, 2022	21,404,313
Options exercisable at June 30, 2022	5,648,666
Beginning Balance	$ 10.15
Granted	5.38
Exercised	0.81
Forfeited	10.30
Ending Balance	8.31	$ 10.15
Vested and expected to vest at June 30, 2022	8.31
Options exercisable at June 30, 2022	$ 7.68
Weighted Average Remaining Contractual Term	8 years 10 months 24 days	9 years 3 months 18 days
Weighted Average Remaining Contractual Term, Vested and Expected to vest	8 years 10 months 24 days
Weighted Average Remaining Contractual Term, Exercisable	8 years 4 months 24 days
Aggregate Intrinsic Value, Outstanding	$ 24,897
Aggregate Intrinsic Value, Outstanding	6,133	$ 24,897
Aggregate Intrinsic Value, Vested and Expected to vest	6,133
Aggregate Intrinsic Value, Exercisable	$ 2,916

Share Based Compensation - Schedule of Unvested Common Stock From Option Early Exercises (Details)	9 Months Ended
	Sep. 30, 2022 shares
Share-Based Payment Arrangement [Abstract]
Beginning Balance	3,082,175
Issued	0
Vested	(511,049)
Repurchased	(2,150,737)
Ending Balance	420,389

Share Based Compensation - Summary of Share Based Compensation Expense Recognized (Details) - USD ($) $ in Thousands	1 Months Ended	3 Months Ended		9 Months Ended
	Feb. 28, 2022	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Stock based compensation expense	$ 4,600	$ 7,399	$ 5,979	$ 15,743	$ 9,908
Research and Development [Member]
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Stock based compensation expense		3,419	2,151	9,954	3,582
Selling, General and Administrative [Member]
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Stock based compensation expense		$ 3,980	$ 3,828	$ 5,789	$ 6,326

Income Taxes - Additional Information (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Income Tax Disclosure [Abstract]
Income tax expense (benefit)	$ 0	$ 0	$ 0	$ 0

- Definition

Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.

+ References + Details

Defined Contribution Plan - Additional Information (Details) - 401(k) Plan - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Defined Contribution Plan Disclosure [Line Items]
Percentage of eligible participants of non-elective contributions	3.00%		3.00%
Defined contribution amount	$ 0.2	$ 0.2	$ 0.6	$ 0.4

Net Loss per Share (Additional Information) (Details) - shares	Sep. 30, 2022	Dec. 31, 2021
Common Stock, Shares, Outstanding	108,957,401	110,782,909

Net Loss Per Share - Basic and Diluted Net Loss Per Share Attributable to Common Stockholders (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended						9 Months Ended
	Sep. 30, 2022	Jun. 30, 2022	Mar. 31, 2022	Sep. 30, 2021	Jun. 30, 2021	Mar. 31, 2021	Sep. 30, 2022	Sep. 30, 2021
Earnings Per Share [Abstract]
Net loss attributable to common stockholder	$ (45,087)	$ (50,990)	$ (100,666)	$ (60,375)	$ (44,673)	$ (38,700)	$ (196,743)	$ (143,748)
Weighted-average common shares outstanding, basic and diluted	108,420,674			61,297,086			108,154,397	20,346,771
Weighted-average common shares outstanding, basic and diluted	108,420,674			61,297,086			108,154,397	20,346,771
Weighted-average common shares outstanding, basic and diluted	108,420,674			61,297,086			108,154,397	20,346,771
Net loss per share attributable to common stockholders, basic and diluted	$ (0.42)			$ (0.98)			$ (1.82)	$ (7.06)
Net loss per share attributable to common stockholders, basic and diluted	$ (0.42)			$ (0.98)			$ (1.82)	$ (7.06)

- Definition

The amount of net income (loss) for the period per each share of common stock or unit outstanding during the reporting period.

+ References

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- Definition

The amount of net income (loss) for the period available to each share of common stock or common unit outstanding during the reporting period and to each share or unit that would have been outstanding assuming the issuance of common shares or units for all dilutive potential common shares or units outstanding during the reporting period.

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-Paragraph 2
-Subparagraph (SX 210.5-03(25))
-URI https://asc.fasb.org/extlink&oid=126953954&loc=SL114868664-224227

+ Details

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

+ Details

Net Loss Per Share - Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share (Details) - shares	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Earnings Per Share Diluted [Line Items]
Antidilutive securities excluded from computation of earnings per share, amount	21,824,702	21,320,100	21,824,702	21,320,100
Stock Options to Purchase Common Stock [Member]
Earnings Per Share Diluted [Line Items]
Antidilutive securities excluded from computation of earnings per share, amount	21,404,313	17,460,961	21,404,313	17,460,961
Unvested Restricted Common Stock [Member]
Earnings Per Share Diluted [Line Items]
Antidilutive securities excluded from computation of earnings per share, amount	420,389	3,859,139	420,389	3,859,139

Related Party Transactions - Additional Information (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021
IPR&D Expense [Member]
Related Party Transaction [Line Items]
Expenses from Transactions with Related Party	$ 1,000,000.0		$ 1,000,000.0
Research and Development Expense [Member]
Related Party Transaction [Line Items]
Expenses from Transactions with Related Party	0		200,000
Adimab Assignment Agreement [Member]
Related Party Transaction [Line Items]
Due to related parties	1,000,000.0		1,000,000.0		$ 600,000
Due from related parties	0		0		$ 0
Adimab Assignment Agreement [Member] \| IPR&D Expense [Member]
Related Party Transaction [Line Items]
Revenue from related parties	0	$ 4,000,000.0	0	$ 7,500,000
Adimab Assignment Agreement [Member] \| Research and Development Expense [Member]
Related Party Transaction [Line Items]
Expenses from Transactions with Related Party	100,000	500	600,000	900,000
Adimab Collaboration Agreement [Member] \| Research and Development Expense [Member]
Related Party Transaction [Line Items]
Revenue from related parties	1,300,000	1,300,000	3,900,000	1,300,000
Expenses from Transactions with Related Party	300,000	$ 100,000	1,300,000	$ 100,000
Mithril Group [Member]
Related Party Transaction [Line Items]
Due to related parties	1,400,000		1,400,000
Due from related parties	0		0
Mithril Group [Member] \| Research and Development Expense [Member]
Related Party Transaction [Line Items]
Expenses from Transactions with Related Party	400,000		1,400,000
Adimab Platform Transfer Agreement [Member] \| IPR&D Expense [Member]
Related Party Transaction [Line Items]
Revenue from related parties	$ 3,000,000.0		$ 3,000,000.0
Series B Preferred Stock [Member] \| Adimab [Member]
Related Party Transaction [Line Items]
Number of shares issued			44,076
Purchase price of shares			$ 2,500,000
Series C Preferred Stock [Member] \| Adimab [Member]
Related Party Transaction [Line Items]
Number of shares issued			128,064
Purchase price of shares			$ 10,000,000.0