0001819790-22-000010 | 10-K | XBRL Viewer | Tarsus Pharmaceuticals INC

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Balance Sheets - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
Current assets:
Cash and cash equivalents	$ 171,332	$ 168,129
Marketable securities	483	0
Restricted cash	0	20
Other receivables	92	20
Prepaid expenses and other current assets	4,045	2,486
Total current assets	175,952	170,655
Property and equipment, net	755	548
Operating lease right-of-use assets	1,074	688
Other assets	1,126	81
Total assets	178,907	171,972
Current liabilities:
Accounts payable and other accrued liabilities	8,680	4,347
Accrued payroll and benefits	2,798	1,040
Total current liabilities	11,478	5,387
Other long-term liabilities	699	605
Total liabilities	12,177	5,992
Commitments and contingencies (Note 8)
Stockholders’ equity:
Preferred stock, $0.0001 par value; 10,000,000 shares authorized; no shares issued and outstanding	0	0
Common stock, $0.0001 par value; 200,000,000 shares authorized; 20,726,580 shares issued and 20,698,737 shares outstanding, which excludes 27,840 shares subject to repurchase at December 31, 2021; 20,502,576 shares issued and 20,323,201 outstanding, which excludes 179,375 shares subject to repurchase at December 31, 2020	4	4
Additional paid-in capital	213,398	198,821
Accumulated deficit	(46,672)	(32,845)
Total stockholders’ equity	166,730	165,980
Total liabilities and stockholders’ equity	$ 178,907	$ 171,972

Balance Sheets (Parenthetical) - $ / shares	Dec. 31, 2021	Dec. 31, 2020
Statement of Financial Position [Abstract]
Preferred stock, par value (usd per share)	$ 0.0001	$ 0.0001
Preferred stock, authorized (shares)	10,000,000	10,000,000
Preferred stock, issued (shares)	0	0
Preferred stock, outstanding (shares)	0	0
Common stock, par value (usd per share)	$ 0.0001	$ 0.0001
Common stock, authorized (shares)	200,000,000	200,000,000
Common stock, issued (shares)	20,726,580	20,502,576
Common stock, outstanding (shares)	20,698,737	20,323,201
Common stock, subject to repurchase (shares)	27,840	179,375

Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Revenues:
Total revenues	$ 57,027	$ 0
Operating expenses:
Research and development	41,712	18,826
General and administrative	25,397	8,172
Total operating expenses	69,184	26,998
Loss from operations before other (expense) income and income taxes	(12,157)	(26,998)
Other (expense) income:
Interest income	36	188
Other expense, net	(73)	0
Unrealized loss on equity securities	(591)	0
Change in fair value of equity warrants	(987)	0
Total other (expense) income, net	(1,615)	188
Loss from operations before income taxes	(13,772)	(26,810)
Provision for income taxes	(55)	(1)
Net loss	(13,827)	(26,811)
Comprehensive loss	$ (13,827)	$ (26,811)
Net loss per share, basic (in USD per share)	$ (0.67)	$ (4.32)
Net loss per share, diluted (in USD per share)	$ (0.67)	$ (4.32)
Weighted-average common shares outstanding, basic (shares)	20,554,086	6,207,367
Weighted-average common shares outstanding, diluted (shares)	20,554,086	6,207,367
License Fees and Collaboration
Operating expenses:
Cost of license fees and collaboration revenue	$ 2,075	$ 0
License fees
Revenues:
Total revenues	53,067	0
Collaboration revenue
Revenues:
Total revenues	$ 3,960	$ 0

Statements of Stockholders' Equity - USD ($) $ in Thousands	Total	Series C Preferred Stock	Common Stock	Additional Paid-In Capital	Accumulated Deficit
Beginning balance (shares) at Dec. 31, 2019	8,249,939
Beginning balance at Dec. 31, 2019	$ 63,402
Increase (Decrease) in Temporary Equity [Roll Forward]
Issuance of Preferred Stock (shares)		2,857,079
Issuance of Preferred Stock, net of issuance costs		$ 39,756
Conversion of preferred stock into common stock upon initial public offering (in shares)	(11,107,018)
Conversion of preferred stock into common stock upon initial public offering	$ (103,158)
Ending balance (shares) at Dec. 31, 2020	0
Ending balance at Dec. 31, 2020	$ 0
Beginning balance (shares) at Dec. 31, 2019			2,646,619
Beginning balance at Dec. 31, 2019	(6,005)		$ 2	$ 27	$ (6,034)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net loss	(26,811)				(26,811)
Recognition of stock-based compensation expense	$ 839			839
Lapse of repurchase rights related to common stock issued pursuant to early exercises (shares)			4,300
Exercise of vested stock options (shares)	197,179		17,804
Exercise of vested stock options	$ 10			10
Shares issued as consideration for in-license rights (shares)			222,460
Shares issued as consideration for in-license rights	3,115			3,115
Issuance of common stock upon initial public offering, net of issuance costs of $2,442 (in shares)			6,325,000
Issuance of common stock upon initial public offering, net of issuance costs of $2,442	91,674		$ 1	91,673
Conversion of preferred stock into common stock upon initial public offering (in shares)			11,107,018
Conversion of preferred stock into common stock upon initial public offering	$ 103,158		$ 1	103,157
Ending balance (shares) at Dec. 31, 2020	20,323,201		20,323,201
Ending balance at Dec. 31, 2020	$ 165,980		$ 4	198,821	(32,845)
Ending balance (shares) at Dec. 31, 2021	0
Ending balance at Dec. 31, 2021	$ 0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net loss	(13,827)				(13,827)
Recognition of stock-based compensation expense	8,455			8,455
Lapse of repurchase rights related to common stock issued pursuant to early exercises (shares)			151,535
Lapse of repurchase rights related to common stock issued pursuant to early exercises	$ 304			304
Exercise of vested stock options (shares)	24,959		24,959
Exercise of vested stock options	$ 103			103
Shares issued as consideration for in-license rights (shares)			187,500
Shares issued as consideration for in-license rights	5,494			5,494
Shares issued in connection with the employee stock purchase plan (shares)			11,542
Shares issued in connection with the employee stock purchase plan	$ 221			221
Ending balance (shares) at Dec. 31, 2021	20,698,737		20,698,737
Ending balance at Dec. 31, 2021	$ 166,730		$ 4	$ 213,398	$ (46,672)

Statements of Stockholders' Equity (Parenthetical) $ in Thousands	12 Months Ended
	Dec. 31, 2020 USD ($) $ / shares
Stock issued, issuance costs	$ 2,442
Series C Preferred Stock
Price per share (usd per share) \| $ / shares	$ 14.0003
Stock issued, issuance costs	$ 243

Statements of Cash Flows $ in Thousands	12 Months Ended
Statements of Cash Flows $ in Thousands	Dec. 31, 2021 USD ($)	Dec. 31, 2020 USD ($)
Cash Flows From Operating Activities:
Net loss	$ (13,827)	$ (26,811)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
Depreciation and amortization	312	96
Stock-based compensation	8,455	839
Non-cash lease expense	294	150
Loss on lease termination	2	15
Loss on disposal of property and equipment	70	0
Unrealized loss on equity securities	591	0
Change in fair value of equity warrants	987	0
Unrealized gain from transactions denominated in a foreign currency	(2)	0
Issuance of common stock pursuant to in-license agreement	5,494	3,115
Changes in operating assets and liabilities:
Other receivables	(73)	16
Prepaid expenses and other current assets	(2,043)	(2,464)
Other non-current assets	(2,265)	(75)
Accounts payable and other accrued liabilities	3,880	3,240
Accrued payroll and benefits	1,758	741
Other long-term liabilities	115	0
Net cash provided by (used in) operating activities	3,748	(21,138)
Cash Flows From Investing Activities:
Purchases of property and equipment	(586)	(456)
Cash used in investing activities	(586)	(456)
Cash Flows From Financing Activities:
Proceeds from sale of common stock under employee stock purchase plan	221	0
Proceeds from exercise of vested stock options	103	10
Payment of deferred offering costs	(303)	0
Proceeds from issuance of preferred stock, net of issuance costs	0	39,728
Proceeds from issuance of common stock upon initial public offering, net of issuance costs	0	91,673
Proceeds from stock option exercises prior to vesting	0	360
Net cash provided by financing activities	21	131,771
Net increase in cash, cash equivalents and restricted cash	3,183	110,177
Cash, cash equivalents, and restricted cash — beginning of year	168,149	57,972
Cash, cash equivalents, and restricted cash — end of year	171,332	168,149
Reconciliation of cash, cash equivalents and restricted cash
Cash and cash equivalents	171,332	168,129
Restricted cash	0	20
Cash, cash equivalents and restricted cash	171,332	168,149
Supplemental Disclosures Noncash Investing and Financing Activities:
Stock issued for license agreements	5,494	3,115
Operating lease right-of-use asset obtained in exchange for operating lease liability	741	726
Expense of right-of-use asset upon lease termination	(38)	0
Conversion of Preferred Stock into common stock upon initial public offering	0	103,158
Additions of property and equipment included in accounts payable and other accrued liabilities	2	34
Deferred offering costs included in accounts payable and accrued liabilities	$ 60	$ 0

Description of Business and Presentation of Financial Statements	12 Months Ended
	Dec. 31, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Description of Business and Presentation of Financial Statements	DESCRIPTION OF BUSINESS AND PRESENTATION OF FINANCIAL STATEMENTS (a) Description of Business Tarsus Pharmaceuticals, Inc. (“Tarsus” or the “Company”) is a biopharmaceutical company focused on the development and commercialization of therapeutics, starting with eye care. (b) Reverse Stock Split and Initial Public Offering On October 8, 2020, the Company's Board of Directors approved a 1-for-7.4276 reverse stock split of common stock and preferred stock and a certificate of amendment was filed to amend the Company's certificate of incorporation to effect this reverse split. The par value was not adjusted as a result of the reverse stock split. All share and per share information included in the accompanying financial statements give retroactive effect to this reverse stock split for all periods presented. On October 20, 2020, the Company completed its initial public offering ("IPO") through an underwritten sale of 6,325,000 shares of its common stock at a price of $16.00 per share, inclusive of 825,000 shares of its common stock sold upon the full exercise of the underwriters’ purchase option. The aggregate net proceeds by the Company from the offering totaled $91.7 million, after deducting underwriting discounts, commissions and other offering expenses. Concurrent with the closing of the Company's IPO, all then-outstanding shares of its convertible preferred stock (see Note 4) were automatically converted into an aggregate of 11,107,018 shares of common stock. (c) Liquidity The Company has no product sales and has accumulated losses and negative cash flows from operations since inception (other than consideration received from an out-licensing agreement, as discussed in Note 9), resulting in an accumulated deficit of $46.7 million as of December 31, 2021, and $32.8 million as of December 31, 2020. The Company’s cash and cash equivalents were $171.3 million and $168.1 million as of December 31, 2021 and December 31, 2020, respectively. The Company expects to continue to incur operating losses and negative cash flows. The Company has funded its inception-to-date operations primarily through equity capital raises and proceeds from its out-license agreement and draws down on its credit facility (see Note 11). The Company estimates that its existing capital resources will be sufficient to meet projected operating requirements beyond at least 12 months from the filing date of the accompanying financial statements in this Annual Report on Form 10-K. Accordingly, the accompanying financial statements in this Annual Report on Form 10-K have been prepared on a going concern basis, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. The Company’s operations currently consist of its corporate organization build-out, intellectual property licensing activities, and preclinical and clinical study progression. The Company faces the clinical, business, and liquidity risks that are typically associated with biopharma companies; it must significantly invest and complete research and development activities, achieve research and development outcomes that are inherently uncertain, recruit and retain skilled personnel (including executive management), and expand and defend its intellectual property rights. Management expects the Company to continue to incur losses in the foreseeable future as a result of research and development activities and other operating expenses. The Company will be required to raise additional capital to fund its future operations. However, no assurance can be given as to whether financing will be available on terms acceptable to the Company, if at all. If the Company raises additional funds by issuing equity securities, its stockholders may experience dilution. The Company's Credit Facility imposes additional covenants that restrict operations, including limitations on its ability to incur liens or additional debt, pay dividends, repurchase common stock, make certain investments, or engage in certain merger, consolidation or asset sale transactions. Any debt financing or additional equity raise may contain terms that are not favorable to the Company or its stockholders. The Company’s potential inability to raise capital when needed could have a negative impact on its financial condition and ability to pursue planned business strategies. If the Company is unable to raise additional funds as required, it may need to delay, reduce, or terminate some or all its development programs and clinical trials. The Company may also be required to sell or license its rights to product candidates in certain territories or indications that it would otherwise prefer to develop and commercialize on its own. If the Company is required to enter into collaborations and other arrangements to address its liquidity needs, it may have to give up certain rights that limit its ability to develop and commercialize product candidates or may have other terms that are not favorable to the Company or its stockholders, which could materially and adversely affect its business and financial prospects. These factors may adversely impact the Company's ability to achieve its business objectives and would likely have an adverse effect on its future business prospects, or even its ability to remain a going concern. (d) Operating Segment To date, the Company has operated and managed its business and financial information on an aggregate basis based on the Company's organizational structure, for the purposes of evaluating financial performance and the allocation of capital and personnel resources, consistent with the way operations and investments are managed and evaluated by the chief operating decision maker, or the CODM. Accordingly, the Company’s management determined that it operates one reportable operating segment. This single segment is focused exclusively on developing pharmaceutical products for eventual commercialization. (e) Emerging Growth Company Status The Company is an "emerging growth company," as defined in the Jumpstart Our Business Startups Act of 2012 (the "JOBS Act"). Under the JOBS Act, emerging growth companies can delay adopting new or revised accounting standards issued subsequent to the enactment of the JOBS Act until such time as those standards apply to private companies. The Company has irrevocably elected to not take this exemption. As a result, it will adopt new or revised accounting standards on the relevant effective dates on which adoption of such standards is required for other public companies that are not emerging growth companies.

Summary of Significant Accounting Policies and Use of Estimates	12 Months Ended
	Dec. 31, 2021
Accounting Policies [Abstract]
Summary of Significant Accounting Policies and Use of Estimates	SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND USE OF ESTIMATES (i) Basis of Presentation The accompanying financial statements have been prepared in conformity with accounting principles generally accepted (“GAAP”) in the United States ("U.S.") and with the rules and regulations of the Securities and Exchange Commission (“SEC”). The preparation of financial statements in conformity with GAAP and with the rules and regulations of the SEC requires management to make informed estimates and assumptions that affect the amounts reported in these financial statements and accompanying notes. These estimates and assumptions involve judgments with respect to numerous factors that are difficult to predict and may materially differ from the amounts ultimately realized and reported due to the inherent uncertainty of any estimate or assumption. On an on-going basis, management evaluates the Company's most critical estimates and assumptions, including those related to (i) revenue recognition from out-licensing arrangement (ii) fair value of equity-based awards and periodic recognition of stock-based compensation, (iii) the realization of income tax assets and estimates of tax liabilities, and (iv) expense accruals related to research and development activities, including clinical trials. The accounting policies and estimates that most significantly impact the presented amounts within these financial statements are further described below: (ii) Cash and Cash Equivalents Cash and cash equivalents consist of bank deposits and highly liquid investments, including money market fund accounts, that are readily convertible into cash without penalty, with original maturities of three months or less from the purchase date. (iii) Marketable Securities Marketable securities represent LianBio common stock (see Note 7) with associated gains or losses recorded within "other (expense) income, net" within the Statements of Operations at each reporting period. (iv) Concentration of Credit Risk and Other Risks and Uncertainties Financial instruments that potentially subject the Company to significant concentrations of credit risk consist primarily of cash and cash equivalents in deposits at financial institutions that exceed federally insured limits. In March 2020, the World Health Organization declared a pandemic related to the global novel coronavirus disease 2019 (“COVID-19”) outbreak. The COVID-19 pandemic continues to evolve and its impact on the Company’s business will depend on several factors that are highly uncertain and unpredictable, including, the efficacy and adoption of vaccines, future resurgences of the virus and its variants, and the speed at which government restrictions are lifted. To date, the Company’s operations have not been significantly impacted by the COVID-19 pandemic, though the Company continues to monitor the potential impact COVID-19 may have on its ongoing and planned clinical trials. However, the Company cannot at this time predict the specific extent, duration, or full impact that the COVID-19 outbreak may have on these activities or its financial condition. The Company’s results of operations involve numerous risks and uncertainties. Factors that could adversely impact the Company’s operating results and business objectives include, but are not limited to (1) uncertainty of results of clinical trials, (2) uncertainty of regulatory approval of the Company’s potential product candidates (3) uncertainty of market acceptance of its product candidates, (4) competition from substitute products and other companies, (5) securing and protecting proprietary technology and strategic relationships, and (6) dependence on key individuals and sole source suppliers. The Company’s product candidates require approvals from the U.S. Food and Drug Administration (“FDA”) and comparable foreign regulatory agencies prior to commercial sales in their respective jurisdictions. There can be no assurance that any product candidates will receive the necessary approvals. If the Company is denied approval, approval is delayed or the Company is unable to maintain approval for any product candidate, it could have a materially adverse impact on the business. (v) Property and Equipment, Net Property and equipment, net is stated at historical cost and is depreciated on a straight-line basis over an estimated useful life that corresponds with its designated asset category. Leasehold improvements are amortized on a straight-line basis over the shorter of the remaining lease term or the estimated useful lives of related improvements. The Company evaluates the recoverability of “long-lived assets” (which includes property and equipment) whenever events or changes in circumstances in the business indicate that the asset’s carrying amount may not be recoverable. Recoverability of these assets is measured by a comparison of the carrying amounts to the sum of the future undiscounted cash flows the assets are expected to generate over the remaining useful lives of the assets. If a long-lived asset fails a recoverability test, the Company measures the amount by which the carrying value of the asset exceeds its fair value. Other than the right-of-use ("ROU") asset impairment discussed in Note 8, there were no events or changes in business circumstances during the years ended December 31, 2021 and 2020 that indicated the carrying amounts of any long-lived assets were not fully recoverable. (vi) Revenue Recognition for Out-License Arrangements Overview The Company currently has one out-license arrangement that allows the third-party licensee to market the Company’s TP-03 product (representing "functional intellectual property") in certain territories for a certain field of use and for a stated term - see Note 9. The accounting and reporting of revenue for out-license arrangements requires significant judgment for: (a) identification of the number of performance obligations within the contract, (b) the contract’s transaction price for allocation (including variable consideration), (c) the stand-alone selling price for each identified performance obligation, and (d) the timing and amount of revenue recognition in each period. The Company's out-license arrangement, as described in Note 9, was analyzed under GAAP to determine whether the promised goods or services (which include the license, and know-how, data, and information necessary or reasonably useful for the research, development, manufacture, or commercialization of any license product, and governance committee services) are distinct or must be accounted for as part of a combined performance obligation. In making these assessments, the Company considers factors such as the stage of development of the underlying intellectual property and the capabilities of the customer to develop the intellectual property on their own, and/or whether the required expertise is readily available. If the license is considered to not be distinct, the license is combined with other promised goods or services as a combined performance obligation for revenue recognition. The Company's out-license arrangement includes the following forms of consideration: (i) non-refundable upfront license payments, (ii) equity-based consideration, (iii) sales-based royalties, (iv) sales threshold milestones, (v) development milestone payments, and (vi) regulatory milestone payments. Revenue is recognized in proportion to the allocated transaction price when (or as) the respective performance obligation is satisfied. The Company evaluates the progress related to each milestone at each reporting period and, if necessary, also adjusts the probability of achievement and related revenue recognition. The measure of progress, and thereby periods over which revenue is recognized, is subject to estimates by management and may change over the course of the agreement. Contractual Terms for Receipt of Payments The contractual terms that establish the Company’s right to collect specified amounts from its customers and that require contemporaneous evaluation and documentation under GAAP for the corresponding timing and amount of revenue recognition, are as follows: (1) Upfront License Fees: The Company determines whether non-refundable license fee consideration is recognized at the time of contract execution (i.e., when the license is transferred to the customer and customer is able to use and benefit from the license) or over the actual (or implied) contractual period of the out-license. The Company also evaluates whether it has any other requirements to provide substantive services that are inseparable from the performance obligation of the license transfer to determine whether any combined performance obligation is satisfied over time or at a point in time. Upfront payments may require deferral of revenue recognition to a future period until we perform obligations under these arrangements. (2) Development Milestones: The Company utilizes the “most likely amount” method to estimate the amount of consideration to which it will be entitled for achievement of development milestones as these represent variable consideration. For those payments based on development milestones (e.g., patient dosing in a clinical study or the achievement of statistically significant clinical results), the Company assesses the probability that the milestone will be achieved, including its ability to control the timing or likelihood of achievement, and any associated revenue constraint. Given the high degree of uncertainty around the occurrence of these events, we determined the milestone and other contingent amounts to be "constrained" until the uncertainty associated with these payments is resolved. At each reporting period, the Company re-evaluates this associated revenue recognition constraint. Any resulting adjustments are recorded to revenue on a cumulative catch-up basis and reflected in the financial statements in the period of adjustment. (3) Regulatory Milestones: The Company utilizes the “most likely amount” method to estimate the consideration to which it will be entitled and recognizes revenue in the period regulatory approval occurs (the performance obligation is satisfied) as these represent variable consideration. Amounts constrained as variable consideration are included in the transaction price to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is subsequently resolved. The Company evaluates whether the milestones are considered probable of being reached and not otherwise constrained. Accordingly, due to the inherent uncertainty of achieving regulatory approval, associated milestones are constrained for revenue recognition until achievement. (4) Royalties: Under the "sales-or-usage-based royalty exception" the Company recognizes revenue based on the contractual percentage of the licensee’s sale of products to its customers at the later of (i) the occurrence of the related product sales or (ii) the date upon which the performance obligation to which some or all of the royalty has been allocated has been satisfied or partially satisfied. To date, the Company has not recognized any royalty revenue from its out-licensing arrangements. (5) Sales Threshold Milestones: Similar to royalties, applying the "sales-or-usage-based royalty exception", the Company recognizes revenue from sales threshold milestones at the later of (i) the period the licensee achieves the one-time annual product sales levels in their territories for which the Company is contractually entitled to a specified lump-sum receipt, or (ii) the date upon which the performance obligation to which some or all of the milestone has been allocated has been satisfied or partially satisfied. To date, the Company has not recognized any sales threshold milestone revenue from out-licensing arrangements. The Company re-evaluates an out-license "transaction price" as determined in each reporting period as uncertain events are resolved and other changes in circumstances occur. A "performance obligation" is a promise in a contract to transfer a distinct good or service and is the unit of accounting. A contract’s "transaction price" is allocated among each distinct performance obligation based on relative standalone selling price and recognized when, or as, the applicable performance obligation is satisfied. Accounting Standards Update No. 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers In October 2021, the Financial Accounting Standards Board, or FASB, issued Accounting Standards Update No. 2021-08, Business Combinations (Topic 805), Accounting for Contract Assets and Contract Liabilities from Contracts with Customers, which requires an entity (acquirer) to recognize and measure contract assets and liabilities acquired in a business combination in accordance with Topic 606, Revenue from Contracts with Customers. This update is effective for fiscal years beginning after December 15, 2022, and interim periods within those fiscal years, with early adoption permitted. The amendments should be applied prospectively to business combinations occurring on or after the effective date of the amendments. The Company is currently evaluating the impact the standard will have on the financial statements. (vii) Research and Development Costs Research and development costs are expensed as incurred or as certain upfront or milestone payments become contractually due to licensors upon the achievement of clinical or regulatory events. These expenses also include internal costs directly attributable to in-development programs, including cost of certain salaries, payroll taxes, employee benefits, and stock-based compensation expense, as well as laboratory and clinical supplies, pre-clinical and clinical trial related expenses, clinical manufacturing costs, and the cost of services provided by outside contractors. The Company recognizes expense for pre-clinical studies and clinical trial activities performed by these third parties. This is typically based upon estimates of the proportion of work completed over the term of the individual study or trial, as well as patient enrollment and dosing events in accordance with agreements established with clinical research organizations ("CROs") and clinical trial or pre-clinical study sites. The Company has entered, and may continue to enter into, license agreements to access and utilize intellectual property for drug development. In each case, the Company evaluates if the assets acquired in a transaction represent the acquisition of an asset or a business, as defined under applicable GAAP. The Company’s executed in-license agreements (see Note 8(b)) were evaluated and determined to represent asset acquisitions. Because these assets have not yet received regulatory approval and have no alternative future use, the purchase price for each was immediately recognized as research and development expense. In addition, any future milestone payments (whether in the form of cash or stock) made before product regulatory approval (that do not meet the definition of a derivative) will also be immediately recognized as research and development expense when paid or becomes payable, provided there is no alternative future use of the rights in other research and development projects. (viii) Deferred Offering Costs Deferred offering costs are expenses directly related to the Form S-3 filed with the SEC on November 1, 2021 and declared effective on November 5, 2021 (the "Shelf Registration"). These costs consisted of legal, accounting, and other applicable professional fees that the Company has capitalized, including fees incurred by the independent registered public accounting firm directly related to the Shelf Registration. Deferred offering costs are reclassified to “additional paid in capital” on a pro-rata basis when the Company completes offerings under the Shelf Registration, with any remaining deferred offering costs to be charged to the results of operations at the end of the Shelf Registration's life. (ix) Stock-Based Compensation The Company recognizes stock-based compensation expense for equity awards granted to employees, consultants, and members of its Board of Directors. The Black-Scholes pricing model is used to estimate the fair value of stock option awards as of the date of grant. The fair value of restricted stock units is representative of the closing share price preceding the date of grant. For stock-based awards that vest subject to the satisfaction of a service requirement, the related expense is recognized on a straight-line basis over each award’s actual or implied vesting period. For stock-based awards that vest subject to a performance condition, the Company recognizes related expense on an accelerated attribution method, if and when it concludes that it is highly probable that the performance condition will be achieved. As applicable, the Company reverses previously recognized expense for forfeitures of unvested awards in the same period of occurrence. The measurement of the fair value of stock option awards and recognition of stock-based compensation expense requires assumptions to be estimated by management that involve inherent uncertainties and the application of management’s judgment, including (a) the fair value of the Company’s common stock on the date of the option grant for all awards granted prior to the IPO, (b) the expected term of the stock option until its exercise by the recipient, (c) stock price volatility over the expected term, (d) the prevailing risk-free interest rate over the expected term, and (e) expected dividend payments over the expected term. Management estimates the expected term of awarded stock options utilizing the “simplified method” for awards as the Company does not yet have sufficient exercise history since its November 2016 formation. Further, prior to the IPO, the Company was privately-held and therefore lacked company-specific historical and implied volatility information of its stock. Accordingly, management estimated this expected volatility based on a designated peer-group of publicly-traded companies for a look-back period, as of the date of grant, that corresponded with the expected term of the awarded stock option. The Company estimates the risk-free interest rate based upon the U.S. Department of the Treasury yield curve in effect at award grant for time periods that correspond with the expected term of the awarded stock option. The Company’s expected dividend yield is zero because it has never paid cash dividends and does not expect to for the foreseeable future. Prior to the IPO, given the absence of a public trading market, the Company’s Board of Directors, with input from management, considered numerous objective and subjective factors to determine the fair value of its common stock. The factors included: (i) third-party valuations of the Company’s common stock; (ii) the Company’s stage of development; (iii) the status of research and development efforts; (iv) the rights, preferences and privileges of the Company’s preferred stock relative to common stock; (v) the Company’s operating results and financial condition, including the Company’s levels of available capital resources; (vi) equity market conditions affecting comparable public companies; (vii) general U.S. market conditions; and (viii) the lack of current marketability of the Company’s common stock. Subsequent to the IPO, the fair value of the Company’s common stock is based on the closing quoted market price of its common stock as reported by the Nasdaq Global Select Market on the date of grant. All stock-based compensation expense is reported in the Statements of Operations and Comprehensive Loss within "research and development" expense or "general and administrative" expense, based upon the assigned department of the award recipient. (x) Income Taxes Income taxes are accounted for using the asset and liability method. Deferred tax assets and liabilities are recorded based on the estimated future tax effects of temporary differences between the tax basis of assets and liabilities and amounts reported in the financial statements, as well as operating losses and tax credit carry forwards using enacted tax rates and laws that are expected to be in effect when the differences are expected to reverse. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period of enactment. Realization of deferred tax assets is dependent upon future earnings, the timing and amount of which are uncertain due to the Company’s historical operating performance and recorded cumulative net losses in prior fiscal periods. A valuation allowance is recorded to reduce deferred tax assets, because based upon a weighting of positive and negative factors, it is more likely than not that these deferred tax assets will not be realized. If/when the Company were to determine that deferred tax assets are realizable, an adjustment to the corresponding valuation allowance would increase the net income in the period that such determination was made. The Company’s income tax returns are based on calculations and assumptions that are subject to examination by the Internal Revenue Service and other tax authorities. In addition, the calculation of the Company’s tax liabilities involves dealing with uncertainties in the application of complex tax regulations. The Company recognizes liabilities for uncertain tax positions based on a two-step process. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates that it is more likely than not that the position will be sustained on audit, including resolution of related appeals or litigation processes, if any. The second step is to measure the tax benefit as the largest amount that is more than 50% likely of being realized upon settlement. While the Company believes it has appropriate support for the positions taken on its tax returns, the Company regularly assesses the potential outcomes of examinations by tax authorities in determining the adequacy of its provision for income taxes. The Company continually assesses the likelihood and amount of potential revisions and adjusts the income tax provision, income taxes payable and deferred taxes in the period in which the facts that give rise to a revision become known. In the event that the Company is assessed interest and/or penalties from taxing authorities that have not been previously accrued, such amounts would be included as a component of “income tax expense” within the Statements of Operations and Comprehensive Loss in the period the notice was received. To date there have been no interest or penalties charged. In December 2019, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2019-12, Simplifying the Accounting for Income Taxes (Topic 740). ASU 2019-12 removes certain exceptions for performing intraperiod tax allocations, recognizing deferred taxes for investments, and calculating income taxes in interim periods. The guidance also simplifies the accounting for franchise taxes, transactions that result in a step-up in the tax basis of goodwill, and the effect of enacted changes in tax laws or rates in interim periods. The Company adopted ASU 2019-12 in 2021, which had no material impact to its financial statements. (xi) Net Loss per Share Basic net loss per share is calculated by dividing net loss by the weighted-average number of shares of common stock outstanding for the period, without consideration for potential dilutive shares of common stock. Diluted net loss per share is computed by dividing the net loss by the weighted-average number of common stock equivalents outstanding for the period determined using the treasury-stock method and if-converted method, as applicable. The Company’s participating securities include unvested common stock awards issued upon early exercise of certain stock options, as early exercised unvested common stock awards have a non-forfeitable right to dividends. The Company’s participating securities do not have a contractual obligation to share in the Company’s losses, so in periods of net losses, the "two-class method" of calculating basic and diluted earnings per share is not required. In periods of net income, basic and diluted net loss per share attributable to common stockholders is presented in conformity with the two-class method required for participating securities. Also, net income is attributed to both common stockholders and participating security holders, and therefore, net income is allocated to shares of common stock and participating securities, as if all of the earnings for the period had been distributed. Diluted earnings per share under the two-class method is calculated using the more dilutive of the treasury stock or the two-class method. Due to net losses in all periods presented, all otherwise potentially dilutive securities are antidilutive. Accordingly, basic net loss per share equals diluted net loss per share for all period presented in the accompanying financial statements. (xii) Fair Value Measurements Assets and liabilities recorded at fair value on a recurring basis in the balance sheets are categorized based upon the level of judgment associated with the inputs used to measure their fair values. 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. The authoritative guidance on fair value measurements establishes a three-tier fair value hierarchy for disclosure of fair value measurements as follows: •Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities that are publicly accessible at the measurement date. •Level 2: Observable prices that are based on inputs not quoted on active markets, but that are corroborated by market data. These inputs may include quoted prices for similar assets or liabilities or quoted market prices in markets that are not active to the general public. •Level 3: Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. The carrying amounts for financial instruments consisting of cash and cash equivalents, accounts payable and accrued liabilities approximate fair value due to their short maturities. Equity investments from LianBio are carried at fair value based upon its closing stock price at each reporting period. Derivative instruments are carried at fair value based on unobservable market inputs (see Note 7). Assets and liabilities are classified based on the lowest level of input that is significant to the fair value measurements. The Company reviews the fair value hierarchy classification on a quarterly basis. Changes in the ability to observe valuation inputs may result in a reclassification of levels for certain assets or liabilities within the fair value hierarchy. The Company did not have any transfers of assets and liabilities between the levels of the fair value measurement hierarchy during the years presented. (xiii) Comprehensive Loss Comprehensive loss represents all changes in stockholders’ equity, except those resulting from distributions to stockholders. For all periods presented in the accompanying financial statements, comprehensive loss was the same as reported net loss. (xiv) Recently Issued or Effective Accounting Standards Recently issued or effective accounting pronouncements that impact, or may have an impact, on the Company’s financial statements have been discussed within the footnote to which each relates. Other recent accounting pronouncements not disclosed in these financial statements have been determined by the Company’s management to have no impact, or an immaterial impact, on its current and expected future financial position, results of operations, or cash flows.

Balance Sheet Account Detail

12 Months Ended

Dec. 31, 2021

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Balance Sheet Account Detail

BALANCE SHEET ACCOUNT DETAIL

The composition of selected captions within the accompanying balance sheets are summarized below:

(a) Property and Equipment, Net

“Property and equipment, net” consists of the following:


	December 31,
	2021		2020
Furniture and fixtures	$	596	$	294
Office equipment	84		74
Laboratory equipment	167		173
Leasehold improvements	129		141
Property and equipment, at cost	976		682
(Less): Accumulated depreciation and amortization	221		134
Property and equipment, net	$	755	$	548

Depreciation expense (included within “total operating expenses” in the accompanying Statements of Operations and Comprehensive Loss) for the years ended December 31, 2021 and 2020 was $0.3 million and $0.1 million, respectively.

(b) Other Assets

"Other assets" consists of the following:


	December 31,
	2021		2020
Equity warrants (Note 7)	$	663	$	—
Deposits	71		33
Other long-term assets	392		48
Other Assets	$	1,126	$	81

“Accounts payable and other accrued liabilities” consists of the following:


	December 31,
	2021		2020
Trade accounts payable and other	$	2,856	$	2,237
Operating lease liability, current	609		282
Accrued clinical studies	4,407		1,524
Contract liability	697		—
Income taxes payable	55		—
Employee stock option pre-vesting exercise liability, current portion	56		304
Accounts payable and other accrued liabilities	$	8,680	$	4,347

(d) Other Long-Term Liabilities

“Other long-term liabilities” consists of the following:


	December 31,
	2021		2020
Operating lease liability, non-current	$	585	$	549
Derivative liability	114		—
Employee stock option early exercise liability, non-current portion	—		56
Other long-term liabilities	$	699	$	605

Stockholders' Equity

12 Months Ended

Dec. 31, 2021

Equity [Abstract]

Stockholders' Equity

STOCKHOLDERS’ EQUITY

Authorized Stock

Under the October 2020 Amended and Restated Certificate of Incorporation, the Company is authorized to issue two classes of stock: common and preferred. The total number of shares authorized for issuance is 200 million shares of common stock and 10.0 million shares of preferred stock. No preferred stock was issued and outstanding as of December 31, 2021 and 2020.

Common Stock Overview and Reserve for Future Issuance

Common stockholders have one vote for each share of common stock held and are entitled to receive any dividends declared by the Company’s Board of Directors when legally available for distribution, then-subject to the dividend rights of the holders of preferred stock. For the years ended December 31, 2021 and 2020, no dividends were declared.

As of December 31, 2021 and 2020, the Company had 20.7 million and 20.5 million common shares issued, respectively. At December 31, 2021 and 2020, the Company had 20.7 million and 20.3 million, common shares outstanding, respectively. The following shares of common stock were reserved for issuance:


	December 31,
	2021	2020
Common stock awards reserved for future grant	9,266,200	9,414,091
Common stock reserved for future issuance under the 2020 Employee Stock Purchase Plan	2,493,488	—
Stock options issued and outstanding	2,759,830	1,836,739
Restricted stock units outstanding	17,251	—
Total shares of common stock reserved	14,536,769	11,250,830

Employee Stock Purchase Plan

As of December 31, 2021, a total of $2.5 million shares of common stock are authorized and remain available for issuance under the employee stock purchase plan ("ESPP"). Beginning on January 1, 2021, and each January 1st thereafter, pursuant to the terms of the ESPP, the number of common stock available for issuance under the ESPP is automatically increased by an amount equal to the lesser of (i) one percent of the total number of shares of common stock outstanding on the last day of the year, (ii) 2.5 million shares, or (iii) a number determined by the board of directors.

- 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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-Publisher FASB
-Name Accounting Standards Codification
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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-Section S99
-Paragraph 1
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 18
-Subparagraph (d)
-URI http://asc.fasb.org/extlink&oid=123467817&loc=SL123496189-112644

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
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-URI http://asc.fasb.org/extlink&oid=123467817&loc=SL123496158-112644

Reference 8: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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Reference 11: http://www.xbrl.org/2003/role/disclosureRef
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Reference 12: http://www.xbrl.org/2003/role/disclosureRef
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Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
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Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
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-Paragraph 13
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Reference 15: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Stock-Based Compensation

12 Months Ended

Dec. 31, 2021

Share-based Payment Arrangement [Abstract]

Stock-Based Compensation

STOCK-BASED COMPENSATION

2020 and 2016 Equity Incentive Plan

The Company's Board of Directors and stockholders adopted and approved the Company's 2020 Equity Incentive Plan (the “2020 Plan”) on October 8, 2020. The 2020 Plan replaced the Company's 2016 Equity Incentive Plan that was earlier adopted in December 2016 (the "2016 Plan"). However, awards outstanding under the 2016 Plan will continue to be governed by its original terms. The number of shares of the Company's common stock that were initially available for issuance under the 2020 Plan equaled the initial sum of 9,000,000 shares plus 2,432,980 shares that were then available for issuance under the 2016 Plan. The 2020 Plan provides for the following types of awards: incentive and non-statutory stock options, stock appreciation rights, restricted shares, and restricted stock units.

The number of shares of common stock reserved for issuance under the 2020 Plan are increased automatically on the first business day of each fiscal year, commencing in 2021 and ending in 2030, by a number equal to the lesser of: (i) 4% of the shares of common stock outstanding on the last business day of the prior fiscal year; or (ii) the number of shares determined by the Company's Board of Directors. In general, to the extent that any awards under the 2020 Plan are forfeited, terminate, expire or lapse without the issuance of shares, or if the Company reacquires the shares subject to awards granted under the 2020 Plan, those shares will again become available for issuance under the 2020 Plan, as will shares applied to pay the exercise or purchase price of an award or to satisfy tax withholding obligations related to any award.

Stock-based awards are governed by agreements between the Company and the recipients. Incentive stock options and nonqualified stock options may be granted under the 2020 Plan (and previously the 2016 Plan) at an exercise price of not less than 100% of the fair market value of common stock on the respective date of grant. The grant date is the date the terms of the award are formally approved by the Company’s Board of Directors or its designee.

Through December 31, 2021, all awards issued under the 2020 Plan and 2016 Plan were in the form of stock options and restricted stock units. These stock award agreements have service and/or performance conditions for vesting, unless immediately vested on the date of grant. Stock awards granted typically have one to four-year service conditions for full vesting. Any performance conditions for vesting are explicitly stated in each award agreement and are associated with clinical, business development, or operational milestones.

Stock options must be exercised, if at all, no later than 10 years from the date of grant. Upon termination of employment, vested stock options may be exercised within 12 months after the date of termination upon death; six months after the date of termination upon disability; and three months after the date of termination for all other separations.

Employee Stock Purchase Plan

Under the terms of the Company's 2020 Employee Stock Purchase Plan, eligible employees can purchase common stock through scheduled payroll deductions. The purchase price is equal to the closing price of the Company's common stock on the first or last day of the offering period (whichever is less), minus a 15% discount. To determine the value of ESPP expense to be recognized during each offering period, the Black-Scholes option-pricing model is used, in combination with the discounted employee price. A participant may purchase a maximum of 3,000 shares of common stock during a six-month offering period, not to exceed $25,000 at full market value on the offering date during each ESPP year.

Stock-Based Compensation Summary

Stock-based compensation expense (inclusive of ESPP) is recorded in the accompanying Statements of Operations and Comprehensive Loss based on the designated department of the award recipient. Stock-based compensation expense for the years ended December 31, 2021 and 2020 was as follows:


	Year Ended December 31,
	2021		2020
Research and development	$	1,843	$	260
General and administrative	6,612		579
Total stock-based compensation	$	8,455	$	839

Valuation Assumptions

The grant-date fair value per share for restricted stock units was based upon the closing market price of the Company's common stock on the date preceding the award grant-date.

The fair value of granted stock options was estimated as of the date of grant using the Black-Scholes option-pricing model, based on the following inputs:


	Year Ended December 31,
	2021		2020
Exercise price (estimated fair value per common share on grant date)	$21.40 to $47.25		$2.01 to $10.99
Expected term (in years)	6.25		6.25
Risk-free interest rate	0.66% to 1.37%		0.38% to 0.47%
Expected volatility	64.8% to 69.4%		70.1% to 71.2%
Expected dividend yield	—		—
Weighted-average grant-date fair value per stock option	$	38.06	$	4.16

Stock Option Activity

Stock option activity during the years ended December 31, 2021 and 2020 was as follows:


	Number of Shares	Weighted- Average Exercise Price/Share		Weighted- Average Remaining Contractual Term (Years)	Aggregate Intrinsic Value (1)
Outstanding - December 31, 2019	297,142	$	0.32	8.60	$	37
Granted	1,741,384	4.16
Exercised	(197,179)	1.88
Forfeited	(4,608)	0.90
Expired	—	—
Outstanding - December 31, 2020	1,836,739	3.77		9.15	$	68,981
Granted	1,005,512	38.06
Exercised	(24,959)	4.14
Forfeited	(57,462)	22.18
Expired	—	—
Outstanding - December 31, 2021	2,759,830	$	15.88	8.54	$	33,641
Vested - December 31, 2021	889,458	$	5.02	7.70	$	16,339
Unvested - December 31, 2021	1,898,212	$	20.75	8.81	$	17,872

____________

(1)Represents the total difference between the estimated stock price fair value as of December 31, 2021 and the stock option exercise price, multiplied by the number of in-the-money options as of December 31, 2021. The amount of any intrinsic value will change in relation to any increases or decreases in the then-determined fair value of the Company’s common stock.

The total grant-date fair value of options that vested during the years ended December 31, 2021 and 2020 was $16.3 million and $12.7 million, respectively.

The following table summarizes information with respect to stock option grants as of December 31, 2021:


	As of December 31, 2021
	Outstanding				Exercisable
Exercise Price	Granted Stock Options Outstanding	Aggregate Intrinsic Value		Weighted- Average Remaining Contractual Life (Years)	Granted Stock Options Exercisable	Aggregate Intrinsic Value		Weighted- Average Remaining Contractual Life (Years)
$0.001 - $2.005	260,549	$	5,784	6.55	227,930	$	5,064	6.50
$2.006 - $10.99	1,131,109	23,181		8.34	490,059	10,043		7.84
$11.00 - $23.53	527,041	4,676		8.96	115,482	1,232		8.76
$23.54 - $35.67	292,500	—		9.44	50,000	—		9.46
$35.68 - $47.25	548,631	—		9.01	5,987	—		6.46
	2,759,830	$	33,641	8.54	889,458	$	16,339	7.70

For the year ended December 31, 2021, the Company recorded stock-based compensation expense for stock options of $8.3 million. As of December 31, 2021, there was unrecognized compensation expense of $21.0 million related to unvested stock options, which the Company expects to recognize over a weighted average period of 2.7 years.

Pre-Vesting Exercise Feature of Certain Stock Options

The 2016 Plan permitted certain option holders to exercise awarded options prior to vesting. Upon this early exercise, the options became subject to a restricted stock agreement and remain subject to the same vesting provisions in the corresponding stock option award. These unvested options are subject to repurchase by the Company upon employee termination at the same price exercised. These unvested shares of common stock are reported as issued (but not outstanding) on the accompanying Consolidated Balance Sheets while subject to repurchase by the Company. These shares are also excluded from the basic net loss per share calculation until the repurchase right lapses upon vesting.

The Company initially records a liability for these early exercises that is subsequently reclassified into stockholders’ equity on a pro rata basis as vesting occurs. As of December 31, 2021 and December 31, 2020, the Company recorded the unvested portion of the exercise proceeds of $0.1 million and $0.4 million, respectively, as a liability from pre-vesting exercises in the accompanying Consolidated Balance Sheets.

Restricted Stock Unit Activity

Restricted stock unit activity during the year ended December 31, 2021 was as follows:


	Number of Shares	Weighted Average Value per Share at Grant Date
Outstanding - December 31, 2020	—	$	—
Granted	17,251	27.53


Outstanding - December 31, 2021	17,251	$	27.53

For the year ended December 31, 2021, the Company recorded stock-based compensation expense for restricted stock units of $0.1 million. As of December 31, 2021, there was approximately $0.4 million of unrecorded expense that will be recognized over a weighted average period of 1.7 years.

Net Loss Per Share

12 Months Ended

Dec. 31, 2021

Earnings Per Share [Abstract]

Net Loss Per Share

NET LOSS PER SHARE

The following table sets forth the computation of basic and diluted net loss per share:


	Year Ended December 31,
	2021		2020
Net loss (in thousands)	$	(13,827)	$	(26,811)
Weighted-average shares—basic and diluted	20,554,086		6,207,367
Net loss per share—basic and diluted	$	(0.67)	$	(4.32)

The following outstanding potentially dilutive securities were excluded from the calculation of diluted net loss per share because their impact under the “treasury stock method” and “if-converted method” would have been anti-dilutive for the periods presented:


	Year Ended December 31,
	2021	2020
Stock options, unexercised—vested and unvested	2,759,830	1,836,739
Stock options early-exercised and unvested	27,840	179,375
Restricted stock units—unvested	17,251	—
Total	2,804,921	2,016,114

Fair Value Measurements

12 Months Ended

Dec. 31, 2021

Fair Value Disclosures [Abstract]

Fair Value Measurements

FAIR VALUE MEASUREMENTSThe table below summarizes certain financial instruments measured at fair value that are included within the accompanying balance sheets, and their designation among the three fair value measurement categories (see Note 2(xii)):


	Year Ended December 31, 2021
	Fair Value Measurements
	Level 1		Level 2		Level 3		Total
Assets:
Money market funds	$	171,332	$	—	$	—	$	171,332
Common stock in LianBio (included in "marketable securities")	483		—		—		483
Equity warrants in LianBio (included in "other assets")	—		—		663		663
Total assets measured at fair value	$	171,815	$	—	$	663	$	172,478


	Year Ended December 31, 2020
	Fair Value Measurements
	Level 1		Level 2		Level 3		Total
Assets:
Money market funds	$	168,129	$	—	$	—	$	168,129
Total assets measured at fair value	$	168,129	$	—	$	—	$	168,129

Money Market Funds

Money market fund holdings are included in cash and cash equivalents on the accompanying balance sheets and are classified within Level 1 of the fair value hierarchy because they have readily-available market prices in active markets that are observable at the measurement date. These money market funds are invested in U.S. Treasury bills and notes, and other obligations issued or guaranteed as to principal and interest by the U.S. Government or its agencies.

Equity Warrants

In March 2021, contemporaneous with the China Out-License transaction (see Note 9), the Company and LianBio Ophthalmology Limited (“LianBio”), executed a warrant agreement for the Company to purchase a stated number of common stock in LianBio, a then privately-held pharmaceutical company focused on China. The warrants vest upon the achievement of certain clinical and regulatory events and have an exercise price at common stock par value.

These warrants are classified as Level 3 in the fair value measurement hierarchy. The most significant assumptions used in the option pricing valuation model to determine the fair value as of December 31, 2021, included: the estimated fair value of LianBio common stock (that became a publicly traded company on November 1, 2021), LianBio common stock volatility (based on the historical volatility of similar companies), the probability of achievement of discrete clinical and regulatory milestones for the vesting of each of the three warrants, and the application of an assumed discount rate for the unvested warrants as of December 31, 2021.

These warrants allow for "noncash settlement" and therefore met the criteria to be recognized as a "derivative asset" on the accompanying Consolidated Balance Sheet and are presented within "other assets" as of December 31, 2021 (see Note 3(b)). They will be remeasured with a corresponding amount reported in "other (expense) income, net" on the Statement of Operations and Comprehensive Loss at each reporting date, until exercised or expired.

During the year ended December 31, 2021, one of these three warrants vested and converted to 78,373 shares of LianBio common stock ("equity securities") which were recorded within "marketable securities" on the accompanying Balance Sheet as of December 31, 2021. The LianBio common stock is classified within Level 1 of the fair value hierarchy because their value is based on the closing common stock price of LianBio.

The following table sets forth a summary of the changes in fair value of the equity warrants presented in "other assets" on the accompanying Balance Sheets.


	Equity Warrants, presented on the Balance Sheets
Fair value as of December 31, 2020	$	—
Initial fair value estimate of equity warrants (included in "other assets" within the Consolidated Balance Sheet as of December 31, 2021) upon issuance	1,233
Recognition of equity warrants included in "total revenues" within the Statement of Operations and Comprehensive Loss for the year ended December 31, 2021	1,491
Revaluation of equity warrants included in "other (expense) income, net" within the Statement of Operations and Comprehensive Loss for the year ended December 31, 2021	(987)
Exercise the first tranche of equity warrants into LianBio common stock (included in "marketable securities" within the Consolidated Balance Sheet as of December 31, 2021) on November 1, 2021 upon LianBio's IPO	(1,074)
Fair value as of December 31, 2021	$	663

- 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

Commitments & Contingencies

12 Months Ended

Dec. 31, 2021

Commitments and Contingencies Disclosure [Abstract]

Commitments & Contingencies

COMMITMENTS & CONTINGENCIES

(a) Facility Leases

Overview

In the ordinary course of business, the Company enters lease agreements with unaffiliated third parties for facilities and office equipment. As of December 31, 2021 and 2020, the Company had three active leases in Irvine, California, for adjacent office and laboratory suites.

In January 2021, the Company entered into a six-month lease for an additional administrative office suite that was not capitalized due to its under 12-month term. The company does not recognize lease asset and liabilities for leases with a term of 12 months or less. On July 30, 2021, the Company executed an amendment to extend the term of this lease and lease an additional office suite, both expiring January 31, 2024. This amendment was accounted for as a "lease modification" and resulted in the recognition of an "operating lease right-of-use asset" valued at $0.7 million as of the execution date. The Company's two other capitalized facility leases commenced on June 1, 2020 and also expire on January 31, 2024. One includes a renewal option that was not reasonably certain to be exercised at the time of lease commencement.

The Company's operating leases have annual rent that is payable monthly and carry fixed annual increases. Under these arrangements, real estate taxes, certain operating expenses, and common area maintenance are paid by the Company. Since these costs are variable in nature, they are excluded from the measurement of the reported right-of-use asset and liability and are expensed as incurred.

In December 2020, the Company recorded a $15 thousand impairment of its "operating lease right-of-use lease assets" in connection with its decision to early terminate one of the leases, which was completed in January 2021. During the years ended December 31, 2021 and December 31, 2020, the Company had no sublease arrangements with it as lessor.

Financial Reporting Captions

The below table summarizes the lease asset and liability accounts presented on the accompanying Consolidated Balance Sheets:


Operating Leases	Consolidated Balance Sheet Caption	December 31, 2021		December 31, 2020
Operating lease right-of-use assets - non-current	Operating lease right-of-use assets	$	1,074	$	688

Operating lease liability - current	Accounts payable and other accrued liabilities	$	609	$	282
Operating lease liability - non-current	Other long-term liabilities	585		549
Total lease liabilities		$	1,194	$	831

Components of Lease Expense

The liability associated with each lease is amortized over the respective lease term using the effective interest rate method. The Company’s right-of-use asset is amortized over the lease term on a straight-line basis to lease expense, as reported on an allocated basis within “research and development” and “general and administrative” expenses in the accompanying Statements of Operations and Comprehensive Loss. The company combines lease and non-lease components in the recognition of lease expense. The components of lease cost were as follows:


	Year Ended December 31,
	2021		2020
Operating lease cost	$	385	$	208
Variable lease cost	144		25
Short-term lease cost	116		—
Total lease cost	$	645	$	233

Weighted-Average Remaining Lease Term and Applied Discount Rate

As of December 31, 2021 and 2020, the Company's active facility leases had a weighted average remaining lease term of 2 years, 1 month and 2 years, 10 months, respectively. The weighted-average estimated incremental borrowing rate of 10% was utilized to present value future minimum lease payments since an implicit interest rate was not readily determinable.

Future Contractual Lease Payments

The below table summarizes the (i) minimum lease payments over the next five years and thereafter, (ii) lease arrangement imputed interest, and (iii) present value of future lease payments:


Operating Leases - future payments	December 31, 2021
2022	$	515
2023	761
2024	65
2025	—
2026	—
Total future lease payments, undiscounted	$	1,341
(Less): Imputed interest	(147)
Present value of operating lease payments	$	1,194

(b) In-License Agreements for Lotilaner

January 2019 Agreement for Skin and Eye Disease or Conditions in Humans

In January 2019, the Company entered into a license agreement with Elanco Tiergesundheit AG (“Elanco”) for exclusive worldwide rights to certain intellectual property for the development and commercialization of lotilaner in the treatment or cure of any eye or skin disease or condition in humans (the "Eye and Derm Elanco Agreement"). The Company has sole financial responsibility for related development, regulatory, and commercialization activities.

The Company paid a $1.0 million upfront payment at execution of the Eye and Derm Elanco Agreement. In September 2020, the Company made a required $1.0 million clinical milestone payment associated with the first two U.S. pivotal trials for the treatment of Demodex blepharitis. The Company paid an additional $2.0 million for its second pivotal trial milestone in April 2021, which was recorded within “research and development” expense in the accompanying Statements of Operations and Comprehensive Loss for year ended December 31, 2021.

The Company may make further cash payments to Elanco pursuant to the Eye and Derm Elanco Agreement upon achievement of certain clinical milestones in the treatment of human skin diseases using lotilaner for an aggregate maximum of $3.0 million and various commercial and sales threshold milestones for an aggregate maximum of $79.0 million. In addition, the Company will be obligated to pay tiered contractual royalties to Elanco in the mid to high single digits of its net sales. If the Company receives certain types of payments from its sublicensees, it will be obligated to pay Elanco a variable percentage in the low to mid double-digits of such proceeds, except for territories in which the Company achieved applicable regulatory approval prior to sublicense execution.

As part of the China Out-License discussed in Note 9, the Company made a required contractual payment in the amount of $2.5 million to Elanco as part of the receipt of $25 million of initial proceeds from LianBio during the second quarter of 2021.

September 2020 Agreement for All Other Diseases or Conditions in Humans

In September 2020, the Company executed an expanded in-license agreement with Elanco, granting the Company a worldwide license to certain intellectual property for the development and commercialization of lotilaner treatment, palliation, prevention, or cure of "all other" diseases and conditions in humans (i.e., beyond that of the eye or skin), the “All Human Uses Elanco Agreement.” The Company issued Elanco 222,460 shares of its common stock at the execution of the All Human Uses Elanco Agreement. The fair value of these shares was $3.1 million ($14.0003 per share, approximating the issuance price of the Company's Series C preferred stock in September 2020) and is reported within “research and development” expense within the accompanying Statements of Operations and Comprehensive Loss for the year ended December 31, 2020.

The Company is required to make further cash payments to Elanco under the All Human Uses Elanco Agreement upon the achievement of various clinical milestones for an aggregate maximum of $4.5 million, and various commercial and sales threshold milestones for an aggregate maximum of $77.0 million. In addition, the Company will be obligated to pay contractual royalties to Elanco in the single digits of its net product sales. If the Company receives certain types of payments from its sublicensees, it will also be obligated to pay Elanco a variable percentage in the low to mid double-digits of such proceeds, except for territories in which the Company achieved applicable regulatory approval prior to sublicense execution.

In March 2021, the Company entered into an out-license agreement with LianBio (see Note 9), which obligated it to grant Elanco an additional fixed 187,500 shares of the Company's common stock that were otherwise required to be granted no later than the 18-month anniversary of the All Human Uses Elanco Agreement for the Company's continued license exclusivity. These additional shares were valued at $5.5 million based on the Company's stock closing price of $29.30 per share (on the date the issuance became contractually required) and is reported within "research and development" expense within the accompanying Statements of Operations and Comprehensive Loss for the year ended December 31, 2021.

The Company has entered into employment agreements with seven of its executive officers. These agreements provide for the payment of certain benefits upon separation of employment under specified circumstances, such as termination without cause, or termination in connection with a change in control event.

(d) Litigation Contingencies

From time to time, the Company may be subject to various litigation and related matters arising in the ordinary course of business. The Company is currently not aware of any such matters where there is at least a reasonable probability that a material loss, if any, has been or will be incurred for financial statement recognition.

(e) Indemnities and Guarantees

The Company has certain indemnity commitments, under which it may be required to make payments to its officers and directors in relation to certain transactions to the maximum extent permitted under applicable laws. The duration of these indemnities varies, and in certain cases, is indefinite and does not provide for any limitation of maximum payments. The

Company has not been obligated to make any such payments to date and no liabilities have been recorded for this contingency in the accompanying Balance Sheets.

China Out-License	12 Months Ended
China Out-License	Dec. 31, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]
China Out-License	OUT-LICENSE AGREEMENT Out-License of TP-03 Commercial Rights in Greater China in March 2021 On March 26, 2021, the Company entered into an out-license agreement with LianBio for its exclusive development and commercialization rights of TP-03 (lotilaner ophthalmic solution, 0.25%) in the People’s Republic of China, Hong Kong, Macau, and Taiwan (the “China Territory”) for the treatment of Demodex blepharitis and Meibomian Gland Disease (the “China Out-License”). LianBio is contractually responsible for all clinical development and commercialization activities and costs within the China Territory. The Company received payments from LianBio totaling $25 million in April and May 2021 as initial consideration, and a total of $30 million in June and August 2021 for the achievement of two clinical development milestones. The Company is also eligible to receive other payments and consideration from LianBio upon achievement of certain additional milestones, including: (i) TP-03 clinical development and regulatory milestones, and a supply agreement milestone of up to $50 million, (ii) TP-03 sales-based milestones for the China Territory of up to $100 million, (iii) tiered mid-to-high-teen royalties for China Territory TP-03 product sales, and (iv) LianBio equity warrants, which are subject to three TP-03 clinical/regulatory achievements for complete vesting, of which one tranche vested in June 2021. The Company recognized "license fees" and "collaboration revenue" for the year ended December 31, 2021 of $53.1 million and $4.0 million, respectively, in the accompanying Consolidated Statements of Operations and Comprehensive Loss, in accordance with the revenue recognition accounting policy described in Note 2(vi). These amounts represent an allocation of the transaction price based upon the satisfaction of the performance obligations in the China Out-License. These revenue amounts were each recognized upon satisfaction of the following performance obligations (i) the transfer of TP-03 license rights in the China Territory to LianBio and (ii) the actual or partial completion of clinical activities and related data for the Company's pivotal trials of TP-03 in the treatment of Demodex blepharitis. As part of this revenue recognition model, the Company was required to value the LianBio equity warrants, applying a discounted cash flow model with highly subjective inputs for this then-private, pre-revenue company and also considered the probability of achievement of requisite vesting events. Subsequent adjustments to the estimated initial fair value of these warrants are reported within "total revenues" and "other (expense) income" on the accompanying Statements of Operations and Comprehensive Loss for the year ended December 31, 2021. The first tranche of these warrants vested and were exercised to LianBio shares and are reported within "marketable securities" on the accompanying Balance Sheet as of December 31, 2021 (see Note 7). In future periods, the Company may recognize additional revenue from contractual receipts due from LianBio as (1) performance obligations are satisfied related to the completion of the TP-03 pivotal trial and as associated clinical data and reports are delivered, (2) regulatory approval events are achieved, and (3) LianBio records product sales of TP-03 in the China Territory.

Income Taxes

12 Months Ended

Dec. 31, 2021

Income Tax Disclosure [Abstract]

Income Taxes

INCOME TAXES

The components of loss from operations before provision for income taxes were as follows:


	Year Ended December 31,
	2021		2020
United States	$	(13,772)	$	(26,810)
Total	$	(13,772)	$	(26,810)

The provision for income taxes from operations were as follows:


	Year Ended December 31,
	2021		2020
Current:
Federal	$	42	$	—
State	13		1
	$	55	$	1

Deferred:
Federal	—		—
State	—		—
	—		—
Total income tax provision	$	55	$	1

A reconciliation of income taxes was computed by applying the federal statutory income tax rate in each period to the pretax loss for the years ended December 31, 2021 and 2020, and adjusted for certain classes of transactions, as summarized below:


	Year Ended December 31,
	2021		2020
Expected tax benefit at statutory rate	$	(2,891)	$	(5,630)
State income tax, net of federal benefit	(92)		1
Permanent items	(12)		5
Stock-based compensation	760		90
Research and development credits	(2,408)		(632)


Change in fair value of equity warrants and equity securities	331		—
Other	(50)		29
Change in valuation allowance	4,417		6,138
Income tax provision	$	55	$	1

Significant components of the deferred tax assets and liabilities were as follows:


	Year Ended December 31,
	2021		2020
Deferred tax assets:
Net operating loss carry forwards	$	4,934	$	5,391
Research and development credit carryforwards	2,969		710
Intangible assets	2,984		1,046
Stock-based compensation	1,136		87
Other, net	712		389
Total deferred tax assets before valuation allowance	12,735		7,623
Less: valuation allowance	(12,059)		(7,475)
Total deferred tax assets	$	676	$	148
Deferred tax liabilities, net:
Operating lease right-of-use assets	(234)		(148)
Deferred revenue	(442)		—
Net deferred tax asset	$	—	$	—

Deferred income taxes reflect the net tax effects of temporary differences between the carrying amount of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. The Company maintains a valuation allowance against its net deferred tax assets due to the uncertainty that such assets will be realized and evaluates the recoverability of its deferred tax assets on at least an annual basis. The Company has determined that its deferred tax assets, with the exception of amounts supported by the reversal of taxable temporary differences, are not realizable. Consequently, the Company has recorded a valuation allowance on deferred tax assets of $12.1 million and $7.5 million at December 31, 2021 and 2020, respectively.

At December 31, 2021, the Company has federal and California net operating loss carryforwards of approximately $23.1 million and $24.7 million, respectively. As a result of the Tax Cuts and Jobs Act of 2017 (the "Tax Act"), for U.S. income tax purposes, net operating losses generated prior to December 31, 2017 can be carried forward for up to 20 years, while net operating losses generated after December 31, 2017 can be carried forward indefinitely, but are limited to 80% utilization against taxable income. The Company’s total federal net operating loss of $23.1 million will not expire but will only be able to be offset 80% of future taxable income within each year. The California net operating losses will begin to expire in 2037. At December 31, 2021, the Company had federal and California research and development tax credits of $3.0 million and $1.1 million, respectively. The federal research and development tax credits begin to expire in 2040 unless previously utilized, and the California credit carryforwards are available indefinitely.

The Internal Revenue Code ("IRC") Sections 382 and 383 limit annual use of NOL and research and development credit carryforwards in the event a cumulative change in ownership of more than 50% occurs within a three-year period. The Company has not yet completed an ownership change analysis. If a requisite ownership change occurs, the amount of remaining tax attribute carryforwards available to offset taxable income and income tax expense in future years may be restricted or eliminated. If eliminated, the related asset would be removed from deferred tax assets with a corresponding reduction in the valuation allowance. Due to the existence of the valuation allowance, limitations created by future ownership changes, if any, will not impact the Company’s effective tax rate.

Uncertain tax positions are evaluated based upon the facts and circumstances that exist at each reporting period. Subsequent changes in judgement based upon new information may lead to changes in recognition, derecognition, and measurement. Adjustment may result, for example, upon resolution of an issue with the taxing authorities or expiration of a statute of limitations barring an assessment for an issue. The Company recognizes a tax benefit from an uncertain tax position when it is more-likely-than-not that it will be sustained upon examination by tax authorities. As of December 31, 2020, the Company had gross unrecognized tax benefits of $3.0 million, none of which would affect the effective tax rate if recognized. The Company does not anticipate any significant changes in its unrecognized tax benefits over the next 12 months. The Company's policy is to recognize the interest expense and/or penalties related to income tax matters as a component of income tax expense. The Company had no accrual for interest or penalties on the accompanying Balance Sheets at December 31, 2021 and has not recognized interest and/or penalties on the accompanying Statements of Operations for the years ended December 31, 2021 or 2020.

The following table summarizes the changes to the gross unrecognized tax benefits:


	Year Ended December 31,
	2021		2020
Balance at beginning of year	$	488	$	33
Additions related to current year positions	658		217
Additions related to prior year positions	1,899		242
Decreases related to prior year positions	—		(4)
Balance at end of year	$	3,045	$	488

The Company is subject to taxation in the U.S. Federal jurisdiction and California. All tax years from inception are subject to examination by federal and state tax authorities. The Company’s practice is to recognize interest and penalties related to income tax matters in income tax expense. No interest or penalties related to income tax matters have been incurred at December 31, 2021 and 2020 and the years then ended. Further, the Company is not currently under examination by any federal, state, or local tax authority.

- 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 http://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 http://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 http://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 http://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 http://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 http://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 http://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 http://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 http://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

+ Details

Subsequent Events	12 Months Ended
Subsequent Events	Dec. 31, 2021
Subsequent Events [Abstract]
Subsequent Events	SUBSEQUENT EVENT Credit Facility with Hercules Capital and Silicon Valley Bank On February 2, 2022, the Company executed a loan and security agreement (the "Credit Facility") with Hercules Capital, Inc. ("Hercules") and Silicon Valley Bank ("SVB"). The Credit Facility provides an aggregate principal amount of up to $175 million with tranched availability as follows: $40 million at closing with $20 million drawn in February 2022, $25 million upon submission of a new drug application with the FDA for TP-03, $35 million upon FDA approval of TP-03, and $75 million upon achievement of certain revenue thresholds and other conditions. Each of the tranches may be drawn down in $5 million increments at the Company's election. The Credit Facility includes a four-year interest only period and is extendable to five years upon meeting certain conditions. There is no warrant coverage to the lenders.

Summary of Significant Accounting Policies and Use of Estimates (Policies)	12 Months Ended
	Dec. 31, 2021
Accounting Policies [Abstract]
Operating Segment	Operating SegmentTo date, the Company has operated and managed its business and financial information on an aggregate basis based on the Company's organizational structure, for the purposes of evaluating financial performance and the allocation of capital and personnel resources, consistent with the way operations and investments are managed and evaluated by the chief operating decision maker, or the CODM. Accordingly, the Company’s management determined that it operates one reportable operating segment. This single segment is focused exclusively on developing pharmaceutical products for eventual commercialization.
Basis of Presentation	Basis of Presentation The accompanying financial statements have been prepared in conformity with accounting principles generally accepted (“GAAP”) in the United States ("U.S.") and with the rules and regulations of the Securities and Exchange Commission (“SEC”). The preparation of financial statements in conformity with GAAP and with the rules and regulations of the SEC requires management to make informed estimates and assumptions that affect the amounts reported in these financial statements and accompanying notes. These estimates and assumptions involve judgments with respect to numerous factors that are difficult to predict and may materially differ from the amounts ultimately realized and reported due to the inherent uncertainty of any estimate or assumption. On an on-going basis, management evaluates the Company's most critical estimates and assumptions, including those related to (i) revenue recognition from out-licensing arrangement (ii) fair value of equity-based awards and periodic recognition of stock-based compensation, (iii) the realization of income tax assets and estimates of tax liabilities, and (iv) expense accruals related to research and development activities, including clinical trials.
Cash and Cash Equivalents	Cash and Cash EquivalentsCash and cash equivalents consist of bank deposits and highly liquid investments, including money market fund accounts, that are readily convertible into cash without penalty, with original maturities of three months or less from the purchase date.
Marketable Securities	Marketable SecuritiesMarketable securities represent LianBio common stock (see Note 7) with associated gains or losses recorded within "other (expense) income, net" within the Statements of Operations at each reporting period.
Concentration of Credit Risk and Other Risks and Uncertainties	Concentration of Credit Risk and Other Risks and Uncertainties Financial instruments that potentially subject the Company to significant concentrations of credit risk consist primarily of cash and cash equivalents in deposits at financial institutions that exceed federally insured limits. In March 2020, the World Health Organization declared a pandemic related to the global novel coronavirus disease 2019 (“COVID-19”) outbreak. The COVID-19 pandemic continues to evolve and its impact on the Company’s business will depend on several factors that are highly uncertain and unpredictable, including, the efficacy and adoption of vaccines, future resurgences of the virus and its variants, and the speed at which government restrictions are lifted. To date, the Company’s operations have not been significantly impacted by the COVID-19 pandemic, though the Company continues to monitor the potential impact COVID-19 may have on its ongoing and planned clinical trials. However, the Company cannot at this time predict the specific extent, duration, or full impact that the COVID-19 outbreak may have on these activities or its financial condition. The Company’s results of operations involve numerous risks and uncertainties. Factors that could adversely impact the Company’s operating results and business objectives include, but are not limited to (1) uncertainty of results of clinical trials, (2) uncertainty of regulatory approval of the Company’s potential product candidates (3) uncertainty of market acceptance of its product candidates, (4) competition from substitute products and other companies, (5) securing and protecting proprietary technology and strategic relationships, and (6) dependence on key individuals and sole source suppliers. The Company’s product candidates require approvals from the U.S. Food and Drug Administration (“FDA”) and comparable foreign regulatory agencies prior to commercial sales in their respective jurisdictions. There can be no assurance that any product candidates will receive the necessary approvals. If the Company is denied approval, approval is delayed or the Company is unable to maintain approval for any product candidate, it could have a materially adverse impact on the business.
Property and Equipment, Net	Property and Equipment, NetProperty and equipment, net is stated at historical cost and is depreciated on a straight-line basis over an estimated useful life that corresponds with its designated asset category. Leasehold improvements are amortized on a straight-line basis over the shorter of the remaining lease term or the estimated useful lives of related improvements. The Company evaluates the recoverability of “long-lived assets” (which includes property and equipment) whenever events or changes in circumstances in the business indicate that the asset’s carrying amount may not be recoverable. Recoverability of these assets is measured by a comparison of the carrying amounts to the sum of the future undiscounted cash flows the assets are expected to generate over the remaining useful lives of the assets. If a long-lived asset fails a recoverability test, the Company measures the amount by which the carrying value of the asset exceeds its fair value. Other than the right-of-use ("ROU") asset impairment discussed in Note 8, there were no events or changes in business circumstances during the years ended December 31, 2021 and 2020 that indicated the carrying amounts of any long-lived assets were not fully recoverable.
Revenue Recognition for Out-License Arrangements	Revenue Recognition for Out-License Arrangements Overview The Company currently has one out-license arrangement that allows the third-party licensee to market the Company’s TP-03 product (representing "functional intellectual property") in certain territories for a certain field of use and for a stated term - see Note 9. The accounting and reporting of revenue for out-license arrangements requires significant judgment for: (a) identification of the number of performance obligations within the contract, (b) the contract’s transaction price for allocation (including variable consideration), (c) the stand-alone selling price for each identified performance obligation, and (d) the timing and amount of revenue recognition in each period. The Company's out-license arrangement, as described in Note 9, was analyzed under GAAP to determine whether the promised goods or services (which include the license, and know-how, data, and information necessary or reasonably useful for the research, development, manufacture, or commercialization of any license product, and governance committee services) are distinct or must be accounted for as part of a combined performance obligation. In making these assessments, the Company considers factors such as the stage of development of the underlying intellectual property and the capabilities of the customer to develop the intellectual property on their own, and/or whether the required expertise is readily available. If the license is considered to not be distinct, the license is combined with other promised goods or services as a combined performance obligation for revenue recognition. The Company's out-license arrangement includes the following forms of consideration: (i) non-refundable upfront license payments, (ii) equity-based consideration, (iii) sales-based royalties, (iv) sales threshold milestones, (v) development milestone payments, and (vi) regulatory milestone payments. Revenue is recognized in proportion to the allocated transaction price when (or as) the respective performance obligation is satisfied. The Company evaluates the progress related to each milestone at each reporting period and, if necessary, also adjusts the probability of achievement and related revenue recognition. The measure of progress, and thereby periods over which revenue is recognized, is subject to estimates by management and may change over the course of the agreement. Contractual Terms for Receipt of Payments The contractual terms that establish the Company’s right to collect specified amounts from its customers and that require contemporaneous evaluation and documentation under GAAP for the corresponding timing and amount of revenue recognition, are as follows: (1) Upfront License Fees: The Company determines whether non-refundable license fee consideration is recognized at the time of contract execution (i.e., when the license is transferred to the customer and customer is able to use and benefit from the license) or over the actual (or implied) contractual period of the out-license. The Company also evaluates whether it has any other requirements to provide substantive services that are inseparable from the performance obligation of the license transfer to determine whether any combined performance obligation is satisfied over time or at a point in time. Upfront payments may require deferral of revenue recognition to a future period until we perform obligations under these arrangements. (2) Development Milestones: The Company utilizes the “most likely amount” method to estimate the amount of consideration to which it will be entitled for achievement of development milestones as these represent variable consideration. For those payments based on development milestones (e.g., patient dosing in a clinical study or the achievement of statistically significant clinical results), the Company assesses the probability that the milestone will be achieved, including its ability to control the timing or likelihood of achievement, and any associated revenue constraint. Given the high degree of uncertainty around the occurrence of these events, we determined the milestone and other contingent amounts to be "constrained" until the uncertainty associated with these payments is resolved. At each reporting period, the Company re-evaluates this associated revenue recognition constraint. Any resulting adjustments are recorded to revenue on a cumulative catch-up basis and reflected in the financial statements in the period of adjustment. (3) Regulatory Milestones: The Company utilizes the “most likely amount” method to estimate the consideration to which it will be entitled and recognizes revenue in the period regulatory approval occurs (the performance obligation is satisfied) as these represent variable consideration. Amounts constrained as variable consideration are included in the transaction price to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is subsequently resolved. The Company evaluates whether the milestones are considered probable of being reached and not otherwise constrained. Accordingly, due to the inherent uncertainty of achieving regulatory approval, associated milestones are constrained for revenue recognition until achievement. (4) Royalties: Under the "sales-or-usage-based royalty exception" the Company recognizes revenue based on the contractual percentage of the licensee’s sale of products to its customers at the later of (i) the occurrence of the related product sales or (ii) the date upon which the performance obligation to which some or all of the royalty has been allocated has been satisfied or partially satisfied. To date, the Company has not recognized any royalty revenue from its out-licensing arrangements. (5) Sales Threshold Milestones: Similar to royalties, applying the "sales-or-usage-based royalty exception", the Company recognizes revenue from sales threshold milestones at the later of (i) the period the licensee achieves the one-time annual product sales levels in their territories for which the Company is contractually entitled to a specified lump-sum receipt, or (ii) the date upon which the performance obligation to which some or all of the milestone has been allocated has been satisfied or partially satisfied. To date, the Company has not recognized any sales threshold milestone revenue from out-licensing arrangements. The Company re-evaluates an out-license "transaction price" as determined in each reporting period as uncertain events are resolved and other changes in circumstances occur. A "performance obligation" is a promise in a contract to transfer a distinct good or service and is the unit of accounting. A contract’s "transaction price" is allocated among each distinct performance obligation based on relative standalone selling price and recognized when, or as, the applicable performance obligation is satisfied. Accounting Standards Update No. 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers In October 2021, the Financial Accounting Standards Board, or FASB, issued Accounting Standards Update No. 2021-08, Business Combinations (Topic 805), Accounting for Contract Assets and Contract Liabilities from Contracts with Customers, which requires an entity (acquirer) to recognize and measure contract assets and liabilities acquired in a business combination in accordance with Topic 606, Revenue from Contracts with Customers. This update is effective for fiscal years beginning after December 15, 2022, and interim periods within those fiscal years, with early adoption permitted. The amendments should be applied prospectively to business combinations occurring on or after the effective date of the amendments. The Company is currently evaluating the impact the standard will have on the financial statements.
Research and Development Costs	Research and Development Costs Research and development costs are expensed as incurred or as certain upfront or milestone payments become contractually due to licensors upon the achievement of clinical or regulatory events. These expenses also include internal costs directly attributable to in-development programs, including cost of certain salaries, payroll taxes, employee benefits, and stock-based compensation expense, as well as laboratory and clinical supplies, pre-clinical and clinical trial related expenses, clinical manufacturing costs, and the cost of services provided by outside contractors. The Company recognizes expense for pre-clinical studies and clinical trial activities performed by these third parties. This is typically based upon estimates of the proportion of work completed over the term of the individual study or trial, as well as patient enrollment and dosing events in accordance with agreements established with clinical research organizations ("CROs") and clinical trial or pre-clinical study sites. The Company has entered, and may continue to enter into, license agreements to access and utilize intellectual property for drug development. In each case, the Company evaluates if the assets acquired in a transaction represent the acquisition of an asset or a business, as defined under applicable GAAP. The Company’s executed in-license agreements (see Note 8(b)) were evaluated and determined to represent asset acquisitions. Because these assets have not yet received regulatory approval and have no alternative future use, the purchase price for each was immediately recognized as research and development expense. In addition, any future milestone payments (whether in the form of cash or stock) made before product regulatory approval (that do not meet the definition of a derivative) will also be immediately recognized as research and development expense when paid or becomes payable, provided there is no alternative future use of the rights in other research and development projects.
Deferred Offering Costs	Deferred Offering CostsDeferred offering costs are expenses directly related to the Form S-3 filed with the SEC on November 1, 2021 and declared effective on November 5, 2021 (the "Shelf Registration"). These costs consisted of legal, accounting, and other applicable professional fees that the Company has capitalized, including fees incurred by the independent registered public accounting firm directly related to the Shelf Registration. Deferred offering costs are reclassified to “additional paid in capital” on a pro-rata basis when the Company completes offerings under the Shelf Registration, with any remaining deferred offering costs to be charged to the results of operations at the end of the Shelf Registration's life.
Stock-Based Compensation	Stock-Based CompensationThe Company recognizes stock-based compensation expense for equity awards granted to employees, consultants, and members of its Board of Directors. The Black-Scholes pricing model is used to estimate the fair value of stock option awards as of the date of grant. The fair value of restricted stock units is representative of the closing share price preceding the date of grant. For stock-based awards that vest subject to the satisfaction of a service requirement, the related expense is recognized on a straight-line basis over each award’s actual or implied vesting period. For stock-based awards that vest subject to a performance condition, the Company recognizes related expense on an accelerated attribution method, if and when it concludes that it is highly probable that the performance condition will be achieved. As applicable, the Company reverses previously recognized expense for forfeitures of unvested awards in the same period of occurrence. The measurement of the fair value of stock option awards and recognition of stock-based compensation expense requires assumptions to be estimated by management that involve inherent uncertainties and the application of management’s judgment, including (a) the fair value of the Company’s common stock on the date of the option grant for all awards granted prior to the IPO, (b) the expected term of the stock option until its exercise by the recipient, (c) stock price volatility over the expected term, (d) the prevailing risk-free interest rate over the expected term, and (e) expected dividend payments over the expected term. Management estimates the expected term of awarded stock options utilizing the “simplified method” for awards as the Company does not yet have sufficient exercise history since its November 2016 formation. Further, prior to the IPO, the Company was privately-held and therefore lacked company-specific historical and implied volatility information of its stock. Accordingly, management estimated this expected volatility based on a designated peer-group of publicly-traded companies for a look-back period, as of the date of grant, that corresponded with the expected term of the awarded stock option. The Company estimates the risk-free interest rate based upon the U.S. Department of the Treasury yield curve in effect at award grant for time periods that correspond with the expected term of the awarded stock option. The Company’s expected dividend yield is zero because it has never paid cash dividends and does not expect to for the foreseeable future. Prior to the IPO, given the absence of a public trading market, the Company’s Board of Directors, with input from management, considered numerous objective and subjective factors to determine the fair value of its common stock. The factors included: (i) third-party valuations of the Company’s common stock; (ii) the Company’s stage of development; (iii) the status of research and development efforts; (iv) the rights, preferences and privileges of the Company’s preferred stock relative to common stock; (v) the Company’s operating results and financial condition, including the Company’s levels of available capital resources; (vi) equity market conditions affecting comparable public companies; (vii) general U.S. market conditions; and (viii) the lack of current marketability of the Company’s common stock. Subsequent to the IPO, the fair value of the Company’s common stock is based on the closing quoted market price of its common stock as reported by the Nasdaq Global Select Market on the date of grant. All stock-based compensation expense is reported in the Statements of Operations and Comprehensive Loss within "research and development" expense or "general and administrative" expense, based upon the assigned department of the award recipient.
Income Taxes	Income Taxes Income taxes are accounted for using the asset and liability method. Deferred tax assets and liabilities are recorded based on the estimated future tax effects of temporary differences between the tax basis of assets and liabilities and amounts reported in the financial statements, as well as operating losses and tax credit carry forwards using enacted tax rates and laws that are expected to be in effect when the differences are expected to reverse. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period of enactment. Realization of deferred tax assets is dependent upon future earnings, the timing and amount of which are uncertain due to the Company’s historical operating performance and recorded cumulative net losses in prior fiscal periods. A valuation allowance is recorded to reduce deferred tax assets, because based upon a weighting of positive and negative factors, it is more likely than not that these deferred tax assets will not be realized. If/when the Company were to determine that deferred tax assets are realizable, an adjustment to the corresponding valuation allowance would increase the net income in the period that such determination was made. The Company’s income tax returns are based on calculations and assumptions that are subject to examination by the Internal Revenue Service and other tax authorities. In addition, the calculation of the Company’s tax liabilities involves dealing with uncertainties in the application of complex tax regulations. The Company recognizes liabilities for uncertain tax positions based on a two-step process. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates that it is more likely than not that the position will be sustained on audit, including resolution of related appeals or litigation processes, if any. The second step is to measure the tax benefit as the largest amount that is more than 50% likely of being realized upon settlement. While the Company believes it has appropriate support for the positions taken on its tax returns, the Company regularly assesses the potential outcomes of examinations by tax authorities in determining the adequacy of its provision for income taxes. The Company continually assesses the likelihood and amount of potential revisions and adjusts the income tax provision, income taxes payable and deferred taxes in the period in which the facts that give rise to a revision become known. In the event that the Company is assessed interest and/or penalties from taxing authorities that have not been previously accrued, such amounts would be included as a component of “income tax expense” within the Statements of Operations and Comprehensive Loss in the period the notice was received. To date there have been no interest or penalties charged. In December 2019, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2019-12, Simplifying the Accounting for Income Taxes (Topic 740). ASU 2019-12 removes certain exceptions for performing intraperiod tax allocations, recognizing deferred taxes for investments, and calculating income taxes in interim periods. The guidance also simplifies the accounting for franchise taxes, transactions that result in a step-up in the tax basis of goodwill, and the effect of enacted changes in tax laws or rates in interim periods. The Company adopted ASU 2019-12 in 2021, which had no material impact to its financial statements.
Net Loss per Share	Net Loss per Share Basic net loss per share is calculated by dividing net loss by the weighted-average number of shares of common stock outstanding for the period, without consideration for potential dilutive shares of common stock. Diluted net loss per share is computed by dividing the net loss by the weighted-average number of common stock equivalents outstanding for the period determined using the treasury-stock method and if-converted method, as applicable. The Company’s participating securities include unvested common stock awards issued upon early exercise of certain stock options, as early exercised unvested common stock awards have a non-forfeitable right to dividends. The Company’s participating securities do not have a contractual obligation to share in the Company’s losses, so in periods of net losses, the "two-class method" of calculating basic and diluted earnings per share is not required. In periods of net income, basic and diluted net loss per share attributable to common stockholders is presented in conformity with the two-class method required for participating securities. Also, net income is attributed to both common stockholders and participating security holders, and therefore, net income is allocated to shares of common stock and participating securities, as if all of the earnings for the period had been distributed. Diluted earnings per share under the two-class method is calculated using the more dilutive of the treasury stock or the two-class method. Due to net losses in all periods presented, all otherwise potentially dilutive securities are antidilutive. Accordingly, basic net loss per share equals diluted net loss per share for all period presented in the accompanying financial statements.
Fair Value Measurements	Fair Value Measurements Assets and liabilities recorded at fair value on a recurring basis in the balance sheets are categorized based upon the level of judgment associated with the inputs used to measure their fair values. 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. The authoritative guidance on fair value measurements establishes a three-tier fair value hierarchy for disclosure of fair value measurements as follows: •Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities that are publicly accessible at the measurement date. •Level 2: Observable prices that are based on inputs not quoted on active markets, but that are corroborated by market data. These inputs may include quoted prices for similar assets or liabilities or quoted market prices in markets that are not active to the general public. •Level 3: Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. The carrying amounts for financial instruments consisting of cash and cash equivalents, accounts payable and accrued liabilities approximate fair value due to their short maturities. Equity investments from LianBio are carried at fair value based upon its closing stock price at each reporting period. Derivative instruments are carried at fair value based on unobservable market inputs (see Note 7). Assets and liabilities are classified based on the lowest level of input that is significant to the fair value measurements. The Company reviews the fair value hierarchy classification on a quarterly basis. Changes in the ability to observe valuation inputs may result in a reclassification of levels for certain assets or liabilities within the fair value hierarchy. The Company did not have any transfers of assets and liabilities between the levels of the fair value measurement hierarchy during the years presented.
Comprehensive Loss	Comprehensive LossComprehensive loss represents all changes in stockholders’ equity, except those resulting from distributions to stockholders. For all periods presented in the accompanying financial statements, comprehensive loss was the same as reported net loss.
Recently Issued or Effective Accounting Standards	Recently Issued or Effective Accounting StandardsRecently issued or effective accounting pronouncements that impact, or may have an impact, on the Company’s financial statements have been discussed within the footnote to which each relates. Other recent accounting pronouncements not disclosed in these financial statements have been determined by the Company’s management to have no impact, or an immaterial impact, on its current and expected future financial position, results of operations, or cash flows.

Balance Sheet Account Detail (Tables)

12 Months Ended

Dec. 31, 2021

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Property and equipment, net

“Property and equipment, net” consists of the following:


	December 31,
	2021		2020
Furniture and fixtures	$	596	$	294
Office equipment	84		74
Laboratory equipment	167		173
Leasehold improvements	129		141
Property and equipment, at cost	976		682
(Less): Accumulated depreciation and amortization	221		134
Property and equipment, net	$	755	$	548

Other assets

"Other assets" consists of the following:


	December 31,
	2021		2020
Equity warrants (Note 7)	$	663	$	—
Deposits	71		33
Other long-term assets	392		48
Other Assets	$	1,126	$	81

Accounts payable and accrued liabilities

“Accounts payable and other accrued liabilities” consists of the following:


	December 31,
	2021		2020
Trade accounts payable and other	$	2,856	$	2,237
Operating lease liability, current	609		282
Accrued clinical studies	4,407		1,524
Contract liability	697		—
Income taxes payable	55		—
Employee stock option pre-vesting exercise liability, current portion	56		304
Accounts payable and other accrued liabilities	$	8,680	$	4,347

Other long-term liabilities

“Other long-term liabilities” consists of the following:


	December 31,
	2021		2020
Operating lease liability, non-current	$	585	$	549
Derivative liability	114		—
Employee stock option early exercise liability, non-current portion	—		56
Other long-term liabilities	$	699	$	605

Stockholders' Equity (Tables)

12 Months Ended

Dec. 31, 2021

Equity [Abstract]

Stock details

The following shares of common stock were reserved for issuance:


	December 31,
	2021	2020
Common stock awards reserved for future grant	9,266,200	9,414,091
Common stock reserved for future issuance under the 2020 Employee Stock Purchase Plan	2,493,488	—
Stock options issued and outstanding	2,759,830	1,836,739
Restricted stock units outstanding	17,251	—
Total shares of common stock reserved	14,536,769	11,250,830

- Definition

Tabular disclosure of an entity's stock, including par or stated value per share, number and dollar amount of share subscriptions, shares authorized, shares issued, shares outstanding, number and dollar amount of shares held in an employee trust, dividend per share, total dividends, share conversion features, par value plus additional paid in capital, the value of treasury stock and other information necessary to a fair presentation, and EPS information. Stock by class includes common, convertible, and preferred stocks which are not redeemable or redeemable solely at the option of the issuer. Includes preferred stock with redemption features that are solely within the control of the issuer and mandatorily redeemable stock if redemption is required to occur only upon liquidation or termination of the reporting entity. If more than one issue is outstanding, state the title of each issue and the corresponding dollar amount; dollar amount of any shares subscribed but unissued and the deduction of subscriptions receivable there from; number of shares authorized, issued, and outstanding.

+ References

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+ Details

Stock-Based Compensation (Tables)

12 Months Ended

Dec. 31, 2021

Share-based Payment Arrangement [Abstract]

Stock-based compensation


	Year Ended December 31,
	2021		2020
Research and development	$	1,843	$	260
General and administrative	6,612		579
Total stock-based compensation	$	8,455	$	839

Valuation assumptions of stock options

The fair value of granted stock options was estimated as of the date of grant using the Black-Scholes option-pricing model, based on the following inputs:


	Year Ended December 31,
	2021		2020
Exercise price (estimated fair value per common share on grant date)	$21.40 to $47.25		$2.01 to $10.99
Expected term (in years)	6.25		6.25
Risk-free interest rate	0.66% to 1.37%		0.38% to 0.47%
Expected volatility	64.8% to 69.4%		70.1% to 71.2%
Expected dividend yield	—		—
Weighted-average grant-date fair value per stock option	$	38.06	$	4.16

Stock option activity

Stock option activity during the years ended December 31, 2021 and 2020 was as follows:


	Number of Shares	Weighted- Average Exercise Price/Share		Weighted- Average Remaining Contractual Term (Years)	Aggregate Intrinsic Value (1)
Outstanding - December 31, 2019	297,142	$	0.32	8.60	$	37
Granted	1,741,384	4.16
Exercised	(197,179)	1.88
Forfeited	(4,608)	0.90
Expired	—	—
Outstanding - December 31, 2020	1,836,739	3.77		9.15	$	68,981
Granted	1,005,512	38.06
Exercised	(24,959)	4.14
Forfeited	(57,462)	22.18
Expired	—	—
Outstanding - December 31, 2021	2,759,830	$	15.88	8.54	$	33,641
Vested - December 31, 2021	889,458	$	5.02	7.70	$	16,339
Unvested - December 31, 2021	1,898,212	$	20.75	8.81	$	17,872

____________

Information with respect to stock option grants

The following table summarizes information with respect to stock option grants as of December 31, 2021:


	As of December 31, 2021
	Outstanding				Exercisable
Exercise Price	Granted Stock Options Outstanding	Aggregate Intrinsic Value		Weighted- Average Remaining Contractual Life (Years)	Granted Stock Options Exercisable	Aggregate Intrinsic Value		Weighted- Average Remaining Contractual Life (Years)
$0.001 - $2.005	260,549	$	5,784	6.55	227,930	$	5,064	6.50
$2.006 - $10.99	1,131,109	23,181		8.34	490,059	10,043		7.84
$11.00 - $23.53	527,041	4,676		8.96	115,482	1,232		8.76
$23.54 - $35.67	292,500	—		9.44	50,000	—		9.46
$35.68 - $47.25	548,631	—		9.01	5,987	—		6.46
	2,759,830	$	33,641	8.54	889,458	$	16,339	7.70

Restricted stock unit activity

Restricted stock unit activity during the year ended December 31, 2021 was as follows:


	Number of Shares	Weighted Average Value per Share at Grant Date
Outstanding - December 31, 2020	—	$	—
Granted	17,251	27.53


Outstanding - December 31, 2021	17,251	$	27.53

Net Loss Per Share (Tables)

12 Months Ended

Dec. 31, 2021

Earnings Per Share [Abstract]

Net loss per share, basis and diluted

The following table sets forth the computation of basic and diluted net loss per share:


	Year Ended December 31,
	2021		2020
Net loss (in thousands)	$	(13,827)	$	(26,811)
Weighted-average shares—basic and diluted	20,554,086		6,207,367
Net loss per share—basic and diluted	$	(0.67)	$	(4.32)

Outstanding potentially dilutive securities


	Year Ended December 31,
	2021	2020
Stock options, unexercised—vested and unvested	2,759,830	1,836,739
Stock options early-exercised and unvested	27,840	179,375
Restricted stock units—unvested	17,251	—
Total	2,804,921	2,016,114

Fair Value Measurements (Tables)

12 Months Ended

Dec. 31, 2021

Fair Value Disclosures [Abstract]

Financial instruments measured at fair value

The table below summarizes certain financial instruments measured at fair value that are included within the accompanying balance sheets, and their designation among the three fair value measurement categories (see Note 2(xii)):


	Year Ended December 31, 2021
	Fair Value Measurements
	Level 1		Level 2		Level 3		Total
Assets:
Money market funds	$	171,332	$	—	$	—	$	171,332
Common stock in LianBio (included in "marketable securities")	483		—		—		483
Equity warrants in LianBio (included in "other assets")	—		—		663		663
Total assets measured at fair value	$	171,815	$	—	$	663	$	172,478


	Year Ended December 31, 2020
	Fair Value Measurements
	Level 1		Level 2		Level 3		Total
Assets:
Money market funds	$	168,129	$	—	$	—	$	168,129
Total assets measured at fair value	$	168,129	$	—	$	—	$	168,129

Changes in fair value of derivative asset

The following table sets forth a summary of the changes in fair value of the equity warrants presented in "other assets" on the accompanying Balance Sheets.


	Equity Warrants, presented on the Balance Sheets
Fair value as of December 31, 2020	$	—
Initial fair value estimate of equity warrants (included in "other assets" within the Consolidated Balance Sheet as of December 31, 2021) upon issuance	1,233
Recognition of equity warrants included in "total revenues" within the Statement of Operations and Comprehensive Loss for the year ended December 31, 2021	1,491
Revaluation of equity warrants included in "other (expense) income, net" within the Statement of Operations and Comprehensive Loss for the year ended December 31, 2021	(987)
Exercise the first tranche of equity warrants into LianBio common stock (included in "marketable securities" within the Consolidated Balance Sheet as of December 31, 2021) on November 1, 2021 upon LianBio's IPO	(1,074)
Fair value as of December 31, 2021	$	663

Commitments & Contingencies (Tables)

12 Months Ended

Dec. 31, 2021

Commitments and Contingencies Disclosure [Abstract]

Lease asset and liability accounts

The below table summarizes the lease asset and liability accounts presented on the accompanying Consolidated Balance Sheets:


Operating Leases	Consolidated Balance Sheet Caption	December 31, 2021		December 31, 2020
Operating lease right-of-use assets - non-current	Operating lease right-of-use assets	$	1,074	$	688

Operating lease liability - current	Accounts payable and other accrued liabilities	$	609	$	282
Operating lease liability - non-current	Other long-term liabilities	585		549
Total lease liabilities		$	1,194	$	831

Future contractual lease payments

The below table summarizes the (i) minimum lease payments over the next five years and thereafter, (ii) lease arrangement imputed interest, and (iii) present value of future lease payments:


Operating Leases - future payments	December 31, 2021
2022	$	515
2023	761
2024	65
2025	—
2026	—
Total future lease payments, undiscounted	$	1,341
(Less): Imputed interest	(147)
Present value of operating lease payments	$	1,194

Components of lease cost

The components of lease cost were as follows:


	Year Ended December 31,
	2021		2020
Operating lease cost	$	385	$	208
Variable lease cost	144		25
Short-term lease cost	116		—
Total lease cost	$	645	$	233

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2021

Income Tax Disclosure [Abstract]

Components of loss from operations before provision for income taxes

The components of loss from operations before provision for income taxes were as follows:


	Year Ended December 31,
	2021		2020
United States	$	(13,772)	$	(26,810)
Total	$	(13,772)	$	(26,810)

Components of provision for income taxes

The provision for income taxes from operations were as follows:


	Year Ended December 31,
	2021		2020
Current:
Federal	$	42	$	—
State	13		1
	$	55	$	1

Deferred:
Federal	—		—
State	—		—
	—		—
Total income tax provision	$	55	$	1

Reconciliation of income taxes


	Year Ended December 31,
	2021		2020
Expected tax benefit at statutory rate	$	(2,891)	$	(5,630)
State income tax, net of federal benefit	(92)		1
Permanent items	(12)		5
Stock-based compensation	760		90
Research and development credits	(2,408)		(632)


Change in fair value of equity warrants and equity securities	331		—
Other	(50)		29
Change in valuation allowance	4,417		6,138
Income tax provision	$	55	$	1

Significant components of deferred tax assets and liabilities

Significant components of the deferred tax assets and liabilities were as follows:


	Year Ended December 31,
	2021		2020
Deferred tax assets:
Net operating loss carry forwards	$	4,934	$	5,391
Research and development credit carryforwards	2,969		710
Intangible assets	2,984		1,046
Stock-based compensation	1,136		87
Other, net	712		389
Total deferred tax assets before valuation allowance	12,735		7,623
Less: valuation allowance	(12,059)		(7,475)
Total deferred tax assets	$	676	$	148
Deferred tax liabilities, net:
Operating lease right-of-use assets	(234)		(148)
Deferred revenue	(442)		—
Net deferred tax asset	$	—	$	—

Gross unrecognized tax benefits

The following table summarizes the changes to the gross unrecognized tax benefits:


	Year Ended December 31,
	2021		2020
Balance at beginning of year	$	488	$	33
Additions related to current year positions	658		217
Additions related to prior year positions	1,899		242
Decreases related to prior year positions	—		(4)
Balance at end of year	$	3,045	$	488

Description of Business and Presentation of Financial Statements (Details) $ / shares in Units, $ in Thousands			12 Months Ended
	Oct. 20, 2020 USD ($) $ / shares shares	Oct. 08, 2020	Dec. 31, 2021 USD ($) segment	Dec. 31, 2020 USD ($)
Subsequent Event [Line Items]
Reverse stock split, conversion ratio		0.1346
Accumulated deficit \| $			$ 46,672	$ 32,845
Cash and cash equivalents \| $			$ 171,332	$ 168,129
Number of reportable segments \| segment			1
Number of operating segments \| segment			1
IPO
Subsequent Event [Line Items]
Stock issued (shares) \| shares	6,325,000
Price per share (usd per share) \| $ / shares	$ 16.00
Stock issued, net proceeds \| $	$ 91,700
Common stock issued upon conversion of preferred stock (shares) \| shares	11,107,018
Underwriters' option
Subsequent Event [Line Items]
Stock issued (shares) \| shares	825,000

Summary of Significant Accounting Policies and Use of Estimates (Details)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Accounting Policies [Abstract]
Expected dividend yield	0.00%	0.00%

Balance Sheet Account Detail - Property and Equipment, Net (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Property, Plant and Equipment [Line Items]
Property and equipment, at cost	$ 976	$ 682
(Less): Accumulated depreciation and amortization	221	134
Property and equipment, net	755	548
Depreciation	300	100
Furniture and fixtures
Property, Plant and Equipment [Line Items]
Property and equipment, at cost	596	294
Office equipment
Property, Plant and Equipment [Line Items]
Property and equipment, at cost	84	74
Laboratory equipment
Property, Plant and Equipment [Line Items]
Property and equipment, at cost	167	173
Leasehold improvements
Property, Plant and Equipment [Line Items]
Property and equipment, at cost	$ 129	$ 141

Balance Sheet Account Detail - Other Assets (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Equity warrants (Note 7)	$ 663	$ 0
Deposits	71	33
Other long-term assets	392	48
Other assets	$ 1,126	$ 81

Balance Sheet Account Detail - Accounts Payable and Accrued Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Trade accounts payable and other	$ 2,856	$ 2,237
Operating lease liability, current	$ 609	$ 282
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration]	Accounts payable and other accrued liabilities	Accounts payable and other accrued liabilities
Accrued clinical studies	$ 4,407	$ 1,524
Contract liability	697	0
Income taxes payable	55	0
Employee stock option pre-vesting exercise liability, current portion	56	304
Accounts payable and other accrued liabilities	$ 8,680	$ 4,347

Balance Sheet Account Detail - Other Long-Term Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Operating lease liability, non-current	$ 585	$ 549
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration]	Other long-term liabilities	Other long-term liabilities
Derivative liability	$ 114	$ 0
Employee stock option early exercise liability, non-current portion	0	56
Other long-term liabilities	$ 699	$ 605

Stockholders' Equity - Additional Information (Details)	12 Months Ended
Stockholders' Equity - Additional Information (Details)	Dec. 31, 2021 vote $ / shares shares	Dec. 31, 2020 $ / shares shares	Oct. 31, 2020 shares
Equity [Abstract]
Common stock, authorized (shares)	200,000,000	200,000,000	200,000,000
Preferred stock, authorized (shares)	10,000,000	10,000,000	10,000,000
Preferred stock, issued (shares)	0	0
Preferred stock, outstanding (shares)	0	0
Common stock voting rights, number of votes \| vote	1
Common stock dividends declared (usd per share) \| $ / shares	$ 0	$ 0
Common stock, issued (shares)	20,726,580	20,502,576
Common stock, outstanding (shares)	20,698,737	20,323,201
Common stock reserved for future issuance under the 2020 Employee Stock Purchase Plan (shares)	2,493,488	0
Common stock reserved for issuance, increase percentage	1.00%
Common stock reserved for future issuance, annual increase (shares)	2,500,000

Stockholders' Equity - Shares Reserved for Issuance (Details) - shares	Dec. 31, 2021	Dec. 31, 2020
Equity [Abstract]
Common stock awards reserved for future grant (shares)	9,266,200	9,414,091
Common stock reserved for future issuance under the 2020 Employee Stock Purchase Plan (shares)	2,493,488	0
Stock options issued and outstanding (shares)	2,759,830	1,836,739
Restricted stock units outstanding (shares)	17,251	0
Total shares of common stock reserved (shares)	14,536,769	11,250,830

Stock-Based Compensation - Additional Information (Details) - USD ($)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Oct. 08, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common stock reserved for issuance, increase percentage on first business day of each of next ten fiscal years	1.00%
Total grant-date fair value of options that vested during period	$ 16,300,000	$ 12,700,000
Unrecognized compensation expense	21,000,000
Stock-based compensation expense	8,455,000	839,000
Liability for early exercise of stock options	$ 100,000	$ 400,000
Stock options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expiration period	10 years
Expiration period, from date of termination upon death	12 months
Expiration period, from date of termination upon disability	6 months
Expiration period, from date of termination for all other separations	3 months
Unrecognized compensation expense, recognition period	2 years 8 months 12 days
Stock-based compensation expense	$ 8,300,000
Employee stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
ESPP discount percentage from market price, beginning of purchase period	15.00%
ESPP, maximum number of shares available for purchase by employee (shares)	3,000
Offering period	6 months
ESPP, maximum number of shares available for purchase	$ 25,000
Restricted stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized compensation expense, recognition period	1 year 8 months 12 days
Stock-based compensation expense	$ 100,000
Unrecorded stock-based compensation expense	$ 400,000
2020 Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common stock available for issuance (shares)			9,000,000
Common stock reserved for issuance, increase percentage on first business day of each of next ten fiscal years	4.00%
2016 Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common stock available for issuance (shares)			2,432,980
Minimum exercise price, percent of fair market value	100.00%
2016 Plan \| Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Service condition for full vesting	1 year
2016 Plan \| Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Service condition for full vesting	4 years

Stock-Based Compensation - Expense (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation	$ 8,455	$ 839
Research and development
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation	1,843	260
General and administrative
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation	$ 6,612	$ 579

Stock-Based Compensation - Valuation Assumptions of Stock Options (Details) - $ / shares	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Expected term	6 years 3 months	6 years 3 months
Risk-free interest rate, minimum	0.66%	0.38%
Risk-free interest rate, maximum	1.37%	0.47%
Expected volatility, minimum	64.80%	70.10%
Expected volatility, maximum	69.40%	71.20%
Expected dividend yield	0.00%	0.00%
Weighted-average grant-date fair value per stock option (usd per share)	$ 38.06	$ 4.16
Minimum
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Exercise price (estimated fair value per common share on grant date) (usd per share)	21.40	2.01
Maximum
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Exercise price (estimated fair value per common share on grant date) (usd per share)	$ 47.25	$ 10.99

Stock-Based Compensation - Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Number of Shares
Beginning balance (shares)	1,836,739	297,142
Granted (shares)	1,005,512	1,741,384
Exercised (shares)	(24,959)	(197,179)
Forfeited (shares)	(57,462)	(4,608)
Expired (shares)	0	0
Ending balance (shares)	2,759,830	1,836,739	297,142
Vested (shares)	889,458
Unvested (shares)	1,898,212
Weighted- Average Exercise Price/Share
Beginning balance (usd per share)	$ 3.77	$ 0.32
Granted (usd per share)	38.06	4.16
Exercised (usd per share)	4.14	1.88
Forfeited (usd per share)	22.18	0.90
Expired (usd per share)	0	0
Ending balance (usd per share)	15.88	$ 3.77	$ 0.32
Vested (usd per share)	5.02
Unvested (usd per share)	$ 20.75
Weighted-Average Remaining Contractual Term
Outstanding	8 years 6 months 14 days	9 years 1 month 24 days	8 years 7 months 6 days
Vested	7 years 8 months 12 days
Unvested	8 years 9 months 21 days
Aggregate Intrinsic Value (1)
Outstanding	$ 33,641	$ 68,981	$ 37
Vested	16,339
Unvested	$ 17,872

Stock-Based Compensation - Information With Respect to Stock Option Grants (Details) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Outstanding
Granted stock options outstanding (in shares)	2,759,830
Aggregate Intrinsic Value	$ 33,641	$ 68,981	$ 37
Weighted- Average Remaining Contractual Life (Years)	8 years 6 months 14 days
Exercisable
Granted stock options exercisable (shares)	889,458
Aggregate Intrinsic Value	$ 16,339
Weighted- Average Remaining Contractual Life (Years)	7 years 8 months 12 days
$0.001 - $2.005
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items]
Exercise price, lower range limit (USD per share)	$ 0.001
Exercise price, upper range limit (USD per share)	$ 2.005
Outstanding
Granted stock options outstanding (in shares)	260,549
Aggregate Intrinsic Value	$ 5,784
Weighted- Average Remaining Contractual Life (Years)	6 years 6 months 18 days
Exercisable
Granted stock options exercisable (shares)	227,930
Aggregate Intrinsic Value	$ 5,064
Weighted- Average Remaining Contractual Life (Years)	6 years 6 months
$2.006 - $10.99
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items]
Exercise price, lower range limit (USD per share)	$ 2.006
Exercise price, upper range limit (USD per share)	$ 10.99
Outstanding
Granted stock options outstanding (in shares)	1,131,109
Aggregate Intrinsic Value	$ 23,181
Weighted- Average Remaining Contractual Life (Years)	8 years 4 months 2 days
Exercisable
Granted stock options exercisable (shares)	490,059
Aggregate Intrinsic Value	$ 10,043
Weighted- Average Remaining Contractual Life (Years)	7 years 10 months 2 days
$11.00 - $23.53
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items]
Exercise price, lower range limit (USD per share)	$ 11.00
Exercise price, upper range limit (USD per share)	$ 23.53
Outstanding
Granted stock options outstanding (in shares)	527,041
Aggregate Intrinsic Value	$ 4,676
Weighted- Average Remaining Contractual Life (Years)	8 years 11 months 15 days
Exercisable
Granted stock options exercisable (shares)	115,482
Aggregate Intrinsic Value	$ 1,232
Weighted- Average Remaining Contractual Life (Years)	8 years 9 months 3 days
$23.54 - $35.67
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items]
Exercise price, lower range limit (USD per share)	$ 23.54
Exercise price, upper range limit (USD per share)	$ 35.67
Outstanding
Granted stock options outstanding (in shares)	292,500
Aggregate Intrinsic Value	$ 0
Weighted- Average Remaining Contractual Life (Years)	9 years 5 months 8 days
Exercisable
Granted stock options exercisable (shares)	50,000
Aggregate Intrinsic Value	$ 0
Weighted- Average Remaining Contractual Life (Years)	9 years 5 months 15 days
$35.68 - $47.25
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items]
Exercise price, lower range limit (USD per share)	$ 35.68
Exercise price, upper range limit (USD per share)	$ 47.25
Outstanding
Granted stock options outstanding (in shares)	548,631
Aggregate Intrinsic Value	$ 0
Weighted- Average Remaining Contractual Life (Years)	9 years 3 days
Exercisable
Granted stock options exercisable (shares)	5,987
Aggregate Intrinsic Value	$ 0
Weighted- Average Remaining Contractual Life (Years)	6 years 5 months 15 days

Stock-Based Compensation - Restricted Stock Unit Activity (Details) - Restricted stock	12 Months Ended
	Dec. 31, 2021 $ / shares shares
Number of Shares
Outstanding, beginning balance (shares) \| shares	0
Granted (shares) \| shares	17,251
Outstanding, ending balance (shares) \| shares	17,251
Weighted Average Value per Share at Grant Date
Outstanding, beginning balance (usd per share) \| $ / shares	$ 0
Granted (usd per share) \| $ / shares	27.53
Outstanding, ending balance (usd per share) \| $ / shares	$ 27.53

Net Loss Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Earnings Per Share [Abstract]
Net loss	$ (13,827)	$ (26,811)
Weighted-average common shares outstanding, basic (shares)	20,554,086	6,207,367
Weighted-average common shares outstanding, diluted (shares)	20,554,086	6,207,367
Net loss per share, basic (in USD per share)	$ (0.67)	$ (4.32)
Net loss per share, diluted (in USD per share)	$ (0.67)	$ (4.32)

- Definition

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

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

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+ Details

Net Loss Per Share - Outstanding Potentially Dilutive Securities (Details) - shares	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total	2,804,921,000	2,016,114,000
Stock options, unexercised—vested and unvested
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total	2,759,830,000	1,836,739,000
Stock options early-exercised and unvested
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total	27,840,000	179,375,000
Restricted stock units—unvested
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total	17,251,000	0

Fair Value Measurements - Financial Instruments Measured at Fair Value (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
Assets:
Common stock in LianBio (included in "marketable securities")	$ 483
Equity warrants in LianBio (included in "other assets")	663
Total assets measured at fair value	172,478	$ 168,129
Money market funds
Assets:
Money market funds	171,332	168,129
Level 1
Assets:
Common stock in LianBio (included in "marketable securities")	483
Equity warrants in LianBio (included in "other assets")	0
Total assets measured at fair value	171,815	168,129
Level 1 \| Money market funds
Assets:
Money market funds	171,332	168,129
Level 2
Assets:
Common stock in LianBio (included in "marketable securities")	0
Equity warrants in LianBio (included in "other assets")	0
Total assets measured at fair value	0	0
Level 2 \| Money market funds
Assets:
Money market funds	0	0
Level 3
Assets:
Common stock in LianBio (included in "marketable securities")	0
Equity warrants in LianBio (included in "other assets")	663
Total assets measured at fair value	663	0
Level 3 \| Money market funds
Assets:
Money market funds	$ 0	$ 0

Fair Value Measurements - Additional Information (Details)	Dec. 31, 2021 warrant shares
Fair Value Disclosures [Abstract]
Number of warrants	3
Number of vested warrants	1
Equity securities \| shares	78,373

Fair Value Measurements - Changes in Fair Value of Derivative Asset (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2021 USD ($)
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Fair value, beginning of period	$ 0
Initial fair value estimate of equity warrants (included in "other assets" within the Consolidated Balance Sheet as of December 31, 2021) upon issuance	1,233
Exercise the first tranche of equity warrants into LianBio common stock (included in "marketable securities" within the Consolidated Balance Sheet as of December 31, 2021) on November 1, 2021 upon LianBio's IPO	(1,074)
Fair value, end of period	663
Total revenues
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Recognition and revaluation of equity warrant rights included within Statement of Operations and Comprehensive Loss	1,491
Other (expense) income, net
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Recognition and revaluation of equity warrant rights included within Statement of Operations and Comprehensive Loss	$ (987)

Commitments & Contingencies - Facility Leases (Details) $ in Thousands	1 Months Ended	12 Months Ended
	Dec. 31, 2020 USD ($) contract	Dec. 31, 2021 USD ($) contract	Dec. 31, 2020 USD ($) contract	Jul. 30, 2021 USD ($)	Jan. 31, 2021
Lessee, Lease, Description [Line Items]
Operating lease right-of-use assets	$ 688	$ 1,074	$ 688	$ 700
Loss on lease termination	$ 15	$ 2	$ 15
Weighted average remaining lease term	2 years 10 months	2 years 1 month	2 years 10 months
Estimated incremental borrowing rate		10.00%
Irvine office and laboratory facility
Lessee, Lease, Description [Line Items]
Number of leases \| contract	3	3	3
Lease term					6 months

Commitment and Contingencies - Lease asset and liability accounts (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Jul. 30, 2021	Dec. 31, 2020
Commitments and Contingencies Disclosure [Abstract]
Operating lease right-of-use assets	$ 1,074	$ 700	$ 688
Operating lease liability, current	$ 609		$ 282
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration]	Accounts payable and other accrued liabilities		Accounts payable and other accrued liabilities
Operating lease liability, non-current	$ 585		$ 549
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration]	Other long-term liabilities		Other long-term liabilities
Present value of operating lease payments	$ 1,194		$ 831

Commitment and Contingencies - Components of Lease Cost (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Commitments and Contingencies Disclosure [Abstract]
Operating lease cost	$ 385	$ 208
Variable lease cost	144	25
Short-term lease cost	116	0
Total lease cost	$ 645	$ 233

Commitments & Contingencies - Future Contractual Lease Payments (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
Commitments and Contingencies Disclosure [Abstract]
2022	$ 515
2023	761
2024	65
2025	0
2026	0
Total future lease payments, undiscounted	1,341
(Less): Imputed interest	(147)
Present value of operating lease payments	$ 1,194	$ 831

Commitments & Contingencies - In-License Agreements for Lotilaner (Details) - USD ($)	1 Months Ended				2 Months Ended	3 Months Ended		12 Months Ended
	Apr. 30, 2021	Mar. 31, 2021	Sep. 30, 2020	Jan. 31, 2019	May 31, 2021	Aug. 31, 2021	Jun. 30, 2021	Dec. 31, 2021	Dec. 31, 2020
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Research and development								$ 41,712,000	$ 18,826,000
Common stock issued for license agreement, value								$ 5,494,000	$ 3,115,000
License agreement \| Elanco
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Research and development	$ 2,000,000		$ 1,000,000	$ 1,000,000
Upfront payment							$ 2,500,000
Common stock issued for license agreement (shares)			222,460
Common stock issued for license agreement, value			$ 3,100,000
Common stock issued for license agreement, share price (usd per share)			$ 14.0003
License agreement \| LianBo
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Upfront payment					$ 25,000,000	$ 30,000,000	$ 25,000,000
Additional fixed shares of common stock (shares)		187,500
Additional shares to be issued, value		$ 5,500,000
Additional shares to be issued (usd per share)		$ 29.30
License agreement \| Clinical milestones \| Elanco
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Maximum milestone payments			$ 4,500,000	3,000,000
License agreement \| Commercial and sales milestones \| Elanco
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Maximum milestone payments			$ 77,000,000	$ 79,000,000

Commitments & Contingencies - Employment Arrangements (Details)	Dec. 31, 2021 arrangement
Commitments and Contingencies Disclosure [Abstract]
Number of employment arrangements with executive officers	7

China Out-License (Details) - USD ($) $ in Thousands	2 Months Ended	3 Months Ended		12 Months Ended
China Out-License (Details) - USD ($) $ in Thousands	May 31, 2021	Aug. 31, 2021	Jun. 30, 2021	Dec. 31, 2021	Dec. 31, 2020
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Total revenues				$ 57,027	$ 0
License fees
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Total revenues				53,067	0
Collaboration revenue
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Total revenues				3,960	$ 0
LianBo \| License agreement
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Upfront payment	$ 25,000	$ 30,000	$ 25,000
LianBo \| License agreement \| Development and Regulatory Milestone
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Maximum milestone payments				50,000
LianBo \| License agreement \| Sales milestone
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Maximum milestone payments				100,000
LianBo \| License agreement \| License fees
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Total revenues				53,100
LianBo \| License agreement \| Collaboration revenue
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Total revenues				$ 4,000

Income Taxes - Components of Loss from Operations Before Provision for Income Taxes (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Income Tax Disclosure [Abstract]
United States	$ (13,772)	$ (26,810)
Loss from operations before income taxes	$ (13,772)	$ (26,810)

- Definition

Amount of income (loss) from continuing operations, including income (loss) from equity method investments, before deduction of income tax expense (benefit), and income (loss) attributable to noncontrolling interest.

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+ Details

Income Taxes - Components of Provision for Income Taxes (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Current:
Federal	$ 42	$ 0
State	13	1
Current Income Tax Expense (Benefit)	55	1
Deferred:
Federal	0	0
State	0	0
Deferred Income Tax Expense (Benefit)	0	0
Income tax provision	$ 55	$ 1

- Definition

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

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Income Taxes - Reconciliation of Income Taxes (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Income Tax Disclosure [Abstract]
Expected tax benefit at statutory rate	$ (2,891)	$ (5,630)
State income tax, net of federal benefit	(92)	1
Permanent items	(12)	5
Stock-based compensation	760	90
Research and development credits	(2,408)	(632)
Change in fair value of equity warrants and equity securities	331	0
Other	(50)	29
Change in valuation allowance	4,417	6,138
Income tax provision	$ 55	$ 1

Income Taxes - Significant Components of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
Deferred tax assets:
Net operating loss carry forwards	$ 4,934	$ 5,391
Research and development credit carryforwards	2,969	710
Intangible assets	2,984	1,046
Stock-based compensation	1,136	87
Other, net	712	389
Total deferred tax assets before valuation allowance	12,735	7,623
Less: valuation allowance	(12,059)	(7,475)
Total deferred tax assets	676	148
Deferred tax liabilities, net:
Operating lease right-of-use assets	(234)	(148)
Deferred revenue	(442)	0
Net deferred tax asset	$ 0	$ 0

Income Taxes - Additional Information (Details) - USD ($)	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Operating Loss Carryforwards [Line Items]
Valuation allowance on deferred tax assets	$ 12,059,000	$ 7,475,000
Net operating loss carryforwards	23,100,000
Unrecognized tax benefits	3,045,000	$ 488,000	$ 33,000
Unrecognized tax benefits that would affect effective tax rate if recognized	0
Federal
Operating Loss Carryforwards [Line Items]
Net operating loss carryforwards	23,100,000
California
Operating Loss Carryforwards [Line Items]
Net operating loss carryforwards	24,700,000
Research and development tax credit carryforwards \| Federal
Operating Loss Carryforwards [Line Items]
Tax credit carryforwards	3,000,000
Research and development tax credit carryforwards \| California
Operating Loss Carryforwards [Line Items]
Tax credit carryforwards	$ 1,100,000

Income Taxes - Gross Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2019
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward]
Balance at beginning of year	$ 488
Additions related to current year positions	658	$ 217
Additions related to prior year positions	1,899	242
Decreases related to prior year positions	0	(4)
Balance at end of year	$ 3,045	$ 33

Subsequent Events (Details) - Subsequent Event - Line of Credit $ in Millions	Feb. 02, 2022 USD ($)
Subsequent Event [Line Items]
Credit facility, aggregate principal amount	$ 175
Increments to draw on credit facility at company's election	$ 5
Interest only period	4 years
Interest only period, extension	5 years
Credit Facility, Tranche One
Subsequent Event [Line Items]
Credit facility, aggregate principal amount	$ 40
Credit Facility, Tranche Two
Subsequent Event [Line Items]
Credit facility, aggregate principal amount	20
Credit Facility, Tranche Three
Subsequent Event [Line Items]
Credit facility, aggregate principal amount	25
Credit Facility, Tranche Four
Subsequent Event [Line Items]
Credit facility, aggregate principal amount	35
Credit Facility, Tranche Five
Subsequent Event [Line Items]
Credit facility, aggregate principal amount	$ 75